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


In the Matter of                 )
                                )
STARPOWER COMMUNICATIONS, LLC,   )
                                )
Complainant,                     )
                                )
v.                               )    File No. EB-00-MD-19
                                )
VERIZON SOUTH INC.,              )
                                )
Respondent.                      )
                                )
                                )
STARPOWER COMMUNICATIONS, LLC,   )
                                )
Complainant,                     )
                                )
v.                               )    File No. EB-00-MD-20
                                )
VERIZON VIRGINIA INC.,           )
                                )
Respondent.                      )

                  MEMORANDUM OPINION AND ORDER

   Adopted: March 28, 2002              Released:  April 8, 2002

By the Commission:  Commissioner Martin approving in part, 
dissenting in part, and issuing a statement.

I.   INTRODUCTION

     1.   In this order, pursuant to sections 208 and 252(e)(5) 
of the Communications Act of 1934, as amended (``Act''),1 we deny 
a formal complaint that Starpower Communications, LLC 
(``Starpower'') filed against Verizon Virginia Inc. (``Verizon 
Virginia''), and we grant a formal complaint that Starpower filed 
against Verizon South Inc. (``Verizon South'').2  In its 
complaints, Starpower seeks to recover, pursuant to three 
interconnection agreements with Verizon, payment of reciprocal 
compensation for the delivery of traffic bound for Internet 
service providers (``ISPs'').  We conclude that the two 
interconnection agreements between Starpower and Verizon Virginia 
do not obligate Verizon Virginia to pay reciprocal compensation 
for ISP-bound traffic.  We reach the contrary conclusion (i.e., 
that reciprocal compensation for ISP-bound traffic must be paid) 
with respect to the interconnection agreement between Starpower 
and Verizon South.

II.  BACKGROUND

     II.A.     The Parties and the Interconnection Agreements

     2.   Starpower is licensed to provide local exchange 
services in Virginia.3  Verizon Virginia and Verizon South are 
incumbent local exchange carriers (``ILECs'') also licensed to 
provide local exchange services in Virginia.4

     3.   Starpower and Verizon interconnect their networks to 
enable an end user subscribing to Starpower's local exchange 
service to place calls to and receive calls from end users 
subscribing to Verizon's local exchange service.5  Toward this 
end, Starpower entered into two interconnection agreements with 
Verizon Virginia and an interconnection agreement with Verizon 
South.6  We describe below the relevant terms of each agreement.

          II.A.1.   Starpower-Verizon Virginia Agreements

               II.A.1.a.      The     First     Starpower-Verizon 
                    Virginia Agreement

     4.   On July 17, 1996, Verizon Virginia executed an 
interconnection agreement (``MFS-Verizon Virginia Agreement'') 
with MFS Intelnet of Virginia, Inc. pursuant to section 252(a) of 
the Act.7  The MFS-Verizon Virginia Agreement was filed with, and 
approved by, the Virginia State Corporation Commission 
(``Virginia SCC'') on October 11, 1996.8

     5.   By letter dated February 4, 1998, and pursuant to 
section 252(i) of the Act,9 Starpower notified Verizon Virginia 
that it elected to obtain interconnection, services, and network 
elements upon the same terms and conditions as those provided in 
the MFS-Verizon Virginia Agreement.10  On February 19, 1998, 
Verizon Virginia provided Starpower with a draft interconnection 
agreement based upon the MFS-Verizon Virginia Agreement.11  At 
that time, Verizon Virginia expressed its opinion that the 
``reciprocal compensation provisions set forth in the [MFS-
Verizon Virginia Agreement] . . . do not apply to Internet-bound 
traffic because such traffic is not intraLATA traffic.''12  In a 
March 4, 1998 memorandum from Starpower to Verizon Virginia, 
Starpower disagreed with Verizon Virginia's interpretation of the 
reciprocal compensation provisions of the MFS-Verizon Virginia 
Agreement.13  Despite this dispute, in March 1998, Starpower and 
Verizon Virginia executed an interconnection agreement - the 
First Starpower-Verizon Virginia Agreement - based on the terms 
of the MFS-Verizon Virginia Agreement.14  The First Starpower-
Verizon Virginia Agreement was filed with, and approved by, the 
Virginia SCC on June 17, 1998.15

     6.   Section 1.61 of the First Starpower-Verizon Virginia 
Agreement defines ``Reciprocal Compensation'' in the following 
manner: 

          As described in the Act and refers to the 
          payment arrangements that recover costs 
          incurred for the transport and termination of 
          Local Traffic originating on one Party's 
          network and terminating on the other Party's 
          network.16

According to the First Starpower-Verizon Virginia Agreement, ``As 
Described in the Act'' means ``as described in or required by the 
Act and as from time to time interpreted in the duly authorized 
rules and regulations of the FCC or the [Virginia SCC].''17  
``Local Traffic'' is ``traffic that is originated by a Customer 
of one Party on that Party's network and terminates to a 
Customer of the other Party on that other Party's network, within 
a given local calling area, or expanded area service (`EAS') 
area, as defined in [Verizon Virginia's] effective Customer 
tariffs . . . .''18  This language closely resembles the language 
that the Commission used in April 1996 to describe the type of 
traffic that was likely subject to reciprocal compensation under 
section 251(b)(5) of the Act:19  ``The statutory provision 
appears at least to encompass telecommunications traffic that 
originates on the network of one LEC and terminates on the 
network of a competing LEC in the same local service area . . . 
.''20

     7.   Section 5.7 of the First Starpower-Verizon Virginia 
Agreement delineates the parties' reciprocal compensation 
obligations as follows:

          The Parties shall compensate each other for 
          transport and termination of Local Traffic in 
          an equal and symmetrical manner at the rates 
          provided in the Detailed Schedule of Itemized 
          Charges (Exhibit A hereto) or, if not set 
          forth therein, in the applicable Tariff(s) of 
          the terminating party, as the case may be . . 
          . .

          The Reciprocal Compensation arrangements set 
          forth in this Agreement are not applicable to 
          Switched Exchange Access Service.  All 
          Switched Exchange Access Service and all Toll 
          Traffic shall continue to be governed by the 
          terms and conditions of the applicable 
          federal and state Tariffs.

                         *          *          *

          The designation of Traffic as Local or Toll 
          for purposes of compensation shall be based 
          on the actual originating and terminating 
          points of the complete end-to-end call, 
          regardless of the carriers involved in 
          carrying any segment of the call.21

These provisions are the only ones in the First Starpower-Verizon 
Virginia Agreement governing compensation for Local Traffic,22 
and the word ``termination'' is undefined.23

     8.   After the First Starpower-Verizon Virginia Agreement 
took effect, the parties exchanged traffic.24  Starpower 
subsequently submitted invoices to Verizon Virginia seeking, 
among other things, compensation for transporting and terminating 
calls originating with Verizon Virginia's customers and delivered 
to Starpower's customers, including calls to ISPs and calls 
accessing the Internet through ISPs served by Starpower.25  
Starpower asserts that such ISP-bound calls from Verizon Virginia 
customers constitute ``Local Traffic'' within the meaning of the 
First Starpower-Verizon Virginia Agreement.26  Verizon Virginia 
disagrees, and has paid only a portion of the amounts billed by 
Starpower.27

     9.   By letter dated April 1, 1999, Verizon Virginia 
notified Starpower that it had elected to terminate the First 
Starpower-Verizon Virginia Agreement, according to the 
agreement's terms.28  Following Verizon Virginia's notice, the 
First Starpower-Verizon Virginia Agreement terminated as of July 
1, 1999, although the agreement continued in effect pending 
execution or adoption of a new agreement.29  

               II.A.1.b.      The    Second     Starpower-Verizon 
                    Virginia Agreement

     10.  On June 16, 1997, Verizon Virginia entered into an 
interconnection agreement  (``MCImetro-Verizon Virginia 
Agreement'') with MCImetro Access Transmission Services of 
Virginia, Inc. pursuant to section 252(a) of the Act.30  The 
MCImetro-Verizon Virginia Agreement was filed with, and approved 
by, the Virginia SCC on July 16, 1997.31  

     11.  By letter dated June 10, 1999, Starpower notified 
Verizon Virginia that, following expiration of the First 
Starpower-Verizon Virginia Agreement, Starpower wished to adopt 
the MCImetro-Verizon Virginia Agreement pursuant to section 
252(i) of the Act.32  Effective October 19, 1999, the parties 
entered into a written agreement, known as the ``Adoption 
Agreement,'' memorializing Starpower's adoption of the terms and 
conditions of the MCImetro-Verizon Virginia Agreement.33  The 
Virginia SCC approved the resulting interconnection agreement 
(``Second Starpower-Verizon Virginia Agreement'') on April 25, 
2000.34  The Adoption Agreement contains a clause in which the 
parties essentially agree to disagree about  the applicability of 
the interconnection agreement's reciprocal compensation 
provisions to ISP-bound traffic.35  Specifically,  Starpower 
articulated its belief that the agreement's reciprocal 
compensation arrangements ``apply to Internet traffic,'' but 
acknowledged that Verizon Virginia takes the opposite view and 
that, by signing the Adoption Agreement, Verizon Virginia does 
not waive any claims or defenses pertaining to the issue.36 

     12.  Part B of the Second Starpower-Verizon Virginia 
Agreement defines ``Reciprocal Compensation'' as: 

          refer[ring] to a reciprocal compensation 
          arrangement between two carriers in which 
          each of the two carriers receives 
          compensation from the other carrier for the 
          transport and termination on each carrier's 
          network facilities of Local Traffic that 
          originates on the network facilities of the 
          other carrier.37 

According to the agreement, ``Local Traffic'' is: 

          traffic that is originated by an end user 
          subscriber of one Party on that Party's 
          network and terminates to an end user 
          subscriber of the other Party on that other 
          Party's network within a given local calling 
          area, or expanded area (``EAS'') service, as 
          defined in Bell Atlantic's Tariffs, or, if 
          the Commission has defined local calling 
          areas applicable to all Local Exchange 
          Carriers, then as so defined by the 
          Commission.38

This language closely resembles the Commission's then-
existing rule regarding the types of traffic subject to 
reciprocal compensation under section 251(b) of the 
Act:

