**DA 06-2015**

**October 11, 2006**

**APPLICATION FOR CONSENT TO TRANSFER OF CONTROL FILED BY**

**AT&T INC. and BELLSOUTH CORPORATION**

NUMBERING RESOURCE UTILIZATION AND FORECAST (NRUF) REPORT DATA

PLACED INTO THE RECORD, SUBJECT TO PROTECTIVE ORDER

WC Docket No. 06-74

**CC Docket No. 99-200**

AT&T Inc. ("AT&T") and BellSouth Corporation ("BellSouth")
(collectively, "the Applicants") have filed a series of applications
pursuant to sections 214 and 310(d) of the Communications Act of 1934,
as amended[^1] and section 2 of the Cable Landing License Act.[^2] In
these applications, the Applicants seek Commission approval of the
transfer of control to AT&T of licenses and authorizations held directly
and indirectly by BellSouth. In connection with the Commission's review
of the applications, the Commission intends to utilize some of the
information contained in the Numbering Resource Utilization and Forecast
("NRUF") reports filed by wireless telecommunications carriers.[^3]
These data may assist the Commission in assessing the competitive
effects of the transaction. Accordingly, subject to the provisions of
the First Protective Order adopted in this proceeding,[^4] the
Commission is placing into the record in this proceeding data drawn from
NRUF reports for all wireless telecommunications carriers with data as
of December 31, 2005.

Section 251 of the Communications Act grants the Commission jurisdiction
over the North American Numbering Plan ("NANP") and related telephone
numbering issues. In order to better monitor the way numbering resources
are used within the NANP and efficiently allocate NANP resources, the
Commission requires telecommunications carriers to provide the
Commission with a utilization report of their current inventory of
telephone numbers and a five-year forecast of their numbering resource
requirements.[^5]

The Commission has recognized that disaggregated, carrier-specific
forecast and utilization data should be treated as confidential and
should be exempt from public disclosure under 5 U.S.C. § 552(b)(4).[^6]
The NRUF report data are being placed into the record subject to the
provisions of a protective order. As such, the NRUF data will not be
available to the public except pursuant to the terms of the protective
order, as outlined below.

Persons seeking to review the particular NRUF data may do so only for
purposes of participating in this proceeding. Pursuant to the First
Protective Order, outside persons participating or intending to
participate in the proceeding who are not involved in competitive
decision-making activities and who have signed the Acknowledgement of
Confidentiality attached to the First Protective Order in this merger
proceeding may review the NRUF data. We emphasize that persons seeking
to review the NRUF data must have adequate protections in place to
prevent improper use or disclosure of the information.

The Commission is placing the NRUF data into the public record subject
to the safeguards contained in the First Protective Order. Affected
parties will have five business days after the filing of an
Acknowledgement of Confidentiality or, if an Acknowledgment of
Confidentiality has already been filed, a request to review the data, to
object to the release of the data to a particular person who requests
permission to review it. If disclosure is opposed, the procedures set
forth in 47 C.F.R. § 0.461(i) shall apply. All filings should refer to
WC Docket No. 06-74 and CC Docket No. 99-200.

Under the Commission's current procedures for the submission of filings
and other documents,[^7] objections to release of the data and responses
thereto may be filed electronically (*i.e.*, though ECFS) or by hand
delivery to the Commission's Massachusetts Avenue location.

-   **If filed by ECFS**,[^8] comments shall be sent as an electronic
    file via the Internet to http://www.fcc.gov/e-file/ecfs.html. In
    completing the transmittal screen, commenters should include their
    full name, Postal Service mailing address, and the applicable docket
    number. Parties may also submit an electronic comment by Internet
    e-mail. To get filing instructions for e-mail comments, commenters
    should send an e-mail to ecfs@fcc.gov, and should include the
    following words in the body of the message, "get form \<your e-mail
    address\>." A sample form and directions will be sent in reply.

-   **If filed by paper**, the original and four copies of each filing
    must be filed 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 12th Street, S.W., Washington, D.C. 20554. All
    filings must be addressed to the Commission\'s Secretary, Office of
    the Secretary, Federal Communications Commission.

