Federal Communications Commission FCC 12-84
Before the
Federal Communications Commission
Washington, D.C. 20554
In the Matter of
Application of New Cingular Wireless PCS, LLC 
and NEATT Wireless, LLC   
For Consent to Assign Licenses  
)
)
)
)
)
)
ULS File No. 0004352233
MEMORANDUM OPINION AND ORDER
Adopted:  July 23, 2012 Released:  July 24, 2012
By the Commission:
I. INTRODUCTION
1. In this Memorandum Opinion and Order, we grant the application filed by New Cingular 
Wireless PCS, LLC (“New Cingular”), an indirect, wholly-owned subsidiary of AT&T Inc. (“AT&T”), 
and NEATT Wireless, LLC (“NEATT” and collectively with New Cingular and AT&T, the 
“Applicants”) to assign 13 broadband personal communications service (“PCS”) licenses in five CMAs1
in rural Arkansas from NEATT to New Cingular (hereinafter, “AT&T”).2 Our analysis suggests that, 
notwithstanding a Commission-imposed condition requiring divestiture of part of this spectrum by 
Cingular, the proposed acquisition of NEATT’s broadband PCS licenses is unlikely to cause competitive 
or other public interest harms and that it is in the public interest to grant the application.
II. BACKGROUND
A. Description of Applicants
1. AT&T Inc.
2. AT&T, incorporated in Delaware and headquartered in Dallas, Texas, is a 
communications holding company that wholly owns New Cingular.3 With its subsidiaries, affiliates, and 
operating companies, AT&T is among the leading providers of telecommunications services in the United 
States and around the world.4 At the end of 2011, AT&T had more than 103 million wireless
  
1 Cellular Market Areas (“CMAs”) are the areas in which the Commission initially granted licenses for the cellular 
service.  See 47 C.F.R. § 22.90. 
2 See Application of New Cingular Wireless PCS, LLC and NEATT Wireless, LLC for Assignment of Broadband 
PCS Licenses, File No. 0004352233 (filed Aug. 24, 2010, amended Sept. 28, 2010 and Dec. 14, 2010) 
(“Application”).
3 See AT&T Inc., SEC Form 10-K, Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 
1934, for the fiscal year ended December 31, 2011, EX-13 41 ex13.htm AT&T INC. 2011 ANNUAL REPORT at 5 
(filed Feb. 24, 2012) (“AT&T 2011 10-K EX-13 41”).
4 See AT&T Inc., SEC Form 10-K, Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 
1934, for the fiscal year ended December 31, 2011, at 1 (filed Feb. 24, 2012).
Federal Communications Commission FCC 12-84
2
connections,5 and earned $63.2 billion in total wireless revenues, of which $56.7 billion were service 
revenues.6  
2. NEATT
3. NEATT was founded in 2004 and is based in Chicago, Illinois. 7 Percy L. Berger, Sr. is 
the Chairman, President, and Chief Executive Officer.8 The Dempster Group LLC (“Dempster”) holds a 
42.5 percent interest in Northeastern Arkansas Telephone and Transport, L.L.C. (“NEATT LLC”), which 
in turn owns 100 percent of NEATT. Mr. Berger owns 100 percent of Dempster and also directly owns
17 percent of NEATT LLC.9
B. Description of Transaction
4. The Applicants seek Commission consent to assign NEATT’s 13 broadband PCS licenses 
to AT&T in five CMAs (25 counties) in Arkansas, with a total population of approximately 690,000.10  
The Applicants state that the proposed transaction would create several public interest benefits, including 
allowing AT&T to increase its system capacity to enhance existing services and facilitate the provision of 
additional products and services to the public.11 Specifically, the additional spectrum would, according to 
the Applicants, enable the deployment of HSPA/UMTS12 technologies and the provision of additional 
wireless broadband products and services in these markets while maintaining or improving service quality 
on its GSM/EDGE13 network.14
5. The majority of the licenses involved in this transaction are part of the operating units 
that the Commission required AT&T to divest as a condition to the Cingular-AT&T Wireless Order.15
  
5 AT&T 2010 10-K EX-13 41at 5. 
6 AT&T 2010 10-K EX-13 41at 5.
7 Bloomberg Businessweek, NEATT Wireless, LLC, Company Information, 
http://investing.businessweek.com/research/stocks/private/snapshot.asp?privcapId=27993213 (last visited Feb. 21, 
2012).
