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 NEWS  Federal  Communications  Commission  445  12  th  Street,  S.  W.  Washington,  D.  C.  20554  This  is  an  unofficial  announcement  of  Commission  action.  Release  of  the  full  text  of  a  Commission  order  constitutes  official  action.  See  MCI  v.  FCC.  515  F  2d  385  (D.  C.  Circ  1974).  News  Media  Information  202  /  418-  0500  Internet:  http://  www.  fcc.  gov  TTY:  1-  888-  835-  5322 
 FOR  IMMEDIATE  RELEASE:  NEWS  MEDIA  CONTACT:  October  2,  2006  Chelsea  Fallon:  (202)  418-  7991 
 FCC  CONSENTS  WITH  CONDITIONS  TO  ALLTEL  ACQUISITION  OF  MIDWEST  WIRELESS  LICENSES  AND  AUTHORIZATIONS 
 Washington,  D.  C.  –  Today,  the  Federal  Communications  Commission  (FCC)  consented  to  the  applications  filed  in  connection  with  the  proposed  acquisition  of  Midwest  Wireless 
 Holdings,  LLC  (Midwest  Wireless)  by  ALLTEL  Communications,  Inc.  (ALLTEL),  subject  to  certain  conditions.  ALLTEL  provides  wireless  communications  services  to  approximately  11 
 million  wireless  customers  in  35  states.  Midwest  Wireless  is  a  wireless  provider  with  more  than  400,000  customers  in  southern  Minnesota,  northern  and  eastern  Iowa,  and  western  Wisconsin. 


 With  today’s  action,  the  FCC  approved  with  conditions  the  transfer  of  control  of  licenses  and  authorizations  held  by  Midwest  Wireless  and  its  subsidiaries  to  ALLTEL.  These  licenses 
 and  authorizations  include:  Cellular  licenses,  Broadband  Personal  Communications  Service  (PCS)  licenses,  Common  Carrier  Fixed  Point-  to-  Point  Microwave  licenses,  39  GHz  licenses, 
 Local  Multipoint  Distribution  Service  (LMDS)  licenses,  and  three  international  section  214  authorizations. 


 In  analyzing  ALLTEL’s  proposed  acquisition  of  Midwest  Wireless,  the  FCC  examined  the  market  for  mobile  telephony  services  and  concluded  that  the  companies  had  demonstrated 
 that  the  merger,  with  the  conditions  described  below,  will  serve  the  public  interest,  convenience,  and  necessity.  Further,  the  FCC  concluded  that  the  likely  public  interest  benefits  of  the  merger 
 outweigh  any  potential  public  interest  harms  and  that  competitive  harm  is  unlikely  in  most  mobile  telephony  markets  involved  in  the  proposed  transaction.  In  four  Cellular  Market  Areas, 
 however,  listed  below,  the  FCC  determined  that  likely  competitive  harms  exceed  the  likely  benefits  of  the  transaction  and,  in  these  areas,  imposed  conditions  that  will  effectively  remedy 
 the  potential  for  these  particular  harms.  The  conditions  imposed  with  respect  to  the  cellular  systems  in  the  markets  listed  below  mirror,  in  large  part,  the  terms  of  a  settlement  agreement 
 between  the  applicants  and  the  Department  of  Justice  (DOJ). 


 Cellular  Market  Area  Name 
 CMA488  Minnesota  7-  Chippewa  CMA489  Minnesota  8-  Lac  qui  Parle 


 CMA490  Minnesota  9-  Pipestone  CMA491  Minnesota  10-  Le  Sueur 
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 In  addition,  the  FCC  required  that,  with  respect  to  roaming,  ALLTEL  may  not  prevent  its  customers  from  completing  calls  in  the  manner  contemplated  by  section  20.12(  e)  of  the 
 Commission’s  rules,  47  C.  F.  R.  §  20.12(  e),  unless  specifically  requested  to  do  so  by  a  subscriber. 
 The  FCC  also  approved  the  application  to  transfer  control  of  Great  Western  Cellular  Holdings,  L.  L.  C.  (“  GWC  Holdings”)  and  the  one  cellular  license  it  holds  from  its  controlling 
 entity,  Great  Western  Cellular  Partners,  L.  L.  C.  (“  Great  Western”),  to  WWC  Holding  Co.,  Inc.  (“  WWC”),  a  wholly-  owned  subsidiary  of  ALLTEL.  The  FCC  considered  this  transaction  in 
 conjunction  with  the  ALLTEL-  Midwest  Wireless  transaction,  since  both  transactions  would  result  in  ALLTEL’s  acquisition  of  overlapping  spectrum  and  market  share  in  the  Minnesota  11  – 
 Goodhue  Rural  Service  Area,  and  determined  that  the  cumulative  effective  of  both  transactions  would  not  result  in  competitive  harms  and  that  the  WWC-  GWC  Holdings  acquisition  would 
 serve  the  public  interest,  convenience  and  necessity. 
 Action  by  the  Commission  on  October  2,  2006,  by  Memorandum  Opinion  and  Order  (FCC  06-  146).  Chairman  Martin  with  Commissioners  Copps,  Adelstein,  Tate,  and  McDowell.  Separate 
 statement  issued  by  Commissioner  Copps. 
 For  additional  information,  contact  Erin  McGrath  at  (202)  418-  2042  or  Erin.  McGrath@  fcc.  gov. 
 WT  Docket  No.  05-  339 
 –  FCC  – 
 News  and  other  information  about  the  Federal  Communications  Commission  is  available  at  www.  fcc.  gov. 
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