Attachment A LIST OF LICENSES OFFERED The following table lists the 493 Basic Trading Areas ("BTAs") and BTA-like areas for which the FCC issues PCS licenses. This auction offers a total of 1,479 licenses, three in each BTA: 10 MHz of spectrum in the D block, 10 MHz in the E block, and 10 MHz in the entrepreneurs' F block. For each BTA, the table lists the market number, the market name, the license number, the population, and the upfront payment (which corresponds to the number of bidding units required to bid on one license in that BTA). þ A complete license number is in the form CW plus the BTA designation plus the letter designation of the frequency block. For example, the license number for the F-block license in the New York BTA will be CWB321F. The license number must be used in item 18 of FCC Form 159 (FCC Code 2) when making post-auction payments. Do not specify individual licenses on FCC Form 159 when making upfront payments. þ All population figures are from the 1990 U.S. Census, U.S. Department of Commerce, Bureau of the Census. þ The right column of the table shows the upfront payment (and number of bidding units) required to bid on one license in that BTA. This figure is calculated by multiplying the BTA population, times 10 Mhz per license, times six cents. Please note that bidding units are used in the auction to determine bidding eligibility and activity. They are completely unrelated to the dollar amount of actual bids placed. Attachment B INSTRUCTIONS FOR DOWNLOADING AND INSTALLING THE FCC FORM 175 APPLICATION SOFTWARE The FCC offers free software for filing FCC Form 175 electronically and for viewing FCC Form 175 applications on-line. Use of the software requires the following hardware and software: Hardware Requirements: CPU: Intel 80486 or above RAM: 8 MB RAM (more recommended if you intend to open multiple applications) Hard Disk: 11 MB available disk space Modem: v.32bis 14.4kbps Hayes compatible Monitor: VGA or above Mouse or other pointing device To create backup installation disks for the FCC Form 175 Application, you will need the following: 1.44 MB 3.5" floppy drive Three blank MS-DOS formatted 1.44 MB floppy disks Software Requirements: FCC Form 175 application software (available through the Internet and the FCC Bulletin Board System) Microsoft Windows 3.1 or Microsoft Windows for Workgroups v3.11 in an enhanced mode NOTE: The FCC Form 175 application software has not been tested in a Macintosh, OS/2, or Windows95 environment. Therefore, the FCC will not support operating systems other than Microsoft Windows 3.1 or Microsoft Windows for Workgroups v3.11 in an enhanced mode. This includes any other emulated Windows environment. Access to Application Software Applicants who wish to file their FCC applications electronically or who wish to view other applicants' applications must first download the software from either the Internet or the FCC Bulletin Board System (File Name: F175V7.EXE). Internet Access In order to download the compressed file from the Internet, you will need to have access to the Internet and an ftp client software as follows: World Wide Web: ftp://ftp.fcc.gov Gopher: gopher.ftp.fcc.gov or use any gopher to get to "all the gophers in the world" then 'U.S.' then 'DC' then 'FCC'. Once you connect to the FCC ftp server via WWW or Gopher, select the following directory and download the following file: Directory: /pub/Auctions/PCS/Broadband/BTA/Auction_11/Programs File: F175V7.EXE FTP: The following instructions are for the command line version of ftp. 1. Connect to the FCC ftp server by typing: ftp ftp.fcc.gov 2. At the user name prompt, type: anonymous [Enter] 3. At the password prompt, type your Internet e-mail address [Enter] 4. To allow the file to be downloaded type: binary [Enter] 5. Change your current directory to the Programs directory by typing: cd /pub/Auctions/PCS/Broadband/BTA/Auction_11/Programs [Enter] 6. Use the get command to download the file from the FCC ftp server by typing: get f175v7.exe [Enter] 7. If you wish to exit, type: bye [Enter] Dial-In Access to the FCC Auction Bulletin Board System (BBS) The FCC Auction Bulletin Board System provides dial-in access for the FCC Form 175 application software. In order to access the FCC Auction BBS, use a communications package that can handle at least xmodem protocol (e.g., pcAnyWhere, Telix, Procomm) to dial in to (202) 682-5851. Use the settings of 8 data bits, no parity and 1 stop bit (8,N,1). New users must start with steps 1-5. Otherwise go to step 6 in the ANSI Protocol Instructions section or the Non-ANSI Protocol Instructions section (whichever is applicable): 1. Type New and press [Enter]. If the word ANSI is blinking, type Y for yes. If the word ANSI is not blinking, type N for No 2. Type in your first and last name and press [Enter]. This will be your login name 3. Type in Y and press [Enter] when asked to verify your login name 4. Type in what you want your password to be and press [Enter] 5. Retype the password for verification and press [Enter] ANSI Protocol Instructions (once the account is