8 Application, Declaration of Percy L. Berger, Sr. at ¶ 1.
9 File No. 0004008000.  Form 602 filed for NEATT Wireless LLC, Indirect Ownership, Percy L. Berger, Sr. (filed 
Oct. 26, 2009).
10 The five CMAs in Arkansas are CMA 326 (Arkansas 3 - Sharp), CMA 327 (Arkansas 4 - Clay), CMA 328 
(Arkansas 5 - Cross), CMA 329 (Arkansas 6 - Cleburne), and CMA 330 (Arkansas 7 - Pope).  See Application of 
New Cingular Wireless PCS, LLC and NEATT Wireless, LLC for Assignment of Broadband PCS Licenses, File 
No. 0004352233.
11 Public Interest Statement at 1.
12 The term “HSPA” means High Speed Packet Access and the term “UMTS” means Universal Mobile 
Telecommunications technology.
13 The term “GSM” means Global System for Mobile Communications technology and the term “EDGE” means 
Enhanced Data rates for GSM Evolution technology.
14 Public Interest Statement at 3, 6.
15 See Applications of AT&T Wireless Services, Inc. and Cingular Wireless Corporation, WT Docket No. 04-70,  
Memorandum Opinion and Order, 19 FCC Rcd 21522, 21620 ¶ 254 (2004) (“Cingular-AT&T Wireless Order”).  
The subject application includes 13 licenses.  Eight of these licenses were the subject of divestiture in the Cingular-
AT&T Wireless Order; five of the subject licenses are not governed by the conditions set forth in the Cingular-
NEATT Order.  See generally Applications of AT&T Wireless Services and Cingular Wireless Corporation, 
Emergency Joint Petition of NEATT Wireless, LLC and Cingular Wireless LLC for Partial Waiver to Transfer 
(continued….)
Federal Communications Commission FCC 12-84
3
AT&T assigned eight of the licenses included in this transaction to NEATT as a part of the required 
divestiture, and the parties now seek Commission consent to reassign these licenses to AT&T. 
C. Transaction Review Process
6. On August 24, 2010, the Applicants filed an application, pursuant to section 310(d) of the 
Communications Act of 1934, as amended (the “Communications Act”),16 seeking Commission approval 
to assign the subject licenses from NEATT to AT&T.  The Applicants amended the application on 
September 28, 2010 and December 14, 2010.17  On February 8, 2011, the Commission released a public 
notice seeking comment on the proposed transaction.18 The Comment Public Notice established a 
pleading cycle for the application, with petitions to deny due February 22, 2011, oppositions due March 
4, 2011, and replies due March 11, 2011.  In response to the Comment Public Notice, no petitions or 
comments were filed, nor has any party filed subsequently opposing the transaction.19
III. STANDARD OF REVIEW AND PUBLIC INTEREST FRAMEWORK 
7. Pursuant to section 310(d) of the Communications Act, the Commission must determine 
whether the Applicants have demonstrated that the proposed assignment and transfer of control of 
licenses and authorizations will serve the public interest, convenience, and necessity.20  We use here the 
standard of review and public interest framework that the Commission consistently applies in evaluating 
wireless transactions, most recently articulated in the Commission’s order approving the assignment of 
licenses from Qualcomm Incorporated to AT&T Inc.21
IV. QUALIFICATIONS OF APPLICANTS
8. Among the factors the Commission considers in its public interest review is whether the 
applicant for a license has the requisite “citizenship, character, financial, technical, and other 
qualifications.”22 In general, when evaluating assignments under section 310(d), we do not reevaluate the 
(Continued from previous page)    
Previously Divested Customer Base to Prevent Loss of Service, Order, 20 FCC Rcd 19795 (2005) (“Cingular-
NEATT Order”).  See also infra at ¶ 9.
