*Pages 1--5 from Microsoft Word - 54585.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- 191 Released: January 27, 2006 DOMESTIC SECTION 214 APPLICATION FILED FOR TRANSFER OF CONTROL OF CON EDISON COMMUNICATIONS, LLC TO RCN CORPORATION STREAMLINED PLEADING CYCLE ESTABLISHED WC Docket No. 06- 21 Comments Due: February 10, 2006 Reply Comments Due: February 17, 2006 On January 18, 2006, Con Edison Communications, LLC (“ CEC”) and RCN Corporation (“ RCN”) (together “Applicants”) filed an application pursuant to sections 63.03 and 63.04 of the Commission’s rules 1 seeking authority to transfer control of CEC’s domestic and international 214 authorizations from CEC to RCN. 2 Applicants assert that this transaction is entitled to presumptive streamlined treatment under section 63.03( b)( 2)( i) of the Commission’s rules because: (a) upon completion of the proposed transaction, RCN will continue to have a less than ten percent market share in the interstate, interexchange market; (b) neither RCN, CEC, nor any of their affiliates are dominant with respect to any service; and (c) Applicants and their affiliates will provide local exchange service only in areas served by dominant local exchange carriers. 3 CEC is a New York limited liability company that builds and operates fiber optic networks to provide facilities- based, interstate domestic telecommunications services in the eastern United States. CEC provides managed data transport services, custom networks, local and long distance voice services, and Internet access services to local and long- distance carriers, Fortune 1000 corporations, small and medium businesses, and Internet, cable, wireless, and 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 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 video companies over its fiber optic network. It is authorized to provide domestic interstate services on a non- dominant basis in the following states: Connecticut, Delaware, Maine, Massachusetts, New Jersey, New York, Pennsylvania, Rhode Island, Vermont, and Washington, D. C. 4 CEC is a subsidiary of Consolidated Edison Communications Holding Company, Inc. (“ CEC Holding Company”), which is a wholly- owned subsidiary of Consolidated Edison, Inc (“ CEI”), a publicly- traded New York corporation (NYSE: ED), and one of the largest investor-owned energy companies in the United States. RCN, a publicly- traded Delaware corporation (NASDAQ: RCNI), is a facilities- based competitive provider of bundled phone, cable and high speed Internet services delivered over its own fiber- optic local network to consumers in the most densely populated markets in the U. S. RCN currently provides certified telecommunications services in Massachusetts, New York, Pennsylvania, Washington, D. C., Maryland, Virginia, Illinois, and California, through several subsidiaries. RCN and several of its affiliates are authorized to provide both domestic and international interexchange services, and an RCN affiliate (RCN Telecom Services, Inc.) holds an international Section 214 authorization to provide global facilities- based and global resale services. Following the close of the transaction, no entity will hold a 10% or greater interest in RCN. Pursuant to a Stock Purchase Agreement (“ Agreement”) between CEI (indirect corporate parent of CEC) and RCN, RCN will purchase all of the outstanding shares of capital stock of CEC Holding Company (the indirect parent of CEC) for cash. CEC Holding Company will thereafter become a direct subsidiary of RCN. 5 Applicants state that the proposed transaction will serve the public interest because it should strengthen the ability of CEC to compete and to offer enhanced telecommunications services. According to the Applicants, the proposed transaction is anticipated to enhance the ability of CEC to attract capital investment, and approval of the proposed transaction should increase competition by strengthening the financial and competitive position of CEC and allowing CEC to expand its operations, while continuing to provide high quality, innovative and competitively- priced service to its existing customers and to new subscribers. They further state that: no service interruptions are contemplated post- consummation; the transaction will not change the existing terms or conditions of the service now being provided by CEC; and the transaction will be transparent to the customers of CEC. GENERAL INFORMATION 4 CEC also holds international Section 214 authorization to provide global facilities- based and global resale services. 5 On or prior to consummation of the transactions contemplated by the Agreement, the name of CEC will be changed to RCN New York Communications, LLC and the name of CEC Holding Company will be changed to RCN New York Communications Holding Company, Inc. 2 5 B402, Washington, D. C. 20554, telephone: (202) 488- 5300, fax: (202) 488- 5563, or via e- mail www. bcpiweb. com. For further information, please contact Tracey Wilson- Parker at (202) 418- 1394, or Alex Johns at (202) 418- 1167. - FCC - 5