generated): 6. Type B for Broadband PCS Auction Files and press [Enter] 7. Type B for Basic Trading Areas and press [Enter] 8. Type C for Auction 11 and press [Enter] 9. Type P for Broadband PCS Auction Programs and press [Enter] 10. Type C for Current Library and press [Enter] 11. Move the cursor to the file named F175V7.EXE and type [Control]-D (hold the Ctrl key down and press the D key) for Download and press [Enter] 12. Type the letter representing the transfer protocol desired and press [Enter]. How the file is downloaded and where it gets downloaded depends on the transfer protocol package used. 13. The FCC Auction BBS will begin transferring the file. You may need to give your terminal emulation software a command to receive the file; please consult your terminal emulation software manual for instructions concerning how to do so. 14. Type X to return to the Programs menu, then type X again. Type X to Exit and press [Enter] and continue to do so until asked if you want to Exit the BBS. Press Y for Yes when asked to verify that you want to exit. Non-ANSI Protocol Instructions (once the account is generated): 6. Type B for Broadband PCS Auction Files and press [Enter] 7. Type B for Basic Trading Areas and press [Enter] 8. Type C for Auction 11 and press [Enter] 9. Type P for Broadband PCS Auction Programs and press [Enter] 10. Type C for Current Library and press [Enter] 11. Type the letter next to the file named F175V7.EXE and press [Enter] 12. Type D for Download now and press [Enter] 13. Type the letter representing the transfer protocol desired and press [Enter]. How the file is downloaded and where it gets downloaded depends on the transfer protocol package used. 14. The FCC Auction BBS will begin transferring the file. You may need to give your terminal emulation software a command to receive the file; please consult your terminal emulation software manual for instructions concerning how to do so. 15. Type X, then type X to Exit and press [Enter] and continue to do so until asked if you want to Exit the BBS. Press Y for Yes when asked to verify that you want to exit. Extracting the FCC Form 175 Application The FCC Form 175 application available through the Internet and the FCC Auction BBS will be in a self-extracting compressed file format. To extract the software, start File Manager in the Main Program group, open the file folder where you downloaded the executable, and double-click on F175V7.EXE. A message will appear listing the default directory to which the software will extract. If this directory does not exist, it will be created automatically. Press Unzip to begin extracting the software. When the extraction is complete, a message will appear listing the number of files that were unzipped. Press OK to start the FCC Form 175 application setup program. Installing the FCC Form 175 Application After you extract the software, the FCC Form 175 application setup program will run automatically. If you choose not to install the FCC Form 175 application, you can run the setup program later by starting File Manager, opening the file folder to which you extracted the software, and double-clicking on SETUP.EXE. When the setup program begins, a screen will appear listing the default directory to which the software will install. Press the Install button, then press OK to install to the specified directory. If the directory does not exist, the setup program will create it automatically. When the installation is complete, a message will appear asking you to restart Windows so that the changes made by the installation may take effect. Press Restart to restart Windows, or press Stay Here to prevent the restart. Do not use the FCC Form 175 application until you restart Windows. Uninstalling the FCC Form 175 Application To uninstall the FCC Form 175 application, double-click on the Uninstall icon. When the Uninstaller window appears, press Start. Press Yes when asked to confirm whether you want to remove the software from your system. The installed files will be removed from your PC. If a message appears asking you whether to delete the installation directory and all its subdirectories, press Yes. When the uninstall is complete, press Quit to exit. Please note that the Uninstall feature will not remove the files from the directory to which you extracted the software. Creating Backup Installation Disks for the FCC Form 175 Application To create backup installation disks for the FCC Form 175 application, go to File Manager, open the file folder to which you extracted the software, double-click on backup.bat, and follow the instructions on the screen. Running the FCC Form 175 Application When the installation process is complete, you will have a new Program Manager group called FCC Form 175 Application v7.0 with the following icons: Configure PPP, Submit FCC Form 175, Review FCC Form 175, Suggestion Box, Readme File, and Uninstall. You must verify/modify the parameters in the Configure PPP program prior to establishing a PPP connection. Please consult the readme.txt file included with the software for information regarding