16 47 U.S.C. § 310(d).
17 See amendments at FCC File No. 0004352233.
18 New Cingular Wireless PCS, LLC and NEATT Wireless, LCC Seek FCC Consent to the Assignment of 
Broadband PCS Licenses, ULS File No. 0004352233, Public Notice, 26 FCC Rcd 1283 (2011) (“Comment Public 
Notice”).
19 The only filings in this proceeding were two ex parte notices by AT&T.  See Ex Parte Letter from Joan Marsh, 
Counsel to AT&T, to Marlene Dortch, Secretary, Federal Communications Commission (Aug. 5, 2011); Ex Parte
Letter from Joan Marsh, Counsel to AT&T, to Marlene Dortch, Secretary, Federal Communications Commission 
(Oct. 3, 2011). 
20 47 U.S.C. § 310(d). 
21 See generally Application of AT&T Inc. and Qualcomm Incorporated For Consent to Assign Licenses and 
Authorizations, WT Docket No. 11-18, Order, 26 FCC Rcd 17589 (2011) (“AT&T-Qualcomm Order”).
22 Id. §§ 308, 310(d).  See also, e.g., AT&T-Qualcomm Order, 26 FCC Rcd at 17600-01 ¶ 27; AT&T Inc. and Cellco 
Partnership d/b/a Verizon Wireless Seek FCC Consent To Assign or Transfer Control of Licenses and 
Authorizations and Modify a Spectrum Leasing Arrangement, WT Docket No. 09-104, Memorandum Opinion and 
Order, 25 FCC Rcd 8704, 8718 ¶ 26 (2010) (“AT&T-Verizon Wireless Order”); Cingular-AT&T Wireless Order, 19 
FCC Rcd at 21546 ¶ 44. 
Federal Communications Commission FCC 12-84
4
qualifications of the transferor.23 The exception to this rule occurs where issues related to basic 
qualifications of the assignor have been designated for a hearing by the Commission or have been 
sufficiently raised in petitions to warrant the designation of a hearing.24 This is not the case here.  Thus, 
we need not reevaluate NEATT’s basic qualifications.  Section 310(d) of the Communications Act also 
obligates the Commission to consider whether the proposed transferee is qualified to hold Commission 
licenses.25 No issues have been raised in this proceeding concerning the basic qualifications of the 
proposed assignee, AT&T, which has previously and repeatedly been found qualified, through its 
subsidiaries, to hold Commission licenses.  We therefore find that there is no reason to re-evaluate the 
basic qualifications of AT&T.
V. DISCUSSION
A. Competitive Analysis
9. Overview.  The Applicants seek Commission consent for the assignment from NEATT to 
AT&T of 13 broadband PCS licenses in five markets in rural Arkansas.  In the 2004 Cingular-AT&T 
Wireless Order, the Commission required Cingular to divest AT&T Wireless’s operating units in these 
five markets, including eight spectrum licenses associated with these operating units26 as a condition of 
the transaction in order to address competitive concerns.27 Cingular and NEATT entered into an 
agreement, pursuant to which Cingular continued to provide network, billing, software support, and other 
related functions to NEATT until such time as it could obtain and deploy such services on its own, but no 
later than December 31, 2005.28 In late 2005, NEATT and Cingular filed an emergency joint petition for 
partial waiver, requesting that NEATT be permitted to reassign to Cingular the customer contracts that 
had been divested by Cingular to NEATT in March 2005 pursuant to the divestiture condition in the 
Cingular-AT&T Wireless Order.29 In the 2005 Cingular-NEATT Order, the Commission allowed 
Cingular to reacquire the NEATT customer contracts in order to prevent potential disruption and loss of 
  
23 See, e.g., Applications of Sprint Nextel Corporation and Clearwire Corporation Applications for Consent to 
Transfer Control of Licenses, Leases, and Authorizations, WT Docket No. 08-94, Memorandum Opinion and Order, 
23 FCC Rcd 17570, 17582-83 ¶ 23 (2008) (“Sprint Nextel-Clearwire Order”); Applications of Cellco Partnership 
d/b/a Verizon Wireless and Atlantis Holdings LLC for Consent to Transfer Control of Licenses, Authorizations, and 
Spectrum Manager and De Facto Transfer Leasing Arrangements and Petition for Declaratory Ruling that the 
Transaction Is Consistent with Section 310(b)(4) of the Communications Act, WT Docket No. 08-95, Memorandum 
Opinion and Order and Declaratory Ruling, 23 FCC Rcd 17444, 17464 ¶ 31 (2008) (“Verizon Wireless-ALLTEL 
Order”).
