**OPEN VIDEO SYSTEM CERTIFICATION**

**APPLICATION**

**ATTENTION:**

**MEDIA BUREAU**

+----------------------+----------------------+-----------------------+
| [Swidler Berlin      |                      |                       |
| Shereff Friedman,    |                      |                       |
| llp]{.smallcaps}     |                      |                       |
+----------------------+----------------------+-----------------------+
|                      | [The Washington      | [New York             |
|                      | Harbour]{.smallcaps} | Office]{.smallcaps}   |
|                      |                      |                       |
|                      | [3000 K Street, NW,  | [The Chrysler         |
|                      | Suite                | Building]{.smallcaps} |
|                      | 300]{.smallcaps}     |                       |
|                      |                      | [405 Lexington        |
|                      | [Washington, DC      | Avenue]{.smallcaps}   |
|                      | 200                  |                       |
|                      | 07-5116]{.smallcaps} | [New York, NY         |
|                      |                      | 10174]{.smallcaps}    |
|                      | [Telephone (202)     |                       |
|                      | 4                    | [Tel.(212)            |
|                      | 24-7500]{.smallcaps} | 973-0111]{.smallcaps} |
|                      |                      |                       |
|                      | [Facsimile (202)     | [Fax (212)            |
|                      | 4                    | 891-9598]{.smallcaps} |
|                      | 24-7647]{.smallcaps} |                       |
|                      |                      |                       |
|                      | [w                   |                       |
|                      | ww.swidlaw.com](http |                       |
|                      | ://www.swidlaw.com/) |                       |
|                      |                      |                       |
|                      | [w                   |                       |
|                      | ww.swidlaw.com](http |                       |
|                      | ://www.swidlaw.com/) |                       |
+----------------------+----------------------+-----------------------+

April 18, 2002

**[VIA HAND DELIVERY]{.underline}**

Marlene H. Dortch, Secretary

Federal Communications Commission\
Office of the Secretary\
445-12th Street, SW\
Washington, DC 20554

Re: RCN-BecoCom, LLC

#  [Open Video System Certification]{.underline}

Dear Secretary Dortch:

Enclosed for filing on FCC Form 1275 is the certification of RCN
BecoCom, LLC ("RCN-BecoCom") to operate an open video system in the City
of Boston, Massachusetts. As required by the Commission, the FCC Form
1275 filing is being submitted on a 3.5\" diskette formatted in Excel
4.0. Corresponding documents and attachments are being submitted on a
3.5\" diskette formatted in Microsoft Word 97.

Pursuant to section 76.1502 of the Commission's rules, a copy of this
certification is being served today on the designated officials of the
local community in which RCN-BecoCom intends to operate its open video
system, along with the required notice to the local community that
oppositions and comments must be filed within five (5) calendar days of
the Commission's receipt of this certification and must be served on
RCN-BecoCom.

If you have any questions concerning this filing, please do not hesitate
to contact the undersigned at 202-424-7816.

Respectfully submitted,

Kathy L. Cooper

Counsel for RCN-BecoCom, LLC

Enclosures

cc: Media Bureau (hard copy + diskette)

Mr. Scott Burnside

**OPEN VIDEO SYSTEM CERTIFICATION**

**APPLICATION**

**ATTENTION:**

**MEDIA BUREAU**

+----------------------+----------------------+-----------------------+
| [Swidler Berlin      |                      |                       |
| Shereff Friedman,    |                      |                       |
| llp]{.smallcaps}     |                      |                       |
+----------------------+----------------------+-----------------------+
|                      | [The Washington      | [New York             |
|                      | Harbour]{.smallcaps} | Office]{.smallcaps}   |
|                      |                      |                       |
|                      | [3000 K Street, NW,  | [The Chrysler         |
|                      | Suite                | Building]{.smallcaps} |
|                      | 300]{.smallcaps}     |                       |
|                      |                      | [405 Lexington        |
|                      | [Washington, DC      | Avenue]{.smallcaps}   |
|                      | 200                  |                       |
|                      | 07-5116]{.smallcaps} | [New York, NY         |
|                      |                      | 10174]{.smallcaps}    |
|                      | [Telephone (202)     |                       |
|                      | 4                    | [Tel.(212)            |
|                      | 24-7500]{.smallcaps} | 973-0111]{.smallcaps} |
|                      |                      |                       |
|                      | [Facsimile (202)     | [Fax (212)            |
|                      | 4                    | 891-9598]{.smallcaps} |
|                      | 24-7647]{.smallcaps} |                       |
|                      |                      |                       |
|                      | [w                   |                       |
|                      | ww.swidlaw.com](http |                       |
|                      | ://www.swidlaw.com/) |                       |
|                      |                      |                       |
|                      | [w                   |                       |
|                      | ww.swidlaw.com](http |                       |
|                      | ://www.swidlaw.com/) |                       |
+----------------------+----------------------+-----------------------+

