PUBLIC NOTICE Federal Communications Commission 1919 M St., N.W. Washington, D.C. 20554 DA 96-716 May 8, 1996 Entrepreneurs' C Block Auction Closes FCC ANNOUNCES WINNING BIDDERS IN THE AUCTION OF 493 LICENSES TO PROVIDE BROADBAND PCS IN BASIC TRADING AREAS: Auction Event No. 5 On May 6, 1996, the Federal Communications Commission completed its auction of 493 licenses to provide broadband Personal Communications Services (PCS) on the C block in the 2 GHz band, raising a net total of $10,216,596,324 for the U.S. Treasury. These licenses authorize service on 30 MHz of spectrum in 493 Basic Trading Areas (BTA) and BTA-like areas. Winning bidder information appears in the following attachments: Attachment A: Lists the winning bidders, the licenses won by each winning bidder and the net high winning bid amount. Attachment B: Lists the bidders who owe withdrawal payments and the amounts owed. This Public Notice provides winning bidders detailed information concerning down payments, bid withdrawal and default payments, FCC Form 600 filing requirements, requests for waiver, installment payments and licensing matters. Summary of important dates for winning bidders þ Down Payments A total down payment of ten percent (10%) is required from all winning bidders. The down payment due dates are as follows: Initial down payment of five percent (5%) of net winning bid due on or before Wednesday, May 15, 1996. Remaining down payment of five percent (5%) of net winning bid due within five (5) business days following the release of the Public Notice announcing that the Commission is prepared to award the license. þ FCC Form 600 ("long-form application") A winning bidder is required to file a long-form application for each license upon which it is a high bidder. All applications are due before 5:30 P.M. Eastern Daylight Savings Time (ET), Wednesday, May 22, 1996. Winning Bidders Owing Withdrawal Payments To prevent insincere bidding, the Commission adopted bid withdrawal payments for bidders who withdrew bids during the course of an auction. See Competitive Bidding Second Report and Order, 9 FCC Rcd 2348 (1994); see also 47 C.F.R.  90.805. We will calculate the bid withdrawal payment as either (1) the difference between the net withdrawn bid and the subsequent net winning bid, or (2) the difference between the gross withdrawn bid and the subsequent gross winning bid for that license, whichever is less. A list of winning bidders who owe withdrawal payments and the amounts due appear in Attachment B. Any withdrawal payments due will be subtracted from the winning bidders' upfront payments on deposit. If a winning bidder's upfront payment amount is insufficient to cover the withdrawal payment due, the winning bidder will be expected to deposit the difference due, in addition to the down payment discussed above, with Mellon Bank by the initial down payment deadline (May 15, 1996). If the upfront payment is larger than the withdrawal payment, any excess upfront payment funds will be credited toward the down payment. Bidder Default If a winning bidder fails to submit the required down payment(s) by Wednesday, May 15, 1996, the bidder will be deemed to have defaulted, its application will be dismissed, and it will be subject to the default payment specified in Sections 1.2104(g)(2) and 24.704(a)(2) of the Commission's rules. See 47 C.F.R.  1.2104(g)(2) and 24.704(a)(2); Public Notice,"Wireless Telecommunications Bureau Will Strictly Enforce Default Payment Rules," DA 96-481 (rel. April 4, 1996). Specifically, the defaulting bidder will be required to reimburse the Commission in the amount of the difference between its net winning bid and the amount of the winning bid the next time the license is offered, if the subsequent winning bid is lower. In addition, defaulting winning bidders will be subject to a default payment of three percent of the subsequent winning bid or three percent of the defaulting bid, whichever is less. Down Payments Each winning bidder must submit to Mellon Bank sufficient funds to bring its total deposits with the government (including