24 See, e.g., Sprint Nextel-Clearwire Order, 23 FCC Rcd at 17582-83 ¶ 23; Verizon Wireless-ALLTEL Order, 23 
FCC Rcd at 17464 ¶ 31.   
25 See, e.g., AT&T-Qualcomm Order, 26 FCC Rcd at 17601 ¶ 28; AT&T-Verizon Wireless Order, 25 FCC Rcd at 
8720 ¶ 29; Cingular-AT&T Wireless Order, 19 FCC Rcd at 21546 ¶ 44.
26 See supra n. 11.
27 See Cingular-AT&T Wireless Order, 19 FCC Rcd at 21620 ¶ 254.  
28 See Applications of AT&T Wireless Services and Cingular Wireless Corporation, Emergency Joint Petition of 
NEATT Wireless, LLC and Cingular Wireless LLC for Partial Waiver to Transfer Previously Divested Customer 
Base to Prevent Loss of Service, Order, 20 FCC Rcd 19795, 17977 ¶ 4 (2005) (“Cingular-NEATT Order”).
29 See NEATT Wireless, LLC and Cingular Wireless LLC Emergency Joint Petition for Partial Waiver to Transfer 
Previously Divested Customer Base to Prevent Loss of Service, Emergency Joint Petition for Partial Waiver, 
Expedited Action Requested, at 1 (filed Nov. 29, 2005).  The 2005 Order identified the relevant party as “Dempster” 
rather than “NEATT.”  As described above, see para. 3 supra, Dempster is a significant investor in NEATT.
Federal Communications Commission FCC 12-84
5
service to NEATT’s customers.30 The spectrum licenses, however, remained with NEATT.  In the 
Cingular-NEATT Order, the Commission stated in a footnote that it “expect[s] that these [NEATT] 
licenses and assets will not be acquired by the primary incumbents in the Arkansas Markets, but rather 
that they will be made available to enable entry or expanded service by another provider.”31  
10. In August of 2010, NEATT filed applications to reassign the licenses back to the primary 
incumbent from which they had been originally assigned pursuant to the Commission’s order in 2004.32  
As discussed below, after examining the special circumstances due to the changes in the marketplace 
since 2004, as well as the current competitive conditions in the relevant markets, we find that it is unlikely 
that there would be competitive harm if we allow AT&T to reacquire the broadband PCS licenses at issue 
and that it is in the public interest to allow the assignment.  
11. Product and Geographic Markets.  In this Memorandum Opinion and Order, as in the 
Commission’s most recent transactions, we evaluate the proposed transaction using a combined “mobile 
telephony/broadband services” product market, which is comprised of mobile voice and data services, 
including mobile voice and data services provided over advanced broadband wireless networks (mobile 
broadband services).33 As in the Commission’s analysis of previous transactions, we use the CMA as the 
relevant local geographic market in which to evaluate this proposed transaction.34  
12. Input Market for Spectrum and Spectrum Concentration.  This transaction does not 
involve the acquisition of customers35 or result in a change in the number of facilities-based service 
providers in any of the markets, and thus, we consider only the competitive effect of spectrum 
concentration.36 The Commission examines the effects of spectrum aggregation on the marketplace on a 
case-by-case basis.37 As one means of evaluating potential competitive harms, the Commission applies 
an initial screen to identify markets where the amount of spectrum that would be held post-transaction
provide reason for further competitive analysis of spectrum concentration.38  
  
30 See Cingular-NEATT Order, 20 FCC Rcd at 19795 ¶ 1.
31 Cingular-NEATT Order, 20 FCC Rcd at 19799, n.34.
32 See Application of New Cingular Wireless PCS, LLC and NEATT Wireless, LLC for Assignment of Broadband 
PCS Licenses, File No. 0004352233.  