          For purposes of this subpart, local 
          telecommunications traffic means . . 
          .Telecommunications traffic between a LEC and 
          a telecommunications carrier other than a 
          CMRS provider that originates and terminates 
          within a local service area established by 
          the state commission . . . .39

     13.  Section 4 of Attachment I to the Second Starpower-
Verizon Virginia Agreement governs the parties' reciprocal 
compensation obligations and provides, in relevant part:

          [Starpower] may choose to deliver both Local 
          Traffic and toll traffic over the same trunk 
          group(s), pursuant to the provisions of 
          Attachment IV.  In the event [Starpower] 
          chooses to deliver both types of traffic over 
          the same traffic exchange trunks, and desires 
          application of the local call transport and 
          termination rates, it will provide Percent 
          Local Usage (``PLU'') information to [Verizon 
          Virginia] as set forth in Attachment IV.  In 
          the event [Starpower] includes both 
          interstate and intrastate toll traffic over 
          the same trunk, it will provide Percent 
          Interstate Usage (``PIU'') to [Verizon 
          Virginia] as set forth in Attachment IV.  
          [Verizon Virginia] shall have the same 
          options, and to the extent it avails itself 
          of them, the same obligation, to provide PLU 
          and PIU information to [Starpower].  To the 
          extent feasible, PLU and PIU information 
          shall be based on the actual end-to-end 
          jurisdictional nature of each call sent over 
          the trunk.40

     14.  The above reciprocal compensation provisions are the 
only ones in the Second Starpower-Verizon Virginia Agreement 
governing  compensation for Local Traffic,41 and the word 
``termination'' is undefined.42

     15.  The parties exchanged traffic under the Second 
Starpower-Verizon Virginia Agreement as they did under the First 
Starpower-Verizon Virginia Agreement,43 and Starpower submitted 
invoices to Verizon Virginia seeking, among other things, 
compensation for transporting and terminating ISP-bound 
traffic.44  Verizon Virginia denies that such traffic constitutes 
``Local Traffic'' and has refused to pay reciprocal 
compensation.45  The Second Starpower-Verizon Virginia Agreement 
currently governs the exchange of traffic between Starpower and 
Verizon Virginia.46

          II.A.2.   Starpower-Verizon South Agreement

     16.  On September 5, 1996, MFS Intelnet of Virginia, Inc. 
and Verizon South executed an interconnection agreement  (``MFS-
Verizon South Agreement'') pursuant to section 252(a) of the 
Act,47 which the Virginia SCC approved on July 9, 1997.48  By 
letter dated February 17, 1998, Starpower notified Verizon South 
that it had elected to obtain interconnection with Verizon South 
by adopting the MFS-Verizon South Agreement pursuant to section 
252(i) of the Act.49  Verizon South subsequently advised the 
Virginia SCC of Starpower's adoption of the MFS-Verizon South 
Agreement.50  The Virginia SCC declined to take any action to 
approve Starpower's adoption of the MFS-Verizon South Agreement, 
however, because Starpower's adoption of the agreement had not 
been negotiated or arbitrated.51  By letter dated October 1, 
1998, the parties ``agree[d] they will honor the [section] 252(i) 
adoption by . . . Starpower of the rates terms and conditions of 
the [MFS-Verizon South Agreement] as effective and binding upon . 
. . [Verizon South] and Starpower in accordance with the 252(i) 
adoption letter[] executed by the parties on . . . March 11, 
1998. . . .''52

     17.  Section VI.A of the Starpower-Verizon South Agreement 
provides that the parties ``shall reciprocally terminate POTS 
calls originating on each others' networks.''53  ``POTS'' stands 
for ``Plain Old Telephone Service'' traffic, which ``includes 
local traffic (including EAS) as defined in [Verizon South's] 
tariff.''54  Verizon South's General Customer Services Tariff, in 
turn, defines Local Service as ``[t]elephone service furnished 
between customer's stations [sic] located within the same 
exchange area.''55  The Starpower-Verizon South Agreement 
obligates the parties to pay reciprocal compensation ``[f]or the 
termination of local traffic.''56  The agreement, however, does 
not separately define the word ``termination,''57 and no other 
provisions of the agreement govern compensation of local 
traffic.58  The Starpower-Verizon South Agreement remains in 
effect today.59

     II.B.     Procedural History

     18.  In 1999, Starpower filed petitions with the Virginia 
SCC seeking declarations requiring Verizon South and Verizon 
Virginia to pay reciprocal compensation to Starpower for the 
delivery of ISP-bound traffic pursuant to the terms of the 
foregoing interconnection agreements.60  The Virginia SCC 
declined jurisdiction over Starpower's petitions and encouraged 
Starpower to seek relief from this Commission.61

     19.  In March 2000, Starpower filed a petition with the 
Commission requesting that, pursuant to section 252(e)(5) of the 
Act,62 the Commission preempt the jurisdiction of the Virginia 
SCC over the Starpower/Verizon South and Starpower/Verizon 
Virginia contract disputes.63  On June 14, 2000, the Commission 
granted Starpower's preemption petition, stating that it would 
resolve the following question:  ``whether the existing 
interconnection agreements between Starpower and GTE [i.e., 
Verizon South] and Bell Atlantic [i.e., Verizon Virginia] require 
GTE and Bell Atlantic to pay compensation to Starpower for the 
delivery of ISP-bound traffic.''64

     20.  On November 28, 2000, Starpower filed formal complaints 
with the Commission against Verizon Virginia and Verizon South.  
In short, the complaints allege that Verizon violated the 
unambiguous terms of the interconnection agreements with 
Starpower by failing to compensate Starpower for the 
``transportation and termination of local calls originated by 
[Verizon] end-users and bound for [ISPs] purchasing local 
exchange service from Starpower.''65  The complaints seek orders 
from the Commission declaring that (1) Starpower is entitled to 
be compensated for transporting and terminating calls to ISPs 
under the terms of the interconnection agreements; and (2) 
Verizon is liable to pay Starpower all past due amounts under the 
agreements, together with applicable interest and/or late fees, 
and to compensate Starpower for transporting and terminating 
calls to ISPs until the Second Starpower-Verizon Virginia 
Agreement and the Starpower-Verizon South Agreement are 
``superceded [sic] in accordance with the Act and the terms of 
the Agreement[s].''66

     21.  In a December 8, 2000 Supplemental Submission, 
Starpower requested that, in addition to the relief sought in the 
complaints, the Commission enter an award of damages in a 
subsequent phase of the proceeding.67  The Commission treated the 
Supplemental Submission as a motion to bifurcate the issue of 
liability from the issue of damages and, on January 16, 2001, 
granted the motion.68

     22.  On December 27, 2000, Verizon filed answers to 
Starpower's complaints.  The answers assert, inter alia, that 
ISP-bound traffic is not eligible for reciprocal compensation 
under the unambiguous terms of the interconnection agreements, 
because under an ``end-to-end'' analysis such traffic is 
jurisdictionally interstate.69

III.      DISCUSSION

     III.A.    The Interconnection Agreements Determine the 
          Parties' Reciprocal Compensation Obligations for ISP-
          Bound Traffic.

     23.  The Commission twice has held, and the parties do not 
dispute, that during the period relevant here, carriers could 
address in their interconnection agreements the issue of 
compensation for the delivery of ISP-bound traffic.70  The 
parties appear to agree that their interconnection agreements do, 
in fact, address and conclusively govern this compensation 
issue.71  Thus, the question we confront in this proceeding is 
whether any of the three interconnection agreements at issue 
entitle Starpower to receive reciprocal compensation for the 
delivery of ISP-bound traffic.

     III.B.    The ``Plain Meaning'' Rule under Virginia Law 
          Governs Our Interpretation of the Parties' 
          Interconnection Agreements.

     24.  In interpreting the interconnection agreements at issue 
in this case, we stand in the shoes of the Virginia SCC.72  We 
agree with the parties that Virginia law supplies the applicable 
rules of contract interpretation.73  Virginia adheres to the 
``plain meaning'' rule:  ``where the terms of the contract are 
clear and unambiguous, we will construe those terms according to 
their plain meaning.''74  Although the cornerstone of a ``plain 
meaning'' analysis is a contract's language,75 in ascertaining 
the parties' intent ``as expressed by them in the words they have 
used,''76 a court also may examine the ``surrounding 
circumstances, the occasion, and [the] apparent object of the 
parties.''77  In particular, as both parties acknowledge, a court 
may consider the legal context in which a contract was 
negotiated, because the laws in force at the time a contract is 
made become ``as much a part of the contract as if incorporated 
therein.''78  Moreover, ``custom and usage may be used to 
supplement or explain a contract,'' as long as this type of 
evidence is not inconsistent with the contract's express terms.79  
Furthermore, course-of-performance evidence can be considered to 
ascertain a contract's meaning rather than to ``create a new, 
additional contract right.''80

     25.  All parties invoke the ``plain meaning'' rule in 
support of their case.81  According to Starpower, ``as 
interpreted under the `plain meaning' rule . . . the Agreements 
unambiguously comprehend ISP-bound traffic within the ambit of 
the term `local traffic,''' which renders the delivery of such 
traffic compensable.82  Verizon similarly relies upon the ``plain 
meaning'' rule to argue that the interconnection agreements 
unambiguously do not require payment of reciprocal compensation 
for the delivery of ISP-bound traffic.83  For the reasons 
described below, applying Virginia's rules of contract 
interpretation, we agree with the parties that all three 
agreements at issue are unambiguous regarding compensation for 
the delivery of ISP-bound traffic.  We further conclude that the 
Starpower-Verizon South Agreement requires reciprocal 
compensation for the delivery of ISP-bound traffic, whereas the 
Starpower-Verizon Virginia Agreements do not. 

     III.C.    Neither the First Starpower-Verizon Virginia 
          Agreement nor the Second Starpower-Verizon Virginia 
          Agreement Obligates Verizon Virginia to Pay Reciprocal 
          Compensation to Starpower for the Delivery of ISP-Bound 
          Traffic.