Configure PPP. Double-click on an icon to start the respective system. NOTE: The PPP dialer that is incorporated into the FCC Form 175 application will establish a point-to-point connection from your PC to the FCC Wide Area Network. THIS POINT-TO-POINT CONNECTION IS NOT ROUTED THROUGH THE INTERNET. If your Windows is in a networked environment, you should check with your local network administrator for any potential conflicts with the PPP (Point-to-Point Protocol) dialer. This usually includes any TCP/IP installed network protocol. Help Detailed instructions for using all FCC remote electronic auction system software can be found in the README file associated with the software and in the context-sensitive HELP function associated with each software system. For technical assistance in downloading, extracting, installing or using the FCC Form 175 application, contact the FCC Technical Support Hotline at (202) 414-1250. The FCC Technical Support Hotline will be generally available Monday through Friday, from 9 a.m. to 6 p.m. ET. Attachment C GUIDELINES FOR COMPLETING FCC FORM 175 AND EXHIBITS A. FCC Form 175 Because of the significance of the Form 175 application to the auction, bidders should especially note the following: Paper form version: Manual filers must use the October 1995 editions of FCC Forms 175 and 175-S. Earlier versions will not be accepted. Items 2-5: Give a street address (not a Post Office box number) for the applicant, suitable for mail or private parcel delivery. The FCC will send all registration materials and other written communications to the applicant at this address. Item 6: The D-, E- and F-block broadband PCS auction will be the eleventh auction conducted by the FCC. For "Auction No." in item 6 of FCC Form 175, enter "11." Item 7: Applicants must create a ten-digit FCC Account Number, which the Commission will use to identify and track applicants: þ A bidder that has a taxpayer identification number (TIN) must create this FCC account number by using its TIN, plus the prefix of "0" (i.e., 0123456789). A TIN is either the Employer Identification Number (EIN) in the case of a business, or the Social Security Account Number (SSAN) in the case of an individual. þ If and only if an applicant does not have a taxpayer identification number, the applicant should use its ten-digit area code and telephone number (i.e., 2025551234) on an interim basis. However, the FCC must have a TIN before it will be able to issue a license or refund upfront payments. Each applicant must include its FCC Account Number when submitting amendments, additional information or other correspondence or inquiries regarding its application, and must include this same number on each FCC Form 159 (FCC Remittance Advice) accompanying required auction deposits or payments. Item 8: Applicants must indicate their legal classification. Limited liability companies should check the "Partnership" box. Items 9 and 10: Applicants must indicate their eligibility to participate in this auction and their small business status if applicable. (Applicants are also requested to indicate their status as a rural telephone company, minority-owned business or women-owned business as well, so the FCC can monitor its performance in promoting economic opportunities for these designated entities.) þ Small businesses F-block applicants should enter the applicable bidding credit in Item 10: either 15 or 25 percent. þ F-block applicants should indicate the installment payment plan they qualify for by entering C (for businesses under the $40 million definition), B ($40-75 million) or A (over $75 million) in Item 10. See Part 2.C(3) of the body of this public notice. All applicants should pay particular attention to the provisions of 47 C.F.R.  24.709 and 24.720. In accordance with 47 C.F.R.  24.709(d), the FCC will conduct random audits to ensure that applicants meet the eligibility requirements. Item 11: For each license on which they seek bidding eligibility, applicants must identify the market number (for example, B435) in the Market No. column, and the frequency block or blocks in the Frequency Block/Channel No. set of columns. The market number for each BTA is listed in Attachment A; frequency blocks are D, E and F. Applicants that wish to bid on all BTAs in a given frequency block or blocks should check the "ALL" box in the Market No. column and list the frequency block or blocks desired in the Frequency Block/Channel No. columns. Since FCC Form 175 provides space to list only five markets, applicants should use one or more FCC Form 175-S to list any additional markets applied for. Applicants should apply for all licenses they want to be eligible to bid on in the auction, since there is no opportunity to change this list once the short-form filing deadline passes. The FCC auction system will not accept bids on licenses an applicant has not applied for on its FCC Form 175. Item 12: Applicants must list the name(s) of the person(s) (no more than three) authorized to represent them at the auction. Only those individuals listed on the FCC Form 175 will