Before the

**Federal Communications Commission**

**Washington, D.C. 20554**

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**SIXTH REPORT**

**Adopted: June 20, 2001 Released: July 17, 2001**

By the Commission:

**[Table of Contents]{.underline}**

**[Page]{.underline}**

I. INTRODUCTION [3](#introduction)

A. Overview [3](#overview)

B. Status of Competition [4](#status-of-competition)

C. Industry Development [5](#industry-development)

II\. THE CMRS INDUSTRY [9](#the-cmrs-industry)

A. Mobile Telephony [9](#mobile-telephony)

1\. Mobile Telephone Overview and Analysis
[9](#mobile-telephone-overview-and-analysis)

a.Market Structure [9](#market-structure)

b.Market Performance [21](#market-performance)

c.Continued Rise of Digital [25](#continued-rise-of-digital)

d.Pricing Data and Trends [27](#pricing-data-and-trends)

e.Wireless/Wireline Competition [32](#wirelesswireline-competition)

2\. Other Competitors: Resellers and Satellite Operators
[34](#other-competitors-resellers-and-satellite-operators4number-range-level3)

a.Resellers [34](#resellers)

b.Satellite Operators [35](#satellite-operators)

3\. International Developments [39](#international-developments)

a.Foreign Investment in U.S. Mobile Operators
[39](#foreign-investment-in-u.s.-mobile-operators)

b.U.S. Investment in Foreign Mobile Operators
[39](#u.s.-investment-in-foreign-mobile-operators)

c.International Comparisons [41](#international-comparisons)

B. Mobile Data [46](#number-range-level2number-range-level3mobile-data)

1\. Introduction [46](#introduction-1)

a.Domestic Developments [46](#domestic-developments)

b.International Developments [47](#international-developments-1)

c.3G Developments [48](#g-developments)

2\. Current Offerings [53](#current-offerings)

a.Paging/Messaging [53](#pagingmessaging)

b.Mobile Telephone Operator Offerings
[59](#mobile-telephone-operator-offerings)

c.Handheld Devices [64](#handheld-devices)

d.Dedicated Data Networks [69](#dedicated-data-networks)

3\. Developing Mobile Data Services
[71](#developing-mobile-data-services)

a.WAP [71](#wap)

b.M-Commerce [73](#m-commerce)

c.Location-Based Services [74](#location-based-services)

d.Short Range Data Transmissions [77](#short-range-data-transmissions)

4\. Telemetry and Telematics [80](#telemetry-and-telematics)

III\. CONCLUSION [82](#conclusion)

IV\. ADMINISTRATIVE MATTERS [83](#administrative-matters)

APPENDIX A: Fixed Wireless Voice and Data Services

APPENDIX B: Spectrum Auctions Tables

APPENDIX C: Mobile Telephony Tables

APPENDIX D: Mobile Data Tables

APPENDIX E: Maps

# INTRODUCTION

## Overview 

In 1993, Congress created the statutory classification of Commercial
Mobile Services[^1] to promote the consistent regulation of mobile radio
services that are similar in nature.[^2] At the same time, Congress
established the promotion of competition as a fundamental goal for CMRS
policy formation and regulation. To measure progress toward this goal,
Congress required the Federal Communications Commission ("Commission")
to submit annual reports that analyze competitive conditions in the
industry.[^3] This report is the sixth of the Commission's annual
reports on the state of CMRS competition.[^4]

CMRS includes a large number of terrestrial services and also includes
mobile satellite services involving the provision of such service.[^5]
As in the past, this report bases its analysis on a consumer-oriented
view of wireless services by focusing on specific product categories,
regardless of their regulatory classification. In some cases, this
includes an analysis of offerings outside the umbrella of "services"
specifically designated by the Commission as CMRS.[^6] However, because
licensees of these other spectrum-based services often compete with CMRS
providers, as well as with other providers of telecommunications
services, the Commission believes that it is important to consider them
in the analysis.

The structure of this report differs from the structure of the *Fifth
Report*[^7] because it focuses on two categories of wireless services:
mobile telephony[^8] and mobile data.[^9] This is a departure from the
report's previous editions, in which there was also a separate section
for dispatch services. While traditional dispatch service continues to
be provided,[^10] there has been an increasing convergence of services
provided by dispatch and other mobile telephony providers.[^11]
Moreover, public information regarding dispatch services, as distinct
from mobile telephony services, has become more limited. In the *Fifth
Report*, public information was available regarding four providers of
dispatch services. Two of these providers, Nextel Communications, Inc.
("Nextel") and Southern LINC, a unit of energy concern Southern Company,
offer dual, mobile telephony-dispatch services that straddle the mobile
telephony and dispatch sectors. Of the other two major providers of
dispatch services discussed in the *Fifth Report*, Chadmoore Wireless
Group, Inc. ("Chadmoore") and Mobex Communications, Inc. ("Mobex"),
Nextel has announced plans to acquire Chadmoore and buy Mobex's SMR
licenses.[^12] Therefore, for purposes of this report, it is more
appropriate to analyze these services as part of the mobile telephony
sector.

In addition, we no longer analyze the broadband PCS and cellular sectors
separately within the mobile telephony section. As noted above, this
report bases its analysis on a consumer-oriented view of wireless
services. While some differences remain between analog (traditionally
cellular) and digital (traditionally broadband PCS) services, many of
the largest operators hold both cellular and broadband PCS licenses, and
most use digital technology with both types of licenses. More than 62
percent of all subscribers currently have digital service, and from a
consumer's perspective digital service in the cellular band is virtually
identical to digital service in the PCS band.[^13]

We emphasize that the two service categories discussed in
consumer-oriented terms in this report are not as clearly delineated
when viewed from the carriers' perspective. For example, many mobile
telephony operators also offer mobile data services. Therefore, while
these service categories are used to provide structure for this CMRS
competition report, the Commission's view of operators is not limited by
the categories in which this report places them.

## Status of Competition

In the year 2000, the CMRS industry continued to experience increased
competition and innovation as evidenced by lower prices for consumers
and increased diversity of service offerings. The process of carriers
building nationwide footprints[^14] continues to be a significant trend
in the mobile telephone sector. The year 2000 saw a number of operators
fill in gaps in their coverage through mergers, acquisitions, and
license swaps.[^15] In parallel with the process of footprint building,
mobile telephone operators continue to deploy their networks in an
increasing number of markets, expand their digital footprints, and
develop innovative pricing plans.

Since the *Fifth Report*, the mobile data sector has continued its
transition from paging/messaging to mobile Internet access services.
Numerous companies, including paging/messaging carriers, mobile
telephone carriers, handheld personal digital assistant ("PDA")
manufacturers, and dedicated data network operators, now offer a myriad
of mobile Internet access products on a variety of mobile devices. Since
late 1999, seven major mobile telephone operators have begun offering
mobile data services, including "wireless web," Short Messaging Service
("SMS"), and e-mail, on mobile telephone handsets.[^16] Four of those
seven operators reported mobile Internet usage at the end of 2000 and
had a combined total of 2.5 million mobile Internet users.[^17] While
the number of traditional one-way paging subscribers declined in 2000,
the number of advanced messaging subscribers increased as
paging/messaging carriers continued to roll out advanced messaging and
Internet-based services.[^18] In addition, mobile Internet access is
currently available on three types of handheld PDA devices.[^19]

## Industry Development

*[Mobile Telephony]{.underline}*. Since the release of the *Fifth
Report*, the mobile telephony sector of CMRS has experienced another
year of strong growth and competitive development.[^20] In the twelve
months ending December 2000, the mobile telephony sector generated over
\$52.5 billion in revenues, increased subscribership from 86.0 million
to 109.5 million, and produced a nationwide penetration rate of roughly
39 percent.[^21] We note that 39 percent represents an overall average
and provides no information on segment-specific growth rates or market
penetration by demographic variables (*e.g.*, penetration rates in rural
vs. urban areas). Broadband PCS carriers and digital SMR providers
continue to deploy their networks.[^22] To date, 259 million people, or
almost 91 percent of the total U.S. population, have access to three or
more different operators (cellular, broadband PCS, and/or digital SMR
providers) offering mobile telephone service in the counties in which
they live.[^23] Over 214 million people, or 75 percent of the U.S.
population, live in areas with five or more mobile telephone operators
competing to offer service.[^24] And 133 million people, or 47 percent
of the population, can choose from at least six different mobile
telephone operators.[^25]

The rise of digital technology in the mobile telephone sector continues
unabated.[^26] The combined effect of increasing digital and declining
analog customers has been that, at the end of 2000, digital customers
made up 62 percent of the industry total, up from 51 percent at the end
of 1999 and 30 percent two years ago.[^27] Finally, in part because of
growing competition in the marketplace, it appears that the average
price of mobile telephone service has fallen substantially during the
year since the *Fifth Report*, continuing the trend of the last several
years.[^28] According to the U.S. Department of Labor Bureau of Labor
Statistics, the price of mobile telephone service declined by 12.3
percent during 2000.[^29] Another analyst estimates that mobile
telephone prices fell 25 percent between 1999 and 2000.[^30]

*[Mobile Data]{.underline}*. This report divides current mobile data
offerings into four categories: paging/messaging services; mobile
telephone Internet access; data services offered over handheld PDA
devices with a mobile Internet connection; and mobile data offerings by
dedicated data network operators. In addition to these current mobile
data offerings, there are a number of mobile data services and
technologies in development, including Wireless Application Protocol
("WAP"), location-based services, and m-commerce, which will likely play
a more prominent role in the mobile data industry as it evolves.[^31]
Many analysts expect that the development and deployment of advanced
wireless or Third Generation ("3G") services[^32] will increase the
growth of mobile data services over the next several years. During 2000
and early 2001, several U.S. mobile telephone carriers announced their
3G rollout plans. At least six carriers expect to begin deploying
network technologies during late 2001 and early 2002 that will allow for
mobile Internet access speeds of up to 144 kbps.[^33]

![](media/image1.png){width="6.49375in" height="8.403472222222222in"}

# THE CMRS INDUSTRY

## Mobile Telephony

This report defines the mobile telephone sector to include all operators
that offer commercially available interconnected mobile phone services.
These operators provide access to the public switched telephone network
("PSTN") via mobile communication devices employing radiowave technology
to transmit calls. As discussed in previous reports,[^34] providers
using cellular radiotelephone, broadband PCS, and SMR licenses dominate
this sector.[^35] Resellers and operators using satellite systems also
offer mobile telephone services. Because these licensees offer mobile
telephone services that are essentially interchangeable from the
perspective of most consumers, they are discussed in this report as a
cohesive industry sector.

The discussion below describes the mobile telephone market as a whole
and includes sections on market structure, market performance, digital
technologies, pricing, and wireless-wireline competition. This is
followed by discussions of resellers and satellite providers as well as
international developments.

### Mobile Telephone Overview and Analysis

#### Market Structure

##### Spectrum Allocation

Mobile telephony operators primarily use three types of spectrum
licenses to provide service: cellular, broadband PCS, and SMR.

[Cellular]{.underline} - The Commission began licensing commercial
cellular providers in 1981 and completed licensing the majority of
operators by 1992. The Commission divided the United States and its
possessions into 734 cellular market areas ("CMAs"), including 305
Metropolitan Statistical Areas ("MSAs"), 428 Rural Service Areas
("RSAs"), and a market for the Gulf of Mexico. Two cellular systems were
licensed in each market area. The Commission allocated 50 megahertz of
spectrum in the 800 MHz frequency band for the two competing cellular
systems in each market (25 megahertz for each system).

[Broadband PCS]{.underline} - Broadband PCS is similar to cellular
service, except that broadband PCS systems operate in different spectrum
bands and are designed to use a digital format. Broadband PCS licenses
have been assigned through auction, beginning in 1995.[^36] The most
recent broadband PCS auction was completed in 2001.[^37] The Commission
has set aside the spectrum between 1850 MHz and 1990 MHz for broadband
PCS. This spectrum includes 120 megahertz for mobile telephony, divided
originally into three blocks of 30 megahertz each (blocks A, B, and C)
and three blocks of 10 megahertz each (blocks D, E, and F).[^38] Two of
the 30 megahertz blocks (A and B blocks) are assigned on the basis of 51
Major Trading Areas ("MTAs").[^39] One of the 30 megahertz blocks (C
block) and all three of the 10 megahertz blocks are assigned on the
basis of 493 BTAs.[^40]

[SMR]{.underline} - The Commission first established SMR in 1979 to
provide for land mobile communications on a commercial basis. The
Commission initially licensed spectrum in the 800 and 900 MHz bands for
this service, in non-contiguous bands, on a site-by-site basis.[^41] The
Commission has since licensed additional SMR spectrum through
auctions,[^42] so that there are at least 26.5 megahertz of spectrum
available for SMR services.[^43] While Commission policy permits
flexible use of this spectrum, including the provision of paging,
dispatch, mobile voice, mobile data, facsimile, or combinations of these
services, [^44] the primary use for SMR traditionally has been dispatch
services.[^45] Dispatch differs from mobile voice communications offered
by PCS and cellular carriers in that it allows both one-to-one and
one-to-many communication (including real-time conferencing with
groups), and it generally does not operate through interconnection with
the public switched telephone network.[^46] SMR systems have also had
the ability to offer interconnected service, but until the development
of digital technologies, analog SMR systems had very limited capacity to
provide mobile telephony. In recent years, however, the nature of SMR
service has evolved significantly. SMR providers such as Nextel and
Southern LINC have used digital technologies to increase spectral
efficiency and become more significant competitors in mobile telephony,
while also providing dispatch functionality as part of their service
offerings.[^47] At the same time, traditional dispatch services are
being provided increasingly on non-SMR spectrum bands.[^48] Furthermore,
in apparent response to the dispatch functionality of SMR services,
cellular and PCS carriers have recently begun to offer dispatch-like
options (e.g., group calling and conferencing) as part of their service
offerings, particularly for businesses.[^49]

[Spectrum Cap]{.underline} - In every geographical area, the Commission
has authorized at least eight different mobile telephony licensees (two
cellular and six broadband PCS), not including additional digital SMR
licensees.[^50] Moreover, under Commission rules, broadband PCS,
cellular, and auctioned SMR licensees may disaggregate (divide the
spectrum into smaller amounts of bandwidth) or partition (divide the
license into smaller geographical areas) their licenses, or both, to
other entities.[^51] Many licensees have more than one license in a
particular market. However, under the Commission's CMRS spectrum cap
(which applies to 180 MHz of spectrum), no entity may control more than
45 megahertz of cellular,[^52] broadband PCS, and SMR[^53] spectrum in
an urban market, or more than 55 megahertz in a rural market.[^54]
Therefore, the spectrum cap ensures that there are at least four
different licensees in every market, and as a practical matter, there
are generally five or more licensees in every market.

##### Convergence of Cellular and PCS

Cellular and PCS networks use the same basic design. Both use a series
of low-power transmitters to serve relatively small areas ("cells"), and
both employ frequency reuse to maximize spectrum efficiency.[^55] In the
past, the primary difference was that cellular networks used an analog
technology, while PCS networks were designed from the start to use a
digital format. Digital technology provides better sound quality and
increases spectral efficiency in comparison to analog technology.
Increased capacity on digital networks has in turn permitted companies
to offer calling plans with large buckets of relatively inexpensive
minutes, free enhanced services such as voicemail and caller ID, and
wireless data and mobile Internet offerings.[^56]

Four of the largest mobile telephony companies - AT&T Wireless Group
("AT&T Wireless"), Verizon Wireless, LLC ("Verizon Wireless"),[^57]
Cingular Wireless, LLC ("Cingular Wireless")[^58] and ALLTEL Corp.
("ALLTEL") - hold both cellular and broadband PCS licenses, and these
carriers have deployed digital technology extensively throughout their
cellular networks.[^59] Even operators with only cellular licenses, such
as United States Cellular Corp. ("US Cellular"), are well along in the
conversion of their analog networks to digital. Several manufacturers
produce dual and tri-mode handsets for operators with both analog and
digital networks, allowing customers to move between digital and analog
areas with ease.[^60] More than 62 percent of all mobile telephony
subscribers use digital service now, and from a customer's perspective
digital service in the cellular band is virtually identical to digital
service in the PCS band.

##### Building Nationwide Networks

In the United States, there are six nationwide mobile telephony
operators: AT&T Wireless, Sprint PCS,[^61] Verizon Wireless, VoiceStream
Wireless Corp. ("VoiceStream"), Cingular Wireless, and Nextel. In
comparison, there were three nationwide mobile telephony operators at
the end of 1999.[^62] In addition to the nationwide operators, there are
a number of large regional players, including Western Wireless Corp.
("Western Wireless"), US Cellular, Dobson Communications Corp.
("Dobson"), and ALLTEL.

The Commission has concluded previously that operators with larger
footprints can achieve certain economies of scale and increased
efficiencies compared to operators with smaller footprints.[^63] Such
benefits, along with advances such as digital technology, have permitted
companies to introduce and expand innovative pricing plans such as
digital-one-rate ("DOR") type plans,[^64] reducing prices to
consumers.[^65]

###### Combinations, Sales, and License Swaps

Since the end of 1999, carriers have continued to build nationwide
footprints using combinations, acquisitions, and license swaps.[^66] One
of the driving forces behind many of these transactions has been the
desire of large regional carriers to enhance their ability to compete
with existing nationwide operators that offer attractive nationwide
pricing plans. National operators have also sought to fills in gap in
their coverage.[^67]

Between year end 1999 and the publication of the *Fifth Report* in
mid-2000, eight of the top 25 mobile telephone operators (based on
year-end 1999 subscribership) had merged to form two larger
carriers,[^68] and the proposed joint venture between SBC and BellSouth
was pending before the Commission.[^69] Since the writing of the *Fifth
Report*, that joint venture has been completed, and a number of other
combinations, sales, and license swaps have been announced.[^70] The
most significant are discussed below.

####### Combinations {#combinations .unnumbered}

*Cingular* - On October 5, 2000, SBC and BellSouth launched their new
national wireless joint venture under the name Cingular Wireless.[^71]
At the time of its closing, the merged company served more than 19
million customers and had licenses covering approximately 190 million
potential customers, or "POPs,"[^72] in 38 states, the District of
Columbia, and two U.S. territories.[^73] SBC contributed 60 percent of
the assets to the new company, while BellSouth contributed 40 percent of
the assets, but the companies are sharing control equally.[^74]

*VoiceStream/Powertel/Deutsche Telekom* - On May 31, 2001, Deutsche
Telekom AG ("Deutsche Telekom") completed its acquisition of VoiceStream
and Powertel, Inc. ("Powertel").[^75] This merger combines the two
largest GSM wireless providers in the United States.[^76] In the United
States, the merged entity holds licenses covering over 272 million POPs,
representing 97 percent of the U.S. population.[^77] As of the year-end
2000, VoiceStream and Powertel provided service to a total of 4.8
million U.S. wireless customers.[^78]

*Verizon Wireless/Price Wireless* - On November 15, 2000, Verizon
Wireless announced it had signed an agreement to acquire Price
Communications Wireless ("Price Wireless"), a wholly owned subsidiary of
Price Communications, Inc., for approximately \$2 billion.[^79] This
agreement is conditioned on the completion of Verizon Wireless's planned
initial public offering ("IPO") by September 30, 2001. Price Wireless's
network covers 3.4 million POPs in 16 markets, and the company serves
500,000 customers throughout Georgia, Alabama, South Carolina, and
Florida.[^80] Price Wireless's network uses TDMA, which Verizon Wireless
plans to convert to CDMA as quickly as possible after the closing.

*Nextel/Chadmoore -* In August 2000, Nextel agreed to acquire Chadmoore,
a dispatch company with licenses covering 180 small to medium-sized
markets.[^81] The companies expect to complete the merger by the second
half of 2001,[^82] assuming the proposed transfer of control is approved
by the Commission and consumated.

####### License Sales and Swaps {#license-sales-and-swaps .unnumbered}

*Verizon*/*ALLTEL* Sale - On February 20, 2001, Verizon Wireless
completed its acquisition of 20 unbuilt 10 megahertz PCS licenses in six
states from ALLTEL.[^83] These new licenses will increase Verizon
Wireless's footprint by some 2 million POPs and increase its spectrum
holdings in current licensed service areas totaling about 9 million
POPs. The new licenses cover markets in Georgia, Missouri, Tennessee,
Alabama, and Oklahoma. Financial details of the agreement were not
disclosed.

*Cingular/VoiceStream* Swap - In a major step to expand their market
coverage, Cingular and VoiceStream exchanged broadband PCS licenses
covering approximately 35 million POPs.[^84] Cingular Wireless acquired
10 megahertz of VoiceStream's spectrum in the New York MTA,[^85] as well
as 10 megahertz of its spectrum in both the St. Louis and Detroit BTAs.
VoiceStream received 10 megahertz of spectrum in the Los Angeles and San
Francisco MTAs, which include the entire states of California and
Nevada. The swap was completed in May 2001.[^86]

*AT&T/Sprint* Swap - On November 3, 2000, AT&T Wireless and Sprint PCS
announced an agreement to exchange licenses for certain 10 megahertz
blocks of PCS spectrum in markets around the country, covering
approximately 18.5 million POPs. [^87] Sprint is gaining spectrum in
Georgia, North Carolina, New Mexico, Ohio, Tennessee, and Texas, while
AT&T Wireless is receiving spectrum in California, Florida, Texas, Utah,
and Washington.[^88] The companies are also swapping spectrum within the
same BTA (Hartford, Connecticut).[^89]

*Nextel/Mobex/Arch* - Nextel is in the process of acquiring additional
SMR spectrum from several carriers.[^90] Mobex, another SMR service
provider, is in the process of transferring its 284 800 MHz and 900 MHz
licenses to Nextel.[^91] In January 2001, Arch Wireless, Inc. ("Arch")
agreed to sell its SMR licenses to Nextel.[^92] If Nextel completes all
its pending acquisitions (including Chadmoore), it will have
approximately 20 megahertz of spectrum in 52 of the top 100 U.S.
markets.[^93]

While the most high-profile transactions have involved nationwide
operators, smaller operators have also made acquisitions to increase the
size of their footprints. Leap Wireless International, Inc. ("Leap"),
for example, has purchased dozens of spectrum licenses from other
licensees since 1999.[^94] And on November 13, 2000, TeleCorp PCS, Inc.
("TeleCorp") completed its acquisition of fellow AT&T affiliate, Tritel,
Inc.[^95]

###### Affiliations

In addition to extending their networks through combinations or license
acquisitions, three national operators have extended their coverage
through affiliations with smaller carriers.[^96] These affiliations
create a "family" of operating companies with much closer relationships
than those formed by traditional roaming[^97] agreements. The
affiliations were established to accelerate the build-out of the larger
companies' networks by granting smaller affiliates the exclusive right
to offer mobile telephony for those companies, in some cases under the
larger companies' brand names, in selected mid-sized and smaller
markets.[^98]

*AT&T* - The AT&T family consists of AT&T Wireless's cellular and PCS
properties, as well as the ventures it has with four companies:
TeleCorp, Triton PCS Holdings, Inc. ("Triton PCS"), Cincinnati Bell
Wireless, LLC ("Cincinnati Bell Wireless"),[^99] and Dobson. AT&T
Wireless has sold portions of some of its broadband PCS licenses to the
ventures with the first three companies in return for a minority
ownership interest in the ventures. These three affiliates are currently
deploying TDMA technology and AT&T Wireless service under the brand name
SunCom in certain areas of the country.[^100] In a somewhat different
arrangement, AT&T Wireless and Dobson own equal interests in a joint
venture, American Cellular Corporation, which provides service primarily
in rural areas of the Midwestern and eastern United States.[^101] AT&T
Wireless owns approximately 12 percent of Dobson.[^102]

*Sprint PCS* - The Sprint PCS family consists of Sprint PCS and 14
affiliates.[^103] Each of the affiliates has an agreement with Sprint
PCS to use the latter's PCS licenses to deploy CDMA technology and
Sprint PCS-branded service in specific areas of the country.[^104] Some
of the affiliates also hold their own broadband PCS licenses, and at
least two affiliates -- US Unwired, Inc. ("US Unwired") and Via
Wireless, LLC ("Via")[^105] -- are using a combination of their own
spectrum licenses and Sprint's to deploy service.

*Nextel* - The Nextel family consists of Nextel and Nextel Partners,
Inc. ("Nextel Partners"). In an arrangement similar to that of AT&T with
its affiliates, Nextel has sold some of its SMR licenses to Nextel
Partners in return for a minority ownership interest in the
company.[^106] Nextel Partners is building out an iDEN network, and
Nextel is providing many of the support services.[^107]

##### Auction No. 35

On January 26, 2001, the Commission's most recent auction of C and F
block broadband PCS licenses, Auction No. 35, closed. The Commission
offered a total of 422 C and F block broadband PCS licenses covering 195
markets, and all of the licenses were sold.[^108] Many licenses in the
auction were available because parties that had won licenses for the
same spectrum had defaulted on their installment or other payments to
the Commission, while others were available because licenses had been
unsold in previous auctions.[^109] Net high bids totaled \$16.9
billion.[^110] The Auction No. 35 licenses produced significantly more
revenue than many analysts expected,[^111] and much more revenue than
the \$5.2 billion raised in earlier auctions of licenses for the same
spectrum.[^112]

Auction No. 35 differed in significant ways from the earlier C and F
block auctions. Participation in earlier auctions had been limited
solely to "entrepreneurs" (applicants, including attributable investors
and affiliates, with gross revenue of less than \$125 million in each of
the preceding two years and less than \$500 million in total
assets).[^113] Shortly before Auction No. 35, that restriction was
partially lifted,[^114] allowing non-entrepreneurs to bid on 252 of the
available 422 licenses.[^115]

Winning bids were highest for densely populated, urban BTAs. The New
York BTA alone, for example, raised \$5.6 billion, 33 percent of the
total auction receipts, for three 10 megahertz licenses.[^116] The top
ten markets (by population) accounted for \$10.1 billion, or 60 percent
of the total.[^117] Ten bidders' total net high bids accounted for the
lion's share of the auction receipts (98.7 percent).[^118]

The large sum of money committed in Auction 35 surprised many in the
investment community. As one analyst commented in reference to Verizon
Wireless's \$8.8 billion in bids, "What Do They Know We Don't
Know?"[^119] More understated, another analyst commented that the
auction prices paid were "quite high."[^120] While obviously only the
bidders knew their auction strategies, analysts perceived some common
goals, including adding capacity, filling-in footprint holes, and
expanding regional clusters.[^121] One analyst believed that the auction
prices reflected how larger operators value a true national footprint as
well as the additional services that can be used with the new
spectrum.[^122]

#### Market Performance

Some of the key metrics reported by mobile telephone operators, such as
subscriber growth, average monthly usage per subscriber, and average
revenue per subscriber, demonstrate the increased demand for and
reliance placed on mobile services. In addition, continued downward
price trends,[^123] churn, and continued expansion of mobile networks
into new and existing markets demonstrate a high level of competition
for mobile telephony customers.

##### Subscriber Growth

In 2000, the mobile telephone sector experienced another record year. As
of December 2000, the industry estimates that the sector had over 109.5
million subscribers,[^124] which translates into a nationwide
penetration rate of roughly 39 percent.[^125] This figure also
represents a 28 percent increase over the 86.0 million subscribers
reported for December 1999. Also, the absolute increase of 23.5 million
subscribers represents the largest 12-month jump in subscribership in
the history of the sector, surpassing 1999's previous record of 16.9
million additional subscribers. In addition to the overall penetration
rate of 39 percent, a recent study found that 46 percent of households
with incomes of at least \$25,000 have wireless service, up from 35
percent in 1998.[^126]

##### Minutes-of-Use

While estimates of average minutes-of-use per subscriber per month
("MOUs") vary, all show an increase between 1999 and 2000. Increasing
MOUs most likely are a result of the decreasing prices and the wider
acceptance of and reliance upon wireless service.[^127] Some analysts
speculate that higher usage also reflects how carriers are using minutes
as a promotional device to entice and retain customers. Giving customers
more minutes not only makes them feel that they are getting more for
their money,[^128] but makes them increasingly dependent on their cell
phones and on particular companies.[^129]

According to the CTIA mobile telephone survey, MOUs were 255 between
July and December 2000, an increase of 38 percent from 185 MOUs during
the same period in 1999.[^130] Other analysts, using different
methodologies, also report higher MOUs in 2000. Paul Kagan and
Associates estimated MOUs of 335 in mid-2000, up from 261 in
mid-1999.[^131] J.D. Powers & Associates estimated 320 MOUs, an increase
of 32 percent from 242 a year earlier, and a 61 percent increase from
1998.[^132] Taken together, these average 303 MOUs in 2000, a 32 percent
increase from an average of 229 MOUs in 1999. Using a somewhat different
metric, International Data Corporation ("IDC") found that U.S. household
wireless usage (which can include multiple wireless units within a
particular household) was 247 MOUs in 2000, compared with 155 MOUs in
1999 and 89 MOUs in 1998.[^133]

##### Average Revenue Per Unit

Increased MOUs may counteract any negative effect of falling prices on
the average monthly revenue per subscriber (often referred to as average
revenue per unit, or "ARPU"). For the mobile telephone sector, ARPU has
decreased almost continuously since CTIA began tracking it in 1987,
going from a peak of \$98.02 in December 1988 to a low of \$39.43 in
December 1998.[^134] However, since 1999, ARPU has begun increasing,
first to \$41.24 in December 1999, then to \$45.27 in December 2000, a
15 percent increase over the last two years. As previously discussed in
the *Fifth Report*, analysts attribute this rise to customers using
their phones more often.[^135]

##### Churn

Churn refers to the number of customers an operator loses over a given
period of time. Mobile telephone operators usually express churn in
terms of average percent churn per month. For example, an operator might
report average monthly churn of 2 percent in a given fiscal quarter. In
other words, on average, the operator lost 2 percent of its customers in
each of the quarter's three months. At this rate, the operator would
lose 24 percent of its customers in a single year.[^136] Given that
churn provides an approximate measure of the frequency with which
subscribers switch operators,[^137] it is often used as an indicator of
increasing competition. Most carriers report churn rates between 1.5
percent and 3 percent per month.[^138]

According to one recent survey, almost one in five wireless subscribers
have switched carriers in the past year.[^139] Sixteen percent of those
who switched said that their primary reason for doing so was
dissatisfaction with their current pricing plan.[^140] Twelve percent
dropped their current service in search of better network quality, and
10 percent left in order to take advantage of a competitor's
promotion.[^141] The survey also found that almost half (44 percent) of
all wireless users have no strong commitment to stay with their current
carrier.[^142] In addition, according to another survey released in May
2000, only 60 percent of subscribers had a "contract,"[^143] down from
70 percent a year earlier.[^144]

##### Market Entry

To track the level of competition in the mobile telephony market, the
Commission has compiled a list of counties with some level of coverage
by mobile telephone providers.[^145] This analysis is based on publicly
available sources of information released by the operators such as news
releases, filings with the Securities and Exchange Commission ("SEC"),
and coverage maps available on operators' Internet sites.[^146]

There are several important caveats to note when considering these data.
First, to be considered as "covering" a county, an operator need only be
offering service in a portion of that county. Second, multiple operators
shown as covering the same county are not necessarily providing service
to the same portion of that county. Consequently, some of the counties
included in this analysis may have only a small amount of coverage from
a particular provider. Third, the POPs and square miles figures in this
analysis include all of the POPs and all of the square miles in a county
considered to have coverage.[^147] Therefore, this analysis overstates
the total coverage in terms of both geographic areas and populations
covered.

To date, 259 million people, or almost 91 percent of the total U.S.
population, have three or more different operators (cellular, PCS,
and/or digital SMR) offering mobile telephone service in the counties in
which they live.[^148] However, these counties make up only 40 percent
of the total land area of the United States, reflecting the nation's
uneven population distribution.[^149] On the other hand, the land area
of these counties, 1.4 million square miles, is roughly equal to the
combined land area of the 15 members of the European Union.[^150] In
addition, over 214 million people, or 75 percent of the U.S. population,
live in areas with five or more mobile telephone operators competing to
offer service.[^151]

While growth in the percentage of the population covered by three or
more providers has been small in the past year,[^152] the percentage
growth of the population covered by six or more providers has been
significant. Over 133 million people, or 47 percent of the U.S.
population, live in areas with six or more mobile telephone operators
competing to offer service, an increase of 35 percent from 1999.[^153]
And 34 million people, or about 12 percent of the population, can now
choose from among seven or more different mobile telephone operators, an
increase of 170 percent from 1999.[^154]

#### Continued Rise of Digital

The rise of digital technology in the mobile telephone sector documented
in the last two reports continues.[^155] During 2000, the number of
customers subscribing to digital services jumped 55 percent from
approximately 44.3 million to 67.7 million.[^156] Digital subscribers
now make up 62 percent of all wireless subscribers, up from 51 percent
last year, and 30 percent at the end of 1998. The four primary competing
digital technologies experienced growth in subscribership ranging from
44 to 72 percent. In addition, almost all new mobile phones sales are
digital.[^157]

Even as new subscribers are overwhelmingly signing up for digital
service,[^158] operators continue to move their existing subscriber base
from analog to digital services.[^159] At the end of 2000, for example,
90.1 percent of AT&T Wireless's nearly 15.2 million consolidated
subscribers used digital service, up from 79.2 percent a year
earlier.[^160] More than half of Verizon Wireless's customers now
subscribe to its digital services, and those customers generate more
than 80 percent of the company's "busy-hour" usage.[^161] Cingular
Wireless states that 85 percent of its customers subscribe to digital
service.[^162]

Operators also continued to expand the footprints of their chosen
digital technology in 2000. This drive stems from operators with analog
networks, who need to improve capacity, increase their advanced service
offerings, and provide compatibility for digital-based roaming partners,
as well as from new, all-digital network operators who need to expand
their footprints to increase their competitiveness.[^163]

Four major mobile telephone operators - AT&T Wireless, Verizon Wireless,
Cingular Wireless, and ALLTEL - are both cellular and broadband PCS
licensees, and these carriers have deployed digital technology
extensively throughout their networks. Ninety-nine percent of AT&T
Wireless's network has been upgraded to digital.[^164] Verizon
Wireless's digital network reaches approximately 75 percent of its
covered POPs,[^165] Cingular Wireless's, 95 percent;[^166] and ALLTEL's,
over 85 percent.[^167] Even operators with only cellular licenses are
well along in the conversion of their analog networks to digital. US
Cellular, for example, offers digital service in 85 percent of its
coverage areas using a mix of TDMA and CDMA. CTIA estimates that
carriers have designated four times as many channels for digital use as
for analog use.[^168]

##### Coverage by Technology Type

Of the six nationwide mobile telephone operators, Sprint PCS and Verizon
Wireless have CDMA as their digital technology, AT&T Wireless uses
TDMA,[^169] VoiceStream uses GSM, and Nextel uses iDEN. Cingular
Wireless has a mix of TDMA and GSM networks.

To date, 271 million people, or 95 percent of the total U.S. population,
live in counties where operators offer digital mobile telephone service,
using CDMA, TDMA, GSM, and/or iDEN technologies.[^170] These counties
make up 57 percent of the total land area of the United States. To
estimate the current levels of deployment of the four main digital
mobile telephone technologies individually, the Commission has prepared
maps of each technology combining the coverage by all of the relevant
operators.[^171]

CDMA and TDMA technologies are available to roughly equal numbers of
Americans. CDMA has been launched in at least some portion of counties
containing 242 million people, or 85 percent of the U.S.
population,[^172] while TDMA has been launched in at least some portion
of counties containing 238 million people, or 83 percent of the U.S.
population.[^173] GSM has been launched in at least some portion of
counties containing 197 million people, or approximately 69 percent of
the U.S. population.[^174]

Digital SMR operators are the only users of iDEN technology in the
United States. To date, digital SMR operators have launched iDEN-based
service in at least some portion of counties containing over 232 million
people, or approximately 81 percent of the U.S. population.[^175]

#### Pricing Data and Trends

It is difficult to identify sources of information that track mobile
telephone prices in a comprehensive manner.[^176] However, a number of
reports and other available data indicate that the entrance of new
competitors into the mobile telephone market continues to reduce prices.
Because these studies use different methodologies and market samples,
their findings vary and are comparable only in the broadest terms.
Nevertheless, they clearly show that the average price of mobile
telephony service has fallen since the *Fifth Report*, continuing the
trend of the last several years.

According to one economic research and consulting firm, prices declined
roughly 7 percent in 2000.[^177] The average cost of monthly service -
which was calculated across four typical usage plans (30, 150, 300 and
600 minutes) across 25 major cities - dropped from \$42.53 in December
1999 to \$39.60 in December 2000. Data are not currently available for
smaller markets. The biggest price declines came for customers who
subscribed to plans offering 600 minutes of talk time each month, whose
prices dropped by 10.1 percent, while those on monthly plans with fewer
minutes saw more modest reductions. In evaluating pricing plans offered
in major markets across the nation, another analyst estimates that the
average price per minute for wireless service fell by 25 percent between
1999 and 2000.[^178]

Another source of price information is the cellular telephone services
component of the Consumer Price Index ("Cellular CPI") produced by the
United States Department of Labor's Bureau of Labor Statistics.[^179]
During 2000, the Cellular CPI[^180] decreased by 12.3 percent while the
overall CPI increased by 3.4 percent. In comparison, the local telephone
services component increased by 5.5 percent while the long distance
telephone services component decreased by 9.2 percent. The Cellular CPI
has declined almost 30 percent since the end of 1997.

##### Developments in Pricing Plans

The continued rollout of differentiated pricing plans indicates a
competitive marketplace. In the mobile telephone sector, a single
operator often tries a new and innovative pricing plan, and is later
imitated by competitors if the plan proves to be successful. For
example, many in the industry questioned AT&T Wireless's wisdom when it
introduced the first DOR plan in May 1998.[^181] Today virtually all of
the major operators offer a similar type of DOR pricing plan that allows
customers to purchase a bucket of MOUs on a nationwide or nearly
nationwide network without incurring roaming or long distance
charges.[^182]

In addition to the national pricing plan trend, a number of large
carriers - including AT&T Wireless, Verizon Wireless, and Cingular
Wireless - have begun offering regional DOR calling plans.[^183] These
plans give customers a bucket of MOUs to use in a particular region
without incurring roaming or long distance charges. Verizon Wireless's
SingleRate West calling plan, for example, allows customers to call from
anywhere to anywhere in an 11-state region without incurring additional
charges.[^184] Cingular Wireless has five regional calling plans, as
well as plans that allow subscribers to choose the areas that define the
home-calling region.[^185] Analysts believe these plans are designed to
compete against regional competitors such as Powertel and Qwest
Communications International, Inc. ("Qwest").[^186] Leap, through its
subsidiary Cricket, allows subscribers to make unlimited local calls and
receive calls from anywhere in the world for one flat rate of \$30 per
month. For a further discussion, see Section II.e, *infra*.

For the global traveler, AT&T Wireless and Nextel have come out with
pricing plans that provide subscribers with one (terrestrial-based)
mobile phone and one phone number worldwide. For an additional \$5
monthly fee to their domestic service plan, Nextel Worldwide subscribers
can use their phones outside the United States and pay a flat rate per
minute pricing based on the country from which they are calling.[^187]
Rates range from \$0.99 per minute for most of Europe; \$1.99 per minute
for Asia, South America, and the Middle East; and \$2.99 - \$4.99 per
minute for select countries in Africa, Eastern Europe and Southeast
Asia. Nextel Worldwide customers access the service through a dual mode
iDEN/GSM phone. AT&T Wireless's WorldConnect service costs an additional
\$7.99 a month, plus a \$25 fee for an AT&T Wireless WorldConnect
card.[^188] Each call made or received while abroad is billed at a rate
of \$0.99 per minute plus additional long distance charges based on the
international zone in which the user is located.[^189] AT&T Wireless
WorldConnect subscribers must use a dual TDMA/GSM capable phone to
access international services.[^190]

##### Roaming

All mobile calling plans specify a calling area - such as a particular
metropolitan area, the East Coast, or the entire United States - within
which the subscriber can make a call without additional charges. When a
subscriber exits this area, or "roams," he or she incurs additional
charges for each minute of use. Sometimes these roaming charges go
directly to the subscriber's carrier, and sometimes the charges are used
to pay a carrier other than the subscriber's, on whose network the
subscriber was roaming.[^191] This source of revenue is particularly
important to rural and smaller carriers.[^192]

Roaming rates have been declining, continuing the trend described in the
*Fifth Report*.[^193] One analyst estimates that the average per minute
roaming rate for six large regional carriers declined by 18 percent,
from \$0.43 in 1999 to \$0.36 in 2000.[^194] US Cellular attributed a
recent decline in its roaming revenue, in part, to a general decline in
roaming rates throughout the industry.[^195] The company expects the
downward trend to continue as new wireless operators begin service in
the company's markets, and its roaming partners are able to switch their
business to these new operators.[^196] CTIA also reported the first
year-over-year decline in roaming revenues for the mobile telephony
industry since it began tracking the amounts in 1989, from \$4.1 billion
at the end of 1999 to \$3.9 billion at the end of 2000.[^197] CTIA
attributes this to "increasingly large footprints of each carrier and
wireless companies treating many calls as local, instead of
roaming."[^198]

Despite per minute reductions and the industry-wide fall in roaming
revenues, declining roaming revenues is the exception for regional and
rural carriers. In a recent study comparing the 1999 and 2000 roaming
revenues of 12 such carriers, only the two largest carriers showed
declines (US Cellular and ALLTEL).[^199] The rest showed increases in
roaming revenue, as roaming MOUs outpaced the decline in roaming rates
for these companies.[^200]

##### Prepaid Service

In the United States, most mobile telephony subscribers pay their phone
bills after they have incurred charges (known as postpaid service).
Prepaid service, in contrast, requires customers to pay for a fixed
amount of minutes prior to making calls. One analyst estimated that
approximately 11 percent of U.S. wireless phone users subscribed to
prepaid plans at the end of 2000, up from 6 percent in 1999.[^201] This
contrasts sharply with the experience with prepaid wireless plans in
Europe. According to one analyst's estimates, prepaid users accounted
for 79 percent of all new wireless customers in Western Europe in 2000,
and now account for approximately 60 percent all wireless customers
there.[^202]

A large number of carriers now offer some form of prepaid plan,
including Verizon Wireless, AT&T Wireless, BellSouth and SBC
(individually, and not through Cingular Wireless),[^203] Sprint PCS,
VoiceStream, ALLTEL, US Cellular, Centennial Communications Corp.,
CenturyTel, Inc., Cincinnati Bell Wireless, Dobson, Rural Cellular
Corporation ("Rural Cellular"), TeleCorp, Triton PCS, Qwest, and
Powertel.[^204] In addition, the unlimited local calling plans described
in the Wireless/Wireline section below are all prepaid plans.

Powertel is particularly aggressive in the prepaid market. As of
year-end 2000, Powertel reported that 54 percent of its subscriber base
was on prepaid pricing.[^205] In the fourth quarter of 2000, 83 percent
of Powertel's 104,000 new subscribers were prepaid.[^206]

#### Wireless/Wireline Competition

According to a recent survey by the Yankee Group, about 3 percent of
mobile telephone subscribers rely on their wireless phone as their only
phone.[^207] While most wireless customers may not be willing to "cut
the cord" just yet in the sense of canceling their subscription to
wireline telephone service, it is indisputable that wireless service has
significantly changed the way Americans communicate. Initially a
business tool, wireless phones have become a mass-market consumer
device. According to one survey, 77 percent of wireless customers said
they use their phones primarily for personal calls.[^208] For some,
wireless service is no longer a complement to wireline service but has
become the preferred method of communication. In a survey performed for
the Consumer Electronics Association, three in 10 wireless phone users
stated they would rather give up their home telephone than their
wireless phone.[^209] Among wireless users aged 18 to 34 years old, that
figure rose to 45 percent.

In some areas, wireless use has begun to erode wireline revenue due to
"technology substitution," that is, the substitution of new technologies
for existing ones.[^210] BellSouth, for example, stated in February 2001
that it was exiting the payphone business in part due to business lost
to wireless phones.[^211] Twenty million mobile telephone customers have
service plans that do not charge extra for long distance,[^212] and at
least one analyst believes that such plans are reducing wireline long
distance minutes and revenues.[^213] Another analyst estimates that 20
percent of all outbound wireless voice minutes are used for long
distance.[^214] AT&T blamed its fourth quarter 2000 \$1.7 billion loss
in part on customers abandoning wireline long distance calls for
wireless phones, e-mail and prepaid calling cards.[^215] In one survey
conducted in January 2000, 12 percent of respondents said they purchased
a wireless phone instead of installing an additional wireline
phone.[^216]

A few wireless carriers have begun offering service plans designed to
compete directly with wireline local telephone service.[^217] For
example, Leap, through its Cricket subsidiary, now offers its
Comfortable Wireless mobile telephone service in 12 markets,
predominately in the South and Southwest.[^218] At the end of 2000, Leap
had more than 190,000 customers, up nearly nine-fold from the 22,000
customers reported at the beginning of the year.[^219] Leap's service
allows subscribers to make unlimited local calls and receive calls from
anywhere in the world for one flat rate of \$30 per month.[^220] Roaming
outside the local area is not available,[^221] and customers pay extra
for long distance calls.[^222] According to Leap, about half of its
customers view their phones as replacements for first or second
lines,[^223] and about 7 percent of its customers in its Nashville and
Chattanooga markets have dropped their wireline home phones
altogether.[^224] In November 2000, Leap also claimed that 60 percent of
its customers use their wireless phones as their primary phone.[^225]

Leap's service plans seem to have encouraged its competition to develop
similar offerings.[^226] In August 2000, US Cellular launched its
flat-rate wireless plan, MetroZone, in a Leap market, Knoxville,
Tennessee. US Cellular advertises MetroZone as an "alternative to
traditional phone service or as a second line option."[^227] ALLTEL is
test marketing its own "all-you-can-talk" local wireless service plan in
five other markets where Leap has launched.[^228] The plan, known as
Boomerang in Arizona and New Mexico, and MetroTalk in Arkansas and North
Carolina, costs about \$30 per month.

In January 2001, Rural Cellular (through its subsidiary Unicel) began
offering Go About Phone service. The Go About plan includes 3,000
minutes per month[^229] in the local calling area for about \$40 (long
distance is extra). Rural Cellular calls its plan "another option for .
. . primary and secondary phone lines."[^230]

### Other Competitors: Resellers and Satellite Operators4Number range level3

This section discusses two other types of operators that are competing
in the mobile telephone segment: resellers and satellite operators.

#### Resellers

Resellers offer service to consumers by purchasing airtime at wholesale
rates from facilities-based providers and reselling it at retail
prices.[^231] In 2000, the top 20 resale providers had just over 3
million subscribers, which is an increase of 100 percent over
1999.[^232] WorldCom continues to be the largest reseller, with over 2
million customers, accounting for 65 percent of all the subscribers
reported by the 20 largest resellers.[^233]

#### Satellite Operators

In the past six years an increasing number of satellite operators have
offered mobile services in the U.S., including Motient, TMI, Inmarsat,
Iridium and Globalstar. Several of the companies have experienced
financial difficulties during the past two years. Two companies, Iridium
LLC. (Iridium") which has an operating satellite system, and ICO Global
Communications ("ICO") which did not have a system in operation declared
bankruptcy under Chapter 11 and emerged from bankruptcy in 2000. Another
company, Globalstar Telecommunications LTD. ("Globalstar") is currently
offering service but failed to make certain debt payments in 2000. Five
of these companies are briefly described below.

*[Iridium]{.underline}* Iridium launched commercial mobile telephone
service via satellite in November 1998.[^234] The company declared
bankruptcy in August 1999,[^235] and discontinued service in March
2000.[^236] In August 2000, Motorola, which had been maintaining the
Iridium system, began planning to decommission the system's
satellites.[^237] However, before the decommission schedule was
finalized, Motorola (a major investor in Iridium), other Iridium
investors, and the bankruptcy court entertained several bids for
Iridium's assets.[^238] In November 2000, they accepted a bid from a
group of investors called Iridium Satellite LLC ("Iridium Satellite")
who offered to buy Iridium for \$25 million, including \$6.5 million in
cash.[^239] On December 12, 2000, Iridium Satellite completed its
acquisition of Iridium's assets.[^240]

Iridium Satellite reinitiated service at the end of March 2001.[^241]
Iridium Satellite expects mobile satellite service to cost about \$1.50
per minute, and handset prices will begin at \$950 for the Motorola
handset.[^242] At the time it reinstated mobile satellite service,
Iridium Satellite had at least 20,000 users and \$3 million per month in
revenues due to a two-year contract signed with the Department of
Defense in December 2000.[^243] Iridium Satellite plans to target 30,000
former Iridium customers to renew service contracts.[^244] Former
customers will be offered free software upgrades for their phones along
with other promotions the company is formulating.[^245] Iridium
Satellite officials have expressed optimism about their chances for
success, pointing to relatively low operating costs and a low break-even
mark.[^246]

*[ICO]{.underline}* ICO emerged from bankruptcy in May 2000 following a
\$1.2 billion investment led by Craig McCaw.[^247] The new company is
named New ICO Global Communications Ltd. ("New ICO"), and it plans to
merge with Teledesic Corporation, a broadband data satellite services
company owned by Craig McCaw.[^248] The two companies will become
subsidiaries of the holding company ICO Teledesic Global Ltd., which is
already a controlling shareholder of New ICO.[^249] New ICO plans to
market mobile and fixed satellite voice and data services by delivering
high-speed services such as wireless Internet access.[^250] New ICO's
network will consist of 12 satellites.[^251] Recently, New ICO asked the
Commission to permit it to use its spectrum to provide a terrestrial
service that would be ancillary to and serve its satellite
network.[^252] New ICO states that it needs this authority in order to
provide service inside buildings and in certain urban areas in order to
operate a viable business.[^253]

*[Globalstar]{.underline}* In February 2000, Globalstar initiated
commercial mobile voice service via satellite and was the only satellite
carrier providing such service as of year-end 2000. Globalstar had about
31,000 subscribers as of year-end 2000, and about \$3.7 million in
revenue over the course of the year.[^254] Analysts and Globalstar
management agree that the company will be unable to generate profits
until it has close to one million subscribers.[^255] To attract
customers, Globalstar has offered several promotions throughout the year
and cut prices for both its phones and service.[^256] Its mobile
satellite phones, manufactured by QUALCOMM, Inc. retail for
approximately \$1,200, but when offered as part of a promotion, can cost
as low as \$800.[^257] Per month service charges range from \$24.95 with
zero minutes to \$499.95 for 500 minutes. Additional minutes cost
between \$0.99 and \$1.69, depending on the service plan chosen.[^258]
Globalstar has nearly 20 distributors of its products and services in
the United States.[^259]

During the second half of 2000, Globalstar experienced financial
difficulties. In June, Globalstar failed to repay a \$250 million loan,
forcing guarantor Lockheed Martin Corporation to make the debt
payment.[^260] In September, Globalstar received a \$56 million equity
investment followed by \$105 million in a stock purchase plan with Bear,
Stearns International Ltd. ("Bear Stearns").[^261] Despite these new
funds from Bear Stearns, Globalstar suspended its debt payments in
January 2001.[^262]

*[Inmarsat]{.underline}* Inmarsat, offers mobile communications services
including telephony, telex, fax, electronic mail, position reporting and
disaster communications.[^263] They are currently authorized to provide
some types of international telephony service to and from the U.S. and
to provide maritime mobile service, although they are not currently
authorized to provide domestic U.S. telephony service. An application to
do so is pending before the Federal Communications Commission.

*[Motient]{.underline}* Motient, formally known as American Mobile
Satellite Corporation, was founded in 1988. Among other services,
Motient currently offers satellite telephone data and fax service and
satellite dispatch services.[^264] TMI Communications, located in
Ottawa, Canada and Motient have announced their intent to merge and
create a new entity named Mobile Satellite Ventures.[^265] Although TMI
is a Canadian company, it has received two blanket earth station
licenses from the FCC to provide service to mobile terminals located in
the United States. As part of their application to the FCC to authorize
the transfer related to the merger, the applicants have requested
authority to operate terrestrial base stations in the same band as their
satellite service.[^266]

### International Developments

#### Foreign Investment in U.S. Mobile Operators

U.S. mobile telecommunications companies continued to form alliances
with their foreign counterparts during 2000. In a series of transactions
completed in the first half of 2000, Bell Atlantic Corp., GTE Corp., and
Vodafone combined their cellular and broadband PCS licenses into a
single company, Verizon Wireless.[^267] Verizon (the company resulting
from the combination of Bell Atlantic Corp. and GTE Corp.) owns 55
percent of Verizon Wireless, and Vodafone owns 45 percent.[^268] In July
2000, Germany's Deutsche Telekom announced an agreement to acquire
VoiceStream.[^269] Also, in August 2000, Deutsche Telekom and Powertel
entered into a separate agreement for Deutsche Telekom to acquire
Powertel.[^270] The mergers closed on May 31, 2001, following the
Commission's approval of the parties' request to transfer control of
licenses and authorizations held by VoiceStream and Powertel to Deutsche
Telekom.[^271]

Another notable foreign entry into the U.S. mobile market in 2000 was
the acquisition by Japan's NTT DoCoMo, Inc. ("NTT DoCoMo") of an
approximate 16 percent stake in AT&T Wireless.[^272] NTT DoCoMo's
investment in AT&T Wireless cemented the formation of a strategic
alliance to develop the next generation of mobile multimedia services on
a global-standard, high-speed wireless network. NTT DoCoMo is the
largest mobile service provider in Japan, with over 50 percent of the
mobile market. DoCoMo's i-mode, a wireless data service launched in
February 1999, had attracted 21.7 million subscribers, or more than 18
percent of the population, as of March 30, 2001.[^273]

#### U.S. Investment in Foreign Mobile Operators

U.S. mobile telephone operators started the year 2000 with a large
portfolio of investments in foreign mobile telephone companies.[^274]
While this portfolio remains largely intact, a few foreign holdings were
divested in the course of the year. For example, SBC reached agreements
in 2000 to sell off its ownership stakes in Swiss mobile operator diAx
and Norwegian mobile operator NetCom.[^275]

In addition, following NTT DoCoMo's acquisition of a minority stake in
AT&T Wireless, AT&T agreed to divest its 10 percent interest in Japan
Telecom by selling this interest to UK-based mobile operator
Vodafone.[^276] Japan Telecom is the principal shareholder (54 percent)
in J-Phone, which as Japan's third largest mobile service provider
competes directly with NTT DoCoMo. AT&T's 10 percent stake in Japan
Telecom had been part of a 30 percent interest that AT&T held jointly
with its global joint venture partner British Telecommunications.

The 3G licensing process in Europe afforded new opportunities for U.S.
mobile telecommunications companies to gain entry to the European mobile
market in 2000. To date, thirteen countries in Western Europe have
awarded licenses for 3G services. In order to ensure that one or more
new operators enter the market, the majority of Western European
countries (including the United Kingdom, Germany, Italy, Austria, Spain,
Switzerland, Norway, Sweden, and Portugal) have awarded at least one
more license than the number of incumbent mobile operators.

Despite the opportunities afforded to new entrants, U.S.
telecommunications companies without ownership stakes in incumbent
European mobile operators participated only to a limited extent in 3G
licensing in Europe and were unsuccessful in winning licenses in the
European 3G markets in which they did compete. For example, WorldCom
Wireless (UK) Limited ("WorldCom UK"), a wholly owned subsidiary of
WorldCom, was one of nine new entrants and thirteen companies in total
to bid for the five 3G licenses offered for auction in the United
Kingdom. However, intense competition drove license prices to
record-breaking levels, causing WorldCom UK to drop out before the
auction concluded. Subsequently, both WorldCom and Talkline, a joint
venture of SBC and TeleDanmark, withdrew from participation in the
German 3G auction partly to avoid a repetition of the intense bidding
competition and high license prices generated by the British auction.
While bidding competition and license prices were much lower in the
remaining European 3G auctions, U.S. companies made no attempt to
participate in these auctions as new entrants.

Only U.S. companies with ownership stakes in incumbent European mobile
operators have succeeded so far in winning pieces of the new 3G licenses
awarded by European governments. Winners of 3G licenses with equity
participation by U.S. companies include E-Plus Hutchison in Germany
(BellSouth has a 22.5 percent ownership interest in venture partner
E-Plus), Omnitel in Italy (Verizon has a 23.1 percent interest), and
Belgacom Mobile in Belgium (SBC owns 17.5 percent of Belgacom S.A.). In
addition, SBC indirectly owns portions of 3G license winners 3G Blue in
the Netherlands, dSpeed in Switzerland, and Connect Austria through its
ownership stakes in TeleDanmark (41.6 percent) and Belgacom S.A. (17.5
percent). Both Belgacom and TeleDanmark are partners in a joint venture
(with Deutsche Telekom and Dutch incumbent Ben) that owns 3G Blue, while
TeleDanmark owns a controlling stake in dSpeed and is a partner in a
consortium (with Viag Interkom, Orange, and Telenor) that owns Connect
Austria.

U.S. companies have been more successful in expanding their presence in
South America than in Europe. For example, in February 2001 Swedish
operator Telia and Telecom Americas - a consortium of SBC (11.4
percent), Bell Canada International (44.3 percent), and America Movil
(44.3 percent) - reached an agreement in principle whereby Telia will
sell its financial interests in Brazilian mobile operator Tess S.A.
("Tess") to Telecom Americas.[^277] Acquisition of Tess, which holds a
regional PCS license for Sao Paulo interior, will expand Telecom
Americas' footprint in Brazil, where its holdings include Algar Telecom
Leste, a Rio de Janeiro mobile operator in which SBC and Telmex jointly
own a 25 percent stake. Some analysts have predicted that Telecom
Americas will likely merge its Brazilian mobile assets with those of
BellSouth, which currently operates PCS networks in metropolitan Sao
Paulo and a group of northeastern states.[^278]

#### International Comparisons

As in 1999, rapid growth of mobile subscribership in the mobile
telephone markets of Western European countries continued in the year
2000. With the addition of approximately 90 million new subscribers, the
number of mobile subscribers in Western Europe grew by 58 percent to
nearly 245 million in 2000.[^279] Mobile penetration in Western Europe
averaged 62.5 percent as of December 31, 2000, up from 40 percent at the
end of 1999.[^280]

Differences in the penetration rates of individual countries narrowed
slightly as mobile subscribership tended to grow more rapidly in
countries with below-average penetration rates than in countries that
had already achieved the world's highest penetration rates. At the end
of 1999, for example, Finland had Europe's (and the world's) highest
penetration rate at 65 percent, while Germany's 28 percent penetration
rate was the lowest in Western Europe.[^281] By the end of 2000,
Germany's penetration rate had climbed by more than 30 percentage points
to 58.1 percent, the largest penetration gain in Western Europe for the
year.[^282] In contrast, Finland had the smallest penetration gain (7.5
percent) in Western Europe during 2000, giving it an end-year
penetration rate of nearly 73 percent.[^283] Norway overtook Finland as
the Western European country with the highest penetration rate in 2000
(81.2 percent), while France had the lowest penetration rate (50
percent).[^284] Thus, the ratio between the highest and the lowest
penetration rate in Western Europe was approximately 1.6 (81:50) at the
end of 2000, down from approximately 2.3 (65:28) at the end of 1999.