April 18, 2002

**[VIA HAND DELIVERY]{.underline}**

W. Kenneth Ferree, Chief

Media Bureau

Office of the Bureau Chief

Federal Communications Commission\
445-12th Street, SW\
Washington, DC 20554

Re: RCN-BecoCom, LLC

#  [Open Video System Certification]{.underline}

Dear Mr. Ferree:

Enclosed for filing on FCC Form 1275 is the certification of RCN
BecoCom, LLC ("RCN-BecoCom") to operate an open video system in the City
of Boston, Massachusetts. As required by the Commission, the FCC Form
1275 filing is being submitted on a 3.5\" diskette formatted in Excel
4.0. Corresponding documents and attachments are being submitted on a
3.5\" diskette formatted in Microsoft Word 97.

Pursuant to section 76.1502 of the Commission's rules, a copy of this
certification is being served today on the designated officials of the
local community in which RCN-BecoCom intends to operate its open video
system, along with the required notice to the local community that
oppositions and comments must be filed within five (5) calendar days of
the Commission's receipt of this certification and must be served on
RCN-BecoCom.

If you have any questions concerning this filing, please do not hesitate
to contact the undersigned at 202-424-7816.

Respectfully submitted,

Kathy L. Cooper

Counsel for RCN-BecoCom, LLC

Enclosures

cc: Office of the Secretary (original + diskette)

Mr. Scott Burnside

EXHIBIT 1

**[FCC Form 1275 Item B - Ownership and Affiliation
Statement]{.underline}**

Pursuant to Section 76.1502(c) of the Commission's Rules, RCN-BecoCom,
LLC submits the following ownership and affiliation information as
defined by Section 76.1500(g) of the Commission's rules governing open
video systems. 47 C.F.R. §§ 76.1500(g), 76.1502(c). RCN-BecoCom is a
joint venture between RCN Telecom Services of Massachusetts, d/b/a RCN
of New England ("RCN MA") and Boston Energy Technology Group ("BETG").
RCN MA and BETG hold a 82.2% and 17.8% interest, respectively, in
RCN-BecoCom.

RCN MA is a wholly owned subsidiary of RCN Telecom Services, Inc.,
which, in turn, is a wholly owned subsidiary of RCN Corporation, a
publicly traded Delaware corporation with its principal business office
in New Jersey. The following persons or entities own more than five
percent of RCN Corporation's common stock: Walter Scott, Jr. (11.91%);
Level 3 Delaware Holdings Inc. ("LDH") (26.21%); and Tweedy, Browne
Company, LLC (5.72%). Vulcan Ventures, Inc. ("Vulcan") owns less than 5%
of RCN Corporation's common stock. Vulcan also owns convertible
preferred security, which, if converted, would represent, together with
the common stock ownership, approximately 25.51% of RCN Corporation's
common stock. In certain cases, however, Vulcan is limited to owning
common stock representing no more than 15% of the vote entitled to be
cast by RCN's shareholders. Vulcan is the investment company of Paul G.
Allen. HM4 RCN Partners ("RCN Partners"), an affiliate of Hicks, Muse,
Tate & Furst, Inc., holds an 7.09% ownership interest in RCN Corporation
in the form of convertible preferred stock. Level 3 Communications, Inc.
indirectly owns 100% of the capital stock of Level 3 Telecom Holdings,
Inc., which wholly owns LDH.

RCN Corporation, the parent company of RCN-MA, has ownership interests
in the following companies:

TEC Air, Inc.

RCN Financial Management, Inc.

RCN Internet Services, Inc.

UNET Holding, Inc.

RLH Property Corporation

RCN Entertainment, Inc.

ON TV, Inc.

RCN Telecom Services of Illinois, Inc.

21^st^ Century Telecom Services, Inc.

RCN Cable TV of Chicago, Inc.

RCN Finance, LLC

RFM 2, LLC

Brainstorm Networks, Inc.

RCN Telecom Services, Inc.

RCN International Holdings, Inc.

