*Pages 1--5 from Microsoft Word - 58180.doc* PUBLIC NOTICE Federal Communications Commission 445 12 th Street, S. W. Washington, D. C. 20554 News Media Information 202 / 418- 0500 Fax- On- Demand 202 / 418- 2830 TTY 202 / 418- 2555 Internet: http:// www. fcc. gov ftp. fcc. gov DA 06- 1409 Released: July 7, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR THE TRANSFER OF CONTROL OF CAPITAL TELECOMMUNICATIONS, INC. TO STARVOX COMMUNICATIONS, INC. STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 127 Comments Due: July 21, 2006 Reply Comments Due: July 28, 2006 On June 16, 2006, StarVox Communications, Inc. (" StarVox") and Capital Telecommunications, Inc. (" CTI") (together, the “Applicants”), filed an application, pursuant to section 63.04 of the Commission’s rules, 1 requesting authority to consent to the transfer of control of CTI to StarVox. 2 Applicants submit that this transaction is entitled to presumptive streamlined treatment under 63.03( b)( 2)( i) of the Commission’s rules because (i) Applicants and their affiliates combined will hold less than a ten percent (10%) share of the interstate, interexchange market; (ii) Applicants and their affiliates will provide local exchange services, if at all, only in areas served by dominant local exchange carriers (none of which are a party to the proposed transactions) and; (iii) none of the Applicants or their Affiliates are dominant with respect to any service. 3 CTI, a Pennsylvania corporation, provides resold and facilities based intrastate long distance and local exchange telecommunications in Connecticut, Delaware, D. C., Maryland, Massachusetts, New Jersey, New York, Pennsylvania, Rhode Island, and Texas. CTI also owns 1 47 C. F. R § 63.04; see 47 U. S. C. § 214. 2 Applicants filed a supplement to the application on June 20, 3006. Applicants are also filing applications for transfer of control associated with authorization for international services. Any action on this domestic 214 application is without prejudice to Commission action on other related, pending applications. 3 47 C. F. R. § 63.03( b)( 2)( i). 1 2 Eastern Telephone System, Inc., a non- operational, dormant shell corporation based in Pennsylvania, that has not offered telecommunications services for several years. CTI is owned entirely by the following U. S. citizens or entities: George Kingsbury, Barry J. Silverberg Living Trust Dated 09/ 22/ 1995, and Charles H. Wallace. StarVox, a privately- held California corporation, provides switched and dedicated intrastate, interstate, and international long distance message toll telecommunications services to business, enterprise (multi- location businesses), and carrier customers on a retail and wholesale basis. StarVox is currently providing long distance services in California, D. C., Florida, Georgia, Indiana, Massachusetts, Michigan, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Texas, Utah, Virginia, and Washington. The following persons or entities hold a 10 percent or greater interest in StarVox: Douglas Zorn, a U. S. citizen (12%); Novus Ventures II, LP (“ Novus Ventures”), a U. S. limited liability company (20%); and Trinad Capital Master Fund Ltd., a Cayman Islands Hedge Fund Investment Group (16%). 4 Novus Ventures is controlled by DT Associates II, LLC (100%), a U. S. limited liability company, which is controlled by Dan Tompkins, a U. S. citizen. Dan Tompkins has an equity ownership of DT Associates II, LLC of 33 percent and voting rights of DT Associates II, LLC of 67 percent. Trinad Capital Master Fund Ltd. is controlled by Trinad Capital LP (96%), a U. S. limited partnership. Dave Smith, a U. S. citizen, has an approximately 45 percent interest in Trinad Capital LP. Trinad Advisors GP, LLC, a U. S. limited liability company, is a general partner of Trinad Capital LP. Trinad Management, LLC, a U. S. limited liability company, manages Trinad Capital LP. Robert S. Ellin, a U. S. citizen, owns approximately 66.7 percent of Trinad Advisors GP, LLC, and Trinad Management, LLC. Applicants state that no other entity holds a 10 percent or greater direct or indirect ownership interest in Starvox. Pursuant to the terms of a stock purchase agreement, dated June 14, 2006, by and between StarVox and CTI and CTI's individual shareholders, George Kingsbury, Barry J. Silverberg Living Trust Dated 09/ 22/ 1995, and Charles H. Wallace, StarVox will acquire 100 percent of the issued and outstanding capital stock of CTI. Following completion of the transaction, CTI will be a direct, wholly owned subsidiary of StarVox. The Applicants state that the proposed transaction serves the public interest. The Applicants state that StarVox's proposed acquisition of CTI will enhance StarVox's current market position and allow StarVox to provide new services, including local exchange services, to both business and residential consumers. The Applicants assert that CTI and StarVox together will achieve economies of scale and scope that will enhance StarVox's ability to deploy new 4 Trinad Capital Master Fund Ltd. is structured in a Master Fund/ Feeder Fund format. Trinad Capital, LP is the domestic feeder, and all U. S. investors invest through this entity. Trinad Capital International is a Cayman Island corporation and is the offshore feeder entity through which offshore investors and tax- exempt investors invest. All monies invested in the domestic and offshore feeder flow through Trinad Capital Master Fund Ltd. 2 5 (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; and (5) Jim Bird, Office of General Counsel, 445 12th Street, S. W., Room 8- C824, Washington, D. C. 20554; e- mail: jim. 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 CYB402, Washington, D. C. 20554, telephone: (202) 488- 5300, fax: (202) 488- 5563, or via e-mail www. bcpiweb. com. For further information, please contact Cecilia Seppings at (202) 418- 1588, or Gail Cohen at (202) 418- 0939. - FCC - 5