          III.C.1.  The Starpower-Verizon Virginia Agreements Do 
               Not Require Reciprocal Compensation for the 
               Delivery of Traffic that Is Jurisdictionally 
               Interstate under the Commission's Traditional End-
               to-End Analysis.

     26.  We begin by examining the relevant terms of the First 
and Second Starpower-Verizon Virginia Agreements.  Under both 
agreements, the parties must pay reciprocal compensation for the 
transport and termination of only ``Local Traffic.''84  Neither 
agreement states expressly whether ISP-bound traffic is ``Local 
Traffic.''  Instead, both agreements generally define ``Local 
Traffic'' according to whether a call from one party's network 
``terminates'' on the other party's network.85  Although neither 
agreement defines the word ``terminates,'' both agreements 
provide a criterion for determining whether traffic terminates on 
the other party's network for the purposes of the agreements' 
reciprocal compensation provisions.  Specifically, paragraph 
5.7.5 of the First Starpower-Verizon Virginia Agreement provides 
that traffic shall be designated local or non-local based upon 
the ``actual originating and terminating points of the complete 
end-to-end call.''86  Paragraph 4.1 of the Second Starpower-
Verizon Virginia Agreement similarly states that whether traffic 
is subject to local call transport and termination rates depends 
on the ``actual end-to-end jurisdictional nature of each call 
sent over the trunk.''87

     27.  We believe that each agreement's use of the phrase 
``end-to-end'' is an incorporation of the Commission's long-
standing method of determining the jurisdictional nature of 
particular traffic.  Specifically, the Commission traditionally 
has determined the jurisdictional nature of communications by the 
end points of the communications, rejecting attempts to divide 
communications at any intermediate points of switching or 
exchanges between carriers.88  In Teleconnect, for example, the 
Commission stated that, in assessing the jurisdictional nature of 
a call, ``both court and Commission decisions have considered the 
end-to-end nature of the communications more significant than the 
facilities used to complete such communication.''89  And in the 
ONA Plans Order, the Commission stated that a service is 
jurisdictionally interstate ``when it involves communications or 
transmissions between points in different states on an end-to-end 
basis.''90  In fact, the District of Columbia Circuit Court of 
Appeals expressly has acknowledged that ``the end-to-end analysis 
applied by the Commission here is one that it has traditionally 
used to determine whether a call is within its interstate 
jurisdiction.''91  This Court also said that ``[t]here is no 
dispute that the Commission has historically been justified in 
relying on this [end-to-end] method when determining whether a 
particular communication is jurisdictionally interstate.''92

     28.  In light of this pervasive precedent, we believe that 
the phrase ``end-to-end,'' used in the context of classifying 
communications traffic, had achieved a customary meaning in the 
telecommunications industry.93  Thus, the two agreements' use of 
the term of art ``end-to-end'' signifies that the determination 
whether certain traffic falls within the category of compensable 
``Local Traffic'' turns on the jurisdictional nature of the 
traffic, as divined via the Commission's traditional mode of 
analysis.  In other words, according to the agreements, a call 
constitutes compensable ``Local Traffic'' only if it is not 
jurisdictionally interstate under the Commission's end-to-end 
analysis.  

     29.  Indeed, Starpower acknowledges - at least with respect 
to the First Starpower-Verizon Virginia Agreement - that the 
compensation due under the agreement for the delivery of ISP-
bound traffic hinges on the traffic's jurisdictional nature.  In 
particular, a declarant on behalf of Starpower who participated 
in the negotiation of the MFS-Verizon Virginia Agreement states: 
``[Verizon Virginia] is correct that the parties `intended to 
ensure that the actual jurisdictional nature of the traffic¾as 
traditionally construed by the FCC¾would control its 
characterization for compensation purposes.'''94  Although the 
declarant further states that ISP-bound traffic nonetheless is 
subject to reciprocal compensation, ``given the parties' 
understanding and stated belief that calls to ISPs were Local 
Traffic,''95 his admission regarding the importance of the 
jurisdictional nature of traffic is clear.96

     30.  Given that the First and Second Starpower-Verizon 
Virginia Agreements link compensation to jurisdiction, those 
agreements exclude ISP-bound traffic from the scope of their 
reciprocal compensation provisions.  This is because the 
Commission has long categorized traffic to enhanced service 
providers (``ESPs''), including ISPs, as predominantly interstate 
for jurisdictional purposes.97  The Commission recently affirmed 
this conclusion:  ``Most Internet-bound traffic traveling between 
a LEC's subscriber and an ISP is indisputably interstate in 
nature when viewed on an end-to-end basis.''98  Accordingly, 
under the unambiguous terms of the First and Second Starpower-
Verizon Virginia Agreements, ISP-bound traffic does not 
constitute compensable ``Local Traffic,'' because ISP-bound 
traffic is jurisdictionally interstate. 

     31.  Buttressing this conclusion is the fact that the 
agreements' definitions of ``Local Traffic'' closely resemble the 
Commission's preexisting descriptions of the kind of traffic 
subject to the reciprocal compensation mandate of section 
251(b)(5) of the Act.  Specifically, the First  Starpower-Verizon 
Virginia Agreement defines ``Local Traffic'' as traffic that 
originates on one party's network and terminates on another 
party's network within a local calling area or expanded service 
area.99  This tracks the Local Competition Order NPRM's 
description of telecommunications encompassed by section 
251(b)(5) as (at least) traffic that originates on one LEC's 
network and terminates on a competing LEC's network in the same 
local service area.100  Moreover, the Second Starpower-Verizon 
Virginia Agreement defines ``Local Traffic'' as traffic that 
originates on one party's network and terminates on another 
party's network within a local calling area as defined by tariff 
or the Commission.101  Former section 51.701(b) of the 
Commission's rules similarly characterized ``local 
telecommunications traffic'' as telecommunications traffic 
between a LEC and another telecommunications carrier that 
originates and terminates within a local service area as defined 
by a state commission.102  These striking similarities reveal an 
intent to track the Commission's interpretation of the scope of 
section 251(b)(5), i.e., whatever the Commission determines is 
compensable under section 251(b)(5) will be what is compensable 
under the agreements.  Although the Commission's rationale has 
evolved over time, the Commission consistently has concluded that 
ISP-bound traffic does not fall within the scope of traffic 
compensable under section 251(b)(5).  Consequently, for this 
reason, as well, we find that the First and Second Starpower-
Verizon Virginia Agreements exclude ISP-bound traffic from the 
definition of ``Local Traffic'' (and therefore from reciprocal 
compensation obligations).

     32.  One final note.  In his Separate Statement, 
Commissioner Martin dissents from our conclusions regarding the 
First and Second Starpower-Verizon Virginia Agreements, because 
he does not wish to ``support[] the use of the Commission's end-
to-end analysis,'' on which the ``D.C. Circuit [has]cast serious 
doubt.''103  We find no tension between this decision and the 
D.C. Circuit's ruling in the Bell Atlantic Remand Order.104  The 
end-to-end jurisdictional analysis is used here strictly to 
assist in a matter of contract interpretation.  The Commission 
indisputably utilized the ``end-to-end'' jurisdictional analysis 
at the time the parties entered the First and Second Starpower-
Verizon Virginia Agreements, and we conclude only that the 
parties incorporated that analysis into their contracts.

          III.C.2.  The Context of the Starpower-Verizon Virginia 
               Agreements Does Not Trump Their Plain Language 
               Linking Compensation to Jurisdiction.

     33.  Starpower contends that the ``purpose, structure and 
substance'' of the First and Second Starpower-Verizon Virginia 
Agreements support its interpretation of the term ``Local 
Traffic.''105  In particular, Starpower points out that (1) the 
primary purpose of the agreements is to set forth the types of 
traffic the parties will exchange and the terms and conditions 
under which exchange and compensation will occur; (2) no 
provision of the agreements excludes ISP-bound traffic from the 
definition of ``Local Traffic''; (3) no provision of the 
agreements provides an alternative designation for ISP-bound 
traffic, if it is not ``Local Traffic''; (4) the agreements do 
not provide an alternative means of compensation for ISP-bound 
traffic, if it does not qualify for reciprocal compensation; and 
(5) no provision of the agreements requires the parties to 
transport ISP-bound traffic separately or to maintain a separate 
accounting for the traffic.106  Starpower argues that, in light 
of these circumstances, the parties must have intended 
compensable ``Local Traffic'' to include ISP-bound traffic.107

     34.  We disagree with Starpower's argument.  As an initial 
matter, even assuming that Starpower correctly characterizes the 
``purpose'' of the agreements, that does not mean that the 
agreements were intended to provide compensation for every type 
of traffic the parties exchange.  To the contrary, as discussed 
above, paragraphs 5.7.5 and 4.1 require ISP-bound traffic to be 
characterized as jurisdictionally interstate, thereby removing it 
from the definition of ``Local Traffic.''108  This undermines 
Starpower's second observation as well, because the agreements 
do, in fact, contain provisions (i.e., paragraphs 5.7.5 and 4.1) 
specifically excluding ISP-bound traffic from the definition of 
``Local Traffic.''  Starpower's third, fourth, and fifth 
assertions focus on the absence of language providing an 
alternative designation for ISP-bound traffic, an alternative 
means of compensating the parties for transport and termination 
of ISP-bound traffic, or a requirement that the parties 
separately track ISP-bound traffic.  Even assuming Starpower's 
characterization of the contracts is correct (and Verizon 
Virginia argues that it is not),109 we cannot conclude that the 
absence of certain contractual language has more persuasive force 
than the existence of other language addressing the precise 
question at hand - i.e., whether ISP-bound traffic constitutes 
``Local Traffic,'' as that term is defined in the agreements.

