**DA 05-1815**

**Released: June 27, 2005**

**DOMESTIC SECTION 214 APPLICATION FILED FOR TRANSFER OF CONTROL OF
CALIFORNIA-OREGON TELECOMMUNICATIONS COMPANY TO LYNCH TELEPHONE
CORPORATION XI**

**STREAMLINED Pleading Cycle Established**

**WC Docket No. 05-209**

**Comments Due: July 11, 2005**

**Reply Comments Due: July 18, 2005**

On June 7, 2005, California-Oregon Telecommunications Company ("COTC"),
and Lynch Telephone Corporation XI ("Lynch XI"), (collectively,
"Applicants"), filed an application, pursuant to section 63.04 of the
Commission's rules,[^1] requesting authority to transfer control of
COTC, Cal-Ore Telephone Co., and Cal-Ore Long Distance, Inc., to Lynch
XI.[^2]

Applicants assert that this transaction is entitled to presumptive
streamlined treatment pursuant to section 63.03(b)(2)(iii) of the
Commission's rules.[^3] The Applicants assert that after the
transaction, Lynch XI will have a market share in the interstate,
interexchange market of less than 10%. The Applicants also assert that
this application involves a simple transfer of control to a party that
does not otherwise provide telecommunications service in California. The
Applicants further assert that COTC and Lynch XI have fewer than 2% of
the nation's subscriber lines installed in the aggregate nationwide, and
no overlapping or adjacent service areas are implicated by the subject
transaction.

COTC, a California corporation, provides local exchange, exchange access
and interexchange services in California through its wholly-owned
subsidiaries, Cal-Ore Telephone Co. ("Cal-Ore") and Cal-Ore Long
Distance, Inc. ("COLD").[^4] Cal-Ore is a rural incumbent local exchange
carrier in Northern California along the California-Oregon border. COLD
is a reseller of long distance service to business and residential
customers in Dorris, Macdoel, Tulelake, and Newell, California. Both
Cal-Ore and COLD are California corporations. COTC is owned by several
trusts controlled by Susan M. Graham, Elzy Joe Graham, Robert W. Edgar,
Marion A. Edgar, Brian H. Edgar, Ava L. Edgar, Scott N. Edgar, Robert H.
Edgar, and Tanya L. Edgar. Robert H. Edgar and Marion A. Edgar, as
trustees of the Edgar Family Revocable Trust, hold 57.3% of the total
issued and outstanding shares of preferred stock of COTC. The following
shareholders each hold 10.6% of COTC's issued and outstanding shares of
preferred stock and 25% of the total issued and outstanding shares of
common stock of COTC: (1) Elzy Joe Graham and Susan M. Graham, as
trustees of the Elzy Joe Graham and Susan M. Graham Trust of 1997; (2)
Robert W. Edgar; (3) Brian H. Edgar; and (4) Scott N. Edgar and Tanya L.
Edgar, as trustees of the Scott N. Edgar and Tanya L. Edgar 2002
Revocable Trust. Each share of preferred stock and each share of common
stock has one vote. As a result, Robert H. Edgar and Marion A. Edgar, as
trustees of the Edgar Family Revocable Trust hold 55.5% of the voting
shares of COTC. The shareholders and trustees are all U.S. citizens. No
other person or entity holds a 10% or greater interest in COTC.

Lynch XI, a Delaware corporation, is not currently a telecommunications
carrier. Lynch XI is a wholly-owned subsidiary of Brighton
Communications Corporation ("Brighton"), a Delaware corporation.
Brighton is wholly-owned by the telecommunications holding company Lynch
Interactive Corporation ("Lynch Interactive"), a Delaware corporation.
Mario J. Gabelli, a U.S. citizen, holds approximately 24% of Lynch
Interactive's outstanding common stock. MJG-IV Limited Partnership, a
limited partnership of which Mr. Gabelli is the general partner, holds
approximately 22.5% of Lynch Interactive. No other person or entity
holds a 10% or greater interest in Lynch Interactive. Lynch Interactive
and Brighton also own rural incumbent LECs in Iowa, Kansas, Michigan,
New Hampshire, New Mexico, New York, North Dakota, Utah, and
Wisconsin.[^5]

On March 22, 2004, Lynch XI, Lynch Interactive, Brighton, COTC, and the
Shareholders of COTC entered into a Stock Purchase Agreement. Pursuant
to the Stock Purchase Agreement, COTC and COTC Shareholders will
transfer to Lynch XI all of the issued and outstanding shares of common
stock of COTC.