be authorized to place or withdraw bids for the applicant during the auction. Certifications: Applicants should carefully read the list of certifications on the FCC Form 175. These certifications help to ensure a fair and competitive auction and require, among other things, disclosure to the Commission of certain information on applicant ownership and agreements or arrangements concerning the auction. Submission of an FCC Form 175 application constitutes a representation by the certifying official that he or she is an authorized representative of the applicant, has read the form's instructions and certifications, and that the contents of the application and its attachments are true and correct. Submission of a false certification to the Commission may result in penalties, including monetary forfeitures, license forfeitures, and ineligibility to participate in future auctions, and/or criminal prosecution. Contact person: If the Commission wishes to communicate with the applicant by telephone or fax, those communications will be directed to the contact person identified on the FCC Form 175. A space is provided for both a telephone number and a fax number. Signature: Manually filed FCC Form 175s must bear an original signature. Absence of an original signature will result in dismissal of the application and disqualification from participating in the auction. (Applicants filing electronically should type the name of the certifying official in the signature block.) Microfiche or Diskette Copies: Under 47 C.F.R.  24.806(e) microfiche copies must be submitted with any manually filed FCC Form 175 and 175-S that exceeds five pages in length. For this auction, the FCC will accept, in lieu of microfiche copies, a 3.5-inch diskette which contains ASCII text (.TXT) files of all exhibit documentation attached to the FCC Form 175. (Applicants that use a word processing program to prepare these files must be sure to save the files in the ASCII format before submitting the diskette, and verify that the ASCII files contain all exhibit information.) Completeness: Applicants must submit all information required by FCC Form 175 and by applicable rules, including a certifying signature on manual filings. Failure to submit required information will result in dismissal of the application and inability to participate in the auction. Continuing Accuracy: Each applicant is responsible for the continuing accuracy and completeness of information furnished in the FCC Form 175 and its exhibits. See 47 C.F.R.  1.65. It is the staff's position that ten business days is a reasonable period of time in which applicants must amend their FCC Form 175s. Applicants are reminded that Certification 6 on FCC Form 175 includes consent to be audited. See 47 C.F.R.  24.709((d)(2). B. Exhibits and Attachments In addition to FCC Form 175 itself, applicants must submit additional information required by the FCC's rules. Although we do not require a particular organization or format for this information, we have developed the following guidelines that will facilitate the processing of short-form applications. We encourage applicants filing both electronically and manually to submit this information using the following format. Exhibit A Applicant Identity and Ownership Information: 47 C.F.R.  1.2105(a)(2) and 24.813 require each applicant to fully disclose the real party or parties in interest in an exhibit to its FCC Form 175 application. Specifically, each applicant must report: (i) The name, address and citizenship of any person holding five percent or more of each class of stock, warrants, or options or debt securities, together with the amount and percentage held, and the name, address, citizenship and principal place of business of any person on whose account, if other than the holder, such interest is held. If any of these persons are related by blood or marriage, include such relationship in the statement. (ii) In the case of partnerships, the name, address and citizenship of each partner, and the share or interest participation in the partnership. This information must be provided for all partners, regardless of their respective ownership interests in the partnership. (iii) A list of the applicant's subsidiaries and affiliates (if any) that hold or are applicants for CMRS or PMRS licenses. Subsidiary means any business five percent or more of whose stock, warrants, options or debt securities are owned by the applicant or an officer, director, stockholder or key management personnel of the applicant. This list must include a description of each subsidiary's principal business and a description of each subsidiary's relationship to the applicant. Affiliate means any business which holds a five percent or more interest in the applicant, or any business in which a five percent or more interest is held by another company which holds a five percent interest in the applicant (e.g., Company A owns 5% of Company B and 5% of Company C; Companies B and C are affiliates). Exhibit B Agreements with Other Parties/Joint Bidding Arrangements: Applicants must attach an