     35.  As stated above, Starpower asserts correctly110 (and 
Verizon Virginia concurs)111 that, in construing the agreements, 
the Commission may take account of the regulatory context in 
which the parties negotiated the agreements.  Starpower further 
asserts correctly112 (and Verizon Virginia concurs)113 that the 
relevant regulatory context in which the parties negotiated was 
that, for many purposes, the Commission treated ISP-bound traffic 
as though it were local.114  For example, ISPs may purchase their 
links to the public switched telephone network through local 
business tariffs rather than through interstate access 
tariffs;115 moreover, for separations purposes, ILECs must 
characterize expenses and revenues associated with ISP-bound 
traffic as intrastate.116  Starpower then argues that, because 
the Commission treats ISP-bound traffic as local for many 
regulatory purposes, the parties had a reasonable expectation 
that the term ``Local Traffic'' includes ISP-bound traffic.117

     36.  Again, we disagree.  First, although the context cited 
by Starpower has some force, another part of the relevant 
regulatory context is that, under an end-to-end analysis, the 
Commission has long held that ISP-bound traffic is interstate for 
jurisdictional purposes.  The agreements' compensation provisions 
specifically refer to this latter context.  Moreover, the 
Commission's regulatory treatment of ISP-bound traffic as local 
for certain purposes only makes it possible that parties agreed 
in interconnection agreements to include such traffic within the 
ambit of calls eligible for reciprocal compensation.  It does not 
mean that the parties inevitably did so.  With respect to the 
Starpower-Verizon Virginia Agreements, we believe the parties 
unambiguously agreed not to treat ISP-bound traffic as ``Local 
Traffic'' for reciprocal compensation purposes.  They did so by 
linking compensation to the jurisdictional nature of the traffic, 
rather than to the separations, tariff, or other local-pointing 
nature of the traffic.  They also did so by tracking the 
Commission's construction of section 251(b)(5).  In the face of 
such language, we cannot find the regulatory context cited by 
Starpower to be dispositive.

     37.  In a related vein, Starpower correctly notes that, in 
granting Starpower's Petition for Preemption, we stated that we 
would apply, inter alia, the principles that we previously 
suggested state commissions utilize when construing the 
reciprocal compensation provisions of interconnection 
agreements.118  Specifically, in the Declaratory Ruling, we 
observed that ``state commissions have the opportunity to 
consider all the relevant facts, including the negotiation of the 
agreements in the context of this Commission's longstanding 
policy of treating [ISP-bound] traffic as local, and the conduct 
of the parties pursuant to those agreements.''119  Accordingly, 
we identified several ``illustrative'' factors that it ``may be 
appropriate for state commissions to consider,'' including:

          whether incumbent LECs serving ESPs 
          (including ISPs) have done so out of 
          intrastate or interstate tariffs; whether 
          revenues associated with those services were 
          counted as intrastate or interstate revenues; 
          whether there is evidence that incumbent LECs 
          or CLECs made any effort to meter this 
          traffic or otherwise segregate it from local 
          traffic, particularly for the purpose of 
          billing one another for reciprocal 
          compensation; whether, in jurisdictions where 
          incumbent LECs bill their end users by 
          message units, incumbent LECs have included 
          calls to ISPs in local telephone charges; and 
          whether, if ISP traffic is not treated as 
          local and subject to reciprocal compensation, 
          incumbent LECs and CLECs would be compensated 
          for this traffic.120

     38.  Starpower argues that application of these factors 
requires a ruling in its favor.121  Starpower observes, inter 
alia, that Verizon serves ISPs out of intrastate tariffs and 
counts revenues associated with calls to ISPs as intrastate 
revenue.122  These facts are true,123 and we remain of the view 
that they are relevant context that we should consider in 
construing the First and Second Starpower-Verizon Virginia 
Agreements.  We do not believe, however, that this evidence of 
context outweighs the specific language in the First and Second 
Starpower-Verizon Virginia Agreements characterizing the 
compensability of traffic on the basis of its jurisdictional 
nature.  Again, the unambiguous language of the First and Second 
Starpower-Verizon Virginia Agreements compels the conclusion that 
ISP-bound traffic is not ``Local Traffic,'' as that term is 
defined in the agreements.  To be sure, the Declaratory Ruling 
acknowledged that parties to interconnection agreements could 
have agreed to treat ISP-bound traffic as local traffic.124  The 
converse, however, is equally true.125

          III.C.3.  State Regulatory Decisions Construing Other 
               Interconnection Agreements Are Not Dispositive.

     39.  We do not find dispositive the many state regulatory 
commission decisions cited by Starpower and holding that ISP-
bound traffic is subject to reciprocal compensation.126  As 
Starpower's own brief highlights,127 none of these decisions 
specifically construes the contractual language at issue in this 
case, which, as discussed above, makes the jurisdictional nature 
of traffic determinative of whether it constitutes compensable 
``Local Traffic.''128 

     40.  One decision merits additional discussion.  Starpower 
contends that the Virginia SCC's decision in Cox Virginia 
Telcom129 is dispositive, because, as to Verizon Virginia, it is 
preclusive under the doctrine of collateral estoppel, and because 
it is a binding determination by a state commission that, 
pursuant to the Order on Remand, the Commission cannot 
preempt.130  We disagree.  First, Starpower has not demonstrated 
that the requirements for collateral estoppel have been 
satisfied.  Under Virginia law, in order for collateral estoppel 
to apply, the ``factual issue sought to be litigated actually 
must have been litigated in the prior action.''131  The meaning 
of the agreements between Starpower and Verizon Virginia was not 
at issue in Cox Virginia Telcom.  Accordingly, Starpower cannot 
avail itself of the collateral estoppel doctrine in this 
proceeding.  In any event, at Starpower's request, this 
Commission already has preempted the Virginia SCC's authority to 
interpret the ``interconnection agreements between Starpower and 
GTE and Bell Atlantic.''132  The Virginia SCC has not yet 
addressed the dispute between the parties to these agreements, 
and we believe the case is appropriate for our resolution.

           *                    *                    *

     41.  In sum, utilizing a plain meaning analysis, we find 
that the First and Second Starpower-Verizon Virginia Agreements 
exclude ISP-bound traffic from the scope of their reciprocal 
compensation provisions.  Specifically, for purposes of defining 
compensable ``Local Traffic,'' the language of the agreements 
expressly references and incorporates the Commission's historic 
reliance on an ``end-to-end'' analysis of traffic for determining 
the traffic's jurisdictional nature.  Because the Commission long 
has held, under an end-to-end analysis, that ISP-bound traffic is 
predominantly interstate for jurisdictional purposes, such 
traffic falls outside the definition of ``Local Traffic,'' as 
used in the agreements.  Moreover, the language of the agreements 
manifests an intent to track the Commission's construction of the 
scope of compensable traffic under section 251(b)(5), and the 
Commission consistently has excluded ISP-bound traffic from the 
reach of that statutory provision.  In our view, therefore, the 
language of these agreements outweighs the contrary evidence of 
context on which Starpower relies.  Thus, neither the First 
Starpower-Verizon Virginia Agreement nor the Second Starpower-
Verizon Virginia Agreement requires Verizon Virginia to pay 
Starpower reciprocal compensation for the delivery of ISP-bound 
traffic.

     III.D.    The Starpower-Verizon South Agreement Obligates 
          Verizon South to Pay Reciprocal Compensation to 
          Starpower for the Delivery of ISP-Bound Traffic.

     42.  Compared to the Starpower-Verizon Virginia Agreements, 
the Starpower-Verizon South Agreement is relatively terse 
regarding reciprocal compensation.  It obligates the parties to 
``reciprocally terminate [Plain Old Telephone Service] calls 
originating on each others' networks,''133 including ``local 
traffic . . . as defined in [Verizon South's] tariff.''134  
According to Verizon South's General Customer Services Tariff 
(``Tariff''),135 ``Local Service'' is ``[t]elephone service 
furnished between customer's stations [sic] located within the 
same exchange area.''136  The parties agreed to compensate each 
other at an ``equal, identical and reciprocal rate'' for the 
``termination of local traffic.''137  The Starpower-Verizon South 
Agreement does not separately define the phrase ``local traffic'' 
or the word ``termination.''

     43.  As with the Starpower-Verizon Virginia Agreements, each 
party argues that the ``plain meaning'' of the Starpower-Verizon 
South Agreement supports its position:  Starpower contends that 
the agreement clearly compels payment of reciprocal compensation 
for the delivery of ISP-bound traffic;138 Verizon maintains that 
the agreement clearly does not.139  For the reasons discussed 
below, we find that the Starpower-Verizon South Agreement 
requires Verizon South to pay Starpower reciprocal compensation 
for the delivery of ISP-bound traffic.

     44.  As noted above, the Starpower-Verizon South Agreement's 
definition of compensable ``local traffic'' is derived from the 
Tariff.140  Thus, whatever traffic is ``local'' under the Tariff 
is compensable traffic under the Starpower-Verizon South 
Agreement.

     45.  The parties agree that ISP-bound traffic is ``local 
traffic'' under the Tariff.  Specifically, the parties stipulate 
that, when a Verizon South customer places a call to the Internet 
through an ISP, using a telephone number associated with the 
caller's local calling area, Verizon South rates and bills that 
customer for a local call pursuant to the terms of the Tariff.141  
Consequently, ISP-bound traffic falls within the Tariff's 
definition of ``Local Service.''  Accordingly, because the 
Starpower-Verizon South Agreement adopts the Tariff's conception 
of local traffic, we conclude that the Agreement plainly requires 
Verizon to pay reciprocal compensation for the delivery of ISP-
bound traffic.

     46.  Verizon South contends that it would be ``remarkably 
unfair'' for the Commission to rely on Verizon South's manner of 
billing for termination of ISP-bound traffic, because it merely 
reflects Verizon South's adherence to the ``positive requirements 
of federal law.''142  This objection is meritless, because 
Verizon South voluntarily agreed to link the compensability of 
traffic under the Starpower-Verizon South Agreement to the 
classification of traffic in the Tariff. 

     47.  Verizon South further claims that the parties intended 
the Starpower-Verizon South Agreement to follow the requirements 
of federal law, by distinguishing in the agreement between 
``local traffic'' on the one hand and exchange access traffic on 
the other.143  According to Verizon South, this difference 
``tracks precisely the distinction that the Commission drew in 
[paragraph 1034] of the Local Interconnection Order,''144 where 
the Commission concluded that ``reciprocal compensation 
obligations should apply only to traffic that originates and 
terminates within a local area . . . .''145  We disagree.  The 
Starpower-Verizon South Agreement does not track the language 
used by the Commission to implement section 251(b)(5).  In 
particular, the agreement's definition of ``local traffic'' 
neither speaks in terms of ``origination'' and ``termination'' of 
traffic, nor references local calling areas.  In this way, it 
differs significantly from the Starpower-Verizon Virginia 
Agreements.146  Moreover, unlike the Starpower-Verizon Virginia 
Agreements,147 the Starpower-Verizon South Agreement does not 
link a call's compensability to the Commission's traditional end-
to-end jurisdictional analysis. 

