**DA 08-1466**

> **Released: June 23, 2008**

**DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CERTAIN
ASSETS OF TRUE LD, LLC TO STI PREPAID LLC**

**STREAMLINED Pleading Cycle Established**

**WC Docket No. 08-92**

**Comments Due: July 7, 2008**

**Reply Comments Due: July 14, 2008**

On June 16, 2008, True LD, LLC (True LD) and STi Prepaid, LLC (STi
Prepaid) (collectively, Applicants) filed an application pursuant to
section 63.03 of the Commission's rules to transfer True LD's assets
related to the provision of prepaid calling card services to STi
Prepaid.[^1] True LD, an Arizona limited liability company, provides
interstate telecommunications services primarily in Arizona, California,
Colorado, Florida, Nebraska, North Carolina, and Utah. STi Prepaid, a
Delaware limited liability company, provides interstate
telecommunications services nationwide. Applicants describe the
ownership of STi Prepaid as follows: BEI Prepaid, LLC, a Delaware-based
telecommunications holdings company, owns a 75 percent interest in STi
Prepaid. David Larsen, a U.S. citizen, holds a 10 percent non-voting
membership interest in BEI Prepaid, LLC. BEI Prepaid Holdings, LLC, also
a Delaware-based telecommunications holding company, owns a 90 percent
membership interest and a 100 percent voting interest in BEI Prepaid,
LLC. BEI Prepaid Holdings, LLC is a wholly-owned subsidiary of Baldwin
Enterprises Inc., a Colorado corporation whose principal business is
investment. Baldwin Enterprises Inc. is a wholly-owned subsidiary of
Phlcorp, Inc., a Pennsylvania corporation whose principal business is
investment holdings. Phlcorp, Inc. is a wholly-owned subsidiary of
Leucadia National Corporation, a publicly-traded New York investment
corporation. Ian Cumming and Joseph Steinberg, both U.S. citizens, each
hold a 13 percent interest in Leucadia National Corporation. ST Finance,
LLC, a Delaware limited liability company whose principal business is
securities holdings, owns a 25 percent interest in STi Prepaid, and
Samer Tawfik, a U.S. citizen, indirectly owns a 100 percent membership
interest in ST Finance, LLC.[^2]

Pursuant to the terms of the proposed transaction, True LD will transfer
its prepaid calling card assets, including card inventory, customer
agreements and contracts, vendor agreements and contracts, promotional
materials, and the rights to host personal identification numbers used
to make prepaid calls, to STi Prepaid.[^3] Applicants assert that the
proposed transaction is entitled to presumptive streamlined treatment
under section 63.03(b)(2)(i) of the Commission's rules and that a grant
of the application will serve the public interest, convenience, and
necessity.[^4]

Application Filed for the Transfer of Certain Assets of True LD, LLC to
STi Prepaid, LLC,

WC Docket No. 08-92 (filed June 16, 2008).

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

The Wireline Competition Bureau finds, upon initial review, that the
transfer of control identified herein is 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 section 63.03(a) of the Commission's
rules, 47 C.F.R. § 63.03(a), interested parties may file comments **on
or before July 7, 2008,** and reply comments **on or before July 14,
2008**. Unless otherwise notified by the Commission, the Applicants may
transfer control on the 31^st^ day after the date of this notice.[^5]
Comments must be filed electronically using (1) the Commission's
Electronic Comment Filing System (ECFS) or (2) the Federal Government's
eRulemaking Portal. *See* 47 C.F.R. § 63.03(a) ("All comments on
streamlined applications shall be filed electronically . . . .");
*Electronic Filing of Documents in Rulemaking Proceedings*, 63 FR 24121
(1998).

-   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.

**In addition, email one copy of each pleading to each of the
following**:

1)  The Commission's duplicating contractor, Best Copy and Printing,
    Inc., <fcc@bcpiweb.com>; phone: 202 / 488-5300; fax: 202 / 488-5563;

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1)  Myrva Charles, Competition Policy Division, Wireline Competition
    Bureau, <myrva.charles@fcc.gov>;

2)  Jodie May, Competition Policy Division, Wireline Competition Bureau,
    <jodie.may@fcc.gov>;

3)  David Krech, International Bureau, Policy Division, International
    Bureau, <david.krech@fcc.gov>;

> 5\) Jim Bird, Office of General Counsel, <jim.bird@fcc.gov>.

Filings and comments are available for public inspection and copying
during regular business hours at the FCC Reference Information Center,
Portals II, 445 12th Street, S.W., Room CY-A257, Washington, D.C. 20554.
They may also be purchased from the Commission's duplicating contractor,
Best Copy and Printing, Inc., Portals II, 445 12th Street, S.W., Room
CY-B402, Washington, D.C. 20554; telephone: 202 / 488-5300; fax:
202 / 488-5563; email: <fcc@bcpiweb.com>; url:
[www.bcpiweb.com](http://www.bcpiweb.com/).

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).

For further information, please contact Myrva Charles at 202 / 418-1506
or Jodie May at 202 / 418-0913.

**- FCC -**

[^1]: 47 C.F.R. § 63.03; *see* 47 U.S.C. § 214. Applicants filed a
    supplement to their domestic section 214 application on June 20,
    2008.

[^2]: Applicants state that BEI Prepaid, LLC, BEI Prepaid Holdings, LLC,
    David Larsen, and ST Finance, LLC do not hold interests in
    telecommunications entities other than STi Prepaid. They state that
    Baldwin Enterprises Inc., Phlcorp, Inc., Leucadia National
    Corporation, Ian Cumming, and Joseph Steinberg hold approximately a
    40 percent interest in entities providing telecommunications
    services outside the U.S., and that Samer Tawfik owns a 100 percent
    interest in Dialaround Enterprises Inc. (DEI) that provides
    interstate and intrastate interexchange services in all states
    except Alaska, Delaware, and Tennessee.

[^3]: Applicants state that they will take steps to ensure customers
    using True-LD prepaid cards receive notice that Sti Prepaid will be
    the new service provider by connecting customers who dial the toll
    free customer service number on their cards to a STi Prepaid
    customer service representative.

[^4]: 47 C.F.R. § 63.03(b)(2)(i).

[^5]: Such authorization is conditioned upon receipt of any other
    necessary approvals from the Commission in connection with the
    proposed transaction.