Applicants assert that the proposed transaction will serve the public
interest because there will be no reduction in the number of competitors
or the level of competition in California as a result of the transfer of
control. The Applicants do not expect the proposed transaction to have
an immediate or substantial adverse effect on the service provided to
customers in the affected California exchanges. They further state that
the proposed transaction will cause no interruption in service to
customers and that no existing service will be discontinued, reduced or
impaired as a result of the sale.

**[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 application if, upon further
examination, it is determined to be defective and not in conformance
with the Commission's rules and policies. Interested parties may file
**comments on or before July 11, 2005** and **reply comments on or
before July 18, 2005**.[^6] Unless otherwise notified by the Commission,
this application will be deemed granted on the 31^st^ day after the date
of this notice.[^7] Comments may be filed using the Commission's
Electronic Comment Filing System (ECFS) or by filing paper copies. *See
Electronic Filing of Documents in Rulemaking Proceedings*, 63 Fed. Reg.
24121 (1998).

Comments filed through the ECFS can be sent as an electronic file via
the Internet to \<http://www.fcc.gov/e-file/ecfs.html\>. Generally, only
one copy of an electronic submission must be filed. If multiple docket
or rulemaking numbers appear in the caption of this proceeding, however,
commenters must transmit one electronic copy of the comments to each
docket or rulemaking number referenced in the caption. In completing the
transmittal screen, commenters 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 for e-mail comments, commenters
should send e-mail to ecfs@fcc.gov, and should include the following
words in the subject line "get form \<your e-mail address\>." A sample
form and directions will be sent in reply.

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, commenters 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). The Commission's contractor, Natek, Inc., will receive
hand-delivered or messenger-delivered paper filings for the Commission's
Secretary at 236 Massachusetts Avenue, N.E., Suite 110, Washington, D.C.
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 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 mail, Express Mail,
and Priority Mail should be addressed to 445 12^th^ Street, S.W.,
Washington, D.C. 20554. All filings must be addressed to the
Commission's Secretary, Office of the Secretary, Federal Communications
Commission.

**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 12^th^ Street, S.W., Room CY-B402, Washington, D.C. 20554;
    e-mail: [www.bcpiweb.com](http://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-C437,
    Washington, D.C. 20554; e-mail: <tracey.wilson-parker@fcc.gov>;

(3) Adam Kirschenbaum, Competition Policy Division, Wireline Competition
    Bureau, 445 12^th^ Street, S.W., Room 5-C211, Washington, D.C.
    20554; e-mail: <adam.kirschenbaum@fcc.gov>;

(4) Renee R. Crittendon, Competition Policy Division, Wireline
    Competition Bureau, 445 12^th^ Street, S.W., Room 5-C311,
    Washington, D.C. 20554; e-mail: <renee.crittendon@fcc.gov>;

(5) 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

(6) James Bird, Office of General Counsel, 445 12^th^ Street, S.W., Room
    8-C740, 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 12^th^ 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 12^th^ Street,
S.W., Room CY-B402, Washington, D.C. 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 Adam Kirschenbaum at (202) 418-7280.

\- **FCC** -

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

[^2]: Applicants filed an amendment to their application supplying the
    Commission with additional information on June 21, 2005.

[^3]: 47 C.F.R § 63.03(b)(2)(iii).

[^4]: COTC's other businesses include an Internet service provider, a
    competitive local exchange carrier that is planning to provide
    services in the surrounding area, and interests in certain cellular
    partnerships.

[^5]: The 14 rural independent LECs are: (1) Bretton Woods Telephone
    Company, New Hampshire; (2) Central Scott Telephone Company, Iowa;
    (3) Central Utah Telephone Company, Utah; (4) Cuba City Telephone
    Exchange Company, Wisconsin; (5) Belmont Telephone Company,
    Wisconsin; (6) Dunkirk & Fredonia Telephone Company New York; (7)
    Skyline Telecom, Utah; (8) Haviland Telephone Company, Kansas; (9)
    Inter-Community Telephone Company, LLC, North Dakota; (10) J.B.N.
    Telephone Company, Kansas; (11) Upper Peninsula Telephone Company,
    Michigan; (12) Western New Mexico Telephone Company, New Mexico;
    (13) Bear Lake Communications, Inc., Utah; and (14) Cassadaga
    Telephone Corporation, New York.

[^6]: *See* 47 C.F.R. § 63.03(a).

[^7]: Such authorization is conditioned upon receipt of any other
    necessary approvals from the Commission in connection with the
    proposed transaction.