     48.  Finally, we believe Verizon South places too much stock 
in a recent decision by the United States Court of Appeals for 
the Fourth Circuit, which found that ``many so-called 
`negotiated' provisions [of interconnection agreements] represent 
nothing more than an attempt to comply with the requirements of 
the 1996 Act.''148  AT&T v. BellSouth is inapposite, because the 
interconnection provision at issue in that case (pertaining to 
unbundled network elements) obligated BellSouth to offer a 
service that it clearly was required to provide by then-
controlling federal law.  ``Where a provision plainly tracks the 
controlling law,'' the Court said, ``there is a strong 
presumption that the provision was negotiated with regard to the 
[Act] and the controlling law.''149  The Court found that, where 
an interconnection agreement ``was clearly negotiated with regard 
to the 1996 Act and law thereunder,'' the contested provision 
could be reformed if there were a change in controlling law.150  
In this case, there was no controlling federal law mandating a 
particular compensation arrangement for ISP-bound traffic.  To 
the contrary, the Commission explicitly allowed the parties to 
negotiate regarding the issue and settle on whatever compensation 
terms they deem appropriate.151

     49.  In sum, given the Starpower-Verizon South Agreement's 
reference to the Tariff,  whatever calls Verizon South bills to 
its customers as local calls under the Tariff must be compensable 
local calls under the Starpower-Verizon South Agreement.  Because 
it is undisputed that Verizon bills ISP-bound traffic as local 
calls under the Tariff, such calls are compensable under the 
Starpower-Verizon South Agreement.  Thus, Verizon must pay 
reciprocal compensation to Starpower for the termination of ISP-
bound traffic.

IV.  CONCLUSION AND ORDERING CLAUSES

     50.  For the above reasons, we find that the two 
interconnection agreements between Starpower and Verizon Virginia 
do not require Verizon Virginia to pay reciprocal compensation to 
Starpower for the delivery of ISP-bound traffic.  We further 
find, however, that the interconnection agreement between 
Starpower and Verizon South does require Verizon South to pay 
reciprocal compensation to Starpower for the delivery of ISP-
bound traffic.

     51.  Accordingly, IT IS ORDERED, pursuant to sections 1, 
4(i), 4(j), 208, and 252(e)(5) of the Communications Act of 1934, 
as amended, 47 U.S.C. §§ 151, 154(i), 154(j), 208, and 252(e)(5), 
that the complaint filed by Starpower against Verizon Virginia is 
hereby DENIED.

     52.  IT IS FURTHER ORDERED, pursuant to sections 1, 4(i), 
4(j), 208, and 252(e)(5) of the Communications Act of 1934, as 
amended, 47 U.S.C. §§ 151, 154(i), 154(j), 208, and 252(e)(5), 
that the complaint filed by Starpower against Verizon South is 
hereby GRANTED.

                         FEDERAL COMMUNICATIONS COMMISSION





                         William F. Caton                        
Acting Secretary
                      SEPARATE STATEMENT OF 
                 COMMISSIONER KEVIN J . MARTIN,
               APPROVING IN PART AND DISSENTING IN PART

Re:  Starpower Communications, LLC v. Verizon South Inc.; 
     Starpower Communications, LLC v. Verizon Virginia Inc., 
     Memorandum Opinion and Order, File Nos. EB-00-MD-19 & EB-00-
     MD-20

     I dissent in part from this Order, because I question its 
analysis of the two Verizon Virginia interconnection agreements.  
As the Order acknowledges, both of these agreements require the 
payment of reciprocal compensation for ``Local Traffic,'' and 
both agreements define ``Local Traffic'' in terms of where a call 
``terminates.''  The Order finds that ISP-bound traffic is not 
``Local Traffic,'' because, the Order concludes, under an ``end-
to-end'' analysis, ISP-bound traffic does not terminate within a 
local service area.  The Order does not offer any definition of 
``termination.''

     This analysis is essentially the same as that employed by 
the Commission in its first declaratory ruling on reciprocal 
compensation, which was subsequently vacated by the D.C. Circuit.  
See Implementation of the Local Competition Provisions in the 
Telecommunications Act of 1996; Inter-Carrier Compensation for 
ISP-Bound Traffic, Declaratory Ruling, 14 FCC Rcd 3689 (1999).  
In that ruling, the Commission applied an ``end-to-end'' analysis 
and concluded that calls to ISPs do not terminate at the ISP's 
local server, but instead continue to the ``ultimate destination 
or destinations, specifically at a[n] Internet website that is 
often located in another state.''  Id. ¶ 12.

     The D.C. Circuit cast serious doubt on this analysis, 
concluding that the Commission had not adequately explained its 
reasoning.  Bell Atlantic Tel. Cos. v. FCC, 206 F.3d 1, 5 (D.C. 
Cir. 2000).  Among other things, the Court stated:

     [U]nder 47 CFR § 51.701(b)(1), ``telecommunications 
     traffic'' is local if it ``originates and terminates 
     within a local service area.''  But, observes MCI 
     WorldCom, the Commission failed to apply, or even to 
     mention, its definition of ``termination,'' namely 
     ``the switching of traffic that is subject to section 
     251(b)(5) at the terminating carrier's end office 
     switch (or equivalent facility) and delivery of that 
     traffic from that switch to the called party's 
     premises.''  Calls to ISPs appear to fit this 
     definition: the traffic is switched by the LEC whose 
     customer is the ISP and then delivered to the ISP, 
     which is clearly the ``called party.''

Id. at 6 (citations omitted; emphasis added).

     The current Order appears to suffer the same flaws as those 
identified by the D.C. Circuit.  While this proceeding is not the 
appropriate place to reconsider the Commission's treatment of 
reciprocal compensation - that issue is again before the D.C. 
Circuit - I am not comfortable supporting the use of the 
Commission's end-to-end analysis here without a better 
explanation and more full response to the questions raised by the 
D.C. Circuit.  Accordingly, I dissent in part from this Order.