The addition of prepaid subscriptions appears to have been the major
driver of mobile subscriber growth in Western Europe in 2000. Prepaid
users accounted for an estimated 79 percent of new subscribers in
Western Europe in 2000, and as of September 2000 represented 58 percent
of all Western European mobile phone users, up from 51 percent at the
end of 1999.[^285] The market share of prepaid users in individual
countries varies widely, ranging from a high of 84 percent of all users
in Italy to a low of 34 percent in Switzerland as of September
2000.[^286] Germany's mobile boom in 2000 was heavily driven by growth
in prepaid subscribers, with the share of prepaid subscribers in the
total subscriber base rising from 22 percent at the end of 1999 to 45
percent in September 2000.[^287] In contrast, France, with the lowest
mobile penetration rate, had a relatively low share of prepaid
subscribers, estimated at 43 percent as of September 2000.[^288] In
addition, prepaid subscribers have never been a particularly important
driver of mobile subscriber growth in Finland because of low fees for
contract subscribers.[^289]

The growing importance of prepaid users in European mobile subscriber
growth is linked to recent reports casting doubt on the reliability of
industry subscriber figures for Western Europe. Because prepaid phones
do not require customers to sign monthly contracts or make monthly
payments, prepaid users are difficult for operators to track. Reports
suggest that industry subscriber figures may contain a certain level of
"double counting" due in part to the large number of mobile phones
purchased by prepaid users simply to replace existing handsets and to
take advantage of handset subsidies.[^290] Carphone Warehouse, Europe's
largest mobile phone retailer, estimates that as many as 75 percent of
phones purchased recently in its London stores represent replacements
rather than new customers.[^291]

Operators try to adjust their subscriber totals to allow for customer
upgrades by excluding handsets not used for a certain period, but there
is no agreed standard among operators regarding the period of time to
use. In the United Kingdom, Orange, France Telecom's UK subsidiary,
excludes prepaid customers after three months of inactivity.[^292] In
March 2001 the UK's Vodafone announced plans to follow Orange by
ignoring any customers who had not used their phones for more than three
months.[^293] However, BT Cellnet counts customers who have not used
their phones for up to six months, and One2One, the UK subsidiary of
Germany's Deutsche Telekom, counts customers even if they have not made
a call for a year.[^294] Mobile phone retailers believe that even a
three-month cut off period is too generous because few new users are
likely to remain silent for more than a few weeks.[^295]

Estimates of the level of double counting vary. Vodafone initially
estimated that its total UK subscriber figures might fall by around nine
percent as a result of its decision to exclude any customers who had not
used their phones for more than three months.[^296] Subsequently,
Vodafone released figures that showed inactivity levels of 12 percent in
the UK, 13 percent in Germany, and 7 percent in Italy.[^297] However,
independent research on mobile phone use in the UK suggests that
industry subscriber figures may overstate the number of mobile
subscribers by as much as 25 percent.[^298] Based on a poll of 4,000
people conducted in December 2000, the Gartner Group estimated that only
30 million residents, or 63 percent of adults, used mobile phones in the
UK.[^299] In contrast, industry figures showed there were more than 40
million active users in the UK at that time, equivalent to 90 percent of
adults.

The *Fifth Report* observed that the most prominent difference between
the U.S. and Western European mobile telephone markets is that Western
European markets are achieving greater penetration levels and higher
average penetration growth than the U.S. market.[^300] Despite rapid
growth in U.S. mobile subscribership in the intervening period, the
Western European markets continued to achieve greater mobile penetration
levels than the U.S. in the year 2000, and by a wider margin than at the
end of 1999. As noted previously, the United States finished the year
2000 with a mobile penetration level of approximately 39 percent, as
compared with the Western European average of 62.5 percent. The ratio of
the average Western European mobile penetration level to the U.S.
penetration level was 1.6 at the end of 2000, up from 1.25 at the end of
1999. While two of the Western European countries, Germany and Belgium,
had lower penetration levels than the United States at the end of 1999,
both Germany and Belgium, along with all other Western European
countries, finished the year 2000 with higher penetration levels than
the United States.

The mobile telephone markets of advanced industrialized countries in the
Asian-Pacific region are also achieving greater penetration levels than
the U.S., but the difference is not as significant. At the end of 2000,
Japan had a mobile penetration rate of 45.7 percent, up from 37 percent
at the end of 1999.[^301] Australia and New Zealand finished the year
2000 with penetration rates of 53.3 percent and 51.4 percent,
respectively.[^302] Thus, even compared with the Asian-Pacific mobile
telephone markets, the mobile penetration levels achieved in Western
Europe appear to be relatively high.

Given current penetration levels, analysts predict that subscriber
growth will slow in Western Europe during 2001 and 2002. One group of
analysts projects subscriber growth in Western Europe to decelerate to
20 percent in 2001 and 11 percent in 2002, with only around 50 million
new subscribers in 2001.[^303] This projected slowdown in European
mobile subscriber growth, together with continued steady, or possibly
even accelerated, U.S. mobile subscriber growth during this period, is
expected to narrow the difference between penetration levels in the U.S.
and Western Europe.[^304]

Already there have been signs that this predicted slowdown was starting
to occur in the first half of 2001. The UK's Vodafone, the world's
largest mobile operator, reported a sharp slowdown in subscriber growth
figures for the first quarter of 2001, particularly in Germany and
Italy, which previously had been among its strongest markets.[^305] In
Germany, Vodafone's subsidiary added 1.6 million subscribers in the
first quarter of 2001, compared with about 2.7 million in each of the
three previous quarters.[^306]

Based on forecasts of average MOUs for the end of 2000, the *Fifth
Report* further observed that U.S. subscribers are using their mobile
phones more intensively than European subscribers.[^307] This conclusion
has been validated by actual estimates of MOUs for the end of 2000.
According to one such estimate, average MOUs in Western Europe dropped
to 140 minutes per subscriber per month in 2000, down 2 percent from 144
minutes in 1999.[^308] This compares with a range of estimates of MOUs
in the U.S. during 2000 that taken together average 303 minutes per
subscriber per month.[^309] Because prepaid subscribers tend to use
their mobile phones much less than contract customers, the relatively
high share of prepaid users in the Western European subscriber base
pulls down estimates of average mobile usage. Thus, mobile phone usage
by contract customers in Western Europe averages 209 minutes per month,
whereas prepaid users talk for only 59 minutes per month on
average.[^310] In the United Kingdom, operator Orange's "bucket plans"
encourage its contract customers to use their mobile phones for an
estimated 303 minutes per month, as compared with an average of 68
minutes per month for UK Orange's prepaid subscribers.[^311]

While a higher percentage of the population in Western Europe and Japan
currently subscribes to mobile telephone service, estimates of the cost
of a "basket" of mobile services suggest that certain classes of users
may be paying less for mobile telephone service in the United States.
Using a methodology that has been approved by the Organization for
Economic Cooperation and Development ("OECD") as the official OECD
basket methodology, Teligen has developed a pair of baskets representing
two usage profiles, one for business users and the other for residential
users (personal use).[^312] The business basket has a much higher call
volume than the residential basket, among other differences.The prices
for each basket are taken from a selected calling plan of a single
operator, and the two baskets are updated on a quarterly basis with the
latest available prices for the calling plan.[^313] Based on prices as
of February 1, 2001, Teligen's business basket estimates show that the
cost of mobile service to business users in the United States is well
below the average for Western Europe.[^314] However, Teligen's
residential basket estimates suggest that the cost of mobile service for
personal use in the United States during the same time period is above
the Western European average.[^315]

The World Bank has likewise built models for the purpose of comparing
the price of wireless communications services in the United States,
Europe, and emerging markets. The comparisons are limited to a selection
of highly competitive local markets, mainly very large or capital cities
such as London, Milan, New York, and Washington. The models are based on
the assumption that the customer always chooses the best (least-cost)
pricing scheme for a certain bundle of minutes. For example, one model
takes a selection of U.S. and international wireless operators and
calculates how much increments of 10 minutes of use would cost a
subscriber to each of the operators over a wide range of minutes of use
per month. The results of the World Bank's models show that U.S.
wireless providers are the cheapest for virtually every class of user
(more than 90 percent of the user classes selected), rather than just
business users.[^316]

## Number range level2Number range level3Mobile Data

### Introduction

#### Domestic Developments

Mobile data service is the delivery of non-voice information to a mobile
device. Mobile data service includes everything from paging messages to
web access on a mobile phone to e-mail delivery. This report divides
current mobile data offerings into four categories or sub-sectors, all
of which are discussed below. The first category is traditional one-way
paging and advanced messaging services offered by paging/messaging
carriers using paging and narrowband PCS spectrum. The second category
consists of mobile data services,[^317] such as wireless web,[^318]
e-mail, and SMS,[^319] provided by mobile telephone operators using
cellular, broadband PCS, and SMR spectrum. The third category is data
services offered over handheld PDA[^320] devices with a mobile Internet
connection, either through a built-in wireless modem or with the
attachment of a wireless modem card, an advanced messaging device, or a
mobile phone. The fourth category is mobile data services provided by
dedicated data network operators. Currently, there are three major
companies that operate dedicated data networks: Motient Corporation
("Motient"), Cingular Interactive, Inc. ("Cingular Interactive,"
formerly BellSouth Wireless Data), and Metricom, Inc. ("Metricom").
These three companies use 800 MHz, 900 MHz, and unlicensed and Wireless
Communications Service ("WCS") spectrum, respectively.[^321]

While this report discusses current mobile data offerings in four
general categories, several providers and technologies bridge the
various sectors. For example, Research in Motion Limited ("RIM")
manufactures and sells handheld PDA devices with built-in wireless
modems that connect to the Internet over Motient's and Cingular
Interactive's dedicated data networks.[^322] RIM also offers a wireless
e-mail access service called BlackBerry, which is co-branded and resold
by several different mobile data companies. In addition, users of
handheld PDAs made by Palm, Inc. ("Palm") and Handspring, Inc.
("Handspring") can access the Internet while mobile by attaching their
devices to a mobile phone, thereby piggybacking on the mobile
telephone's Internet connection.

In addition to discussing the four categories of current mobile data
offerings mentioned above, the report examines certain developing mobile
data services and technologies, including WAP, location-based services,
m-commerce, and short-range data transmissions. These technologies and
services are starting to become integrated into existing mobile data
products and have the potential to influence greatly the evolution of
the mobile data industry. The mobile data section concludes with a
discussion of wireless telemetry services.

The mobile data industry has grown substantially since the writing of
the *Fifth Report.* As of the summer of 2000, four leading mobile
telephone carriers -- Sprint PCS, AT&T Wireless, Verizon Wireless, and
Nextel -- had launched mobile Internet access products. By the end of
2000, these four carriers had nearly 2.5 million mobile data users
combined.[^323] Three additional mobile telephone carriers, VoiceStream,
ALLTEL, and Cingular Wireless, have also launched their own mobile
Internet access services since the writing of the *Fifth Report*.[^324]
During 2000, paging/messaging carriers also continued to market
web-based products on advanced, two-way devices. PDA manufacturers began
offering additional handheld devices with wireless Internet connectivity
and expanded their Internet-based content and services. In addition,
Metricom began offering Ricochet, its wireless Internet access service
provided by modem devices attached to laptop computers, in 15 markets
during 2000.[^325] Ricochet gives users Internet access speeds of up to
128 kbps in 13 of those 15 markets.[^326]

#### International Developments

While mobile data products are gaining popularity in the United States,
these types of products have even more users in other countries. For
example, in Japan, 21.7 million people, or 15 percent of the population,
subscribed to NTT DoCoMo's i-mode mobile Internet service at the end of
March 2001.[^327] This represented 60 percent of DoCoMo's 36 million
total mobile telephone subscribers[^328] and was a 245 percent increase
from the 5.8 million i-mode subscribers in March 2000.[^329] In Europe,
SMS has become increasingly popular. In December 2000, mobile telephone
users in the United Kingdom sent 756 million SMS messages, almost triple
the 271 million sent in December 1999.[^330] In Germany, 1.8 billion SMS
messages were sent during December 2000, almost four times the 500
million sent during December 1999.[^331] And in Finland, 90 percent of
mobile telephone subscribers use SMS and send a total of over 75 million
messages per month.[^332]

#### 3G Developments

As explained above, Third Generation, or "3G," generally refers to
high-speed advanced mobile services and the next generation of
technologies -- beyond the current 2G technologies of CDMA, TDMA, GSM,
and iDEN -- that will make such services possible. The *Fifth Report*
discussed in depth the various 2.5G and 3G technology standards in
development and which of these technologies mobile telephone carriers
would likely use to migrate from their current 2G technologies in order
to offer mobile data services at higher speeds.[^333] As explained
above, the term 2.5G is used to describe the interim technologies that
carriers will use while migrating from their current 2G technologies to
3G technologies.

Since the writing of the *Fifth Report*, several developments have
occurred on the road to 3G. During 2000 and 2001, many mobile telephone
operators in the United States made announcements regarding the
deployment of 2.5G and 3G networks, conducted trials of 2.5G and 3G
technologies, and signed contracts with equipment vendors.[^334]
However, many analysts and industry players believe that the widespread
deployment of 3G networks and other advanced wireless technologies is
still several years away, given certain technological and economic
obstacles yet to be overcome.[^335] As discussed below, some mobile
carriers outside the United States have delayed the launch of their 2.5
and 3G networks -- some of which were originally scheduled to occur
during the first half of 2001 -- due to various hardware and software
problems.

In the United States, carriers have been given the flexibility to choose
which technology to use to deploy voice, as well as advanced mobile
data, services. The two largest mobile telephone carriers that currently
use CDMA as their 2G technology, Verizon Wireless and Sprint PCS,
announced in early 2001 that they plan to roll out cdma2000 1X as the
first phase of their 3G technology rollout during 2001.[^336] Cdma2000
1X is expected to double voice capacity as compared with current CDMA
networks and increase data transfer speeds to 144 kbps.[^337] Both
carriers plan to deploy cdma2000 1xEV, Verizon Wireless in 2002 and
Sprint PCS in 2003, which is expected to boost network data speeds to
2.4 Mbps.[^338] In addition, Nextel has announced that it plans to
overlay cdma2000 technology on its existing iDEN network.[^339]

The major GSM and TDMA carriers in the United States, AT&T Wireless,
VoiceStream, and Cingular Wireless, are taking a different migration
path to 3G technology. All three carriers plan to deploy GPRS[^340]
technology during 2001,[^341] which is expected to raise data transfer
speeds to between 25 and 144 kbps.[^342] AT&T Wireless, which currently
uses TDMA as its 2G technology, announced in November 2000 that it will
begin deploying a GSM and GPRS overlay on its existing TDMA network
during 2001.[^343] After rolling out GPRS, these three carriers are
expected to eventually migrate to and possibly deploy EDGE as an
intermediate technology between GPRS and WCDMA.[^344] EDGE is expected
to raise network speeds to 384 kbps, WCDMA to 2 Mbps.[^345] Cingular
Wireless is reportedly planning to build out EDGE to all of its markets
during 2002 and 2003.[^346] AT&T Wireless has announced that it expects
to migrate to EDGE during 2002 and to WCDMA beginning in 2003.[^347] In
addition, in conjunction with the substantial investment it received
from NTT DoCoMo, AT&T Wireless has announced it will begin offering
i-mode in early 2002, initially in Seattle and eventually to the rest of
the country over one to two years.[^348]

While U.S. carriers are allowed to upgrade their existing networks and
use their existing spectrum to offer advanced mobile services, many
claim they need additional spectrum in order to offer mobile Internet
access at higher, 3G-level speeds. The Commission is responding to this
increased demand for spectrum by trying to identify spectrum to license
for advanced mobile services, including 3G. In January 2001, the
Commission released a Notice of Proposed Rulemaking exploring the
possibilities of using five different spectrum bands for advanced mobile
services: 1710-1755 MHz, 1755-1850 MHz, 2110-2155 MHz, 2160-2165 MHz,
and 2500-2690 MHz .[^349] Two of these bands, 1710-1755 MHz and
2110-2150 MHz, are subject to a statutory auction deadline of September
2002.[^350]

The 1710-1850 MHz and 2500-2690 MHz bands are two of the three bands
that members of the 2000 World Radiocommunication Conference
("WRC-2000") identified for possible implementation of 3G
services.[^351] In the United States, the 1710-1850 MHz band is
currently used by the Department of Defense for military purposes,[^352]
and the 2500-2690 MHz band is used by Multipoint Distribution Service
("MDS") and Instructional Television Fixed Service ("ITFS") operators to
offer fixed wireless educational and commercial video services, as well
as high-speed Internet access to homes and small businesses on a
limited, but growing, basis.[^353] In March 2001, the Commission and the
National Telecommunications and Information Administration ("NTIA")
released final studies of how both of these bands are currently used and
their potential for accommodating advanced mobile services.[^354]

In addition, the Commission is scheduled to begin auctioning licenses
for 30 megahertz of spectrum in the upper 700 MHz band on September 12,
2001.[^355] This spectrum is part of a larger band, 698-806 MHz, that
the WRC-2000 identified for possible implementation of 3G systems.[^356]
Mobile operators could use the spectrum in the upper 700 MHz band to
offer high-speed mobile Internet access once it is licensed.[^357]

European and Asian countries continued to license spectrum for 3G
services during 2000.[^358] At the writing of the *Fifth Report*, the
United Kingdom had completed its 3G auction, and Finland and Spain had
awarded 3G licenses through "beauty contests."[^359] Since that time,
Germany, Austria, Belgium, Italy, the Netherlands, and Switzerland have
completed 3G spectrum auctions, while Japan, Norway, Portugal, Sweden,
and South Korea have awarded 3G licenses using beauty contests. Unlike
the United States, European and other countries have made 3G spectrum
available only for the deployment specific technologies, in this case
GPRS and WCDMA. Therefore, carriers in those countries are not allowed
to deploy 3G technologies in the same spectrum bands as their current 2G
networks but must use separate bands for the different technologies.

Like the U.S. carriers discussed above, mobile carriers abroad have
announced plans to roll out commercial 3G services over the next several
years, although many delayed their initial launch dates during early
2001.[^360] In Japan, for example, NTT DoCoMo had positioned itself to
be the first carrier to introduce 3G mobile services with a rollout date
of May 2001. However, in April 2001, the company announced it would
delay its 3G launch to October 2001 due to technological problems.[^361]
In May 2001, BT delayed the launch of 3G services on the Isle of Man
from the end of May 2001 until at least September 2001 due to software
problems with handsets.[^362]

### Current Offerings 

#### Paging/Messaging

Since the writing of the *Fifth Report,* paging/messaging carriers have
continued to position themselves as major players in the mobile data
sector.[^363] By mid-year 2000, several carriers were offering advanced
messaging services over their own networks.[^364] These services include
e-mail, Internet-based offerings, personalized web content, two-way
messaging and 1.5 way guaranteed messaging.[^365] Advanced messaging
services allow carriers to generate higher revenues per user than
traditional one-way paging services.[^366] As a result, carriers can
remain profitable with fewer subscribers. Analysts believe that
traditional paging companies that are innovative and develop services
beyond one-way paging and messaging will be the most successful.[^367]
As discussed below, during 2000, many paging/messaging carriers
continued to form strategic partnerships with content providers and
software developers in order to expand their Internet offerings.

##### Industry Structure and Performance

Subscribership and revenues in the paging/messaging industry declined
during 2000.[^368] According to one analyst, the total number of
paging/messaging subscribers fell 1 percent from 45.8 million in 1999 to
45.3 million in 2000.[^369] In addition, revenues in the
paging/messaging sector decreased from \$5.25 billion in 1999 to \$5.1
billion during 2000.[^370] However, during 2000, the number of advanced
messaging subscribers increased over 70 percent from 700,000 to 1.2
million subscribers, and revenues attributed to advanced messaging were
\$257 million at year end 2000, a 46 percent increase over 1999's
advanced messaging revenues of \$176 million.[^371]

Arch and Metrocall, Inc. ("Metrocall") are the largest carriers in the
paging/messaging sector,[^372] together accounting for approximately 45
percent of the subscribers in the paging/messaging sector.[^373] Other
major carriers include SkyTel Communications, Inc. ("SkyTel"),[^374]
WebLink Wireless, Inc. ("WebLink"), and Verizon Wireless Messaging
Services, Inc. ("Verizon Messaging").[^375] Cingular Interactive and
Motient also provide advanced messaging services,[^376] and are
discussed in more detail in the Dedicated Data Network section of this
report.

Among other satellite companies, Orbcomm and Motient offer satellite
messaging, paging, e-mail and other data services. Orbcomm provides
two-way monitoring, tracking and satellite messaging service using
low-earth orbiting satellites. In February 2001 Orbcomm sent over
872,000 messages.[^377]

During 2000, carriers also made efforts to expand their subscriber base
with new market offerings.[^378] For example the CampusLink program
initiated by Metrocall encourages the use of advanced messaging services
among college students. CampusLink allows university departments to use
wireless devices to inform students of upcoming events such as
orientation, class scheduling changes and other helpful campus-oriented
events.[^379]

##### Mergers, Acquisitions, and Restructurings

Arch Communications and Paging Network, Inc. ("PageNet"), completed
their merger on November 10, 2000.[^380] In addition to the Arch-PageNet
merger, there were several other small mergers of regional
carriers.[^381]

Since January 1, 2000, other developments in the paging/messaging
industry include three of the top five paging companies filing for
bankruptcy.[^382] These three companies are TSR Wireless, Inc. ("TSR
Wireless"), Metrocall, and WebLink. TSR Wireless, the largest privately
held paging company with 2.5 million subscribers, filed for Chapter 7
bankruptcy on December 4, 2000.[^383] On March 28, 2001, the U.S.
Bankruptcy Court approved the Asset Purchase Agreements of TSR
Wireless's licenses by Space Data Research, LLC ("Space Data"), SkyTel,
and Network Services, LLC.[^384] Prior to filing for bankruptcy, TSR
Wireless had been activating 35,000 new subscribers a month.[^385]

On April 2, 2001, Metrocall and WebLink announced that the two companies
would merge through concurrent future Chapter 11 bankruptcy
proceedings.[^386] However, on May 16, 2001 the two companies announced
that they were abandoning this plan, and on May 24, 2001 WebLink
announced that it was filing for Chapter 11 bankruptcy.[^387]

In addition, in September 2000 Orbcomm filed for bankruptcy under
Chapter 11, but continued to provide service.[^388] In April 2001
Orbcomm was purchased by International Licensees, LLC.[^389]

In previous CMRS Competition Reports, the Commission concluded that the
paging industry was highly competitive.[^390] Notwithstanding the merger
activity of the past year, the Commission has a number of reasons to
believe that the level of competition in this industry segment remains
consistent with previous years. First, there is still an average of 28
paging licensees serving each of the 25 largest cities in the United
States (not including resellers) and an average of 10 paging licensees
serving each of the 25 smallest MSAs.[^391] Second, the costs of
switching carriers for consumers remain relatively low. Third paging
carriers are facing strong competition from other sectors of the
wireless industry.

##### Advanced Internet-Based Offerings

In addition to traditional one-way messaging, paging/messaging carriers
are offering advanced messaging services,[^392] including e-mail,
organizer applications and Internet content, in response to increasing
customer demand for advanced mobile data services.[^393] As evidence of
this increased demand, during 2000, 300,000 one-way paging subscribers
migrated to advanced messaging services.[^394] Because of the increased
revenue potential, some carriers are attempting to identify efficient
ways to speed the migration from one-way messaging to advanced
messaging. For example, Arch launched a customer database management
program that enables the company to identify and market advanced
messaging services to its one-way paging users.[^395]

##### Types of services and content

Studies indicate that subscribers view e-mail access as one of the most
important features of advanced messaging devices.[^396] According to the
Strategis Group, more than 30 million e-mail users said that e-mail is
the most important offering for wireless data service.[^397] Most of the
major paging/messaging carriers allow users to send, as well as receive,
e-mail messages with two-way devices. Some carriers offer the ability to
converge e-mail from several different e-mail accounts into a single
account. For example, Arch provides the Arch Message Center Service
which allows users to access consolidated e-mail, address books, and
schedules from any web-connected desktop or through an Arch advanced
messaging device.[^398] Arch's service is nationwide, includes Internet
content at no additional charge and is priced at \$14.95 to send or
receive 25,000 characters.[^399] Other carriers allow customers to
filter their e-mail, read headers, or read the entire message and
attachments.[^400] Many of the advanced messaging devices also provide
additional organizational features that create a hybrid two-way
pager/PDA.[^401]

Paging/messaging companies also offer customers the ability to receive
personalized Internet content through their advanced messaging
devices.[^402] Users can register via the Internet with services that
allow them to receive specific types of Internet content including
sports scores, weather, stock quotes, driving directions, movie
schedules, restaurant listings, and travel information.[^403]

The various advanced messaging product offerings have created tiering in
the market that allows for both lower-priced limited-service products
and higher-priced, feature-rich products.[^404] For example, SkyTel
offers SkyWord, a lower-tiered messaging product that offers the ability
to receive text messages and limited access to news updates. SkyTel also
offers SkyWriter, a higher-tiered product that offers guaranteed two-way
messaging with the ability to send messages up to 500 characters in
length to any e-mail address, other SkyTel pager or telephone, and
unlimited access to customized Internet content.[^405]

##### Partnerships

During 2000, paging/messaging companies continued to form partnerships
and joint ventures that allow subscribers to use enhanced applications,
such as Internet and e-mail access.[^406] For example, Microsoft
Corporation ("Microsoft") offers WebLink's two-way subscribers Internet
content via the MSN Network,[^407] and OracleMobile, Inc. has executed
agreements with several mobile data carriers to provide access to
Internet content via advanced messaging devices. GoAmerica
Communications, Corp. ("GoAmerica") provides personalized content to
Arch subscribers via its Go.Web Internet service,[^408] and Lifeminders,
Inc. provides Internet content and custom reminder messages to
Metrocall's subscribers.[^409]

In addition, advanced paging/messaging providers have co-branded
wireless messaging devices with companies that include: traditional
paging carriers,[^410] Internet sites,[^411] Internet service
providers,[^412] resellers,[^413] equipment manufacturers[^414] and
Internet portals.[^415] These co-branded products include the names of
both companies on the product itself. For example, Arch has teamed with
America Online, Inc. ("AOL") to provide two-way wireless messaging
capabilities for the AOL Mobile Messenger Service. The service will also
offer AOL's instant messenger and e-mail service.[^416]

#### Mobile Telephone Operator Offerings

The major mobile telephone carriers continued to develop mobile data
capabilities throughout 2000. Consumers are offered web access, SMS, and
e-mail on their mobile phones. Each type of offering is discussed below.

##### Wireless Web

Using their existing networks, seven providers[^417] currently offer
text-based wireless web[^418] services via mobile telephone handsets at
speeds ranging from 9.6 to 19.2 kbps.[^419] During 2000, providers
introduced new web-enabled phones and offered promotions throughout the
year to encourage customers to use wireless web services. Mobile
telephone providers continue to expand their wireless web networks and
service capabilities and to migrate their networks to higher speed
technologies during 2001.

The wireless web services currently offered by mobile telephone carriers
enable customers to surf web sites for news, stock quotes, traffic
reports, weather forecasts, movie listings, shopping, and other
text-based information. Some mobile Internet users can also transact
business, such as trading stocks or buying movie tickets, using their
mobile phone. Wireless web customers have access to different content
than is available with wireline web access, due to the fact that many
content providers have redesigned their sites for wireless use.[^420]
Sites that have not been redesigned for wireless use may be difficult to
download on mobile devices or may present only limited text-based
information. The specific web content available to wireless web users
also varies by carrier. Some carriers' plans allow users to access all
web sites, while others give users access to only a limited number of
sites. This latter method of delivering web content is often called the
"walled garden" approach, and the web sites available to users are
dictated in part by contracts and arrangements wireless carriers sign
with content providers.[^421] AT&T Wireless, on the other hand, allows
users who subscribe to their premium service to type any web site
address into their phone.[^422] Even when the full array of available
content has been predetermined by carriers, users have some flexibility
through customizing their mobile handset screens. Mobile telephone
carriers often allow wireless web users to customize their mobile
handset screens, so that they can connect to more easily to the web
sites they find most relevant.[^423] ALLTEL, for instance, allows
customers to choose one of four default screens.[^424]

At the end of 2000, over 2.5 million people, or about 2.3 percent of all
mobile telephone subscribers, used wireless web services.[^425] Sprint
PCS led the sector with over one million users.[^426] Sprint PCS claims
that 80 percent of the handsets it offers are web-enabled, and
approximately 10 percent of its total voice subscribers are using web
services.[^427] Verizon Wireless and AT&T Wireless are the next largest
wireless web providers, claiming 750,000 and 459,000 wireless web users,
respectively.[^428]

Sprint PCS and Verizon Wireless began offering wireless web access in
1999.[^429] Both carriers continued to develop and enhance their
offerings during 2000. As of January 2001, Sprint PCS offered 18
Internet-ready phones to its customers,[^430] more than any other
carrier. Also during 2000, Verizon Wireless expanded its mobile data
service areas and now offers wireless web services in more than 80
cities nationwide.[^431] Both carriers offer similar wireless web
pricing plans. Under these plans, customers pay an additional monthly
fee for Internet access, and the Internet access minutes are deducted
from the customer's minutes included in their monthly service plans. If
customers exceed their allotted monthly minutes, they must pay
per-minute airtime charges for wireless web or voice service.[^432] This
type of pricing plan, which is also offered by other carriers, ranges
from \$6 to \$14 per month for wireless web access.[^433]

AT&T Wireless and Nextel initiated mobile web service during the second
quarter of 2000.[^434] Both companies offer "free" wireless web
services; meaning their customers pay no additional monthly charge
(beyond voice service) for basic wireless web access, and wireless web
usage is not deducted from their monthly bucket of voice minutes. In
addition, AT&T Wireless and Nextel also offer enhanced mobile Internet
services for a monthly fee with features such as e-mail, contact lists,
and calendar.[^435] AT&T Wireless estimates that about 15 to 20 percent
of its wireless web users are paying for these enhanced services.[^436]

ALLTEL and Cingular Wireless began offering wireless web services during
the third quarter of 2000,[^437] and VoiceStream rolled out wireless web
service in a limited number of markets at the end of 2000.[^438] During
the first quarter of 2001, Cingular Wireless and ALLTEL offered free
wireless web service for a limited time to new customers.[^439]
Otherwise, all three companies offer pricing plans similar to those of
Sprint PCS and Verizon Wireless.

##### SMS

SMS provides the ability to send and receive text messages to and from
mobile handsets with message length ranging from 120 to 256
characters.[^440] SMS also can be used to deliver a wide range of
information to mobile users, including stock prices, sport scores, news
headlines, weather reports, and horoscopes. Worldwide, SMS has become
increasingly popular, growing from 3 billion messages sent in December
1999 to 15 billion messages in December 2000.[^441]

Two-way SMS was not introduced in the United States until 2000.
VoiceStream was the first to offer this service, beginning in May
2000.[^442] Verizon Wireless and AT&T Wireless introduced two-way SMS
services during the fourth quarter of 2000.[^443] More recently,
TeleCorp began offering two-way SMS in limited areas on its network
during the first quarter of 2001.[^444] VoiceStream now offers an
SMS-like service called e-notes; e-notes allows VoiceStream subscribers
to send short e-mail messages to other VoiceStream subscribers, to any
wireless phone with an e-mail address and to any Internet e-mail
address.[^445]

Pricing plans for SMS vary by mobile telephone carrier, and are incurred
in addition to monthly voice and/or wireless web service plan fees.
Subscribers typically pay different prices to send and receive messages,
although providers often charge a fixed monthly fee for a set number of
messages.[^446] Both Verizon Wireless and AT&T Wireless offer two SMS
pricing plans. Verizon Wireless offers customers a plan for \$2.99 per
month to send and receive 100 messages and a plan for \$7.99 per month
for 600 messages. With both plans, additional sent messages are \$0.10
and received messages are \$0.02.[^447] AT&T Wireless offers a plan that
allows subscribers to receive 250 messages for free and pay \$0.10 per
sent or additional received messages. Alternatively, customers can pay
\$4.99 for 500 sent or received messages and \$0.10 per additional
message.[^448]

At the end of 2000, Sprint PCS began offering AOL Instant Messenger, an
SMS-type service, to its mobile customers.[^449] Instant messaging
("IM") services, such as AOL Instant Messenger ("AIM"), enable users to
send and receive messages within a community of users, creating a
chat-style atmosphere, whereas SMS is communication between two
individuals.[^450] Sprint PCS phones give AIM users functions similar to
those offered on PCs. From their Sprint PCS mobile phone, an AIM user is
able to tell whether or not someone from their "buddy list" -- a list of
other AIM users with whom the initial user communicates -- is online. In
addition, AIM users can communicate with their "buddies" regardless of
whether the buddies are on a PC or on a Sprint PCS mobile phone.[^451]
VoiceStream has also partnered with AOL to deliver AIM service to its
customers starting in May 2001.[^452]

##### E-mail

As an enhancement to SMS and wireless web services the seven mobile
telephone carriers discussed in section II.B.2.a. offer e-mail access
via wireless devices. E-mails can be sent and received using a mobile
handset. Customers are assigned an e-mail address that can be customized
and maintained using their mobile device or through a wired Internet
connection. Each of the mobile telephone carriers, except VoiceStream,
bundles e-mail and related functions with wireless web service, and
therefore does not charge for e-mail separately. VoiceStream offers
e-mail as part of its e-notes service, discussed above. For example,
Nextel allows its paid wireless web customers to access e-mail accounts
from their mobile phones. Users can access a select group of Internet
Service Provider e-mail accounts, such as Earthlink, Inc. ("Earthlink"),
Mindspring, and Prodigy. In addition, Nextel users can access e-mail
accounts that use POP3 protocol.[^453]

#### Handheld Devices

Several handheld PDA devices currently offer users a wireless connection
to the Internet, either through a built-in wireless modem, through a
separate wireless modem attachment, or by attaching a mobile telephone
to the PDA.[^454] Like web-enabled mobile phones, these devices provide
users with access to e-mail and web content[^455] while mobile. Handheld
devices generally have larger screens and greater functionality[^456]
than mobile telephones but do not have a built-in voice component.[^457]

The three principal categories of handheld devices with a wireless
Internet connection are: 1) devices that use the PalmOS operating
system, including the Palm devices and the Handspring Visor; 2) devices
made by RIM that run RIM's BlackBerry service; and 3) devices that run
Microsoft's Pocket PC or Windows CE operating system. The *Fifth Report*
discussed the first three categories of devices. New to the section this
year is the Handspring Visor, which can now achieve wireless Internet
access with the attachment of a wireless modem card, an advanced
messaging device, or a mobile phone. Since the writing of the *Fifth
Report*, manufacturers Palm, RIM, and Pocket PC have begun to offer
additional handheld devices with wireless Internet connectivity and have
expanded their Internet-based content and services. Palm claimed a 61
percent market share of all handheld retail sales made during January
2001, Handspring claimed 26 percent, and Pocket PC manufacturers claimed
a combined 9 percent.[^458]

##### PalmOS Devices 

There are two handheld devices manufacturers who run the PalmOS
operating system: Palm and Handspring. Palm currently offers three ways
to access the Internet wirelessly with its different handheld models.
First, the Palm VIIx,[^459] an updated version of the Palm VII discussed
in the *Fifth Report*, has a built-in wireless modem that gives Palm
VIIx and Palm VII users access the Internet at speeds of 9 kbps through
Palm's Palm.Net service.[^460] Palm.Net includes web clipping
applications, which allow users to view over 580 web-clipped Internet
sites,[^461] and mobile e-mail access to a Palm.net account.[^462]
Palm.Net service connects to the data network of Cingular Interactive
and can be used in 260 cities nationwide with no roaming charges.[^463]

Users of Palm's other PDAs, including the Palm m105, Palm III, and Palm
V series, can connect to the Internet by attaching a mobile phone or
wireless modem to their devices, but do not receive Palm's Palm.net
service. However, Palm users who connect to the Internet by attaching a
mobile phone (with either a cable or infrared signal)[^464] can reach
over 450 web-clipped sites,[^465] send and receive e-mail messages with
Palm's MultiMail software and a Hotmail, Earthlink, or Yahoo!, Inc.
("Yahoo") account,[^466] and, if they use a GSM handset, can send and
receive text messages with SMS.[^467] Palm III and Palm V series users
can also connect to the Internet by attaching a wireless modem card,
such as those made by Minstrel, to their handheld devices.[^468]
Wireless modem card users can receive mobile access to web content and
e-mail messages, as well as access to corporate intranets and databases,
at speeds of around 19.2 kbps.[^469] Palm V Minstrel users can also
choose between GoAmerica[^470] or OmniSky Corporation ("OmniSky")[^471]
as their wireless Internet service provider ("WISP").[^472]

While Handspring's PDA, the Visor, uses the same operating system as the
Palm devices, the Visor has a Springboard, a place on the device where
users can attach various modules. Springboard modules include
attachments used for mobile communication as well as other types of
attachments, such as digital cameras, MP3 players, Global Positioning
System ("GPS") devices, games, and e-books.[^473] The Visor can access
the web and e-mail wirelessly with the attachment of one of three
different types of Springboard modules: a CDPD wireless modem card such
as the Minstrel S, a Glenayre Technologies, Inc. ("Glenayre")
\@ctivelink advanced messaging module, or the VisorPhone.[^474] Visor
users can choose from three wireless Internet services to use with the
Minstrel wireless modem: GoAmerica, OmniSky, or YadaYada.[^475]
Glenayre's \@ctivelink module allows Visor users to send and receive
e-mail messages, and receive web content updates, such as sports scores,
weather reports, and stock quotes.[^476] The \@ctivelink module connects
to Arch Wireless's two-way wireless data network.[^477] The VisorPhone
module allows the Visor to function as a mobile telephone and gives
users a mobile voice as well as data connection. VisorPhone users can
check e-mail, send and receive SMS messages, and access the web at 14.4
kbps.[^478] The VisorPhone connects to the GSM networks operated by
VoiceStream and Cingular Wireless.[^479]

##### RIM Devices and BlackBerry Service

RIM currently manufactures and sells four models of handheld devices --
the RIM 957, the RIM 857, the RIM 950, and RIM 850 -- all of which
connect to the Internet wirelessly using built-in wireless modems.[^480]
The RIM 950 and RIM 850 are similar in size to two-way advanced
messaging devices, while the RIM 857 and RIM 957 are similar to the
handheld PDA devices discussed in this section. All four devices have
PDA organizer software and full QWERTY keypads. RIM offers mobile
Internet access service for the RIM 850 and RIM 857 over Motient's
DataTAC network, while the RIM 950 and RIM 957 operate using Cingular
Interactive's Mobitex network.[^481]

All of RIM's devices include RIM's BlackBerry e-mail service.[^482]
BlackBerry allows users to receive, compose, send, file, and filter
messages from existing e-mail accounts while mobile. RIM offers two
versions of Blackberry -- one for businesses and one individual
consumers.[^483] BlackBerry is available from RIM, as well as several
resellers, including Cingular Interactive, Motient, GoAmerica, Compaq
Computer Corporation ("Compaq"), Earthlink, Amazon.com, Inc., Handango,
Inc., Aether Systems, Inc., and Vaultus, Inc., many of whom offer
co-branded versions of the BlackBerry service.[^484] Many of these
co-branded services include access to web content and intranets, as well
as e-mail.[^485] In addition to the Blackberry partnerships, RIM has
formed a partnership with AOL in which AOL offers its AOL Mobile
Messenger service, which includes mobile access to AOL e-mail and AIM,
on RIM's devices.[^486]

##### Pocket PC Devices

As mentioned in the *Fifth Report*, Microsoft launched its latest
handheld operating system, Pocket PC, in April 2000. Pocket PC is an
updated version of Windows CE and includes PDA versions of many of
Microsoft's desktop software applications, including Word, Excel,
Outlook, and Internet Explorer. Three companies, Hewlett-Packard ("HP"),
Casio, Inc. ("Casio"), and Compaq, currently manufacture handheld
devices that run Pocket PC and that can connect to the Internet
wirelessly.[^487] These devices, the HP Jornada, the Casio E-125, and
the Compaq iPAQ, do not have built-in wireless modems, but require
separate wireless modem attachments in order to access the Internet. The
HP Jornada uses a Minstrel 540 wireless modem,[^488] the Casio E-125
requires a Nextcell PocketSpider modem,[^489] and the Compaq iPAQ
requires a PC Card Expansion Pack and Sierra Wireless Aircard 300.[^490]
Both the Casio E-125 and the Compaq iPAQ use GoAmerica as their
WISP.[^491] HP Jornada users can choose between GoAmerica or
OmniSky.[^492]

#### Dedicated Data Networks

There are a number of operators offering mobile data services over
dedicated data networks. A number of these networks began by initially
serving vertical markets such as asset tracking and field service and
have evolved to serve horizontal markets such as messaging and Internet
access. The three major dedicated data network providers are Motient,
Cingular Interactive, and Metricom.

##### Motient

Motient provides mobile data services to a variety of users including
messaging to mobile professionals, as well as telemetry, transportation,
and field services.[^493] It operates in the 800 MHz SMR band.[^494] In
April 2000, RIM announced it would use Motient's DataTAC network to
provide wireless Internet connectivity to its RIM 850 and RIM 857
BlackBerry subscribers.[^495] Motient also co-brands RIM's BlackBerry
e-mail service, calling it "BlackBerry by Motient." In addition, Motient
provides a two-way messaging and e-mail service called eLink and
recently introduced "eLink Fortified with Yahoo."[^496] Through this
service, subscribers can send and receive Yahoo mail and instant
messages as well as access Yahoo content and services.[^497] GoAmerica
and Aether also co-brand RIM devices using Motient's network.[^498]
Finally, Palm uses Motient's network to connect its Palm V and VII users
to the Internet and other Palm.net applications.[^499]

At year-end 2000, Motient had more than 45,000 eLink subscribers
compared to fewer than 3,000 at year end 1999.[^500]

##### Cingular Interactive

Cingular Interactive operates as a business unit of Cingular
Wireless.[^501] Cingular Interactive offers a variety of mobile data
services including advanced messaging and, similar to Motient, provides
wireless Internet connectivity for RIM 950 and RIM 957 BlackBerry and
Palm VII handheld devices through its Mobitex network operating in the
900 MHz band. In addition, Fidelity and AOL use Cingular Interactive's
network to provide services to wireless devices.[^502] AOL Mobile
Communicator permits AOL members to check their e-mail and exchange
instant messages.[^503] During 2000, Cingular Interactive introduced a
co-branded RIM BlackBerry service called MyBiz Interactive offering
messaging and e-mail services.[^504]

During 2000, the company added 90,000 subscribers on average per
quarter.[^505] By year end, the company had more than doubled its
subscriber base, closing the year with more than 570,000 MyBiz
Interactive, Palm.Net, Fidelity, AOL Mobile Communicator, and RIM
BlackBerry subscribers compared to 200,000 at year end 1999.[^506]

##### Metricom

Metricom offers mobile data services using the 900 MHz and 2.4 GHz
unlicensed bands, as well as 2.3 GHz Wireless Communications Service
("WCS") licensed spectrum. The company's primary service offering,
Ricochet, offers mobile access to the Internet and to corporate networks
via a wireless modem attached to a laptop.[^507] In the third quarter of
2000, Metricom launched its new Ricochet service, which operates at
average speeds of 128 kbps, in nine markets across the United
States.[^508] The new service is now available in 13 markets, including
Atlanta, Baltimore, Denver, Los Angeles, Minneapolis, New York City, and
San Francisco.[^509] Metricom continues to operate its 28.8 kbps speed
service in portions of San Francisco and in the Seattle and Washington,
D.C. metropolitan areas while these markets are converted to 128 kbps
service.[^510] Metricom has announced plans to ultimately launch the 128
kbps service in a total of 46 metropolitan areas.[^511] The monthly
subscription fee for Ricochet's 128 kbps service ranges from \$44.95 to
\$79.95.[^512]

A number of companies resell Metricom's services including WorldCom,
Juno, SkyTel, UUNet, Wireless WebConnect!, GoAmerica, EarthLink, and
Compaq.[^513] At the end of 2000, Metricom had 34,000 subscribers,
including 12,200 128 kbps service subscribers.[^514] By comparison, in
1999 Metricom had 29,700 subscribers, all of which were for its 28.8
kbps service.[^515]

### Developing Mobile Data Services

The technologies and services discussed below are largely in development
and not offered on a large scale, at least not in the United States. As
they evolve, they will likely play a larger role in the mobile data
industry.

#### WAP

Wireless Application Protocol, or WAP, is a set of technologies that
allows mobile phones, handheld PDAs, and other portable devices to
access the Internet. LM Ericsson Telephone Company ("Ericsson"), Nokia
Corp. ("Nokia"), Motorola, all equipment manufacturers; and Openwave
Systems,[^516] a software company, founded the WAP Forum in June 1997 to
establish a global, open industry standard for bringing the Internet to
handheld devices and wireless phones. WAP is a "technology enabler,"
meaning that it is not a product itself but a set of non-proprietary
standards that the entire wireless data industry can use to develop its
products. The goal of WAP has been to allow all wireless devices,
regardless of their manufacturer or network, to access the Internet in
essentially the same way.

As mentioned in the *Fifth Report*, WAP is a means of helping the
wireless industry overcome the challenges of accessing the Internet from
a handheld device or mobile phone.[^517] Since 1997, more than 600
companies have joined the WAP Forum,[^518] including mobile telephone
and data carriers with more than 300 million subscribers
worldwide.[^519] As of October 2000, there were at least 35 types of
WAP-enabled phones available worldwide from the major equipment
manufacturers.[^520] In addition, 40 different WAP-enabled handset
models are in production, but not yet commercially available.[^521]

While WAP has many positive features, some members of the wireless
industry note that certain problems have arisen with the implementation
of the standard. For example, the way in which vendors have integrated
WAP into their products has sometimes made those products incompatible
with others.[^522] Another criticism of WAP has been the lack of an
end-to-end security solution to enable m-commerce applications.[^523] As
a result of these problems, WAP has received some negative reviews
within the industry, [^524] particularly regarding rollout of WAP in
Europe.[^525] However, many still believe WAP will be one of the many
available wireless interfaces integrated into mobile phones and will be
a necessary step in mobile data evolution.[^526]

#### M-Commerce 

M-commerce is the term used for commercial transactions that are
conducted via a mobile device, such as a mobile phone or PDA. Consumers
currently use a number of m-commerce applications, including financial
transactions, ticket purchases, and comparison-shopping.[^527] For
example, Fidelity Investments allows account holders to use mobile
devices to complete stock transactions and monitor their investment
accounts.[^528] Also, travel websites such as Expedia.com allow
consumers to conduct various m-commerce transactions, including
purchasing airplane tickets and making hotel reservations.[^529]

During 2000, it is estimated that businesses and consumers spent \$210
million for m-commerce advertising, applications and transactions.[^530]
While mobile data services are relatively new, analysts believe that
there will be strong growth in the number of consumers who will
participate in m-commerce [^531] and the revenues generated from the
transactions during the next five years.[^532]

Technological advancements are spurring growth in the number of
m-commerce applications. Technological advancements include WAP,[^533]
Handheld Device Markup Language ("HDML"), Extensible Markup Language
("XML"), and Bluetooth.[^534] HDML and WAP are two of the most prominent
tools that are used to enable mobile web browsing.[^535] XML is
increasingly being used in the creation of web sites viewed by consumers
on handhelds and mobile phones. Bluetooth is used for wireless
communication between electronic devices. These technological
advancements enhance the user's web browsing experience and provide
efficient ways to conduct m-commerce transactions. There are several
examples of the use of Bluetooth technology to facilitate m-commerce
transactions. Bluetooth has been integrated into vending machines in
several Nordic countries, including Finland.[^536] In February 2001,
Holiday Inn unveiled its first Bluetooth enabled hotel, which allows
automatic room service menu downloads and checkout via a Bluetooth
enabled device.[^537] In addition, companies have committed to
developing technology and payment systems to facilitate m-commerce. For
example, Yahoo and Visa have developed payment systems to facilitate
m-commerce transactions.[^538]

Finally, there are several industry organizations that seek to
standardize the architecture and methods used to conduct m-commerce
transactions. These organizations include the Global Mobile Commerce
Forum, the Mobey Forum, and the Mobile Electronics Transactions
Initiative.[^539]

#### Location-Based Services

The Commission's Enhanced 911 rules ("E911") provide that starting on
October 1, 2001, wireless carriers must begin to phase in automatic
location identification ("ALI") for 911 calls to public safety answering
points ("PSAP") that have requested it.[^540] In order to comply with
this requirement, carriers have two options; they can employ
network-based or handset-based location fixing technology.[^541] In
addition, a third "hybrid" approach, specific to GSM, has been approved
for use by VoiceStream in a waiver granted last year.[^542] Most
carriers have announced plans to comply with these requirements. For
example, Sprint recently announced its plan to employ handset-based
triangulation technology that automatically locates the user via
wireless assisted GPS technology.[^543] On the other hand, Verizon
Wireless announced it would be implementing a network-based solution and
has been conducting field tests of such systems from a number of
technology vendors.[^544]

In addition to E911 purposes, ALI could potentially be used for a
variety of other location-based services such as driving directions,
mobile yellow pages, and the location of retailers, restaurants, or
movie theaters. Application service providers are currently developing
software that will enable a range of location-based services and can be
tailored to a customer's needs based upon their location. For example,
AirFlash, Inc. is an application service provider that develops software
that plots the location of businesses, hotels and restaurants. The
software also allows the user to share the information with others via
e-mail.[^545]

As the requirement for more precise location information emerges from
the Commission's E911 rules, both industry and the public have begun to
contemplate the potential wireless privacy considerations of the misuse
of such information. In 1999, Congress adopted the Wireless
Communications and Public Safety Act ("911 Act") to encourage the use of
wireless services and to promote public safety by providing protection
to users' location information and specifying the conditions for the
release of such information. Specifically, Section 5 of the 911 Act
amended Section 222 of the Communications Act that governs carriers' use
or disclosure of customer proprietary network information ("CPNI").
Under the 911 Act, the disclosure or use of wireless location
information is further restricted without the "express prior
authorization of the customer," except in specified emergency situations
to respond to a wireless user's emergency call or in the transmission of
automatic crash data. On November 22, 2000, the CTIA petitioned the
Commission to initiate a rulemaking to implement the 911 Act's CPNI
amendments on wireless privacy. CTIA's petition requests that rules be
adopted to ensure that wireless customers have the opportunity to
provide fully-informed consent to allow the use of their location-based
information, while assuring carriers the opportunity to develop new and
valuable location-based wireless services. On March 16, 2001, the
Commission sought comment on the CTIA petition. By subsequent public
notice, the Commission extended the pleading cycle. Reply comments were
due by April 24, 2001. The record generated by this pleading cycle is
under Commission review.

In September 2000, Ericsson, Motorola, and Nokia founded the Location
Interoperability Forum. The Forum's purpose is to define, develop, and
promote a common and ubiquitous location services solution.[^546]
Companies have also entered into a number of partnerships to develop
location-based services. For example, MapInfo, Inc. and Lucent
Technologies, Inc. ("Lucent") have partnered to enable wireless carriers
to efficiently deliver personalized Internet services based on a
customer's current or intended location.[^547] The partners plan to make
location-based services available using WAP over GSM networks. Lucent
and MapInfo also plan to develop location-based services for next
generation technologies.

During 2000, in-vehicle location-based telematics[^548] services became
more widespread.[^549] Location-based services first appeared in
vehicles as navigational devices using GPS technology to determine the
vehicle's location. Many of these devices use a small screen and an
extensive database contained on CD-ROM to display maps and
directions.[^550] However, OnStar, a wholly owned subsidiary of General
Motors, Inc. ("GM") formed in 1996,[^551] employs both GPS technology
and terrestrial wireless networks. The basic, original OnStar service
connects drivers to a live OnStar operator who pinpoints the location of
the vehicle and provides verbal driving directions.[^552] OnStar also
offer a variety of other in-vehicle communication and location-based,
telematics services, including remote access to a vehicle's horn, door
locks, and headlights; automatic alerting of public safety officials if
an airbag is deployed; roadside assistance; mobile telephone service;
and e-mail and Internet access.[^553] As of January 2001, OnStar was
available in 35 vehicle models and had nearly 820,000 subscribers.[^554]

In addition to GM's OnStar, Harman International manufactures a similar
location-based system for BMW's 7 series and for various Porsche and
Audi models, which includes a touch-screen and mouse used to control
satellite-based navigation services, mobile telephone service, and
e-mail and Internet access.[^555] Furthermore, a service similar to
OnStar, called Tele-Aid, is currently offered in a few Mercedes-Benz
models, including the ML series sport utility vehicles.[^556]

#### Short Range Data Transmissions 

Short-range data transmission is device-to-device communication over
short distances. Infrared, a well-established technology, is currently
used in some PDAs to allow users to transfer data between two devices.
Infrared is also the technology commonly used in remote controls and it
requires line-of-sight transmission. Another technology used for
short-range data transmissions is Bluetooth, which will enable
multipoint, broadcasting applications.

Bluetooth is a technology used to establish wireless connectivity
between electronic devices that are up to 10 meters apart.[^557]
Bluetooth allows users to send signals and transfer data among numerous
electronic devices, thus creating a personal area network ("PAN").[^558]
Bluetooth uses unlicensed spectrum in the 2.4 GHz band and transmits
data at speeds close to 1 Mbps. Bluetooth also uses frequency hopping
spread spectrum techniques to provide enhanced communications
performance and an initial level of transmission security.[^559]

As mentioned in the *Fifth Report*, Bluetooth is widely backed by major
players in the wireless industry, including Ericsson, Intel Corp.,
International Business Machines Corp. ("IBM"), Nokia, Toshiba, 3Com
Corp., Lucent, Microsoft, and Motorola.[^560] As a result of industry
cooperation, analysts forecast a large market for Bluetooth products.
For example, Cahners In-Stat Group estimates there will be 1.4 billion
Bluetooth-enabled products by 2005.[^561] ING Barings expects Bluetooth
chips to generate \$3 billion in revenues by 2003.[^562]

Bluetooth-enabled chips for laptops, desktop PCs, and mobile phones were
the first products to be made available in 2000.[^563] Analysts expect
Bluetooth-enabled products to hit the market *en masse* in late
2001.[^564] As of December 2000, chips cost about \$20 each.[^565]
However, analysts believe that chip prices will likely decrease to \$5,
which will increase the viability of Bluetooth-enabled devices.[^566]

Another wireless networking technology sharing the 2.4 GHz frequency
band with Bluetooth is the Institute of Electrical and Electronics
Engineers[^567] ("IEEE") 802.11b standard, also called wireless fidelity
("WiFi"). The 802.11b standard is used in devices to connect to wireless
local area networks ("WLANs"), and allows a maximum throughput of 11
Mbps.[^568] The technology is being implemented by a number of vendors
in public places such as airports, hotels and Starbucks stores[^569] to
allow users wireless access via 802.11b-enabled notebook computers,
handheld devices, smartphones and pocket PCs. In addition, the 802.11b
standard is being integrated into many products, including notebook
computers, desktop PCs and handheld devices. For example, Apple
Computer, Inc. ("Apple") introduced AirPort in July 1999 for use in
schools and homes.[^570] AirPort, which is designed to work with Apple's
desktop and laptop computers, uses the 802.11b standard to allow
multiple users to share an Internet connection wirelessly.[^571] HomeRF,
developed by the Home Radio Frequency Working Group,[^572] also operates
in the 2.4 GHz frequency band, using a combination of data networking
technologies derived in part from the 802.11b standard, and cordless
phone technologies adapted from DECT.[^573]

Unlicensed spectrum is also used to provide fixed wireless high-speed
Internet access to homes and businesses in neighborhoods and communities
across the United States. See Appendix A, *infra*, for a discussion of
these services.

Analysts have made several predictions about the growth of the wireless
LAN market and 802.11b. Frost & Sullivan predicts that wireless LAN
industry revenues will reach \$884 million by 2002, compared to \$415
million in revenues forecast in 1999.[^574] Cahners In-Stat Group
expects that more than 10 million 802.11b products will be installed by
the end of 2001,[^575] and Gartner Group estimates 95 percent of
notebook computers will be 802.11b-enabled by 2005.[^576]

On May 11, 2001, the Commission released a Further Notice of Proposed
Rulemaking and Order, amending Part 15 of the Commission's rules for
spread spectrum devices. The Commission proposes the following changes
to systems operating in the 2.4 GHz band: to revise rules for frequency
hopping spread spectrum systems; to eliminate the processing gain for
direct sequence spread spectrum systems; and to allow digital
transmission technologies to operate pursuant to the same rules as
spread spectrum systems.[^577]

### Telemetry and Telematics

Telemetry and telematics both involve the use of wireless technology to
transfer data between systems and devices. Wireless telemetry is the
monitoring of mobile or fixed equipment in a remote location. The most
common example of wireless telemetry is the remote monitoring of utility
meters by utility and energy companies, called automatic meter reading
("AMR"). With telematics systems, a person in a remote location can
access information using various wireless technologies. Telematics is
most often used to describe vehicle navigation systems, such as OnStar,
where drivers and passengers employ GPS technology to obtain directions,
track their location, and obtain assistance when a vehicle is in an
accident. These systems were discussed in more detail above in the
Location-Based Services Section of this report.[^578]

In addition to AMR, wireless telemetry systems can also be used to
monitor health care equipment, HVAC systems, gas and oil pipelines,
vending machines, alarm systems, parking meters, streetlights,
smoke/fire detectors, factory process systems, and photocopiers.
Moreover, companies can employ wireless telemetry to remotely monitor
the location and status of vehicles. A few examples of this include
LoJack, corporate fleet tracking, and remote engine diagnostic systems.
LoJack is a system used to recover stolen vehicles. Consumers can
purchase the LoJack VHF transponder unit for their vehicles, and the
LoJack Corporation and law enforcement agencies maintain the system used
to track the location of vehicles in the case that they are
stolen.[^579] Over 40,000 stolen vehicles equipped with LoJack have been
recovered by U.S. law enforcement agencies.[^580]

The two major AMR providers are Schlumberger Resource Management
Services, Inc. ("Schlumberger") and Itron, Inc ("Itron").[^581] As
mentioned in the *Fifth Report*, Schlumberger completed its acquisition
of CellNet Data Systems in May 2000[^582] and, since that time, has
continued to use CellNet as the brand name for its wireless telemetry
services in North America. In February 2001, Schlumberger announced that
it had connected five million consumers to its CellNet wireless
telemetry network,[^583] a 67 percent increase over the three million
units CellNet had connected at the end of 1999.[^584] Schlumberger also
had contracts to connect an additional three million consumers to its
network.[^585] During 2000, Schlumberger acquired an exclusive license
to use and sell Metricom's UtiliNet RF technology.[^586] Itron focuses
exclusively on providing AMR telemetry equipment and is the largest
provider in that market. As of the end of 2000, Itron had connected over
17 million AMR units, a 10 percent increase from the previous year, for
650 utility companies.[^587]

Many mobile data providers discussed above, including WebLink, SkyTel,
Motient, and Cingular Interactive, offer a variety of telemetry
services, either directly to end users or through other telemetry
providers who create and maintain telemetry computers systems for end
users but rely on the networks of mobile data providers.[^588] As
mentioned in the *Fifth Report*, many analysts and industry players
believe that the telemetry market represents a significant business
opportunity for paging/messaging carriers.[^589] In addition, two
companies, Aeris.net ("Aeris") and Cellemetry, lease capacity on mobile
telephone networks to offer telemetry products. Aeris sells the use of
its network to other telemetry service providers. During 2000, Aeris
signed several contracts[^590] with telemetry providers who offer
services such as AMR, mobile asset tracking, and the monitoring of
petrochemical assets, tanks, and generators.[^591]

# CONCLUSION

The past year has continued the positive trends of increased competition
in the CMRS industry described in the *Fifth Report*. First, during 2000
mobile telephone subscribership climbed 23.5 million, to 109.5 million.
That represents a 28 percent increase over a year earlier and is the
largest twelve-month increase in total number of subscribers in the
history of the sector, surpassing even 1999's record breaking 16.9
million additional subscribers. This subscriber growth brought the U.S.
wireless penetration rate to 39 percent. In addition, other key metrics
demonstrate the increased demand for and reliance placed on mobile
services. During 2000, average MOUs increased by 32 percent and ARPU
increased 10 percent, while, according to the Bureau of Labor
Statistics, the price of mobile telephone service fell by 12.3 percent.

