> **DA 05-1262**

**Released: April 28, 2005**

**DOMESTIC SECTION 214 APPLICATION FILED FOR TRANSFER OF CONTROL OF S&A
TELEPHONE COMPANY, INC., FROM MID-SOUTH TELECOMMUNICATIONS COMPANY
CHARITABLE REMAINDER UNITRUST TO EASTERN KANSAS HOLDINGS, INC.**

**STREAMLINED Pleading Cycle Established**

**WC Docket No. 05-164**

**Comments Due: May 12, 2005**

**Reply Comments Due: May 19, 2005**

 

On March 28, 2005, Eastern Kansas Holdings, Inc., ("Eastern Kansas" or
"Transferee") and S&A Telephone Company, Inc. ("S&A"), Mid-South
Telecommunications Company Charitable Remainder Unitrust ("Mid-South")
(together with S&A, "Transferors") (collectively, the "Applicants"),
filed an application pursuant to section 63.04 of the Commission's
rules[^1] requesting authority to transfer control of S&A from Mid-South
to Eastern Kansas.[^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] Immediately following the transaction, Eastern
Kansas and its affiliates will hold less than 10% share of the
interstate, interexchange market. Applicants are independent incumbent
local exchange carriers (LEC) that have, in combination, fewer than two
percent of the nation's subscriber lines, and have no overlapping or
adjacent services areas.

S&A, a Kansas corporation, is an independent incumbent LEC providing
local exchange, exchange access service, and long distance service to
subscribers in two exchanges in and around Allen and Scranton, Kansas.
Mid-South owns 100% of S&A pursuant to a trust agreement dated July 1,
1991.[^4] The Harry E. Bovay, Jr. Foundation owns 100% of Mid-South. The
directors of the Foundation are Harry E. Bovay, Jr., Chairman; Peggy
Larkin Kelly; Michael L. Patrick; W. Michael Stephens; and C. Travis
Taylor, Jr., all U.S. citizens.

Eastern Kansas is a corporation organized under North Carolina law.  The
ten percent or greater owners of Eastern Kansas include the following
entities, all of U.S. citizenship: American Broadband Communications,
LLC ("ABB LLC"), 49%; and Signal Equity Partners II, LP, 51%. The ten
percent or greater owners of ABB LLC include the following, all of U.S.
citizenship: William H. Tucker, 50%; and Patrick L. Eudy, 47.5%. Patrick
L. Eudy also owns 60% of Dialog Telecommunications, a competitive LEC
operating in Kentucky, Mississippi, and North Carolina.

The General Partner of Signal Equity Partners II, LP is Signal Equity
Advisors II, LLC (holding an ownership interest of 2.94%). The ten
percent or greater owners of Signal Equity Advisors II, LLC include the
following entities, all of U.S. citizenship: Timothy P. Bradley, 23.3%;
Alfred J. Puchala, Jr., 22.3%; Christian Nolen, 19.6%; Malcolm C. Nolen,
19.6%; and Charles T. Lake II, 11.2%. The ten percent or greater owners
and Limited Partners of Signal Equity Advisors II, LLC include the
following entities: Garden House, LLC, 58.9%; Eurazeo, 23.5%; and Burden
Direct Investment Fund III, 11.76%. Eliot Nolen, a U.S. citizen, owns
95% of Garden House, LLC. Eurazeo, a French investment company,
indirectly owns 15.2% of Eutelsat that it holds through a 66% interest
in Bluebirds, a French organization, which has a 23% interest in
Eutelsat. Eurazeo also owns an 11% interest in Distacom, which owns
companies providing mobile telephone services in Hong Kong and India.
Burden Direct Investment Fund III is a U.S. citizen.

American Broadband Communications, Inc. is a sister company to ABB LLC,
and has a 40% interest in American Georgetown, Inc., which owns 100% of
Georgetown Telephone Company, an incumbent LEC in Mississippi. Signal
Equity Partners II, LP owns the remaining 60% of American Georgetown,
Inc. American Broadband Communications, Inc. also has a 49% interest in
Northwest Missouri Holdings, Inc., which owns 100% of Oregon Farmers
Mutual Telephone Company, an incumbent LEC in Missouri. Signal Equity
Partners II, LP owns the remaining 51% of Northwest Missouri Holdings,
Inc. The ten percent or greater owners of American Broadband
Communications, Inc. include the following entities, all of U.S.
citizenship: William Tucker, 57%; and Patrick Eudy, 35%.[^5]

 

The Applicants have entered into a Stock Purchase Agreement, which
proposes that Eastern Kansas, as assignee of American Broadband
Communications, LLC, will acquire all of the issued and outstanding
capital stock of S&A. Upon closing of the proposed transaction, S&A will
continue to provide local and long distance telephone service to its
current subscribers.

Applicants assert the proposed transaction will serve the public
interest because, upon consummation, S&A will continue to provide high
quality, local exchange, exchange access and long distance service to
its current subscribers in a manner that will be transparent to them,
and will be financially stronger through affiliation with a larger
organization with greater resources. In addition, Applicants assert that
Eastern Kansas intends to expand DSL to 100% of its subscribers within
three years, and to construct a fiber ring for increased reliability.

 

**[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. Interested parties may file **comments on or before May 12,
2005** and **reply comments on or before May 19, 2005**.[^6] Unless
otherwise notified by the Commission, Applicants are permitted to
transfer the stock and related control 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 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.

 

**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, S.W., Room CY-B402, Washington, D.C. 20554,
    [www.bcpiweb.com](http://www.bcpiweb.com/); phone: (202) 488-5300
    fax: (202) 488-5563;

 

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

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

 

(3) Terri Natoli, Competition Policy Division, Wireline Competition
    Bureau, 445 12th Street, S.W., Room 5-C234, Washington, D.C. 20554;
    e-mail: <terri.natoli@fcc.gov>;

 

(4) Susan O'Connell, Policy Division, International Bureau, 445 12th
    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 12th 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, 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, 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** -

 

![](media/image2.png){width="1.0416666666666666e-2in"
height="1.0416666666666666e-2in"}

 

![](media/image3.wmf){width="6.944444444444445e-4in"
height="6.944444444444445e-4in"}

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

[^2]: Applicants have also filed an application to transfer control of
    IG radio license KNDU 915, and will apply for authorization to
    transfer control of their International Section 214 authority. Any
    action on this domestic section 214 application is without prejudice
    to Commission action on other related pending applications.

[^3]: 47 C.F.R. § 63.03(b)(2)(iii).

[^4]: At termination on June 30, 2011, the corpus of the trust will pass
    to the foundation.

[^5]: American Broadband Communications, LLC and Signal Equity Partners
    II, L.P. also have an agreement to purchase the Pymatuning
    Independent Telephone Company, an incumbent LEC in Pennsylvania.
    *See* *Domestic Section 214 Application Filed For Transfer Of
    Control Pymatuning Independent Telephone Company To Pymatuning
    Holding Company, Inc*., Public Notice, WC Docket No. 05-160, DA
    05-1046 (rel. April 8, 2005).

[^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.