_________________________

1 47 U.S.C. §§ 208, 252(e)(5).
2 Verizon Virginia Inc. formerly was known as Bell Atlantic-
Virginia, Inc.  Answer of Verizon Virginia Inc., File No. EB-00-
MD-20 (filed Dec. 27, 2000) (``Verizon Virginia Answer'') at 1.  
Verizon South Inc. formerly was known as GTE South Incorporated.  
Answer of Verizon South Inc., File No. EB-00-MD-19 (filed Dec. 
27, 2000) (``Verizon South Answer'') at 1.  We refer to Verizon 
Virginia and Verizon South collectively as ``Verizon.''
3 Joint Statement, File No. EB-00-MD-20 (filed Jan. 12, 2001) 
(``Starpower-Verizon Virginia Joint Statement'') at 1, ¶ 1; Joint 
Statement, File No. EB-00-MD-19 (filed Jan. 12, 2001) 
(``Starpower-Verizon South Joint Statement'') at 1, ¶ 1.  
4 Starpower-Verizon Virginia Joint Statement at 1, ¶ 2; 
Starpower-Verizon South Joint Statement at 1, ¶ 2.  Specifically, 
Verizon Virginia serves a portion of the Washington, D.C. local 
access and transport area (``LATA''), including parts of 
Arlington and Fairfax counties in Virginia, while Verizon South 
serves a different portion of the Washington, D.C. LATA, 
including the area surrounding Dulles International Airport in 
Virginia.  Starpower-Verizon Virginia Joint Statement at 8, ¶ 38; 
Starpower-Verizon South Joint Statement at 5, ¶ 21.
5 Starpower-Verizon Virginia Joint Statement at 8, ¶ 37; 
Starpower-Verizon South Joint Statement at 4, ¶ 19.
6 Formal Complaint, File No. EB-00-MD-19 (filed Nov. 27, 2000) 
(``Starpower-Verizon South Complaint''), Exhibit A (MFS/GTE 
Interim Virginia Co-Carrier Agreement [``Starpower-Verizon South 
Agreement'']); Formal Complaint, File No. EB-00-MD-20 (filed Nov. 
27, 2000) (``Starpower-Verizon Virginia Complaint''), Exhibits D 
(Interconnection Agreement Under Sections 251 and 252 of the 
Telecommunications Act of 1996, dated as of March 9, 1998, by and 
between Bell Atlantic-Virginia, Inc. and Starpower 
Communications, LLC) [``First Starpower-Verizon Virginia 
Agreement'']) and I (Interconnection Agreement Under Sections 251 
and 252 of the Telecommunications Act of 1996, dated as of 
October 19th, 1999, by and between Bell Atlantic-Virginia, Inc. 
and Starpower Communications, LLC [``Second Starpower-Verizon 
Virginia Agreement'']).
7 Starpower-Verizon Virginia Joint Statement at 2, ¶ 4.  See 47 
U.S.C. § 252(a) (ILECs may negotiate and voluntarily enter into 
interconnection agreements with requesting carriers, which then 
must be submitted for approval to the appropriate State 
commission).
8 Starpower-Verizon Virginia Joint Statement at 2, ¶ 5.
9 47 U.S.C. § 252(i) (``A local exchange carrier shall make 
available any interconnection, service, or network element 
provided under an agreement approved under this section to which 
it is a party to any other requesting telecommunications carrier 
upon the same terms and conditions as those provided in the 
agreement.'').
10 Starpower-Verizon Virginia Joint Statement at 2, ¶ 6.
11 Starpower-Verizon Virginia Joint Statement at 2, ¶ 7.
12 Starpower-Verizon Virginia Complaint, Exhibit B (Letter dated 
February 19, 1998 from Sara Cole, Senior Legal Assistant, Bell 
Atlantic, to Russell M. Blau, counsel for Starpower); Verizon 
Virginia Answer at 10, ¶ 19.
13 Starpower-Verizon Virginia Joint Statement at 2, ¶ 8.
14 Starpower-Verizon Virginia Joint Statement at 2, ¶ 9.
15 Starpower-Verizon Virginia Joint Statement at 2, ¶ 10.
16 Starpower-Verizon Virginia Joint Statement at 3, ¶ 11; 
Starpower-Verizon Virginia Complaint, Exhibit D (First Starpower-
Verizon Virginia Agreement) at 8, ¶ 1.61.
17 Starpower-Verizon Virginia Joint Statement at 3, ¶ 12; 
Starpower-Verizon Virginia Complaint, Exhibit D (First Starpower-
Verizon Virginia Agreement) at 2, ¶ 1.7.
18 Starpower-Verizon Virginia Joint Statement at 3-4, ¶ 14; 
Starpower-Verizon Virginia Complaint, Exhibit D (First Starpower-
Verizon Virginia Agreement ) at 6, ¶ 1.44.
19 47 U.S.C. § 251(b)(5).
20 Implementation of the Local Competition Provisions in the 
Telecommunications Act of 1996, Notice of Proposed Rulemaking, 11 
FCC Rcd 14171, 14249, ¶ 230 (1996) (``Local Competition Order 
NPRM'') (emphasis added) (subsequent history omitted).
21 Starpower-Verizon Virginia Joint Statement at 3, ¶ 13; 
Starpower-Verizon Virginia Complaint, Exhibit D (First Starpower-
Verizon Virginia Agreement) at 17-18, ¶¶ 5.7.2, 5.7.3, 5.7.5.  
``Switched Exchange Access Service'' is defined in section 1.66 
of the First Starpower-Verizon Virginia Agreement as the 
``offering of transmission and switching services for the purpose 
of the origination or termination of Toll Traffic.''  Starpower-
Verizon Virginia Joint Statement at 4, ¶ 15;  Starpower-Verizon 
Virginia Complaint, Exhibit D (First Starpower-Verizon Virginia 
Agreement) at 9, ¶ 1.66.  ``Toll Traffic,'' in turn, means 
``traffic that is originated by a Customer of one Party on that 
Party's network and terminates to a Customer of the other Party 
on that Party's network and is not Local Traffic or Ancillary 
Traffic.  Toll Traffic may be either `IntraLATA Toll Traffic' or 
`InterLATA Toll Traffic,' depending on whether the originating 
and terminating points are within the same LATA.''  Starpower-
Verizon Virginia Joint Statement at 4, ¶ 16; Starpower-Verizon 
Virginia Complaint, Exhibit D (First Starpower-Verizon Virginia 
Agreement) at 9, ¶ 1.76.
22 Starpower-Verizon Virginia Joint Statement at 4, ¶ 18.
23 Starpower-Verizon Virginia Joint Statement at 4, ¶ 17.
24 Starpower-Verizon Virginia Joint Statement at 9, ¶ 42.
25 Starpower-Verizon Virginia Joint Statement at 9, ¶ 41.
26 Starpower-Verizon Virginia Joint Statement at 9, ¶ 42.
27 Starpower-Verizon Virginia Joint Statement at 9, ¶ 43.
28 Starpower-Verizon Virginia Joint Statement at 5, ¶ 22.
29 Starpower-Verizon Virginia Joint Statement at 5, ¶ 22.  The 
reason that the First Starpower-Verizon Virginia Agreement 
remained in effect beyond July 1, 1999 is unclear from the 
record.
30 Starpower-Verizon Virginia Joint Statement at 5, ¶ 24; 
Starpower-Verizon Virginia Complaint, Exhibit F (MCImetro/Bell 
Atlantic Interconnection Agreement 1997).
31 Starpower-Verizon Virginia Joint Statement at 6, ¶ 25.
32 Starpower-Verizon Virginia Joint Statement at 6, ¶ 26.
33 Starpower-Verizon Virginia Joint Statement at 6, ¶ 27.
34 Starpower-Verizon Virginia Joint Statement at 6, ¶ 27.
35 Starpower-Verizon Virginia Joint Statement at  6, ¶ 28.
36 Starpower-Verizon Virginia Complaint, Exhibit I (Second 
Starpower-Verizon Virginia Agreement) at 5, ¶ 2.1.  
37 Starpower-Verizon Virginia Joint Statement at 6, ¶ 29.  The 
parties did not include a complete copy of the Second Starpower-
Verizon Virginia Agreement as an exhibit to any of their 
pleadings.  Rather than referencing multiple exhibits when 
discussing the agreement, we hereafter cite exclusively to the 
parties' joint stipulations regarding the agreement's terms.
38 Starpower-Verizon Virginia Joint Statement at 7, ¶ 31.
39 47 C.F.R. § 51.701(b) (amended 2001).
40 Starpower-Verizon Virginia Joint Statement at 6-7, ¶ 30.
41 Starpower-Verizon Virginia Joint Statement at 8, ¶ 34.
42 Starpower-Verizon Virginia Joint Statement at 7, ¶ 32.
43 Starpower-Verizon Virginia Joint Statement at 9, ¶ 42.
44 Starpower-Verizon Virginia Joint Statement at 9, ¶ 41.
45 Starpower-Verizon Virginia Joint Statement at 9, ¶ 43.
46 Supplemental Joint Statement, File No. EB-00-MD-20 (filed Oct. 
26, 2001) (``Starpower-Verizon Virginia Supplemental Joint 
Statement'') at 2.
47 Starpower-Verizon South Joint Statement at 2, ¶ 4. 
48 Starpower-Verizon South Joint Statement at 2, ¶ 5.
49 Starpower-Verizon South Joint Statement at 2, ¶ 6.
50 Starpower-Verizon South Joint Statement at 2, ¶¶ 6-7.
51 Starpower-Verizon South Joint Statement at 2, ¶ 8.
52 Starpower-Verizon South Joint Statement at 2, ¶ 9.
53 Starpower-Verizon South Joint Statement at 3, ¶ 10.
54 Starpower-Verizon South Joint Statement at 3, ¶ 11.
55 Starpower-Verizon South Joint Statement at 3, ¶ 12.
56 Starpower-Verizon South Joint Statement at 3, ¶ 13.
57 Starpower-Verizon South Joint Statement at 4, ¶ 17.
58 Starpower-Verizon South Joint Statement at 4, ¶ 18.
59 Supplemental Joint Statement, File No. EB-00-MD-19 (filed Oct. 
26, 2001) (``Starpower-Verizon South Supplemental Joint 
Statement'') at 2.
60 Starpower Communications, LLC Petition for Preemption of 
Jurisdiction of the Virginia State Corporation Commission 
Pursuant to Section 252(e)(5) of the Telecommunications Act of 
1996, Memorandum Opinion and Order, 15 FCC Rcd 11277, 11278, ¶ 3 
(2000) (``Preemption Order''). 
61 Preemption Order, 15 FCC Rcd at 11278, ¶ 4.
62 47 U.S.C. § 252(e)(5) (``If a State commission fails to act to 
carry out its responsibility under this section in any proceeding 
or other matter under this section, then the Commission shall 
issue an order preempting the State commission's jurisdiction of 
that proceeding or matter within 90 days after being notified (or 
taking notice) of such failure, and shall assume the 
responsibility of the State commission under this section with 
respect to the proceeding or matter and act for the State 
commission.'').
63 Preemption Order, 15 FCC Rcd at 11278, ¶ 4.
64 Preemption Order, 15 FCC Rcd at 11281, ¶ 9.
65 See Starpower-Verizon Virginia Complaint at 1; Starpower-
Verizon South Complaint at 1.
66 Starpower-Verizon Virginia Complaint at 41; Starpower-Verizon 