Second, the deployment and acceptance of digital technology continued
unabated, with 95 percent of the total U.S. population living in
counties where operators offer digital mobile telephone service and 62
of all mobile telephone subscribers using digital phones at the end of
2000.[^592] The widespread adoption of digital technology is not only
increasing spectral efficiency and lowering network costs, but causing a
convergence between cellular and PCS.

Third, mobile telephony providers continued to expand their nationwide
footprints and buildout their networks. To date, 259 million people, or
91 percent of the total U.S. population, have three or more different
operators offering mobile telephone service in the counties in which
they live. Over 214 million people, or 75 percent of the U.S.
population, live in areas with five or more mobile telephone operators
competing to offer service. And 133 million people, or almost 47 percent
of the population, can choose from among six or more different mobile
telephone operators.

Fourth, competition has been instrumental in shaping the mobile data
sector. A variety of mobile data services, ranging from paging to e-mail
to web access to SMS, are currently available on a variety of devices
from numerous providers, including mobile telephone operators,
paging/messaging carriers, handheld PDA device providers, and dedicated
data network operators. The six nationwide mobile telephone carriers
currently offer mobile Internet access services and had at least 2.5
million mobile Internet users as of the end of 2000.[^593]
Paging/messaging operators, who face intense competition from each other
as well as other mobile data providers, have continued to diversify
their services by offering their customers a variety of advanced
messaging and Internet-based services. In addition to mobile telephone
and paging/messaging carriers, increased competition in the mobile data
sector has come from handheld devices with wireless Internet
connections, as well as the mobile data services offered by dedicated
data network operators.

The evolution of mobile data services and technologies is proceeding
rapidly. Mobile telephone carriers are planning to deploy 3G
technologies over the next few years in order to offer mobile Internet
access at higher speeds, ultimately up to 2 Mbps. At least six major
carriers currently plan to roll out technologies during 2001 that will
allow them to increase data transfer speeds from 9.6 to 19.2 kbps to up
to 144 kbps. A number of mobile data technologies and services,
including WAP, Bluetooth, location-based services, and m-commerce, are
currently being developed and will likely facilitate growth in the
mobile data industry as it evolves.

Finally, mobile services are changing the way Americans communicate.
Initially a business tool, mobile phones have become a mass-market
consumer device. One survey found that the overwhelming majority of
mobile telephone customers use their phones primarily for personal
calls.[^594] And for some, particularly younger Americans, wireless
service is no longer a compliment to wireline service, but has become
the preferred method of communication.

# ADMINISTRATIVE MATTERS

This Sixth Report is issued pursuant to authority contained in Section
332 (c)(1)(C) of the Communications Act of 1934, as amended, 47 U.S.C. §
322 (c)(1)(C).

It is ORDERED that the Secretary shall send copies of this Report to the
appropriate committees and subcommittees of the United States House of
Representatives and the United States Senate.

FEDERAL COMMUNICATIONS COMMISSION

Magalie Roman Salas

Secretary

**APPENDIX A:**

**FIXED WIRELESS VOICE AND DATA SERVICES**

# Introduction

In this section, the Commission reviews the state of competition
provided by fixed wireless[^595] operators for voice and data services
in both residential and business markets. While some spectrum
traditionally used for CMRS is also being used for fixed wireless
service,[^596] other spectrum bands, including Multipoint Distribution
Service ("MDS"), Wireless Communications Service ("WCS"), unlicensed
spectrum bands, 24 GHz, Local Multipoint Distribution Service ("LMDS"),
and 39 GHz, are also being used to provide such service. For discussion
purposes, operators are divided into two categories: lowerband providers
(800 MHz to 5.8 GHz) and upperband providers (24 GHz to 39 GHz).

## Fixed Wireless Access 

In a fixed wireless access system, a provider attaches a radio
transmitter to a customer's premises that communicates with the
provider's central antenna site. This antenna site acts as the gateway
to the PSTN or the Internet. This technology functions as a replacement
for the "last mile" of copper wire that has traditionally provided
individual customers with telecommunications services, thus allowing a
wireless provider to compete with a traditional wireline service
provider. The "last mile" is also referred to as the "local loop"; thus,
fixed wireless access is often referred to as "Wireless Local Loop," or
"WLL" for short.

WLLs afford fixed wireless competitors direct access to an individual
customer's building, thereby lessening their reliance on the facilities
of local exchange carriers ("LECs"). In addition to providing new
competition in existing markets, fixed wireless systems can provide new
services and expand capacity into areas considered too expensive to
serve with available wireline technologies. Fixed wireless technology
can provide broadband, or high-speed, services faster and for less money
than wireline technologies. The Commission has used the term "broadband
services" to refer to a larger set of services that end users can access
with asymmetric capabilities and speeds that are less than 200 kbps, but
are generally considered high-speed (*i.e.*,greater than 128 kbps in a
wireless environment or 144 kbps in a wireline environment.[^597]

[*Lower Network Deployment Costs*.]{.underline} Fixed wireless operators
claim that their networks have a significantly lower cost structure than
wireline systems for two primary reasons.[^598] First, wireless networks
are free of many of the installation and maintenance costs incurred with
wiring a customer's building to a central office. Second, unlike a
wireline network, in which an entire market must be wired before
initiating service, a wireless network can be deployed incrementally as
more customers are added. Therefore, the capital expenditures of a fixed
wireless network are much lower.

[*Underserved Markets*.]{.underline} In general, penetration by existing
high-speed wireline systems is relatively low. For example, only a small
percentage of office buildings have access to fiber optic lines.[^599]
Therefore, many businesses with volume too low for expensive fiber
connections are potential customers for fixed wireless carriers.[^600]
In addition, fixed wireless access has the potential to provide
broadband services to residential customers in both urban and rural
markets, including those without access to broadband services through
cable modems or DSL.[^601] Moreover, fixed wireless can be an efficient
means of providing basic telephone and data services to isolated areas
and other market segments that are not currently reached by traditional
telephone networks.

## Comparison of Lower and Upper Bands

As mentioned above, fixed wireless operators use several different
spectrum bands to provide voice and data services. These bands are
grouped into two categories -- lowerbands and upperbands -- because of
their similar technical characteristics and use by carriers. The
lowerbands consist of the cellular (800 MHz) and broadband PCS (1900
MHz) bands, the MDS (2.5-2.7 GHz) band, the WCS (2.3 GHz) band, and the
unlicensed bands. The upperbands consist of the 24 GHz (DEMS) band, the
LMDS (28 GHz) band, and the 39 GHz band.

The lowerbands can serve a wider geographic area with a single
transmitter than the upperbands (see Figure 1 below). Lowerbands have a
service radius of five to 35 miles from a central hub, depending on the
particular band, the power of the transmitter, and the terrain.
Upperband operators, on the other hand, face significant losses of
signal strength due to atmospheric conditions, most notably
precipitation (*i.e.*, rain, snow, and fog).[^602] Therefore, the range
of individual transmitters in the upperbands is approximately two to
five miles.

With the exception of carriers that use PCS spectrum,[^603] both upper
and lower band operators currently require a clear line-of-sight between
their transmitters and their customers' receivers. However, recent
technological developments may help to overcome this line-of-sight
restriction. For example, Orthogonal Frequency Division Multiplexing
("OFDM") is a technology standard currently being developed for use in
multiple wireless products, including wireless LANs, mobile wireless
systems, and broadband fixed wireless access.[^604] OFDM has the
potential to overcome the line-of-sight restriction that fixed wireless
operators face by redirecting signals as they bounce off buildings and
other objects.[^605] OFDM is also expected to increase the speeds of
wireless networks.[^606] Fixed wireless equipment vendors, such as Cisco
Systems, NextNet Wireless, and Hybrid Networks, Inc. ("Hybrid
Networks"), are developing non-line-of-sight products for fixed wireless
carriers,[^607] and AT&T currently uses OFDM technology in its fixed
wireless service, as discussed below.[^608]

Upperband operators can transfer data at much higher speeds than
lowerband operators because upperband operators have much larger
spectrum allocations. The highest reported speed offered by a lowerband
carrier is around 25 Mbps, versus 155 Mbps for upperband providers (see
Figure 2).

![](media/image2.wmf){width="5.716666666666667in" height="2.625in"}The
lower and upperband operators generally serve two distinct markets. Like
many wireline competitive local exchange carriers ("CLECs"), upperband
operators sell very high-speed broadband and data services, as well as
local and long distance voice services, to business customers, mainly in
urban areas. Moreover, many upperband carriers use wireline fiber
networks in conjuction with their fixed wireless technology. Lowerband
operators, on the other hand, generally offer high-speed Internet access
at around 1.5 Mbps to residential and small office/home office ("SOHO")
customers in a range of geographic areas that includes rural and
underserved areas.[^609] One analyst estimated that at the end of 2000
there were 230,000 total fixed wireless subscribers in the upper and
lower bands, including 80,000 residential customers.[^610]

Both upperband and lowerband carriers use multiple spectrum bands to
offer identical services. For example, AT&T uses both PCS and WCS
spectrum for its Digital Broadband product.[^611] And Winstar
Communications, Inc. ("Winstar") has used both 39 GHz and LMDS spectrum
to offer its package of voice and broadband services.

Most fixed wireless carriers use either point-to-point ("PTP") or
point-to-multipoint ("PTMP") transmission technologies, or a mix of the
two, in their systems. In a PTP network, at the hub,[^612] there is a
single transmitting dish for each customer on the network. In a PTMP
network, multiple customers can be serviced by a single specialized
transmitter at the hub. PTMP has a number of advantages over PTP.[^613]
PTMP allows for the cost of the hub site antenna to be allocated over
numerous customer building sites, rather than just one, and reduces the
capital expenditures necessary to bring service to a particular
building.[^614] In addition, the use of PTMP allows fixed wireless
operators to allocate and share network capacity on an as-needed basis
and supply customers with bandwidth-on-demand to address their dynamic
capacity needs.[^615]

# Lowerbands

## Introduction

The following spectrum bands below 6 GHz are used to offer commercial
fixed wireless services: Cellular/PCS, MDS, WCS, and Unlicensed. In
previous CMRS Reports, these bands and the operators that use them were
discussed separately. However, because these bands have similar
technical characteristics, because they are used to offer similar
services, and because many lowerband operators employ more than one of
these bands to offer these services, they are now discussed in one
cohesive lowerbands section. Yet, in order to provide background on
these four bands before discussing trends and individual lowerband
operators, a brief description of each band follows.

*[Cellular/PCS]{.underline}*: In the United States, WLL in the cellular
and broadband PCS bands is still in an early stage of development, is
currently targeted at residential subscribers, and is secondary to the
use of the spectrum for mobile products. AT&T is currently the only
carrier to use PCS spectrum to offer high-speed Internet access.[^616] A
handful of other operators are using their existing cellular or PCS
infrastructure to offer fixed wireless voice services, but none offers
those services at higher speeds.[^617] In order to receive universal
service funds to offset high-cost residential telephone service,[^618]
wireless carriers, like local wireline carriers, must be granted
Eligible Telecommunications Carrier ("ETC") status by the state in which
they plan to operate.[^619] A few operators in the cellular and PCS
bands have been granted ETC status and have become eligible for
universal service funds, including Sprint PCS in California and
Arkansas, United States Cellular Corp. in Washington, and Centennial
Communications in Puerto Rico.[^620] As of year-end 2000, Western
Wireless had received ETC approval in 10 states and had applications
pending in three additional states.[^621] At that time, the company was
offering service to 2,500 customers in 100 communities in five
states.[^622]

*[MDS]{.underline}*: What is commonly referred to as MDS or wireless
cable spectrum includes 33 different 6 megahertz channels in the 2.1-2.2
GHz and 2.5-2.7 GHz spectrum bands. These channels include the
Multipoint Distribution Service ("MDS"), Multichannel Multipoint
Distribution Service ("MMDS"), and Instructional Television Fixed
Service ("ITFS") channels. MDS operators generally use the MMDS and MDS
channels and lease excess capacity from ITFS operators, and often hold
licenses for spectrum in different markets. MDS has become a new vehicle
for offering high-speed Internet access and broadband services to
residential and SOHO customers. MDS companies were originally licensed
to provide analog television programming to homes. However, since 1997,
they have instead refocused their business operations on offering
high-speed Internet access.

*[WCS]{.underline}*: WCS spectrum is located in the 2.3 GHz band. There
are two 10 megahertz blocks of WCS spectrum covering the 52 Major
Economic Areas (MEAs) of the United States, and two 5 megahertz blocks
covering the 12 Regional Economic Area Groupings (REAGs). The spectrum
was auctioned in April 1997 with flexible rules for its use by
licensees.[^623] AT&T and WorldCom are currently using WCS spectrum to
offer fixed wireless services in a few markets.[^624]

[*Unlicensed*:]{.underline} Unlicensed spectrum consisting of 26
megahertz in the 900 MHz band, 83.5 megahertz in the 2.4 GHz band, and
300 megahertz in the 5 GHz band is also used for fixed wireless
communications.[^625] Operators can use these bands without an FCC
license for a variety of radio transmissions, but are not protected from
interference and may not cause interference to licensed users in the
spectrum. Unlicensed fixed applications primarily use spread spectrum
technology for long range transmissions in order to minimize the risk of
interference with other operators. Unlicensed spectrum is used for many
purposes, including short-range data transmissions,[^626] cordless
phones, microwave ovens, and amateur radio; however, Appendix A focuses
on its use for high-speed Internet access and other commercial broadband
services.[^627]

## Recent Developments

During 2000, fixed wireless carriers took advantage of the Commission's
increased flexibility regarding the use of MDS licenses. In September
1998, the Commission issued an order authorizing the use of MDS spectrum
for two-way services.[^628] During August 2000, MDS licensees submitted
approximately 2,300 applications to offer two-way services during a
two-week filing window.[^629] On February 1, 2001, the Commission listed
the applications that had been accepted for filing, and if no petitions
to deny were filed on these applications within 60 days, they would be
automatically granted.

In addition, as mentioned in Section II.B.1.c., *supra*, the Commission
began the process of allocating spectrum for advanced wireless services,
including 3G, during 2000. One of the bands under consideration for 3G
services is the 2500-2690 MHz band, which is currently used by MDS and
ITFS operators.[^630] In March 2001, the Commission and NTIA released
final studies of how this band is used and its potential for
accommodating 3G mobile systems.[^631]

## Rollout

Over the past year, the Commission has begun tracking the rollout of
fixed wireless services on a county-by-county basis.[^632] Based on its
analysis, the Commission estimates that there are at least 276 different
lowerband operators providing fixed wireless services in 526 different
counties.[^633] These counties contain 150 million people, or 53 percent
of the U.S. population.[^634]

## Major Lowerband Operators

*[AT&T Digital Broadband]{.underline}.* At the writing of the *Fifth
Report*, AT&T was serving 2,800 residential customers in the Dallas-Fort
Worth, TX area with its fixed wireless Digital Broadband service.[^635]
Since then, it has launched the service in San Diego and Los Angeles,
CA; Houston, TX; and Anchorage, AK.[^636] As of January 2001, it had
sold a total of 20,000 lines to 12,000 households.[^637] AT&T plans to
deploy the service to 10 additional markets by the end of 2001, when the
company expects it will cover about 3.5 million homes and have 100,000
customers.[^638] AT&T uses broadband PCS spectrum for Digital Broadband
in Dallas, Anchorage, and San Diego, but uses WCS spectrum in Los
Angeles and Houston and plans to use WCS spectrum in all of its
subsequent fixed wireless rollouts.[^639] Using WCS for fixed wireless
allows AT&T to allocate all of its broadband PCS spectrum for mobile
service.[^640]

For \$34.95 per month, AT&T's Digital Broadband service gives users up
to four voice lines, unlimited local calling, long distance calling at
five cents per minute for in-state calls and seven cents per minute for
out-of-state calls, three advanced calling features, and unlimited,
"always-on" Internet access for up to five computers with downstream
speeds of up to 512 kbps and upstream speeds of 128 kbps.[^641] AT&T is
planning to boost its downstream speeds to one Mbps in the future.[^642]
Furthermore, AT&T reports that 60 percent of its customers sign up for
voice, as well as data, service.[^643]

AT&T reports that, in Dallas, it is using the same towers to provide
both fixed and mobile services and that only five additional towers had
to be erected for Digital Broadband.[^644] In Anchorage, AT&T reportedly
uses 20 towers for Digital Broadband, most of which are already used for
mobile telephone service.[^645]

AT&T originally planned to deploy Digital Broadband to homes and small
businesses in markets not covered by its wireline broadband properties,
namely its cable systems or arrangements with cable operators, which
cover about 50 percent of U.S. markets.[^646] However, because AT&T is
planning to split itself into four separate companies, its fixed
wireless assets will become part of AT&T Wireless, while its cable
properties will become part of AT&T Broadband.[^647] AT&T has attempted
to avoid potential competition between its two spin-offs by prohibiting
AT&T Wireless from offering fixed wireless service under the AT&T brand
name in markets where AT&T Broadband is offering cable modem
service.[^648]

*[Sprint]{.underline}*. As of April 2001, Sprint had launched Broadband
Direct, its commercial MDS-based high-speed Internet access service, in
16 cities across the United States.[^649] As of October 2000, Sprint had
approximately 10,000 customers in Phoenix, its first Broadband Direct
market.[^650]

Sprint's residential Broadband Direct service costs \$39.95 per month
for downstream speeds of one Mbps[^651] and upstream speeds of 512 kbps.
Sprint also charges \$299 for installation, and \$99 for equipment with
a two-year contract or \$299 for equipment for service on a monthly
basis.[^652] As mentioned in the *Fifth Report*, Sprint completed a
major investment in MDS equipment manufacturer, Hybrid Networks, in 1999
and is using Hybrid Network's equipment in all of its Broadband Direct
rollouts.[^653]

Sprint holds MDS licenses covering 30 million people in 90 markets[^654]
and plans to offer its fixed wireless product in 40 markets by the end
of 2001.[^655] Sprint is targeting the 50 million homes it believes will
not have access to any other type of broadband service over the next few
years.[^656] In August 2000, Sprint filed applications to offer two-way
services in 45 markets.[^657]

In July 2000, Sprint, WorldCom, and Nucentrix Broadband Services, Inc.
("Nucentrix") developed technical agreements on spectrum management
issues. These agreements allow MDS carriers to serve their entire
geographic footprint without interference from MDS carriers in adjacent
markets. More than 12 carriers have agreed to abide by the technical
standards in the agreements.[^658]

*[WorldCom]{.underline}*. As the result of a series of acquisitions in
1999, WorldCom holds MDS licenses covering 45 million households in 78
markets.[^659] WorldCom is using these licenses to offer fixed wireless
high-speed Internet access to residential and SOHO customers. As of
January 2001, the company had launched service in three markets,
Memphis, TN; Baton Rouge, LA; and Jackson, MS, and was running service
trials in two additional markets: Boston, MA; and Dallas-Fort Worth, TX.
In all of these cities except Boston, WorldCom is using both MDS and WCS
spectrum.[^660] In August, WorldCom filed applications to offer two-way
service in 60 markets[^661] and, at that time, planned to roll out fixed
wireless service to 30 metropolitan areas by the end of 2001.[^662]

WorldCom is charging its residential customers \$39.95 per month for
two-way speeds of up to 310 kbps and businesses \$300-\$600 per month
for speeds ranging from 128 kbps to 8 Mbps.[^663]

In addition to its commercial rollout plans, WorldCom announced in April
2000 that it would use MDS to deliver high-speed Internet access to
schools, libraries, and community centers in four communities --
Raleigh, NC; Houma, LA; Dothan, AL; and Hattiesburg, MS -- beginning in
August 2000 for the 2000/2001 school year.[^664]

*[Nucentrix]{.underline}*. Nucentrix currently offers two-way high-speed
MDS-based Internet access service in Austin and Sherman-Denison,
TX,[^665] and is conducting a trial of the service in Amarillo, TX. In
February 2001, Nucentrix announced it would extend its trial in
Amarillo, where it is testing Cisco's VOFDM technology with over 125
customers, until April 2001.[^666] Nucentrix holds MDS licenses that
cover 90 small and medium markets across Texas and the Midwest.[^667] In
August 2000, Nucentrix filed applications to offer two-way service in 70
markets.[^668]

*[Other MDS Operators]{.underline}*. In addition to the three companies
discussed above, at least 23 other companies offer fixed wireless
services using MDS spectrum in approximately 28 different
counties.[^669] These companies are generally small, independent MDS
licensees offering Internet access at speeds of up to 11 Mbps downstream
to a limited number of residential and small business customers in one
to three markets apiece. These markets are generally smaller towns and
cities. For example, LMA Systems offers two-way Internet access at 1.54
Mbps downstream and 768 kbps upstream in Wilkes-Barre and Sunbury,
PA.[^670] In addition, Alaska Wireless offers two-way MDS-based Internet
access in Fairbanks, AK.[^671] Some MDS carriers -- including
QuadraVision in Carson City and Reno, NV and American Rural TV in La
Junta, CO -- offer fixed wireless Internet access on a one-way basis and
use a telephone line for the return path.

*[Providers in the Unlicensed Band.]{.underline}* As mentioned above,
Metricom uses unlicensed, as well as WCS, spectrum for Ricochet, its
wireless Internet access service provided by modem devices attached to
laptop computers.[^672] Ricochet offers users mobile Internet access
speeds of 128 kbps in 13 markets,[^673] including Atlanta, Baltimore,
Denver, Los Angeles, Minneapolis, New York City, and San
Francisco.[^674] Metricom continues to operate its 28.8 kbps speed
service in portions of San Francisco and in the Seattle and Washington,
D.C. metropolitan areas while these markets are converted to 128 kbps
service.[^675]

Most of the other companies that use unlicensed spectrum to offer
Internet access are local and regional ISPs that offer the service on a
fixed, not mobile, basis in an average of three markets apiece. Many of
these companies offer traditional wireline dial-up Internet access as
well. In part because companies operate in these bands without a license
from the Commission, it is difficult to track who is operating where.
Estimates of the number of companies using unlicensed spectrum to
provide Internet access vary. One equipment manufacturer estimates there
are around 800,[^676] while another believes there are 50 to 100.[^677]
One industry analyst estimates there are just under 200.[^678] Based on
obtainable, publicly-available information, the Commission estimates
there are at least 241 different companies using unlicensed spectrum to
provide high-speed fixed wireless Internet access in approximately 503
different counties.[^679] Approximately 143 million people (or 50
percent of the U.S. population) live in counties with at least
unlicensed fixed wireless Internet provider.

Most unlicensed operators offer Internet access speeds ranging from 384
kbps to 15 Mbps, with some advertising speeds as high as 100 Mbps. Many
of the carriers are targeting business customers, while others serve
both businesses and residences. Furthermore, many operators offer
unlicensed Internet access in rural and underserved areas. For example,
Canyon Country Communications offers Internet access in Page, AZ; Planet
Connect offers fixed wireless service in Bristol, Seymour, Newport, and
Greeneville, TN; and DATACentric sells the service in Lufkin, Conroe,
and Bryan-College Station, TX.[^680]

Unlicensed spectrum is also used for short-range data transmissions and
wireless LAN/WAN connections. For example, MobileStar Networking Corp.
("MobileStar") uses unlicensed spectrum to provide WLAN service in over
370 locations across the United States, including airports, hotels,
restaurants, and multi-tenant office buildings.[^681] Bluetooth and
802.11b, as discussed above, are two short range data transmission
technology standards that operate using unlicensed spectrum.[^682]
Bluetooth is currently being integrated into numerous electronic
devices, such as mobile phones, handheld devices, and personal
computers, in order to allow users to transfer data among the devices
without using wires or cables. 802.11b is a technology that is used to
connect multiple computers to servers in wireless LANs.[^683]

# Upperbands

The upperband carriers use three different bands -- the 24 GHz band, the
28 GHz (LMDS) band, and the 39 GHz band -- to offer business customers a
variety of voice and broadband services, such as video programming
distribution, video teleconferencing, and wireless local loop telephony,
as well as Internet access and other high-speed data transmission
services.[^684] Upperband carriers operate in 83 counties across the
United States.[^685] As is the case with lowerband operators, many
upperband operators use multiple spectrum bands to offer nearly
identical services. Recent developments in the upperband fixed wireless
sector, as well as the major upperband operators, are discussed in
detail below.

## Recent Developments

*[Auctions]{.underline}*. As discussed in the *Fifth Report*, the
Commission completed the auction of 2,450 39-GHz licenses in May
2000.[^686] During 2000 and 2001, the Commission adopted rules for
auctioning and licensing 24 GHz spectrum.[^687] 24 GHz licenses will
consist of 80 megahertz of spectrum in each of the 172 Economic Areas
("EAs") in the United States, and licensees will be permitted to offer a
variety of fixed wireless services.[^688] As with the 39 GHz band, the
24 GHz band is encumbered by existing fixed wireless operators, in this
case, mainly Teligent, Inc. ("Teligent").

*[Bankruptcies]{.underline}*. During 2000 and early 2001, financing for
all CLECs, including upperband fixed wireless carriers, dropped
significantly from its 1999 levels. CLECs have traditionally required
large investments to deploy their networks and build their businesses.
Analysts believe that the slowing economy and declining stock values in
2000, as well as the substantial debt incurred by major upperband
carriers and their inability to show a profit, have made it difficult
for these companies to acquire additional financing.[^689] The result of
these financial difficulties has been that three major upperband
carriers, Winstar, Advanced Radio Telecom Corp. ("ART"), and Teligent,
declared bankruptcy during the first half of 2001.

On April 18, 2001, Winstar filed for Chapter 11 bankruptcy
protection.[^690] At the same time, the company filed a \$10 billion
lawsuit against Lucent alleging that Lucent had violated its vendor
financing agreement with Winstar and had thereby forced Winstar into
bankruptcy.[^691] At the time of its bankruptcy, Winstar obtained \$75
million in debtor-in-possession ("DIP") financing from several
investment banks and planned to continue operating and serving its
existing customers.[^692]

On March 30, 2001, ART announced its plans to file a petition for
Chapter 11 bankruptcy due to distressed capital markets and its
inability to obtain financing.[^693] The company stated it would
continue to serve its existing customers for 30 days in order to enable
them to transition to other service providers.[^694] Prior to its
bankruptcy, ART sold fixed wireless broadband services wholesale and to
business customers in nine U.S. markets.[^695] The company held 39 GHz
licenses covering the entire United States. [^696] In August 2000, ART
completed the acquisition of 366 39 GHz licenses from Broadstream
Communications Corporation and its affiliates, and 14 39 GHz licenses
from Bachow Communications Incorporated.[^697]

On May 21, 2001, Teligent filed for Chapter 11 bankruptcy protection
after the company failed to come up with additional financing and faced
default on its credit agreement.[^698] During the month prior to its
bankruptcy, IDT Corp. ("IDT"), a wholesale long distance and prepaid
calling card provider that also purchases telecommunications assets at a
discount, became the largest shareholder in Teligent.[^699] Coincident
with that, Teligent announced its plans to scale back operations of the
company.[^700] Teligent plans to reorganize and has received funding in
order to continue its operations in the near term.[^701]

*[Flat Rate Pricing Plans.]{.underline}* During 2000 and early 2001,
four upperband carriers -- Winstar, Teligent, XO Communications, Inc.
("XO," formerly Nextlink Communications), and ART -- began offering flat
rate pricing plans designed for small and medium sized businesses. For
example, Teligent announced the launch of its Integrated Access service
in its top 21 markets during February 2001.[^702] With Integrated
Access, businesses can receive a bundle of digital and analog voice and
data services over a single high-capacity link for a low flat monthly
rate.[^703] Teligent has been targeting businesses with around 25
employees for the service.[^704] In September 2000, XO introduced
XOptions in all of its markets. XOptions is a group of flat-rate service
packages combining local, long distance, Internet access, and
web-hosting services.[^705]

## Major Operators

*[Teligent]{.underline}*. Since 1998, Teligent has provided a bundle of
broadband fixed wireless telecommunications services to small and medium
sized businesses using a combination of its 24 GHz licenses, which cover
74 markets nationwide,[^706] and leased wireline networks. At the end of
2000, Teligent's customer base had grown to 35,500, up 236 percent from
its 15,000 customers at the end of 1999.[^707] Teligent had also
installed 490,318 lines, up 195 percent from the end of 1999, and had
4,469 buildings "on-net" (*i.e.*, connected to Teligent's network), up
79 percent from 2,500 at the end of 1999.[^708] Of those 4,469 on-net
buildings, 60 percent had fixed wireless installations.[^709] And 90
percent of the 327 on-net buildings added during the fourth quarter of
2000 were equipped with fixed wireless connections.[^710]

Despite this growth, Teligent's financial difficulties, including a
heavy debt load and inability to obtain additional financing, forced the
company into bankruptcy in May 2001. As of April 2001, Teligent had been
serving 43 U.S. markets.[^711] Teligent recently announced its plan to
cut back operations in at least 11 markets.[^712]

*[Winstar]{.underline}*. As of April 2001, Winstar was using its 28 GHz
and 39 GHz licenses to provide a package of WLL services in 60 markets
nationwide. Winstar sells local, long distance, high-speed data and
Internet access, and information services to business customers and
other carriers at speeds up to 155 Mbps.[^713] Winstar finished 2000
with 1,040,000 access lines, an increase of 68 percent from the end of
1999.[^714] Approximately 52 percent of those one million lines were
on-net, and 85 percent of the 120,000 lines added during the fourth
quarter of 2000 were on-net.[^715] Winstar also had 4,400 buildings
on-net at the end of 2000, up 159 percent from its 1,700 buildings
on-net at the end of 1999.[^716] Those 4,400 buildings contain 125,000
businesses.[^717] Winstar also had access rights to over 14,700
buildings, which contain 400 hub sites.[^718] At the end of 2000, 250 of
those hub sites were operational, up from 142 at the end of 1999.[^719]
On April 5, 2001, Winstar announced that, due to its financial
difficulties, it was halting its plans for domestic and international
expansion,[^720] and on April 18, 2001, the company filed for
bankruptcy.[^721]

*[XO Communications (formerly Nextlink)]{.underline}*. XO holds LMDS and
39 GHz licenses covering 95 percent of the population of the 30 largest
U.S. cities and offers fixed wireless broadband services using those
licenses to business customers in 27 markets.[^722] XO also operates
facilities-based CLEC networks that provide wireline telecommunications
services in 53 markets across the United States. [^723] The company uses
both wireline and fixed wireless technologies to connect its customers
to its network, and in places where a fiber connection is not practical
or economic, XO deploys fixed wireless broadband connections between an
antenna on its customer's roof and an antenna attached to XO's fiber
ring.[^724] XO claimed that, as of February 2001, it served more than
1,900 buildings using its own facilities.[^725]

In June 2000, XO completed its acquisition of DSL provider, Concentric
Network Corporation ("Concentric").[^726] Prior to the merger, XO had
formed a partnership with Concentric, in which the companies jointly
offered voice, DSL, and dedicated Internet services, with one bill and
one point of contact.[^727] The DSL facilities give XO a third
facilities-based vehicle, in addition to fiber and fixed wireless, for
accessing business customers. [^728]

*[Touch America]{.underline}*. Touch America holds LMDS licenses
covering significant portions of the inland Pacific Northwest, northern
and central Rocky Mountain regions and the northern Plains states.[^729]
The company uses both its fixed wireless and wireline assets, which
include an 18,000-route-mile fiber network, to provide voice and data
services to business and government customers, as well as to other
carriers. Touch America currently offers voice and data services using
LMDS spectrum in four locations: Billings and Butte, MT; Boise, ID; and
Spokane, WA.[^730] In each city, Touch America has deployed one base
station with a three mile radius.[^731]

Touch America is the wholly owned telecommunications subsidiary of the
Montana Power Company, which, in March 2000, decided to divest its
energy businesses to focus exclusively on telecommunications.[^732]
Montana Power expects to complete the divestiture by the second quarter
of 2001, at which time Touch America will become the name of the parent
corporation.[^733] In June 2000, Touch America completed the acquisition
of Qwest Communication International's long-distance business, which
included 250,000 customers throughout the 14-state territory of the
former US WEST.[^734]

*[HighSpeed Communications]{.underline}*. HighSpeed Communications
("HighSpeed," formerly HighSpeed.Com) holds LMDS licenses covering
nearly 14 million POPs throughout Washington, Oregon, Idaho, Hawaii,
Colorado and Nevada, as well as a large part of the Central Valley of
California.[^735] HighSpeed has begun offering service using its LMDS
licenses in Walla Walla, WA; Bend, OR; Bakersfield, CA and Boise,
ID.[^736] The company targets small and medium-sized business customers
in tier 1 and tier 2 markets in the western United States and offers
only data, not voice, services at speeds ranging from 1.54 to 155
Mbps.[^737] In two of its markets, HighSpeed has deployed service by
purchasing or partnering with a local ISP.[^738] In 1999, XO (then
Nextlink) acquired a 15 percent equity position in HighSpeed.[^739]

*[e-xpedient/CAVU Inc. ("e-xpedient").]{.underline}* E-xpedient holds 39
GHz licenses and offers fixed wireless broadband services to businesses
in multi-tenant buildings in six cities: Salt Lake City, UT; Cleveland,
OH; Oklahoma City, OK; Jacksonville, FL; Orlando, FL; and Miami,
FL.[^740] In Miami, e-pedient also uses 60 GHz spectrum and free-space
optics technology.[^741] E-xpedient has set up its network in a ring
configuration by linking 10 to 20 buildings in a ring with fixed
wireless connections and creating a 100 Mbps IP-based path in each
direction. The company offers 100 Mbps Internet access starting at \$100
per month to all of the customers located in its networked
buildings.[^742]

**Table 1: Fixed Wireless Internet Access Offerings with MDS/ITFS
Spectrum**

+-------------------------------+-------------------+-----------------+
| **Company**                   | **Location**      | **Reported      |
|                               |                   | Speed**         |
+-------------------------------+-------------------+-----------------+
| Advanced Wireless Systems,    | Reading, PA       | N/A             |
| Inc.                          |                   |                 |
|                               | Clarksville, TN   |                 |
|                               |                   |                 |
|                               | Shreveport, LA    |                 |
|                               |                   |                 |
|                               | Mobile, AL        |                 |
|                               |                   |                 |
|                               | Baton Rouge, LA   |                 |
+-------------------------------+-------------------+-----------------+
| Alaska Wireless Cable         | Fairbanks, AK     | N/A             |
+-------------------------------+-------------------+-----------------+
| American Rural TV             | La Junta, CO      | N/A             |
+-------------------------------+-------------------+-----------------+
| Bay Junction Technology/      | Santa Clara, CA   | 1.5 Mbps        |
| iSpeed                        |                   |                 |
+-------------------------------+-------------------+-----------------+
| Cache Valley AIRNET           | Cache Valley, UT  | 5 Mbps          |
+-------------------------------+-------------------+-----------------+
| CFW Communications (formerly  | Daleville, VA     | 10 Mbps         |
| R&B Telephone)                |                   |                 |
+-------------------------------+-------------------+-----------------+
| Digital Broadcast Corp.       | Roanoke, VA       | N/A             |
+-------------------------------+-------------------+-----------------+
| HiWAAY Information Services   | Huntsville, AL    | 256 kbps        |
+-------------------------------+-------------------+-----------------+
| IJNT.net, Inc.                | Salt Lake City,   | 10 Mbps         |
|                               | UT                |                 |
|                               |                   |                 |
|                               | Beaumont, TX      |                 |
+-------------------------------+-------------------+-----------------+
| LMA Systems                   | Sunbury, PA       | 768 kbps-1.54   |
|                               |                   | Mbps            |
|                               | Wilkes-Barre, PA  |                 |
+-------------------------------+-------------------+-----------------+
| NextNet (equipment trials)    | Olympia, WA       | N/A             |
|                               |                   |                 |
|                               | Waseca, MN        |                 |
+-------------------------------+-------------------+-----------------+
| Nucentrix Broadband Networks, | Austin, TX        | 1.54 Mbps       |
| Inc.                          |                   |                 |
|                               | Sherman, TX       |                 |
|                               |                   |                 |
|                               | Amarillo, TX      |                 |
|                               | (trial)           |                 |
+-------------------------------+-------------------+-----------------+
| Ohio Valley Wireless - Cable  | Evansville, IN    | 1.5 Mbps        |
+-------------------------------+-------------------+-----------------+
| Oxford Telecom                | Portland, ME      | N/A             |
+-------------------------------+-------------------+-----------------+
| QuadraVision                  | Reno/Sparks, NV   | 1.5 Mbps        |
|                               |                   |                 |
|                               | Carson City, NV   |                 |
+-------------------------------+-------------------+-----------------+
| Rocky Mountain Internet       | Denver, CO        | 750 kbps        |
+-------------------------------+-------------------+-----------------+
| Sioux Valley Wireless         | Sioux Falls, SD   | 4 Mbps          |
+-------------------------------+-------------------+-----------------+
| SkyLynx Communications        | Fresno, CA        | 11 Mbps         |
|                               |                   |                 |
|                               | Sarasota, FL      |                 |
+-------------------------------+-------------------+-----------------+
| SoFast Internet Services      | Great Falls, MT   | 128 kbps-1.5    |
|                               |                   | Mbps            |
+-------------------------------+-------------------+-----------------+
| Sprint                        | 16 markets        | 512 kbps - 1    |
|                               | nationwide        | Mbps            |
+-------------------------------+-------------------+-----------------+
| Telecom Wireless Corp./ TCOM  | Key West, FL      | N/A             |
| Ventures                      |                   |                 |
+-------------------------------+-------------------+-----------------+
| Third Rail Communications     | Nashua, NH        | N/A             |
+-------------------------------+-------------------+-----------------+
| Universal Rapid Access        | Logan, UT         | N/A             |
+-------------------------------+-------------------+-----------------+
| U.S. Interactive dba          | Houston, TX       | 10 Mbps         |
| AccelerNet                    |                   |                 |
+-------------------------------+-------------------+-----------------+
| Virginia Communications/      | Prescott Valley,  | 768 kbps        |
| eSpeed                        | AZ                |                 |
+-------------------------------+-------------------+-----------------+
| WatchTV                       | Lima, OH          | N/A             |
+-------------------------------+-------------------+-----------------+
| Wireless First                | Traverse City, MI | 256 kbps        |
+-------------------------------+-------------------+-----------------+
| World Wide Wireless           | Concord, CA       | 9 Mbps          |
| Communications                |                   |                 |
+-------------------------------+-------------------+-----------------+
| WorldCom                      | Baton Rouge, LA   | 310 kbps        |
|                               |                   | (residential)   |
|                               | Jackson, MI       |                 |
|                               |                   | 8 Mbps          |
|                               | Memphis, TN       | (business)      |
+-------------------------------+-------------------+-----------------+
|                               | Dallas-Ft. Worth, | 310 kbps        |
|                               | TX (trial)        | (residential)   |
|                               |                   |                 |
|                               | Boston, MA        | 8 Mbps          |
|                               | (trial)           | (business)      |
+-------------------------------+-------------------+-----------------+

Source: Information is based on publicly available documents such as
news releases, newspaper and periodical articles, company web pages, and
SEC filings through April 2001.

Table 2: LMDS Launches

+----------------------+----------------------+-----------------------+
| **Company**          | **Location**         | **Status**            |
+----------------------+----------------------+-----------------------+
| XO Communications    | 27 markets           | Launched commercial   |
|                      | nationwide           | service after field   |
|                      |                      | tests                 |
+----------------------+----------------------+-----------------------+
| Winstar              | Holds 9 LMDS A-block | Uses LMDS licenses in |
|                      | licenses, including  | conjunction with 39   |
|                      | the San              | GHz licenses to offer |
|                      | Francisco-Oakland    | package of WLL        |
|                      | BTA                  | services to           |
|                      |                      | businesses; declared  |
|                      |                      | bankruptcy in April   |
|                      |                      | 2001                  |
+----------------------+----------------------+-----------------------+
| South Central        | Medicine Lodge, KS   | Offers telemedicine,  |
| Telecom              |                      | distance learning,    |
|                      |                      | and leased line       |
|                      |                      | services              |
+----------------------+----------------------+-----------------------+
| Virginia Tech        | Blacksburg,VA        | Uses 4 LMDS licenses  |
| University           |                      | to provide two-way    |
|                      |                      | high-speed data,      |
|                      |                      | voice, and video from |
|                      |                      | an on-campus to three |
|                      |                      | off-campus office     |
|                      |                      | buildings             |
+----------------------+----------------------+-----------------------+
| Touch America        | Billings and Butte,  | Full voice and data   |
|                      | MT                   | service to business   |
|                      |                      | and government        |
+----------------------+----------------------+-----------------------+
| SpeedUS.com          | New York metro       | Facilities-based      |
| (formerly            |                      | high-speed Internet   |
| CellularVision)      |                      | service               |
+----------------------+----------------------+-----------------------+
| Central Texas        | San Angelo and       | Offers voice and      |
| Communications       | Goldthwaite, TX      | high-speed Internet   |
|                      |                      | access to businesses  |
|                      |                      | at 128 kbps to 10     |
|                      |                      | Mbps                  |
+----------------------+----------------------+-----------------------+
| PVT Networks         | Artesia, NM          | Testing LMDS          |
| (subsidiary of       |                      |                       |
| Penasco Valley       |                      |                       |
| Telephone)           |                      |                       |
+----------------------+----------------------+-----------------------+
| US Unwired           | Lake Charles, LA     | Voice and data trials |
+----------------------+----------------------+-----------------------+
| Liberty Cellular     | Salina, KS           | Service trial started |
| (acquired by Alltel) |                      | in mid-1999           |
+----------------------+----------------------+-----------------------+
| Home Telephone, Inc. | Charleston, SC       | Trials                |
+----------------------+----------------------+-----------------------+
| HighSpeed            | Walla Walla, WA      | data services to      |
| Communications       |                      | small and             |
|                      | Bend, OR             | medium-sized          |
|                      |                      | businesses at speeds  |
|                      | Boise, ID            | ranging from 1.54 to  |
|                      |                      | 155 Mbps              |
|                      | Bakersfield, CA      |                       |
+----------------------+----------------------+-----------------------+
| Prime Companies,     | 8 LMDS licenses      | Offers broadband      |
| Inc.                 | cover one million    | service to businesses |
|                      | people and 35,000    | in New Castle and Oil |
|                      | businesses in        | City, PA; also uses   |
|                      | western Pennsylvania | unlicensed spectrum   |
|                      | and southern New     | to serve residential  |
|                      | York                 | customers             |
+----------------------+----------------------+-----------------------+
| Frazier/King Media   | Irving, TX           | LMDS demonstration to |
|                      |                      | deliver voice, data,  |
|                      |                      | and video services to |
|                      |                      | residences and        |
|                      |                      | businesses            |
+----------------------+----------------------+-----------------------+

Source: Rulemaking to Amend Parts 1, 2, 21, and 25 of the Commission's
Rules to Redesignate the 27.5-29.5 GHz Frequency Band, to Reallocate the
29.5-30.0 GHz Frequency Band, to Establish Rules and Policies for Local
Multipoint Distribution Service and for Fixed Satellite Services, *Third
Report and Order and Memorandum Opinion and Order*, FCC 00-223, Appendix
B, released June 27, 2000; Information is also based on publicly
available documents through April 2001 such as news releases, newspaper
and periodical articles, company web pages, and SEC filings.

**APPENDIX B:**

**SPECTRUM AUCTIONS**

**[Table of Contents]{.underline}**

Table 1A: FCC Auctions Summary - Service Design B-2

Table 1B: FCC Auctions Summary - Auction Results B-4

Table 2: 700 MHz Guard Band Auction #33 Results B-5

Table 3: SMR 800 MHz General Category Auction #34 Results B-5

Table 4: PCS C & F Block Auction #35 Results B-6

Table 5: SMR 800 MHz Lower 80 Channels Auction #36 Results B-7

Table 6: 700 MHz Guard Band Auction #38 Results B-7

**Table 1A: FCC Auctions Summary - Service Design**

+---+--------------+-------+-------+---------------+--------+--------+
| * |              | **N   | **    | **Spectrum    | *      | **S    |
| * |              | umber | Geogr | per license** | *Total | ervice |
| A |              | of    | aphic |               | Sp     | D      |
| u |              | Lic   | Li    |               | ectrum | escrip |
| c |              | enses | cense |               | per    | tion** |
| t |              | (1)** | S     |               | Ma     |        |
| i |              |       | cheme |               | rket** |        |
| o |              |       | (2)** |               |        |        |
| n |              |       |       |               |        |        |
| N |              |       |       |               |        |        |
| u |              |       |       |               |        |        |
| m |              |       |       |               |        |        |
| b |              |       |       |               |        |        |
| e |              |       |       |               |        |        |
| r |              |       |       |               |        |        |
| a |              |       |       |               |        |        |
| n |              |       |       |               |        |        |
| d |              |       |       |               |        |        |
| N |              |       |       |               |        |        |
| a |              |       |       |               |        |        |
| m |              |       |       |               |        |        |
| e |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+===+==============+=======+=======+===============+========+========+
| * | **Nationwide | 11    | Natio | 11 blocks: 5  | 0.7875 | Ad     |
| * | Narrowband   | (3)   | nwide | = 50/50 kHz,  | MHz    | vanced |
| 1 | PCS**        |       |       | 3 = 50/12.5   |        | pagin  |
| * |              |       |       | kHz, 2 = 50   |        | g/data |
| * |              |       |       | kHz           |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | *            | 594   | MSA   | 2 blocks of   | 1 MHz  | Inter  |
| * | *Interactive |       |       | 500 kHz       |        | active |
| 2 | Video and    |       |       |               |        | data   |
| * | Data         |       |       |               |        |        |
| * | Service**    |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Regional   | 30    | Reg   | 6 blocks: 2 = | 0.45   | Ad     |
| * | Narrowband   |       | ional | 50/50 kHz, 4  | MHz    | vanced |
| 3 | PCS**        |       |       | = 50/12.5 kHz |        | pagin  |
| * |              |       |       |               |        | g/data |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **A & B      | 102   | MTA   | 2 blocks of   | 60 MHz | Mobile |
| * | block        | (4)   |       | 30 MHz        |        | voice  |
| 4 | Broadband    |       |       |               |        | and    |
| * | PCS**        |       |       |               |        | data   |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **C block    | 493   | BTA   | 1 block of 30 | 30 MHz | Mobile |
| * | Broadband    |       |       | MHz or 2      |        | voice  |
| 5 | PCS (5)**    |       |       | blocks of 15  |        | and    |
| / |              |       |       | MHz           |        | data   |
| 1 |              |       |       |               |        |        |
| 0 |              |       |       |               |        |        |
| / |              |       |       |               |        |        |
| 2 |              |       |       |               |        |        |
| 2 |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **           | 493   | BTA   | Max of 13     | 78 MHz | Wi     |
| * | Multichannel |       |       | channels of 6 | (6)    | reless |
| 6 | Distribution |       |       | MHz           |        | cable  |
| * | Service**    |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **900 MHz    | 1020  | MTA   | 20 blocks of  | 5 MHz  | Mobile |
| * | Specialized  |       |       | .25 MHz       |        | voice  |
| 7 | Mobile       |       |       |               |        | and    |
| * | Radio**      |       |       |               |        | data   |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Digital    | 1     | Full  | 500 MHz       | 437.5  | Multic |
| * | Broadcast    |       | US    |               | MHz    | hannel |
| 8 | Service      |       | Cov   |               |        | video  |
| * | (7)**        |       | erage |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Digital    | 1     | Pa    | Uses same     | 375    | Multic |
| * | Broadcast    |       | rtial | spectrum as   | MHz    | hannel |
| 9 | Service      |       | US    | full coverage |        | video  |
| * | (7)**        |       | Cov   | license       |        |        |
| * |              |       | erage |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **D, E, & F  | 1479  | BTA   | 3 blocks of   | 30 MHz | Mobile |
| * | block        |       |       | 10 MHz        |        | voice  |
| 1 | Broadband    |       |       |               |        | and    |
| 1 | PCS (8)**    |       |       |               |        | data   |
| / |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
|   |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| 2 |              |       |       |               |        |        |
| 2 |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Cellular   | 14    | MS    | 2 blocks of   | 50 MHz | Mobile |
| * | Unserved**   |       | A/RSA | 25 MHz        |        | voice  |
| 1 |              |       |       |               |        | and    |
| 2 |              |       |       |               |        | data   |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | *            | 981   | MS    | 2 blocks of   | 1 MHz  | Inter  |
| * | *Interactive |       | A/RSA | 500 kHz       |        | active |
| 1 | Video and    |       |       |               |        | data   |
| 3 | Data         |       |       |               |        |        |
| * | Service**    |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Wireless   | 128   | MEA   | 4 blocks: 2 = | 30 MHz | \(9\)  |
| * | Co           |       | /REAG | 10 MHz, 2 = 5 |        |        |
| 1 | mmunications |       |       | MHz           |        |        |
| 4 | Service**    |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Digital    | 2     | Full  | 2 blocks of   | 25 MHz | Multic |
| * | Audio Radio  |       | US    | 12.5 MHz      |        | hannel |
| 1 | Service**    |       | Cov   |               |        | audio  |
| 5 |              |       | erage |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Upper 800  | 525   | EA    | 3 blocks: 1   | **1**0 | Mobile |
| * | MHz          |       |       | MHz, 3 MHz ,  | MHz    | voice  |
| 1 | Specialized  |       |       | and 6 MHz     |        | and    |
| 6 | Mobile       |       |       |               |        | data   |
| * | Radio**      |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Local      | 986   | BTA   | 2 blocks:     | 1300   | Fixed  |
| * | Multipoint   | (10)  |       | 1150 MHz and  | MHz    | voice, |
| 1 | Distribution |       |       | 150 MHz       |        | data   |
| 7 | Service**    |       |       |               |        | and    |
| / |              |       |       |               |        | video  |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
|   |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| 2 |              |       |       |               |        |        |
| 3 |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **220 MHz**  | 908   | Nati  | 13 blocks: 3  | 1.55   | Voice, |
| * |              |       | onal, | = 100 kHz, 5  | MHz    | data,  |
| 1 |              |       | EAG,  | = 100 kHz, 5  |        | p      |
| 8 |              |       | EA    | = 150 kHz     |        | aging, |
| / |              |       |       |               |        | fixed  |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
|   |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| 2 |              |       |       |               |        |        |
| 4 |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **VHF Public | 42    | Pub.  | 1 block       | 350 to | Fixed  |
| * | Coast**      |       | Coast | between 350   | 500    | and    |
| 2 |              |       | St    | and 500 kHz   | kHz    | mobile |
| 0 |              |       | ation |               |        |        |
| * |              |       | Areas |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **Location   | 528   | EA    | 3 blocks: 2 = | 14.25  | Mobile |
| * | and          |       |       | 6 MHz, 1 =    | MHz    | tel    |
| 2 | Monitoring   |       |       | 2.25 MHz      |        | emetry |
| 1 | Service**    |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **\"Closed\" | 118   | n/a   | \(11\)        | \(11\) | Bro    |
| * | Broadcast**  |       |       |               |        | adcast |
| 2 |              |       |       |               |        | TV and |
| 5 |              |       |       |               |        | radio  |
| / |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
|   |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| 2 |              |       |       |               |        |        |
| 7 |              |       |       |               |        |        |
| / |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
|   |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| 2 |              |       |       |               |        |        |
| 8 |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **929 and    | 2,499 | MEA   | 49 blocks of  | 790    | Paging |
| * | 931 MHz      |       |       | 20 kHz: 12 in | kHz    | and    |
| 2 | Paging       |       |       | 929 Band, 37  |        | mes    |
| 6 | Service**    |       |       | in 931 band.  |        | saging |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **39 GHz**   | 2,450 | EA    | 14 Blocks of  | 1400   | Fixed  |
| * |              |       |       | 100 MHz       | MHz    | (12)   |
| 3 |              |       |       |               |        |        |
| 0 |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **700 MHz    | 104   | MEA   | 2 Blocks: 1=  | 6 MHz  | \(13\) |
| * | Guard Band** |       |       | 4 MHz, 1 = 2  |        |        |
| 3 |              |       |       | MHz           |        |        |
| 3 |              |       |       |               |        |        |
| / |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
|   |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| 3 |              |       |       |               |        |        |
| 8 |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **SMR 800    | 1,050 | EA    | 6 Blocks of   | 7.5    | Mobile |
| * | MHz General  |       |       | 1.25 MHz (14) | MHz    | voice  |
| 3 | Category**   |       |       |               |        | and    |
| 4 |              |       |       |               |        | data   |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **PCS C & F  | 422   | BTA   | Up to 4       | 10 to  | Mobile |
| * | Block (5)**  | (15)  |       | blocks of 10  | 40 MHz | voice  |
| 3 |              |       |       | MHz; Up to 2  |        | and    |
| 5 |              |       |       | blocks of 15  |        | data   |
| * |              |       |       | MHz           |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+
| * | **SMR 800    | 2,800 | EA    | 16 Blocks of  | 4 MHz  | Mobile |
| * | MHz Lower 80 |       |       | .25 MHz       |        | voice  |
| 3 | Channels**   |       |       |               |        | and    |
| 6 |              |       |       |               |        | data   |
| * |              |       |       |               |        |        |
| * |              |       |       |               |        |        |
+---+--------------+-------+-------+---------------+--------+--------+

Source: Federal Communications Commission

\(1\) This is the total number of licenses initially auctioned in each
service. It does not take into account any partitioning and
disaggregation activity. Some of these licenses may not have been
granted.

\(2\) MTAs = Major Trading Areas, BTAs = Basic Trading Areas, MSAs =
Metropolitan Statistical Areas, RSAs = Rural Service Areas, MEAs = Major
Economic Areas, REAGs = Regional Economic Area Groups, EAs = Economic
Areas.

\(3\) Includes one pioneer preference license.

\(4\) Includes three pioneer preference licenses.

\(5\) To date, four auctions have been completed that included C block
PCS licenses (Auctions Nos. 5, 10, 22 amd 35).

\(6\) To be precise, Multipoint Distribution Service ( MDS ) total
spectrum should be 76 MHz because Channel 2 was originally 6 MHz only in
the top 50 markets. In the rest of the markets, it was Channel 2A with 4
MHz. As noted in the MDS Auction Procedures, Terms, and Conditions: \"In
1992, the 2160-2162 MHz frequency was reallocated to emerging
technologies, and thus, any subsequent MDS use of these 2 MHz will be
secondary.\"

\(7\) There is a total of 500 MHz of DBS downlink spectrum available.
The same spectrum can be reused at each of the eight U.S. DBS orbital
slots. The figures in the table are (28/32) x500 and (24/32) x500,
respectively, but they each refer to portions of the same 500 MHz of
spectrum.

\(8\) To date, two auctions have been completed that included DEF block
PCS licenses, the original and one reauction.

\(9\) WCS is permitted to implement a wide range of services, subject to
FCC engineering requirements, including fixed, mobile, radio location,
and broadcasting-satellite (sound) service.

\(10\) Cellularvision, Inc. has been granted a pioneer preference for a
portion of the 1150 MHz New York BTA, of which 850 MHz was subsequently
sold to Winstar Communications, Inc.

\(11\) The "Closed" Broadcast auctions included a number of different
licenses used for broadcast television and radio. The types of licenses
included: AM Broadcast (10 kHz per license), FM Broadcast (200 kHz per
license), FM Translator (200 kHz), TV Broadcast (6 MHz per license), Low
Power TV (6 MHz per license), and TV Translator (6 MHz per license).

\(12\) Mobile communications are subject to the development of
inter-licensee and inter-service interference criteria.

\(13\) The Guard Band Manager is a new class of commercial licensee
engaged solely in the business of leasing spectrum to third parties on a
for-profit basis. The Guard Band Manager may subdivide its spectrum in
any manner it chooses and make it available to system operators, or
directly to end users for fixed or mobile communications. Entities that
employ a cellular system architecture are prohibited from operating in
this band.

\(14\) Additionally, the Commission offered 3 EA licenses in the 800 MHz
Upper Band: one 1 MHz license in Honolulu, HI (EA 172); one 3 MHz
license and one 6 MHz license in Guam and Northern Mariana Islands (EA
173).

\(15\) 170 licenses were available only to entrepreneurs in closed
bidding. 252 licenses were available to all bidders in open bidding.

