**DA 05-2183**

**Released: July 27, 2005**

**DOMESTIC SECTION 214 APPLICATIONS FILED FOR ACQUISITION OF ASSETS OF
ACCERIS COMMUNICATIONS CORPORATION TO ACCERIS MANAGEMENT AND ACQUISITION
LLC**

**STREAMLINED Pleading Cycle Established**

**WC Docket No. 05-227**

**Comments Due: August 10, 2005**

**Reply Comments Due: August 17, 2005**

On July 1, 2005, Acceris Management and Acquisition LLC ("ACCERIS" or
"Transferee") and Acceris Communications Corp. ("ACC or "Transferor")
(together "Applicants"), filed an application pursuant to sections 63.03
and 63.04 of the Commission's rules[^1] requesting authority to enable
ACCERIS to acquire the local exchange and interstate, interexchange
customer base of ACC.

Applicants assert that this transaction is entitled to presumptive
streamlined treatment pursuant to sections 63.03(b)(2)(i) of the
Commission's rules because immediately following the transaction: (1)
ACCERIS will hold less than a ten percent (10%) share of the interstate,
interexchange market; (2) ACCERIS will provide local exchange service
only in areas served by dominant local exchange carriers (none of which
is a party to the proposed transaction) and; (3) none of the Applicants
or their Affiliates is dominant with respect to any service.[^2]

ACC is a corporation organized under the laws of the State of Delaware,
and is a wholly owned subsidiary of Acceris Communications, Inc. ACC is
authorized to provide domestic interstate and international
telecommunications service. ACC is currently providing, intrastate,
interexchange telecommunications services in the contiguous 48 states,
Hawaii and the District of Columbia. ACC is also authorized to provide
competitive local exchange services in 32 states and is currently
providing such service in Florida, Massachusetts, New Jersey, New York,
and Pennsylvania.

ACCERIS is a limited liability company organized under the laws of the
State of Minnesota, and is wholly owned subsidiary of North Central
Equity, LLC (the Buyer's Guarantor, hereinafter "NCE"). NCE is a
privately owned holding company organized under the laws of Minnesota,
with experience in the telecommunications industry. Mr. Elam Baer, a
U.S. Citizen, is the CEO and 56.4 percent equity holder of NCE. No other
entity or individual, either directly or indirectly, owns more than ten
percent or more of equity in NCE. ACCERIS is not currently authorized to
provide telecommunications services in any jurisdiction, but is in the
process of obtaining authority to provide interexchange and/or local
exchange telecommunications services throughout the United States. In
states where ACCERIS has not yet secured the necessary licenses to
provide service, it will service transferred customers pursuant to a
pre-existing transitional Management Agreement with ACC.

The Applicants have entered into an Asset Purchase Agreement whereby
ACCERIS will acquire ACC's entire local and long distance customer base.
As a result of the proposed transaction, ACCERIS will become the local
exchange and long distance provider of the transferred customer base and
ACC will cease providing local exchange and long distance services. The
proposed transfer is subject to certain state required certifications
and/or approvals. Following the transfer, ACCERIS will provide local
exchange and long distance service under the same rates, terms and
conditions provided by ACC.

Applicants state that the proposed transaction will serve the public
interest by ensuring no interruption of service or inconvenience to the
affected customers, and the affected customers will receive the same
local service and long distance rates based by the support services of
ACCERIS, a growing and highly competitive carrier. Because ACCERIS will
provide local exchange and long distance service to ACC's customers at
the same rates, terms and conditions of service as they currently
receive from ACC, the proposed transaction will be virtually transparent
to ACC local and long distance customers in terms of the service they
receive. Moreover, Applicants have provided written notice to the
customers of the proposed transaction to ensure that those customers
will understand how the proposed change in service providers will affect
them. Service to these customers will not be transferred until the
requisite regulatory approvals have been obtained. In addition, in
accordance with the Commission's rules under section 64.1120(e), ACCERIS
has filed with the Commission the required notice and certification.

**[GENERAL INFORMATION]{.underline}**

The transfer of control identified herein has been found, upon initial
review, to be acceptable for filing as a streamlined application. The
Commission reserves the right to return any transfer of control
application if, upon further examination, it is determined to be
defective and not in conformance with the Commission's rules and
policies. Pursuant to sections 1.415 and 1.419 of the Commission's
rules, 47 CFR §§ 1.415, 1.419, interested parties may file **comments on
or before August 10, 2005** and **reply comments on or before August 17,
2005**.[^3] Unless otherwise notified by the Commission, Applicants are
permitted to transfer the assets and related control on the 31^st^ day
after the date of this notice.[^4] Comments may be filed using: (1) the
Commission's Electronic Comment Filing System (ECFS), (2) the Federal
Government's eRulemaking Portal, or (3) by filing paper copies. *See
Electronic Filing of Documents in Rulemaking Proceedings*, 63 FR 24121
(1998).

-   Electronic Filers: Comments may be filed electronically using the
    Internet by accessing the ECFS: <http://www.fcc.gov/cgb/ecfs/> or
    the Federal eRulemaking Portal:
    [http://www.regulations.gov](http://www.regulations.gov/). Filers
    should follow the instructions provided on the website for
    submitting comments.

