**DA 05-1287**

**Released: May 4, 2005**

**DOMESTIC SECTION 214 APPLICATION FILED FOR TRANSFER OF CONTROL OF
MIDWEST INFORMATION SYSTEMS, INC. TO ARVIG ENTERPRISES, INC.**

**NON-STREAMLINED Pleading Cycle Established**

**WC Docket No. 05-172**

**Comments Due: May 18, 2005**

**Reply Comments Due: May 25, 2005**

On April 8, 2005, Midwest Information Systems, Inc. ("MIS"), its wholly
owned subsidiaries Midwest Telephone Co. and The Peoples Telephone Co.
of Bigfork ("Peoples"), Midwest Telephone Co.'s wholly owned subsidiary
Osakis Telephone Company ("Osakis"), and MIS' parent Varistar
Corporation (collectively "Midwest"), and Arvig Enterprises, Inc.
("Arvig" or "Transferee") (collectively the "Applicants") filed an
application pursuant to sections 63.03 and 63.04 of the Commission's
rules[^1] requesting approval to transfer control of Midwest Telephone
Co., Osakis and Peoples to Arvig.[^2]

Applicants seek streamlined treatment for this transaction on a
case-by-case basis, pursuant to section 63.04(a)(8), because the
transaction is not entitled to presumptive streamlined treatment under
section 63.03(b)(2)(iii) of the Commission's rules. At the completion of
the proposed transaction, Arvig and its affiliates will have a less than
10% share of the interstate, interexchange market; and Arvig and its
affiliates are incumbent independent local exchange carriers (LECs) that
will have fewer than 2% of the nation's subscriber lines installed in
the aggregate nationwide, and no overlapping service areas. However, an
exchange of an Arvig affiliate lies adjacent to two exchanges of Midwest
Telephone Co. Because the Applicants have adjacent service areas, this
application is not subject to streamlined treatment.[^3]

MIS, Midwest Telephone Co., Osakis, Peoples, and Varistar Corporation
are all Minnesota corporations. The Transferee, Arvig, is also a
Minnesota corporation. Midwest Telephone Co., Osakis and Peoples are
independent incumbent local exchange carriers providing local exchange,
exchange access and long distance service to subscribers in the
following local exchanges in Minnesota: Eagle Bend, Miltona, Parkers
Prairie and Urbank (Midwest Telephone Co.); Bigfork and Marcell
(Peoples); Osakis (Osakis). Midwest Telephone Co. and Peoples are wholly
owned by MIS. Midwest Telephone Co. owns 100% of Osakis. Varistar
Corporation owns 100% of MIS and Varistar is, in turn, wholly owned by
Otter Tail Corporation. No entity owns ten percent or more of Otter Tail
Corporation. The following entities own ten percent or more of Arvig:
Allen R. Arvig and Donna M. Ward own 35.75% and 21.09% of the common
stock of Arvig Enterprises, Inc. In addition, Marvin S. Ward is the
successor trustee of the Eleanor M. Arvig Revocable Trust and holds
99.87% of the preferred stock of Arvig Enterprises, Inc., which carries
no voting rights.

The Applicants executed a Stock Purchase Agreement for the transfer of
all outstanding capital stock of MIS to Arvig. As a result, Arvig will
acquire three incumbent local exchange carriers, Midwest Telephone Co.,
Osakis, and Peoples.

The Applicants state that the proposed transfer of control is in the
public interest because service will continue under the same terms and
conditions subscribers currently enjoy. The Applicants assert that Arvig
possesses the required financial, managerial and technical resources to
provide telecommunications services through the acquired entities. The
Applicants state that Arvig's well-established record of providing the
customers of its currently held operating subsidiaries with high quality
telecommunications services include: East Otter Tail Telephone Company,
Twin Valley-Ulen Telephone Company, Callaway Telephone Company, and
Tekstar Communications, Inc. According to the Applicants, each of these
companies provides telecommunications services in Minnesota, in service
areas that do not overlap with the local exchanges served by Midwest
Telephone Co., Osakis or Peoples.

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

The transfer of control identified herein has been found, upon initial
review, to be acceptable for filing as a non-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 18,
2005** and **reply comments on or before May 25, 2005**.[^4] 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, SW, 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, DC 20554,
    [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-C212,
    Washington, D.C. 20554; e-mail: <tracey.wilson-parker@fcc.gov>;

(3) Kimberly Jackson, Competition Policy Division, Wireline Competition
    Bureau, 445 12^th^ Street, S.W., Room 5-C142, Washington, D.C.
    20554; e-mail: <kimberly.jackson@fcc.gov>;

(4) William Dever, Competition Policy Division, Wireline Competition
    Bureau, 445 12^th^ Street, S.W., Room 5-C266, Washington, D.C.
    20554; e-mail: <william.dever@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-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, SW, Room CY-A257, Washington, DC,
20554. They may also be purchased from the Commission\'s duplicating
contractor, the Commission's duplicating contractor, Best Copy and
Printing, Inc., Portals II, 445 12th Street, SW, Room CY-B402,
Washington, DC 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, at (202)
418-1394, or Kimberly Jackson at (202) 418-7393.

\- **FCC** -

[^1]: 47 C.F.R §§ 63.03, 63.04; *see* 47 U.S.C. § 214.

[^2]: Applicants are also filing applications for transfer of control of
    wireless licenses related to this transaction. Any action on this
    domestic 214 application is without prejudice to Commission action
    on other related pending applications.

[^3]: *See* 47 C.F.R. § 63.03(b)(2)(iii); *Implementation of Further
    Streamlining Measures for Domestic Section 214 Authorizations,* 17
    FCC Rcd 5517, 5534 (2002), para. 32.

[^4]: *See* 47 C.F.R. § 63.03(a).