**Table 1B: FCC Auctions Summary**

**Auction Results**

+---+-----------------------+------------+-----+------+-----+---------+
| * |                       | **Total    | **A | **A  | *   | *       |
| * |                       | Winning    | uct | ucti | *\# | *Number |
| A |                       | Bids (1)** | ion | on** | Ro  | of      |
| u |                       |            | B   |      | und | Winning |
| c |                       |            | ega | *    | s** | Bi      |
| t |                       |            | n** | *End |     | dders** |
| i |                       |            |     | ed** |     |         |
| o |                       |            |     |      |     |         |
| n |                       |            |     |      |     |         |
| N |                       |            |     |      |     |         |
| u |                       |            |     |      |     |         |
| m |                       |            |     |      |     |         |
| b |                       |            |     |      |     |         |
| e |                       |            |     |      |     |         |
| r |                       |            |     |      |     |         |
| ( |                       |            |     |      |     |         |
| s |                       |            |     |      |     |         |
| ) |                       |            |     |      |     |         |
| a |                       |            |     |      |     |         |
| n |                       |            |     |      |     |         |
| d |                       |            |     |      |     |         |
| N |                       |            |     |      |     |         |
| a |                       |            |     |      |     |         |
| m |                       |            |     |      |     |         |
| e |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+===+=======================+============+=====+======+=====+=========+
| * | **Nationwide          | \$6        | 7   | 7/2  | 47  | 6       |
| * | Narrowband PCS**      | 50,306,674 | /25 | 9/94 |     |         |
| 1 |                       |            | /94 |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Interactive Video   | \$2        | 7   | 7/2  | O   | 178     |
| * | and Data Service**    | 13,892,375 | /28 | 9/94 | ral |         |
| 2 |                       |            | /94 |      |     |         |
| * |                       |            |     |      | Out |         |
| * |                       |            |     |      | cry |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Regional Narrowband | \$3        | 10  | 11/  | 105 | 9       |
| * | PCS**                 | 92,706,797 | /26 | 8/94 |     |         |
| 3 |                       |            | /94 |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **A & B block         | \$7,7      | 1   | 3/1  | 112 | 18      |
| * | Broadband PCS**       | 21,184,171 | 2/5 | 3/95 |     |         |
| 4 |                       |            | /94 |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **C block Broadband   | \$10,071,  | 12  | 5/   | 184 | 89      |
| * | PCS (2)**             | 708,841.50 | /18 | 6/96 |     |         |
| 5 |                       |            | /95 |      | 25  | 7       |
| / |                       | \$904,     |     | 7/1  |     |         |
| * |                       | 607,466.75 | 7/3 | 6/96 | 78  | 57      |
| * |                       |            | /96 |      |     |         |
|   |                       | \$409,     |     | 4/1  |     |         |
| * |                       | 936,425.00 | 3   | 5/99 |     |         |
| * |                       |            | /23 |      |     |         |
| 1 |                       |            | /99 |      |     |         |
| 0 |                       |            |     |      |     |         |
| / |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
|   |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| 2 |                       |            |     |      |     |         |
| 2 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Multichannel        | \$2        | 11  | 3/2  | 181 | 67      |
| * | Distribution          | 16,239,603 | /13 | 8/96 |     |         |
| 6 | Service**             |            | /95 |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **900 MHz Specialized | \$2        | 1   | 4/1  | 168 | 80      |
| * | Mobile Radio**        | 04,267,144 | 2/5 | 5/96 |     |         |
| 7 |                       |            | /95 |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Digital Broadcast   | \$6        | 1   | 1/2  | 19  | 1       |
| * | Service**             | 82,500,000 | /24 | 5/96 |     |         |
| 8 |                       |            | /96 |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Digital Broadcast   | \$         | 1   | 1/2  | 25  | 1       |
| * | Service**             | 52,295,000 | /25 | 6/96 |     |         |
| 9 |                       |            | /96 |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **D, E, & F block     | \$2,5      | 8   | 1/1  | 276 | 125     |
| * | Broadband PCS (3)**   | 17,439,565 | /26 | 4/97 |     |         |
| 1 |                       |            | /96 |      | 78  | 6       |
| 1 |                       | \          |     | 4/1  |     |         |
| / |                       | $2,904,520 | 3   | 5/99 |     |         |
| * |                       |            | /23 |      |     |         |
| * |                       |            | /99 |      |     |         |
|   |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| 2 |                       |            |     |      |     |         |
| 2 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Cellular Unserved** | \          | 1   | 1/2  | 36  | 10      |
| * |                       | $1,842,533 | /13 | 1/97 |     |         |
| 1 |                       |            | /97 |      |     |         |
| 2 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Wireless            | \$         | 4   | 4/2  | 29  | 17      |
| * | Communications        | 13,638,940 | /15 | 5/97 |     |         |
| 1 | Service**             |            | /97 |      |     |         |
| 4 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Digital Audio Radio | \$1        | 4/1 | 4/   | 25  | 2       |
| * | Service**             | 73,234,888 | /97 | 2/97 |     |         |
| 1 |                       |            |     |      |     |         |
| 5 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Upper 800 MHz       | \$         | 10  | 12/  | 235 | 14      |
| * | Specialized Mobile    | 96,232,060 | /28 | 8/98 |     |         |
| 1 | Radio**               |            | /97 |      |     |         |
| 6 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Local Multipoint    | \$5        | 2   | 3/2  | 127 | 104     |
| * | Distribution          | 78,663,029 | /18 | 5/98 |     |         |
| 1 | Service**             |            | /98 |      | 43  | 40      |
| 7 |                       | \$         |     | 5/1  |     |         |
| / |                       | 45,064,450 | 4   | 2/99 |     |         |
| * |                       |            | /27 |      |     |         |
| * |                       |            | /99 |      |     |         |
|   |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| 2 |                       |            |     |      |     |         |
| 3 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **220 MHz**           | \$         | 9   | 10/2 | 173 | 44      |
| * |                       | 21,650,301 | /15 | 2/98 |     |         |
| 1 |                       |            | /98 |      | 71  | 16      |
| 8 |                       | \          |     | 6/3  |     |         |
| / |                       | $1,924,950 | 6/8 | 0/99 |     |         |
| * |                       |            | /99 |      |     |         |
| * |                       |            |     |      |     |         |
|   |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| 2 |                       |            |     |      |     |         |
| 4 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **VHF Public Coast**  | \          | 1   | 12/1 | 44  | 4       |
| * |                       | $7,459,200 | 2/3 | 4/98 |     |         |
| 2 |                       |            | /98 |      |     |         |
| 0 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **Location and        | \          | 2   | 3/   | 54  | 4       |
| * | Monitoring Service**  | $3,438,294 | /23 | 5/99 |     |         |
| 2 |                       |            | /99 |      |     |         |
| 1 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **"Closed" Broadcast  | \$         | 9   | 10/  | 35  | 91      |
| * | Auction**             | 57,820,350 | /28 | 8/99 |     |         |
| 2 |                       |            | /99 |      | 15  | 1       |
| 5 |                       | \$172,250  |     | 10/  |     |         |
| / |                       |            | 1   | 8/99 | 26  | 2       |
| * |                       | \          | 0/6 |      |     |         |
| * |                       | $1,210,000 | /99 | 3/2  |     |         |
|   |                       |            |     | 4/00 |     |         |
| * |                       |            | 3   |      |     |         |
| * |                       |            | /21 |      |     |         |
| 2 |                       |            | /00 |      |     |         |
| 7 |                       |            |     |      |     |         |
| / |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
|   |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| 2 |                       |            |     |      |     |         |
| 8 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **929 and 931 MHz     | \          | 2   | 3/   | 28  | 78      |
| * | Paging Service**      | $4,122,500 | /24 | 2/00 |     |         |
| 2 |                       |            | /00 |      |     |         |
| 6 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **39 GHz**            | \$4        | 4   | 5/   | 73  | 29      |
| * |                       | 10,649,085 | /12 | 8/00 |     |         |
| 3 |                       |            | /00 |      |     |         |
| 0 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **700 MHz Guard       | \$5        | 9/6 | 9/2  | 66  | 9       |
| * | Band**                | 19,892,575 | /00 | 1/00 |     |         |
| 3 |                       |            |     |      | 38  | 3       |
| 3 |                       | \$         | 2   | 2/2  |     |         |
| / |                       | 20,961,500 | /13 | 1/01 |     |         |
| * |                       |            | /01 |      |     |         |
| * |                       |            |     |      |     |         |
|   |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| 3 |                       |            |     |      |     |         |
| 8 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **SMR 800 MHz General | \$3        | 8   | 9/   | 76  | 14      |
| * | Category**            | 19,451,810 | /16 | 1/00 |     |         |
| 3 |                       |            | /00 |      |     |         |
| 4 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **PCS C & F Block**   | \$16,8     | 12  | 1/2  | 101 | 35      |
| * |                       | 57,046,150 | /12 | 6/01 |     |         |
| 3 |                       |            | /00 |      |     |         |
| 5 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+
| * | **SMR 800 MHz Lower   | \$         | 1   | 12/  | 151 | 22      |
| * | 80 Channels**         | 28,978,385 | 1/1 | 5/00 |     |         |
| 3 |                       |            | /00 |      |     |         |
| 6 |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
| * |                       |            |     |      |     |         |
+---+-----------------------+------------+-----+------+-----+---------+

Source: Federal Communications Commission

Notes:

\(1\) Total Winning Bids includes high bids from the auction (net of any
bidding credits) plus the price paid for any pioneer preference
licenses.

\(2\) C block broadband PCS was auctioned in three auctions. Please note
that because licenses are in more than one auction, simply summing
together the figures for Total Winning Bids, Bid Price, and Number of
Winning Bidders will result in over counting.

\(3\) DEF block broadband PCS was auctioned in two auctions. Please note
that because licenses are in more than one auction, simply summing
together the figures for Total Winning Bids, Bid Price, and Number of
Winning Bidders will result in over counting.

**Table 2: 700 MHz Guard Band Auction #33 Results**

  -------------------------------------- ---------- ------------- ---------------
  Bidder Name                            Total High POPs          Net High Bids
                                         Bids                     (1)

  Nextel Spectrum Acquisition Corp.      37         226,892,282   \$337,862,000

  Pegasus Guard Band, LLC                31         147,056,258   \$91,498,300

  Access Spectrum, LLC                   19         93,171,133    \$69,065,775

  PTPMS II Communications, L.L.C.        3          6,377,407     \$6,279,000

  Black Rock Partners, LP                2          5,787,033     \$2,547,750

  Dominion 700, Inc.                     1          7,745,433     \$6,320,000

  Motorola Spectrum, Inc.                1          4,310,367     \$6,235,000

  Harbor Wireless LLC                    1          550,043       \$42,750

  Radiofone Nationwide PCS, L.L.C.       1          0             \$42,000
  -------------------------------------- ---------- ------------- ---------------

Source: Federal Communications Commission

Notes: (1) As of the close of the auction.

**Table 3: SMR 800 MHz General Category Auction #34 Results**

  -------------------------------------- --------- --------------- ---------------
  Bidder Name                            Total     POPs            Net High Bids
                                         High Bids                 (1)

  Nextel Spectrum Acquisition Corp.      800       1,260,351,563   \$231,567,200

  Southern Communications Services, Inc  89        90,834,191      \$50,855,000

  Preferred Acquisitions Inc             38        81,157,644      \$31,670,600

  Nevada Wireless LLC                    37        17,066,215      \$774,020

  Motient Communications Company         33        28,406,946      \$3,361,300

  Silver Palm Communications, Inc.       10        6,373,807       \$393,000

  A.R.C., Inc.                           6         5,051,115       \$487,500

  Communications Equipment, Inc.         6         3,370,315       \$56,420

  Western Communications, Inc.           3         640,391         \$75,985

  Choice Phone LLC                       2         352,994         \$106,600

  Mobile Relay Associates                2         2,315,083       \$26,250

  Winsome Paging Inc.                    2         1,101,512       \$7,800

  Communication Specialists Inc.         1         176,497         \$64,350

  Linda Sue and Herschel Bruce           1         285,955         \$5,785
  Williamson                                                       
  -------------------------------------- --------- --------------- ---------------

Source: Federal Communications Commission

Notes: (1) As of the close of the auction.

**Table 4: PCS C & F Block Auction #35 Results**

  -------------------------------------- --------- ------------- -----------------
  Bidder Name                            Total     POPs          Net High Bids (1)
                                         High Bids               

  Cellco Partnership, d/b/a Verizon      113       150,682,267   \$8,781,393,000
  Wireless                                                       

  Alaska Native Wireless, L.L.C.         44        64,718,725    \$2,893,144,250

  Salmon PCS, LLC                        79        71,921,921    \$2,348,774,750

  DCC PCS, Inc.                          14        17,709,151    \$546,074,000

  Cook Inlet/VS GSM V PCS, LLC           22        17,685,514    \$506,376,000

  VoiceStream PCS BTA I License          19        11,304,761    \$482,653,000
  Corporation                                                    

  Leap Wireless International, Inc.      22        20,025,113    \$350,060,750

  Black Crow Wireless, LP                17        10,185,736    \$283,885,000

  SVC BidCo, LP                          5         8,339,270     \$281,944,000

  Lafayette Communications Company       14        6,141,572     \$170,340,150
  L.L.C.                                                         

  NORTHCOAST COMMUNICATIONS, L.L.C.      11        6,292,576     \$112,705,000

  Summit Wireless, LLC                   13        1,962,700     \$34,992,250

  3DL Wireless, LLC                      3         1,701,084     \$15,597,000

  TPS Utilicom, Inc.                     4         1,097,971     \$13,817,000

  MCG PCS II, Inc.                       3         1,310,634     \$7,378,000

  Unbound PCS, LLC                       1         816,101       \$6,952,000

  Theta Communications, LLC              1         260,538       \$4,017,000

  NTCH, Inc.                             7         1,104,500     \$2,591,250

  LastWave Partners                      1         424,766       \$1,864,000

  SLO Cellular, Inc.                     1         247,523       \$1,563,000

  VINCENT D. McBRIDE                     1         504,859       \$1,534,000

  Purchase Communications                2         434,164       \$1,522,000

  3G PCS, LLC                            3         364,024       \$1,270,000

  Mint GSM Services Inc.                 2         325,532       \$1,053,500

  Scott Reiter                           4         362,871       \$971,250

  Commnet PCS, Inc.                      2         246,369       \$899,250

  DEVTEL, LLC                            2         332,618       \$768,000

  Polycell Communications, Inc.          2         332,618       \$730,500

  Poplar PCS-Central, LLC                2         282,260       \$600,750

  Global Telecommunications, Inc.        2         176,000       \$369,750

  Coloma Spectrum, LLC                   2         173,872       \$338,250

  ALPINE PCS, INC.                       1         118,558       \$323,000

  T.K.O. Communications, LLC             1         52,677        \$281,250

  PCS Partners, L.P.                     1         123,121       \$144,750

  Citifone PCS, LLC                      1         67,165        \$118,500
  -------------------------------------- --------- ------------- -----------------

Source: Federal Communications Commission

Notes: (1) As of the close of the auction.

**Table 5: SMR 800 MHz Lower 80 Channels Auction #36 Results**

  -------------------------------------------------------------------------------
  Bidder Name                            Total     POPs            Net High Bids
                                         High Bids                 (1)
  -------------------------------------- --------- --------------- --------------
  Nextel Spectrum Acquisition Corp.      2579      3,794,345,853   \$27,149,100

  Southern Communications Services, Inc  90        75,489,735      \$817,500

  Nevada Wireless                        29        32,479,461      \$95,485

  A.R.C., Inc.                           21        20,965,725      \$303,745

  Silver Palm Communications, Inc.       14        10,817,023      \$53,625

  NextMobile Inc.                        13        59,724,080      \$130,845

  Skitronics, Inc.                       8         6,591,930       \$90,610

  L.P. Ganacias Enterprises, Inc.        8         1,411,976       \$5,395

  Scott C. MacIntyre                     7         16,772,902      \$223,860

  Western Communications, Inc.           6         1,822,969       \$4,745

  TOTAL COM INC.                         4         4,594,811       \$24,505

  GALESBURG COMMUNICATIONS, INC.         4         2,143,952       \$2,665

  SR Communications Associates DBA       3         1,658,569       \$1,950
  COMMUNICATIONS AS                                                

  Reisenweaver Communications, Inc.      2         3,208,646       \$49,500

  Gateway Wireless Services, L.C.        2         2,188,426       \$2,470

  Motient Communications Company         2         2,049,563       \$4,800

  CENTRE COMMUNICATIONS, INC             2         1,597,652       \$1,495

  Ragan Communications, Inc.             2         1,047,438       \$13,000

  Michael A. Wolf dba W S Electronics    1         1,125,936       \$715

  UNITED COMMUNICATIONS CO.              1         499,681         \$845

  Redi-Call Communications Company       1         290,800         \$780

  Valley Cable & Satellite               1         84,696          \$750
  Communications, Inc.                                             
  -------------------------------------------------------------------------------

Source: Federal Communications Commission

Notes: (1) As of the close of the auction.

**Table 6: 700 MHz Guard Band Auction #38 Results**

  -----------------------------------------------------------------------------
  Bidder Name                            Total     POPs           Net High Bids
                                         High Bids                (1)
  -------------------------------------- --------- -------------- -------------
  Access Spectrum, LLC                   2         3,947,695.00   \$9,271,500

  Nextel Spectrum Acquisition Corp.      3         4,904,414.00   \$7,849,000

  Pegasus Guard Band, LLC                3         4,371,373.00   \$3,841,000
  -----------------------------------------------------------------------------

Source: Federal Communications Commission

Notes: (1) As of the close of the auction.

**APPENDIX C:**

**MOBILE TELEPHONY**

**[Table of Contents]{.underline}**

Table 1: CTIA's Semi-Annual Mobile Telephone Industry Survey C-2

Table 2: FCC's Semi-Annual Local Telephone Competition Survey C-3

Table 3: Top 25 Mobile Telephone Operators by Subscribers C-4

Table 4: Estimated Mobile Telephone Rollouts by Number of Launches by
County C-5

Table 5: County Quartiles with Estimated Rollout by at least 3 Mobile
Telephone Providers C-5

Table 6: Estimated U.S Digital Mobile Telephone Subscribers C-6

Table 7: Mobile Telephone Digital Coverage C-7

Table 8: Change in CPI C-7

Table 9: Top 20 Mobile Telephone Resellers C-8

Table 10: Foreign Holdings of U.S. Mobile Telephone Operators C-9

**Table 1: CTIA's Semi-Annual Mobile Telephone Industry Survey**

  ------- ------------- -------------- ------------- --------- ----------- -------------- ---------
  Date    Estimated     Total          Roamer        Cell      Employees   Cumulative     Average
          Subscribers   Six-Month      Services      Sites                 Capital        Local
                        Service        Revenues                            Investment     Monthly
                        Revenues                                           (000s)         Bill
                        (000s)                                                            

  Jan 85  91,600        \$178,085                    346       1,404       \$354,760      

  June 85 203,600       \$176,231                    599       1,697       \$588,751      

  Dec 85  340,213       \$306,197                    913       2,727       \$911,167      

  June 86 500,000       \$360,585                    1,194     3,556       \$1,140,163    

  Dec 86  681,825       \$462,467                    1,531     4,334       \$1,436,753    

  June 87 883,778       \$479,514                    1,732     5,656       \$1,724,348    

  Dec 87  1,230,855     \$672,005                    2,305     7,147       \$2,234,635    \$96.83

  June 88 1,608,697     \$886,075                    2,789     9,154       \$2,589,589    \$95.00

  Dec 88  2,069,441     \$1,073,473    \$89,331      3,209     11,400      \$3,274,105    \$98.02

  June 89 2,691,793     \$1,406,463    \$121,368     3,577     13,719      \$3,675,473    \$85.52

  Dec 89  3,508,944     \$1,934,132    \$173,199     4,169     15,927      \$4,480,141    \$83.94

  June 90 4,368,686     \$2,126,362    \$192,350     4,768     18,973      \$5,211,765    \$83.94

  Dec 90  5,283,055     \$2,422,458    \$263,660     5,616     21,382      \$6,281,596    \$80.90

  June 91 6,380,053     \$2,653,505    \$302,329     6,685     25,545      \$7,429,739    \$74.56

  Dec 91  7,557,148     \$3,055,017    \$401,325     7,847     26,327      \$8,671,544    \$72.74

  June 92 8,892,535     \$3,633,285    \$436,725     8,901     30,595      \$9,276,139    \$68.51

  Dec 92  11,032,753    \$4,189,441    \$537,146     10,307    34,348      \$11,262,070   \$68.68

  June 93 13,067,318    \$4,819,259    \$587,347     11,551    36,501      \$12,775,967   \$67.31

  Dec 93  16,009,461    \$6,072,906    \$774,266     12,805    39,775      \$13,946,406   \$61.48

  June 94 19,283,306    \$6,519,030    \$778,116     14,740    45,606      \$16,107,920   \$58.65

  Dec 94  24,134,421    \$7,710,890    \$1,052,666   17,920    53,902      \$18,938,677   \$56.21

  June 95 28,154,415    \$8,740,352    \$1,120,337   19,833    60,624      \$21,709,286   \$52.45

  Dec 95  33,785,661    \$10,331,614   \$1,422,233   22,663    68,165      \$24,080,466   \$51.00

  June 96 38,195,466    \$11,194,247   \$1,314,943   24,802    73,365      \$26,707,046   \$48.84

  Dec 96  44,042,992    \$12,440,724   \$1,465,992   30,045    84,161      \$32,573,522   \$47.70

  June 97 48,705,553    \$13,134,551   \$1,392,440   38,650    97,039      \$37,454,294   \$43.86

  Dec 97  55,312,293    \$14,351,082   \$1,581,765   51,600    109,387     \$46,057,911   \$42.78

  June 98 60,831,431    \$15,286,660   \$1,584,891   57,674    113,111     \$50,178,812   \$39.88

  Dec 98  69,209,321    \$17,846,515   \$1,915,578   65,887    134,754     \$60,542,774   \$39.43

  June 99 76,284,753    \$19,368,304   \$1,922,416   74,157    141,929     \$66,782,827   \$40.24

  Dec 99  86,047,003    \$20,650,185   \$2,163,001   81,698    155,817     \$71,264,865   \$41.24

  June 00 97,035,925    \$24,645,365   \$1,971,625   95,733    159,645     \$76,652,358   \$45.15

  Dec 00  109,478,031   \$27,820,655   \$1,911,356   104,288   184,449     \$89,624,387   \$45.27
  ------- ------------- -------------- ------------- --------- ----------- -------------- ---------

Source**:** Cellular Telecommunications and Internet Association,
*Semi-Annual Mobile Telephone Industry Survey*
\<.http://www.wow-com.com/wirelesssurvey/\>.

**Table 2: FCC's Semi-Annual Local Telephone Competition Survey**

+-------------+-------+------+---------+---------+--------+-----------+
| **Mobile    |       |      |         |         |        |           |
| Wireless    |       |      |         |         |        |           |
| Telephone   |       |      |         |         |        |           |
| Subscribers |       |      |         |         |        |           |
| (as of Dec. |       |      |         |         |        |           |
| 31, 2000)** |       |      |         |         |        |           |
+-------------+-------+------+---------+---------+--------+-----------+
| **State**   | Dec   | Dec  | Subs    | Subs    | *      | > Percent |
|             | 2000  | 2000 | cribers | cribers | *Subsc | > Change  |
|             | Repo  | Per  |         |         | ribers | >         |
|             | rting | cent | Dec     | June    | Dec    | > Dec 99  |
|             | Car   | Re   | 1999    | 2000    | 2000** | > -- Dec  |
|             | riers | sold |         |         |        | > 00      |
|             | 1/    | 2/   |         |         |        |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Alabama     | 9     | 1%   | 1,      | 1,      | 1,3    | 28%       |
|             |       |      | 080,410 | 253,084 | 86,294 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Alaska      | \*    | \*   | 165,221 | 169,892 | \*     | \*        |
+-------------+-------+------+---------+---------+--------+-----------+
| Arizona     | 11    | 7    | 1,      | 1,      | 1,8    | 63        |
|             |       |      | 125,321 | 624,668 | 29,695 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Arkansas    | 5     | 2    | 719,919 | 715,467 | 7      | 3         |
|             |       |      |         |         | 43,928 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| California  | 10    | 5    | 8,      | 12,     | 12,6   | 48        |
|             |       |      | 544,941 | 283,369 | 49,508 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Colorado    | 8     | 4    | 1,      | 1,      | 1,8    | 20        |
|             |       |      | 552,718 | 654,989 | 56,075 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Connecticut | 6     | 7    | 1,      | 1,      | 1,2    | 19        |
|             |       |      | 077,089 | 136,618 | 77,123 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Delaware    | 6     | 0    | 270,848 | 275,219 | 3      | 37        |
|             |       |      |         |         | 71,014 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Distric     | 6     | 10   | 910,116 | 333,815 | 9      | 2         |
| tofColumbia |       |      |         |         | 28,962 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Florida     | 9     | 6    | 5,      | 4,      | 6,3    | 23        |
|             |       |      | 158,079 | 983,478 | 69,985 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Georgia     | 11    | 6    | 2,      | 2,      | 2,7    | 8         |
|             |       |      | 538,983 | 687,238 | 39,000 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Hawaii      | 7     | 0    | 288,425 | 454,364 | 5      | 82        |
|             |       |      |         |         | 24,291 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Idaho       | 4     | 23   | 271,436 | 296,066 | 3      | 27        |
|             |       |      |         |         | 44,564 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Illinois    | 10    | 10   | 3,      | 4,      | 5,1    | 31        |
|             |       |      | 922,482 | 309,660 | 43,767 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Indiana     | 10    | 6    | 1,      | 1,      | 1,7    | 30        |
|             |       |      | 318,975 | 717,378 | 15,074 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Iowa        | 7     | 62   | 774,773 | 975,629 | 8      | 7         |
|             |       |      |         |         | 32,106 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Kansas      | 10    | 4    | 669,472 | 724,024 | 8      | 20        |
|             |       |      |         |         | 01,293 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Kentucky    | 9     | 2    | 911,700 | 999,544 | 9      | 3         |
|             |       |      |         |         | 42,545 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Louisiana   | 11    | 4    | 1,      | 1,      | 1,3    | 6         |
|             |       |      | 227,106 | 294,693 | 06,457 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Maine       | 5     | 32   | 187,003 | 283,640 | 3      | 92        |
|             |       |      |         |         | 59,786 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Maryland    | 7     | 6    | 1,      | 2,      | 1,8    | 29        |
|             |       |      | 473,494 | 013,058 | 94,251 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Ma          | 6     | 4    | 1,      | 2,      | 2,6    | 40        |
| ssachusetts |       |      | 892,014 | 228,169 | 49,130 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Michigan    | 11    | 9    | 3,      | 3,      | 3,4    | -1        |
|             |       |      | 512,813 | 423,535 | 88,826 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Minnesota   | 12    | 2    | 1,      | 1,      | 1,7    | 12        |
|             |       |      | 550,411 | 595,560 | 40,654 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Mississippi | 7     | 0    | 673,355 | 509,038 | 7      | 17        |
|             |       |      |         |         | 86,577 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Missouri    | 8     | 8    | 1,      | 1,      | 1,7    | -5        |
|             |       |      | 855,452 | 848,775 | 67,411 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Montana     | \*    | 12   | \*      | \*      | \*     | \*        |
+-------------+-------+------+---------+---------+--------+-----------+
| Nebraska    | 5     | 1    | 576,296 | 600,885 | 6      | 14        |
|             |       |      |         |         | 59,380 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Nevada      | 6     | 3    | 750,335 | 825,163 | 6      | -9        |
|             |       |      |         |         | 84,752 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| N           | 8     | 35   | 280,508 | 309,263 | 3      | 38        |
| ewHampshire |       |      |         |         | 87,264 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| NewJersey   | 6     | 2    | 2,      | 2,      | 3,5    | 56        |
|             |       |      | 289,181 | 750,024 | 75,130 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| NewMexico   | 5     | 41   | 363,827 | 395,111 | 4      | 22        |
|             |       |      |         |         | 43,343 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| NewYork     | 6     | 11   | 4,      | 5,      | 5,7    | 19        |
|             |       |      | 833,816 | 016,524 | 36,660 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| No          | 11    | 13   | 2,      | 2,      | 3,1    | 22        |
| rthCarolina |       |      | 536,068 | 730,178 | 05,811 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| NorthDakota | \*    | 2    | \*      | \*      | \*     | \*        |
+-------------+-------+------+---------+---------+--------+-----------+
| Ohio        | 11    | 6    | 3,      | 3,      | 3,9    | 23        |
|             |       |      | 237,786 | 278,960 | 87,192 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Oklahoma    | 13    | 10   | 826,637 | 979,513 | 2,2    | 175       |
|             |       |      |         |         | 71,755 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Oregon      | 8     | 11   | 914,848 | 1,      | 1,2    | 31        |
|             |       |      |         | 082,425 | 01,207 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| P           | 10    | 6    | 2,      | 3,      | 4,0    | 45        |
| ennsylvania |       |      | 767,474 | 850,372 | 14,894 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| PuertoRico  | 4     | 27   | \*      | 1,      | 9      | \*        |
|             |       |      |         | 090,005 | 26,448 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| RhodeIsland | 6     | 39   | 279,304 | 313,550 | 3      | 27        |
|             |       |      |         |         | 55,889 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| So          | 9     | 7    | 1,      | 1,      | 1,3    | 22        |
| uthCarolina |       |      | 137,232 | 236,338 | 92,586 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| SouthDakota | \*    | 3    | \*      | \*      | \*     | \*        |
+-------------+-------+------+---------+---------+--------+-----------+
| Tennessee   | 10    | 11   | 1,      | 1,      | 1,9    | 28        |
|             |       |      | 529,054 | 876,444 | 62,568 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Texas       | 19    | 8    | 5,      | 6,      | 7,4    | 29        |
|             |       |      | 792,453 | 705,423 | 89,180 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Utah        | 8     | 5    | 643,824 | 692,006 | 7      | 17        |
|             |       |      |         |         | 50,244 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Vermont     | \*    | 13   | \*      | \*      | \*     | \*        |
+-------------+-------+------+---------+---------+--------+-----------+
| Vi          | 0     | NA   | \*      | 0       | 0      | NA        |
| rginIslands |       |      |         |         |        |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Virginia    | 12    | 8    | 1,      | 2,      | 2,4    | 32        |
|             |       |      | 860,262 | 447,687 | 50,289 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Washington  | 9     | 8    | 1,      | 2,      | 2,2    | 22        |
|             |       |      | 873,475 | 144,767 | 86,082 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| W           | 6     | 25   | 241,265 | 347,916 | 3      | 48        |
| estVirginia |       |      |         |         | 55,989 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Wisconsin   | 10    | 45   | 1,      | 1,      | 1,5    | 5         |
|             |       |      | 525,818 | 342,908 | 95,728 |           |
+-------------+-------+------+---------+---------+--------+-----------+
| Wyoming     | 4     | 1    | 127,634 | \*      | \*     | \*        |
+-------------+-------+------+---------+---------+--------+-----------+
| Nationwide  | 77    | 9%   | 79,     | 90,     | 101,2  | 27%       |
|             |       |      | 696,083 | 643,058 | 12,054 |           |
+-------------+-------+------+---------+---------+--------+-----------+

\* Data withheld to maintain firm confidentiality.

1/ Carriers with under 10,000 subscribers in a state were not required
to report for that state.

2/ Percentage of wireless lines resold to other wireless carriers.

Source: *Local Telephone Competition: Status as of December 31, 2000*,
Federal Communications Commission, May 2001 (Table 9: Mobile Wireless
Telephone Subscribers).

**Table 3: Top 25 Mobile Telephone Operators by Subscribers**

(in thousands)

  ---- --------------- -------- -------------------- -------- ------------- --------
       Year-End 1999            *Pro Forma* Year-End          Year-End 2000 
                                1999                                        

       Operator        Total    Operator             Total    Operator      Total

  1    SBC             11,151   Verizon Wireless (3) 25,790   Verizon       27,505
                                                              Wireless      

  2    AT&T Wireless   9,600    SBC-BellSouth        16,488   Cingular      19,681

  3    Vodafone-AirT   9,133    AT&T Wireless        9,987    AT&T          15,163

  4    Bell Atlantic   7,688    Sprint PCS           5,727    Sprint PCS    9,543

  5    GTE             7,146    ALLTEL               5,019    Nextel        6,678

  6    Sprint PCS      5,727    Nextel               4,516    ALLTEL        6,300

  7    BellSouth       5,337    US Cellular          2,602    VoiceStream   3,879

  8    ALLTEL          5,019    VoiceStream          2,204    US Cellular   3,061

  9    Nextel          4,516    Western Wireless     835      Western       1,050
                                                              Wireless      

  10   US Cellular     2,602    CenturyTel           707      Powertel      908

  11   PrimeCo         1,400    Dobson Comm.         660      Qwest         805

  12   Omnipoint       935      Powertel             546      CenturyTel    751

  13   VoiceStream     846      Centennial           503      TeleCorp      666

  14   Western Wirlss  835      US West              466      Dobson Comm.  654

  15   CenturyTel      707      Rural Cellular       466      Rural         552
                                                              Cellular      

  16   Powertel        546      Price Comm.          454      Price Comm    528

  17   Centennial      503      PR Tel. Co. (1)      254      Centennial    665

  18   US West         466      Triton PCS           195      Triton PCS    446

  19   Dobson Comm.    445      Cincinnati Bell      162      Cincinnati    339
                                                              Bell          

  20   American        431      Midwest Wireless     150      PR Tel. Co.   335

  21   Price Comm.     454      TeleCorp             142      Nextel        227
                                                              Partners      

  22   Aerial          423      Cellcom (NE Comm. of 130      Midwest       208
                                WI.)                          Wireless      

  23   CommNet         423      US Unwired           93       Cellcom       190

  24   PR Tel. Co. (1) 254      Bluegrass Cellular   75       Leap Wireless 190

  25   Rural Cellular  242      PCS One (2)          50       Ntelos        168
  ---- --------------- -------- -------------------- -------- ------------- --------

Sources: For 1999, *see* *Fifth Report,* at 17749. For 2000, except for
Cellcom and Midwest Wireless, publicly available company documents such
as operators' news releases and filings made with the Securities and
Exchange Commission. For 2000, Cellcom and Midwest Wireless results are
from *Cellular Carriers*, [RCR Wireless]{.smallcaps}, Mar. 5, 2001.

Notes:

(1) Puerto Rico Telephone Co. Inc.'s subscribers are as of June 30,
    1999.

(2) PCS One is a joint venture between a subsidiary of VoiceStream and
    D&E Communications, Inc.

(3) In Verizon's 2000 10-K, the company reported 1999 *Pro Forma*
    subscribers as 23,791,000.

**Table 4: Estimated Mobile Telephone Rollouts**

**by Number of Launches by County**

  ------------- ----------- ------------- --------- ------------ ---------
  Total Number  Number of   POPs          \% of     Square Miles \% of
  of Providers  Counties    Contained in  Total US  Contained in Total US
  in a County               Those         POPs      Those        Square
                            Counties (1)            Counties     Miles

  3 or More     1812        259,008,748   90.8%     1,420,596    40.3%

  4 or More     1273        240,652,202   84.4%     960,596      27.3%

  5 or More     906         214,143,935   75.1%     676,621      19.2%

  6 or More     485         133,133,133   46.7%     364,547      10.4%

  7 or More     138         33,845,568    11.9%     112,353      3.2%
  ------------- ----------- ------------- --------- ------------ ---------

**Table 5: County Quartiles with Estimated Rollout by at least 3 Mobile
Telephone Providers**

  ------------ ---------- ------------ -------------- ------------- -------------
  County       Total      Number of    Percent of     POPs in Those Percent of
  Quartile     Number of  Counties     Counties in    Counties (1)  Quartile POPs
  Based on     Counties   with at      Quartile with                with at least
  Population   (2)        least 3      at least 3                   3 Providers
                          Providers    Providers                    

  1st Quartile 805        750          93.2%          229,657,015   97.9%

  2nd Quartile 805        530          65.8%          21,118,979    67.2%

  3rd Quartile 805        387          48.1%          7,099,963     50.2%

  4th Quartile 804        145          18.0%          1,132,791     22.6%
  ------------ ---------- ------------ -------------- ------------- -------------

Source: Federal Communications Commission estimates based on publicly
available information.

Notes:

(1) POPs from the 2000 Census.

(2) United States and Puerto Rico

**Table 6: Estimated U.S. Digital Mobile Telephone Subscribers**

+--------------+------+------+-----+------+---+-------+---+-------+
| Technology   | 1997 | 1998 | 97  | 1999 | 9 | 2000  | 9 | Pe    |
|              | Sub  | Sub  | /98 | Sub  | 8 | S     | 9 | rcent |
|              | scri | scri |     | scri | / | ubscr | / | of    |
|              | bers | bers | P   | bers | 9 | ibers | 0 | Total |
|              |      |      | erc |      | 9 |       | 0 | Di    |
|              |      |      | ent |      |   |       |   | gital |
|              |      |      | Cha |      | P |       | P | Subs  |
|              |      |      | nge |      | e |       | e |       |
|              |      |      |     |      | r |       | r |       |
|              |      |      |     |      | c |       | c |       |
|              |      |      |     |      | e |       | e |       |
|              |      |      |     |      | n |       | n |       |
|              |      |      |     |      | t |       | t |       |
|              |      |      |     |      | C |       | C |       |
|              |      |      |     |      | h |       | h |       |
|              |      |      |     |      | a |       | a |       |
|              |      |      |     |      | n |       | n |       |
|              |      |      |     |      | g |       | g |       |
|              |      |      |     |      | e |       | e |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| GSM Subs     | 1    | 2    | 1   | 5    | 9 | 7,90  | 5 | 12%   |
|              | ,200 | ,700 | 25% | ,200 | 3 | 0,000 | 2 |       |
|              | ,000 | ,000 |     | ,000 | % |       | % |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| TDMA Subs    | 3    | 8    | 1   | 18   | 1 | 25,90 | 4 | 38%   |
|              | ,800 | ,700 | 29% | ,000 | 0 | 0,000 | 4 |       |
|              | ,000 | ,000 |     | ,000 | 7 |       | % |       |
|              |      |      |     |      | % |       |   |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| CDMA Subs    | 1    | 6    | 3   | 15   | 1 | 26,80 | 7 | 40%   |
|              | ,400 | ,400 | 57% | ,600 | 4 | 0,000 | 2 |       |
|              | ,000 | ,000 |     | ,000 | 4 |       | % |       |
|              |      |      |     |      | % |       |   |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| iDEN Subs    | 1    | 2    | 1   | 4    | 6 | 7,10  | 4 | 10%   |
|              | ,300 | ,900 | 23% | ,800 | 6 | 0,000 | 8 |       |
|              | ,000 | ,000 |     | ,000 | % |       | % |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| Total        | 7    | 20   | 1   | 43   | 1 | 67,70 | 5 |       |
| Digital Subs | ,700 | ,700 | 69% | ,600 | 1 | 0,000 | 5 |       |
|              | ,000 | ,000 |     | ,000 | 1 |       | % |       |
|              |      |      |     |      | % |       |   |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| Percent of   | 14%  | 30%  | 1   | 51%  | 6 | 62%   | 2 |       |
| Total        |      |      | 15% |      | 9 |       | 2 |       |
|              |      |      |     |      | % |       | % |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| Analog       | 47   | 48   | 2%  | 42   | - | 41,80 | - |       |
| Cellular     | ,600 | ,500 |     | ,400 | 1 | 0,000 | 1 |       |
| Subs         | ,000 | ,000 |     | ,000 | 3 |       | % |       |
|              |      |      |     |      | % |       |   |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| Percent of   | 86%  | 70%  | -   | 49%  | - | 38%   | - |       |
| Total        |      |      | 19% |      | 3 |       | 2 |       |
|              |      |      |     |      | 0 |       | 3 |       |
|              |      |      |     |      | % |       | % |       |
+--------------+------+------+-----+------+---+-------+---+-------+
| Total Mobile | 55   | 69   | 25% | 86   | 2 | 1     | 2 |       |
| Phone Subs   | ,300 | ,200 |     | ,000 | 4 | 09,50 | 7 |       |
| (1)          | ,000 | ,000 |     | ,000 | % | 0,000 | % |       |
+--------------+------+------+-----+------+---+-------+---+-------+

Sources:

CDMA: 1997-1999 -- *Fifth Report*, at 17752. 2000 - CDMA Development
Group, *CDMA Worldwide Subscribers* (visited May 17, 2001) \<
http://www.cdg.org/world/cdma_world_subscriber.asp\>. The figure was
reported for North America as a whole and was adjusted for the United
States by removing the estimated Canadian CDMA subscriber of BCE Mobile
Communications, Inc., Telus Corp., and Aliant Inc.

TDMA: 1997-1999 -- *Fifth Report*, at 17752. 2000 - Conversation with
Ben Harvey, Director for North America & Membership, Universal Wireless
Communications Consortium, Mar. 2001. The figure was reported for North
America as a whole and was adjusted for the United States by removing
the estimated TDMA subscriber of Rogers Cantel Mobile Communications,
Inc. and American Movil, S.A. de C.V's Mexican wireless unit, Telcel.

GSM: 1997-1999-- *Fifth Report*, at 17752. 2000 - *GSM North American
Customers Top 10 Million Mark*, News Release, GSM North American, Mar.
27, 2001*.* The figure was reported for North America as a whole and was
adjusted for the United States by removing the estimated GSM subscribers
of Microcell Telecommunications, Inc.

iDEN: 1997-1999 -- *Fifth Report*, at 17752. 2000 - The iDEN figures are
the combined estimated digital SMR subscribers for Nextel, Nextel
Partners, Southern LINC, and Pacific Wireless Technologies, Inc.

Notes:

(1) Total Mobile Phone Subs: Appendix C, Table 1, at C-2.

**Table 7: Mobile Telephone Digital Coverage**

  ------------------ --------------- ---------- -------------- ------------
  Technology         POPs in Those   \% of      Square Miles   \% of Total
                     Areas (1)       Total POPs Contained in   Square Miles
                                     (2)        Those Counties 

  TDMA               237,706,818     83.3%      1,471,170.0    41.8%

  CDMA               241,997,667     84.8%      1,236,939.5    35.1%

  GSM                196,851,329     69.0%      787,255.0      22.4%

  iDEN               231,573,819     81.2%      960,801.2      27.3%

  Total Digital      271,077,680     95.0%      2,015,882.7    57.2%
  ------------------ --------------- ---------- -------------- ------------

Source: Federal Communications Commission estimates based on publicly
available information.

Notes:

(1) Broadband PCS and digital SMR licensees are analyzed by county;
    cellular licensees are analyzed by cellular market areas ("CMAs").

(2) POPs from the 2000 Census.

**Table 8: Change in CPI**

  -------- ------- -------- ---------- -------- ----------- -------- ----------- -------- ----------- --------
           CPI              Cellular            All                  Local                Long        
                            CPI                 Telephone            Telephone            Distance    
                                                CPI                  CPI                  Telephone   
                                                                                          CPI         

           Index   Annual   Index      Annual   Index Value Annual   Index Value Annual   Index Value Annual
           Value   Change   Value      Change               Change               Change               Change

  Dec-97   100              100                 100                  100                  100         

  Dec-98   101.6   1.6%     91.7       -8.3%    100.3       0.3%     101.3       1.3%     99.9        -0.1%

  Dec-99   104.3   2.7%     81.1       -11.6%   100.7       0.4%     104.2       2.8%     98.6        -1.3%

  Dec-00   107.9   3.4%     71.1       -12.3%   98.4        -2.3%    110.0       5.5%     89.5        -9.2%

                                                                                                      

  Dec-97           7.9%                -28.9%               -1.6%                10.0%                -10.5%
  to                                                                                                  
  Dec-00                                                                                              
  -------- ------- -------- ---------- -------- ----------- -------- ----------- -------- ----------- --------

Source: Bureau of Labor Statistics

**Table 9: Top 20 Mobile Telephone Resellers: 1999 - 2000**

  --------------------------- --------------- --------------------- ---------------
  **1999**                                    **2000**              

  **Operator**                **Resale        **Operator**          **Resale
                              Subscribers**                         Subscribers**

  MCI WorldCom                950,000         MCI WorldCom          2,000,000

  Progressive Concepts        77,500          PageTel Wireless      185,000

  CellNet Communications      55,000          Areawide Cellular     118,000

  Discount Cellular Inc.      46,079          Page Plus Cellular    100,000

  Prime Matrix Wireless       46,000          Direct Communications 93,000

  DCN Wireless/Robo Wireless  41,896          AirPage               80,146

  Select Wireless             40,000          Progressive Concepts  80,000

  Anything Wireless           28,000          Locus                 75,000
                                              Telecommunications    

  Fox Communications          26,000          Cellnet               53,000
                                              Communications        

  Cellular Plus Systems       23,000          DCN Wireless          41,775

  Marathon Communications     20,000          PreCell Cellular      40,000

  Cellnet of Ohio Inc.        17,650          Discount Cellular     36,546

  SkyNet                      17,609          Consumer Cellular     25,000

  Car Phones Express          14,863          Page Express          24,182

  The Mobile Phone Co.        11,500          Cellular Plus         20,000
                                              Systems, Inc          

  Pacific Cellular            10,500          Car Phones Express    20,000
                                              Inc.                  

  San Diego Wireless          10,162          SkyNet                16,846

  Apex Wireless               8,500           Cellnet of Ohio Inc.  16,750

  Personal Cellular Service   3,700           Aircell               15,000
                                              Communications        

  Phase 2 Cellular            3,500           Central Cellular      15,000

  **Total**                   1,451,459                             3,055,245

  MCI WorldCom's Percentage   65.5%                                 **!F3 Is Not In
  of top 20                                                         Table**
  --------------------------- --------------- --------------------- ---------------

Sources:

1999: *RCR Top 20 Resellers*, [RCR Radio Communications]{.smallcaps},
Jan. 10, 2000, at 16.

2000: *RCR Top 20 Resellers*, [RCR Wireless News]{.smallcaps}, Jan. 8,
2001, at 18.

Note:

Resellers are defined as those companies that do not own a mobile phone
network or license and resell wireless airtime from a licenses carriers'
mobile switching center

**Table 10: U.S. Mobile Telephone Operators'**

**Holdings in Foreign Mobile Operators**

+------------+-------------+------+------+------------+-------------+
| **         | **Country** | **S  |      | *          | **Ownership |
| Operator** |             | ubsc |      | *Venture** | (%)**       |
|            |             | ribe |      |            |             |
|            |             | rs** |      |            |             |
|            |             |      |      |            |             |
|            |             | **(B |      |            |             |
|            |             | rand |      |            |             |
|            |             | nam  |      |            |             |
|            |             | e)** |      |            |             |
+------------+-------------+------+------+------------+-------------+
| SBC        | France      | 9    |      | Cegetel    | 15 (through |
|            |             | .319 |      | (owns 80%  | JV with     |
|            |             | mil  |      | of         | Vivendi)    |
|            |             | lion |      | cellular   |             |
|            |             |      |      | company    |             |
|            |             |      |      | Societe    |             |
|            |             |      |      | Francaise  |             |
|            |             |      |      | de         |             |
|            |             |      |      | Radio      |             |
|            |             |      |      | telephone) |             |
+------------+-------------+------+------+------------+-------------+
|            | Denmark     | 1    |      | Tele       | 41.6        |
|            |             | .741 |      | Danmark    |             |
|            |             | mil  |      |            |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Belgium     | 3    |      | Belgacom   | 17.5        |
|            |             | .062 |      |            | (controls   |
|            |             | mil  |      |            | 24.36%      |
|            |             | lion |      |            | through     |
|            |             |      |      |            | investment  |
|            |             | (P   |      |            | in Tele     |
|            |             | roxi |      |            | Danmark,    |
|            |             | mus) |      |            | which owns  |
|            |             |      |      |            | 16.5% of    |
|            |             |      |      |            | Belgacom)   |
+------------+-------------+------+------+------------+-------------+
|            | South       | 3    |      | Telkom     | 18          |
|            | Africa      | .619 |      | SA(owns    |             |
|            |             | mil  |      | 50% of     |             |
|            |             | lion |      | Vodacom)   |             |
|            |             | (    |      |            |             |
|            |             | Voda |      |            |             |
|            |             | com) |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Canada      | 2.22 |      | Bell       | 20          |
|            |             | mil  |      | Canada     |             |
|            |             | lion |      |            |             |
|            |             |      |      |            |             |
|            |             | (    |      |            |             |
|            |             | Bell |      |            |             |
|            |             | M    |      |            |             |
|            |             | obil |      |            |             |
|            |             | ity) |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Mexico      | 9    |      | Telmex     | 8.5         |
|            |             | .775 |      |            |             |
|            |             | mil  |      |            |             |
|            |             | lion |      |            |             |
|            |             |      |      |            |             |
|            |             | (Tel |      |            |             |
|            |             | cel) |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Taiwan      | 605  |      | TransAsia  | 19.4        |
|            |             | ,000 |      | Tele-comm  |             |
|            |             |      |      | unications |             |
+------------+-------------+------+------+------------+-------------+
|            | Brazil      | 1    |      | Algar      | 25 (through |
|            |             | .450 |      | Telecom    | Telecom     |
|            |             | mil  |      | Leste S.A. | Americas    |
|            |             | lion |      |            | consortium  |
|            |             |      |      |            | with Bell   |
|            |             |      |      |            | Canada      |
|            |             |      |      |            | In          |
|            |             |      |      |            | ternational |
|            |             |      |      |            | and Telmex) |
+------------+-------------+------+------+------------+-------------+
|            | Brazil (Sao | 940  |      | Tess S.A.  | 62 (through |
|            | Paulo       | ,000 |      |            | Telecom     |
|            | state)      |      |      |            | Americas    |
|            |             |      |      |            | consortium  |
|            |             |      |      |            | with Bell   |
|            |             |      |      |            | Canada      |
|            |             |      |      |            | In          |
|            |             |      |      |            | ternational |
|            |             |      |      |            | and Telmex) |
+------------+-------------+------+------+------------+-------------+
| BellSouth  | Uruguay     | 126  |      | Abiatar    | 46          |
|            |             | ,748 |      |            |             |
|            |             |      |      |            |             |
|            |             | (    |      |            |             |
|            |             | Movi |      |            |             |
|            |             | com) |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Guatemala   | Mid- |      | BellSouth  | 60          |
|            |             | 2000 |      | Guatemala  |             |
|            |             | La   |      |            |             |
|            |             | unch |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Nicaragua   | 90   |      | Nicacell   | 89          |
|            |             | ,294 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Ecuador     | 225  |      | Otecel     | 89.4        |
|            |             | ,180 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Panama      | 205  |      | BellSouth  | 43.7        |
|            |             | ,564 |      | Panama     |             |
+------------+-------------+------+------+------------+-------------+
|            | Brazil (Sao | 3    |      | BCP/BSE    | 46          |
|            | Paulo)      | ,708 |      |            |             |
|            |             | ,090 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Brazil      |      |      |            |             |
|            | (northeast) |      |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Brazil      |      |      | Tele       | 17.3        |
|            | (central    |      |      | Centro     |             |
|            | western &   |      |      | Oeste      |             |
|            | northern    |      |      | Celular    |             |
|            | regions)    |      |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Venezuela   | 3    |      | Telcel     | 78.2        |
|            |             | ,234 |      |            |             |
|            |             | ,972 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Argentina   | 1    |      | Movicom/   | 65          |
|            |             | ,606 |      |            |             |
|            |             | ,704 |      | BellSouth  |             |
+------------+-------------+------+------+------------+-------------+
|            | Chile       | 690  |      | BellSouth  | 100         |
|            |             | ,720 |      | Chile      |             |
+------------+-------------+------+------+------------+-------------+
|            | Columbia    | 859  |      | Celumovil  | 66          |
|            |             | ,366 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Peru        | 361  |      | Tele 2000  | 96.8        |
|            |             | ,367 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Germany     | 6    |      | E-Plus     | 22.5        |
|            |             | ,068 |      |            | (shares     |
|            |             | ,224 |      |            | equal       |
|            |             |      |      |            | control of  |
|            |             |      |      |            | E-Plus with |
|            |             |      |      |            | KPN through |
|            |             |      |      |            | ownership   |
|            |             |      |      |            | in          |
|            |             |      |      |            | BellSouth   |
|            |             |      |      |            | GmbH)       |
+------------+-------------+------+------+------------+-------------+
|            | Denmark     | 810  |      | Sonofon    | 46.5        |
|            |             | ,251 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Israel      | 1    |      | Cellcom    | 34.7        |
|            |             | ,856 |      |            |             |
|            |             | ,488 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | India       | 36   |      | SkyCell    | 50          |
|            |             | ,899 |      | Comm       |             |
|            |             |      |      | unications |             |
+------------+-------------+------+------+------------+-------------+
| AT&T       | Canada      | 3    |      | Rogers     | 17          |
|            |             | mil  |      | Cantel     |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | India       | 176  |      | Birla      | 49          |
|            |             | ,800 |      | Comm       |             |
|            |             |      |      | unications |             |
|            |             |      |      | Ltd.       |             |
+------------+-------------+------+------+------------+-------------+
|            | Taiwan      | 3    |      | FarEasTone | 14          |
|            |             | .211 |      |            |             |
|            |             | mil  |      |            |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Czech       | 2.11 |      | EuroTel    | 24.5        |
|            | Republic    | mil  |      | Praha      |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Slovakia    | 493  |      | EuroTel    | 24.5        |
|            |             | ,030 |      | Bratislava |             |
+------------+-------------+------+------+------------+-------------+
|            | India       | 606  |      | BPL        | 49          |
|            |             | ,200 |      | Cellular   |             |
|            |             |      |      |            |             |
|            |             | (BPL |      |            |             |
|            |             | Mob  |      |            |             |
|            |             | ile) |      |            |             |
+------------+-------------+------+------+------------+-------------+
| Verizon    | Italy       | 15   |      | Omnitel    | 23.1        |
|            |             | mil  |      | Pronto     |             |
|            |             | lion |      | Italia     |             |
+------------+-------------+------+------+------------+-------------+
|            | Mexico      | 1.7  |      | Iusacell   | 37.2        |
|            |             | mil  |      |            |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Czech       | 2.11 |      | EuroTel    | 24.5        |
|            | Republic    | mil  |      | Praha      |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Slovakia    | 493  |      | EuroTel    | 24.5        |
|            |             | ,030 |      | Bratislava |             |
+------------+-------------+------+------+------------+-------------+
|            | Greece      | 1    |      | STET       | 20          |
|            |             | .645 |      | Hellas     |             |
|            |             | mil  |      |            |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Indonesia   | 765  |      | Ex         | 23.1        |
|            |             | ,000 |      | celcomindo |             |
+------------+-------------+------+------+------------+-------------+
|            | Japan       | 3.84 |      | Tu-Ka      | 2.7-5       |
|            |             | mil  |      |            |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | New Zealand | 1.2  |      | Telecom    | 24.9        |
|            |             | mil  |      | New        |             |
|            |             | lion |      | Zealand    |             |
+------------+-------------+------+------+------------+-------------+
|            | Philippines | 26   |      | BayanTel   | 19.4        |
|            |             | ,000 |      | (owns      |             |
|            |             |      |      | 46.6%      |             |
|            |             | (E   |      | stake in   |             |
|            |             | xtel |      | wireless   |             |
|            |             | com) |      | provider   |             |
|            |             |      |      | Extelcom)  |             |
+------------+-------------+------+------+------------+-------------+
|            | Argentina   | 950  |      | CTI        | 59.5        |
|            |             | ,000 |      | Holdings   |             |
|            |             |      |      |            |             |
|            |             | (CTI |      |            |             |
|            |             | Mo   |      |            |             |
|            |             | vil) |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Canada      | 2    |      | TELUS      | 22          |
|            |             | .156 |      | C          |             |
|            |             | mil  |      | orporation |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Venezuela   | 1.7  |      | CANTV      | 28.5        |
|            |             | mil  |      |            |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Taiwan      | 5.1  |      | Taiwan     | 13.5        |
|            |             | mil  |      | Cellular   |             |
|            |             | lion |      | C          |             |
|            |             |      |      | orporation |             |
+------------+-------------+------+------+------------+-------------+
|            | Dominican   | 393  |      | CODETEL    | 100         |
|            | Republic    | ,000 |      |            |             |
+------------+-------------+------+------+------------+-------------+
| Leap       | Mexico      | 536  |      | Pegaso PCS | 20.1        |
| Wireless   |             | ,000 |      |            |             |
| Int        |             |      |      |            |             |
| ernational |             |      |      |            |             |
+------------+-------------+------+------+------------+-------------+
| Sprint PCS | Mexico      | 536  |      | Pegaso PCS | 25          |
|            |             | ,000 |      |            |             |
+------------+-------------+------+------+------------+-------------+
| Western    | Ireland     | 678  | Laun | Meteor     | 78          |
| Wireless   |             | ,000 | ched |            |             |
| Int        |             | for  | 2/01 |            |             |
| ernational |             | all  |      |            |             |
|            |             | for  |      |            |             |
|            |             | eign |      |            |             |
|            |             | vent |      |            |             |
|            |             | ures |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Iceland     |      | 55   | TAL        | 57.3        |
|            |             |      | ,000 |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Slovenia    |      | Lice | Western    | 100         |
|            |             |      | nsed | Wireless   |             |
|            |             |      | 1    |            |             |
|            |             |      | 1/00 |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Croatia     |      | 470  | VIPnet     | 19          |
|            |             |      | ,000 |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Georgia     |      | NA   | MagtiCom   | 14.5        |
+------------+-------------+------+------+------------+-------------+
|            | Ghana       |      | NA   | Western    | 56.7        |
|            |             |      |      | T          |             |
|            |             |      |      | elesystems |             |
+------------+-------------+------+------+------------+-------------+
|            | Cote        |      | Laun | CORA de    | 40          |
|            | d'Ivoire    |      | ched | Comstar    |             |
|            |             |      | 9/00 |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Bolivia     |      | Laun | NuevaTel   | 67          |
|            |             |      | ched |            |             |
|            |             |      | 1    |            |             |
|            |             |      | 1/00 |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Haiti       |      | NA   | COMCEL     | 51          |
+------------+-------------+------+------+------------+-------------+
| Nextel     | Canada      | 2    |      | TELUS      | 4.8         |
| Int        |             | .156 |      | Corp.      |             |
| ernational |             | mil  |      |            |             |
|            |             | lion |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Japan       | 49   |      | NEXNET Co. | 32          |
|            |             | ,000 |      |            |             |
+------------+-------------+------+------+------------+-------------+
|            | Argentina   | 134  |      | Nextel     | 100         |
|            |             | ,000 |      | Comm       |             |
|            |             |      |      | unications |             |
|            |             |      |      | Argentina  |             |
+------------+-------------+------+------+------------+-------------+
|            | Brazil      | 322  |      | Nextel     | 100         |
|            |             | ,000 |      | Teleco     |             |
|            |             |      |      | municacoes |             |
+------------+-------------+------+------+------------+-------------+
|            | Mexico      | 218  |      | Nextel De  | 100         |
|            |             | ,000 |      | Mexico     |             |
+------------+-------------+------+------+------------+-------------+
|            | Peru        | 68   |      | Nextel del | 100         |
|            |             | ,000 |      | Peru       |             |
+------------+-------------+------+------+------------+-------------+
|            | Philippines | 42   |      | Nextel     | 51          |
|            |             | ,000 |      | Comm       |             |
|            |             |      |      | unications |             |
|            |             |      |      | Ph         |             |
|            |             |      |      | ilippines, |             |
|            |             |      |      | Inc.       |             |
+------------+-------------+------+------+------------+-------------+

Sources: Publicly available information such as operators' news
releases, web sites and filings with the Securities and Exchange
Commission, the web site of the European Radiocommunications Office, and
the following sources: Cellular Telephone Subscribers by Network,
[AsiaCom]{.smallcaps}, Mar. 6, 2001, at 7-10; David Luhnow, *Telefonica
Unit in Talks to Buy Mexican Stake*, [The Wall Street
Journal]{.smallcaps}, May 14, 2001, at 13 and 16.

