*Pages 1--2 from  Microsoft Word - 53821.doc*
 PUBLIC  NOTICE  Federal  Communications  Commission  445  12  th  St.,  S.  W.  Washington,  D.  C.  20554  News  Media  Information  202  /  418-  0500  Internet:  http://  www.  fcc.  gov  TTY:  1-  888-  835-  5322 
 DA  05-  3235 
 December  20,  2005 


 DOMESTIC  AUTHORIZATION  GRANTED 
 Application  for  Transfer  of  Control  of  McLeodDIP  to  McLeodUSA 
 WC  Docket  No.  05-  303 
 By  the  Chief,  Wireline  Competition  Bureau: 
 On  October  20,  2005,  McLeodUSA  Telecommunications  Services,  Inc.,  Debtor-  in-Possession  (“  McLeodUSA-  DIP”)  and  McLeodUSA  Telecommunications  Services,  Inc. 
 (“  McLeodUSA,”  together  with  McLeodUSA-  DIP,  “Applicants”),  filed  an  application,  pursuant  to  sections  63.03  and  63.04  of  the  Commission’s  rules,  1  providing  notice  of  a  planned  pro  forma 
 transfer  of  McLeodUSA  to  McLeodUSA-  DIP  in  connection  with  a  planned  consensual  (i.  e.,  “pre-  packaged”)  Chapter  11  financial  restructuring  (“  Restructuring”)  that  will  change  the  capital 
 structure  of  McLeodUSA’s  ultimate  parent  company,  McLeodUSA  Incorporated  (“  Parent”,  together  with  McLeodUSA,  “Parties”).  Additionally,  Applicants  sought  approval  of  the  transfer 
 of  McLeodUSA-  DIP  back  to  McLeodUSA. 
 The  Commission  released  a  public  notice  accepting  this  application  for  streamlined  processing  on  October  27,  2005.  On  November  22,  2005,  the  Commission  removed  this 
 application  from  streamlined  processing,  pending  the  U.  S.  Bankruptcy  Court’s  approval  of  the  Applicant’s  planned  Chapter  11  restructuring.  On  December  16,  2005,  the  U.  S.  Bankruptcy 
 Court  for  the  Northern  District  of  Illinois  provided  approval  for  the  reorganization  plan. 
 The  Wireline  Competition  Bureau  finds,  upon  consideration  of  the  record,  that  grant  of  the  Application  will  serve  the  public  interest,  convenience,  and  necessity.  Upon  consummation 
 of  the  Restructuring:  (1)  McLeodUSA  will  hold  less  than  a  10  percent  share  of  the  interstate,  interexchange  market;  (2)  to  the  extent  McLeod-  USA  provides  U.  S.  local  exchange  services  or 
 exchange  access  services,  those  services  are  provided  only  in  geographic  areas  served  by  a  dominant  local  exchange  carrier  that  is  not  a  party  to  the  Restructuring;  and  (3)  none  of  the 
 Applicants  or  their  affiliates  are  dominant  with  respect  to  any  U.  S.  domestic  telecommunications  service. 


 1  47  C.  F.  R  §§  63.03,  63.  04;  see  47  U.  S.  C.  §  214. 
1
 2 
 Therefore,  pursuant  to  section  214  of  the  Communications  Act  of  1934,  as  amended,  47  U.  S.  C.  §  214,  and  section  0.291  of  the  Commission’s  rules,  2  the  Wireline  Competition  Bureau 
 hereby  grants  the  Application  discussed  in  this  Public  Notice. 
 Pursuant  to  section  1.103  of  the  Commission’s  rules,  the  grant  is  effective  upon  release  of  this  Public  Notice.  3  Petitions  for  reconsideration  under  section  1.106  or  applications  for  review 


 under  section  1.115  of  the  Commission’s  rules  may  be  filed  within  30  days  of  the  date  of  this  Public  Notice.  4 


 For  further  information,  please  contact  Renee  Crittendon  at  (202)  418-  2352. 
 –  FCC  – 


 2  47  C.  F.  R.  §  0.291. 
 3  See  47  C.  F.  R.  §  1.103. 
 4  See  47  C.  F.  R.  §§  1.106,  1.  115. 
2