One copy of each pleading must be delivered electronically, by e-mail or
facsimile, or, if delivered as paper copy, by hand or messenger
delivery, by commercial overnight courier, or by first-class or
overnight U.S. Postal Service mail (according to the procedures set
forth above for paper filings), to: (1) the Commission's duplicating
contractor, Best Copy and Printing, Inc., at FCC@BCPIWEB.COM or (202)
488-5563 (facsimile); (2) Marilyn Jones, Competition Policy Division,
Wireline Competition Bureau, at marilyn.jones@fcc.gov, or (202) 418-1413
(facsimile); (3) Nick Alexander, Competition Policy Division, Wireline
Competition Bureau, at nicholas.alexander@fcc.gov, or (202) 418-1413
(facsimile); (4) Bill Dever, Competition Policy Division, Wireline
Competition Bureau, at william.dever@fcc.gov, or (202) 418-1413
(facsimile); (5) Jim Bird, Office of General Counsel, at
jim.bird@fcc.gov, or (202) 418-2822 (facsimile).

This action is taken pursuant to Sections 4(i) and 310(d) of the
Communications Act of 1934, as amended, 47 U.S.C. §§ 154(i) and 310(d),
Section 4 of the Freedom of Information Act, 5 U.S.C. § 552(b)(4), and
authority delegated under Section 0.331 of the Commission's rules, 47
C.F.R. § 0.331, and is effective upon its adoption.

For further information, contact Nick Alexander, Competition Policy
Division, Wireline Competition Bureau, at (202) 418-2173.

[^1]: 47 U.S.C. §§ 214, 310(d).

[^2]: Id. § 35; see generally An Act Relating to the Landing and
    Operation of Submarine Cables in the United States, 47 U.S.C.
    §§ 34-39 (Cable Landing License Act).

[^3]: See 47 C.F.R. § 1.907.

[^4]: AT&T Inc. and BellSouth Corporation Applications for Approval of
    Transfer Of Control, WC Docket No. 06-74, Order, DA 06-1032 (rel.
    May 12, 2006) (First Protective Order).

[^5]: See In the Matter of Numbering Resource Optimization, CC Docket
    No. 99-200, Report and Order and Further Notice of Proposed Rule
    Making, 15 FCC Rcd 7574, 7578-79, para. 5 (2000) (Numbering Resource
    Order).

[^6]: Id., 15 FCC Rcd at 7607, para. 78. The NRUF data to be placed into
    the record in this proceeding is aggregated at the state level and
    identifies the quantity of numbers assigned in each state in the
    BellSouth territory to: (i) Cingular Wireless LLC (Cingular) and
    certain of its affiliates; and (ii) in the aggregate, all other CMRS
    carriers providing service in each state. Cingular has granted the
    Commission permission to place the aggregated NRUF data submitted by
    Cingular and certain of its affiliates in the record of this
    proceeding. See Letter from Jim Bugel, Vice President, Federal
    Government Affairs, Cingular, to Marlene H. Dortch, Secretary, FCC,
    WC Docket 06-74 (filed Oct. 10, 2006). The data for all other CMRS
    carriers is aggregated such that neither confidential treatment nor
    permission to place the data in the record in this proceeding are
    necessary. Numbering Resource Order, 15 FCC Rcd at 7607, para. 79.

[^7]: See Implementation of Interim Electronic Filing Procedures for
    Certain Commission Filings, Order, 16 FCC Rcd 21483 (2001); see also
    FCC Announces a New Filing Location for Paper Documents and a New
    Fax Number for General Correspondence, Public Notice, 16 FCC Rcd
    22165 (2001); Reminder: Filing Locations for Paper Documents and
    Instructions for Mailing Electronic Media, Public Notice, 18 FCC Rcd
    16705 (2003).

[^8]: See Electronic Filing of Documents in Rulemaking Proceedings, GC
    Docket No. 97-113, Report and Order, 13 FCC Rcd 11322 (1998).