PUBLIC NOTICE FEDERAL COMMUNICATIONS COMMISSION 1919 M STREET, N.W. WASHINGTON, D.C. 20554 DA 98 2127 News media information 202/418-0500 Fax-On-Demand 202-418-2830 Internet: http://www.fcc.gov ftp.fcygov WT Docket No. 97-115 Released: October 15, 1998 MOBILEMEDIA CORPORATION DEBTOR-IN-POSSESSION, AND ARCH COMMUNICATIONS GROUP, INC. SEEK FCC CONSENT TO TRANSFER CONTROL OF LICENSES Pleading Cycle Established Report No. LB -99-05 On September 2, 1998, MobileMedia Corporation, Debtor-in-Possession ("MobileMedia"), and Arch Communications Group, Inc. ("Arch") (collectively "Applicants") filed Applications for Transfer of Control and a Petition to Terminate and for Special Relief, seeking Commission consent to effectuate a merger and reorganization. Specifically, the Applicants seek Commission consent, under section 310(d) of the Communications Act, 47 U.S.C. § 310(d), to effectuate a merger transaction which, when completed, would result in (1) the transfer of control of MobileMedia to Arch, as Arch will be constituted at the time of the merger; (2) the pro forma assignment of all of MobileMedia licenses and authorizations to a single subsidiary MobileMedia License Co. L.L.C.; and (3) the transfer of control of Arch to a new, widely dispersed group of investors. On -September 11, 1998, the Assistant General Counsel of the Commission's Administrative Law Division directed the Wireless Telecoirimunications Bureau (Bureau) to proceed with the processing of these transfer of control applications in accordance with the Bureau's usual procedures and to report to the Commission by filing a pleading in this proceeding providing the Bureau's analysis, as appropriate, concerning the grantability of the applicants' applications. Mobile Media Corporation, et al. Applicant for Authorizations and Licensee of Certain Stations in Various Services, WT Docket No. 97-115, FCC 981-39, Order, adopted September 14, 1998. On September 25, 1998, the Assistant General Counsel ordered 24937 that the deadline for filing comments or petitions to deny on all aspects of the Applicant's proposal shall be established by the Bureau in a Public Notice when the applications are accepted for filing. Mobile Media Corporation, et al. Applicant for Authorizations and Licensee of Certain Stations in Various Services, WT Docket No. 97-115, FCC 981-40, Order, adopted September 25, 1998. This Public Notice establishes the pleading cycle in this proceeding. The deadline for filing petitions to deny, formal petitions for other forms of relief, and other comments is November 16, 1998. Oppositions to petitions and other reply comments must be filed by November 27, 1998. MOBILEMEDIA APPLICATIONS SECTION 310 APPLICATIONS Part 22 - Narrowband Paging and Air-Ground Radiotelephone Service The following 13 applications for consent to transfer control from MobileMedia Corporation, Debtor-in-Possession, to the New Shareholders of Arch Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of MobileMedia Corporation, Debtor-in-Possession, have been assigned the file numbers noted below in this service: File Nos. Licensee 50007 FWS Radio, Inc., Debtor-in-Possession 50008 Mobile Communications Corporation of America, Debtor-in-Possession 50009 MobileComm Nationwide Operations, Inc., Debtor-in-Possession 50010 MobileComm of Florida, Inc., Debtor-in-Possession 50011 MobileComm of the MidSouth, Inc., Debtor-in-Possession 50012 MobileComm of the Northeast, Inc., Debtor-in-Possession 50013 MobileComm of the Southeast, Inc., Debtor-in-Possession 50014 MobileComm of the Southwest, Inc., Debtor-in-Possession 50015 MobileComm of Tennessee, Inc., Debtor-in-Possession 50016 MobileComm of the West, Inc., Debtor-in-Possession 50017 MobileMedia DP Properties, Inc., Debtor-in-Possession 50018 MobileMedia Paging, Inc., Debtor-in-Possession Call Sims KNKI465 et al. KDS460 et al. KNKG815 et al. KIA955 et al. KAF250 et al. KCC483 et al. KNKJ386 et al. KDS451 et al. KDS452 et al. KAQ628 et al. KDS397 et al. KAA209 et al. 24938 Air-Ground Radiotelephone Service File Nos. Licensee Call Signs 22778-CG-TC-98 MobileMedia DP Properties, Inc., Debtor-in-Possession KNKO580 et al. Part 24 - Narrowband Personal Communications