33 See e.g., AT&T-Qualcomm Order, 26 FCC Rcd at 17603 ¶ 33; AT&T-Verizon Wireless Order, 25 FCC Rcd at 
8721 ¶ 35; Sprint Nextel-Clearwire Order, 23 FCC Rcd at 17585-86 ¶¶ 33-38.
34 See, e.g., AT&T-Qualcomm Order, 26 FCC Rcd at 17604 ¶ 34; Applications of AT&T Inc. and Centennial 
Communications Corp. For Consent to Transfer Control of Licenses, Authorizations, and Spectrum Leasing 
Arrangements, WT Docket No. 08-246, Memorandum Opinion and Order, 24 FCC Rcd 13915, 13934 ¶ 41 (2009) 
(“AT&T-Centennial Order”).
35 We note that in 2005, the Commission permitted Cingular to reacquire the NEATT customer contracts in order to 
prevent potential disruption and loss of service to NEATT’s subscribers.  See Cingular-NEATT Order, 20 FCC Rcd 
at 19795 ¶ 1.  See also supra ¶ 10.
36 See, e.g., AT&T-Qualcomm Order, 26 FCC Rcd at 17607-08 ¶ 43; AT&T-Verizon Wireless Order, 25 FCC Rcd at 
8720 ¶ 30; Cingular-AT&T Wireless Order, 19 FCC Rcd at 21556 ¶ 68.
37 AT&T-Centennial Order, 24 FCC Rcd at 13938 ¶ 50; Cingular-AT&T Wireless Order, 19 FCC Rcd at 21525 ¶ 4; 
Facilitating the Provision of Spectrum-Based Services to Rural Areas and Promoting Opportunities for Rural 
Telephone Companies to Provide Spectrum-Based Services, WT Docket No. 02-381, Report and Order and Further 
Notice of Proposed Rulemaking, 19 FCC Rcd 19078, 19113 ¶ 63 (2004) (“Rural Report and Order”).
38 See, e.g., AT&T-Qualcomm Order, 26 FCC Rcd at 17602 ¶ 31; AT&T-Verizon Wireless Order, 25 FCC Rcd at 
8720-8721 ¶ 32; Cingular-AT&T Wireless Order, 19 FCC Rcd at 21552 ¶ 58.  Because the instant transaction does 
(continued….)
Federal Communications Commission FCC 12-84
6
13. Our analysis shows that in each of the five CMAs that are the subject of this transaction, 
AT&T’s total post-transaction spectrum holdings do not trigger the Commission’s overall spectrum 
screen.39 AT&T’s post-transaction spectrum holdings in the five relevant markets range from 63 to 78 
megahertz in total, with the maximum holdings being below one-third of the total spectrum that is 
suitable and available in the near term for the provision of mobile telephony/broadband services.40  
Further, each of the other nationwide providers holds substantial amounts of spectrum in these markets.41  
Our competitive analysis, however, does not end here given that this transaction involves reacquisition of 
divested spectrum pursuant to the Cingular-AT&T Wireless Order, adopted in 2004.  As discussed below,
in light of the Commission’s divestiture requirement in the Cingular-AT&T Wireless Order and the 
statement in the Cingular-NEATT Order, we further analyze the competitive conditions in the 
marketplace to determine whether allowing AT&T to reacquire spectrum licenses in these markets would
be likely to cause any competitive harms or otherwise disserve the public interest, or, in contrast, whether 
allowing AT&T to reacquire this spectrum would serve the public interest.