-   For ECFS filers, if multiple docket or rulemaking numbers appear in
    the caption of this proceeding, filers must transmit one electronic
    copy of the comments for each docket or rulemaking number referenced
    in the caption. In completing the transmittal screen, filers should
    include their full name, U.S. Postal Service mailing address, and
    the applicable docket or rulemaking number. Parties may also submit
    an electronic comment by Internet e-mail. To get filing
    instructions, filers should send an e-mail to <ecfs@fcc.gov>, and
    include the following words in the body of the message, "get form."
    A sample form and directions will be sent in response.

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-   Paper Filers: Parties who choose to file by paper must file an
    original and four copies of each filing. If more than one docket or
    rulemaking number appears in the caption of this proceeding, filers
    must submit two additional copies for each additional docket or
    rulemaking number.

Filings can be sent by hand or messenger delivery, by commercial
overnight courier, or by first-class or overnight U.S. Postal Service
mail (although we continue to experience delays in receiving U.S. Postal
Service mail). All filings must be addressed to the Commission's
Secretary, Office of the Secretary, Federal Communications Commission.

The Commission's contractor will receive hand-delivered or
messenger-delivered paper filings for the Commission's Secretary at 236
Massachusetts Avenue, NE., Suite 110, Washington, DC 20002. The filing
hours at this location are 8:00 a.m. to 7:00 p.m. All hand deliveries
must be held together with rubber bands or fasteners. Any envelopes must
be disposed of [before]{.underline} entering the building. Commercial
overnight mail (other than U.S. Postal Service Express Mail and Priority
Mail) must be sent to 9300 East Hampton Drive, Capitol Heights, MD
20743. U.S. Postal Service first-class, Express, and Priority mail
should be addressed to 445 12^th^ Street, SW, Washington DC 20554.

People with Disabilities: To request materials in accessible formats for
people with disabilities (braille, large print, electronic files, audio
format), send an e-mail to <fcc504@fcc.gov> or call the Consumer &
Governmental Affairs Bureau at 202-418-0530 (voice), 202-418-0432 (tty).

**You may submit comments, identified by WC Docket 05-227, by any of the
following methods:**

-   Federal eRulemaking Portal:
    [http://www.regulations.gov](http://www.regulations.gov/). Follow
    the instructions for submitting comments.

-   Federal Communications Commission's Web Site:
    <http://www.fcc.gov/cgb/ecfs/>. Follow the instructions for
    submitting comments.

-   People with Disabilities: Contact the FCC to request reasonable
    accommodations (accessible format documents, sign language
    interpreters, CART, etc.) by e-mail: <FCC504@fcc.gov> or phone:
    202-418-0530 or TTY: 202-418-0432.

**In addition, one copy of each pleading must be sent to each of the
following:**

(1) The Commission's duplicating contractor, Best Copy and Printing,
    Inc., 445 12th Street, SW, Room CY-B402, Washington, DC 20554,
    [www.bcpiweb.com;]() phone: (202) 488-5300 fax: (202) 488-5563;

(2) Tracey Wilson-Parker, Competition Policy Division, Wireline
    Competition Bureau, 445 12^th^ Street, S.W., Room 5-C212,
    Washington, D.C. 20554; email: <tracey.wilson-parker@fcc.gov>;

(3) Erin Boone, Competition Policy Division, Wireline Competition
    Bureau, 445 12^th^ Street, S.W., Room 5-C347, Washington, D.C.
    20554; e-mail:
    [erin.boone@fcc.gov](mailto:renee.crittendon@fcc.gov);

(4) Susan O'Connell, Policy Division, International Bureau, 445 12^th^
    Street, S.W., Room 7-B544, Washington, D.C. 20554; email:
    [susan.o'connell@fcc.gov](mailto:cynthia.bryant@fcc.gov); and

(5) James Bird, Office of General Counsel, 445 12^th^ Street, S.W., Room
    8-C824, Washington, D.C. 20554; e-mail: <james.bird@fcc.gov>.

Filings and comments are also available for public inspection and
copying during regular business hours at the FCC Reference Information
Center, Portals II, 445 12th Street, SW, Room CY-A257, Washington, DC,
20554. They may also be purchased from the Commission's duplicating
contractor, Best Copy and Printing, Inc., Portals II, 445 12th Street,
SW, Room CY-B402, Washington, DC 20554, telephone: (202) 488-5300, fax:
(202) 488-5563, or via e-mail
[www.bcpiweb.com](http://www.bcpiweb.com/).

For further information, please contact Tracey Wilson-Parker, at (202)
418-1394, or Erin Boone at (202) 418-0064.

\- **FCC** -

[^1]: 47 C.F.R. §§ 63.03, 63.04; *see* 47 U.S.C. § 214.

[^2]: 47 C.F.R. § 63.03(b)(2)(i).

[^3]: *See* 47 C.F.R. § 63.03(a).

[^4]: Such authorization is conditioned upon receipt of any other
    necessary approvals from the Commission in connection with the
    proposed transaction.