**APPENDIX D:**

**MOBILE DATA**

**[Table of Contents]{.underline}**

Table 1: Contracts in the United States D-2

Table 2: Trials in the United States D-3

Table 3: 3G Spectrum Licensing Abroad D-4

Table 4: Mobile Internet Access Services D-6

Table 5: 1996 -- 1999 Paging/Messaging Industry Numbers D-7

Table 6: 1996 -- 1999 Number of Paging/Messaging Units by Publicly-Held
Company D-8

Table 7: 1996 -- 1999 Revenues by Publicly-Held Company D-9

Table 8: Advanced Messaging Services D-10

Table 9: Handheld Devices with Mobile Internet Access D-11

Table 10: Bluetooth-Enabled Devices D-12

Table 11: Telemetry Services D-13

**Table 1: Contracts in the United States**

  ------------------------ ------------------------ -------------------------------- ------------------------- ------------------------------------
  **[Hardware              **[Carrier               **[Announcement]{.underline}**   **[Value]{.underline}**   **[Summary]{.underline}**
  Company]{.underline}**   Company]{.underline}**                                                              

  Ericsson                 Pacific Bell Wireless    February 2000                    N/A                       Pacific Bell has selected Ericsson
                                                                                                               to provide GPRS technology on its
                                                                                                               existing network.

                           VoiceStream              May 2000                         \$350 Million             Ericsson will provide GPRS and WAP
                                                                                                               network infrastructure equipment and
                                                                                                               handsets.

                           BellSouth                May 2000                         \$750 Million             Ericsson will upgrade BellSouth\'s
                                                                                                               networks so they are ready for
                                                                                                               migration to 3G.

                           AT&T Wireless            November 2000                    N/A                       Ericsson will provide AT&T Wireless
                                                                                                               network equipment and mobile phones
                                                                                                               for its GPRS network.

  Lucent                   AT&T Wireless            November 2000                    N/A                       GSM with GPRS base stations; AT&T
                                                                                                               Wireless selected Lucent as its
                                                                                                               major 3G equipment provider.

                           Verizon Wireless         March 2001                       \$5 Billion               Lucent will provide Verizon Wireless
                                                                                                               products, services and software for
                                                                                                               its cdma2000 3G1XRTT network.

                           Nextel                   March 2001                       N/A                       Lucent will provide high-speed
                                                                                                               network switches for Nextel's iDEN
                                                                                                               network.

  Motorola                 Sprint PCS               January 2001                     N/A                       Motorola will provide Sprint with
                                                                                                               cdma2000 network upgrades to 1x
                                                                                                               packet data capability.

  Nokia                    AT&T Wireless            November 2000                    N/A                       Nokia will provide AT&T Wireless
                                                                                                               GPRS, triple-mode base station radio
                                                                                                               solutions.

  Nortel                   AT&T Wireless            November 2000                    N/A                       Nortel will supply AT&T Wireless
                                                                                                               with 3G infrastructure equipment.
  ------------------------ ------------------------ -------------------------------- ------------------------- ------------------------------------

Source: The information provided above is illustrative of technology
contracts and should not be considered an exhaustive list. Information
is based on publicly available documents such as news releases,
newspaper and periodical articles, company web pages, and SEC filings.

**Table 2: Tests/Trials in the United States**

+----------+----------+----------+------------------------------------+
| **       | *        | **[Ann   | **[Summary]{.underline}**          |
| [Hardwar | *[Carrie | ouncemen |                                    |
| e]{.unde | r]{.unde | t]{.unde |                                    |
| rline}** | rline}** | rline}** |                                    |
|          |          |          |                                    |
| *        | *        |          |                                    |
| *[Compan | *[Compan |          |                                    |
| y]{.unde | y]{.unde |          |                                    |
| rline}** | rline}** |          |                                    |
+----------+----------+----------+------------------------------------+
| Nortel   | AT&T     | June     | Nortel and AT&T Wireless will      |
| Networks | Wireless | 2000     | conduct non-commercial trials of   |
|          |          |          | GPRS.                              |
+----------+----------+----------+------------------------------------+
|          | Verizon  | November | Nortel and Verizon Wireless        |
|          | Wireless | 2000     | completed trial of cdma2000        |
|          |          |          | high-speed data and voice          |
|          |          |          | transmissions.                     |
+----------+----------+----------+------------------------------------+
| Lucent   | Symmetry | January  | Symmetry and Lucent have agreed to |
|          | Commun   | 2000     | collaborate on interoperability    |
|          | ications |          | testing of 2.5G wireless network   |
|          | Systems  |          | elements.                          |
+----------+----------+----------+------------------------------------+
|          | QUALCOMM | April    | The companies have collaborated on |
|          |          | 2000     | 3G wireless data technology,       |
|          |          |          | resulting in the first live        |
|          |          |          | transmissions of over-the-air data |
|          |          |          | using cdma2000-1x technology.      |
+----------+----------+----------+------------------------------------+
|          | Sprint   | June     | Will test 1x Evolution (1xEV)      |
|          | PCS      | 2000     | technology which is based on HDR   |
|          |          |          | and incorporates 1xRTT.            |
+----------+----------+----------+------------------------------------+
|          | Verizon  | July     | Verizon and Lucent completed a     |
|          | Wireless | 2000     | wireless data transmission at ten  |
|          |          |          | times faster than current CDMA     |
|          |          |          | transmission speeds. The wireless  |
|          |          |          | transmission was complete via a 3G |
|          |          |          | network installed by Lucent.       |
+----------+----------+----------+------------------------------------+
|          | Verizon  | November | Lucent and Verizon will trial      |
|          | Wireless | 2000     | cdma2000 1xEV for 3G mobile data   |
|          |          |          | services.                          |
+----------+----------+----------+------------------------------------+
|          | Sprint   | April    | Lucent and Sprint complete a trial |
|          |          | 2001     | of the fastest 3G data call at a   |
|          |          |          | speed up to 2.4 Mbps. The test was |
|          |          |          | completed using CDMA2000 1xEV-DO   |
|          |          |          | technology. Testing will continue  |
|          |          |          | through June 2001.                 |
+----------+----------+----------+------------------------------------+
| Motorola | N/A      | February | The company announced the          |
|          |          | 2000     | successful completion of a voice   |
|          |          |          | over Internet protocol (VoIP) call |
|          |          |          | on top of a 3G high-speed packet   |
|          |          |          | data call at 384 Kbps.             |
+----------+----------+----------+------------------------------------+
|          | Sprint   | March    | Sprint PCS will work with Motorola |
|          | PCS      | 2001     | to conduct Java 2 Platform, Micro  |
|          |          |          | Edition (J2ME) lab trials. J2ME    |
|          |          |          | may be used to deliver             |
|          |          |          | applications to customers over 3G  |
|          |          |          | networks.                          |
+----------+----------+----------+------------------------------------+
| QUALCOMM | Sprint   | March    | The companies announced that they  |
|          | PCS &    | 2000     | have successfully completed the    |
|          | Samsung  |          | first voice call by a carrier      |
|          | Te       |          | using 3G CDMA 1x technology in     |
|          | lecommun |          | North America.                     |
|          | ications |          |                                    |
|          | America  |          |                                    |
+----------+----------+----------+------------------------------------+
|          | Sprint   | May 2000 | The companies announced U.S.       |
|          | PCS      |          | trials of a 3G CDMA 1x             |
|          |          |          | Multi-Carrier (MC) voice and data  |
|          |          |          | solutions began in April 2000.     |
+----------+----------+----------+------------------------------------+

Sources: The information provided above is illustrative of tests and
trials and should not be considered an exhaustive list. Information is
based on publicly available documents such as news releases, newspaper
and periodical articles, company web pages, and SEC filings.

Table 3: 3G Licensing Abroad

+------------+---------+--------+--------------+-----------+---------+
| *          | **Spe   | **     | **           | **Auction |         |
| *Country** | ctrum** | Number | Assignment** | Revenue** |         |
|            |         | of     |              |           |         |
| **         | **      | Lice   | **Method**   | **Or      |         |
| (status)** | (MHz)** | nses** |              | License   |         |
|            |         |        |              | Fee**     |         |
+------------+---------+--------+--------------+-----------+---------+
|            |         |        |              | **        | **US    |
|            |         |        |              | Foreign** | Do      |
|            |         |        |              |           | llars** |
|            |         |        |              | **C       |         |
|            |         |        |              | urrency** |         |
+------------+---------+--------+--------------+-----------+---------+
| Austria    | 145     | 4-6    | Auction      | ATS       | \$714   |
|            |         |        |              | 11.443    | million |
| (Awarded   |         | (6     | (with        | billion   |         |
| November   |         | aw     | pre-q        |           |         |
| 2000)      |         | arded) | ualification |           |         |
|            |         |        | based on     |           |         |
|            |         |        | assessment   |           |         |
|            |         |        | of technical |           |         |
|            |         |        | & economic   |           |         |
|            |         |        | abilities)   |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Australia  | 140 in  | 4 or   | Auction      | \$1.170   | \$575   |
|            | capital | more   |              | billion   | million |
| (Awarded   | cities  |        |              |           |         |
| March      |         | (6     |              |           |         |
| 2001)      |         | aw     |              |           |         |
|            |         | arded) |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
|            | 110 in  | 3 or   |              |           |         |
|            | C       | more   |              |           |         |
|            | anberra |        |              |           |         |
|            |         | (5     |              |           |         |
|            |         | aw     |              |           |         |
|            |         | arded) |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
|            | 40 in   | 2 or   |              |           |         |
|            | r       | more   |              |           |         |
|            | egional |        |              |           |         |
|            | areas   | (3     |              |           |         |
|            |         | aw     |              |           |         |
|            |         | arded) |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Belgium    | 140     | 4      | Auction      | Euros     | \$419   |
|            |         |        |              | 450.2     | million |
| (Awarded   | (105    | (3     |              | million   |         |
| March      | sold)   | aw     |              |           |         |
| 2001)      |         | arded) |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Denmark    | 140     | 4      | Auction      | To be     |         |
|            |         |        |              | d         |         |
| (Scheduled |         |        |              | etermined |         |
| for        |         |        |              |           |         |
| October    |         |        |              |           |         |
| 2001)      |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Finland    | 140     | 4      | Beauty       | No charge | Annual  |
|            |         |        | contest      | for       | s       |
| (Awarded   |         |        |              | license   | pectrum |
| March      |         |        |              | -- Annual | fee of  |
| 1999)      |         |        |              | spectrum  | \$890   |
|            |         |        |              | fee of    | per 25  |
|            |         |        |              | Euros     | KHz     |
|            |         |        |              | 1000 per  |         |
|            |         |        |              | 25 KHz    |         |
+------------+---------+--------+--------------+-----------+---------+
| France     | 140     | 4      | Beauty       | FFr 32.5  | \$4.74  |
|            |         |        | contest with | billion   | billion |
| (2 awarded |         | (2     | entrance fee | per       | per     |
| May 2001)  |         | bids   |              | license   | license |
|            |         | rec    |              |           |         |
|            |         | eived) |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Germany    | 145     | 4-6    | Auction      | 99.368    | \       |
|            |         |        |              | billion   | $46.214 |
| (Awarded   |         | (6     |              | DM        | billion |
| August     |         | aw     |              |           |         |
| 2000)      |         | arded) |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Greece     | 140     | 4      | Auction      | To be     |         |
|            |         |        |              | d         |         |
| (Expected  |         |        |              | etermined |         |
| July 2001) |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Hong Kong  | 140     | 4      | Combination  | Royalty   |         |
|            |         |        |              | p         |         |
| (Expected  |         |        | (pre-q       | ercentage |         |
| mid-2001)  |         |        | ualification | of        |         |
|            |         |        | followed by  | service   |         |
|            |         |        | auction)     | revenue   |         |
|            |         |        |              | to be     |         |
|            |         |        |              | d         |         |
|            |         |        |              | etermined |         |
|            |         |        |              | by        |         |
|            |         |        |              | auction   |         |
+------------+---------+--------+--------------+-----------+---------+
| Italy      | 145     | 5      | Combination  | L 23.55   | \       |
|            |         |        | (pre-q       | billion   | $10.084 |
| (Awarded   | (145    |        | ualification |           | billion |
| October    | MHz     |        | beauty       |           |         |
| 2000)      | au      |        | contest      |           |         |
|            | ctioned |        | followed by  |           |         |
|            | & 20    |        | competitive  |           |         |
|            | MHz     |        | bids)        |           |         |
|            | sold at |        |              |           |         |
|            | fixed   |        |              |           |         |
|            | price   |        |              |           |         |
|            | to two  |        |              |           |         |
|            | winning |        |              |           |         |
|            | en      |        |              |           |         |
|            | trants) |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Ireland    | 140     | 4      | Beauty       | To be     |         |
|            |         |        | contest      | d         |         |
| (Expected  |         |        |              | etermined |         |
| May-June   |         |        |              |           |         |
| 2001)      |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Japan      | 120     | 3      | Beauty       | Not       |         |
|            |         |        | contest      | available |         |
| (Awarded   |         |        |              |           |         |
| July 2000) |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| N          | 145     | 5      | Auction      | Fl 5.918  | \$2.515 |
| etherlands |         |        |              | billion   | billion |
|            |         |        |              |           |         |
| (Awarded   |         |        |              |           |         |
| July 2000) |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Norway     | 140     | 4      | Beauty       | Kr 400    | \$43    |
|            |         |        | contest      | million + | mi      |
| (Awarded   |         |        |              | annual    | llion + |
| November   |         |        |              | fee of Kr | annual  |
| 2000)      |         |        |              | 20        | fee of  |
|            |         |        |              | million   | \$2.2   |
|            |         |        |              | per       | million |
|            |         |        |              | license   | per     |
|            |         |        |              |           | license |
+------------+---------+--------+--------------+-----------+---------+
| Portugal   | 140     | 4      | Beauty       | 80        | \$357   |
|            |         |        | contest      | billion   | mi      |
| (Awarded   |         |        |              | Escudos + | llion + |
| November   |         |        |              | annual    | annual  |
| 2000)      |         |        |              | license   | license |
|            |         |        |              | fee       | fee     |
+------------+---------+--------+--------------+-----------+---------+
| Singapore  | 140     | 4      | Auction      | To be     |         |
|            |         |        |              | d         |         |
| (          |         |        | (may not     | etermined |         |
| Originally |         |        | take place   |           |         |
| scheduled  |         |        | given only 4 |           |         |
| for April  |         |        | bidders)     |           |         |
| 2001)      |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| South      | Not     | 3      | Beauty       | Not       |         |
| Korea      | av      |        | contest      | available |         |
|            | ailable | (2     |              |           |         |
| (2 awarded |         | aw     |              |           |         |
| December   |         | arded) |              |           |         |
| 2000; 1    |         |        |              |           |         |
| more       |         |        |              |           |         |
| expected   |         |        |              |           |         |
| May 2001)  |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Spain      | 140     | 4      | Beauty       | Euros 520 | \$462.8 |
|            |         |        | contest      | million + | mi      |
| (Awarded   |         |        |              | annual    | llion + |
| March      |         |        |              | fee of    | annual  |
| 2000)      |         |        |              | Euros 150 | fee of  |
|            |         |        |              | million   | \$133.5 |
|            |         |        |              | per       | million |
|            |         |        |              | license   | per     |
|            |         |        |              |           | license |
+------------+---------+--------+--------------+-----------+---------+
| Sweden     | 140     | 4      | Beauty       | SKr       | \$4     |
|            |         |        | contest      | 400,000 + | 4,000 + |
| (Awarded   |         |        |              | annual    | annual  |
| December   |         |        |              | fee of    | fee of  |
| 2000)      |         |        |              | 0.15% of  | 0.15%   |
|            |         |        |              | turnover  | of      |
|            |         |        |              |           | t       |
|            |         |        |              |           | urnover |
+------------+---------+--------+--------------+-----------+---------+
| S          | 140     | 4      | Auction      | CHF 205   | \$120   |
| witzerland |         |        |              | million   | million |
|            |         |        |              |           |         |
| (Awarded   |         |        |              |           |         |
| December   |         |        |              |           |         |
| 2000)      |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+
| Taiwan     | 170     | 5      | Combination  | To be     |         |
|            |         |        | (pre-q       | d         |         |
| (Expected  |         |        | ualification | etermined |         |
| December   |         |        | followed by  |           |         |
| 2001)      |         |        | auction)     |           |         |
+------------+---------+--------+--------------+-----------+---------+
| UK         | 140     | 5      | Auction      | £22.4774  | \       |
|            |         |        |              | billion   | $35.411 |
| (Awarded   |         |        |              |           | billion |
| April      |         |        |              |           |         |
| 2000)      |         |        |              |           |         |
+------------+---------+--------+--------------+-----------+---------+

Sources: Publicly available information such as web sites of national
regulatory authorities, the EU Commission, and the ITU.

**Table 4: Mobile Internet Access Services**

+------------+--------------+------------------------------------------+
| *          | **[Price per | **[Notes]{.underline}**                  |
| *[ISP]{.un | month]{.     |                                          |
| derline}** | underline}** |                                          |
+------------+--------------+------------------------------------------+
| ALLTEL     | Free with    | Users can customize their wireless web   |
|            | select Total | home pages to include pertinent          |
|            | Freedom rate | information and tools, such as a list of |
|            | plans        | bookmarks.                               |
|            |              |                                          |
|            | \$5.95 with  |                                          |
|            | select       |                                          |
|            | digital rate |                                          |
|            | plans        |                                          |
+------------+--------------+------------------------------------------+
| AT&T       | Free with    | Basic free service includes access to    |
| Wireless   | AT&T         | over 80 web sites. Plus and Premium      |
|            | Wireless     | plans include access to all web sites,   |
|            | calling plan | email, calendar, contact list, and other |
|            |              | features.                                |
|            | \$6.99 to    |                                          |
|            | \$14.99 for  |                                          |
|            | additional   |                                          |
|            | services     |                                          |
+------------+--------------+------------------------------------------+
| Cingular   | \$6.99       | Available in 13 cities. Provides content |
| Wireless   |              | such as movie listings, stock quotes,    |
|            |              | news, weather and yellow pages.          |
+------------+--------------+------------------------------------------+
| Earthlink  | \$79.95      | Service available on Ricochet devices in |
|            | unlimited    | 3 Ricochet cities: Atlanta, Phoenix, and |
|            | Ricochet     | San Diego.                               |
|            | service      |                                          |
+------------+--------------+------------------------------------------+
| GoAmerica  | \$9.95 for   | Available to users of several different  |
|            | 25k          | devices. Includes access to a Go.Web     |
|            |              | e-mail account or to an existing         |
|            | \$59.95      | web-based e-mail account, and to nearly  |
|            | unlimited    | any web site that has been designed for  |
|            |              | mobile access. Users can customize       |
|            | \$74.95      | content through a MyGo.Web portal.       |
|            | unlimited    |                                          |
|            | Ricochet     |                                          |
|            | services     |                                          |
+------------+--------------+------------------------------------------+
| Juno       | \$79.95      | Service available on Ricochet devices in |
|            | unlimited    | 15 cities served by Ricochet.            |
|            | Ricochet     |                                          |
|            | service      |                                          |
+------------+--------------+------------------------------------------+
| Nextel     | From \$14.95 | Partnered w/ MSN Mobile. Allows Internet |
| Online     |              | access via Nextel phone or utilize phone |
|            |              | as a modem for full web access.          |
+------------+--------------+------------------------------------------+
| OmniSky    | \$39.95      | Available to users of several different  |
|            | unlimited    | devices. Includes access to an existing  |
|            |              | web-based or Microsoft Outlook e-mail    |
|            |              | account, and to a variety of web content |
|            |              | that has been designed for mobile        |
|            |              | access. Users can customize content with |
|            |              | My OmniSky.                              |
+------------+--------------+------------------------------------------+
| Palm.Net   | \$9.99 50 KB | Available to the Palm VII and VIIx.      |
|            |              | Includes mobile e-mail access to a       |
|            | \$24.99 150  | Palm.Net account and access to over 580  |
|            | KB           | web-clipped sites.                       |
|            |              |                                          |
|            | \$44.99      |                                          |
|            | unlimited    |                                          |
+------------+--------------+------------------------------------------+
| Ricochet   | \$74.95 or   | Modem attachment provides mobile         |
|            | \$75.95      | Internet access for laptops. Service     |
|            | unlimited    | available at 128 kbps in 13 cities       |
|            | 128 kbps     | (Atlanta, Baltimore, Dallas, Denver,     |
|            | service      | Detroit, Houston, Los Angeles,           |
|            |              | Minneapolis, New York, Philadelphia,     |
|            |              | Phoenix, San Diego, and San Francisco),  |
|            |              | and at 28 kbps in three cities (Seattle, |
|            |              | Washington, D.C., and parts of San       |
|            |              | Francisco Bay Area) while it upgrades to |
|            |              | 128 kbps.                                |
+------------+--------------+------------------------------------------+
| Sprint PCS | From \$9.99  | Calling plan minutes can be used for     |
|            | with Sprint  | either calls or Internet. Includes       |
|            | PCS calling  | access to over 80 web sites.             |
|            | plan         |                                          |
+------------+--------------+------------------------------------------+
| Vaultus    | \$70.00      | Wireless web access package, including   |
| (formerly  |              | software, wireless Internet airtime,     |
| Mobile     |              | wireless data modem, and technical       |
| Logic.web) |              | support. MobileLogic.web software        |
|            |              | compresses and optimizes web pages to    |
|            |              | deliver a faster transmission over the   |
|            |              | wireless link.                           |
+------------+--------------+------------------------------------------+
| Verizon    | \$6.95       | Allows users to customize content,       |
| Wireless   |              | either with a handset or through a wired |
|            |              | PC at MyVZW.com, Verizon's portal.       |
+------------+--------------+------------------------------------------+
| V          | \$4.99       | Allows limited Internet e-mail capacity  |
| oiceStream |              | and basic web info in the form of text   |
|            |              | messages for stock quotes, sports        |
|            |              | scores, etc. Powered by InfoStream       |
|            |              | (Infospace).                             |
+------------+--------------+------------------------------------------+
| Wireless   | \$74.95      | Service available on Ricochet devices in |
| Web        | unlimited    | 15 cities served by Ricochet.            |
| Connect    | Ricochet     |                                          |
|            | service      |                                          |
+------------+--------------+------------------------------------------+
| WorldCom   | \$79.95      | Service available in 8 Ricochet cities:  |
|            | unlimited    | Atlanta, Baltimore, Dallas, Houston, New |
|            | Ricochet     | York, Minneapolis-St. Paul, Phoenix, and |
|            | service      | San Diego.                               |
+------------+--------------+------------------------------------------+

Sources: The information provided above is illustrative of Internet
access services provided by mobile telephone operators in 2000 and
should not be considered an exhaustive list. Information is based on
publicly available company documents such as news releases, company web
sites, SEC filings, and newspaper and periodical articles.

**Table 5: 1998 --2000 Paging/Messaging Industry Numbers**

+-----+-------+------+---------+-----+----------+------+-----------+
|     | **[Pa | **   | **[A    | *   | **[      | **   | *         |
|     | ging/ | [Per | dvanced | *[P | Advanced | [Per | *[Average |
|     | Mess  | cent | Me      | erc | Messagin | cent | Monthly   |
|     | aging | G    | ssaging | ent | g]{.unde | G    | Revenue   |
|     | Units | rowt | Subsc   | Gro | rline}** | rowt | Per       |
|     | ]{.un | h]{. | ribers] | wth |          | h]{. | U         |
|     | derli | unde | {.under | ]{. | **       | unde | nit]{.und |
|     | ne}** | rlin | line}** | und | [Revenue | rlin | erline}** |
|     |       | e}** |         | erl | s]{.unde | e}** |           |
|     |       |      |         | ine | rline}** |      |           |
|     |       |      |         | }** |          |      |           |
+-----+-------+------+---------+-----+----------+------+-----------+
| 1   | 45,10 | 4    | 500,000 | 1   | \$125    | 101% | \$28.85   |
| 998 | 0,000 | .40% |         | 50% | ,000,000 |      |           |
+-----+-------+------+---------+-----+----------+------+-----------+
| 1   | 45,80 | 1    | 700,000 | 40% | \$176    | 41%  | \$23.62   |
| 999 | 0,000 | .55% |         |     | ,000,000 |      |           |
+-----+-------+------+---------+-----+----------+------+-----------+
| 2   | 45,30 | -1   | 1,      | 71% | \$257    | 46%  | \$22.29   |
| 000 | 0,000 | .09% | 200,000 |     | ,000,000 |      |           |
+-----+-------+------+---------+-----+----------+------+-----------+

Source: [The Strategis Group, U.S. Paging Subscribers and Revenues:
1995-2004 (2000)]{.smallcaps}.

**Table 6: 1996 -- 2000 Number of Paging/Messaging Units by
Publicly-Held Company**

  --------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------
  **[Company]{.underline}**   **[1996]{.underline}**   **[growth]{.underline}**   **[1997]{.underline}**   **[growth]{.underline}**   **[1998]{.underline}**   **[growth]{.underline}**   **[1999]{.underline}**   **[growth]{.underline}**   **[2000]{.underline}**

  Arch (1)                    16,246,574               7.68%                      17,494,743               -1.45%                     17,240,908               -7.83%                     15,891,000               -25.15%                    11,894,000

  Metrocall (2)               4,576,148                16.50%                     5,331,177                6.16%                      5,659,550                4.74%                      5,927,939                5.51%                      6,254,373

  Vodafone AirTouch (3)       2,850,000                8.81%                      3,101,000                10.35%                     3,422,000                n/a                        n/a                      n/a                        n/a

  WebLink Wireless            1,851,445                35.75%                     2,513,337                4.19%                      2,618,527                1.70%                      2,662,995                -16.70%                    2,218,340

  Ameritech (4)               1,140,000                31.58%                     1,500,000                2.80%                      1,542,000                n/a                        n/a                      n/a                        n/a

  SkyTel (5)                  907,300                  20.90%                     1,096,900                29.62%                     1,421,800                n/a                        n/a                      n/a                        n/a

  American Paging (6)         777,400                  4.33%                      811,100                  n/a                        n/a                      n/a                        n/a                      n/a                        n/a

  Preferred Networks          362,481                  25.47%                     454,795                  15.50%                     525,274                  0.07%                      525,622                  -14.39%                    450,000

  Teletouch (7)               195,500                  64.25%                     321,100                  8.91%                      349,700                  12.73%                     394,200                  4.43%                      411,700

  Paging Partners (8)         83,000                   81.93%                     151,000                  19.87%                     181,000                  n/a                        n/a                      n/a                        n/a

  Aquis Communications        n/a                      n/a                        n/a                      n/a                        n/a                      n/a                        375,000                  -8.8%                      342,000
  --------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------

Sources: Information is based on publicly available documents such as
news releases, newspaper and periodical articles, company web pages, and
SEC filings.

Notes:

(1) In June 1999, Arch completed its acquisition of MobileMedia. The
    Arch figures for 1996, 1997, and 1998 include MobileMedia
    subscribers. On November 10, 2000, Arch Wireless completed its
    merger with PageNet. The Arch figures for 1996, 1997, 1998, and 1999
    include PageNet subscribers.

(2) On December 30, 1997, Metrocall completed its acquisition of ProNet.
    The Metrocall figures for 1996 include ProNet subscribers. On
    October 2, 1998, Metrocall completed its acquisition of AT&T.
    Metrocall's figures for 1996 and 1997 include the AT&T subscribers.

(3) Vodafone AirTouch does not report paging subscribers.

(4) Ameritech was acquired by SBC in 1999, which does not report paging
    subscribers.

(5) SkyTel was acquired by WorldCom, Inc. which does not report paging
    subscribers.

(6) American Paging was acquired by TSR Wireless, LLC, a privately held
    company in 1998.

(7) In September 2000, Teletouch acquired GTE's Texarkana paging
    operations. The Teletouch figures for 2000 include GTE's Texarkana
    subscribers.

(8) Paging Partners was acquired by Aquis Communications on March 31,
    1999.

#  {#section .unnumbered}

# Table 7: 1996 -- 2000 Revenues by Publicly-Held Company {#table-7-1996-2000-revenues-by-publicly-held-company .unnumbered}

  --------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------
  **[Company]{.underline}**   **[1996]{.underline}**   **[growth]{.underline}**   **[1997]{.underline}**   **[growth]{.underline}**   **[1998]{.underline}**   **[growth]{.underline}**   **[1999]{.underline}**   **[growth]{.underline}**   **[2000]{.underline}**

  Arch (1)                    \$1,794,567              5.05%                      \$1,885,209              1.28%                      \$1,909,343              -14.55 %                   \$1,631,547              -47.83%                    \$851,082

  Metrocall (2)               \$247,101                17.10%                     \$289,364                60.60%                     \$464,724                31.30%                     \$610,187                -7.90%                     \$561,983

  Vodafone AirTouch (3)       \$343,000                7.58%                      \$369,000                13.55%                     \$419,000                n/a                        n/a                      n/a                        n/a

  WebLink Wireless            \$221,592                25.36%                     \$277,778                12.19%                     \$311,652                4.34%                      \$325,165                -10.82%                    \$289,976

  SkyTel (4)                  \$330,239                14.27%                     \$377,366                28.87%                     \$486,304                n/a                        n/a                      n/a                        n/a

  American Paging (5)         \$104,187                -9.38%                     \$94,413                 n/a                        n/a                      n/a                        n/a                      n/a                        n/a

  Preferred Networks          \$11,734                 52.67%                     \$17,914                 9.23%                      \$19,567                 n/a                        \$17,033                 -17.19%                    \$14,105

  Teletouch (6)               \$31,725                 30.46%                     \$41,389                 9.11%                      \$45,159                 13.24%                     \$51,138                 10.66%                     \$56,591

  Paging Partners (7)         \$6,910                  31.24%                     \$9,069                  n/a                        \$9,902                  n/a                        n/a                      n/a                        n/a

  Aquis Communications        n/a                      n/a                        n/a                      n/a                        n/a                      n/a                        \$31,159                 -7.95%                     \$28,683
  --------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------ -------------------------- ------------------------

Sources: Information is based on publicly available documents such as
news releases, newspaper and periodical articles, company web pages, and
SEC filings.

Notes:

(1) The Arch figures are pro forma figures estimated to include
    MobileMedia's and PageNet's operations.

(2) The Metrocall figures are pro forma figures estimated to include
    ProNet's operations. AT&T did not separately report paging figures.

(3) Vodafone AirTouch does not report paging figures.

(4) SkyTel was acquired by WorldCom, Inc. which does not report paging
    figures.

(5) American Paging was acquired by TSR Wireless, LLC, a privately held
    company in 1998.

(6) In September 2000, Teletouch acquired GTE's Texarkana paging
    operations. The Teletouch figures for 2000 include GTE's Texarkana
    subscribers.

(7) Paging Partners was acquired by Aquis Communications on March 31,
    1999.

(8) On June 16, 2000, Aquis completed its acquisition of Suburban
    Connect and on February 1, 2000 the company completed its
    acquisition of SourceOne Paging. The Aquis figures for 2000 include
    Suburban Connect and SourceOne subscribers.

# Table 8: Advanced Messaging Services {#table-8-advanced-messaging-services .unnumbered}

+-------+-----------------------+---------------+-----+--------------+
| *     | **                    | **[Device]{   | *   | **[Monthly   |
| *[ISP | [Notes]{.underline}** | .underline}** | *[C | Cost]{.      |
| ]{.un |                       |               | ost | underline}** |
| derli |                       |               | ]{. |              |
| ne}** |                       |               | und |              |
|       |                       |               | erl |              |
|       |                       |               | ine |              |
|       |                       |               | }** |              |
+-------+-----------------------+---------------+-----+--------------+
| Arch  | Offers mobile e-mail, | Motorola      | \$  | Arch Webster |
|       | customized profile to | T900,         | 179 | 100          |
|       | personalize messages, | Motorola      | .95 |              |
|       | text messages up to   | PageWriter    |     | \$14.95 to   |
|       | 5,000 characters, and | 2000x         |     | \$39.95      |
|       | assured delivery      |               |     |              |
|       | where messages are    |               |     |              |
|       | stored for up to 96   |               |     |              |
|       | hours when the unit   |               |     |              |
|       | is turned off or      |               |     |              |
|       | outside coverage      |               |     |              |
|       | areas. Also offers    |               |     |              |
|       | the ability to        |               |     |              |
|       | download wireless     |               |     |              |
|       | applications          |               |     |              |
|       | including flight      |               |     |              |
|       | updates, ATM and      |               |     |              |
|       | restaurant locations  |               |     |              |
|       | and maps.             |               |     |              |
+-------+-----------------------+---------------+-----+--------------+
| Cin   | Offers quick response | RIM 950       | \$  | \$44.99      |
| gular | time, interactive     |               | 399 |              |
| I     | messaging. Special    |               |     |              |
| ntera | confirmation feature  |               |     |              |
| ctive | indicates messages    |               |     |              |
|       | are "delivered" and   |               |     |              |
|       | "read". Able to       |               |     |              |
|       | retrieve and manage   |               |     |              |
|       | e-mail messages from  |               |     |              |
|       | different sources.    |               |     |              |
|       | Can use the same      |               |     |              |
|       | e-mail address for    |               |     |              |
|       | handheld as used for  |               |     |              |
|       | desktop PC. Offers    |               |     |              |
|       | access to wireless    |               |     |              |
|       | Web content including |               |     |              |
|       | headlines, horoscopes |               |     |              |
|       | and weather           |               |     |              |
|       | forecasts.            |               |     |              |
+-------+-----------------------+---------------+-----+--------------+
| Mo    | Offers the eLink      | RIM 850       | \$  | \$24.95 to   |
| tient | wireless e-mail       |               | 399 | \$59.95      |
|       | service. ELink lets   |               |     |              |
|       | users send and        |               |     |              |
|       | receive real-time     |               |     |              |
|       | e-mail messages from  |               |     |              |
|       | virtually anywhere in |               |     |              |
|       | the United States. It |               |     |              |
|       | also acts as an       |               |     |              |
|       | inbox, information    |               |     |              |
|       | manager, pager and    |               |     |              |
|       | calendar.             |               |     |              |
+-------+-----------------------+---------------+-----+--------------+
| Metr  | Offers interactive    | Motorola      | \$  | \$29.95 to   |
| ocall | messaging, and the    | T900,         | 149 | \$59.95      |
|       | ability to send and   |               | .95 |              |
|       | receive e-mail. The   | RIM 850       |     |              |
|       | service can be        |               | \$  |              |
|       | integrated with       |               | 399 |              |
|       | desktop e-mail. Also, |               |     |              |
|       | user can access and   |               |     |              |
|       | customize Internet    |               |     |              |
|       | content.              |               |     |              |
+-------+-----------------------+---------------+-----+--------------+
| S     | Ability to send and   | Motorola      | \$  | SkyWord Plus |
| kyTel | receive e-mail        | PF1500,       | 135 |              |
|       | messages of up to     |               |     | \$29.95      |
|       | 2,000 characters.     | Glenayre      | \$  |              |
|       | Offers guaranteed     | AccessMate,   | 150 |              |
|       | delivery for storage  |               |     |              |
|       | up to 72 hours and    |               |     |              |
|       | nationwide coverage.  |               |     |              |
+-------+-----------------------+---------------+-----+--------------+
|       |                       | Glenayre      | \$1 | SkyWriter    |
|       |                       | AccessLink    | 95; |              |
|       |                       | II, Motorola  |     | \$24.95      |
|       |                       | Timeport      | \$3 |              |
|       |                       | T935,         | 99; |              |
|       |                       |               |     |              |
|       |                       | Motorola      | \$  |              |
|       |                       | Talkabout     | 180 |              |
|       |                       | T900          |     |              |
+-------+-----------------------+---------------+-----+--------------+
|       |                       | RIM 850       | \$  | ELink        |
|       |                       |               | 395 |              |
|       |                       |               |     | \$59.95      |
+-------+-----------------------+---------------+-----+--------------+
| We    | With WebLink Wireless | Motorola      | \   | \$19.95 to   |
| bLink | service, users are    | Talkabout     | $99 | \$29.95      |
| Wir   | able to send instant  | T900;         | .95 |              |
| eless | messages to other     | Timeport      |     |              |
|       | wireless devices or   | P935;         | \$  |              |
|       | to send e-mail to any | PageWriter    | 499 |              |
|       | Internet address.     | 2000x,        | .95 |              |
|       | Offers the ability to | Glenayre      |     |              |
|       | access Internet       | AccessLink II |     |              |
|       | content including     |               |     |              |
|       | news, sports, and     |               |     |              |
|       | weather.              |               |     |              |
+-------+-----------------------+---------------+-----+--------------+
| Ve    | Offers interactive    | Motorola      | \$  | \$12.95 to   |
| rizon | messaging and access  | Talkabout     | 124 | \$29.95      |
|       | to Internet content   | T900          | .95 |              |
|       | including news,       |               |     |              |
|       | weather, stock        |               |     |              |
|       | reports, sports       |               |     |              |
|       | updates and more.     |               |     |              |
+-------+-----------------------+---------------+-----+--------------+

Sources: Information is based on publicly available documents through
the end of 2000 such as news releases, newspaper and periodical
articles, company web pages, and SEC filings.

**Table 9: Handheld Devices with Mobile Internet Access**

  -------------------------------- -------------------------------- --------------------------- -------------------------
  **[Handheld/PDA]{.underline}**   **[Manufacturer]{.underline}**   **[Wireless Internet        **[Price]{.underline}**
                                                                    Connection]{.underline}**   

  Casio E-125                      Casio                            Nextcell Pocket Spider      \$549.99
                                                                    Modem                       

  Compaq iPAQ -series              Compaq                           PC Card Expansion Pack and  \$599
                                                                    Sierra Wireless Aircard 300 

  Visor -series                    Handspring                       Novatel Minstrel S wireless \$149-\$449
                                                                    modem, VisorPhone, or       
                                                                    Glenayre \@ctiveLink        
                                                                    advanced messaging module   

  HP Jornada -series               Hewlett-Packard                  Minstrel 540 wireless modem \$499

  Palm VII and VIIx                Palm                             Built-In Wireless           \$399 (\$299

  Palm III and V                   Palm                             Mobile phone or Novatel     \$329-\$349
                                                                    Minstrel wireless modem     

  Palm m105                        Palm                             Mobile phone                \$199

  RIM 850/950/857/957              Research in Motion               Built-In Wireless           \$399-\$499
  -------------------------------- -------------------------------- --------------------------- -------------------------

Sources: Information is based on publicly available documents through
the end of 2000 such as news releases, newspaper and periodical
articles, company web pages, and SEC filings.

**Table 10: Bluetooth-Enabled Devices**

+-------------+--------------------------------+----------------------+
| #########   | **[Product Name]{.underline}** | **[Product           |
| [Company]{. |                                | Type]{.underline}**  |
| underline}  |                                |                      |
| {#company . |                                |                      |
| unnumbered} |                                |                      |
+-------------+--------------------------------+----------------------+
| Ericsson    | R520m/R520mc                   | Mobile phone         |
+-------------+--------------------------------+----------------------+
|             | Bluetooth Headset              | Mobile phone         |
|             |                                | accessory            |
+-------------+--------------------------------+----------------------+
| Fujitsu     | Lifebook C-6632, Lifebook      | Mobile computers     |
|             | B-2547, or FMV BIBLIO NE7/#### |                      |
+-------------+--------------------------------+----------------------+
|             | Bluetooth Wireless Modem       | Computer accessory   |
|             | Access Point                   |                      |
+-------------+--------------------------------+----------------------+
| IBM         | Bluetooth PC-Card              | Computer accessory   |
+-------------+--------------------------------+----------------------+
| Motorola    | Bluetooth PC-Card              | Computer accessory   |
+-------------+--------------------------------+----------------------+
|             | Timeport 270                   | Mobile phone         |
+-------------+--------------------------------+----------------------+
| NEC Corp.   | Bluetooth Printer Adaptor      | Computer accessory   |
+-------------+--------------------------------+----------------------+
| Siemens     | Bluetooth MPI-Adapter          | Mobile phone         |
|             |                                | accessory            |
+-------------+--------------------------------+----------------------+
| Sony        | Notebook Computers PCG-1524    | Mobile computers     |
|             | and PCG-3314                   |                      |
+-------------+--------------------------------+----------------------+
| Toshiba     | Bluetooth PC-Card              | Computer accessory   |
+-------------+--------------------------------+----------------------+
|             | Bluetooth Data Projector Kit   | Office equipment     |
+-------------+--------------------------------+----------------------+
| WIDCOMM     | BlueConnect                    | Computer accessory   |
+-------------+--------------------------------+----------------------+
| Xircom      | RealPort 2 Bluetooth Adapter   | Computer accessory   |
+-------------+--------------------------------+----------------------+

Sources: The information provided above is illustrative of the qualified
Bluetooth-enabled devices available from equipment manufacturers and
should not be considered an exhaustive list. Information is based on the
Bluetooth Qualification web site:
\<http://qualweb.opengroup.org/Template.cfm?LinkQualified=QualifiedProducts\>.

**Table 11: Telemetry Services**

  --------------------------- ------------------------------------------------------
  **[Company]{.underline}**   **[Status]{.underline}**

  Schlumberger                5 million wireless telemetry customers in North
                              America connected as of February 2001.

  Itron                       Offers AMR exclusively; had shipped 17 million AMR
                              units at YE 2000 (10 percent increase from YE 1999) to
                              over 650 utilities.

  Aeris's MicroBurst          Leases the control channel of cellular networks from
                              cellular carriers covering 98 percent of United
                              States. During 2000, Aeris signed agreements with the
                              following telemetry providers: SupplyNet
                              Communications for the inventory and logistics
                              management of liquid and gas filled tanks (allows
                              distributors to remotely monitor the storage
                              conditions and content levels of tanks); Telemetry
                              Technologies for mobile asset tracking, automatic
                              meter reading, and petrochemical asset, tank, and
                              generator monitoring; LoJack to pinpoint the locations
                              of vehicles and provide motorists with services such
                              as emergency roadside assistance, remote door unlock,
                              and E911; and the DPL Group to provide telemetry
                              services for DPL's vending machine and vehicle fleet
                              monitoring devices.

  Cellemetry Data Service     Operating unit of NumereX Technologies; leases
                              capacity from cellular carriers covering 99 percent of
                              U.S. cellular markets. Provides two-way, wireless data
                              connectivity for a variety of machine-to-machine
                              communications that remotely monitor, measure, or
                              track fixed and mobile assets. Remote monitoring
                              equipment manufacturer, OmniMetrix, uses Cellemetry
                              network to provide Caterpillar with wireless remote
                              status and location monitoring for its fixed and
                              mobile generator sets. Cellemetry signed agreements
                              with Advanced Monitoring & Control, Inc. to provide
                              monitoring of natural gas transport pipelines, and
                              with Eberwhite Data Technologies, Inc. to monitor
                              various attributes of liquid and gas storage tanks.

  WebLink Wireless Inc.       Its telemetry business unity, Wireless Control
                              Systems, sells the use of its narrowband PCS spectrum
                              for remote monitoring services; has contracts to
                              deploy security alarm monitoring and HVAC control
                              systems.

  Motient                     Offers telemetry services such as AMR, asset tracking,
                              and vending machine monitoring.

  Cingular Interactive        Resells network to telemetry providers, such as alarm,
                              billboard sign, and vending machine monitoring
                              companies. EverTrac, Inc., a joint venture of Computer
                              Associates International, Inc. and United
                              Microelectronics Corporation, will use Cingular
                              Interactive network to send fleet vehicle data, such
                              as fuel consumption, mileage and location, from
                              vehicles to offices.

  SkyTel Reflex Telemetry     Offers telemetry services for nearly any type of
  Services                    machine measurement system. Uses narrowband PCS
                              spectrum, satellite backhaul, and CreataLink2 XT
                              wireless data transceiver devices to monitor and
                              transmit remote data for its customers. Data transfer
                              speeds are 25.6 kbps.
  --------------------------- ------------------------------------------------------

Sources: Information is based on publicly available documents such as
news releases, newspaper and periodical articles, company web pages, and
SEC filings.

**APPENDIX E:**

**MAPS**

**[Table of Contents]{.underline}**

Map 1: Mobile Telephone Operator Coverage Estimated by County E-2

Map 2: Estimated Rollout with Any Digital Coverage E-3

Map 3: Estimated Rollout with CDMA-Based Coverage E-4

Map 4: Estimated Rollout with TDMA-Based Coverage E-5

Map 5: Estimated Rollout with GSM-Based Coverage E-6

Map 6: Estimated Rollout with iDEN-Based Coverage E-7

Map 7: Lowerband Fixed Wireless Internet Access Rollout Estimated by
County E-8

Map 8: Rollout of Fixed Wireless Internet Access via Unlicensed Spectrum
E-9

Map 9: U.S. Markets with Upperband Fixed Wireless Deployment. E-10

**Map 1**

![](media/image3.png){width="6.49375in" height="8.403472222222222in"}

**Map 2**

![](media/image4.png){width="6.49375in" height="8.403472222222222in"}

**Map 3**

![](media/image5.png){width="6.49375in" height="8.403472222222222in"}

**Map 4**

![](media/image6.png){width="6.49375in" height="8.403472222222222in"}

**Map 5**

![](media/image7.png){width="6.49375in" height="8.403472222222222in"}

**Map 6**

![](media/image8.png){width="6.49375in" height="8.403472222222222in"}

**Map 7**

![](media/image9.jpeg){width="6.49375in" height="8.403472222222222in"}

**Map 8**

![](media/image10.jpeg){width="6.49375in" height="8.403472222222222in"}

**Map 9**

![](media/image11.jpeg){width="6.49375in" height="8.403472222222222in"}

[^1]: Commercial Mobile Services came to be known by the Commission as
    the Commercial Mobile Radio Services, or "CMRS."

[^2]: The Omnibus Budget Reconciliation Act of 1993, Pub. L. No. 103-66,
    Title VI, § 6002(b), amending the Communications Act of 1934 and
    codified at 47 U.S.C. § 332(c).

[^3]: *Id.* codified at 47 U.S.C. § 332(c)(1)(C).

[^4]: This report, like the others before it, discusses CMRS as a whole
    because Congress called on the Commission to report on "competitive
    market conditions with respect to commercial mobile services." 47
    U.S.C. § 332 (c)(1)(C). Any individual proceeding in which the
    Commission defines relevant product and geographic markets, such as
    an application for approval of a license transfer, may present facts
    pointing to narrower or broader product markets than any used,
    suggested, or implied in this report.

[^5]: 47 CFR §20.9.

[^6]: *See, e.g.,* Section II.A.2.b, Satellite Operators, *infra*, which
    includes a discussion of satellite services that are regulated as
    commercial mobile radio services as well as satellite services that
    may compete with CMRS, even though they are not subject to the CMRS
    rules.

[^7]: Implementation of Section 6002(b) of the Omnibus Budget
    Reconciliation Act of 1993, Annual Report and Analysis of
    Competitive Market Conditions with Respect to Commercial Mobile
    Services, *Fifth Report*, 15 FCC Rcd 17660 (2000) ("*Fifth
    Report*"). A copy of the *Fifth Report* that includes color versions
    of the maps may be found on the Commission's Internet site at
    \<http://www.fcc.gov/wtb/reports/fc000289.pdf\>.

[^8]: This report defines the mobile telephone segment to include the
    provision of mobile telephony services by cellular, broadband
    Personal Communications Services ("broadband PCS"), and digital
    Specialized Mobile Radio ("SMR") operators.

[^9]: Mobile data service is the delivery of non-voice information to a
    mobile device and includes everything from paging messages to web
    access on a mobile phone to e-mail delivery. Participants include
    both CMRS and non-CMRS providers, many of whom also offer mobile
    telephony services.

[^10]: A number of providers continue to provide both commercial and
    private dispatch services at 800 MHz, 900 MHz, 220 MHz, 217-219 MHz,
    and 450-470 MHz. *See* Applications of Motorola, Inc.; Motorola SMR,
    Inc.; and Motorola Communications and Electronics, Inc. Assignors;
    and FCI 900, Inc., Assignee; for Consent to Assignment of 900 MHz
    Specialized Mobile Radio Licenses, *Order*, DA 01-947 (rel. Apr. 17,
    2001) ("*Motorola Order*"). Dispatch and SMR are often used
    interchangeably, although SMR refers to specific spectrum ranges.
    *See* Section A.(i), Spectrum Allocation, *infra*.

[^11]: *See* Dan Meyer, *The Winds Of Change: Southern LINC, Nextel
    Partners Define Their Roles In Market*, [RCR Radio Communications
    Report]{.smallcaps}, Nov. 13, 2000; and note Error: Reference source
    not found, *infra*. *See also*, *Motorola Order*, at ¶12. The
    Wireless Telecommunications Bureau noted in that Order that it
    recognized 'the increasing convergence of CMRS services' and that it
    "may well adopt a broader market definition in reviewing future
    transactions." Nothing in this report should be construed as the
    Commission taking such action on that market definition.

[^12]: *See* Section II.A.1.a(iii)(a), Combinations, Sales, and License
    Swaps, *infra*.

[^13]: *See* Section II.c, Continued Rise of Digital, *infra*.

[^14]: Generally, "footprint" is an industry term of art referring to
    the total geographic area in which a wireless provider offers
    service or is licensed to offer service.

[^15]: *See* Section II.A.1.a(iii)(a), Combinations, Sales, and License
    Swaps, *infra*.

[^16]: *See* Section II.b, Mobile Telephone Operator Offerings, *infra*.
    Unless otherwise noted, the terms "wireless web" and "mobile web"
    are used throughout the Introduction and Section B, Mobile Data, to
    mean mobile Internet access via mobile telephone handsets.

[^17]: *Id*. Because some mobile telephone carriers offer mobile
    Internet access without a separate subscription beyond voice
    service, the term "users" is used instead of "subscribers." Mobile
    telephone carriers generally define their mobile Internet "users" as
    customers who have connected to the Internet using their mobile
    handsets within a certain period of time.

[^18]: *See* Section II.a, Paging/Messaging, *infra*.

[^19]: *See* Section II.c, Handheld Devices, *infra*.

[^20]: All of the data in this report are taken from publicly available
    sources. These sources include: trade associations, securities
    analysts, company releases and web sites, filings with the SEC,
    newspaper and periodical articles, and certain materials made
    available to the Commission that were prepared by research companies
    and consultants that study various aspects of the wireless industry.
    The accuracy of the data from these materials, however, was not
    independently verified by the Commission. The inclusion of these
    data in this report does not constitute a representation or warranty
    by the Commission of their accuracy or completeness.

[^21]: *See* Appendix C, Table 1, at C-2. The nationwide penetration
    rate is calculated by dividing total mobile telephone subscribers by
    the total U.S. population. According to the 2000 Census, the
    population of the United States on April 1, 2000 was 283.0 million.
    In 1999, the U.S. population was estimated to be 271.0 million.
    *See* *Fifth Report*, at 17663. The 1999 population estimate appears
    to be lower than what the actual population was at that time.
    Therefore, a comparison of the 1999 and 2000 penetration rates would
    make the rate of increase in wireless penetration look lower than it
    actually was.

[^22]: *See* Section A.(v), Market Entry, *infra*, for a detailed
    discussion.

[^23]: *See* Appendix C, Table 4, at C-5.

[^24]: *Id.*

[^25]: *Id.*

[^26]: The four main digital technologies used in the United States are:
    Code Division Multiple Access ("CDMA"), Global System Mobile
    Communications ("GSM"), integrated Digital Enhanced Network
    ("iDEN"), and Time Division Multiple Access ("TDMA").

[^27]: *See* Section II.c, Continued Rise of Digital, *infra*, for a
    detailed discussion.

[^28]: *See* Section II.d, Pricing Data and Trends, *infra*, for a
    detailed discussion of price competition.

[^29]: *Id.*

[^30]: *Id.*

[^31]: *See* Section 3, Developing Mobile Data Services, *infra*.

[^32]: 3G generally refers to high-speed advanced mobile services and
    the technologies that will make such services available. 3G speeds
    are expected to reach 2 Mbps from a fixed location, 384 kbps at
    pedestrian speeds, and 144 kbps at traveling speeds of 100
    kilometers per hour. *See Fifth Report*, at 17695. "2.5G" refers to
    the interim technologies that carriers will use while migrating from
    their current 2G technologies of CDMA, TDMA, GSM, and iDEN to 3G
    technologies. Some members of the wireless industry label certain
    technologies as "3G," while others label the same technology as
    "2.5G." Therefore, it is difficult to place the next generation of
    network technologies into catergories, but the 2.5G and 3G
    technologies include General Packet Radio Service ("GPRS"), Enhanced
    Data rates for GSM Evolution ("EDGE"), Wideband CDMA ("WCDMA"),
    cdma2000 1X, cdma2000 1XEV, and cdma2000 3XRTT. WCDMA is also known
    as UMTS (Universal Mobile Telecommunications System). The general
    migration path for GSM and TDMA carriers is to implement GPRS, then
    possibly EDGE and eventually WCDMA, while the current CDMA carriers
    will likely deploy the cdma2000 technologies. *See* Section II.c, 3G
    Developments, *infra*.

[^33]: *See* Section II.c, 3G Developments, *infra*. These carriers
    include the six nationwide mobile telephone carriers discussed in
    Section A.(iii), Building Nationwide Networks, *infra*.

[^34]: *See* Implementation of Section 6002(b) of the Omnibus Budget
    Reconciliation Act of 1993, Annual Report and Analysis of
    Competitive Market Conditions with Respect to Commercial Mobile
    Services, *Fourth Report*, 14 FCC Rcd 10145 (1999) ("*Fourth
    Report*"), at 10151-10152, and *Fifth Report*, at 17668.

[^35]: As codified at 47 C.F.R. §§ 22.900, 24.200, 90.601.

[^36]: The first auction was for two license blocks of 30 megahertz
    each. *FCC Grants 99 Licenses For Broadband Personal Communications
    Services In Major Trading Areas,* News Release, Federal
    Communications Commission, June 23, 1995. The Commission has had
    five additional broadband PCS auctions. *See* Federal Communications
    Commission, *Completed Auctions* (visited Apr. 13, 2001)
    \<<http://www.fcc.gov/wtb/auctions/serv8.html>\>. Three licenses
    were also awarded as part of a pioneer preference program in 1994.
    *Three Pioneer Preference PCS Applications Granted*, News Release,
    Federal Communications Commission, Dec. 14, 1994.

[^37]: *See* Section A.(iv), Auction No. 35, *infra*.

[^38]: The Commission's broadband PCS allocation includes 20 megahertz
    of spectrum at 1910 MHz - 1930 MHz for unlicensed broadband PCS.
    Unlicensed broadband PCS is used for short-range communications such
    as local area networks in offices. Such systems operate with very
    low power and have a limit on the duration of transmissions.

[^39]: Major Trading Areas are Material Copyright (c) 1992 Rand McNally
    & Company. Rights granted pursuant to a license from Rand McNally &
    Company through an arrangement with the Federal Communications
    Commission. Rand McNally's MTA specification contains 47 geographic
    areas covering the 50 states and the District of Columbia. For its
    spectrum auctions, the Commission has added three MTA‑like areas:
    Guam and the Northern Mariana Islands, Puerto Rico and the U.S.
    Virgin Islands, and American Samoa. In addition, Alaska was
    separated from the Seattle MTA into its own MTA‑like area. MTAs are
    combinations of two or more Basic Trading Areas ("BTAs"). BTAs are
    Material Copyright (c) 1992 Rand McNally & Company. Rights granted
    pursuant to a license from Rand McNally & Company through an
    arrangement with the Federal Communications Commission. BTAs are
    geographic areas drawn based on the counties in which residents of a
    given BTA make the bulk of their shopping goods purchases. Rand
    McNally's BTA specification contains 487 geographic areas covering
    the 50 states and the District of Columbia. For its spectrum
    auctions, the Commission added additional BTA-like areas for:
    American Samoa; Guam; Northern Mariana Islands; San Juan, Puerto
    Rico; Mayagüez/Aguadilla‑Ponce, Puerto Rico; and the U.S. Virgin
    Islands.

[^40]: In June 1998, broadband PCS C block licensees were permitted to
    elect to disaggregate their licenses and return 15 megahertz of C
    block spectrum to the Commission. As a result, a number of licensees
    elected to disaggregate some or all of their licenses, creating some
    BTAs with seven broadband PCS spectrum licenses. *See* Amendment of
    the Commission's Rules Regarding Installment Payment Financing for
    Personal Communications Services (PCS) Licensees, *Second Report and
    Order and Further Notice of Proposed Rule Making*, 12 FCC Rcd 16436
    (1997); Amendment of the Commission's Rules Regarding Installment
    Payment Financing for Personal Communications Services (PCS)
    Licensees, *Order on Reconsideration of the Second Report and
    Order*, 13 FCC Rcd 8345 (1998). See also Section A.(iv), Auction No.
    35, *infra*, for additional recent changes.

[^41]: The "900 MHz" SMR band refers to spectrum allocated in the
    896-901 and 935-940 MHz bands; the "800 MHz" band refers to spectrum
    allocated in the 806-824 and 851-869 MHz bands. *See* 47 C.F.R.
    §90.603; *see also* 47 C.F.R. § 90.7 (defining "specialized mobile
    radio system").

[^42]: The Commission has had four auctions for SMR licenses. Federal
    Communications Commission, *Completed Auctions* (visited Apr. 4,
    2001) \<http://www.fcc.gov/wtb/auctions/serv8.html#completed\>.

[^43]: Five megahertz in the 900 MHz band (200 paired channels x 12.5
    kHz/channel). *See* 47 C.F.R. §90.617, Table 4B. 21.5 megahertz in
    the 800 MHz band: 14 megahertz in the 800 SMR Service (280 paired
    channels x 25 kHz/channel) and 7.5 megahertz in the 800 MHz General
    Category (150 paired channels x 25 kHz/channel). *See* 47 C.F.R.
    §90.615, Table 1 (SMR General Category) and 47 C.F.R. §90.617, Table
    4A (SMR Service). The Commission has also recently amended its rules
    to allow Business and Industrial/Land Transportation licensees in
    the 800 MHz band to use their spectrum for CMRS operations under
    certain conditions. Implementation of Sections 309(j) and 337 of the
    Communications Act of 1934 as Amended Promotion of Spectrum
    Efficient Technologies on Certain Part 90 Frequencies; Establishment
    of Public Service Radio Pool in the Private Mobile Frequencies Below
    800 MHz; Petition for Rule Making of The American Mobile
    Telecommunications Association, *Report and Order and Further Notice
    of Proposed Rule Making*, FCC 00-403 (rel. Nov. 20, 2000), at ¶¶
    110-111. This could make up to five megahertz of additional spectrum
    available for digital SMR providers: 2.5 megahertz in the
    Industrial/Land Transportation Category (50 paired channels x 25
    kHz/channel) and 2.5 megahertz in the Business Category (50 paired
    channels x 25 kHz/channel). *See* 47 C.F.R. §90.617, Tables 2A and
    3A.