South Complaint at 33.
67 Supplemental Submission, File Nos. EB-00-MD-19, -20 (filed 
Dec. 8, 2000) (``Supplemental Submission'') at 2.
68 Letter dated January 19, 2001 from William H. Davenport, 
Special Counsel, Market Disputes Resolution Division, Enforcement 
Bureau, to Russell M. Blau and Michael L. Shor, counsel for 
Starpower, and Lawrence W. Katz and Aaron M. Panner, counsel for 
Verizon, File Nos. EB-00-MD-19, -20 (rel. Jan. 19, 2001) at 1.  
See 47 C.F.R. § 1.722.
69 See, e.g., Starpower-Verizon Virginia Answer at 1-2; 
Starpower-Verizon South Answer at 1-2.
70 See Implementation of the Local Competition Provisions in the 
Telecommunications Act of 1996; Intercarrier Compensation for 
ISP-Bound Traffic, Order on Remand and Report and Order, 16 FCC 
Rcd 9151, 9160, ¶ 16 (2001) (``Order on Remand'') (citing 
Implementation of the Local Competition Provisions in the 
Telecommunications Act of 1996; Intercarrier Compensation for 
ISP-Bound Traffic, Declaratory Ruling in CC Docket No. 96-98 and 
Notice of Proposed Rulemaking in CC Docket No. 99-68, 14 FCC Rcd 
3689, 3703, ¶ 22 (1999) (``Declaratory Ruling''), vacated and 
remanded sub nom. Bell Atlantic Tel. Cos. v. FCC, 206 F.3d 1 (D.C  
Cir. 2000) (``Bell Atlantic Remand Order'')).  On April 27, 2001, 
the Commission adopted an interim compensation mechanism 
pertaining to the exchange of ISP-bound traffic.  See Order on 
Remand, 16 FCC Rcd at 9151.  The established regime, however, 
``applies as carriers renegotiate expired or expiring 
interconnection agreements.  It does not alter existing 
contractual obligations, except to the extent that parties are 
entitled to invoke contractual change-of-law provisions.''  Id., 
16 FCC Rcd at 9189, ¶ 82.  The three interconnection agreements 
involved in the instant proceeding do not contain change of law 
provisions that would be triggered by the Order on Remand.
71 Starpower-Verizon Virginia Joint Statement at 4, ¶ 8; at 8, ¶¶ 
34, 37; Starpower-Verizon South Joint Statement at 4, ¶¶ 18-19.  
See also Starpower-Verizon Virginia Complaint at 21-25; 
Starpower-Verizon South Complaint at 13-17; Starpower-Verizon 
Virginia Answer at 32-50; Starpower-Verizon South Answer at 20-
32; Starpower Supplemental Brief at 11-27; Brief of Defendants 
Verizon Virginia Inc. and Verizon South Inc., File Nos. EB-00-MD-
19, -20 (``Verizon Brief'') at 4-13.
72 See 47 U.S.C. § 252(e)(5); Preemption Order, 15 FCC Rcd 11277, 
11278, ¶ 5.
73 See Starpower Supplemental Brief at 12; Verizon Brief at 2, 
n.2.  See also Starpower-Verizon Virginia Complaint, Exhibit D 
(First Starpower-Verizon Virginia Agreement) at 57, ¶ 29.5 (``The 
construction, interpretation and performance of this Agreement 
shall be governed by and construed in accordance with the laws of 
the state in which this Agreement is to be performed [Virginia], 
except for its conflict of laws provisions.  In addition, insofar 
as and to the extent federal law may apply, federal law will 
control.''); Starpower-Verizon Virginia Complaint, Exhibit F 
(MCImetro-Verizon Virginia Agreement) at Part A-7, ¶ 7.1 (``The 
validity of this Agreement, the construction and enforcement of 
its terms, and the interpretation of the rights and duties of the 
Parties, shall be governed by the Act and the laws of the 
Commonwealth of Virginia, without regard to its conflicts of laws 
rules.''); Starpower-Verizon South Complaint, Exhibit A (MFS-
Verizon South Agreement) at 27, ¶ XIX.J (``This Agreement shall 
be governed by and construed in accordance with the domestic laws 
of the state of Virginia and shall be subject to the exclusive 
jurisdiction of the courts therein.'').  See generally 
Southwestern Bell Tel. Co. v. PUC of Tex., 208 F.3d 475, 485 (5th 
Cir. 2000) (applying Texas law in construing reciprocal 
compensation provisions of interconnection agreements) 
(``Southwestern Bell'').
74 American Spirit Ins. Co. v. Owens, 261 Va. 270, 275, 541 
S.E.2d 553, 555 (2001).  See also Berry v. Klinger, 225 Va. 201, 
208, 300 S.E.2d 792, 796 (1983).  
75 See, e.g., Lerner v. Gudelsky Co., 230 Va. 124, 132, 334 
S.E.2d 579, 584 (1985) (``The writing is the repository of the 
final agreement of the parties.''); Berry v. Klinger, 225 Va. at 
208, 300 S.E.2d at 796 (a court must construe a contract's 
``language as written'').
76 Ames v. American Nat'l Bank, 163 Va. 1, 38, 176 S.E. 204, 216 
(1932).
77 Flippo v. CSC Assoc. III, L.L.C., 262 Va. 48, 64, 547 S.E.2d 
216, 226 (2001) (quoting Christian v. Bullock, 215 Va. 98, 102, 
205 S.E.2d 635, 638 (1974)).
78 Marriott v. Harris, 235 Va. 199, 215, 368 S.E.2d 225, 232 
(1988); Paul v. Paul, 214 Va. 651, 653, 203 S.E.2d 123, 125 
(1974).  See Starpower Supplemental Brief at 15; Verizon Brief at 
14.
79 Chas. H. Tompkins Co. v. Lumbermans Mut. Cas. Co., 732 F. 
Supp. 1368, 1374 (E.D. Va. 1990) (applying Va. law) (``Chas. H. 
Tompkins Co.'').  See Piland Corp. v. REA Constr. Co., 672 F. 
Supp. 244, 247 (E.D. Va. 1987); Va. Code Ann. § 8.1- 205(4) 
(``The express terms of an agreement and an applicable course of 
dealing or usage of trade shall be construed wherever reasonable 
as consistent with each other; but when such construction is 
unreasonable express terms control both course of dealing and 
usage of trade and course of dealing controls usage of trade.'').
80 Chas. H. Tompkins Co., 732 F. Supp. at 1375.
81 Starpower-Verizon Virginia Complaint at 22; Starpower-Verizon 
South Complaint at 14; Starpower Supplemental Brief at 12-16; 
Starpower-Verizon Virginia Answer at 32-33; Starpower-Verizon 
South Answer at 21-22; Verizon Brief at 2-3.  We note, however, 
that a contract is not rendered ambiguous simply because each 
side argues that the contract plainly means the opposite of what 
the other side contends.  Dominion Savings Bank, FSB v. Costello, 
257 Va. 413, 416, 512 S.E.2d 564, 566 (1999) (citing Ross v. 
Craw, 231 Va. 206, 212-13, 343 S.E.2d 312, 316 (1986)).
82 Starpower-Verizon Virginia Complaint at 22-25; Starpower-
Verizon South Complaint at 14-17; Starpower Supplemental Brief at 
11.
83 Verizon Virginia Answer at 34-37; Verizon South Answer at 21-
25; Verizon Brief at 13.
84 Starpower-Verizon Virginia Joint Statement at 3, ¶¶ 11, 13; at 
6, ¶ 29; Starpower-Verizon Virginia Complaint, Exhibit D (First 
Starpower-Verizon Virginia Agreement) at 8, ¶ 1.61; at 18, ¶ 
5.7.2. 
85 Starpower-Verizon Virginia Joint Statement at 3-4, ¶ 14; at 6, 
¶ 29; Starpower-Verizon Virginia Complaint, Exhibit D (First 
Starpower-Verizon Virginia Agreement) at 18, ¶ 5.7.2.
86 Starpower-Verizon Virginia Joint Statement at 3, ¶ 13; 
Starpower-Verizon Virginia Complaint, Exhibit D (First Starpower-
Verizon Virginia Agreement) at 18, ¶ 5.7.5 (emphasis added).
87 Starpower-Verizon Virginia Joint Statement at 7, ¶ 30 
(emphasis added).
88 See Teleconnect Co. v. Bell Telephone Co. of Pa., Memorandum 
Opinion and Order, 10 FCC Rcd 1626 (1995) (``Teleconnect''), 
aff'd sub nom. Southwestern Bell Tel. Co. v. FCC, 116 F.3d 593 
(D.C. Cir. 1997); Petition for Emergency Relief and Declaratory 
Ruling Filed by BellSouth Corporation, Memorandum Opinion and 
Order, 7 FCC Rcd 1619 (1992); Filing and Review of Open Network 
Architecture Plans, Memorandum Opinion and Order, 4 FCC Rcd 1 
(1988) (``ONA Plans Order''), aff'd sub nom. California v. FCC, 4 
F.3d 1505 (9th Cir. 1993); In the Matter of Southwestern Bell 
Telephone Company, Order Designating Issues for Investigation, 3 
FCC Rcd 2339 (1988) (``SWBT Order''). 
89 Teleconnect, 10 FCC Rcd at 1629, ¶ 12 (emphasis added).
90 ONA Plans Order, 4 FCC Rcd at 141, ¶ 274 (emphasis added).  
See SWBT Order, 3 FCC Rcd at 2341, ¶ 28 (concluding that 
``switching at the credit card switch is an intermediate step in 
a single end-to-end communication'') (emphasis added).
91 Bell Atlantic Remand Order, 206 F.3d at 3.
92 Bell Atlantic Remand Order, 206 F.3d at 5.
93 See generally Va. Code Ann. § 8.1-205(2) (``A usage of trade 
is any practice or method of dealing having such regularity of 
observance in a place, vocation or trade as to justify an 
expectation that it will be observed with respect to the 
transaction in question.'').
94 Starpower Supplemental Brief, Attachment 1 (Declaration of 
Gary J. Ball [``Ball Decl.''] at 6, ¶ 16).  Although Starpower 
does not make a similar admission with respect to the Second 
Starpower-Verizon Virginia Agreement, the centrality of 
jurisdiction cannot be disputed, given the agreement's specific 
reference to the actual end-to-end  ``jurisdictional nature'' of 
calls.  See Starpower-Verizon Virginia Joint Statement at 7, ¶ 
30.
95 Starpower Supplemental Brief, Attachment 1 (Ball Decl. at 6, ¶ 
16).
96 Our conclusion that the First Starpower-Verizon Virginia 
Agreement invokes the Commission's end-to-end jurisdictional 
analysis for determining reciprocal compensation obligations is 
confirmed by the agreement's definition of ``Reciprocal 
Compensation.''  Specifically, ``Reciprocal Compensation'' means 
as ``As Described in the Act,'' which, in turn, means ``. . . as 
from time to time interpreted in the duly authorized rules and 
regulations of the FCC or the [Virginia SCC].''  See Starpower-
Verizon Virginia Joint Statement at 3, ¶¶ 11, 12; Starpower-
Verizon Virginia Complaint, Exhibit D (First Starpower-Verizon 
Virginia Agreement) at 2, ¶ 1.7; at 8, ¶ 1.61.
