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                                   Before the
                         Federal Communications Commission
                             Washington, D.C. 20554
   In re Application of                 )
                                        )
   GTE, CORPORATION,                   )
   Transferor,                         )
                                        )
   And                                 )   CC Docket No. 98-184
                                        )
   BELL ATLANTIC CORPORATION,           )
   Transferee                           )
                                        )
   For Consent to Transfer Control of Domestic      )
   And International Section 214 and 310       )
   Authorizations and Applications to Transfer      )
   Control of a Submarine Cable Landing License           )
                            ORDER
      Adopted:  August 31, 2001            Released: August 31, 2001
   By the Chief, Policy and Program Planning Division
   I.   INTRODUCTION
   1.     On July 10, 2001, Verizon requested the Commission's permission to allow
   Verizon Pennsylvania Inc. (Verizon) and Verizon Advanced Data Inc. (VADI) to cooperate
   to provide digital subscriber loop (xDSL) service for resale over resold voice lines in
   Pennsylvania prior to the scheduled sunset of the advanced services affiliate requirement
   contained in the Bell Atlantic-GTE Merger Order.  For the reasons explained below, we
   grant Verizon's request to the extent described herein.
   II.  BACKGROUND
   2.     As an initial matter, we note that as a result of the ASCENT v. FCC ruling,
   Verizon may elect, at the end of a nine-month period, to reintegrate its separate advanced
   services affiliate into the Bell Operating Company (BOC).   Verizon has submitted a letter
   requesting permission to reintegrate its advanced services subsidiary prior to the end of the
   nine-month period.    Pending the Commission's action on this request, Verizon seeks
   Special Temporary Authority (STA) to offer for resale xDSL service over resold lines in
   Pennsylvania.  We granted Verizon a STA to provide its resold xDSL offering in
   Connecticut.
   III. DISCUSSION
   3.     In determining whether to grant Verizon a STA, we look at whether the proposed
   action will serve the public interest, convenience and necessity.  Like in Connecticut,
   Verizon argues that should it receive a STA, it would broaden its resale xDSL offering in the
   former Bell Atlantic service areas in Pennsylvania to include a service that will allow a
   competitor to resell VADI's xDSL service over lines on which the competitor currently
   resells Verizon's voice service.  The new service will be provided pursuant to an
   amendment to VADI's federal tariff.  Verizon states that this is an interim arrangement until
   a more permanent arrangement can be developed through collaboratives and the change
   management process.
   4.     Verizon states that in order to provision a competitor's order to resell VADI's
   xDSL service over lines on which the competitor currently resells Verizon's voice service,
   VADI and Verizon will need to access each other's systems and data, and interact in ways
   that Verizon acknowledges are arguably prohibited by the Bell Atlantic-GTE Merger
   Order.  Verizon, therefore, seeks both a permanent waiver of certain Merger Conditions
   and a STA so that it may immediately take any and all steps necessary to process orders for
   and provide this resale xDSL offering.
   5.     We do not address Verizon's request for a permanent waiver of the Merger
   Conditions in this Order.  However, we do conclude, as we did in the Connecticut STA
   Order, that granting Verizon's STA request for this limited purpose is in the public interest
   for several reasons.  Granting the STA will enable competitors to provide resold voice and
   xDSL service to their end-user customers over the same local loop.  This should benefit
   consumers by expanding competition in the provision of advanced services.  Moreover,
   granting the STA will allow Verizon and its competitors an opportunity to gain experience
   with the ordering and provisioning of resold xDSL service in conjunction with resold voice
   service, experience that will facilitate the transition to a permanent arrangement for this
   offering.
   6.     As is the situation in Connecticut, in granting Verizon's STA request, we
   emphasize that the authority granted by this action is limited, and effective only to the extent
   necessary to allow Verizon and VADI to coordinate so that a competitor can resell VADI's
   xDSL service over lines on which the competitor resells Verizon's voice services in
   Pennsylvania.  This authority governs only until the Commission rules on Verizon's request
   to waive the nine-month sunset period or otherwise modifies the terms of this STA.  Any
   "cooperative" activities not pertaining to the resale product offering described above are not
   covered by this STA and will subject Verizon to appropriate enforcement action.
   IV.  ORDERING CLAUSE
   7.     Accordingly, IT IS ORDERED that, pursuant to sections 4(i), 214(a) and 303(r)
   of the Communications Act of 1934, as amended, 47 U.S.C.  154(i), 214(a), 303(r),
   Verizon IS GRANTED Special Temporary Authority as described above to the extent
   necessary to permit resale of xDSL service by a competitive carrier on a line on which the
   competitor resells Verizon's voice service in Verizon's Pennsylvania service area.  This
   authority is given without prejudice to any Commission or Common Carrier Bureau action
   that may be taken in the future.
                            FEDERAL COMMUNICATIONS COMMISSION
                            Michelle M. Carey
                                 Chief, Policy and Program Planning Division
                                 Common Carrier Bureau