[^44]: *Principles for Reallocation of Spectrum to Encourage the
    Development of Telecommunications Technologies for the New
    Millennium,* Policy Statement*,* 14 FCC Rcd 19868 (1999); *see also*
    Applications of Various Subsidiaries and Affiliates of Geotek
    Communications, Inc. and FCI 900, Inc., *Memorandum Opinion and
    Order*, 15 FCC Rcd 790 (2000), at ¶ 25.

[^45]: Dispatch services allow two-way, real-time, voice communications
    between fixed units and mobile units (*e.g.*, between a taxicab
    dispatch office and a taxi) or between two or more mobile units
    (*e.g.*, between a car and a truck). See *Fifth Report,* at
    17727-17728, for a detailed discussion.

[^46]: *See* The Strategis Group, [The State of the SMR Industry: Nextel
    and Dispatch Communications]{.smallcaps} (Sept. 2000), at 57; The
    Strategis Group, [U.S. Dispatch Markets]{.smallcaps} (Jan. 2000)
    at 1. *See also* *Motorola Order*, at ¶ 13.

[^47]: According to Nextel, "\[We are\] referred to as an 'SMR provider'
    . . ., although \[our\] services compete directly with and are
    regulated virtually identically to those of cellular and PCS
    providers." Nextel, Automatic and Manual Roaming Obligations
    Pertaining to Commercial Mobile Radio Services, *Comments*, WT
    Docket No. 00-193, at note 4. However, in comparison with cellular
    and broadband PCS providers, digital SMR providers are more focused
    on the business than the individual consumer market. *See,* e.g.*,*
    Nextel Communications, Inc., SEC Form 10-Q, Nov. 14, 2000, at 16.

[^48]: "Trunked" dispatch, which refers to dispatch offered on systems
    allowing automatic sharing of multiple radio channels, is available
    on spectrum allocated in the 217-219, 220-222, and 450-470 MHz
    frequency bands. *See Motorola Order*, at ¶¶ 18-20 for a detailed
    discussion.

[^49]: *Id*., at ¶ 22.

[^50]: Some markets may have fewer licensees because certain auction
    winners have defaulted on payments to the Commission, because some
    licensees returned their licenses, or because some licenses went
    unsold in auction.

[^51]: 47 CFR § 24.714 (PCS); 47 CFR § 22.948 (cellular); 47 CFR §
    22.948; 47 CFR § 90.813, § 90.911 (auctioned SMR).

[^52]: In addition, the Commission's rules limit an entity from having
    cross-interests in cellular licenses on both blocks within a
    geographic area. 47 CFR § 22.942.

[^53]: No more than 10 megahertz of SMR spectrum is attributable to an
    entity under the cap. 47 CFR § 20.6(b).

[^54]: 47 CFR § 20.6(a). The Commission is currently reviewing whether
    it should alter its spectrum cap rules. 2000 Biennial Regulatory
    Review Spectrum Aggregation Limits for Commercial Mobile Radio
    Services, *Notice of Proposed Rulemaking*, WT Docket No. 01-14 (rel.
    Jan 23, 2001).

[^55]: PCS and cellular networks are both "cellular" systems, since both
    divide service regions into many small areas called "cells." Cells
    can be as small as an individual building or as big as 20 miles
    across, or any size in between. Each cell is equipped with its own
    radio transmitter/receiver antenna. Service regions are divided into
    cells so that individual radio frequencies may be used over and over
    again in different cells ("frequency reuse"), allowing for more
    calls in the system. When a person makes a call on a wireless phone,
    the message is transmitted to the nearest antenna, which connects
    with the local phone network. When a person is using a wireless
    phone and approaches the boundary of one cell, the wireless network
    senses that the signal is becoming weak and automatically hands off
    the call to the antenna in the next cell. US Unwired, *About
    Cellular* (visited Mar. 8, 2001)
    \<<http://www.usunwired.com/wireless/cellular/cellular.cfm>\>. SMR
    and cellular/broadband PCS convergence is not discussed here because
    no mobile telephony operator uses cellular or broadband PCS spectrum
    in addition to SMR spectrum.

[^56]: Dan Meyer, *Analog Service Not Fading Away*, [RCR Wireless
    News]{.smallcaps}, Jan 18, 2001, at 18; *see* *also* Verizon
    Wireless, Inc., SEC Form S-1, Aug. 24, 2000, at 84. *See* Section B,
    Mobile Data, *infra*.

[^57]: Verizon Wireless is a joint venture of Verizon Communications,
    Inc. ("Verizon") and Vodafone Group PLC ("Vodafone"). Verizon owns
    55 percent of Verizon Wireless, and Vodafone owns 45 percent.

[^58]: Cingular Wireless is a subsidiary of Cingular, LLC ("Cingular"),
    a joint venture of SBC Communications, Inc. ("SBC") and BellSouth
    Corporation ("BellSouth"). *See* Section II.A.1.a(iii)(a),
    Combinations, Sales, and License Swaps, *infra*.

[^59]: *See* Section II.c, Continued Rise of Digital, *infra*. It should
    be noted that companies with both types of licenses do not manage
    their business along spectrum divisions. *See*, e.g., *AT&T Wireless
    Group Earnings Commentary*, AT&T Wireless, Jan. 29, 2001, at 6,
    *available at* \<http://www.att.com/wirelessir/pdf/004q_cmnt.pdf\>.

[^60]: Operators with cellular and PCS licenses in the same area need
    phones that can operate on analog cellular networks (800 MHz),
    cellular networks converted to digital (800 MHz), and digital PCS
    networks (1900 MHz).

[^61]: Sprint PCS is a wholly owned tracking group of Sprint Corp.
    ("Sprint").

[^62]: *See Fifth Report*, at 17669. When an operator is described as
    being "nationwide," it does not necessarily mean that the operator's
    license areas, service areas, or pricing plans cover the entire land
    area of the United States. The six mobile telephony carriers that
    analyst reports typically describe as nationwide all offer service
    in at least some portion of the western, Midwestern, and eastern
    United States. *See* Colette Fleming, Mark Kinarney, and Rohit
    Sharma, *The Urge to Merge -- 2000*, Morgan Stanley Dean Witter, May
    22, 2000, at 4-5.

[^63]: *See* *Fifth Report*, at 17669, *but see* Section
    II.A.1.a(iii)(a), Combinations, Sales, and License Swaps, *infra*.

[^64]: For a discussion of DOR plans, *see* *Fifth Report*, at
    17675-17676; *Fourth Report*, at 10155-10156.

[^65]: *See* Section A.(i), Developments in Pricing Plans, *infra*.

[^66]: The Commission must consent to the transfer of control or
    assignment of all spectrum licenses used to provide wireless
    telecommunications services. 47 CFR §1.948. The Commission has
    reviewed thousands of wireless transactions in addition to the ones
    discussed below. In 2000, the Commission received 2,510 applications
    involving either the assignment of licenses or the transfer of
    control of entities holding licenses. In all, these applications
    involved 32,047 wireless licenses. On average, the Commission
    received 210 such applications a month, and, on average, the
    Commission acted on these transactions within 66 days of their
    appearance on public notice as accepted for filing (or within 50
    days of receipt, if the particular application was not required to
    be placed on public notice).

[^67]: For a more complete discussion of the motivations for this
    phenomenon, s*ee Fourth Report*, at 10159-10160.

[^68]: The wireless assets of Bell Atlantic Corp., GTE Corp. ("GTE"),
    PrimeCo Personal Communications, and CommNet Cellular, Inc., along
    with the U.S. wireless assets of Vodafone, became part of Verizon
    Wireless; and Omnipoint Corp. and Aerial Communications, Inc. became
    part of VoiceStream. *See Fifth Report*, at 17669-17670.

[^69]: The joint venture between SBC and BellSouth was announced in
    April 2000. *BellSouth, SBC Create 2nd Largest Wireless Company With
    \$10.2 Billion in Revenues*, News Release, BellSouth, Apr. 5, 2000.

[^70]: *See* Combinations Section, *infra*.

[^71]: *It\'s Cingular. New Nationwide Wireless Service Is Born: Joint
    Venture of SBC and BellSouth Becomes Single Source for Nationwide
    Wireless Voice, Internet and Data Services*, News Release, Cingular
    Wireless, Oct. 5, 2000.

[^72]: POPs is an industry term referring to population, usually the
    number of people covered by a given wireless license or footprint.
    One "POP" equals one person.

[^73]: *It\'s Cingular. New Nationwide Wireless Service Is Born: Joint
    Venture of SBC and BellSouth Becomes Single Source for Nationwide
    Wireless Voice, Internet and Data Services*, News Release, Cingular
    Wireless, Oct. 5, 2000.

[^74]: *Id*.; Application of SBC Communications Inc. and Bellsouth
    Corporation for Consent to Transfer of Control or Assignment of
    Licenses and Authorizations, *Memorandum Opinion and Order*, DA
    00-2223 (rel. Sept. 29, 2000), at ¶ 7.

[^75]: *See* Section II.a, Foreign Investment in U.S. Mobile Operators,
    *infra*, for a discussion of the Deutsche Telekom/VoiceStream
    merger.

[^76]: Powertel held wireless licenses in areas where VoiceStream did
    not market its wireless services. *Powertel to be Acquired:
    VoiceStream Coverage to Expand to More Than 245 Million Potential
    U.S. Wireless Customers*, News Release, VoiceStream, Aug. 27, 2000.

[^77]: *VoiceStream Wireless Announces 2000 Financial Results*, News
    Release, VoiceStream, Feb. 14, 2001.

[^78]: *See* Appendix C, Table 3, at C-4.

[^79]: *Verizon Wireless to Purchase Price Communications Wireless for
    \$2.06 Billion*, News Release, Verizon Wireless, Nov. 15, 2000.

[^80]: According to Verizon Wireless, the deal will significantly
    enhance the footprint and customer base of Verizon Wireless
    operations in the Southeast. *Id*.

[^81]: Nextel Communications, Inc., SEC Form 10-Q, Nov. 14, 2000, at 13.

[^82]: *Id*.

[^83]: *Verizon Wireless Completes Purchase Of 20 PCS Licenses In Six
    States From ALLTEL*, News Release, Verizon Wireless, Feb. 20, 2001.

[^84]: *Cingular, VoiceStream to Swap Wireless Spectrum Covering Over 35
    Million People*, News Release, VoiceStream and Cingular Wireless,
    Nov. 2, 2000.

[^85]: The New York MTA covers all five boroughs of New York City, all
    of Long Island, as well as parts of upstate New York, northeast
    Pennsylvania, New Jersey, and parts of Connecticut. Through this
    transaction, Cingular Wireless gains access to an additional 19
    million POPs in the New York metropolitan area. *Cingular,
    VoiceStream to Swap Wireless Spectrum Covering Over 35 Million
    People*, News Release, VoiceStream and Cingular Wireless, Nov. 2,
    2000.

[^86]: *See* Wireless Telecommunications Bureau Assignment of
    Authorization and Transfer of Control Appplications Action, *Public
    Notice*, Report No. 885 (rel. June 13, 2001), at 11-12.

[^87]: *AT&T Wireless To Exchange PCS Spectrum With Sprint*, News
    Release, AT&T, Nov. 3, 2000.

[^88]: *See* AT&T Wireless PCS,LLC, Application for Consent to
    Assignment of Licenses, FCC File No. 0000439317 (filed Apr. 26,
    2001) (Exhibit 1: *Explanation of Transaction and Public Interest
    Statement* ).

[^89]: *Id*.

[^90]: In addition, Motorola, Inc. ("Motorola") received consent to
    transfer 59 900 MHz licenses to Nextel in April 2001. *Motorola
    Order*.

[^91]: Wireless Telecommunications Bureau Grants Consent for Assignment
    of Licenses from Mobex License Company to Nextel Communications,
    Inc., *Public Notice*, DA 01-493 (rel. Feb 22, 2001) (800 MHz
    licenses); Wireless Telecommunications Bureau Grants Consent to
    Assign 900 MHz SMR Licenses, *Public Notice*, DA 01-515 (Feb. 27,
    2001) (900 MHz licenses).

[^92]: *Nextel to Purchase SMR Spectrum From Arch Wireless*, News
    Release, Nextel, Jan. 24, 2001. Arch had acquired the licenses from
    PageNet when it bought that company in November 2000. *Arch Wireless
    Completes Merger with PageNet*, News Release, Arch, Nov. 20, 2000.
    *See also* Arch Wireless and Nextel Communications, Inc. Seek
    Consent to Assign 900 MHz SMR Licenses, *Public Notice*, DA 01-499
    (rel. Feb 26, 2001).

[^93]: In the 800 MHz and 900 MHz bands. *Nextel Reports Record Year
    2000 Financial Results*, News Release, Nextel, Feb. 16, 2001.

[^94]: Leap Wireless International, Inc., SEC Form 10-K, Mar. 2, 2001,at
    31-32

[^95]: *TeleCorp and Tritel Complete Merger Creating Top Ten Wireless*,
    News Release, TeleCorp, Nov. 13, 2000. In a separate transaction,
    TeleCorp and AT&T Wireless completed an exchange of wireless
    properties and rights to acquire additional wireless properties in a
    move to improve the respective service areas of both companies.
    TeleCorp received licenses covering approximately 4 million people
    in Wisconsin and Iowa. In return, AT&T Wireless received TeleCorp's
    wireless systems in New England, including Worcester and Cape Cod,
    Massachusetts, and southern New Hampshire, covering a population
    base of approximately 1.9 million people. As a result of the
    completion of these transactions, TeleCorp's licensed service area
    increased by a net amount of approximately 18 million people. Taken
    as a whole, TeleCorp's business now includes PCS licenses covering
    approximately 35 million people. *Id*.

[^96]: In a change from the *Fifth Report*, VoiceStream is no longer
    discussed in this section because it has acquired from its primary
    affiliate, Cook Inlet, the overwhelming majority of licenses in
    which the two companies shared interests. *VoiceStream, Cook Inlet
    Complete License Swap*, News Release, VoiceStream, Dec. 12, 2000.
    *See also,* *Fifth Report*, at 17687-17688.

[^97]: *See* Section A.(ii), Roaming, *infra*, for a definition and
    detailed discussion of roaming.

[^98]: "For example, to facilitate rapid deployment of its network
    throughout suburban, tertiary and rural areas of the country and
    move towards more ubiquitous nationwide service, Nextel entered into
    an agreement with Nextel Partners . . . to construct iDEN coverage
    using Commission licensed frequencies disaggregated by Nextel to
    \[Nextel Partners\], and offering its services to the public under
    the Nextel brand according to strict service quality standards."
    Nextel, Automatic and Manual Roaming Obligations Pertaining to
    Commercial Mobile Radio Services, *Comments*, WT Docket No. 00-193,
    at note 20.

[^99]: Cincinnati Bell Wireless is a joint venture of Broadwing, Inc.
    ("Broadwing") and AT&T Wireless, in which AT&T Wireless owns 19.9
    percent and Broadwing owns the remaining 80.1 percent. Broadwing,
    Inc., SEC Form 10-K, Mar. 16, 2001, at 4.

[^100]: Cincinnati Bell Wireless services are sold under the Cincinnati
    Bell Wireless brand name.

[^101]: Dobson Communications Corp., SEC Form 8-K, Mar. 9, 2000, at 2.
    On May 30, 2000, AT&T and Dobson entered into an agreement to expand
    the operations of the joint venture into northeastern Oklahoma and
    several adjacent counties in Kansas. Under this agreement, AT&T
    contributed PCS licenses to the joint venture. Dobson Communications
    Corp., SEC Form 10-Q, Nov. 14, 2000, at 18.

[^102]: DCC PCS, Inc., Auction No. 35, FCC Form 601, Exhibit A
    (submitted Feb 21, 2001). AT&T has stated that it is evaluating its
    relationship with Dobson. *AT&T Will Continue to Evaluate Dobson
    Stake*, Yahoo! News, Feb. 20, 2001
    \<<http://biz.yahoo.com/rf/010220/n20434866.html>\>.

[^103]: Margo McCall, *Market Madness Hinders Wireless Conso*lidation,
    [Wireless Week]{.smallcaps}, Apr. 9, 2001, at 15. Two Sprint PCS
    affiliates - Bright Personal Communications Services, Inc. and
    Horizon Personal Communications, Inc. -- merged in June 2000.
    *Bright PCS and Horizon PCS Sign Agreement to Form Largest Sprint
    PCS Network Partner*, News Release, Telephone Service Company, June
    16, 2000. Three other Sprint PCS affiliates, Washington Oregon
    Wireless, Roberts Wireless Communications, and Southwest PCS
    Holdings, Inc. merged into a fourth affiliate, Alamosa Holdings,
    Inc. ("Alamosa"). *Alamosa PCS Becomes Largest Sprint PCS Network
    Partner With Completion of The Roberts Wireless and Washington
    Oregon Wireless Mergers*, News Release, Alamosa, Feb. 14, 2001;
    *Alamosa Closes Third Network Partner Transaction*, News Release,
    Alamosa, Apr. 2, 2001. *See also* note Error: Reference source not
    found.

[^104]: *See*, *e.g.*, US Unwired Inc., SEC Form 4249(B)(1), May 17,
    2000, at 7.

[^105]: Via is being bought by another Sprint PCS affiliate, UbiquiTel,
    Inc. ("UbiquiTel"). *UbiquiTel to Acquire VIA Wireless*, News
    Release, UbiquiTel, Feb. 23, 2001. In March 2000, UbiquiTel signed
    an agreement with VoiceStream to sell Via's California properties to
    VoiceStream after UbiquiTel completes the acquisition of Via.
    *UbiquiTel to Sell Spectrum*, News Release, UbiquiTel, Mar. 6, 2001.

[^106]: *See* note Error: Reference source not found and Nextel
    Partners, Inc., SEC Form S-4/A, Nov. 9, 2000, at 1. As of Sept. 30,
    2000, Nextel owned 32.4 percent of Nextel Partners. Nextel Partners,
    SEC Form S-4/A, Nov. 9, 2000, at 1.

[^107]: Nextel Partners, Inc., SEC Form 10-Q, Nov. 15, 1999, at 9.

[^108]: Federal Communications Commission, Auction #35: C & F Block
    Auction -- Charts, *Results for All Markets* (visited Apr. 2, 2001)
    \<http://www.fcc.gov/wtb/auctions/c_f_blk/35market.xls\>.

[^109]: C And F Block Broadband PCS Spectrum Auction Scheduled For
    November 29, 2000, Rescheduled For December 12, 2000, *Public
    Notice*, Sept. 6, 2000. Potential bidders for Auction No. 35 and
    other interested parties were notified of the possible pendency of
    various proceedings that might have related to the licenses
    available in Auction No. 35, including proceedings initiated by
    parties claiming to have continuing interests in Auction No. 35
    licenses, despite the failure of those parties to meet payment
    obligations. *Id.*; C and F Block Broadband PCS Spectrum Auction
    Scheduled for December 12, 2000, *Public Notice*, Oct. 12, 2000.
    *See also* Public Notice DA 00-49 Auction of C and F Block Broadband
    PCS Licenses NextWave Personal Communications, Inc. and NextWave
    Power Partners Inc. Petition for Reconsideration; In re Settlement
    Request Pursuant to DA 99-745 For Various Broadband PCS C block
    Licenses, *Order on Reconsideration*, 15 FCC Rcd 17,500 (2000),
    *appeal docketed sub nom.*, NextWave Personal Communications, Inc.
    v. FCC, Nos. 00-1402, 00-1403 (D.C. Cir. Sept. 15, 2000). Potential
    bidders were cautioned that they were solely responsible for
    identifying risks associated with such pending proceedings and for
    investigating and evaluating the degree to which such matters might
    affect their ability to bid on or otherwise acquire licenses in
    Auction No. 35. C and F Block Broadband PCS Spectrum Auction
    Scheduled For November 29, 2000, Rescheduled For December 12, 2000,
    *Public Notice*, Sept. 6, 2000; C and F Block Broadband PCS Spectrum
    Auction Scheduled for December 12, 2000, *Public Notice*, Oct. 12,
    2000.

[^110]: Federal Communications Commission, *C and F Block Broadband PCS
    License Auction Fact Sheet Auction No. 35* (visited Apr. 2, 2001) \<
    http://www.fcc.gov/wtb/auctions/c_f_blk1.html\>.

[^111]: While a number of analysts had predicted prices of \$10 billion
    or more for these licenses, few had predicted numbers quite so high.
    Lehman Brothers had estimated \$11 billion, and Raymond James &
    Associates had predicted \$8 to \$10 billion. John M. Bensche and
    Courtney B. Kelleher, *Wireless Services Industry Update:* *C and F
    Block Re-auction Concludes, Nets \$16.9B*, Equity Research, Lehman
    Brothers, Jan.29, 2001, at 8; Ric Prentiss, *et al*., *Super Auction
    XXXV Is Over*, Equity Research, Raymond James & Associates, Jan. 30,
    2001, at 1. Investment bank ING Barings did suggest a "high-end" of
    \$18.7 billion, citing the prices paid in the UK and German 3G
    auctions from 2000 as indicative of spectrum value. Frank Marsala
    and Dave B. Rao, *Bidders Approved in 1.9 GHz Auction*, Wireless
    Telecommunications, ING Barings, Dec. 5, 2000, at 3. However, ING
    Barings said it "did not expect to see the high-end." *Id* at 4.

[^112]: Federal Communications Commission, *General Auction Data: PCS
    Blocks A-F Aggregation* (visited Apr. 2, 2001)
    \<http://www.fcc.gov/wtb/auctions/summary/abcdef2.xls\>. The file
    was last revised June 14, 1999, and includes results from Auction
    No. 22.

[^113]: Amendment of the Commission's Rules Regarding Installment
    Payment Financing for Personal Communications Services (PCS)
    Licensees, *Sixth Report And Order And Order On Reconsideration*, 15
    FCC Rcd 16266, 16282 (2000) ("*Auction 35 Order*").

[^114]: *Id.*, at 16275-82.

[^115]: Federal Communications Commission, Auction #35: C & F Block
    Auction -- Charts, *Results for All Markets* (visited Apr. 2, 2001)
    \<http://www.fcc.gov/wtb/auctions/c_f_blk/35market.xls\>.

[^116]: *Id*.

[^117]: *Id*.

[^118]: The top 10 bidders were Cellco Partnership, d/b/a Verizon
    Wireless ("Verizon Wireless"); Alaska Native Wireless, L.L.C.
    ("Alaska Native"); Salmon PCS, LLC ("Salmon"); DCC PCS, Inc. ("DCC
    PCS"); Cook Inlet/VS GSM V PCS, LLC ("Cook Inlet/VS GSM");
    VoiceStream PCS BTA I License Corporation ("VoiceStream"); Leap
    Wireless International, Inc.; Black Crow Wireless, L.P. ("Black
    Crow"); SVC BidCo, L.P. ("SVC BidCo"); and Lafayette Communications
    Company L.L.C. ("Lafayette"). *See* Appendix B, Table 4, at B-6.

[^119]: John M. Bensche and Courtney B. Kelleher, *Wireless Services
    Industry Update:* *C and F Block Re-auction Concludes, Nets
    \$16.9B*, Equity Research, Lehman Brothers, Jan.29, 2001, at 2.
    Peter Friedland of W.R. Hambrecht & Co. said, "If someone told me
    before the auction that Verizon was going to bid half of the total
    bids in the auction, I would have found that hard to believe." Dan
    Meyer, *Re-auction Brings in Record \$17B*, [RCR Wireless
    News]{.smallcaps}, at 61-62.

[^120]: Ric Prentiss, *et al*., *Super Auction XXXV is Over*, Equity
    Research, Raymond James & Associates, Jan. 30, 2001, at 1.

[^121]: *See*, *e.g.*, Ric Prentiss, *et al*., *Super Auction XXXV is
    Over*, Equity Research, Raymond James & Associates, Jan. 30, 2001,
    at 2; and John M. Bensche and Courtney B. Kelleher, *U.S. Spectrum
    Auciton Guide*, Equity Research, Lehman Brothers, Feb. 14, 2001, at
    1.

[^122]: Dan Meyer, *Re-auction Brings in Record \$17B*, [RCR Wireless
    News]{.smallcaps}, at 62 (citing Larry Swasey of Allied Business
    Intelligence, Inc.).

[^123]: *See* II.d, Pricing Data and Trends, *infra*.

[^124]: *See* Appendix C, Table 2, at C-2. Since the Commission's local
    competition and broadband data gathering program was adopted in
    March 2000, mobile wireless carriers with over 10,000 facility based
    subscribers in a state are now required to report the number of
    their subscribers in those states twice a year to the Commission (as
    the information is filed on FCC Form 477, we will refer hereinafter
    to the results gathered through the program as *FCC Form 477*). In
    their most recent filings, operators reported that, as of December
    31, 2000, they served 101.2 million subscribers. *See* Appendix C,
    Table 2, at C-3. That estimate differs by approximately 8 percent
    from Cellular Telecommunications and Internet Association's ("CTIA")
    December 31, 2000 estimate of 109.5 million. To maintain consistency
    with previous reports, this report uses CTIA's estimate. The
    Commission does not at this time determine which is the better
    estimate. However, the Commission does recognize that its reporting
    rules result in some level of undercount of total industry
    subscribers since it does not count at all subscribers served by
    mobile telephony providers in states where the provider has less
    than 10,000 customers. *See* Local Competition and Broadband
    Reporting, *Report and Order*, 15 FCC 7717, 7743 (2000).

[^125]: DCC PCS, Inc., Auction No. 35, FCC Form 601, Exhibit A
    (submitted Feb 21, 2001).

[^126]: *Wireless Usage Continues to Climb as Flat-Rate Pricing and Free
    Minutes Become More Prevalent in the Marketplace*, News Release,
    J.D. Power and Associates, Sept. 26, 2000. An additional 8 percent
    of households indicate that they plan to subscribe to wireless
    services within the next year. *Id*.

[^127]: Michael Rollins, *et al.*, *Wireless by the Minute*, Equity
    Research, Salomon Smith Barney, Jan. 8, 2001, at 5.

[^128]: According to Scott Relf, senior vice president of Sprint PCS,
    "Generally speaking, most plans have more than enough minutes and
    consumers can\'t use them all. But the consumer feels they're
    getting more of a tangible value when they get more of them."
    Caroline E. Mayer, *Griping About Cellular Bills: Differences From
    \'Regular\' Phones Take New Users by Surprise*, [Washinton
    Post]{.smallcaps}, Feb. 28, 2001, at G17.

[^129]: "\[Companies\] want to get people to be using their wireless
    more than their home phone and if you give people more minutes, they
    will give out their cell phone numbers much more," according to Alan
    Brune, vice president of marketing of Telephia, a San Francisco
    marketing firm specializing in wireless data. "And if they give out
    their phone numbers, they'll be reluctant to switch to another firm
    because right now they can't transfer their phone number with them."
    Caroline E. Mayer, *Griping About Cellular Bills: Differences From
    \'Regular\' Phones Take New Users by Surprise*, [Washinton
    Post]{.smallcaps}, Feb. 28, 2001, at G17.

[^130]: Peggy Albright, *CTIA Survey Reflects Industry Strength*,
    [Wireless Week]{.smallcaps}, Apr. 30, 2001, at 3 (citing CTIA). CTIA
    aggregated all of the carriers' MOUs from July 1 through December
    31, 2000, then divided by the average number of subscribers, and
    then divided by six. Telephone conversation with Pramesh Jobanputra,
    CTIA, Apr. 30, 2001.

[^131]: Paul Kagan Associates, Inc., *Minutes Up By 28% in Quarter;
    Acquisition Costs Continue Decline*, [Wireless Market
    Stats]{.smallcaps}, Aug. 14, 2000, at 6.

[^132]: *Newer Wireless Telephony Entrants Make Dramatic Impact in the
    Wireless Marketplace*, News Release, J.D. Power and Associates,
    Sept. 23, 1999; *Wireless Usage Continues to Climb as Flat-Rate
    Pricing And Free Minutes Become More Prevalent in the Marketplace*,
    News Release, J.D. Power and Associates, Sept. 26, 2000.

[^133]: *Mobile Phone Users Use Significantly More Minutes in 2000*,
    News Release, IDC, May 9, 2000.

[^134]: *See* Appendix C, Table 1, at C-2.

[^135]: Michael Rollins, *et al.*, Wireless by the Minute, Equity
    Research, Salomon Smith Barney, Jan. 8, 2001, at 4; Caroline E.
    Mayer, *Griping About Cellular Bills: Differences From \'Regular\'
    Phones Take New Users by Surprise*, [Washinton Post]{.smallcaps},
    Feb. 28, 2001, at G17 (citing Travis Larson of CTIA); *Fifth
    Report*, at 17682.

[^136]: This assumes that each churned customer is a unique individual
    and that the same customers do not churn multiple times.

[^137]: Some subscribers do not sign on with another carriers once they
    leave their current one. *See* note Error: Reference source not
    found, *infra*.

[^138]: *See*, *e.g.*, Michael Rollins, *et al.*, *Wireless by the
    Minute*, Equity Research, Salomon Smith Barney, Jan. 8, 2001, at 27
    (Figure 27: Subscribers).

[^139]: *Wireless Phone User Habits Indicate That Switching Providers Is
    A Significant Industry Concern*, News Release, Telephia, Jan. 16,
    2001. In addition to the 20 percent of subscribers who switched
    carriers in the past year, approximately 8 to 10 percent of wireless
    subscribers temporarily suspended, or in some cases disconnected,
    their service. *Id.*

[^140]: *Id*.

[^141]: *Id*. Other common reasons for switching included calling
    coverage, customer service, additional product features, and an
    employer switching providers. *Id*.

[^142]: *Id*.

[^143]: For purposes of this report, a contract is for a specified
    period of time, as opposed to a month-to-month agreement.

[^144]: *Mobile Phone Users Use Significantly More Minutes in 2000*,
    News Release, IDC, May 9, 2000.

[^145]: In past editions of this report, the Commission provided
    summaries of estimated coverage by BTAs. Starting with the *Fifth
    Report*, the Commission decided to re-estimate and enhance these
    coverage maps using county boundaries in an attempt to provide a
    more precise picture of network deployments.

[^146]: The Commission has buildout rules for geographic area licenses,
    although they do not require operators to deploy networks such that
    the entire geographic area of a specific license receives coverage.
    For example, the construction requirements for 30 megahertz
    broadband PCS licenses state that an operator's network must serve
    an area containing at least one-third of the license area's
    population within five years of the license being granted and
    two-thirds of the population within 10 years. *See* 47 C.F.R.
    § 24.203(a). Similarly, the construction requirements for 10 and 15
    megahertz broadband PCS licenses state that an operator must cover
    one-quarter of a license area's population, or provide "substantial
    service," within five years of being licensed. *See* 47 C.F.R.
    § 24.203(b). The details concerning exactly which geographic areas
    or portions of the population should be covered to meet these
    requirements are left to the operators. In addition, decisions about
    whether to increase coverage above these requirements are left to
    the operators. For information on the buildout requirements for
    cellular licenses, *see* 47 C.F.R. §§ 22.946, 22.947,
    22.949, 22.951.

[^147]: All population figures are based on the Bureau of the Census's
    2000 county population.

[^148]: *See* Appendix C, Table 4, at C-5.

[^149]: *Id.*

[^150]: *See Fifth Report*, at 17677.

[^151]: *Id.*

[^152]: Only 3 percent, due to its previous high level of 87.8 percent.
    *See Fifth Report*, at 17747.

[^153]: *See* Appendix C, Table 4, at C-5.

[^154]: *Id.*

[^155]: *See Fourth Report*, at 10154, and *Fifth Report*, at
    17672-17673.

[^156]: *See* Appendix C, Table 6, at C-6. The number of analog
    subscribers remained approximately the same as 1999, slightly less
    than 42 million.

[^157]: *See*, *e.g.*, Leif Soderberg, Sr. VP & GM Strategy Business
    Development and Industry Relations PCS, Motorola, Inc.,
    *Presentation*, UBS Warburg Fifth Global Telecom Conference, Nov.
    11, 2000 (handset forecast for 2000). In 2000, Motorola announced
    that it would discontinue making analog handsets. Motorola, First
    Quarter Earnings Release Conference Call, Apr. 11, 2001, *available
    at* \<
    http://www.corporate-ir.net/ireye/ir_site.zhtml?ticker=MOT&script=1200\>.

[^158]: For example*,* in the Washington/Baltimore region, 90 percent of
    Verizon Wireless's new customers are digital. Rob Pegoraro, *The
    Decline (But Not Fall) Of Analog Cellular*, [The Washington
    Post]{.smallcaps}, Sept. 29, 2000, at E15 (citing a Verizon
    spokeswoman).

[^159]: According to Verizon Wireless, "We are aggressively encouraging
    our customers to make the switch from analog to digital." Dan Meyer,
    *Analog Service Not Fading Away*, [RCR Wireless News]{.smallcaps},
    Jan 18, 2001, at 18. Both AT&T and Cingular plan to move their
    analog subscribers onto digital plans over the next few years. *Id*.
    ALLTEL believes migrating customers to digital will help it to
    reduce churn. ALLTEL Corp., SEC Form 10-Q, Nov. 13, 2000, at 19.

[^160]: *AT&T Wireless Group Earnings Commentary*, AT&T, Jan. 29, 2001,
    at 1, *available at*
    \<http://www.att.com/wirelessir/pdf/004q_cmnt.pdf\>.

[^161]: *Verizon Communications Posts Strong Results For Fourth Quarter
    and 2000*, News Release, Verizon, Feb. 1, 2001. The "busy-hour" is
    the hour of the day during which a telephone system carries the most
    traffic.

[^162]: Dan Meyer, *Analog Service Not Fading Away*, [RCR Wireless
    News]{.smallcaps}, Jan 18, 2001, at 18.

[^163]: *See Fourth Report*, at 10170.

[^164]: *AT&T Wireless Group Earnings Commentary*, AT&T, Jan. 29, 2001,
    at 1, *available at*
    \<http://www.att.com/wirelessir/pdf/004q_cmnt.pdf\>.

[^165]: Verizon Wireless, Inc., SEC Form S-1, Aug. 24, 2000, at 1.

[^166]: BellSouth Corporation, SEC Form 10-K, Mar. 2, 2001, at 13.

[^167]: Dan Reingold, *et al.*, *CSFB Global Telecom CEO Conference
    Summary*, U.S./Wireline Telecommunications Services, Credit Suisse
    First Boston, Mar. 19, 2001, at 29.

[^168]: Heather Forsgren Weaver, *FCC to Assess Whether to Eliminate
    Analog Set Aside*, [RCR Wireless News]{.smallcaps}, Jan 29, 2001, at
    19.

[^169]: AT&T has announced plans to overlay GSM on its TDMA network in
    order to improve its wireless data capabilities and migrate to 3G
    technology. *See* Section II.c, 3G Developments, *infra*.

[^170]: The broadband PCS-based coverage is estimated using counties and
    the cellular-based coverage is estimated using CMAs. The same
    caveats mentioned in Section A.(v), Market Entry, *supra*, apply to
    this analysis as well.

[^171]: *See* Appendix E, Maps 2-6, at E-3 - E-7.

[^172]: *See* Appendix C, Table 7, at C-10 *and* Appendix E, Map 3, at
    E-4.

[^173]: *Id*. at C-10 *and* E-5.

[^174]: *Id*. at C-10 *and* E-6.

[^175]: *Id.* at C-10 *and* E-7.

[^176]: *See Fourth Report*, at 10164-10165.

[^177]: Econ One, *Cell Service Costs Drop Nearly 7% in 2000*, News
    Release, Jan 18, 2001.

[^178]: The Strategis Group, Inc., 2001.

[^179]: Appendix C, Table 8, at C-7. The Consumer Price Index ("CPI") is
    a measure of the average change over time in the prices paid by
    urban consumers for a fixed market basket of consumer goods and
    services. The basket of goods includes over 200 categories including
    items such as food and beverages, housing, apparel, transportation,
    medical care, recreation, education, and communications. The CPI
    provides a way for consumers to compare what the market basket of
    goods and services costs this month with what the same market basket
    cost a month or a year ago. Starting in December of 1998, this
    basket of goods included a category for cellular telephone services.
    All CPI figures discussed in this paragraph were taken from U.S.
    Department of Labor, Bureau of Labor Statistics databases found on
    the Bureau of Labor Statistics' Internet site at
    \<http://www.bls.gov/sahome.html\>. The index used in this analysis,
    the CPI for All Urban Consumers (CPI-U), represents about 87 percent
    of the total U.S. population. Bureau of Labor Statistics, *Consumer
    Price Index: Frequently Asked Questions* (visited June 18, 2001)
    \<http://www.bls.gov/cpifaq.htm\>.

[^180]: The Cellular CPI includes charges from all telephone companies
    that supply "cellular telephone services," which are defined as
    "domestic personal consumer phone services where the telephone
    instrument is portable and it sends/receives signals for calls by
    wireless transmission." This measure does not includes business
    calls, telephone equipment rental, portable radios and pagers.
    Bureau of Labor Statistics, *How BLS Measures Price Change for
    Cellular Telephone Service in the Consumer Price Index* (visited May
    14, 2001) \<http://www.bls.gov/cpifactc.htm\>.

[^181]: *See AT&T Launches First National One-Rate Wireless Service
    Plan*, News Release, AT&T Corporation ("AT&T"), May 7, 1998.

[^182]: *See* Paul Kagan Associates, Inc., *National One-Rate Plans Take
    Off*, [Wireless Market Stats]{.smallcaps}, June 16, 2000, at 11.

[^183]: Deborah Mendez-Wilson, *Big Carriers Get Personal With Regional
    Calling Plans*, [WirelessWeek]{.smallcaps}, Feb 26, 2001, at 12.

[^184]: Colorado, Wyoming, Utah, Arizona, New Mexico, Nevada, Idaho,
    Montana, California, Oregon, and Washington. *Verizon Wireless
    Debuts SingleRate West*, News Release, Verizon, Feb. 20, 2001.

[^185]: Deborah Mendez-Wilson, *Big Carriers Get Personal With Regional
    Calling Plans*, [WirelessWeek]{.smallcaps}, Feb 26, 2001, at 12.

[^186]: *Id.*

[^187]: *Nextel Introduces Nextel Worldwide Service - Offers Convenience
    of One Phone, One Number, Worldwide*, News Release, Nextel, Apr. 3,
    2000. Nextel Worldwide service was designed in response to a survey,
    sponsored by Nextel, that found that most business travelers do not
    use cell phones when they travel abroad. *Id*.

[^188]: AT&T Wireless, *AT&T WorldConnect* (visited Mar. 9, 2001)
    \<http://www.attws.com/business/gov/explore/intl_calling/world_connect/\>.
    The WorldConnect card allows the phone to work internationally.

[^189]: *Id.*

[^190]: *Id.*

[^191]: The fees that a carrier collects from non-subscribers using its
    network are called "outcollect" fees, and the fees that a carrier
    pays for its subscribers to roam on other networks are called
    "incollect" fees. Margo McCall, *Roaming Feeds Regional Carriers*,
    [Wireless Week]{.smallcaps}, Mar. 26, 2001, at 23.

[^192]: For example, Dobson got 45 percent of its operating revenues
    through roaming charges in the third quarter of 2000. Dobson
    Communications Corp., SEC Form 10Q, Nov. 14, 2000, at 4. *See*
    *also,* Kelly Carroll, *Wireless: The Rural Way*,
    [Telephony]{.smallcaps}, Jan. 1, 2001 (Rural Cellular Corp. states
    that "\[r\]oaming is critical for us"), *available in* 2001 WL
    6907667; *and* Paul Kagan Associates, Inc., *In Spite of Rate
    Stepdowns, Roaming Still a Cash Cow for Rural Carriers*, [Wireless
    Telecom Investor]{.smallcaps}, Feb. 22, 2001, at 4 (showing roaming
    revenue as percentage of total revenues).

[^193]: *See Fifth Report*, at 17679.

[^194]: Linda J. Mutschler, *et al*., *The Next Generation V: Wireless
    in the US*, Equity Research, Merrill Lynch, Mar. 9, 2001, at 9.
    Solomon Smth Barney also estimates 2000 roaming rates to be about
    the same (\$0.35). Michael Rollins, *et al.*, *Wireless by the
    Minute*, Salomon Smith Barney, Equity Research, Jan. 8, 2001, at 11.
    *See* *also*, Kelly Carroll, *Wireless: The Rural Way*,
    [Telephony]{.smallcaps}, Jan. 1, 2001 ("roaming prices continue to
    decline"), *available in* 2001 WL 6907667. Verizon Wireless's
    preliminary analysis of its roaming amounts payable and receivable
    between December 1999 and December 2000 showed a decline in roaming
    costs from between 5 and 64 percent. Verizon Wireless, Automatic and
    Manual Roaming Obligations Pertaining to Commercial Mobile Radio
    Services, *Comments*, WT Docket No. 00-193, at 4, *but* *see* *Id.*,
    at note 9. Corr Wireless Communications, LLC, a rural mobile
    telephony provider, claims that the rates it receives for roaming
    have been declining for years, and that its rates with Cingular
    Wireless fell to an all time low of \$0.25 per minute in 2000. Corr
    Wireless Communications, LLC, Automatic and Manual Roaming
    Obligations Pertaining to Commercial Mobile Radio Services,
    *Comments*, WT Docket No. 00-193, at 2.

[^195]: United States Cellular Corp., SEC Form 10-Q, Nov. 13, 2000, at
    4.

[^196]: *Id.*

[^197]: *See* Appendix C, Table 1, at C-2.

[^198]: *Wireless Subscribership Up 28% in Year 2000: CTIA releases
    Semi-Annual Wireless Industry Survey*, News Release, CTIA, Apr. 24,
    2001.

[^199]: Paul Kagan Associates, Inc., *In Spite of Rate Stepdowns,
    Roaming Still a Cash Cow for Rural Carriers*, [Wireless Telecom
    Investor]{.smallcaps}, Feb. 22, 2001, at 4

[^200]: *Id.*

[^201]: Johnathan Burns, *Tales Of The Tape:Prepaid Wireless A New Way
    Of Wireless*, [Dow Jones Newswire]{.smallcaps}, Jan. 29, 2001
    (citing Knox Bricken of the Yankee Group). Another analyst estimated
    that 10 percent of users had prepaid plans. Elizabeth V. Mooney,
    *Prepaid rings up sales*, [RCR Wireless News]{.smallcaps}, Jan. 22,
    2001, at 20 (citing Michael Doherty of Ovum, Inc.). For 1999
    percentage, *see* *Fifth Report,* at 17680.

[^202]: John Jensen, *et al*., *Mobile Matters: How Long Before the
    Present Stops . . . and the Future Begins?*, Equity Research, J.P.
    Morgan Securities, at 9-10. This is up from 51 percent in 1999.
    *Id*. One analyst suggests two main reasons for the greater number
    of prepaid subscribers in Europe: (1) European consumers are much
    more accustomed to prepaying for purchases; and (2) calling party
    pays enables prepaid wireless subscribers to use the phone for
    incoming calls without incurring any charges. Todd Rethemeier, *The
    Mobile Millennium -- Wireless Telecommunications Services*, J.P.
    Morgan Securities, May 3, 2000, at 13. One analyst believes that if
    credit checks were illegal in the United States, as they are in
    Italy, prepaid would be much more common here: wireless operators
    would promote prepaid plans more aggressively if they were unable to
    exclude customers from their postpaid plans who had a history of
    non-payment of bills. Adam Zawel, *Prepaid Wireless Series, Part 4:
    The United States Just Doesn't Get It . . . Yet*, The Yankee Group,
    June 2000, at 5, 8.

[^203]: Ayse Ozgur Aytar, *The State of the U.S. Prepaid Market*,
    [WirelessNow Guest Column]{.smallcaps}, Feb. 6, 2001.

[^204]: Paul Kagan Associates, Inc., *Prepaid Proliferation*, [Wireless
    Market Stats]{.smallcaps}, May 18, 2000, at 2-4.

[^205]: *Powertel, Inc. Announces Preliminary Fourth Quarter 2000
    Financial Results*, News Release, Powertel, Feb. 1, 2001.

[^206]: *Id.*

[^207]: Judy Saries, *Wireless Users Hanging Up On Landline Phones*,
    [Nashville Business Journal]{.smallcaps}, Feb. 2, 2001. CTIA
    estimates that number could be as high as 5 percent, based on a
    February 2000 survey it sponsored. *Consumers Replacing Landline
    Phones with Wireless*, [Knight Ridder/Tribune Business
    News]{.smallcaps}, Jan. 10, 2001, *available in* 2001 WL 2837499.

[^208]: *Majority of Customers Use Cell Phones for Personal Calls*, [RCR
    Wireless News]{.smallcaps}, Jan. 29, 2001, at 29 (citing a survey
    conducted by Cellular One Group).

[^209]: *Will Wireless Phones Make Traditional Home Telephones
    Obsolete?*, News Release, Consumer Electronics Association, Apr. 6,
    2000.

[^210]: Andrew Backover, *AT&T Loss Reflects Long-Distance Shift
    Consumers Turn To Calling Cards, Wireless*, [USA Today]{.smallcaps},
    Jan. 30, 2001, at B3. A similar term, "landline displacement,"
    refers more specifically to the substitution of mobile phones for
    wireline phones. Deborah Mendez-Wilson, *Wireless Takes a Bite of
    Pay-phone Biz*, [WirelessWeek]{.smallcaps}, Feb 12, 2001, at 5.

[^211]: *BellSouth Announces Plans For Public Communications Unit*, News
    Release, BellSouth, Feb. 2, 2001. According to Charlie Coe,
    President of BellSouth Network Services, "BellSouth has carefully
    evaluated the market trends in the payphone business which indicate
    that our customers are opting for the new technology options we
    provide, including wireless telephones and interactive pagers."
    Industry insiders expect the payphone business to continue to shrink
    as wireless penetration increases. Deborah Mendez-Wilson, *Wireless
    Takes a Bite of Pay-phone Biz*, [WirelessWeek]{.smallcaps}, Feb 12,
    2001, at 5.

[^212]: Andrew Backover, *AT&T Loss Reflects Long-Distance Shift
    Consumers Turn To Calling Cards, Wireless*, [USA Today]{.smallcaps},
    Jan. 30, 2001, at B3.

[^213]: *Id* (citing analyst Peter Friedland at W.R. Hambrecht).

[^214]: Michael Rollins, *et al.*, *Wireless by the Minute*, Equity
    Research, Salomon Smith Barney, Jan. 8, 2001, at 8. Sprint PCS
    markets its nationwide digital wireless network as a long-distance
    alternative. Andrew Backover, *AT&T Loss Reflects Long-Distance
    Shift Consumers Turn To Calling Cards, Wireless*, [USA
    Today]{.smallcaps}, Jan. 30, 2001, at B3.

[^215]: Andrew Backover, *AT&T Loss Reflects Long-Distance Shift
    Consumers Turn To Calling Cards, Wireless*, [USA Today]{.smallcaps},
    Jan. 30, 2001, at B3.

[^216]: Callie Nelson, *Replacing Landline with Wireless: How Far Can It
    Go?*, IDC, Dec. 2000 (citing IDC's *Personal Wireless Communications
    User Survey*, 2000).

[^217]: One analyst argues that recent price reductions give wireless
    price parity with wireline, at least at pricing around \$130 per
    month. *See* Daniel J. Berninger*, Telephony Unplugged: Wireless
    Achieves Price Parity with Wireline* (visited Mar. 8, 2001)
    \<<http://slides.pulver.com/slides/login.asp>\>.

[^218]: Leap, *Cricket* (visited Mar. 9, 2001)
    \<<http://www.leapwireless.com/bcindex.html>\>. Chattanooga,
    Nashville, Knoxville, and Memphis, TN; Charlotte and Greensboro, NC;
    Tulsa, OK; Tucson, AZ; Wichita, KS; Little Rock, AR; Albuquerque and
    Santa Fe, NM; and Salt Lake City, UT. Leap, *Cricket Service Areas*
    (visited Mar. 5, 2001)
    \<<http://www.cricketcommunications.com/areas.asp>\>. *See* *also*
    *Fifth Report*, at 17673.

[^219]: *Leap Reports Results for Fourth Quarter of Fiscal 2000*, News
    Release, Leap, Feb. 14, 2001.

[^220]: The monthly fee varies slightly by service area.

[^221]: Roaming is not available even in other Leap markets. Leap,
    Automatic and Manual Roaming Obligations Pertaining to Commercial
    Mobile Radio Services, *Comments*, WT Docket No. 00-193, at 6.

[^222]: Leap, *Operating Companies* (visited Mar. 5, 2001)
    \<<http://www.leapwireless.com/site/index.html>\>.

[^223]: S. Flannery, *Telecom - Wireline: What Are The Competitors Up
    To?*, Industry Report, Morgan Stanley, Dean Witter, Feb. 14, 2001,
    at 2 (citing Harvey White, Chairman and CEO of Leap Wireless
    International, Inc.).

[^224]: *Utah Residents Begin to Use Cell Phones as Primary
    Communications Device*, [Knight Ridder/Tribune Business
    News]{.smallcaps}, Feb. 5, 2001, *available in* 2001 WL 12166453.

[^225]: Deborah Young, *Usurping Wired Services: Lofty Goal, But \...* ,
    [Wireless Review]{.smallcaps}, Nov. 1, 2000, *available in* 2001 WL
    7119447.

[^226]: As mentioned in the *Fifth Report,* Midwest Wireless had
    launched an unlimited local calling plan called Realm in four
    Minnesota communities in March 2000. *See* *Fifth Report*, at 17674.

[^227]: *U.S. Cellular Launches MetroZone In Knoxville*, News Release,
    U.S. Cellular, Aug. 1, 2000.

[^228]: Little Rock, AK; Charlotte and Greensville, NC; Tucson, AZ; and
    Albuquerque, NM. Deborah Mendez-Wilson, *Boomerang Bounces into
    Court*, [Wireless Week]{.smallcaps}, Feb. 5, 2001, at 5.

[^229]: Cricket states that, on average, its customers use 1,000 minutes
    a month, a figure which the company claims is comparable to typical
    landline usage. Leap Wireless International, Inc. Request for Waiver
    and Extension of the Broadband PCS Construction Requirements of
    Commission Rule 24.203(a) and (b), FCC File No. 0000436815 (filed
    Apr. 26, 2001), at 2.

[^230]: *Unicel Offers Landline Alternative: Unicel Go About Phone is
    the Mobile Phone That Reaches All Over Town*, News Release, Rural
    Cellular, Jan. 11, 2001.

[^231]: Interconnection and Resale Obligations Pertaining to Commercial
    Mobile Radio Services, *First Report and Order*, 11 FCC Rcd 18455,
    18457 (1996).

[^232]: *See* Appendix C, Table 9, at C-8.

[^233]: In November 2000, WorldCom announced plans to issue two tracking
    stocks for its businesses, "WorldCom" and "MCI" shares. Its
    "WorldCom" shares will reflect the performance of the assets of its
    wireless resale business. *WorldCom to Realign Businesses, Create
    Two Tracking Stocks*, News Release, WorldCom, Nov. 1, 2000.

[^234]: *The World's First Global Satellite Telephone and Paging Company
    Starts Service Today; Iridium Ushers in New Era of Global
    Communication*, News Release, Iridium, Nov. 1, 1998.

[^235]: *Iridium Files for Chapter 11 Bankruptcy, Defaults on Bond
    Payment*, [Mobile Satellite News]{.smallcaps}, Aug. 19, 1999,
    *available in* 1999 WL 8217611.

[^236]: *Motorola Readies Fall of Iridium Satellites; No Rescuer Found
    for Phone System*, [Chicago Tribune]{.smallcaps}, Aug. 24, 2000,
    *available in* 2000 WL 3700414.

[^237]: *Id.*; Hilary Smith, *Castle Harlan withdraws offer to salvage
    Iridium*, [RCR Radio Communications Report]{.smallcaps}, Aug. 7,
    2000, *available in* 2000 WL 26131991.

[^238]: Hilary Smith, *Iridium resurrection in the works*, [RCR Radio
    Communications Report]{.smallcaps}, Nov. 27, 2000, *available in*
    2000 WL 26131991.

[^239]: *Iridium's Last Stand?*, [Mobile Satellite News]{.smallcaps},
    Nov. 2, 2000, *available in* 2000 WL 9328211.

[^240]: Iridium North America, *Homepage* (visited Jan. 4, 2001)
    \<http://www.iridiumusa.com\>.

[^241]: *Iridium Satellite LLC Launches Global Communications Services*,
    News Release, Iridium Satellite, Mar. 28, 2001.

[^242]: Iridium Satellite does not set the price for per minute mobile
    satellite service. Pricing plans are set by Iridium Satellite's
    wireless partners, and Iridium Satellite expects its wireless
    partners to charge as low as \$1.50 per minute. Motorola has agreed
    to continue manufacturing handsets for Iridium Satellite. Motorola
    plans to release an upgraded phone in July 2001 that will cost about
    \$1,495. *Iridium Is Expected to Announce Relaunch of Mobile-Phone
    Service*, [The Wall Street Journal]{.smallcaps}, Mar. 28, 2001.
    *Transcript of a conference call regarding Iridium Satellite LLC*,
    [Fitzgerald Communications]{.smallcaps}, Dec. 12, 2000.

[^243]: Malcolm Spicer, *Iridium Satellite Lands Defense Contract*, [CT
    Wireless]{.smallcaps}, Dec. 7, 2000, *available in* 2000 WL 6392736.

[^244]: *Transcript of a conference call regarding Iridium Satellite
    LLC*, [Fitzgerald Communications]{.smallcaps}, Dec. 12, 2000.

[^245]: *Id.*

[^246]: Dan Colussy, Chairman of Iridium Satellite, said operating costs
    are \$7 million per month. Colussy also expects Iridium Satellite
    will be able to break even with approximately 60,000 subscribers,
    about the same number of subscribers Iridium had when the company
    shut down its system. *Transcript of a conference call regarding
    Iridium Satellite LLC*, [Fitzgerald Communications]{.smallcaps},
    Dec. 12, 2000.

[^247]: Michael J. Martinez, *Teledesic, ICO To Merge*, [AP
    Online]{.smallcaps}, May 17, 2000.

[^248]: *Id.*

[^249]: *ICO-Teledesic Global Announces Investment Agreements Totaling
    More Than \$1 Billion*, News Release, Teledesic Corporation, Jul.
    11, 2000.

[^250]: New ICO Global Communications Ltd., SEC Form S-4, Sept. 20,
    2000, at 91.

[^251]: *Id.*

[^252]: New ICO made a request in March 2001 for the Commission to grant
    it the authority to install and connect its satellite system to a
    terrestrial cellular network. This request would require the
    Commission to amend the 2 GHz spectrum rules for MSS operators.
    Bruce Branch, *McCaw Creates Stir By Asking FCC For Terrestrial
    Spectrum*, [Communications Daily]{.smallcaps}, Apr. 4, 2001,
    *available in* 2001 WL 5052893; Barnaby J. Feder, *Satellite Venture
    Seeks Right To Offer Land-Based Service*, [New York
    Times]{.smallcaps}, Apr. 2, 2001, at C-2.

[^253]: New ICO, *Quick Facts* (visited Jan. 19, 2001)
    \<http://www.icoglobal.net/press/facts/indes.html\>.

[^254]: *Globalstar Reports Fourth Quarter and Year-End Results*, News
    Release, Globalstar, Apr. 2, 2001.

[^255]: Andy Pasztor, *Globalstar Suspends Payments on Debt, Plans to
    Pursue 'Strategic Alternatives'*, [The Wall Street
    Journal]{.smallcaps}, Jan. 17, 2001, at A-16; Amy Hellickson,
    *Globalstar Shares Plunge as Customers Fall Short*,
    [Bloomberg]{.smallcaps}, Oct. 13, 2000; *Satellite communications:
    Lost in space*, [The Economist]{.smallcaps}, Nov. 4, 2000. Analysts
    predictions about Globalstar's break-even point vary slightly.
    William Kidd, an analyst with C.E. Unterberg, Towbin, says 770,000
    customers are needed, while Marc Nabi, an analyst with Merrill
    Lynch, claims the break-even point is 1.6 million customers.

[^256]: *Globalstar USA To The Rescue Of Iridium Customers Left Holding
    The Phone:Distributors Offer Trade-in Rebates for Iridium Phones*,
    News Release, Globalstar, Mar. 16, 2000; *Globalstar Slashes
    Airtime, Hardware Costs*, [Wirelessnow]{.smallcaps}, Mar. 27, 2000;
    *Spring Forward With Globalstar USA: Limited Promotional Rates;
    Introducing Beyond 50 Minute Plan*, News Release, Globalstar, Mar.
    31, 2000; *Globalstar Discounts U.S. Prices*,
    [Wirelessnow]{.smallcaps}, Jul. 17, 2000; *Globalstar USA Announces
    "Time or Money" Promotion*, News Release, Globalstar, Oct. 16, 2000.

[^257]: Peter H. Lewis, *E-Mail At Full Sail, Via Satellite Phone And
    Laptop*, [Fortune Magazine]{.smallcaps}, Jan. 22, 2001, *available
    in* 2001 WL 2172246.

[^258]: Globalstar, *Globalstar Pricing and Promotions* (visited Jan.
    18, 2001) \<http://www.globalstarusa.com/pricing\>.

[^259]: Globalstar, *Globalstar USA : Our Distributors* (visited Jan.
    18, 2001) \<http://www.globalstarusa.com/dealer\>.

[^260]: Bruce Branch, *\$250 Million Repaid: Lockheed Martin Forced to
    Pay Globalstar Loan Guarantee*, [Communications Daily]{.smallcaps},
    Jul. 5, 2000, *available in* 2000 WL 4695709. In August, Merrill
    Lynch released a report warning that Globalstar "could face
    liquidity issues" in the first half of 2001. Marc E. Nabi, *et al.*,
    *Globalstar Telecommunications Ltd.*, Merrill Lynch, Aug. 1, 2000,
    at 5.

[^261]: Michael Rapoport, *Globalstar-Bear Stearns Deal Still Puzzles*,
    [Dow Jones Newswires]{.smallcaps}, Oct. 13, 2000.