RCN Telecom Services of Massachusetts, Inc.

RCN Telecom Services of Philadelphia, Inc.

RCN Telecom Services of Virginia, Inc.

RCN Telecom Services of Washington, D.C., Inc.

RCN-BecoCom, LLC

Starpower Communications, LLC

BETG is a wholly owned subsidiary of BEC Energy, a Massachusetts trust,
which, in turn, is owned by NSTAR. NSTAR was created through the merger
of BEC Energy and Commonwealth Energy System. NSTAR's subsidiaries
include the following companies:

Boston Edison Company

Commonwealth Electric Company

Cambridge Electric Light Company

NSTAR Gas Company

Canal Electric Company

NSTAR Communications, Inc. (f/k/a BecoCom, Inc.)

Advanced Energy Systems, Inc.

NSTAR Steam Corporation

Hopkinton LNG Corp.

NSTAR also holds an indirect minority interest in the Connecticut Yankee
Atomic, Maine Yankee, and Yankee Atomic power companies. BETG holds an
ownership interest in the following companies:

Northwind Boston, LLC

NSTAR Communications, Inc. (f/k/a BecoCom, Inc.)

NSTAR Communications Securities Corporation

**EXHIBIT 2**

**[Form 1275, Item C.1]{.underline}**

RCN-BecoCom, LLC currently is a cable operator applying for OVS
certification within its Boston, Massachusetts cable service area.
RCN-BecoCom is qualified to operate an open video system under 47 C.F.R.
§ 76.1501 because it also is a local exchange carrier certified to
provide telecommunications services in Massachusetts. (*See* Statement
of Business Operations and Tariffs of RCN-BecoCom, LLC, filed with the
Massachusetts Department of Telecommunications and Energy on October 29,
1997).

**[Form 1275, Item C.4]{.underline}**

RCN-BecoCom has received the necessary authorization from the FCC to
offer interstate domestic and international telecommunications (*see*
FCC File No. ITC-214-19971027-00661). Upon receipt of such authority,
RCN-BecoCom was classified as a non-dominant common carrier and as such
is not required to file a cost allocation manual at the Commission. Item
C.4 therefore is not applicable.

**[CERTIFICATE OF SERVICE]{.underline}**

I, Sonja Sykes-Minor, hereby certify that on this [18^th^]{.underline}
day of April 2002, copies of the foregoing **FCC Form 1275 Certification
for Open Video System of RCN-BecoCom, LLC,** were served on the parties
listed below, as noted:

**[VIA HAND DELIVERY]{.underline}**:

+-----------------------------------+-----------------------------------+
| W. Kenneth Ferree, Chief          | Sonia Greenway-Mickleor           |
|                                   |                                   |
| Media Bureau                      | Media Bureau                      |
|                                   |                                   |
| Office of the Bureau Chief        | Federal Communications            |
|                                   | Commission\                       |
| Federal Communications            | 445-12th Street, SW\              |
| Commission\                       | Washington, DC 20554              |
| 445-12th Street, SW\              |                                   |
| Washington, DC 20554              |                                   |
+-----------------------------------+-----------------------------------+
| Steve Garner                      |                                   |
|                                   |                                   |
| Media Bureau                      |                                   |
|                                   |                                   |
| Federal Communications            |                                   |
| Commission\                       |                                   |
| 445-12th Street, SW\              |                                   |
| Washington, DC 20554              |                                   |
+-----------------------------------+-----------------------------------+
| **[VIA FEDERAL                    |                                   |
| EXPRESS]{.underline}:**           |                                   |
+-----------------------------------+-----------------------------------+
| Rosaria Salerno, City Clerk       | Merita Hopkins, Esq.              |
|                                   |                                   |
| City of Boston                    | Corporation Counsel               |
|                                   |                                   |
| City Clerk Room 601               | City of Boston                    |
|                                   |                                   |
| Boston, MA 02201                  | Law Dept. Room 615                |
|                                   |                                   |
|                                   | Boston, MA 02201                  |
+-----------------------------------+-----------------------------------+
| Charles J. Beard, Esq.            | Mike Lynch, Director              |
|                                   |                                   |
| Foley, Hoag & Eliot LLP           | Office of Telecommunications      |
|                                   |                                   |
| One Post Office Square            | 43 Hawkins Street                 |
|                                   |                                   |
| Boston, MA 02109                  | Boston, MA 02114                  |
+-----------------------------------+-----------------------------------+

> \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Sonja Sykes-Minor