14. We find that changes in the competitive landscape during the past eight years since the 
Commission’s divestiture condition in the Cingular-AT&T Wireless Order make it unlikely that there 
would be competitive harm if we allow AT&T to reacquire the broadband PCS licenses at issue from 
NEATT.  Similarly, we find that the Commission’s “expectation” expressed in the Cingular-NEATT 
Order that these licenses would not be acquired by the primary incumbents in the Arkansas markets is no 
longer applicable given these changes.42 Since the 2004 Cingular-AT&T Wireless Order, total spectrum 
suitable and available for the provision of wireless telephony/broadband services has increased 
considerably.  In 2004, there was approximately 200 megahertz of suitable and available spectrum.43  
Today, however, more than double that amount of spectrum is suitable and available for the provision of 
mobile wireless services.44 Given its status as a primary incumbent, AT&T currently holds only limited 
(Continued from previous page)    
not result in the acquisition of wireless business units and customers or change the number of firms in the market, 
we do not apply an initial screen based on the size of the post-transaction Herfindahl-Hirschman Index (“HHI”) of 
market concentration and the change in the HHI. 
39 In the AT&T-Qualcomm Order, the Commission stated that it “may find it appropriate to reduce the amount of 
suitable SMR spectrum included in the screen.”  AT&T-Qualcomm Order, 26 FCC Rcd at 17607 ¶ 42.  However, 
even if we were to make this adjustment to the spectrum screen, AT&T’s total post-transaction spectrum holdings 
would still not trigger the screen in any of the markets.  See AT&T-Qualcomm Order, 26 FCC Rcd at 17607 ¶ 41 
(noting that under any version of the overall spectrum screen relatively few, or no, local markets are triggered for 
further competitive analysis); AT&T-Verizon Wireless Order, 25 FCC Rcd at 3720-21 ¶ 32; AT&T-Centennial 
Order, 24 FCC Rcd at 13935 ¶ 34; Verizon Wireless-ALLTEL Order, 23 FCC Rcd at 17468-69 ¶¶ 41, 43.   
40 Of the five CMAs (25 counties), in only two counties in CMA 326 (Arkansas 3 – Sharp) would AT&T have 78 
megahertz of total spectrum post-transaction.  AT&T would hold in the other four CMAs, at the most, 73 megahertz 
of total spectrum post-transaction.  AT&T’s maximum post-transaction spectrum holdings are below one-fourth of 
the total spectrum that is suitable and available in the near term for the provision of mobile telephony/broadband 
services. 
41 Verizon Wireless holds 77-92 megahertz of spectrum, Sprint-Nextel holds 46-113 megahertz, and T-Mobile holds 
30-60 megahertz of spectrum.  Other firms that hold at least 20 megahertz of spectrum include CenturyTel, Leap, 
and SpectrumCo AWS.  
42 In light of the circumstances noted herein, the directions with respect to these licenses in our previous orders are 
hereby modified to be consistent with the result we reach – approving the requested transfer of licenses from 
NEATT to AT&T.
43 See AT&T-Cingular Wireless Order, 19 FCC Rcd at 21560-61 ¶ 81.
44 This includes cellular, PCS, Specialized Mobile Radio (“SMR”), and 700 MHz band spectrum, as well as AWS-1 
and Broadband Radio Service (“BRS”) spectrum where available.  