Service The following two applications for consent to transfer control from MobileMedia Corporation, Debtor-in-Possession, to the New Shareholders of Arch Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of MobileMedia Corporation, Debtor-in-Possession, have been assigned the file numbers noted below in this service: File Nos. Licensee Call Signs 50019 MobileMedia PCS, Inc., Debtor-in-Possession KNKV214 et al. 50020 MobileMedia Communications, Inc., Debtor-in-Possession KNKV207 Part 25 - Fixed Satellite Service The following application for consent to transfer control from MobileMedia Corporation, Debtor-in-Possession, to the New Shareholders of Arch Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of MobileMedia Corporation, Debtor-in-Possession, have been assigned the file numbers noted below in this service: File Nos. Licensee Call Signs (SES-T/C-19980902-01287) MobileMedia Paging, Inc., E930331 et al. Debtor-in-Possession The following seven applications for consent to transfer control from MobileMedia Corporation, Debtor-in-Possession, to the New Shareholders of Arch Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of MobileMedia Corporation, Debtor-in-Possession, have been assigned the file numbers noted below in this service: 24939 Private Carrier Paging Service File Nos. Licensee 911087 MobileComm of the Northeast, Inc., Debtor-in-Possession 911083 MobileMedia Paging, Inc., Debtor-in-Possession Business Radio Service File Nos. Licensee 911089 MobileComm of the MidSouth, Inc., Debtor-in-Possession 911088 MobileComm of the Northeast, Inc., Debtor-in-Possession 911086 MobileComm of the Southeast Private Carrier Operations, Inc., Debtor-in-Possession 911085 MobileMedia DP Properties, Inc., Debtor-in-Possession 911084 MobileMedia Paging, Inc., Debtor-in-Possession Part 101 - Common Carrier Point-to-Point Microwave Service Call Signs WN1R387 et al. KNNF600 et al. Call Sims WNYA560 et al. WNRH787 WNCY941 et al. KNNF432 et al. KL7419 et al. The following four applications for consent to transfer control from MobileMedia Corporation, Debtor-in-Possession, to the New Shareholders of Arch Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of MobileMedia Corporation, Debtor-in-Possession, have been assigned the file numbers noted below in this service: Call Signs WLL898 et al. WDU308 et al. WFY861 et al. WFY948 et al. File Nos. Licensee 9713737 MobileComm of the Northeast, Inc., Debtor-in-Possession 9713735 MobileComm of the West, Inc., Debtor-in-Possession 9713736 MobileMedia DP Properties, Inc., Debtor-in-Possession 9713738 MobileMedia Paging, Inc., Debtor-in-Possession ARCH APPLICATIONS SECTION 310 APPLICATIONS Part 22 - Narrowband Paging, Rural Radiotelephone and Air-Ground Radiotelephone Services The following 15 applications for consent to transfer control from the Existing Shareholders of Arch Communications Group, Inc. to the New Shareholders of Arch 24940 Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of Arch Communications Group, Inc. have been assigned the file numbers noted below in this service: File Nos. Licensee 50021 Arch Paging, Inc. 50022 Westlink Licensee Corporation 50023 Westlink of New Mexico Licensee Corporation 50024 Arch Southeast Communications, Inc. 50025 The Beeper Company of America, Inc. 50026 Arch Connecticut Valley, Inc. 50027 Becker Beeper, Inc. 50028 Cascade Mobile Communications LP 50029 Kelleys Licensee Corporation 50030 Arch Michigan, Inc. 50031 Answer Iowa Licensee Corporation 50032 Arch Capitol District, Inc. Call Signs KDS762 et al. KAF241etal. KKH476 et al. KFL876 et al. KAF636 et al. KCB892 et al. KNLM443 et al. KNKI641 et al. KOA733 KKB613 et al. KAL879 et al. KAA814 et al. Air-Ground Radiotelephone Service File Nos. Licensee 22779-CG-TC-98 Westlink of New Mexico Licensee Corporation 22780-CG-TC-98 Arch Capitol District, Inc. Rural Radiotelephone Service File Nos. Licensee 22781-CR-TC-98 Arch Southeast Communications, Inc. Part 25 - Fixed Satellite Service Call Signs WXR919 KUC954 Call Signs KLU50 et al. The following two applications for consent to transfer control from the Existing Shareholders of Arch Communications Group, Inc. to the New Shareholders of