[^262]: Globalstar Telecommunications Ltd., SEC Form 8-K, Jan. 16, 2001.
    The company has \$195 million in cash left for operations. Some
    analysts believe the company will soon declare bankruptcy, following
    the paths of Iridium and ICO. William Kidd, *et al*., *Satellite
    Communications 2001 Outlook & Investment Guide: Fluid Times Require
    Long-Term Direction*, C.E. Unterberg, Towbin, Jan. 22, 2001, at 121;
    William Kidd, *et al*., *Globalstar Defaults on Debt Payments and
    Looks to Restructure*, Satellites, C.E. Unterberg, Towbin, Jan. 16,
    2001; Bruce Branch, *Globalstar Reorganizes Finances by Suspending
    Payments*, [Communications Daily]{.smallcaps}, Jan. 17, 2001; Andy
    Pasztor and Jeff Cole, *Loral Chief Bernard Schwartz Seeks One More
    Feat: Salvaging Globalstar*, [The Wall Street Journal]{.smallcaps},
    Jan. 26, 2001 ("Globalstar is 'surviving on the kindness of others'
    because bondholders could push it into bankruptcy proceedings at any
    time, \[Bernard Schwartz\] notes.").

[^263]: Robert B. Kaimowitz, *et al*., The *Satellite Communications
    Industry, Efficient Infrastructure 2000*, ING Barings, Mar. 2000 at
    127. Inmarsat, *Inmarsat Homepage* (visited May 29, 2001)
    \<http://www.inmarsat.com/welcome.html\>.

[^264]: Motient, *Products and Services* (visited May 29, 2001)
    \<http://www.motient.com/Content/Products_Services/products_services.htm\>.

[^265]: William Kidd, *et al*., *Hotbird*, C.E. Unterberg, Towbin,
    Mar.12, 2001 at 40.

[^266]: Application filed by Motient Services Inc. and Mobile Satellite
    Ventures Subsidiary LLC for Assignment of Licenses and Authority to
    Launch and Operate a Next-Generation Mobile Satellite Service System
    (March 1, 2001).

[^267]: *See Fifth Report*, at 17670.

[^268]: *Id.*

[^269]: *Id.*, at 17671.

[^270]: Applications of VoiceStream Wireless Corporation, Powertel,
    Inc., and Deutsche Telekom AG, for Consent to Transfer Control of
    Licenses and Authorizations, *Memorandum Opinion And Order*, FCC
    01-142 (rel. Apr. 27, 2001), at ¶10.

[^271]: *FCC Approves Deutsche Telekom/VoiceStream/Powertel Request to
    Transfer Control of Licenses*, News Release, Federal Communications
    Commission, Apr. 25, 2001; *Deutsche Telekom Completes Acquisitions
    of VoiceStream Wireless Corporation and Powertel, Inc. and Reports
    Merger Considerations*, News Release, Deutsche Telekom, May 31,
    2001.

[^272]: *AT&T and NTT DoCoMo Announce Strategic Wireless Alliance*, News
    Release, AT&T, Nov. 30, 2000; *AT&T Wireless and NTT DoCoMo Commence
    Strategic Wireless Alliance*, News Release, AT&T, Jan. 22, 2001.

[^273]: NTT DoCoMo, *Increase of Subscriber Number of iMode* (visited
    May 15, 2001) \<http://www.nttdocomo.com/i/i_m_scr..html\>.

[^274]: *See* Appendix C, Table 10, at C-9, for a summary of U.S.
    operators' foreign holdings.

[^275]: Emily Bourne, *Bidders Line Up for Norwegian 3G Licenses*,
    [Total Telecom]{.smallcaps}, Aug. 14, 2000; Anne Young, *Swiss UMTS
    Auction is Postponed as Five Become Four*, [Total
    Telecom]{.smallcaps}, Nov. 13, 2000.

[^276]: Thorold Barker, *Vodafone Pays \$1.35bn to Up Japan Telecom*
    Stake, [Financial Times]{.smallcaps}, Feb. 26, 2001; *Vodafone Set
    to Expand Japan Stake-AT&T to Sell 10 percent of Japan Telecom in
    \$1.35 Billion Deal*, [The Wall Street Journal]{.smallcaps}, Feb.
    26, 2001, at A14; Richard Waters, *Vodafone Eyes Japan Stake*,
    [Financial Times]{.smallcaps}, Feb. 25, 2001.

[^277]: *Telia to Sell Mobile Operator Tess (Brazil) to Telecom
    Americas*, News Release, Telia, Feb. 13, 2001.

[^278]: Jonathan Karp, *Wireless Rivals Rewire Things in Brazil*, [The
    Wall Street Journal]{.smallcaps}, Jan. 25, 2001, at A14.

[^279]: John Jensen, *et al.*, *Mobile Matters*, Equity Research, J.P.
    Morgan Securities, Mar. 2001, at 6.

[^280]: Fanos Hira, *et al.*, *The Cellular Review*, Equity Research,
    Bear Stearns, Feb. 2001, at 21. The average penetration rate for the
    end of 1999 is taken from the *Fifth Report*, at 17684.

[^281]: *Fifth Report*, at 17684.

[^282]: Fanos Hira, *et al.*, *The Cellular Review*, Equity Research,
    Bear Stearns, Feb. 2001, at 21-22.

[^283]: *Id.*

[^284]: *Id*.

[^285]: John Jensen, *et al.*, *Mobile Matters*, Equity Research, J.P.
    Morgan Securities, Mar. 2001, at 9.

[^286]: *Id.*, at 10.

[^287]: *Id.*

[^288]: *Id.*

[^289]: *Id.*

[^290]: Dan Roberts, *UK Mobile Users Overstated*, [Financial
    Times]{.smallcaps}, Apr. 16, 2001; Reuters staff, *Vodafone Says
    Figures Overstate Mobile Ownership*, [Total Telecom]{.smallcaps},
    Mar. 14, 2001.

[^291]: Dan Roberts, *Carphone Contests Mobile Phone Growth Rates*,
    [Financial Times]{.smallcaps}, Apr. 8, 2001.

[^292]: *Id.*

[^293]: Dan Roberts, *UK Mobile Users Overstated*, [Financial
    Times]{.smallcaps}, Apr. 16, 2001.

[^294]: Dan Roberts, *Carphone Contests Mobile Phone Growth Rates*,
    [Financial Times]{.smallcaps}, Apr. 8, 2001.

[^295]: *Id.*

[^296]: Dan Roberts, *User Figures Haunt Vodafone*, [Financial
    Times]{.smallcaps}, Apr. 17, 2001; Reuters staff, *Vodafone Says
    Figures Overstate Mobile Ownership*, [Total Telecom]{.smallcaps},
    Mar. 14, 2001.

[^297]: FT.com staff, *Vodafone Users Spend Less*, [Financial
    Times]{.smallcaps}, Apr. 25, 2001.

[^298]: Dan Roberts, *UK Mobile Users Overstated*, [Financial
    Times]{.smallcaps}, Apr. 16, 2001.

[^299]: *Id.*

[^300]: *See Fifth Report*, at 17683.

[^301]: *Cellular Telephone Subscription by Country*,
    [Asiacom]{.smallcaps}, Mar. 6, 2001, at 7.

[^302]: *Id.*

[^303]: John Jensen, *et al.*, *Mobile Matters*, Equity Research, J.P.
    Morgan Securities, Mar. 2001, at 13.

[^304]: John M. Bensche, *et al.*, *U.S. Spectrum Auction Guide*, Equity
    Research, Lehman Brothers, Feb. 14, 2001, at 6, 8.

[^305]: Dan Roberts, *Vodafone Signals Saturation*, [Financial
    Times]{.smallcaps}, Apr. 5, 2001.

[^306]: *Id.*

[^307]: *Fifth Report*, at 17684.

[^308]: John Jensen, *et al.*, *Mobile Matters*, Equity Research, J.P.
    Morgan Securities, Mar. 2001, at 22. This estimate of average MOUs
    in Western Europe includes only voice and not SMS or other mobile
    data services. *Id.*

[^309]: *See* Section A.(ii)**, Minutes-of-Use,** *supra*.

[^310]: Fanos Hira, *et al.*, *Orange*, Equity Research, Bear Stearns,
    Apr. 26, 2001, at 17.

[^311]: *Id*.

[^312]: *T-Basket -- Telecommunications Cost Indicators Using the OECD
    Basket Methodology*, Teligen Limited, Feb. 2001.

[^313]: Some countries, including the United States, are represented by
    two residential and business baskets apiece, each basket
    corresponding to a different operator's calling plan. In the case of
    the United States, Teligen uses prices from Sprint PCS Free & Clear
    180 Plan and Qwest's Standard 150 plan. In addition, while most of
    the calling plans for other countries include rates for local,
    national, and international service, the rates for the two U.S.
    calling plans are valid for local service in the Washington, D.C.
    (Sprint PCS) and the Denver, Colorado (Qwest) areas only.

[^314]: *Id.*

[^315]: *Id.*

[^316]: Conversations with Carlo Maria Rossotto, Regulatory Economist,
    World Bank (Jan. 30, 2001 and Feb. 9, 2001).

[^317]: Unless otherwise noted, throughout Section B "mobile Internet
    access" in relation to mobile telephone carriers refers to Internet
    access on mobile telephone handsets, not Internet access on a laptop
    computer connected to a mobile telephone.

[^318]: Unless otherwise noted, the terms "wireless web" and "mobile
    web" are used throughout Section B to mean mobile Internet access
    via mobile telephone handsets.

[^319]: SMS provides the ability to send and receive text messages to
    and from mobile handsets with message length ranging from 120 to 256
    characters. *See* note Error: Reference source not found, *infra*.

[^320]: PDAs are handheld devices that include organizer software, such
    as an appointment calendar, directory, to-do list, and memo pad, and
    that can be connected to a user's desktop computer to ensure that
    the data on both devices are synchronized. Many PDAs allow users to
    download additional software, and some PDAs allow users to attach
    external devices, such as a keyboard, digital camera, location
    device, mobile phone, or wireless modem. This report uses the terms
    "handheld," "PDA," "handheld device," "handheld PDA," and "PDA
    device" interchangeably and focuses on handheld PDAs with a wireless
    Internet connection.

[^321]: *See* Appendix A for a discussion of the use of unlicensed and
    WCS spectrum for fixed wireless services.

[^322]: *See* Section B.(ii), RIM Devices and BlackBerry Service,
    *infra*.

[^323]: The count of mobile data users was calculated based on year-end
    company news releases, and estimates for companies that did not
    disclose year-end 2000 mobile data user numbers. Analysts have
    estimated the number of mobile data users to be in the range of 2 to
    3 million users. The Yankee Group estimates there were more than 2
    million wireless data users at the end of 2000. *See* Dan Meyer,
    *Speed Bumps Limits Of Wireless Web Stifle Early Growth*, [RCR
    Wireless News]{.smallcaps}, Jan. 29, 2001, at 16. The Strategis
    Group estimated there were approximately 3 million cellular/PCS/ESMR
    mobile data subscribers in 2000. *See* [The Strategis
    Group]{.smallcaps}, *U.S. Mobile Data Marketplace: 2001* (2001), at
    116 ("*2001 Strategis Mobile Data Report")*. Because some mobile
    telephone carriers offer mobile Internet access without a separate
    subscription beyond voice service, the term "users" is used instead
    of "subscribers." Mobile telephone carriers generally define their
    mobile Internet "users" as customers who have connected to the
    Internet using their mobile handsets within a certain period of
    time.

[^324]: *See* Section B.(iii), Metricom, *infra*.

[^325]: Ricochet wireless modems, as well as Ricochet monthly Internet
    service, are sold by Metricom. Metricom uses the 900 MHz and 2.4 GHz
    unlicensed bands, as well as WCS, for Ricochet. *See* Section
    B.(iii), Metricom, *infra*.

[^326]: Internet access speeds in the other markets are approximately
    28.8 kbps. *See* Metricom, *Coverage Maps* (visited Feb. 19, 2001)
    \<[http://www.metricom.com/about_us/coverage_maps/index.html](http://WWW.METRICOM.COM/about_us/coverage_maps/index.html)\>;
    Section B.(iii), Metricom, *infra*.

[^327]: NTT DoCoMo, *Increase of Subscriber Number of i-mode* (visited
    May 15, 2001) \<http://www.nttdocomo.com/i/inumber.html\>.

[^328]: NTT DoCoMo, *NTT DoCoMo's Number of Subscribers as of March,
    2001* (visited Apr. 30, 2001)
    \<http://www.nttdocomo.com/corporate/ir/index.html\>.

[^329]: NTT DoCoMo, *Increase of Subscriber Number of i-mode* (visited
    Mar. 5, 2001) \<http://www.nttdocomo.com/i/inumber.html\>.

[^330]: *3 Billion G-Mails in December '99 Short Messages Hit the Mark
    for Consumers*, News Release, GSM Association, Feb. 2, 2000; *More
    Than 200 Billion GSM Text Messages Forecast for Full Year 2001*,
    News Release, GSM Association, Feb. 12, 2001.

[^331]: *Id*.

[^332]: Steve Gold, *More Finns Swap Their Fixed Lines for Mobile
    Phones*, [Newsbytes News Network]{.smallcaps}, June 1, 2000,
    *available in* 2000 WL 21178000; Peter H. Lewis, *Norse Riders Of
    The Wireless Wave Scandinavians Lead The World In The \"Mobile
    Lifestyle\" Via Wireless Communications*, [Star-Tribune]{.smallcaps}
    (Minneapolis-St. Paul), July 24, 2000, *available in* 2000 WL
    6981691.

[^333]: *See Fifth Report*, at 17697-17703.

[^334]: *See* Appendix D, Tables 1 and 2, at D-2 -- D-3, for an overview
    of 2.5G and 3G contracts and trials in the United States.

[^335]: Jerry Yang, CEO of Yahoo, Inc., stated in March 2001, "While
    it's hard to look out five years, wireless is still in need of
    innovation until the economy picks up again -- the return on
    investment is needed.... The hockey stick curve representing a
    massive takeoff of wireless keeps getting pushed out two or three
    years. I think it will have really taken off when voice becomes a
    small part of what's being delivered." *See* Patrick Mannion,
    *Wireless 2001 Keynoters Embrace Innovation*, [Electronic
    Engineering Times]{.smallcaps}, Mar. 26, 2001. In April 2001,
    Cahners In-Stat Group predicted that delays in handset
    introductions, lower than expected consumer demand, and high
    spectrum costs will delay 3G deployment, and stated, "Although the
    market may take off in several years, the short-term prospects for
    the technology that enables video calls, high-speed Internet access,
    multimedia services and other features are bleak." *See In-Stat
    Predicts Bleak Short Term Prospects for Wireless 3G, Despite Heavy
    Technology Investment by Carriers*, [Business Wire]{.smallcaps},
    Apr. 24, 2001. Ben Thacker, an analyst with Visiongain, reported in
    April 2001 that many in the wireless industry do not expect to see
    3G networks rolled out on a widespread basis until the second half
    of 2003, about one year later than many had previously expected.
    *See* Sylvia Dennis, *3G Plans Still Up In The Air -- Report*,
    [Newsbytes]{.smallcaps}, Apr. 30, 2001. *See also*, *Obstacles on
    the Road to Wireless*, New Media Investor, Mar. 29, 2001; Reshma
    Kapadia, *Web Executives Play Down Wireless Internet Hype*,
    [Reuters]{.smallcaps}, Mar. 16, 2001; Peter S. Goodman, *Where's the
    Wireless Web?*, [Washington Post]{.smallcaps}, Mar. 30, 2001, at
    E-1. *See* note Error: Reference source not found, *infra*, for a
    discussion of GPRS handset problems.

[^336]: *Sprint Leads Evolution to 3G with Nation's Clearest, Fastest,
    Most Economical Migration Strategy*, News Release, Sprint PCS, Mar.
    20, 2001; *Verizon Wireless and Lucent Technologies Plan to Speed
    Introduction of Third-Generation (3G) Technologies to U.S.*, News
    Release, Verizon Wireless, Mar. 19, 2001; *2001 Strategis Mobile
    Data Report*, at 57-58.

[^337]: *2001 Strategis Mobile Data Report*, at 57.

[^338]: *Id.*, at 57-58; *Verizon Wireless and Lucent Technologies Plan
    to Speed Introduction of Third-Generation (3G) Technologies to
    U.S.*, News Release, Verizon Wireless, Mar. 19, 2001.

[^339]: Nextel Communications, Inc., SEC Form 10-K, Apr. 2, 2001, at 12;
    Sam Omatseye, *Technology Wars Set to Play Out in Japan, U.S.*, [RCR
    Wireless News]{.smallcaps}, Apr. 23, 2001, at 8; Marisa Torrieri,
    *Nextel's Numbers Still Low, But Promise High*, [Wireless Data
    News]{.smallcaps}, Mar. 28, 2001.

[^340]: GPRS is a packet-based data-only network upgrade that allows for
    faster data rates by aggregating up to eight 14.4 kbps channels.
    *See Fifth Report*, at 17700. This channel aggregation reportedly
    caused unacceptable heating and battery drain problems in the
    initial GPRS handset models. Accordingly, handset manufacturers have
    been forced to limit the amount of channel aggregation, which has
    therefore limited GPRS data speeds to 20-30 kbps. *See* Peggy
    Albright, *Will GPRS Comply with SAR Standards?*, [Wireless
    Week]{.smallcaps}, Apr. 30, 2001; Paul Durman, *Technical Bugs
    Plague Phones*, [Sunday Times (London)]{.smallcaps}, Mar. 4, 2001.
    However, recent technological developments may begin to address
    these GPRS handset problems. *See Tropian to Discuss Breakthrough RF
    Solution for High-Speed Wireless Data at GPRS Conference in Rome;
    Company's Breakthrough Products Support 1G to 3G in a Single
    Chipset*, [Business Wire]{.smallcaps}, May 11, 2001.

[^341]: Cingular Wireless has announced it will offer GPRS in the areas
    currently served by its GSM networks. *Cingular Wireless First to
    Usher in Next Generation of Wireless Internet with Faster, Always-on
    Service*, News Release, Cingular Wireless, Mar. 20, 2001; *2001
    Strategis Mobile Data Report*, at 58-59. *Samsung Telecommunications
    America and VoiceStream Wireless to Develop GPRS Mobile Phones
    Standardized on the Microsoft Mobile Explorer and "Stinger" Smart
    Phone Platforms*, News Release, VoiceStream, Nov. 6, 2000.

[^342]: Predictions about GPRS speeds vary. *See* Peggy Albright, *Roll
    Out The GPRS Handsets*, [Wireless Week]{.smallcaps}, Feb. 19, 2001,
    at 19 ("Most \[GPRS networks\] will operate at around 20 to 30 kbps
    on the downlink"); Grahame Lynch, *Dropping EDGE could regain edge
    for AT&T*, [America's Network]{.smallcaps}, Feb. 1, 2001, at 20 (The
    GPRS "platform currently supports real-world speeds of between 25
    kbps and 50 kbps at the cell."). Several sources estimate maximum
    GPRS speeds will be 115 kbps. *See* Harry Newton, *Newton's Telecom
    Dictionary: 16^th^ Expanded & Updated Edition*, CMP Books, July
    2000, at 397; Grahame Lynch and Fiona Chau, *Surprise Twists In
    CDMA's Future*, [America's Network]{.smallcaps}, Nov. 15, 2000, at
    30; Bambi Francisco, *The 'Wireless Web' Die Is Cast*,
    [CBS.MarketWatch.com]{.smallcaps}, Dec. 31, 2000; GSM World, *GSM --
    Glossary of Terms* (visited Feb. 26, 2001)
    \<http://www.gsmworld.com/technology/glossary.html\>. However, at
    least one source reports AT&T Wireless's GPRS network will reach
    speeds of 144 kbps. *See* Denise Pappalardo, *AT&T Wireless Maps
    Major 3G Plan*, [Network World]{.smallcaps}, Dec. 11, 2000, at 41.

[^343]: *See* AT&T Corp., SEC Form 10-K405/A, Apr. 17, 2001 ("AT&T
    Wireless Group recently announced plans to deploy a GSM platform for
    interim improvements in wireless data capabilities on the
    evolutionary path to third generation services, as well as
    associated voice services. This platform will be deployed as an
    overlay on AT&T Wireless Group's second generation voice network.
    GSM platform deployment is planned to begin in the second half of
    2001.").

[^344]: Denise Pappalardo, *AT&T Wireless Maps Major 3G Plan*, [Network
    World]{.smallcaps}, Dec. 11, 2000, at 41; C*ingular's GSM Flirtation
    May Stem From AT&T Actions*, [tele.com]{.smallcaps}, Feb. 5, 2001,
    *available in* 2001 WL 8103883; Nikki Swartz, *The Cingular
    Sensation*, Wireless Review, Jan. 1, 2001, *available in* 2001 WL
    6905154; *2001 Strategis Mobile Data Report*, at 56-59.

[^345]: *2001 Strategis Mobile Data Report*, at 56-59.

[^346]: *Id.*, at 58-59; Nikki Swartz, *The Cingular Sensation*,
    [Wireless Review]{.smallcaps}, Jan. 1, 2001, *available in* 2001 WL
    6905154.

[^347]: *See* AT&T Corp., SEC Form 10-K405/A, Apr. 17, 2001;
    *Telephony*, [Communications Daily]{.smallcaps}, June 5, 2001.

[^348]: *NTT DoCoMo, AT&T Wireless To Offer Wireless Web Svc in US*,
    [Dow Jones International News]{.smallcaps}, Mar. 14, 2001.

[^349]: Amendment of Part 2 of the Commission's Rules to Allocate
    Spectrum Below 3 GHz for Mobile and Fixed Services to Support the
    Introduction of New Advanced Wireless Services, including Third
    Generation Wireless Systems, *Notice of Proposed Rulemaking and
    Order*, ET Docket No. 00-258 (rel. Jan. 5, 2001) ("*Advanced
    Wireless NPRM & Order*").

[^350]: Balanced Budget Act of 1997, Pub. L. No. 105-33, 111 Stat. 251
    §§ 3002(b), 3002(c) (1997). The 1710-1755 MHz band will be
    transferred from the Department of Defense to the Commission
    pursuant to statutory requirements. However, federal government use
    of the band can continue within 16 protected areas. *See* Principles
    for Reallocation of Spectrum to Encourage the Development of
    Telecommunications Technologies for the New Millennium, FCC 99-354,
    *Policy Statement*, 14 FCC Rcd 19868 (1999) ("*1999 Policy
    Statement*"); *Advanced Wireless NPRM & Order*. In 1999, the
    Commission proposed allocating the 2110-2150 MHz band for advanced
    fixed and mobile services, of which one possible use would be 3G
    mobile systems. *See* *1999 Policy Statement*.

[^351]: The third band was 806-960 MHz. *Provisional Final Acts of World
    Radio Conference (Istanbul-WRC-2000)*.

[^352]: Department of Commerce, The Potential for Accommodating Third
    Generation Mobile Systems in the 1710-1850 MHz Band: Federal
    Operations, Relocation Costs, and Operational Impacts, *Final
    Report*, March 2001, at xiv.

[^353]: Federal Communications Commission, Spectrum Study of the
    2500-2690 MHz Band, The Potential for Accommodating Third Generation
    Mobile Systems, *Final Report*, Mar. 30, 2001. *See* Appendix A,
    *infra*, for a discussion of fixed wireless Internet offerings by
    MDS operators.

[^354]: Federal Communications Commission, Spectrum Study of the
    2500-2690 MHz Band, The Potential for Accommodating Third Generation
    Mobile Systems, *Final Report*, Mar. 30, 2001; Department of
    Commerce, The Potential for Accommodating Third Generation Mobile
    Systems in the 1710-1850 MHz Band: Federal Operations, Relocation
    Costs, and Operational Impacts, *Final Report*, March 2001.

[^355]: One 10-megahertz license and one 20-megahertz license will be
    offered in each of the six Economic Area Groups ("EAGs") that cover
    the United States. *See* Service Rules for the 746-764 and 776-794
    MHz Bands, and Revisions to Part 27 of the Commission's Rules, WT
    Docket No. 99-168, *First Report and Order*, 15 FCC Rcd 476 (2000).

[^356]: *See Advanced Wireless NPRM & Order*, ¶ 4 and note 12;
    *Provisional Final Acts of World Radiocommunication Conference
    (Istanbul-WRC-2000), Resolution 223*.

[^357]: This spectrum is currently encumbered by television broadcasters
    in channels 60-69 who are permitted by statue to continue operations
    until December 31, 2006, at which time their markets are to be
    converted to digital television ("DTV"). *See* 47 U.S.C. § 337(e);
    47 U.S.C. § 309(j)(14). However, incumbent broadcasters may extend
    their operations beyond this date if certain DTV service penetration
    targets are not met. One of these targets is that 85 percent of the
    household in a given television market must have a digital TV
    receiver or digital TV converter technology. *See* 47 U.S.C.
    § 309(j)(14). *See also* Service Rules for the 746-764 and 776-794
    MHz Bands, and Revisions to Part 27 of the Commission's Rules, WT
    Docket No. 99-168, *First Report and Order*, 15 FCC Rcd 476 (2000);
    Reallocation and Service Rules for the 698-746 MHz Spectrum Band
    (Television Channels 52-59), *Notice of Proposed Rule Making*, GN
    Docket No. 01-74, FCC 01-91, ¶¶20-26 (rel. Mar. 28, 2001).

[^358]: *See* Section 3, International Developments, *supra*. *See*
    Appendix D, Table 3, at D-4 for an overview of 3G licensing abroad.

[^359]: In a "beauty contest," also called a comparative tender,
    applicants and their bids are judged by government agencies based on
    criteria set out beforehand, such as their financial resources,
    their commitment to meet specified investment and build-out targets,
    and their ability to promote certain objectives such as the rapid
    introduction of service, wide geographic coverage, reasonable
    prices, quality and reliability.

[^360]: Akiko Kashiwagi and Clay Chandler, *Next-Generation Wireless on
    Hold; Japanese Phone Giant's 4-Month Postponement Follows Delays in
    Europe, U.S.*, [The Washington Post]{.smallcaps}, Apr. 25, 2001, at
    E-3; *NCC Warns of 3G Delays*, [Global News Wire]{.smallcaps}, Apr.
    25, 2001.

[^361]: Yuri Kageyama, *NTT DoCoMo Delays Rollout of Next-Generation
    Wireless Service*, [The Associated Press]{.smallcaps}, Apr. 24,
    2001; Yuri Kageyama, *NTT DoCoMo Explains Decision on Limited 3G
    Rollout*, [The Associated Press]{.smallcaps}, Apr. 26, 2001. At that
    time, NTT DoCoMo stated it would run a trial of its 3G technology
    with 5,000 customers in Tokyo between May and October, 2001. Akiko
    Kashiwagi and Clay Chandler, *Next-Generation Wireless on Hold;
    Japanese Phone Giant's 4-Month Postponement Follows Delays in
    Europe, U.S.*, [The Washington Post]{.smallcaps}, Apr. 25, 2001, at
    E-3. In May 2001, NTT DoCoMo stated it would not be able to offer 3G
    mobile phone service throughout all of Japan until at least 2004.
    *New Mobile Phones Delayed in Japan*, [The Associated
    Press]{.smallcaps}, May 22, 2001.

[^362]: Richard Baum, *BT Delays First 3G Launch As Mobiles Fail*,
    [Reuters]{.smallcaps}, May 14, 2001. The software problem reportedly
    prevents the network from seamlessly passing the call to a radio in
    the next cell. *Id.*

[^363]: Cynthia M. Motz, CFA, *Hey Babe, Take a Walk on the Wireless
    Side, U.S. Wireless Telecommunications Services*, Credit Suisse
    First Boston, May 5, 2000, at 12.

[^364]: *See* Appendix D, Table 8, at D-10.

[^365]: *See* *Fifth Report*, at 17717.

[^366]: Jennifer Mears, *Paging Carriers Learn to Fly; One-way Providers
    Metamorphose into Two-way Messaging*, [Wireless Week]{.smallcaps},
    Aug. 28, 2000.

[^367]: Marisa Torrieri, *Company Woes Prove Messaging's Not the
    Savior*, [Wireless Data News]{.smallcaps}, Jan. 31, 2000 (citing Rob
    Hegblom from the Strategis Group).

[^368]: *See* Appendix D, Tables 5-7, at D-7 -- D-9.

[^369]: *U.S. Paging Subscribers and Revenues*, PCIA Global Wireless
    Portfolio, at 10, 2000 Edition (citing the Strategis Group). The
    number of one-way subscribers fell 2.2 percent from 45.1 million in
    1999 to 44.1 million in 2000. *Id.*

[^370]: *Id.*

[^371]: *Id.*

[^372]: *Top Paging Carriers*, [RCR Radio Communications
    Report]{.smallcaps}, July 11, 2000.

[^373]: Figure based on Third Quarter 2000 results. *See* Appendix D,
    Table 6, at D-8.

[^374]: SkyTel Communications, Inc. is a wholly owned subsidiary of
    WorldCom that was acquired on October 1, 1999. *See* *Fifth Report*,
    at 17720-17721.

[^375]: GTE's remaining paging operations and AirTouch Communications's
    paging opertions are now combined as Verizon Wireless Interactive
    Messaging Services, Inc. *See* Verizon Wireless Messaging Services,
    *Company Information* (visited Apr. 27, 2001)
    \<<http://www.airtouchpaging.com/index.asp>\>.

[^376]: *See* Section II.d, Dedicated Data Networks, *infra*.

[^377]: *Hotbird*, C. E. Unterberg, Towbin, Mar. 12, 2001, at 43.

[^378]: *Metrocall Launches 'CampusLink' Marketing Campaign Targeting
    Class of '04; Wireless Leader Will Commence Aggressive Marketing
    Initiative at Schools from Coast to Coast*, News Release, Metrocall,
    Apr. 20, 2000.

[^379]: CampusLink has been implemented at Loyola-Marymount University
    in Louisiana and the Colorado School of Mines. Metrocall conducted a
    trial of CampusLink with alphanumeric pagers at Loyola-Marymount
    University with 1,000 students, many of whom opted to retain
    services after the free trial period expired. *Metrocall Launches
    'CampusLink' Marketing Campaign Targeting Class of '04; Wireless
    Leader Will Commence Aggressive Marketing Initiative at Schools from
    Coast to Coast*, News Release, Metrocall, Apr. 20, 2000. Metrocall
    has agreements with several other colleges to participate in
    CampusLink during the summer and fall of 2001. Conversation with
    Michael T. Scanlon, Metrocall, Mar. 27, 2001.

[^380]: *Arch Wireless Completes Merger with PageNet, Becomes Leading
    Provider of Two-way Internet Messaging*, News Release, Arch, Nov.
    20, 2000; *see Fifth Report,* at 17720-17721, for details of the
    merger.

[^381]: Aquis Communications, Inc. ("Aquis") acquired several small,
    regional paging companies. Aquis increased its subscriber base
    through the strategic regional acquisitions of Suburban Connect and
    SourceOne Paging. SourceOne Paging operated in several major
    Midwestern cities including: Chicago, Minneapolis, and Detroit.
    Aquis had been managing the operations of SourceOne since August
    1999. *Aquis Communications Acquires Suburban Paging*, News Release,
    Aquis, June 16, 2000. Suburban Connect, a metropolitan Philadelphia
    paging company, had 19,000 subscribers. *Aquis Completes SourceOne
    Wireless Acquisitions*, News Release, Aquis, Feb. 1, 2000. Teletouch
    Communications, Inc. ("Teletouch"), a regional paging/messaging
    carrier that focuses on smaller metropolitan markets in the south,
    acquired GTE's Texarkana paging operations when GTE sold several of
    its paging operations following the merger that created Verizon
    Wireless. The acquisition provided immediate positive cash flow for
    Teletouch. *Teletouch Communications Acquires Texarkana Paging
    Operations and Paging Frequency*, [Business Wire]{.smallcaps}, Sept.
    27, 2000.

[^382]: *Top Paging Carriers*, [RCR]{.smallcaps}, July 11, 2000.

[^383]: Chapter 7 bankruptcy requires liquidation of assets. Yuki
    Noguchi, *Pager Firm is Latest to Pull the Plug; Failure of TSR
    Wireless Shows Industry Woes*, [The Washington Post]{.smallcaps},
    Dec. 7, 2000, *available in* 2000 WL 29920221. TSR wireless had been
    operating a 30-state network. The company has over \$200 million in
    debt outstanding to creditors. J.B. Houck, *TSR Wireless Still
    Paging, for Now*, [Wireless NewsFactor]{.smallcaps}, Dec. 15, 2000.
    Its assets include its network, subscriber base, 275 retail outlets,
    numerous one-way licenses, one national narrowband PCS license, five
    regional narrowband PCS licenses, and 2,000 antennas. Mike Dano,
    *Questions Linger About TSR Demise*, [Global Wireless]{.smallcaps},
    Jan. 1, 2001.

[^384]: Mike Dano, *Three Companies Pay \$12.2M for TSR Assets*, [RCR
    Wireless News]{.smallcaps}, Apr. 2, 2001, *available in* 2001 WL
    8869219. Space Data has agreed to purchase TSR Wireless's national
    narrowband PCS license for \$2.6 million, and SkyTel has agreed to
    purchase its five regional narrowband PCS licenses for \$3.6
    million. *Id.* Network Services, LLC has agreed to purchase all of
    TSR Wireless's one-way paging assets for \$6 million. *Bankruptcy
    Court Approves TSR Wireless Asset Purchase Agreement by Network
    Services, LLC.*, News Release, Network Services, LLC, Mar. 28, 2001.
    The applications for the Commission's consent to transfer control of
    the narrowband PCS licenses to Space Data and SkyTel are currently
    pending. *See* ULS File No. 0000423487, received Apr. 10, 2001; ULS
    File No. 0000417882, received Apr. 24, 2001. Space Data is planning
    to use the narrowband PCS license to operate a free-floating,
    balloon-borne communications system to provide two-way paging -- a
    type of operation not specifically mentioned in the narrowband PCS
    rules. Therefore, Space Data filed with its application a Request
    for Declaratory Ruling or, in the alternative, for Waiver regarding
    the Commission's rules. On Apr. 19, 2001, the Commission released a
    Public Notice seeking comment on Space Data's request. *See*
    Wireless Telecommunications Bureau Seeks Comment on Space Data
    Research, LLC's Request for Declaratory Rule or Waiver Regarding the
    Narrowband PCS Rules, *Public Notice*, DA 01-970, rel. Apr. 19,
    2001.

[^385]: Mike Dano, *Questions Linger About TSR Demise*, [Global
    Wireless]{.smallcaps}, Jan. 1, 2001.

[^386]: *WebLink and Metrocall to Merger in Chapter 11 Deal*, News
    Release, WebLink, Apr. 2, 2001.

[^387]: WebLink intends to restructure its debt by converting high-yield
    notes worth \$470 million into equity. *WebLink Wireless, Inc.
    Announces Chapter 11 Filing; Intent to Convert All High-Yield Debt
    to Equity*, WebLink, News Release, May 24, 2001.

[^388]: *Hotbird*, C.E. Unterberg, Towbin, Mar. 12, 2001, at 43.

[^389]: Orbcomm (visited May 25, 2001)
    \<[http://www.orbcomm.com](http://www.orbcomm.com/)\>.

[^390]: *See* *Fifth Report*, at 17721-17722.

[^391]: RCR Publications, [RCR's 1999 Paging Database]{.smallcaps},
    1999.

[^392]: *See* Appendix D, Table 8, at D-10.

[^393]: WebLink Wireless, Inc., SEC Form 10-Q, Nov. 14, 2000, at 4.

[^394]: *U.S. Paging Subscribers and Revenues*, PCIA Global Wireless
    Portfolio, at 10, 2000 Edition (citing the Strategis Group).

[^395]: *Arch Launches Customer Database Management Program to Better
    Identify and Target Two-Way Messaging Users,* Arch, News Release,
    Feb. 19, 2001.

[^396]: Marisa Torrieri, *Trends and Analysis from the Mobile Messaging
    and Internet Applications Conference*[, Wireless Data
    News]{.smallcaps}, Aug. 2, 2000, *available in* 2000 WL 7382594.

[^397]: *Id*.

[^398]: *New Arch Wireless Service Enables Access to Home and Office
    E-mail Anytime, Anywhere*, News Release, Arch, Oct. 25, 2000.

[^399]: Users can also send e-mails from their advanced messaging
    devices. Arch, *Product Information* (visited Feb. 21, 2001)
    \<<http://store.arch.com/Forms/Pager.cfm?agentid=arch&cfid=378974&cftoken=1609540&PagerType=webster>\>.

[^400]: *WebLink Wireless Offers Wireless Access to Personal E-mail*,
    News Release, WebLink, Jan. 5, 2001.

[^401]: *See* Section II.c, Handheld Devices, *infra*.

[^402]: *SkyTel, Strategy.com to Provide Personalized Financial News to
    Wireless Customers*, News Release, SkyTel, Nov. 9, 2000; *Arch
    Partners with GoAmerica to Offer Wireless Internet for Mobile Data
    Market*, News Release, Arch, Apr. 12, 2000; *Metrocall, Lifeminders
    Partner to Wirelessly Deliver Personalized Information and Reminder
    Messages to Customers*, News Release, Metrocall, June 28, 2000.

[^403]: Subscribers to the Internet content services offered by
    paging/messaging carriers do not have access to the same type of
    content available with wireline web access, but only to content that
    has been specially-designed for these services.

[^404]: Monica Rogers, *Paging Industry Battling to Adapt; More
    Functions, Wide Service Area are Selling Points*, [Crain's Chicago
    Business]{.smallcaps}, July 24, 2000.

[^405]: SkyTel, *Product Information* (visited Mar. 30, 2001)
    \<http://www.skytel.com\>.

[^406]: *WebLink Wireless Signs Contracts with Notify Technology
    Corporation to Provide Wireless Access to Personal and Business
    E-mail*, News Release, WebLink, Dec. 7, 2000; *Verizon Wireless
    Messaging Services Selects Critical Path to Provide Wireless
    Messaging Infrastructure for Millions of Paging Customers*, News
    Release, Verizon Messaging, Nov. 6, 2000; *WebLink Wireless Teams
    with Cross Communications, RPA Wireless, and Veriprise Wireless*,
    News Release, WebLink, Sept. 26, 2000.

[^407]: *WebLink Wireless Signs Strategic Alliance with Teletouch
    Communications to Provide Wireless Data Services*, News Release,
    WebLink, Mar. 15, 2000.

[^408]: *Arch Partners with GoAmerica to Offer Wireless Internet for
    Mobile Data Market*, News Release, Arch, Apr. 12, 2000.

[^409]: *Metrocall, Lifeminders Partner to Wirelessly Deliver
    Personalized Information and Reminder Messages to Customers*, News
    Release, Metrocall, June 28, 2000.

[^410]: *WebLink Wireless Signs Strategic Alliance with Teletouch
    Communications to Provide Wireless Data Services*, News Release,
    WebLink, Mar. 15, 2000; *WebLink Wireless Signs Seven Additional
    Wireless Data Carrier Contracts; Relationships Reinforce WebLink
    Wireless' Position as the Industry's Carriers' Carrier*, News
    Release, WebLink, Feb. 24, 2000; *Aquis Signs Strategic Agreement
    with WebLink Wireless to Provide Two-Way Wireless Data Services*,
    News Release, Aquis, May 1, 2000.

[^411]: *Arch, Weather.com Launch the Weather Channel Pager, Wireless
    Service offers Customized Weather Updates and Forecasts,* News
    Release*,* Arch, June 21, 2000.

[^412]: *America Online and Arch Communications Plan to Deliver Wireless
    AOL Applications for 'AOL Mobile Messenge*r*,'* News Release, Arch,
    Feb. 28, 2000.

[^413]: *Excel Launches 2-way Messaging Through WebLink Wireless*, News
    Release, WebLink, Nov. 1, 2000.

[^414]: *Staying in Touch Gets Easier with BlackBerry by SkyTel*, News
    Release, SkyTel, May 31, 2000.

[^415]: *Yahoo! and WebLink Wireless Team to Bring Web Services to 2-Way
    Messaging Devices*, News Release, WebLink, Oct. 16, 2000.

[^416]: *America Online and Arch Communications Plan to Deliver Wireless
    AOL Applications for "AOL Mobile Messenger,"* News Release, Arch,
    Feb. 28, 2000.

[^417]: The seven wireless carriers offering wireless web service are
    ALLTEL, AT&T Wireless, Cingular Wireless, Nextel, Sprint PCS,
    Verizon Wireless, and VoiceStream.

[^418]: As mentioned above in note Error: Reference source not found,
    *supra*, the terms "wireless web" and "mobile web" are used
    throughout Section B to mean mobile Internet access via mobile
    telephone handsets.

[^419]: The technologies and speeds used for wireless web services vary
    by mobile telephone carrier. Sprint PCS and Verizon Wireless
    currently have a maximum network speeds of 14.4 kbps. AT&T Wireless
    uses its Cellular Digital Packet Data ("CDPD") network for its
    wireless web service and transfers data at rates of up to 19.2 kbps.
    Nextel uses iDEN to deliver data at a rate of 9.6 kbps. *Sprint
    Announces Record Fourth Quarter, Yearly Results*, News Release,
    Sprint, Feb. 1, 2001; Richard Hoffman, *A World Without Wires*,
    [Network Computing]{.smallcaps}, July 10, 2000, *available in* 2000
    WL 11054317; AT&T Wireless, *AT&T Wireless Services: FAQs* (visited
    Jan. 29, 2001)
    \<http://www.attws.com/business/lcorp/explore/wireless_ip/cust_serv/faqs/csgenfaq.shtml\>;
    Kirk Laughlin, *Can American Wireless Afford 3G?*, [America's
    Network]{.smallcaps}, Nov. 15, 2000, *available in* 2000 WL
    10795176.

[^420]: Ian Austen, *The New Wireless Web*, [New York
    Times]{.smallcaps}, Sept. 28, 2000, at G-1.

[^421]: Dan Meyer, *Speed Bumps; Limits Of Wireless Web Stifle Early
    Growth*, [RCR Wireless News]{.smallcaps}, Jan. 29, 2001, at 16.
    Industry speculation estimates AOL paid Sprint PCS \$50 million "for
    top billing on subscriber's screens."

[^422]: Users view specially designed content when they surf to
    wireless-enabled web sites. For web sites that have not been
    wireless-enabled, some text information is usually available. AT&T
    Wireless, *AT&T Wireless Services -- AT&T Digital PocketNet Service
    -- Data Plans* (date visited May 17, 2001)
    \<http://www.attws.com/personal/exployre/pocketnet/data_plans.html\>.
    Telephone message from Danielle Perry, AT&T Wireless, May 17, 2001.

[^423]: *ALLTEL Lavishes Users With Choices; Gives Up Sweetheart Content
    Deals*, [CT Wireless]{.smallcaps}, Aug. 25, 2000, *available in*
    2000 WL 6392363; *Sprint Introduces "My Wireless Web," A Personal
    Page to Manage Wireless Phone Content*, News Release, Sprint PCS,
    Oct. 3, 2000; *Wireless Internet Access Gets Personal*, News
    Release, Verizon Wireless, Aug. 21, 2000.

[^424]: *ALLTEL Offers First Ready-to-Use Wireless Internet Service;
    'Web Unwired' Gives Customers Freedom to Customize Service*, News
    Release, ALLTEL, Aug. 23, 2000.

[^425]: There were approximately 110 million wireless subscribers by
    year-end 2000. *See* Section A.(i), Subscriber Growth, *supra*, and
    note Error: Reference source not found, *supra.*

[^426]: Tim Paradis, *Sprint PCS Tops 1M Wireless Web Customers*, [Dow
    Jones Newswires]{.smallcaps}, Jan. 8, 2001; Arthur B. Krause,
    Charles Levine and Kurt Fawkes, *SprintPCS Group 4q00 Results
    Conference Call*, Sprint PCS, Feb. 1, 2001; *Sprint Hits One Million
    Mobile Users Nationwide on the Sprint PCS Wireless Web*, News
    Release, Sprint PCS, Jan. 8, 2001.

[^427]: Arthur B. Krause, Charles Levine and Kurt Fawkes, *SprintPCS
    Group 4q00 Results Conference Call*, Sprint PCS, Feb. 1, 2001.

[^428]: Verizon Communications, Inc., *Verizon Communications Investor
    Quarterly 4Q '00*, Feb. 1, 2001; AT&T Wireless Group, *AT&T Wireless
    Group Earnings Commentary*, Jan. 29, 2001.

[^429]: Hilary Smith, *Dispatch, Data to Drive Carrier Differentiation*,
    [RCR Radio Communications Report]{.smallcaps}, Oct. 25, 1999,
    *available in* 1999 WL 28240970; *Bell Atlantic Mobile Introduces
    New, Simple Choice for Wireless Internet, E-Mail Access*, News
    Release, Verizon Wireless, Nov. 8, 1999.

[^430]: *Sprint and Unplugged Games, Inc. to Launch New Wireless Games
    On the Sprint PCS Wireless Web*, News Release, Sprint PCS, Jan. 30,
    2001.

[^431]: Verizon Wireless, *Welcome To Verizon Wireless* (visited Jan.
    24, 2001)
    \<http://www.verizonwireless.com/mobileweb/mw_coverage.html\>.

[^432]: In addition to paying monthly service fees and airtime charges,
    all mobile telephone Internet customers must purchase new
    Internet-ready handsets.

[^433]: *See* Appendix D, Table 4, at D-6.

[^434]: *AT&T Wireless Services Introduces Free, Unlimited Access To The
    Wireless Internet*, News Release, AT&T Wireless, May 17, 2000;
    *Nextel Introduces Nextel Online(SM): Wireless Internet Service for
    Business*, News Release, Nextel, Apr. 25, 2000.

[^435]: *AT&T Wireless Services Introduces Free, Unlimited Access To The
    Wireless Internet*, News Release, AT&T Wireless, May 17, 2000;
    Nextel, *Nextel Rates* (visited Feb. 23, 2001)
    \<http://www.nextel.com/rates/rates.shtml\>.

[^436]: *AT&T Wireless 4Q 2000 Earnings Conference Call*, AT&T Wireless,
    Jan. 29, 2001.

[^437]: *ALLTEL Offers First Ready-to-Use Wireless Internet Service;
    'Web-Unwired' Gives Customers Freedom to Customize Service*, News
    Release, ALLTEL, Aug. 23, 2000; Jon Van, *Cautious Attraction to
    Wireless Web*, [Chicago Tribune]{.smallcaps}, Oct. 19, 2000,
    *available in* 2000 WL 3722847.

[^438]: *2001 Strategis Mobile Data Report*, at 43.

[^439]: *ALLTEL offers wireless Internet in Mobile, Pensacola areas*,
    News Release, ALLTEL, Jan. 29, 2001; Cingular, *My Wireless Window
    -- Wireless Internet -- Pricing* (visited Feb. 2, 2001)
    \<http://www.mywirelesswindow.com/myww/pricing\>.

[^440]: Andrew M. Seybold, *Short Messaging Service (SMS)*, [Mothering
    Magazine]{.smallcaps}, June 25, 1999. GSM networks permit messages
    of 160 characters, CDMA permits 256 characters, and iDEN allows 140
    characters. *SSB Report*, at 30; *Verizon Wireless Introduces Mobile
    Messenger(SM) in Texas and Coast to Coast; Let Your Fingers Do the
    Talking With Two-Way Text Messaging*, News Release, Verizon
    Wireless, Jan. 29, 2001. U.S. carriers have set varying character
    limits. For example, Verizon Wireless limits users to 120
    characters.

[^441]: *3 Billion G-Mails in December '99; Short Messages Hit the Mark
    For Consumers*, News Release, GSM Association, Feb. 2, 2000; *More
    Than 200 Billion GSM text messages forecast for full year 2001*,
    News Release, GSM Association, Feb. 12, 2001.

[^442]: *VoiceStream Wireless Launches Wireless Internet Services*, News
    Release, VoiceStream, May 10, 2000.

[^443]: *AT&T Wireless Brings the International Text Messaging Craze to
    the U.S.*, News Release, AT&T Wireless, Oct. 17, 2000; *Verizon
    Wireless Customers Can Now Let Their Fingers Do The Talking*, News
    Release, Verizon Wireless, Nov. 30, 2000.

[^444]: *TeleCorp PCS Introduces Two-Way Short Messaging Service*, News
    Release, TeleCorp, Feb. 27, 2001.

[^445]: VoiceStream, *VoiceStream -- products & services* (visited Feb.
    28, 2001)
    \<http://www.voicestream.com/products/services/atstream.asp\>.

[^446]: In addition to paying service plan fees, customers must also
    purchase handsets capable of text messaging.

[^447]: *Verizon Wireless Introduces Mobile Messenger(SM) in Texas and
    Coast to Coast; Let Your Fingers Do the Talking With Two-Way Text
    Messaging*, News Release, Verizon Wireless, Jan. 29, 2001.

[^448]: *AT&T Wireless Brings the International Text Messaging Craze to
    the U.S.*, News Release, AT&T Wireless, Oct. 17, 2000.

[^449]: *Sprint and America Online Launch the AOL Instant Messenger
    Service on the Sprint PCS Wireless Web*, News Release, Sprint PCS,
    Oct. 19, 2000.

[^450]: Devine Kofiloto and Mike Woolfrey, *'SMS -- unexploited
    potential' Messaging conference hears*, EMC Market Data, Jan. 31,
    2001.

[^451]: eCare, E-mail correspondence, Sprint PCS, May 16, 2001.

[^452]: Jason Philyaw, *VoiceStream To Offer AOL Instant Message To
    Customers*, [Dow Jones Newswire]{.smallcaps}, May 21, 2001.

[^453]: POP3 is a protocol for receiving e-mail that is used by many
    companies and ISPs. Nextel, *Nextel -- Mobile Email* (visited Mar.
    29, 2001)
    \<http://www.nextel.com/wireless/email/emailandmore.shtml\>.

[^454]: *See* Appendix D, Table 9, at D-11 for an overview of handheld
    devices with mobile Internet access.

[^455]: As with Internet access via mobile telephones, the content
    available on handheld devices with mobile Internet access differs
    from the content available with wireline web access and varies by
    device and wireless Internet service provider. *See* Section B.(i),
    Wireless Web. The type of mobile Internet content available on
    various handheld devices is described below.

[^456]: Handheld PDAs generally include the PDA functions described in
    note Error: Reference source not found, *supra*.

[^457]: One handheld device discussed below, the Handspring Visor,
    allows users to attach a VisorPhone to the handheld device, thereby
    giving them mobile voice and Internet access. *See* Section B.(i),
    PalmOS Devices, *infra*.

[^458]: R. Gardner, *Handheld Devices: The PDA Weekly*, Salomon Smith
    Barney, Feb. 23, 2001, at 2. These market share percentages include
    only point-of-sale cash register sales made at retailers such as
    CompUSA, Office Depot, etc. plus certain mail order catalogs. It
    does not include the other sales channels used by RIM; therefore,
    sales of RIM's blackberry devices are not included. E-mail
    communication with Cynthia S. Hiponia, Associate, Salomon Smith
    Barney, May 25, 2001.

[^459]: At the beginning of 2001, the list price of the Palm VIIx was
    \$399, an 11 percent decrease from the \$450 price of the Palm VII
    in the spring of 2000. In addition, in February 2001, Palm began
    offering a \$100 rebate on the Palm VIIx with a 12-month
    subscription to Palm.net. *See* R. Gardner, *Handheld Devices: The
    PDA Weekly*, Salomon Smith Barney, Feb. 23, 2001, at 1; Palm, *Palm
    VII Series* (visited Mar. 16, 2001)
    \<https://store.palm.com/Catalog/\>; *Fifth Report*, at 17723. Palm
    has made few changes to its Palm.Net monthly service pricing since
    the *Fifth Report*. For \$44.99 per month, subscribers can get
    unlimited Internet access, and for \$9.99 per month, they can
    download 50 kilobytes (or about 150 screens) of content. Palm
    changed its mid-level pricing plan from \$39.95 for 300 kilobytes,
    to \$24.99 for 150 kilobyes (or about 450 screens). Palm, *Palm.Net
    Service Plans* (visited Mar. 16, 2001)
    \<http://www.palm.com/products/palmvii/serviceplans.html\>.

[^460]: Marge Brown, *Palm/Handspring: Services*, [PC
    Magazine]{.smallcaps}, Mar. 29, 2001, *available in* 2001 WL
    4946173.

[^461]: Web clipping allows Palm devices to display small amounts of
    text information from popular Internet sites that have been
    specially designed for the proprietary Palm platform. Users can
    access information from these sites but cannot surf beyond them.
    *See Fifth Report*, at 17723. The web clipping applications of
    Palm's content partners come pre-loaded on the Palm VIIx and give
    users access to sites such as Yahoo!, E\*Trade, Travelocity,
    ABCNEWS.com, and ESPN.com. *See* Palm, *Web Clipping Applications*
    (visited Mar. 16, 2001)
    \<http://www.palm.com/products/palmvii/webclipping.html\>; Palm,
    *Web Clipping Application Partners* (visited Mar. 16, 2001)
    \<http://www.palm.com/products/palmvii/qa_logos.html\>.

[^462]: Palm, *Palm.Net Wireless Communication Service* (visited Mar.
    16, 2001) http://www.palm.com/products/palmvii/wireless.html\>.
    Palm.net's e-mail product is called iMessenger. With iMessenger,
    Palm.Net subscribers can automatically receive the first 500
    characters of each message sent to their personal Palm.Net e-mail
    account, and then have the option to read the next 500 characters,
    download the entire message, or read it later. Palm, *iMessenger
    Wireless Internet Messaging* (visited Mar. 16, 2001)
    \<http://www.palm.com/products/palmvii/imessenger.html\>.

[^463]: *See Fifth Report*, at 17723; Palm, *Palm.Net Service Coverage*
    (visited Apr. 2, 2001)
    \<http://www.palm.com/products/palmvii/map.html\>.

[^464]: Users who connect through a mobile phone must also install
    Palm's Mobile Internet Kit software. Palm, *Palm Mobile Internet
    Kit* (visited Mar. 16, 2001) \<http://www.palm.com/software/mik/\>;
    Palm, *Palm m105 Handheld* (visited Mar. 16, 2001)
    \<https://store.palm.com/Catalog/\>. *See* Palm, *Palm Mobile
    Internet Kit* (visited Mar. 16, 2001)
    \<http://www.palm.com/software/mik/phone.html\> for a list of mobile
    handsets that can be attached to Palm devices, and the type of
    connection (either cable or infrared) that each uses.

[^465]: Palm, *Palm Mobile Internet Kit FAQs* (visited Mar. 16, 2001)
    \<http://www.palm.com/software/mik/faq.html#3\>; Palm, *Palm Mobile
    Internet Kit* (visited Mar. 16, 2001)
    http://www.palm.com/software/mik/\>.

[^466]: *Id*.

[^467]: With Palm devices, users can store and retrieve their SMS
    messages. Palm, *Palm Mobile Internet Kit FAQs* (visited Mar. 16,
    2001) \<http://www.palm.com/software/mik/faq.html#3\>. When users
    are piggybacking on the mobile telephone's mobile Internet
    connection, many factors associated with the connections, including
    speed, reliability, and service pricing, are dependent upon the
    mobile telephone carrier providing the Internet access. Palm does
    not charge a monthly service fee for this type of access; however,
    Palm Mobile Internet Kit users must pay whatever wireless web access
    fees their mobile telephone carrier charges. Palm, *Palm Mobile
    Internet Kit FAQs* (visited Mar. 16, 2001)
    \<http://www.palm.com/software/mik/faq.html#3\>. *See* Section II.b,
    Mobile Telephone Operator Offerings, *supra*.

[^468]: Palm, *Wireless Internet and E-mail* (visited Mar. 16, 2001)
    \<http://www.palm.com/wireless/\>. The Minstrel V and Minstrel III
    work with the Palm V and Palm III, respectively. Both Minstrel
    modems cost \$369. All of Minstrel wireless modems are made by
    Novatel Wireless, Inc. ("Novatel") and use CDPD networks for mobile
    Internet access. Novatel, *Minstrel V* (visited Mar. 16, 2001)
    \<http://www.novatelwireless.com/palmtop/minstrel5.html\>; Novatel,
    *Minstrel III* (visited Mar. 16, 2001)
    \<http://www.novatelwireless.com/palmtop/minstrel3.html\>.

[^469]: Novatel, *Minstrel V* (visited Mar. 16, 2001)
    \<http://www.novatelwireless.com/palmtop/minstrel5.html\>; Novatel,
    *Minstrel III* (visited Mar. 16, 2001)
    \<http://www.novatelwireless.com/palmtop/minstrel3.html\>. In the
    future, Palm and Motient plan to offer a Palm V cradle that will
    have always-on wireless Internet access to Motient's wireless data
    network. *Motient to Provide Palm Users with Wireless Connectivity*,
    [PR Newswire]{.smallcaps}, Feb. 7, 2001.

[^470]: GoAmerica's Go.Web gives users access to a new Go.Web e-mail
    account or to an existing web-based e-mail account, and to nearly
    any web site that has been designed for use on a mobile device.
    GoAmerica, *Go.Web Service* (visited Mar. 19, 2001)
    \<http://www.goamerica.com/goweb/\>. Go.Web allows users to
    customize the content they wish to receive through its MyGo.Web
    portal. GoAmerica, *Go.Web Service* (visited Mar. 19, 2001)
    \<http://www.goamerica.com/goweb/\>.

[^471]: OmniSky provides e-mail access to an existing web-based or
    Microsoft Outlook e-mail account. OmniSky, *Wireless E-mail &
    Internet* (visited Mar. 19, 2001)
    \<http://www.omnisky.com/products/\>. Like GoAmerica, OmniSky allows
    users to access a variety of web content that has been designed for
    mobile devices and to personalize the content they receive with My
    OmniSky. OmniSky, *Wireless E-mail & Internet* (visited Mar. 19,
    2001) \<http://www.omnisky.com/products/\>.

[^472]: OmniSky, *Wireless E-mail & Internet* (visited Mar. 19, 2001)
    \<http://www.omnisky.com/products/\>; GoAmerica, *Novatel Wireless
    Minstrel V* (visited Mar. 19, 2001)
    \<http://www.goamerica.net/showcase/minstrel5/\>. Like many landline
    ISPs, WISPs GoAmerica and OmniSky are neither carriers nor equipment
    manufacturers but instead provide their subscribers with access to
    the Internet, including web content and e-mail, from various mobile
    devices discussed in Section II.c.

[^473]: Handspring, *Springboard Modules* (visited Mar. 18, 2001)
    \<http://www.handspring.com/products/sbmodules/index.jhtml\>.

[^474]: Handspring, *Springboard Modules Communications and Wireless*
    (visited Mar. 18, 2001)
    \<http://www.handspring.com/products/sbmodules/CommunicationsAndWireless.jhtml\>;
    Handspring, *Give Your Visor a Dial Tone* (visited Mar. 18, 2001)
    \<http://www.handspring.com/products/visorphone/index.jhtml\>.

[^475]: Handspring, *Springboard Modules Communications and Wireless*
    (visited Mar. 18, 2001)
    \<http://www.handspring.com/products/sbmodules/CommunicationsAndWireless.jhtml\>.