97 See, e.g., MTS and WATS Market Structure, Memorandum Opinion 
and Order, 97 FCC2d 682, 711, ¶ 78 (1983) (``[a]mong the variety 
of users of access service are . . . enhanced service 
providers''); Amendment of Part 69 of the Commission's Rules 
Relating to Enhanced Service Providers, Notice of Proposed 
Rulemaking, 2 FCC Rcd 4305, 4305, ¶ 1 (1987) (noting that ESPs 
use ``exchange access service''); Southwestern Bell Tel. Co. v. 
FCC, 153 F.3d 523, 543 (8th Cir. 1998) (affirming the 
jurisdictionally-mixed nature of ISP-bound traffic).  
98 Order on Remand, 16 FCC Rcd at 9178, ¶ 58.  See also Order on 
Remand, 16 FCC Rcd at 9175, ¶ 52 (``ISP traffic is properly 
classified as interstate, and it falls under the Commission's 
section 201 jurisdiction'').  Because the Commission's treatment 
of ISP-bound traffic for jurisdictional purposes has remained 
consistent over time, there is no need for us to consider the 
effect of any changes in the law regarding reciprocal 
compensation for the delivery of ISP-bound traffic.  See 
Starpower Supplemental Brief at 27-35.
99 Starpower-Verizon Virginia Joint Statement at 3-4, ¶ 14; 
Starpower-Verizon Virginia Complaint, Exhibit D (First Starpower-
Verizon Virginia Agreement ) at 6, ¶ 1.44.
100 Local Competition Order NPRM, 11 FCC Rcd at 14249, ¶ 230.
101 Starpower-Verizon Virginia Joint Statement at 7, ¶ 31.
102 47 C.F.R. § 51.701(b) (amended 2001).
103 Starpower Communications, LLC v. Verizon South Inc.; 
Starpower Communications, LLC v. Verizon Virginia, Inc., File 
Nos. EB-00-MD-019, EB-00-MD-020, Separate Statement of 
Commissioner Kevin J. Martin, Approving in Part and Dissenting in 
Part at 1-2 (citing Bell Atlantic Remand Order, 206 F.3d at 5)).
104 206 F.3d at 5-6.
105 Starpower-Verizon Virginia Complaint at 21-22; Starpower 
Supplemental Brief at 18.
106 Starpower-Verizon Virginia Complaint at 34-35; Starpower 
Supplemental Brief at 19.  See also Starpower-Verizon Virginia 
Complaint at 7, ¶ 20, 22; at 11, ¶ 39; at 13, ¶ 46; at 17-18, ¶¶ 
61-62; at 21, ¶ 73.
107 Starpower Supplemental Brief at 19.
108 Moreover, as Verizon Virginia correctly notes, Starpower was 
not without a means to recover its costs of delivering ISP-bound 
traffic, if such traffic were not eligible for compensation under 
the agreements.  See Verizon Brief at 12-13.  Nothing prohibited 
Starpower from looking to its ISP customers to recover its costs.
109 See Verizon Brief at 11-13.
110 See Starpower Supplemental Brief at 22-24.
111 See Verizon Brief at 14.
112 Starpower-Verizon Virginia Complaint at 33-34; Starpower-
Verizon South Complaint at 21-23; Starpower Supplemental Brief at 
24-25.
113 Verizon Brief at 16-17.
114 See, e.g., Order on Remand, 16 FCC Rcd at 9158, ¶ 11; at 
9176-77, ¶ 55; Declaratory Ruling, 14 FCC Rcd at 3703, ¶ 23.
115 See, e.g., Order on Remand, 16 FCC Rcd at 9158, ¶ 11; 
Declaratory Ruling, 14 FCC Rcd at 3703, ¶ 23.
116 See, e.g., Order on Remand, 16 FCC Rcd at 9176, ¶ 55 n.105; 
General Communication, Inc. v. Alaska Communications Systems 
Holdings, Inc. and Alaska Communications Systems, Inc. d/b/a ATU 
Telecommunications d/b/a Anchorage Telephone Utility, Memorandum 
Opinion and Order, 16 FCC Rcd 2834, 2843, ¶ 22 (2001); 
Declaratory Ruling, 14 FCC Rcd at 3692, ¶ 5.
117 Starpower-Verizon Virginia Complaint at 34-35; Starpower-
Verizon South Complaint at 23-27; Starpower Supplemental Brief at 
24-26.
118 Preemption Order, 15 FCC Rcd at 11281, ¶ 9.
119 Declaratory Ruling, 14 FCC Rcd at 3704, ¶ 24.
120 Declaratory Ruling, 14 FCC Rcd at 3704, ¶ 24.
121 Starpower-Verizon Virginia Complaint at 31-35; Starpower-
Verizon South Complaint at 23-27; Starpower Supplemental Brief at 
24-26.
122 Starpower-Verizon Virginia Complaint at 16-17, ¶ 58; 
Starpower-Verizon South Complaint at 10-11, ¶ 34; Starpower 
Supplemental Brief at 25-26.  Starpower further observes that no 
provision of the interconnection agreements requires segregation 
of ISP-bound traffic, and that, in the absence of reciprocal 
compensation for ISP-bound traffic, the parties would not be 
compensated for transporting and terminating the traffic.  Id.  
We already addressed these assertions in connection with 
Starpower's argument that the purpose, structure, and substance 
of the agreements support its interpretation of the term ``Local 
Traffic.''  See discussion, supra, paragraph 34. 
123 Verizon Virginia Answer at 58.
124 See Declaratory Ruling, 14 FCC Rcd at 3704, ¶ 24.
125 Furthermore, we decline Starpower's invitation to consider 
evidence regarding Verizon Virginia's negotiation of and 
performance under the underlying MFS-Verizon Virginia and 
MCImetro-Verizon Virginia Agreements.  See Starpower Supplemental 
Brief at 19-22.  As stated above, course-of-performance evidence 
cannot be used to contradict clear contractual language.
126 Starpower-Verizon Virginia Complaint at 18-20, ¶¶ 68-69; at 
27-38; at 35-39; Starpower-Verizon South Complaint at 19-20; at 
27-31; Starpower Supplemental Brief at 4; at 22-23; at 33-34.
127 See Starpower Supplemental Brief at 23-24.  
128 Indeed, even decisions discussing agreements containing terms 
that are virtually identical to the Starpower-Verizon Virginia 
Agreements did not substantively address the import of the 
language that we find to be controlling.  See Complaint of MFS 
Intelnet of Md., Inc. against Bell Atlantic-Maryland, Inc. for 
Breach of Interconnection Terms and Request for Immediate Relief, 
Case No. 8731, Order (Md. P.U.C. June 11, 1999) (``MFS/Bell 
Atlantic''); Petition for Declaratory Order of TCG Delaware 
Valley, Inc. for Clarification of Section 5.7.2. of Its 
Interconnection Agreement with Bell Atlantic-Pennsylvania, Inc., 
Case No. P-00971256, Opinion and Order (Pa. P.U.C. June 16, 1998) 
at 22-23.
129 Petition of Cox Virginia Telcom, Inc., Case No. PUC970069, 
Final Order (Va. S.C.C. Oct. 27, 1997) (``Cox Virginia Telcom'') 
at 2 (holding that ``calls to ISPs as described in the Cox 
petition constitute local traffic under the terms of the 
agreement between Cox and [Verizon Virginia] and that the 
companies are entitled to reciprocal compensation for the 
termination of this type of traffic'').
130 Starpower-Verizon Virginia Complaint at 29-31; Second 
Supplemental Brief of Starpower Communications, LLC, File Nos. 
EB-00-MD-19, -20 (filed May 30, 2001) (``Starpower Second 
Supplemental Brief'') at 4-7; Reply Brief of Starpower 
Communications, LLC, File Nos. EB-00-MD-19, -20 (filed June 6, 
2001) (``Starpower Reply Brief'') at 3.
131 See, e.g., Angstadt v. Atlantic Mut. Ins. Co., 249 Va. 444, 
446-47, 457 S.E.2d 86, 87 (1995) (citing Hampton Roads San. Dist. 
v. City of Va. Beach, 240 Va. 209, 213, 396 S.E.2d 656, 658 
(1990)).  The parties urge us to apply Virginia law of collateral 
estoppel rather than federal law.  See Starpower-Verizon Virginia 
Complaint at 31; Starpower Second Supplemental Brief at 4; 
Verizon Virginia Answer at 55-56; Supplemental Reply Brief of 
Verizon Virginia Inc. and Verizon South Inc., File Nos. EB-00-MD-
19, -20 (filed June 6, 2001) (``Verizon Supplemental Reply 
Brief'') at 2.  We need not decide whether Virginia law or 
federal law controls, because federal law similarly requires that 
an issue actually be litigated for collateral estoppel to apply.  
See, e.g., 1B J. Moore, Federal Practice ¶ 0.405[1], pp. 622-24 
(2d ed. 1974) (quoted in Parklane Hosiery Co. v. Shore, 439 U.S. 
322, 327 (1979)).
132 Preemption Order, 15 FCC Rcd at 11281, ¶ 9 (emphasis added).
133 Starpower-Verizon South Joint Statement at 3, ¶ 10.
134 Starpower-Verizon South Joint Statement at 3, ¶ 11.
135 The parties agree that Verizon South's General Customer 
Services Tariff is the tariff to which the relevant provisions of 
the interconnection agreement refer.  Starpower-Verizon South 
Joint Statement at 3, ¶ 12; Letter from Aaron Panner, counsel for 
Verizon, to David Strickland, Attorney-Advisor, Market Disputes 
Resolution Division, Enforcement Bureau, File No. EB-00-MD-19 
(dated Jan. 9, 2002).
136 Starpower-Verizon South Joint Statement at 3, ¶ 12.
137 Starpower-Verizon South Joint Statement at 3, ¶ 13.
138 Starpower-Verizon South Complaint at 14-17; Starpower 
Supplemental Brief at 16-27.
139 Starpower-Verizon South Answer at 20-32; Verizon Brief at 4-
13.
140 Starpower-Verizon South Joint Statement at 3, ¶ 11.
141 Starpower-Verizon South Joint Statement at 7-8, ¶ 36.
142 Verizon South Answer at 35; Verizon Brief at 31-32.
143 Verizon South Answer at 24; Verizon Brief at 8-10.
144 Verizon South Answer at 24; Verizon Brief at 8 (citing 
Implementation of the Local Competition Provisions in the 
Telecommunications Act of 1996, First Report and Order, 11 FCC 
Rcd 15499 (1996) (subsequent history omitted) (``Local 
Competition Order'')).
145 Local Competition Order, 11 FCC Rcd at 16013, ¶ 1034.
146 See discussion, supra, section III.C.
147 See discussion, supra, section III.C.
148 AT&T Communications of S. States, Inc. v. BellSouth 
Telecommunications, 223 F.3d 457, 465 (4th Cir. 2000) (``AT&T v. 
Bell South'').  See Verizon South Answer at 24-25; Verizon Brief 
at 9-10; Supplemental Brief of Verizon Virginia Inc. and Verizon 
South Inc., File Nos. EB-00-MD-19, -20 (filed May 30, 2001) 
(``Verizon Supplemental Brief'') at 2-3.
149 Id.
150 Id.
151 See Declaratory Ruling, 14 FCC Rcd at 3703, ¶ 24.