Federal Communications Commission FCC 12-84
7
spectrum in these markets – 43 megahertz of total spectrum in the markets involved in this transaction, 
including no PCS spectrum.  AT&T currently uses 25 megahertz of cellular spectrum to serve its 
customer base for voice and 3G broadband service.45 AT&T’s only other spectrum in these markets is 
slated for near-term uses – 6 megahertz of unpaired 700 MHz spectrum recently acquired from 
Qualcomm to be used for supplemental downlink, and 12 megahertz to be used to roll out its 4G LTE.46  
AT&T, post-transaction, would hold no more than 78 megahertz of spectrum, which is in line with the 
spectrum holdings of the other nationwide providers in these markets.  In addition, T-Mobile has 
significantly expanded its population and area coverage47 and Sprint Nextel has also increased its 
coverage since 2004.48 Further, in one CMA, Leap has significant population coverage and has begun to 
provide coverage in two other markets.49  
15. In addition, the record reveals that NEATT made a good faith effort to find a buyer for 
these licenses for more than two years, and during this period, AT&T was the only company that made an 
offer to acquire this spectrum.50 In the Applicants’ Public Interest Statement and the attached 
declarations,51 the Applicants provide details concerning NEATT’s good faith efforts to sell these 
spectrum assets to a variety of potential purchasers.52 NEATT was unable to find a buyer, other than 
AT&T, that would offer to acquire its spectrum.53 For the past eight years, NEATT has not been using 
the spectrum at issue to serve customers in these markets.54 The most likely alternative to NEATT’s 
purchase agreement with AT&T in these markets would be to have this spectrum continue to lay fallow, 
  
45 See AT&T, AT&T Coverage Map, available at http://www.att.com/network/ (last visited Apr. 9, 2012).
46 See AT&T-Qualcomm Order, 19 FCC Rcd at 17593 ¶ 14 (citing to the Applicants’ Public Interest Statement 
regarding AT&T’s use of Qualcomm’s spectrum).  See, e.g., 4G LTE Available in Washington, DC, Press Release, 
available at http://www.att.com/gen/press-room?pid=21937&cdvn=news&newsarticleid=33215 (last visited Apr. 5, 
2012); AT&T to Roll Out 4G LTE in Dallas, Press Release, available at http://www.att.com/gen/press-
room?pid=19876&cdvn=news&newsarticleid=31957 (last visited Apr. 5, 2012) (stating that “AT&T plans to deliver 
4G LTE over 700 MHz, as well as 1700/2100 MHz AWS spectrum”).
47 Commission analysis of American Roamer coverage maps, October 2011, and census block population data from 
the 2010 Census.  See also T-Mobile, T-Mobile Coverage Map, available at http://www.t-
mobile.com/coverage/pcc.aspx (last visited Apr. 9, 2012).
48 Commission analysis of American Roamer coverage maps, October 2011, and census block population data from 
the 2010 Census.  See also Sprint Nextel, Sprint Nextel Coverage Map, available at 
http://coverage.sprintpcs.com/IMPACT.jsp?INTNAV=ATG:HE:Cov (last visited Apr. 9, 2012).
49 Commission analysis of American Roamer coverage maps, October 2011, and census block population data from 
the 2010 Census.  See also Leap, Leap (Cricket) Coverage Map, available at 
http://www.mycricket.com/coverage/maps/broadband (last visited Apr. 9, 2012).   
50 See Public Interest Statement at 5-6; Application, Percy L. Berger, Sr. Declaration at ¶¶ 3-6; Application, Brian 
Harvey Declaration at ¶ 7.  “[O]nly AT&T was willing to bid for the spectrum and to negotiate and enter into a 
definitive purchase agreement.”  Application, Brian Harvey Declaration at ¶ 8.
51 The statements made in these declarations were “under penalty of perjury,” which is consistent with what is 
required under section 1.16 of the Commission’s rules.  See 47 CFR § 1.16.
52 See Public Interest Statement at 5-6; Application, Percy L. Berger, Sr. Declaration at ¶¶ 3-6. NEATT, through 
Falkenberg Capital, contacted over 25 entities, which included “major wireless operators, regional wireless 
operators, small market spectrum owners, and landline telecommunications companies with a presence in or near the 
area covered by NEATT’s licenses.”  Application, Brian Harvey Declaration at ¶ 7. 
53 Public Interest Statement at 5-6; Application, Percy L. Berger, Sr. Declaration at ¶¶ 3-6; Application, Brian 
Harvey Declaration at ¶¶ 5-10.