Arch Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of Arch Communications Group, Inc. have been assigned the file numbers noted below in this service: 24941 File Nos. Licensee Call Signs (SES-T/C-19980902-01288) Westlink Licensee Corporation E930077 (SES-T/C-19980902-01298) Arch Paging, Inc. E940347 Part 90 - Private Land Mobile Radio Services The following 17 applications for consent to transfer control from the Existing Shareholders of Arch Communications Group, Inc. to the New Shareholders of Arch Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of Arch Communications Group, Inc. have been assigned the file numbers noted below in this service: Private Carrier Paging Service File Nos. Licensee Call Signs 911094 Arch Paging, Inc. KNNG389 et al. 911095 Westlink Licensee Corporation KNGJ215 911096 Arch Southeast Communications, Inc. KNNF531 et al. 911097 Arch Communications Services, Inc. KNNM421 et al. 911098 Arch Connecticut Valley, Inc. WPFH574 et al. 911099 Westlink of New Mexico Licensee Corporation WPKJ982 911100 Arch Capitol District, Inc. WPEI788 et al. 911101 Nationwide 929.8875 LLC KNNF609 et al. 911102 Arch Michigan, Inc. WPEI810 et al. Business Radio Service File Nos. Licensee Call Sign 911103 Arch Southeast Communications, Inc. KNNI382etal. 911104 Westlink Licensee Corporation KNHH823 et al. 911105 Arch Connecticut Valley, Inc. WNKT914 et al. 911106 Arch Communications Services, Inc. WPJW953 et al. 911107 Arch Paging, Inc. WNGU433 et al. 911108 Arch Capitol District, Inc. WPCC643 et al. Business Radio Service (PMRS) File Nos. Licensee Call Sign 24942 911109 Arch Connecticut Valley, Inc. KNJV556 Specialized Mobile Radio Service File Nos. Licensee Call Sign 911110 Arch Connecticut Valley, Inc. WNAU450 Part 101 - Common Carrier Point-to-Point Microwave Service The following five applications for consent to transfer control from the Existing Shareholders of Arch Communications Group, Inc. to the New Shareholders of Arch Communications Group, Inc. the site specific licenses and authorizations held or requested by subsidiaries of Arch Communications Group, Inc. have been assigned the file numbers noted below in this service: File Nos. Licensee Call Signs 9713739 Arch Paging, Inc. WGX343 (LEAD of 15) 9713740 Westlink Licensee Corporation WGX437 (LEAD of 10) 9713741 Arch Capitol District, Inc. WHQ965 (LEAD of 20) 9713742 Westlink of New Mexico Licensee Corporation WHE427 (LEAD of 6) 9713743 Arch Connecticut Valley, Inc. WLK723 (LEAD of 8) Part 101 - Private Operational Fixed Microwave Service The following 3 applications for consent to the transfer of control from the Existing Shareholders of Arch Communications Group, Inc. to the New Shareholders of Arch Communications Group, Inc. for site specific licenses and authorizations held or requested by subsidiaries of Arch Communications Group, Inc. have been assigned the file numbers noted below in this service: • File Nos. Licensee Call Signs 911091 Westlink Licensee Corporation KEZ49 911092 Arch Connecticut Valley, Inc. WNTF824 911093 Arch Paging, Inc. WNES202 (LEAD of 4) OTHER ISSUES 24943 The Applicants also request a temporary waiver of the Narrowband PCS spectrum aggregation limit contained in section 24.101 of the Commission's rules. See Applications, Vol. I at 12-18 Section 24.101 of the Commission's rules prohibit an entity from having a five percent or greater interest in more than three Narrowband PCS licenses in a given geographic area. 47 C.F.R. § 24.101. The Applicants request that the Commission permit Arch to hold these licenses until 90 days after completion of the spectrum cap rulemaking proceeding. Applications, Vol. I at 12, citing Amendment of the Commission's Rules to Establish New Personal Communications Services, Narrowband PCS, Further Notice of Proposed Rulemaking, 12 FCC Red 12972 (1997). In addition, the Applicants also request that the Commission grant Arch standard license authority to operate certain stations which MobileMedia is currently operating under a grant of interim operating authority. Id. at 18-20. Because these authorizations were not timely constructed, the Commission declared these authorizations to be automatically terminated, but granted MobileMedia