Federal Communications Commission DA 17-610
Before the
Federal Communications Commission
Washington, D.C. 20554
In the Matter of
Application of Cellco Partnership d/b/a Verizon 
Wireless and XO Holdings
For Consent to Transfer of Control of Nextlink 
Wireless, LLC
Application of Verizon Communications, Inc. and 
Straight Path Communications, Inc.
For Consent to Transfer of Control of Straight Path 
Spectrum, LLC
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File No. 0007765708
File No. 0007783428
MEMORANDUM OPINION AND ORDER
Adopted:  June 21, 2017 Released: June 22, 2017
By the Deputy Chief, Broadband Division, Wireless Telecommunications Bureau:
1. Introduction.  In this Memorandum Opinion and Order, we deny a request filed by the 
Competitive Carriers Association (CCA) to consolidate the Commission’s review of the two above-
captioned applications for consent to transfer control of licenses and to set a single, unified pleading 
cycle for receiving public comment on both transactions.
2. Background.  On May 11, 2017, Cellco Partnership d/b/a Verizon Wireless (Verizon 
Wireless) and XO Holdings (together with Verizon Wireless, the Applicants) filed an application pursuant 
to Section 310(d) of the Communications Act of 1934, as amended,
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seeking Commission consent to the 
transfer of control of Local Multipoint Distribution Service (LMDS), 39 GHz, 3650-3700 MHz, and 
common carrier fixed point to point microwave licenses held by XO Holdings subsidiary Nextlink 
Wireless, LLC (Nextlink).
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  Verizon Wireless currently leases from Nextlink spectrum under its LMDS 
and 39 GHz licenses,
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and the Applicants state that Verizon Wireless has exercised its option, under a 
separate agreement entered into at the same time as the leasing arrangement, to purchase from XO 
Holdings all of its interests in Nextlink.
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  On June 5, 2017, the Wireless Telecommunications Bureau 
                                                     
1
47 U.S.C. § 310(d).  
2
File No. 0007765708 (filed May 11, 2017).
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Applications of Cellco Partnership d/b/a Verizon Wireless and Nextlink Wireless, LLC for Consent to Long-Term 
De Facto Transfer Spectrum Leasing Arrangement, Memorandum Opinion and Order, 31 FCC Rcd 7767 (WTB 
2016) (Verizon-Nextlink Leasing Order) (granting consent to leasing arrangement).
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Application of Cellco Partnership and XO Holdings for Transfer of Control of Licenses, File No. 0007765708, Ex. 
1 – Description of Transaction and Public Interest Statement at 2 (filed May 11, 2017) (Public Interest Statement).  
The Applicants state that the leasing arrangement will terminate when the proposed transfer of control has been 
completed.
Federal Communications Commission DA 17-610
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(Bureau) accepted the application for filing and established a pleading schedule under which petitions to 
deny are due June 26, 2017, oppositions July 3, 2017, and replies July 11, 2017.
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3. On June 1, 2017, Verizon Communications, Inc. (Verizon) and Straight Path 
Communications Inc. filed an application pursuant to Section 310(d) of the Communications Act of 
1934, as amended,
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seeking Commission consent to the transfer of control of 39 GHz, LMDS, and 
common carrier fixed point to point microwave licenses held by Straight Path Communications 
subsidiary Straight Path Spectrum, LLC (Straight Path).
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That application has not yet been accepted for 
filing.
4. On June 13, 2017, CCA filed its Motion to Consolidate asking the Commission to 
suspend the comment cycle for the Nextlink application and to set a single pleading cycle for both 
applications.
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  CCA argues that the amount of overlapping spectrum that Verizon proposes to acquire in 
the two transactions would foreclose the Commission from adequately analyzing the full competitive 
effects of each transaction.
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  CCA notes that if considered together, the combined spectrum holdings 
would trigger the 1250 megahertz threshold for secondary market transactions in many counties.
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  CCA 
also argues that “coordinated review” is necessary because both applications contain similar public 
interest arguments.
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  CCA cites cases which it believes gives the Commission discretion to consolidate 
proceedings.
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5. The Applicants jointly opposed the Motion on June 16, 2017 and represent that the 
transactions are separate and distinct from one another.
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  According to the Applicants, when 
transactions are separate and distinct, the Commission will process each application separately, and grant 
of the first application will not preclude any action or remedy in connection with the later-filed 
applications.
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  They argue that the cases cited by CCA either support a decision to process the 
applications separately or are distinguishable.
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  In reply, CCA cites the decision to consolidate 
Verizon’s acquisition of AWS spectrum,
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emphasizes the similarity of the public interest arguments in 
both applications,
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and argues that the cases cited by the Applicants are distinguishable.
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Cellco Partnership D/B/A Verizon Wireless And XO Holdings Seek FCC Consent To The Transfer Of Control Of 
Local Multipoint Distribution Service And 39 GHz Licenses Held By Xo Holdings Subsidiary Nextlink Wireless 
LLC, Public Notice, DA 17-546 (WTB rel. June 5, 2017) (Verizon-Nextlink Accepted for Filing Public Notice).