54 See Public Interest Statement at 4.
Federal Communications Commission FCC 12-84
8
which we find would not be in the public interest.55  Based on our analysis and the discussion above, we 
find that AT&T’s proposed acquisition of NEATT’s broadband PCS licenses is unlikely to cause 
competitive or other public interest harms and it would serve the public interest to allow AT&T to 
reacquire the broadband PCS licenses at issue from NEATT to effectuate the transaction-specific public 
interest benefits that the Applicants claim will occur.56
B. Potential Public Interest Benefits
16. In addition to assessing the potential competitive harms associated with the proposed 
AT&T-NEATT transaction, we also consider whether the proposed assignment of spectrum is likely to 
generate verifiable, transaction-specific public interest benefits.57  In doing so, we determine whether the 
proposed assignment would result in demonstrable and verifiable benefits to consumers that would not be 
pursued otherwise.58
17. The Applicants assert that the proposed assignment “will enable AT&T to achieve greater 
operational efficiencies and offer improved, more robust and advanced services to meet the needs of new 
and existing subscribers.”59 According to the Applicants, the additional spectrum sought in this 
transaction is necessary for AT&T to deploy new broadband service and continue to offer quality 
coverage in the affected markets.60 The Applicants state that the spectrum proposed to be acquired in this 
transaction would make it possible for AT&T to deploy broadband UMTS services while maintaining or 
improving service quality on its GSM/EDGE network.61
18. As noted above, the proposed transaction does not present any competitive or other 
harms.  As a result, we require a lesser showing of public interest benefits by the Applicants.  In the end, 
we conclude, based on the record before us and as discussed above, that this transaction is likely to result 
in meaningful transaction-specific public interest benefits that support grant of the Commission’s 
approval to the proposed transaction.
C. Conclusion
19. In conclusion, based on the record before us, we find that the Applicants have 
demonstrated that the assignment of these 13 broadband PCS licenses in five CMAs in Arkansas from 
NEATT to AT&T would serve the public interest, convenience, and necessity.  Accordingly, the 
Commission hereby grants the application.
VI. ORDERING CLAUSES
20. Accordingly, having reviewed the application and the record in this matter, IT IS 
ORDERED that, pursuant to sections 4(i) and (j), 309, 310(d) of the Communications Act of 1934, as 
amended, 47 U.S.C. §§ 154(i), (j), 309, 310(d), the application for assignment of 13 broadband PCS 
  
55 NEATT is not presently providing service to customers and therefore this proposed transaction would enable 
spectrum that has been lying fallow to be put to use in serving customers.  See id. at 4.
56 See id. at 2-3, 6.
57  See, e.g., AT&T-Qualcomm Order, 19 FCC Rcd at 17622-23 ¶ 81; AT&T-Verizon Wireless Order, 25 FCC Rcd at 
8736 ¶ 73; Cingular-AT&T Wireless Order, 19 FCC Rcd at 21599 ¶ 201.
58 See, e.g., AT&T-Qualcomm Order, 19 FCC Rcd at 17622-23 ¶ 81; AT&T-Verizon Wireless Order, 25 FCC Rcd at 
8736 ¶ 73; Cingular-AT&T Wireless Order, 19 FCC Rcd at 21599 ¶ 201.
59 Public Interest Statement at 2-3.
60 Id. at 6.
61 Id. at 6.
Federal Communications Commission FCC 12-84
9
licenses in five CMAs in Arkansas (Arkansas 3 - Sharp), CMA 327 (Arkansas 4 - Clay), CMA 328 
(Arkansas 5 - Cross), CMA 329 (Arkansas 6 - Cleburne), and CMA 330 (Arkansas 7 - Pope) from 
NEATT Wireless, LLC to New Cingular Wireless PCS, LLC, ULS File No. 0004352233, is GRANTED.
21. IT IS FURTHER ORDERED that this Memorandum Opinion and Order SHALL BE 
EFFECTIVE upon release.  Petitions for reconsideration under section 1.106 of the Commission's rules, 
47 C.F.R. § 1.106, may be filed within thirty days of the date of public notice of this Memorandum 
Opinion and Order.
FEDERAL COMMUNICATIONS COMMISSION
Marlene H. Dortch
Secretary