exhibit identifying all parties with whom they have entered into any agreements, arrangements or understandings which relate in any way to the licenses being auctioned, including any relating to the post-auction market structure. See 47 C.F.R.  1.2105(a)(2)(viii) and 24.714(b). Be aware that Certification 4 on FCC Form 175 represents that the applicant will not enter into any explicit or implicit agreements or understandings of any kind with parties not identified in the application regarding bid amounts, bidding strategies or the particular licenses the applicant will or will not bid on. See C.F.R.  1.2105(a)(2)(ix). To prevent collusion, the FCC's rules generally prohibit communications concerning bids, bidding strategies or settlements among applicants for the same license areas during the course of the auction. See 47 C.F.R.  1.2105(c). Exhibit C Status as an Eligible F-Block Applicant: Applicants applying to bid on any F-block licenses must attach an exhibit demonstrating eligibility as an entrepreneur under 47 C.F.R.  24.709 and 24.720. The information in this exhibit should demonstrate that the applicant is eligible to bid on F-block licenses, either because it satisfies the general rule set out in 47 C.F.R.  24.709(a) or because it satisfies an exception described in 47 C.F.R.  24.709(b). þ For an applicant claiming eligibility as an entrepreneur under the general rule, include: A certified statement that the applicant is eligible to bid on and obtain F-block licenses. The identity of each affiliate of the applicant, if not disclosed in Exhibit A. The gross revenues for the two preceding years and the total assets of the applicant (including affiliates), computed as prescribed by 47 C.F.R.  24.709. þ For an applicant claiming eligibility as a publicly traded corporation with widely dispersed voting power, include: A certified statement that the applicant is eligible to bid on and obtain F-block licenses, and that the applicant complies with the definition in 47 C.F.R.  24.720(m) of a publicly traded corporation with widely dispersed voting power. The identity of each affiliate of the applicant, if not disclosed in Exhibit A. The gross revenues for the two preceding years and the total assets of the applicant (including affiliates), computed as prescribed by 47 C.F.R.  24.709. þ For an applicant claiming eligibility using a control group structure, include: A certified statement that the applicant is eligible to bid on and obtain F-block licenses. The identity and citizenship of each member of the applicant's control group, and the percentage and type of interest held by each. The status of each control group member that is an institutional investor, an existing investor, and/or a member of the applicant's management. The identity of each affiliate of the applicant, and each affiliate of the individuals and entities identified in this exhibit (if not disclosed in Exhibit A). A certification that the applicant's sole control group member is a preexisting entity, if applicable. The gross revenues for the two preceding years and the total assets of the applicant (including affiliates), computed as prescribed by 47 C.F.R.  24.709. þ For an applicant claiming eligibility as a small business consortium, include the information described above for each member of the consortium. Exhibit D Information Required of Designated Entities: Applicants claiming status as a small business or rural telephone company must attach an exhibit regarding this status. þ Small business applicants must state the gross revenues for the preceding three years for the applicant (including affiliates), as prescribed by 47 C.F.R.  24.720(b), (f) and (l). þ Rural telephone company applicants must certify that they meet the definition set out in 47 C.F.R.  24.720(e), and must disclose all parties to agreement(s) to partition licenses won in this auction. See 47 C.F.R.  24.714(b)(1). Exhibit E Miscellaneous Information: Applicants wishing to submit additional information should include it in Exhibit E. Applicants are reminded that all information required in applications to participate in spectrum auctions is necessary to determine the applicants' qualifications, and as such will be available for public inspection. Required proprietary information may be redacted, or confidentiality may be requested, following the procedures set out in 47 C.F.R.  0.459. Any such requests must be submitted manually, even if the applicant chooses to file electronically, in which case the applicant must indicate in Exhibit E that it has filed a confidentiality request. Because the required information bears on applicants' qualifications, the FCC envisions that confidentiality requests will not be routinely granted. Waivers: Applicants requesting waiver of any rules must submit a statement of reasons sufficient to justify the waiver sought. See 47 C.F.R.  24.819. Cross-References: To ensure that the FCC considers all information submitted, manual filers must list the number of Forms 175-S and the number of supplemental exhibits at the end of Item 11 on FCC Form 175.