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47 U.S.C. § 310(d).  
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File No. 0007783428 (filed June 1, 2017).
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Motion to Consolidate, Competitive Carriers Association at 8 (filed June 13, 2017) (Motion).
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Motion at 2-3.
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Motion at 4-5.
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Motion at 5.
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Motion at 6-8.
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Joint Opposition to Motion to Consolidate, XO Holdings LLC and Nextlink Wireless LLC, Verizon 
Communications, Inc., and Straight Path Communications, Inc. at 1 (filed June 16, 2017) (Joint Opposition).
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Joint Opposition at 2, 4.
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Joint Opposition at 2-3.
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Reply to Joint Opposition to Motion to Consolidate, Competitive Carriers Association (filed June 20, 2017) 
(Reply) at 3-5, citing Cellco Partnership d/b/a Verizon Wireless, SpectrumCo, LLC and Cox TMI Wireless, LLC 
Seek FCC Consent to the Assignment of AWS-1 Licenses, Public Notice, 27 FCC Rcd 360 (WTB 2012)
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Reply at 3.
Federal Communications Commission DA 17-610
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6. Discussion.  We decline CCA’s request that we consolidate our review of the two 
transactions.  CCA is correct that we have broad discretion in determining how best to conduct our 
proceedings,
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but we are not persuaded that we should depart from our normal practice of considering
transactions separately when the transactions involve different transferors and are not contingent on each 
other.
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We note that there are factual distinctions between the two transactions, which may give rise to 
different issues.  For example, the spectrum at issue in the Nextlink transaction is already attributed to 
Verizon for purposes of our competitive review because Verizon currently leases the spectrum.
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In 
contrast, the spectrum at issue in the Straight Path transaction would be newly attributed to Verizon.   
Despite CCA’s apparent suggestion to the contrary, parties will be able to make arguments regarding 
that newly attributed spectrum absent consolidation of our review.  Similarly, CCA’s claim that the 
parties make similar public interest arguments in both applications does not require consolidation of the 
review of both transactions.  Our consideration of the claims of parties will be based on all the 
underlying facts and record, which will be different in each transaction.
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  In short, “[o]ur review 
process generally takes into account, as appropriate, the effects of multiple pending applications. . .”, and 
we see no need to depart from that process here.
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  We find that processing these applications separately 
using our normal procedures will not limit the ability of CCA or other parties to raise issues concerning 
either transaction, nor preclude or limit any analysis, action or remedy.
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7. Accordingly, IT IS ORDERED, pursuant to Sections 4(i) and 310(d) of the 
Communications Act of 1934, as amended, 47 U.S.C. §§ 154(i), 310(d), and Section 1.948 of the 
(Continued from previous page)                                                            
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Reply at 6-7.  CCA also argues for the first time in the Reply that the Verizon-Nextlink application is defective 
because it was not amended to reflect the filing of the Verizon-Straight Path application.  Reply at 8-10.  We decline 
to consider this argument at this time because new issues may not be raised in replies.  See 47 C.F.R. § 1.45(c), 
Verizon-Nextlink Accepted for Filing Public Notice at 3.
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Motion at 6.  See AT&T Incorporated and Qualcomm Incorporated for Consent to Assign Licenses and 
Authorizations, Order, 26 FCC Rcd 17589, 17622, para. 80 (2011) (AT&T-Qualcomm).
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See Applications of Nextel Communications, Inc. for Transfer of Control of OneComm Corporation, N.A. and C-
Call Corp., Order, 10 FCC Rcd 3363, 3364, para. 20 (WTB 1995).
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See Verizon-Nextlink Leasing Order.
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We find that the Commission’s consolidated review of the Verizon AWS transactions cited by CCA is
distinguishable because there was a significantly greater “commonality of issues” among the Verizon AWS 
applications.  See Verizon AWS Applications Public Notice, 27 FCC Rcd at 361.
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AT&T-Qualcomm, 26 FCC Rcd at 17622, para. 80.
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The pleading cycle for the Verizon-Nextlink transaction will remain as announced in the accepted for filing public 
notice.  Assuming the Bureau finds the Verizon-Straight Path application acceptable for filing, the Bureau will issue 
a separate public notice announcing that fact and establishing a pleading cycle for that transaction.
Federal Communications Commission DA 17-610
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Commission’s rules, 47 C.F.R. § 1.948, that the Motion to Consolidate filed by the Competitive Carriers 
Association on June 13, 2017 IS DENIED.
8. This action is taken under delegated authority pursuant to Sections 0.131 and 0.331 of the 
Commission’s Rules, 47 C.F.R. §§ 0.131, 0.331. 
FEDERAL COMMUNICATIONS COMMISSION
John J. Schauble
Deputy Chief, Broadband Division
Wireless Telecommunications Bureau