authority to operate these facilities on an interim basis until the Commission takes further action. Id. The Applicants request that Arch be granted standard operating authority for these facilities so it can operate them after consummation of the transaction. Id. Pursuant to Section 1.1117, 47 C.F.R. § 1.1117, the Applicants also request a waiver and refund of the filing fees for the applications for consent to transfer control of MobileMedia's licenses because MobileMedia and its subsidiaries have filed under Chapter 11 of the U.S. Bankruptcy Code in order to restructure more than $1.1 billion in debt. Applications, Vol. I at 20-23. On October 6,1998, MobileMedia and Arch supplemented the Application to reflect a revision in the transaction to incorporate a Market Price Protection Mechanism that may result in certain existing parties receiving additional equity in Arch. Because one of these parties is non-U.S. entity, the Applicants request permission to exceed the 25% statutory benchmark for indirect foreign ownership of a Commission licensee. See 47 U.S.C. § 310(b)(4). GENERAL INFORMATION By this Public Notice, the Bureau finds, upon initial review, that the transfer of control of license applications listed below are accepted for filing. The Commission reserves the right to return any applications if, upon further examination, they are determined to be defective and not in conformance with the Commission' s rules or policies. Final action will not be taken on these applications earlier than 31 days following the date of this notice, except for radio applications not requiring a 30-day notice period. See 47 U.S.C. § 309(c). Persons wishing to file petitions to deny or formal petitions for other forms of relief, 24944 and other persons wishing to file comments, must do so no later than November 16, 1998. Oppositions to petitions and other reply comments shall be filed no later than November 27, 1998. All filings concerning any or all of the matters referenced in this Public Notice should refer to WT Docket No. 97-115 and Report No. LB-99-05, as well as reference specific file numbers of the individual applications or other matters to which the filing pertains. An original and four copies of all pleadings must be filed with the Commission's Secretary, Magalie Roman Salas, 1919 M St., N.W., Room 222, Washington, D.C. 20554, in accordance with Section 1.51(c) of the Commission's rules, 47 C.F.R. § 1.51(c). In addition, one copy of each, pleading must be delivered to each of the following locations: (1) the Commission's duplicating contractor, International Transcription Services, Inc. ("ITS"), 1231 20th St., N.W., Washington, D.C. 20036; (2) John Riffer, Assistant General Counsel, Administrative Law Division, Office of the General Counsel, 1919 M Street, N.W. Washington, D.C. 20554; (3) John Schauble, Wireless Telecommunications Bureau, Enforcement Division, 2025 M Street, N.W., Washington, D.C. 20554; (4) Jonathan Radin, Policy and Rules Branch, Commercial Wireless Division, Wireless Telecommunications Bureau, Room 700, Washington, D.C. 20554; (5) Private Wireless Division, Wireless Telecommunications Bureau, Public Reference Room, 1270 Fairfield Road, Gettysburg, PA 17325; and (6) International Bureau, Room 803, 2000 M St., N.W., Washington, D.C. 20554; and (7) Office of Public Affairs (OPA), Wireless Telecommunications Bureau, Room 5608, 2025 M Street, N.W., Washington, D.C. 20554; . Copies of the applications and any subsequently filed documents in this matter may be obtained from International Transcription Service, Inc. (ITS), 1231 20th Street, N.W., Washington, DC 20036 (202) 857-3800. The applications and documents are also available for public inspection and copying during normal reference room hours at the following Commission offices. Office of Public Affairs (OPA) Reference Operations Division Room 5608 2025 M Street, N.W. Washington, D.C. 20554 (Part 22 and Part 24) Wireless Telecommunications Bureau (Gettysburg) Public Reference Room 1270 Fairfield Road Gettysburg, PA 17325 (Part 90 and Part 101) 24945 International Bureau Public Reference Room Room 102 2000 M Street, N.W. Washington, D.C. 20554 (Part 25) -FCC- 24946.