[^476]: Handspring, *\@ctivelink Wireless Messaging Module* (visited
    Mar. 18, 2001)
    \<http://www.handspring.com/products/sbmodules/activelinkdetails.jhtml\>.
    Glenayre announced in May 2001 that it planned to exit the wireless
    messaging business over the coming year and instead focus on
    providing access to voicemail and e-mail via the Internet and
    cellular phones. *Paging Firm Glenayre to Cut 700 Jobs*,
    [Reuters]{.smallcaps}, May 23, 2001.

[^477]: *Arch Wireless Introduces the 'Arch Webster™ 300' With the
    Glenayre \@ctiveLink™ Module*, [PR Newswire]{.smallcaps}, Mar. 21,
    2001. *See* Section II.a, Paging/Messaging, *supra*.

[^478]: Handspring, *Give Your Visor a Dial Tone* (visited Mar. 18,
    2001) \<http://www.handspring.com/products/visorphone/index.jhtml\>.

[^479]: Handspring, *VisorPhone FAQs* (visited Mar. 18, 2001)
    \<http://www.handspring.com/products/visorphone/faqs.jhtml\>; Rob
    Pegoraro, *Handheld Meets Phone, With Promising Results*, [The
    Washington Post]{.smallcaps}, Mar. 9, 2001. The Minstrel wireless
    modems and VisorPhone cost \$299 each, and the \@ctivelink module
    costs \$179. Handspring, *Springboard Modules Communication and
    Wireless* (visited Apr. 24, 2001)
    \<http://www.handspring.com/products/sbmodules/CommunicationsAndWireless.jhtml\>.

[^480]: RIM, *Available Services* (visited Mar. 18, 2000)
    \<http://www.rim.net/products/handhelds/services/index.shtml\>.

[^481]: *See* Section II.d, Dedicated Data Networks, *infra*, for a
    discussion of Motient and Cingular Interactive.

[^482]: RIM, *Available Services* (visited Mar. 18, 2000)
    \<http://www.rim.net/products/handhelds/services/index.shtml\>.

[^483]: RIM, *BlackBerry Enterprise Solutions* (visited Mar. 18, 2001)
    \<http://www.blackberry.net/solutions/enterprise/index.shtml\>; RIM,
    *BlackBerry Home/Personal Solutions* (visited Mar. 18, 2001)
    \<http://www.blackberry.net/solutions/home/index.shtml\>; RIM,
    *Wireless E-mail Solutions* (visited Mar. 18, 2001)
    \<http://www.blackberry.net/solutions/index.shtml\>. BlackBerry
    Enterprise Edition is for businesses and BlackBerry Internet Edition
    for individual customers. Enterprise Edition is designed for use
    with Microsoft Exchange or Lotus Domino and can be integrated with
    corporate servers. Individual BlackBerry e-mail service costs
    \$39.99 per month, and services such as paging and North American
    roaming cost extra. RIM, *BlackBerry Exchange Edition* (visited Mar.
    18, 2000)
    \<http://www.blackberry.net/purchase/pricing/us/bbee.shtml.

[^484]: RIM, *BlackBerry eMarketplace* (visited Mar. 18, 2001)
    \<http://www.blackberry.net/purchase/emarketplace/index.shtml\>;
    *Research In Motion Reports 45% Sequential Revenue Growth in Q3*,
    News Release, RIM, Dec. 20, 2000; RIM, *BlackBerry Flat-Rate
    Pricing* (visited Mar. 18, 2000)
    \<http://www.blackberry.net/purchase/pricing/index.shtml\>.

[^485]: Some of the co-branded BlackBerry services are only available on
    certain RIM devices. RIM, *BlackBerry eMarketplace GoAmerica*
    (visited Mar. 18, 2001)
    \<http://www.blackberry.net/purchase/emarketplace/resellers/us/goamerica.shtml\>;
    RIM, *BlackBerry eMarketplace Cingular* (visited Mar. 18, 2001)
    \<http://www.blackberry.net/purchase/emarketplace/resellers/us/cingular.shtml\>.
    Compaq has co-branded not only RIM's BlackBerry service, but two of
    its devices as well. It has branded the RIM 950 as the iPAQ W1000
    and the RIM 957 as the iPAQ H1000, and offers the iPAQ BlackBerry
    Wireless *E-mail* Solution on both. RIM, *BlackBerry eMarketplace
    Compaq* (visited Mar. 18, 2001)
    \<http://www.blackberry.net/purchase/emarketplace/resellers/us/compaq.shtml\>.
    GoAmerica has added its wireless Internet service, Go.Web, to
    BlackBerry, so users can access the web and corporate intranets, as
    well as existing e-mail accounts, on the RIM 850, RIM 950, and RIM
    957. RIM, *BlackBerry eMarketplace GoAmerica* (visited Mar. 18,
    2001)
    \<http://www.blackberry.net/purchase/emarketplace/resellers/us/goamerica.shtml\>.
    The co-branded BlackBerry services offered by Cingular Interactive
    and Motient are discussed in Section II.d, *infra*.

[^486]: *Research In Motion Reports 45% Sequential Revenue Growth in
    Q3*, News Release, RIM, Dec. 20, 2000; *America Online Unveils New
    AOL Mobile Communicator Two-way Wireless Handheld Device,* News
    Release, RIM, Nov. 30, 2000.

[^487]: Microsoft, *Mobile Devices, Get Connected* (visited Mar. 16,
    2001)
    \<http://www.microsoft.com/mobile/pocketpc/wireless/connected.asp\>.

[^488]: Novatel, *Minstrel 540* (visited Mar. 16, 2001)
    \<http://www.novatelwireless.com/palmtop/minstrel540.html\>. Like
    the Minstrel V and Minstrel III discussed above, the Minstrel 540
    uses CDPD networks and transfers data at speeds of 19.2 kbps. *Id*.

[^489]: Casio, *PocketSpider GoAmerica Wireless Internet Services*
    (visited Mar. 16, 2001) \<http://www.casio.com/pocketspider/\>.

[^490]: Compaq, *Accessories* (visited Mar. 16, 2001)
    \<http://www5.compaq.com/products/handhelds/pocketpc/accessories.html#wireless\>.

[^491]: Microsoft, *Mobile Devices, Get Connected* (visited Mar. 16,
    2001)
    \<http://www.microsoft.com/mobile/pocketpc/wireless/connected.asp\>.

[^492]: *Id*.

[^493]: Motient Corporation, SEC Form 10-Q, Nov. 14, 2000. Motient
    provides wireless voice services via its satellite subsidiary. *Id*.
    Motient was formerly known as American Mobile Satellite Corporation
    and included the acquisition of ARDIS Company. Motient Corporation,
    SEC Form 10-Q, May 15, 1998.

[^494]: Motient Corporation, SEC Form 10-K, Apr. 2, 2001.

[^495]: *2001 Strategis Mobile Data Report*, at 67. *See* Section
    B.(ii), RIM Devices and BlackBerry Service, *supra*.

[^496]: Peggy Albright, *Motient's Big Push for a Consumer Base*,
    [Wireless Week]{.smallcaps}, Jan. 15, 2001.

[^497]: Motient (visited Mar. 14, 2001) \<http://www.motient.com\>.

[^498]: RIM, *BlackBerry* (visited Mar. 14, 2001)
    \<http://www.blackberry.net/purchase/emarketplace/resellers/us\>.

[^499]: Mike Mayor, *New Cradle to Keep Palm Users Turned On*, [Wireless
    News Factor]{.smallcaps}, Feb. 8, 2001. *See also* Section B.(i),
    PalmOS Devices, *supra*.

[^500]: Motient Corporation, SEC Form 10-K, Apr. 2, 2001, at F-5.

[^501]: *BellSouth Wireless Data Brings in New Year with New Name --
    Cingular Interactive*, News Release, Cingular Interactive, Jan. 10,
    2001.

[^502]: *Cingular Interactive's Subscriber Count Eclipses 570,000 as
    Company Celebrates Banner Year*, News Release, Cingular Interactive,
    Jan. 23, 2001 ("*Cingular Interactive News Release*").

[^503]: *Id*.

[^504]: *Id*.

[^505]: *Cingular Interactive Introduces Operation Platinum Standard to
    Continue Meeting Service and Coverage Needs*, News Release, Cingular
    Interactive, Feb. 5, 2001.

[^506]: *Cingular Interactive News Release*.

[^507]: Metricom, Inc., SEC Form 10-Q, Nov. 13, 2000, at 11.

[^508]: *Id*.

[^509]: Metricom, Inc., SEC Form 10-K, Apr. 30, 2001, at 1.

[^510]: *Id*.

[^511]: Metricom, Inc., SEC Form 10-Q, Nov. 13, 2000, at 11.

[^512]: *San Diego Gains Competitive Advantage...*, News Release,
    Metricom, Inc., May 17, 2001; Metricom, *Get Ricochet* (visited May
    22, 2001)
    \<wysiwyg://19/http://www.ricochet.com/ric...t_advantage/getricochet/matrix_live.html\>.

[^513]: Metricom, *Metricom Partners and Resellers* (visited Apr. 25,
    2001) \<http://www.metricom.com/partners_resellers/index.html\>.

[^514]: *Metricom Reports Fourth Quarter 2000 Results*, News Release,
    Metricom, Feb. 8, 2001.

[^515]: *Id*.

[^516]: Openwave Systems was formed by the November 17, 2000, merger
    between Phone.com and Software.com. *Phone.com and Software.com
    Announce Completion of Merger*, News Release, Openwave, Nov. 17,
    2000.

[^517]: *See Fifth Report*, at 17704-17706.

[^518]: WAP Forum, *The Future of WAP*, Presentation, Feb. 2001 at 3.

[^519]: *Id*.

[^520]: *WAP-enabled handsets as at October 2000*, [Mobile
    Communications International]{.smallcaps}, Dec./Jan. 2000/2001, at
    99 (Source: EMC).

[^521]: *Id*.

[^522]: Peter Rysavy, *WAP: Untangling the Wireless Standard*, [Network
    Computing]{.smallcaps}, Nov. 27, 2000.

[^523]: *Id*. *See* Section II.b, M-Commerce*, infra*.

[^524]: The uncertainty the industry has about WAP is most evident on
    the cover of the December/January 2000/2001 issue of *Mobile
    Communications International*, on which the question "On fire or
    burnt out?" is posed about WAP. *See also* Peter Rysavy, *E-Commerce
    Unleashed*, [Network Computing]{.smallcaps}, Jan. 22, 2001,
    *available in* 2001 WL 9806388 ("*E-Commerce Unleashed*"); Jim
    Thompson, *WAP- The Technology Everyone Loves to Hate -- A Potential
    Force in Mobile Wireless Access*, [Boardwatch]{.smallcaps}, Feb.
    2001; Peter Rysavy, *WAP: Untangling the Wireless Standard*,
    [Network Computing]{.smallcaps}, Nov. 27, 2000 ("WAP is not a
    cure-all, and skeptics consider it an interim technology at best.").

[^525]: Many in the industry have been disappointed with WAP following
    its commercial introduction in January 2000 in Europe. Some of the
    disappointment in Europe has been caused by shortages of WAP phones;
    slow mobile network speeds, and the incompatibility between WAP
    devices and WAP applications. Mike Hibberd, *How it all began*,
    [Mobile Communications International]{.smallcaps}, Dec./Jan.
    2000/2001; Matt Hamblen, *WAP Gets Both Jeers, Cheers for
    Usability*, [Computerworld]{.smallcaps}, Dec. 18, 2000; Reinhardt
    Krause, *Does Standard For Wireless Web Pages Have Legs?*,
    [Investor's Business Daily]{.smallcaps}, Sept. 15, 2000; Antony
    Bruno, *Sky's the limit for domestic WAP rollout*, [Radio
    Communications Report]{.smallcaps}, Aug, 21, 2000.

[^526]: The Strategis Group lists three wireless web interfaces: WAP,
    cHTML, and Microsoft Mobile Explorer. NTT DoCoMo's iMode service is
    based on cHTML, and Microsoft's Mobile Explorer supports both HTML
    and WAP. *2001 Strategis Mobile Data Report*, at 12; Jim Thompson,
    *WAP- The Technology Everyone Loves to Hate -- A Potential Force in
    Mobile Wireless Access*, [Boardwatch]{.smallcaps}, Feb. 2001; Shyam
    Kamadolli, *The Yap about WAP*, [Telecommunications]{.smallcaps},
    Dec. 1, 2000 ("WAP seems to be a sure bet, at least in the near
    term.").

[^527]: *E-Commerce Unleashed.*

[^528]: Fidelity has been offering wireless access to accounts since
    1998. Recently, the company began permitting access to 401K accounts
    via mobile devices. Deborah Bach, *Fidelity Pouncing, Others Still
    Waiting on Wireless*, [American Banker]{.smallcaps}, May 1, 2001,
    *available in* 2001 WL 3911224.

[^529]: Karen Kaplan, *M-Commerce Gives Shell-Shocked Web a Glimmer of
    Light*, [Los Angeles Times]{.smallcaps}, Mar. 12, 2001, *available
    in* 2001 WL 2469205.

[^530]: Charles V. Zehren, *Advertisers Set Sights on Wireless
    Hand-Helds to Target Their Message*, [Newsday]{.smallcaps}, Oct. 19,
    2000, *available in* 2000 WL 3722888 (citing the Kelsey Group).

[^531]: Herman Mehling, *Anytime, Anywhere E-Commerce Beckons*,
    [VarBusiness]{.smallcaps}, Oct. 16, 2000, *available in* 2000 WL
    8236782 (citing IDC).

[^532]: *Welcome to Vodafone Bank, How May We Serve Your Financial
    Needs*, [American Banker]{.smallcaps}, Oct. 17, 2000, *available in*
    2000 WL 25346208 (citing Nortel Networks and the Gartner Group).

[^533]: *See* Section II.a, WAP, *supra*.

[^534]: *See* Section II.d, Short Range Data Transmissions, *infra,* for
    a discussion of Bluetooth.

[^535]: *E-Commerce Unleashed.*

[^536]: Justin Pearse, *European Vending Association Plans Phone-Paid
    Vending*, [New Media Age]{.smallcaps}, March 8, 2001, *available in*
    2001 WL 11317272. The European Vending Association has includes
    Sonera, Mobilix and Cellpoint. Together the EVA will work to drive
    m-commerce via vending machines throughout Europe and the United
    States. *Id.*

[^537]: Bass Hotels, Inc., which owns the Holiday Inn chain, plans to
    use Bluetooth in all of its properties, including its Crowne Plaza
    and Intercontinental chains. Leo Lewis, *Room bkd 4u @ Hldy In -- CU
    L8R*, [The Independent]{.smallcaps}, Feb. 4, 2001, *available in*
    2001 WL 2792121. In April, Starwood Hotels & Resorts International
    announced that it would implement m-commerce services for guests
    using Bluetooth at 120 locations in North America and Europe.
    *Market Currents*, [Mbusiness]{.smallcaps}, April 1, 2001,
    *available in* 2001 WL 20266214.

[^538]: *Yahoo! Launches Two Mobile E-Commerce Services*, News Release,
    Yahoo, Oct. 19, 2000; *Thyron Teams Up with Visa at Cartes 2000*,
    [M2Presswire]{.smallcaps}, Oct. 20, 2000, *available in* 2000 WL
    28277241

[^539]: *E-Commerce Unleashed.* Telecommunications operators, Internet
    content providers, and equipment suppliers founded the Global Mobile
    Commerce Forum in 1997 to support the development of m-commerce. The
    Forum is comprised of 48 members including BT Cellnet, Virgin
    Mobile, InfoSpace, Orange and Motorola (visited Mar. 27, 2001)
    \<http://[www.GMCForum.com](http://www.GMCForum.com/)\>. The Mobey
    Forum convened in May 2000 to encourage the use of mobile technology
    in the financial services sector. The Mobey Forum is comprised of 98
    members including ABN-AMBRO Bank, Deutsche Bank, Visa International,
    Ericsson, Nokia and Siemens (visited Mar. 27, 2001)
    \<http://[www.mobeyforum.org](http://www.mobeyforum.org/)\>. The
    Mobile Electronics Transaction Initiative was founded in April 2000
    by Motorola, Ericsson, and Lucent to create an open industry
    framework for secure m-commerce transactions (visited Mar. 27, 2001)
    \<http://[www.wideopen.com/computerworld/725.html\>](http://www.wideopen.com/computerworld/725.html>).

[^540]: Under Phase II E911 rules, wireless carriers must provide a PSAP
    the telephone number of the wireless caller and a precise
    measurement of the location of the caller, by latitude and
    longitude. *See* *Fifth Report*, at 17712-17713.

[^541]: *Location Based Services: The Next Wave of Wireless Services*,
    Allied Business Intelligence, Feb. 21, 2001.

[^542]: Revision of the Commission's Rules to Ensure Compatibility with
    Enhanced 911 Emergency Calling Systems, *Fourth Memorandum Opinion
    and Order*, 15 FCC Rcd 17442 (2000).

[^543]: *See* Sprint PCS, Revision of the Commission's Rules To Ensure
    Compatibility with Enhanced 911 Emergency Calling Systems, *Phase II
    Implementation Report*, CC Docket No. 94-102, Nov. 9, 2000; Fifth
    *Report*, at 17712-17713.

[^544]: *See* Verizon Wireless, Revision of the Commission's Rules To
    Ensure Compatibility with Enhanced 911 Emergency Calling Systems,
    *E911 Phase II Carrier Report*, CC Docket No. 94-102, Nov. 9, 2000;
    *Verizon Wireless and TruePosition Announce Successful Completion of
    Location System Test in Manhattan*, News Release, Verizon Wireless,
    Dec. 19, 2000.

[^545]: Joshua L. Kwan, *New Wireless Technology Tracks Location*,
    [Knight Ridder /Tribune Business News]{.smallcaps}, Oct. 16, 2000,
    *available in* 2000 WL 28272653.

[^546]: SignalSoft Becomes First Member of Location Interoperability
    Forum, News Release, SignalSoft, Corp., Oct. 15, 2000.

[^547]: *MapInfo/Lucent to Develop Applications for Mobile Internet*,
    [Telephone IP News]{.smallcaps}, Nov. 1, 2000, *available in* 2000
    WL 2145020.

[^548]: *See* Section 4, Telemetry and Telematics, *infra*, for a
    further discussion of telematics*.*

[^549]: Steve Ditlea, *Wheels Online*, [MC Technology Marketing
    Intelligence]{.smallcaps}, March 1, 2001, *available in* 2001 WL
    15717085.

[^550]: The CD-ROM dependent location based devices require drivers to
    program the destination into an in-dash console while the vehicle is
    stopped, in order to avoid distraction. These location based devices
    are available for \$1,500 to \$2,000, including installation. Cade
    Metz, *Nokia Gets Behind the Wheel*[, PC Magazine]{.smallcaps},
    March 12, 2001, *available in* 2001 WL 4945975; G. Chambers Williams
    III, *Global Positioning System Guides Drivers Now*, [San Antonio
    Express News]{.smallcaps}, March 25, 2001, *available in* 2001 WL
    17167238.

[^551]: The number of subscribers includes the owners of GM's high-end
    models who receive the service free for one year whether they use it
    or not. The OnStar system connects to a live OnStar operator who can
    pinpoint the location of the vehicle and provide verbal driving
    instructions. Steve Ditlea, *Wheels Online*, [MC Technology
    Marketing Intelligence]{.smallcaps}, March 1, 2001, *available in*
    2001 WL 15717085.

[^552]: Steve Ditlea, *Wheels Online*, [MC Technology Marketing
    Intelligence]{.smallcaps}, March 1, 2001, *available in* 2001 WL
    15717085.

[^553]: There are two OnStar service plans: the Safety & Security Plan
    and the Premium Plan. The Safety & Security Plan offers live
    connection to an OnStar operator, remote accesss to the vehicle's
    horn, door locks and headlights, and public safety officials if the
    airbag deploys. This plan costs \$16.95 per month. The Premium Plan
    allows subscribers to pre-purchase voice and data minutes from
    Verizon Wireless. Each vehicle that is equipped with the Premium
    service has its own phone number for incoming and outgoing calls. In
    addition, the Premium Plan allows subscribers to use voice commands
    to access e-mail and Internet content, such as news, stock quotes,
    sports scores and weather reports. This plans costs \$34.95 per
    month. Steve Ditlea, *Wheels Online*, [MC Technology Marketing
    Intelligence]{.smallcaps}, March 1, 2001, *available in* 2001 WL
    15717085. OnStar has also partnered with Fidelity Investments to
    offer in-vehicle access to stock trading and investment accounts
    with the Premium Plan. Beth Healy*, GM's OnStar Service Offers
    Hands-Free Market Data*, [Boston Globe]{.smallcaps}, Feb. 25, 2001,
    *available in* 2001 WL 9341166.

[^554]: The number of subscribers includes the owners of GM's high-end
    models who receive the service free for one year whether they use it
    or not. Steve Ditlea, *Wheels Online*, [MC Technology Marketing
    Intelligence]{.smallcaps}, March 1, 2001, *available in* 2001 WL
    15717085.

[^555]: Harman International's system, called Becker Online Pro, is
    currently being sold in Europe in the BMW 7-series models. A similar
    system is scheduled to appear in the United States in the 2002 BMW
    7-series, Porsche and Audi models. Jerry Knight, *Harman Fine Tuning
    A 'Telematics' Plan*, [The Washington Post]{.smallcaps}, March 8,
    2001, *available in* 2001 WL 2549423.

[^556]: Mercedez-Benz plans to make the TeleAid system available in its
    2002 models. The annual subscription rate for Tele-Aid is \$125.00.
    Jim Mateja, *Variety is Standard on Mercedes SUVs*, [South Florida
    Sun-Sentinel]{.smallcaps}, Feb. 23, 2001, avaiable in 2001 WL
    2661136.

[^557]: The name Bluetooth comes from the Danish King Harald Blatand II
    who peacefully unified Denmark and Norway. The range of
    Bluetooth-enabled devices may be extended to 100 meters with
    additional amplifiers. Bluetooth Special Interest Group, *FAQ:
    Bluetooth Trademark* (visited Oct. 25, 2000)
    \<http://www.bluetooth.com/bluetoothguide/faq/8.asp\>.

[^558]: Personal Area Network ("PAN") is a term being used to describe
    the network that is created when wireless devices are connected in a
    small office or home environment. Motorola, *Motorola Bluetooth
    \[Personal Area Networks\]* (visited Feb. 12, 2001)
    \<http://www.motorola.com/bluetooth/pan/pan.html\>; Compaq,
    *Wireless personal area network* (visited Feb. 12, 2001)
    \<http://www5.compaq.com/products/wireless/wpan\>.

[^559]: The Bluetooth standard calls for frequency hopping,
    spread-spectrum techniques that make 1,600 hops per second among
    different frequencies within the 2.4 GHz ISM band. On its website,
    the Bluetooth SIG mentions that two other security features
    available are encryption and authentication. Both features may be
    employed on an application level. Bluetooth Special Interest Group,
    *FAQ -- Security* (visited Oct. 25, 2000)
    \<http://www.bluetooth.com/bluetoothguide/faq/5.asp\>; Art Wittmann,
    *Brush Up on Bluetooth*, [Network Computing]{.smallcaps}, June 28,
    1999, *available in* 1999 WL 8445722.

[^560]: *See Fifth Report*, at 17706. Bluetooth has been under
    development since 1994 when Ericsson began conducting a feasibility
    study. In 1998, the Bluetooth Special Interest Group (SIG) was
    formed. The group, which promotes the Bluetooth standard, has over
    2,000 adopter companies.

[^561]: Cahners In-Stat Group, selected data from "Bluetooth 2000: To
    Enable the Star Trek Generation," \<http://www.instat.com\>;
    Cathleen Moore, *Bluetooth-enabled products finally hit market*,
    [InfoWorld]{.smallcaps}, Dec. 18, 2000, *available in* 2000 WL
    26552351.

[^562]: Liz Vaughan-Adams, *Giving Bluetooth a little extra bite*, [The
    Independent,]{.smallcaps} Feb. 21, 2001, *available in* 2001 WL
    2796148.

[^563]: *See* Appendix D, Table 10, at D-12.

[^564]: Sarah L. Robers-Witt, *Will Bluetooth Bite Soon?*, [PC
    Magazine]{.smallcaps}, Jan. 1, 2001, *available in* 2001 WL 4945284.
    For a list of products available at the end of 2000 and those slated
    to begin selling in 2001, see Appendix D, Table 10, at D-12.

[^565]: Survey, *Is Bluetooth worth the wait?*, [The
    Economist]{.smallcaps}, Dec. 9, 2000, *available in* 2000 WL
    8144813; Dan Meyer, *Bluetooth At The Gate; Ready To Run: SIG Works
    Through Testing Issues, Standards Setting And Early Hype*, [RCR
    Radio Communications Report]{.smallcaps}, Sept. 25, 2000, *available
    in* 2000 WL 26131159.

[^566]: Dan Meyer, *Bluetooth At The Gate; Ready To Run: SIG Works
    Through Testing Issues, Standards Setting And Early Hype*, [RCR
    Radio Communications Report]{.smallcaps}, Sept. 25, 2000, *available
    in* 2000 WL 26131159; *Bluetooth Gaining Speed, But Obstacles
    Remain*, [CT Wireless]{.smallcaps}, Volume 4 Issue 185, Sept. 26,
    2000, *available in* 2000 WL 6392471.

[^567]: The Institute of Electrical and Electronics Engineers ("IEEE")
    is a technical society that sponsors conferences, publishes
    technical papers, and provides a forum for the development of
    standards. IEEE standards include those for computers and
    telecommunications, specifically standards used for LANs such as
    802.11b. Harry Newton, *Newton's Telecom Dictionary*, 1998, at 358.

[^568]: J. William Gurley, *The next big thing? Try 802.11b*,
    [CNET.com]{.smallcaps}, Feb. 19, 2001; Curtis Franklin, *Cut The
    Cord*, [InternetWeek]{.smallcaps}, Mar. 12, 2001, *available in*
    2001 WL 8007251; Terry Sweeney, *802.11B: One Standard Worth Waiting
    For*, [TechwebUK.com]{.smallcaps}, Nov. 16, 2000.

[^569]: John C. Dvorak, *Wireless Whale*, [Forbes]{.smallcaps}, Mar. 5,
    2001, *available in* 2001 WL 2184050; *Michael Dell Puts Wireless in
    Focus; Sees Standards, Notebooks as Easy Way for Customers to be
    Connected*, [Business Wire]{.smallcaps}, Mar. 20, 2001. In January
    2001, Starbucks announced it will begin installing MobileStar
    Network Corporation's wireless broadband network in stores, allowing
    customers with 802.11b-enabled notebook computers, handheld devices,
    smartphones and pocket PCs to access broadband content and services
    in Starbucks stores. *Starbucks and Microsoft Blend Coffee
    Retailer's Expertise With Technology Leader's Software and Services
    to Deliver Wireless Cof*, News Release, Starbucks, Jan. 3, 2001.

[^570]: *Apple Introduces AirPort Wireless Networking*, News Release,
    Apple, Jul. 21, 1999

[^571]: AirPort works with Apple's iBook, iMac, PowerBook G4, Power Mac
    G4 Cube and Power Mac G4. Apple, *Apple -- AirPort* (visited May 21,
    2001) \<http://www.apple.com/airport/\>.

[^572]: Members include Siemens, Compaq, Motorola, National
    Semiconductor, and Proxim. HomeRF, *Frequently Asked Questions*
    (visted June 18, 2001)
    \<http://www.homerf.org/about/faq_general.html\>.

[^573]: *Id.* DECT is the Digitally Enhanced Cordless Telephone standard
    that is widely used across Europe. *Id.*

[^574]: Wireless Ethernet Compatibility Alliance, *Wi-Fi Value and the
    Benefit of Standards* (visited Apr. 30, 2001)
    \<http://www.wi-fi.org/benefitsfaq.asp\>.

[^575]: Toni Kistner, *Small businesses warming to 802.11b*, [Network
    World]{.smallcaps}, Apr. 23, 2001.

[^576]: J. William Gurley, *The next big thing? Try 802.11b*,
    [CNET.com]{.smallcaps}, Feb. 19, 2001.

[^577]: Amendment of Part 15 of the Commission's Rules Regarding Spread
    Spectrum Devices and Wi-LAN, Inc. Application for Certification of
    an Intentional Radiator Under Part 15 of The Commission's Rules,
    *Further Notice of Proposed Rulemaking And Order*, DA 00-2317 (rel.
    May 11, 2001).

[^578]: See Section II.c, Location-Based Services, *supra.*

[^579]: LoJack Corporation, SEC Form 10-K/A, Mar. 13, 2000.

[^580]: LoJack Corporation, *Company Overview* (visited May 25, 2001)
    \<http://www.lojack.com/about/index.htm\>.

[^581]: See Appendix D, Table 11, at D-13 for an overview of their
    services.

[^582]: *See Fifth Report*, at 17726.

[^583]: *Schlumberger RMS Reaches Major Milestone, Connects 5 Millionth
    Consumer to Wireless Fixed Network*, News Release, Schlumberger,
    Feb. 26, 2001.

[^584]: *CellNet Installs Three Millionth Device into Wireless Network*,
    [Networks Update]{.smallcaps}, Dec. 1, 1999, *available in* 1999 WL
    11391122.

[^585]: *Schlumberger RMS Reaches Major Milestone, Connects 5 Millionth
    Consumer to Wireless Fixed Network*, News Release, Schlumberger,
    Feb. 26, 2001.

[^586]: Schlumberger Ltd, SEC Form 10-Q, May 12, 2000.

[^587]: *Itron, Inc. Expresses Confidence in Fourth Quarter Guidance;
    Reports Strong Fourth Quarter Bookings*, News Release, Itron, Dec.
    22, 2000; *Itron and eMobile Data Sign Exclusive Development,
    License and Distribution Agreements*, News Release, Itron, Feb. 6,
    2001.

[^588]: *See* Appendix D, Table 11, at D-13 for the details on the
    services offered by these carriers.

[^589]: *See Fifth Report*, at 17727.

[^590]: *See* Appendix D, Table 11, at D-13 for details on these
    contracts.

[^591]: *Telemetry Technologies To Deploy Aeris.Net\'s Microburst™
    Technology*, News Release, Aeris, May 19, 2000.

[^592]: *See* Section II.c, Continued Rise of Digital, *supra*.

[^593]: *See* Section II.a, Paging/Messaging, *supra.*

[^594]: *See* Section II.e, Wireless/Wireline Competition, *supra*.

[^595]: "Fixed wireless" services are also sometimes referred to as
    "wireless broadband" or "wireless DSL." The Commission endeavors to
    make its information as up-to-date as possible, and, unless
    otherwise noted, the data in this section of the report covers the
    period through May 2001. Because the fixed wireless sector changes
    so rapidly, some of the information may not be current as you are
    reading it.

[^596]: "Licensees of cellular systems may use alternative cellular
    technologies and/or provide fixed services on a co-primary basis
    with their mobile offerings, including personal communications
    services . . . on the spectrum within their assigned channel block."
    47 CFR § 22.902(d).

[^597]: In contrast, in its first report on the deployment of advanced
    telecommunication services, the Commission defined "advanced
    telecommunications capability" as upstream and downstream
    communications paths "having the capability of supporting . . . a
    speed . . . in excess of 200 kilobits per second (kbps) in the last
    mile." Inquiry Concerning The Deployment Of Advanced
    Telecommunications Capability to All Americans in a Reasonable and
    Timely Fashion, and Possible Steps to Accelerate Such Deployment
    Pursuant to Section 706 of the Telecommunications Act of 1996,
    *Report*, 14 FCC Rcd 2398, 2406, at ¶ 20 (1999). *See also*, Local
    Competition and Broadband Reporting, *Report and Order*, 15 FCC Rcd
    7717, 7720, at note 8 (2000).

[^598]: *See Fifth Report*, at 17785.

[^599]: Estimates of this market vary. Teligent estimates 3 to 4 percent
    of the office buildings in the United States are wired through
    fiber; however, these buildings account for 30 percent of business
    phone lines. Stan Draenos, *Wireless Goes the Last Mile*, [UPSIDE
    Today]{.smallcaps}, Oct. 9, 2000, *available in* 2000 WL 4725953
    (quoting Bruce Wagner, Senior VP for field operations at Teligent).
    The Strategis Group estimates 4 percent of all buildings in the
    United States are connected by fiber. *See* Arielle Emmett,
    *Alcatel's LMDS Strategy: "Scars, Welts and Staying Power,"*
    [Broadband Wireless Business]{.smallcaps}, Mar. 2001, at 32.
    McKinsey & Company and J.P. Morgan Securities estimate that 5
    percent of large U.S. buildings are of sufficient size and relative
    proximity to be targeted by fiber. *Broadband 2001*, McKinsey &
    Company and J.P. Morgan Securities, 2001.

[^600]: Robertson Stephens estimates that there are 8 million small and
    medium-sized businesses in the United States. Jim Friedland and Amy
    Roth, *Broadband Wireless Access: Beyond the Reach of Fiber*,
    Robertson Stephens Telecom Services Research, Feb. 18, 2000, at 1.
    Lehman Brothers estimates that mid-sized businesses use 25 to 35
    million access lines. Tim Luke*, Introducing the Broadband Wireless
    Equipment Market*, Lehman Brothers, Aug. 5, 1999, at 6.

[^601]: Inquiry Concerning The Deployment Of Advanced Telecommunications
    Capability To All Americans In A Reasonable And Timely Fashion, And
    Possible Steps To Accelerate Such Deployment Pursuant To Section 706
    Of The Telecommunications Act Of 1996, *Report*, 14 FCC Rcd 2398,
    2422 (2000).

[^602]: However, by adjusting factors such as cell size and transmission
    power, the networks can be engineered to the standard level of
    reliability in a telecommunications network, 99.999 percent. This
    level of reliability is also known as "five 9's."

[^603]: Gerry Blackwell, *Project Angel: Very Much Alive and Kicking*,
    [Broadband Wireless Business]{.smallcaps}, Mar. 2001, at 44
    ("*Blackwell Project Angel Article*")

[^604]: Steve Stroh, *OFDM Forum Grinds On With Mission*, [Broadband
    Wireless Business]{.smallcaps}, Jan. 2001, at 8 ("*Stroh OFDM
    Article*"); Jim Grier, *Enabling Fast Networks with OFDM*,
    [Communication Systems Design]{.smallcaps}, Feb. 1, 2001,
    \<http://www.csdmag.com/story/OEG20010122S0078\>. OFDM is sometimes
    referred to as multi-carrier or discrete multi-tone modulation.
    *See* Jim Grier, *Enabling Fast Networks with OFDM*, [Communication
    Systems Design]{.smallcaps}, Feb. 1, 2001,
    \<http://www.csdmag.com/story/OEG20010122S0078\>.

[^605]: *Stroh OFDM Article*; *See Fifth Report,* at 17793.

[^606]: *Stroh OFDM Article*; Jim Grier, *Enabling Fast Networks with
    OFDM*, [Communication Systems Design]{.smallcaps}, Feb. 1, 2001,
    *available at* \<http://www.csdmag.com/story/OEG20010122S0078\>.

[^607]: *See Fifth Report*, at 17793; *Hybrid Networks to Develop
    Non-Line-of-Sight Wireless Broadband Router*, [Broadband Wireless
    Business]{.smallcaps}, Jan. 2001, at 9.

[^608]: *Blackwell Project Angel Article*. *See* Section D, Major
    Lowerband Operators, *infra*, for a discussion of AT&T's Digital
    Broadband service.

[^609]: *See* Section D*, Major Lowerband Operators, infra*. *See also*
    Appendix E, Map 7, p. E-8.

[^610]: Elizabeth Douglas, *Putting Broadband on the Air Wireless
    Technology is Speeding the Spread of Residential Service*, [Los
    Angeles Times]{.smallcaps}, Oct. 19, 2000, *available in* 2000 WL
    25909045 (quoting Brian Gilman, senior analyst at eMarketer Inc.)
    ("*Douglas Broadband Article*"); Joan Van Tassel, *Fixed Wireless
    Coming Despite AT&T Restructuring*, [Los Angeles Business
    Journal]{.smallcaps}, Nov. 6, 2000, *available in* 2000 WL 27194905
    (quoting eMarketer).

[^611]: *See* Section D*, Major Lowerband Operators, infra*.

[^612]: A hub is the point on a network where circuits or lines are
    connected. *See* Harry Newton, Newton's Telecom Dictionary, 16^th^
    Ed., at 430.

[^613]: Fixed wireless equipment maker P-Com believes that PTP
    technology offers a better solution than PTMP for customer
    requirements above 45 Mbps. John Hodulik, Broadband Wireless
    Conference Call Series \# 4 with P-Com, PaineWebber, Apr. 12, 2000.

[^614]: Winstar Communications, Inc., SEC Form 10-K405, Dec. 31, 1999,
    at 3-4.

[^615]: *Id*.

[^616]: *See* Section D*, Major Lowerband Operators, infra*.

[^617]: Centennial Communications has been operating a WLL system in
    Puerto Rico since 1997 using its broadband PCS spectrum. Its
    offering involves restricting the use of a mobile phone to one
    location, and many of its WLL customers use their handsets for their
    primary telecommunications line. *Bringing Local Loop to Puerto
    Rico*, [Wireless Business & Technology]{.smallcaps}, Jan. 1998, at
    27; Elizabeth V. Mooney*, Wireless Is Foundation To Launch Other
    Services*, [RCR Radio Communications Report]{.smallcaps}, Nov. 8,
    1999; Hargray Wireless, WLL offerings (visited Feb. 23, 2000)
    \<http://www.hargraywireless.com/products/plans.html\>.

[^618]: According to Western Wireless Chairman and CEO John Stanton, "If
    our competitor has the subsidies and we do not, then we can't
    compete on equal footing." *Western Wireless Breaks ETC Barrier For
    Wireless Providers*, [Communications Today]{.smallcaps}, Oct. 5,
    1999, *available in* 1999 WL 28525915.

[^619]: 47 U.S.C. § 214(e)(2).

[^620]: *See Fifth Report* at 17788; Marcia Martinek, *No Place Like
    Home*, [Wireless Review]{.smallcaps}, Oct. 1, 2000, *available in*
    2000 WL 7119421; Universal Service Administrative Company, *Federal
    Universal Service Support Mechanisms Fund Size Projections and
    Contribution Base for the First Quarter 2001*, Appendix LI2,
    *available at* Quarterly Administrative Filings, High Cost & Low
    Income, Schools & Libraries, and Rural Health Care,
    \<http://www.fcc.gov/ccb/universal_service/quarter.html#2001\>.

[^621]: Western Wireless Corp., SEC Form 10-K405, Mar. 30, 2001, at 7.

[^622]: Ric Prentiss, et. al., *WWCA Reports 4Q00: Revenues and EBITDA
    Beat Our Expectations, Higher Churn*, [Raymond James & Associates,
    Inc.]{.smallcaps}, Feb. 13, 2001, at 1.

[^623]: *See* FCC Auctions website (visited Jan. 24, 2001)
    http://www.fcc.gov/wtb/auctions/ ("WCS spectrum may be used for any
    fixed, mobile, radiolocation or broadcast-satellite (sound) use
    consistent with the international agreements concerning spectrum
    allocations, and subject to the technical rules of Part 27, Title 47
    of the Code of Federal Regulations.")

[^624]: *See* Section D, Major Lowerband Operators, *infra*.

[^625]: *See,* *generally*, 47 CFR Part 15.

[^626]: *See* Section II.B.3.d., Short-Range Data Transmission, *supra.*

[^627]: *See* Section D, Major Lowerband Operators, *infra*.

[^628]: *See* *Fifth Report*, at 17789.

[^629]: Prior to August 2000, several companies offered two-way MDS
    services pursuant to waivers granted by the Commission.

[^630]: *See* Section II.B.1.c., 3G Developments, *supra*.

[^631]: Federal Communications Commission, Spectrum Study of the
    2500-2690 MHz Band The Potential for Accommodating Third Generation
    Mobile Systems, *Final Report*, Mar. 30, 2001. Department of
    Commerce, The Potential for Accommodating Third Generation Mobile
    Systems in the 1710-1850 MHz Band: Federal Operations, Relocation
    Costs, and Operational Impacts, *Final Report*, Mar. 2001.

[^632]: This analysis is based on publicly-available information, such
    as news articles and operators' press releases, SEC filings, and web
    sites. There are several caveats to note when considering this data.
    First, in order to be considered as "covering" a county, an operator
    need only be offering service in a portion of that county. Second,
    the POPs and square mile figures in this analysis include all of the
    POPs and all of the square miles in a county considered to have
    coverage. Third, all population figures are based on 2000 Census
    estimates. Fourth, because some lowerband carriers serve small and
    remote locations and because unlicensed operators provide service
    without a license from the Commission, it is difficult to assess
    precisely who is operating where in the lowerbands. Therefore, the
    analysis may not include certain companies that do not make the
    information on their fixed wireless offerings easily obtainable or
    publicly available.

[^633]: *See* Appendix E, Map 7, p. E-8.

[^634]: Many of these lowerband providers serve only business customers.
    Residential fixed wireless Internet access is available in at least
    333 different counties. These counties contain approximately 100
    million people or 35 percent of the U.S. population.

[^635]: Digital Broadband is also referred to as Project Angel. *See
    Fifth Report*, at 17787.

[^636]: *Blackwell Project Angel Article*; Marcia Martinek, *Angel in
    the Outfield*, [Wireless Review]{.smallcaps}, Sept. 30, 2000,
    *available in* 2000 WL 7119396 ("*Angel in the Outfield*"); *Douglas
    Broadband Article*.

[^637]: Sue Marek, *AT&T Wireless Trims Angel's Wings*, [Wireless
    Week]{.smallcaps}, Feb. 5, 2001, at 6.

[^638]: *Id*. AT&T initially planned to serve 40 markets and 1.5 million
    potential customers by the end of 2001, but scaled back its plans in
    January 2001. *Id*.; *Angel in the Outfield*.

[^639]: *Blackwell Project Angel Article*; *AT&T Names Next Fixed
    Wireless Cities, Selects Spectrum*, [Washington Telecom
    Newswire]{.smallcaps}, July 25, 2000, *available in* 2000 WL 6837556
    (quoting John Zeglis, Chairman of AT&T Wireless Group)

[^640]: *Blackwell Project Angel Article*. AT&T also holds 39 GHz and
    LMDS licenses, although the company has released little public
    information on how it is using this spectrum. *See Fifth Report,* at
    17801.

[^641]: *Blackwell Project Angel Article*; AT&T, *Digital Broadband
    Services California* (visited Apr. 4, 2001)
    \<http://www.iatt.com/local/ca/local/local_services.html\>. Digital
    Broadband costs AT&T \$700-\$750 per customer to deploy, and about
    two-thirds of that expense is for end-user equipment. AT&T expects
    prices to fall to around \$500 per customer eventually. Jeff May,
    *Out of Thin Air -- AT&T's Home-Grown 'Fixed Wireless' Technology
    Has Yet to Bear Fruit*, [The Star-Ledger]{.smallcaps}, Sept. 10,
    2000, *available in* 2000 WL 26254641.

[^642]: *Douglas Broadband Article*.

[^643]: Jeff May, *Out of Thin Air -- AT&T's Home-Grown 'Fixed Wireless'
    Technology Has Yet to Bear Fruit*, [The Star-Ledger]{.smallcaps},
    Sept. 10, 2000, *available in* 2000 WL 26254641.

[^644]: *Angel in the Outfield*.

[^645]: *Wireless Internet Gets Early Test in Alaska*, [Associated
    Press]{.smallcaps}, Sept. 16, 2000.

[^646]: *See Fifth Report*, at 17787.

[^647]: *AT&T Splits into 4 Companies, Spinning Off Wireless Entirely*,
    [Mobile Communications Report]{.smallcaps}, Oct. 30, 2000,
    *available in* 2000 WL 8763494.

[^648]: *Id*.

[^649]: Phonenix and Tucson, AZ; San Francisco, Oakland, San Jose, and
    Fresno, CA; Denver, Boulder, and Colorado Springs, CO; Melbourne,
    FL; Wichita, KS; Detroit, MI; Oklahoma City, OK; Houston, TX; Salt
    Lake City, UT; and Chicago, IL. *See* *Sprint Introduces New
    Broadband Fixed Wireless Service to Chicago's Residential and Small
    Business Customers*, News Release, Sprint, Mar. 26, 2001.

[^650]: *Douglas Broadband Article*.

[^651]: *Sprint Rolls Out Wireless DSL in Phoenix*, [Communications
    Daily]{.smallcaps}, May 9, 2000.

[^652]: This is in Denver. Erika Stutzman, *Sprint Wireless Comes to
    Boulder, Colo., Area*, [Knight-Ridder Tribune Business News: Daily
    Camera -- Boulder, Colorado]{.smallcaps}, Nov. 14, 2000, *available
    in* 2000 WL 29453622.

[^653]: *Sprint Selects Hybrid Networks' Fixed Broadband Wireless System
    For Deployment of Sprint Broadband Direct in Fresno, Calif.*, News
    Release, Hybrid Networks, Jan. 23, 2001.

[^654]: *Douglas Broadband Article*.

[^655]: *Id*.

[^656]: *Id.* (quoting Timothy Sutton, president of Sprint's broadband
    wireless group).

[^657]: *Sprint Files for Two-Way MMMDS Licenses in 45 Major Markets;
    Services Area Covers Nearly 25 Million Households, Plus Small
    Businesses*, [PR Newswire]{.smallcaps}, Aug. 22, 2000.

[^658]: *Nucentrix, Sprint, and WorldCom Announce Spectrum Management
    Plans*, News Release, Sprint, July 10, 2000.

[^659]: *See Fifth Report*, at 17789.

[^660]: *Id.*, at 17790.

[^661]: Matt Moore, *WorldCom Seeking Licenses for Fixed-Wireless
    Services*, [Associated Press Newswires]{.smallcaps}, Aug. 15, 2000.

[^662]: Greg Keizer, *E-Goals for '01*, [Small Business Advisor from
    ZDWire]{.smallcaps}, Dec. 28, 2000, *available in* 2000 WL 31553911.

[^663]: Paul Kagan Associates, Inc., [Wireless/Private Cable
    Investor]{.smallcaps}, Mar. 9, 2000, at 1. WorldCom has stated that
    its capital expenditures for rolling out MMDS services are
    approximately \$2000 per square mile. *Telephony*, [Communications
    Daily]{.smallcaps}, Mar. 8, 2000.

[^664]: *MCI WorldCom's Wireless Internet to Help Bridge the Digital
    Divide*, News Release, WorldCom, Apr. 26, 2000.

[^665]: *Nucentrix Broadband Networks Announces Effectiveness of Shelf*,
    [Business Wire]{.smallcaps}, Dec. 17, 1999.

[^666]: *Nucentix and Cisco Extend Broadband Wireless Trial in
    Amarillo*, News Release, Nucentrix, Feb. 2, 2001.

[^667]: *Id*.

[^668]: *Nucentrix Broadband Networks Announces FCC Notice of Fixed
    Wireless Applications*, News Release, Nucentrix, Nov. 30, 2000.

[^669]: *See* Table 1, p. A-20.

[^670]: LMA Systems, *Coverage Areas* (visited Mar. 6, 2001)
    \<http://www.lmasys.com/homepage.htm\>.

[^671]: *Regional Wireless Operators Select Hybrid Networks' 2-Way Today
    Solution to Launch Multiple Markets*, [PR Newswire]{.smallcaps}, Jan
    10, 2000.

[^672]: *See* Section II.B.2.d(iii), Metricom, *supra*.

[^673]: Metricom, *Coverage Maps* (visited Feb. 19, 2001)
    \<[http://www.metricom.com/about_us/coverage_maps/index.html](http://WWW.METRICOM.COM/about_us/coverage_maps/index.html)\>.

[^674]: Metricom, Inc., SEC Form 10-K, Apr. 30, 2001, at 1.

[^675]: *Id*.

[^676]: *Unlicensed Update -- The Service Providers*, [Broadband
    Wireless Business]{.smallcaps}, June/July 2000, at 25 (citing Tom
    Walusek, BreezeCOM). According to Walusek, the 800 includes ISPs
    with only one functioning link. *Id.*

[^677]: *Id.* (citing Scott Plumlee, C-Spec).

[^678]: *Unlicensed Update -- The Service Providers*, [Broadband
    Wireless Business]{.smallcaps}, June/July 2000, at 25 (citing Andy
    Fuertes, Allied Business Intelligence).

[^679]: *See* Appendix E, Map 8, p. E-9. This does not include Metricom,
    as its service is mobile. In addition, many of these companies offer
    only business service. Residential fixed wireless Internet access
    via unlicensed spectrum is offered in at least 309 different
    counties. These counties contain approximately 83 million people or
    29 percent of the U.S. population.

[^680]: *See* note Error: Reference source not found, *supra*.

[^681]: MobileStar, *Locations* (visited May 28, 2001)
    \<http://www.mobilestar.net/locations/page5.asp\>. Mobile
    professionals who subscribe to MobileStar's service can bring their
    handheld devices and laptop computers to these locations and obtain
    high-speed Internet access without attaching a cord or cable. The
    buildings may then connect to the Internet using wireline
    technology.

[^682]: *See* Section II.B.3.d., Short Range Data Transmissions,
    *supra*, for a detailed discussion.

[^683]: *Id*.

[^684]: 24 GHz spans 24.25 - 25.25 GHz; LMDS spans 27.5 - 31.3 GHz; 39
    GHz spans 38.6 ‑ 40.0 GHz. 39 GHz is often referred to as 38 GHz.

[^685]: *See* Appendix E, Map 9, at E-10.

[^686]: *See Fifth Report*, at 17795.

[^687]: Amendments To Parts 1, 2, 87 and 101 of the Commission's Rules
    To License Fixed Services at 24 GHz, *Report and Order*, 15 FCC Rcd
    16934 (2000); Amendments To Parts 1, 2, 87 and 101 of the
    Commission's Rules To License Fixed Services at 24 GHz, *Order on
    Reconsideration*, FCC 01-151 (rel. May 17, 2001).

[^688]: *Id*.

[^689]: Scott Moritz, *Funding Crunch Threatens Winstar, Networking
    Backers*, [TheStreet.Com]{.smallcaps}, Feb. 27, 2001; Eileen
    Kinsella, *Sector Spotlight: Banks Wince at Looming Telecom Debt
    Worries*, [TheStreet.Com]{.smallcaps}, Mar. 5, 2001; *Teligent Posts
    Wider 4^th^-Quarter Loss on Aggressive Network Expansion*, [Dow
    Jones News Service]{.smallcaps}, Feb. 28, 2001; Peter Loftus,
    *Data-Equipment Firms Trim Views as Spending Slims*, [The Wall
    Street Journal]{.smallcaps}, Jan. 16, 2001, *available in* 2001
    WL-WSJ 2851064.

[^690]: *Winstar Files Voluntary Chapter 11 Petition*, News Release,
    Winstar, Apr. 18, 2001.

[^691]: Winstar and Lucent had a five-year supply agreement, and Lucent
    had lent Winstar \$700 million. On April 16, 2001, Lucent declared
    that Winstar was in default on that agreement. Jonathan Stempel,
    *Winstar Files for Bankruptcy, Blames Lucent*, Reuters, Apr. 18,
    2001. Winstar is suing Lucent for breach on contract on its
    strategic partnership agreement with Winstar. Winstar is also
    seeking \$90 million in immediate injunctive relief, which Winstar
    claims Lucent failed to pay to Winstar on March 30, 2001 as part of
    their agreement. However, Winstar claims that its ability to emerge
    from bankruptcy is not contingent on the receipt of any damage award
    in this lawsuit. *Winstar Files \$10 Billion Suit Against Lucent
    Technologies*, News Release, Winstar, Apr. 18, 2001.

[^692]: *Winstar Files Voluntary Chapter 11 Petition*, News Release,
    Winstar, Apr. 18, 2001.

[^693]: *Advanced Radio Telecom to File Petition for Chapter 11
    Bankruptcy Protection*, News Release, ART, Mar. 30, 2001.

[^694]: *Id*.

[^695]: *See Fifth Report*, at 17800; *Advanced Radio Telecom Announces
    New Customers*, News Release, ART, Dec. 8, 2000; *Advanced Radio
    Telecom Announces Third Quarter 2000 Financial Results*, News
    Release, ART, Nov. 13, 2000 (San Jose, Los Angeles, Washington DC,
    Houston, Seattle, Phoenix, Portland, Dallas/Ft. Worth, and San
    Diego).

[^696]: *Advanced Radio Telecom Announces Third Quarter 2000 Financial
    Results*, News Release, ART, Nov. 13, 2000. Qwest Communications
    International Inc. ("Qwest") has a 19 percent stake in ART. *See
    Fifth Report*, at 17800.

[^697]: *See Fifth Report,* at 17800; *Advanced Radio Telecom Closes
    Major Acquisitions*, News Release, ART, Aug. 28, 2000.

[^698]: *Teligent Files for Chapter 11 Bankruptcy Protection*,
    [Reuters]{.smallcaps}, May 21, 2001.

[^699]: Shawn Young, *IDT Scavenges for Bargains In Phone-Upstart
    Wreckage*, [The Wall Street Journal]{.smallcaps}, May 11, 2001,
    *available at* www.wsj.com; Yuki Noguchi, *Teligent to Cut 900 Jobs
    -- Sources Say Firm Is Near Bankruptcy*, [Washington
    Post]{.smallcaps}, May 11, 2001, at E-1.

[^700]: *Id*.

[^701]: *Teligent Files for Chapter 11 Bankruptcy Protection*,
    [Reuters]{.smallcaps}, May 21, 2001.

[^702]: *Teligent Launches High-Capacity 'Integrated Access' Solution
    for Businesses*, News Release, Teligent, Feb. 21, 2001.

[^703]: *Id*.

[^704]: *Id*.

[^705]: *Nextlink and Concentric Become XO Communications*, News
    Release, XO, Sept. 25, 2000; *XO Communications \$45O Mln Notes
    Rated CCC+ By S&P*, [Capital Markets Report]{.smallcaps}, Jan. 9,
    2001.

[^706]: *Teligent Reports Third Quarter Financial Results, Completes
    Launch of First 15 Markets*, News Release, Teligent, Nov. 11, 1998.

[^707]: *Teligent Reports \$152 Million in 2000 Revenue; Records Nearly
    400 Percent Growth in Second Full Year of Operations*, News Release,
    Teligent, Feb. 28, 2001.

[^708]: *Id*.

[^709]: *Id*.

[^710]: *Id*.

[^711]: *See* Teligent, *About Us* (visited Apr. 23, 2001)
    \<http://www.teligent.com/docs/aboutus.html\>.

[^712]: Yuki Noguchi, *Teligent to Cut 900 Jobs -- Sources Say Firm Is
    Near Bankruptcy*, [Washington Post]{.smallcaps}, May 11, 2001, at
    E-1.

[^713]: *See Fifth Report*, at 17797.

[^714]: *Winstar Reports Strong Fourth Quarter Results*, News Release,
    Winstar, Feb. 27, 2001; *See Fourth Report*, at E-13.

[^715]: *Winstar Reports Strong Fourth Quarter Results*, News Release,
    Winstar, Feb. 27, 2001.

[^716]: *Id*.

[^717]: *Id*.

[^718]: *Id*.

[^719]: *Id*.

[^720]: *Winstar Communications Cuts 2,000 Jobs*, [Reuters]{.smallcaps},
    Apr. 5, 2001.

[^721]: *Winstar Files Voluntary Chapter 11 Petition*, News Release,
    Winstar, Apr. 18, 2001.

[^722]: *XO Communications Reports Strong Fourth Quarter Results*, News
    Release, XO, Feb. 5, 2001; XO Communications, Inc., SEC Form 10-K,
    Apr. 2, 2001, at 2.

[^723]: *XO Communications \$45O Mln Notes Rated CCC+ By S&P*, [Capital
    Markets Report]{.smallcaps}, Jan. 9, 2001. XO operates 35
    metropolitan fiber networks in 21 states and the District of
    Columbia. XO Communications, Inc., SEC Form 10-K, Apr. 2, 2001, at
    2.

[^724]: XO Communications, Inc., SEC Form 10-K, Apr. 2, 2001, at 11.

[^725]: *XO Communications Reports Strong Fourth Quarter Results*, News
    Release, XO, Feb. 5, 2001.

[^726]: *Nextlink and Concentric Close \$2.54 Billion Equity Value
    Merger Creating Broadband Communications Powerhouse*, [Business
    Wire]{.smallcaps}, June 19, 2000.

[^727]: *Id*.

[^728]: *Id*.

[^729]: *See Fifth Report*, at 17799.

[^730]: Gerry Blackwell, *Bringing State-of-the-Art Broadband Services
    to Big Sky Country*, [B Broadband Wireless Business]{.smallcaps},
    June/July 2000, at 14. *See* Table A-2, p. A-21.

[^731]: Gerry Blackwell, *Bringing State-of-the-Art Broadband Services
    to Big Sky Country*, [Broadband Wireless Business]{.smallcaps},
    June/July 2000, at 14.

[^732]: *Montana Power to Divest Energy Businesses, Company to Become
    Touch America*, News Release, Touch America, Mar. 28, 2000.

[^733]: *Earnings up as Montana Power Becomes Touch America*,
    [Associated Press Newswires]{.smallcaps}, Jan. 30, 2001; *Montana
    Power Reports 2000 Annual and Fourth-Quarter Earnings*, News
    Release, Montana Power Company, Jan. 30, 2001.

[^734]: *Earnings up as Montana Power Becomes Touch America*,
    [Associated Press Newswires]{.smallcaps}, Jan. 30, 2001; *Touch
    America Completes Acquisition of Qwest Communications\' 14-State
    Long Distance Business*, News Release, Touch America, June 30, 2000.
    *See Fifth Report*, at 17799.

[^735]: *HighSpeed.Com Completes Acquisition of LMDS Licenses in
    Nevada*, News Release, Highspeed, Oct. 27, 2000.

[^736]: Timothy Downs, *Speed to Market the Calling Card of LMDS
    Licensee HighSpeed.Com*, [Broadband Wireless Business]{.smallcaps},
    June/July 2000, at 13, 32.

[^737]: *Id*.

[^738]: *Id*.

[^739]: *Id*.

[^740]: Charles F. Mason, *Can a Broadband Wireless Carrier Provide Both
    Quality Service and Profits?*, [Broadband Wireless
    Business]{.smallcaps}, Jan. 2001, at 1, 16; e-xpedient, *Markets*
    (visited Apr. 23, 2001)
    \<http://www.e-xpedient.com/customer/markets.html\>.

[^741]: *e-xpedient Launches First Commercial Network to Use 60 GHz and
    Free-Space Optics to Deliver 100 Mbps Internet Access to Businesses
    in Miami*, News Release, e-xpedient, Apr. 17, 2001.

[^742]: Steve Stroh, *Going Wireless with Invisible Fiber*,
    [Boardwatch]{.smallcaps}, Feb. 2001.