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     Before the
     Federal Communications Commission
     Washington, D.C. 20554

In the Matter of                     )
                                     )
Progressive Cellular III B-2         )        
                                     )  File No. 10008-CL-P-317-A-88
Application for Authorization to Construct        )          
a New Domestic Public Cellular Radio System      )
for the Alaska 3-Haines RSA         )
(Market No. 317A)                   )
                                     

                                     
                             ORDER


   Adopted:  January 21, 2000           Released:  January 24, 2000

By the Deputy Chief, Commercial Wireless Division, Wireless Telecommunications Bureau:

     1.   In this Order, we address the Request for Dismissal of Application (Dismissal Request) and
request for approval of settlement agreement filed by Progressive Cellular III B-2 (Progressive) on December
12, 1995.  For the reasons discussed below, we approve the settlement agreement and grant Progressive's
request for dismissal with prejudice of its application for a construction permit to operate on frequency block
A in the Alaska 3-Haines Area RSA.

     2.   Pursuant to an Agreement dated June 23, 1995 (Agreement)  among Progressive, Alaska-3
Cellular Corporation (Alaska 3)  and Progressive Cellular III B-3, the parties have resolved certain long-
standing issues regarding the status of the Alaska 3-Haines RSA authorization. 

     3.   Since the filing of Progressive's application, the Commission has rewritten Part 22 of the
Commission's rules.  Section 22.959 specifically provides that pending applications for authority to operate
the first cellular system on a channel block in an MSA or RSA market continue to be processed under the rules
governing the processing of such applications that were in effect when those applications were filed, unless the
Commission determines otherwise in a particular case.  Pursuant to section 22.959 and the Commission's 1996
decision in Western California Cellular Partners, we will apply former section 22.29, which was in effect at
the time of the filing of Progressive's application for an initial cellular system, in our review of the proposed
settlement agreement. Under former section 22.29, parties that, under a settlement agreement, apply to the
Commission for the amendment or dismissal of either pleadings or applications shall at the time of the filing
notify the Commission that such filing is the result of an agreement or understanding. The parties here have
complied with the notification requirement that was in effect at the time of the initial application filing. We
conclude that the parties' proposed settlement satisfies the requirements of former section 22.29 and that
approval of the settlement agreement is in the public 
interest.   

     4.   Accordingly, IT IS ORDERED that, pursuant to sections 4(i) and 309 of the Communications Act, as
amended, 47 U.S.C.  154(i), 309, and section 0.331 of the Commission's rules, 47 C.F.R.  0.331, the Request for
Dismissal of Application and request for approval of settlement agreement IS GRANTED.

     5.   IT IS FURTHER ORDERED that, pursuant to sections 4(i) and 309 of the Communications Act, as amended,
47 U.S.C.  154(i), 309, and sections 0.331 and 1.934(a)(1)(i) of the Commission's rules, 47 C.F.R.  0.331,
1.934(a)(1)(i), the application filed by Progressive Cellular III B-2 (File No. 10008-CL-P-317-A-88) is DISMISSED with
prejudice. 

     6.   IT IS FURTHER ORDERED that, pursuant to sections 4(i) and 405 of the Communications Act, as amended,
47 U.S.C.  154(i), 405, and sections 0.331 and 1.106 of the Commission's rules, 47 C.F.R.  0.331, 1.106, the May 25,
1990 Petition for Reconsideration filed by Progressive Cellular III B-2 and the January 7, 1993 Petition for
Reconsideration filed by RJL Cellular Partnership are DISMISSED AS MOOT. 



                              FEDERAL COMMUNICATIONS COMMISSION



                              William W. Kunze
                              Deputy Chief, Commercial Wireless Division
                              Wireless Telecommunications Bureau