upfront payment less any withdrawal or default payments) to five percent (5%) of the sum of its net winning bids by Wednesday, May 15, 1996. The remaining five percent (5%) of the down payment will be due within five (5) business days following the release of the Public Notice announcing that the Commission is prepared to award the license(s). All payments must be made in U.S. dollars, must be in the form of a wire transfer or cashier's check, and must be made payable to the "Federal Communications Commission" or "FCC." No personal checks or other forms of payment will be accepted. Down payments must be accompanied by a completed FCC Remittance Advice Form (FCC Form 159). To ensure proper processing, applicants must follow the instructions accompanying the FCC Form 159. ON THE FCC FORM 159, BIDDERS MUST USE THE SAME FCC ACCOUNT NUMBER ASSOCIATED WITH THEIR FCC FORM 175. Cashier's checks must be drawn on a financial institution whose deposits are insured by the Federal Deposit Insurance Corporation (FDIC). Payments by cashier's check must be received by 11:59 P.M. ET, May 15, 1996. Cashier's checks should be addressed to: Mellon Bank Attention: Auction No. 5 P.O. Box 358850 Pittsburgh, PA 15251-5850 If delivering an auction payment in person or by courier, the cashier's check and FCC Remittance Advice Form (FCC Form 159) must be delivered to: Mellon Bank Attention: Wholesale Lockbox Shift Supervisor 27th Floor (153-2713) 3 Mellon Bank Center 525 William Penn Way Pittsburgh, PA 15259-0001 (Note: Please indicate on the inside envelope "Lockbox No. 358850) Payments made by wire transfer must be received by 3 P.M. ET, Wednesday, May 15, 1996. Bidders making payments by wire transfer should allow sufficient time for the wire transfer to be initiated and for the transmission to be completed prior to the deadline. Bidders making payments by wire transfer must fax a completed FCC Form 159 to Mellon Bank at (412) 236-5702 at least one hour prior to placing the order for the wire transfer (but on the same business day). To submit funds by wire transfer, bidders will need the following information: ABA Routing Number: 043000261 Receiving Bank: Mellon Pittsburgh BNF: FCC/AC-9116106 OBI Field: (Skip one space between each information item) "AUCTIONPAY" FCC ACCOUNT NO. (SAME AS FCC FORM 159, BLOCK 1) PAYMENT TYPE CODE (enter "AWHD") FCC CODE 1 (enter "5") PAYOR NAME (SAME AS FCC FORM 159, BLOCK 3) LOCKBOX NO. 358850 Winning bidders must specify each license won as a separate item on FCC Form 159 (use continuation sheet FCC 159-C if necessary). BIDDERS MUST INCLUDE THE "License No." DESIGNATION(S) FOR EACH LICENSE (e.g., "PBB001C"; the license numbers are listed in the "Summary of Licenses to Be Auctioned" in the Supplemental Bidder Package) IN BLOCK 18 OF THE FCC FORM 159. Winning bidders of multiple licenses must calculate the down payment applicable to each license separately by applying a portion of its upfront payment to each of the licenses on a prorated basis. Questions concerning the calculation and submission of down payments should be directed to Regina Dorsey or William Koch at (202) 418-1995. Two examples of how the initial down payment is calculated are provided below. These examples provide an illustration of how upfront payments and withdrawal payments are applied when calculating the initial down payment. Total Down Payment of Ten Percent (10%): þ Initial Down Payment of five percent (5%) due by May 15, 1996. þ Remainder Down payment of five percent (5%) due within five (5) business days following the release of the Public Notice announcing that the Commission is prepared to award the license(s) (not illustrated below). Example 1: Upfront Payment Amount $3,000,000 Withdrawal Payment Amount $0 Amount of Upfront Payment to be Counted Towards Initial Down Payment $3,000,000 Net High Bid Amount Initial Down Payment Amount Due (5%) Pro Rata Share of Upfront Payment Amount of Upfront Payment Applied Balance of Initial Down Payment Due by May 15, 1996 Lic. A $20,000,000 $1,000,000 25% $750,000 $250,000 Lic. B $60,000,000 $3,000,000 75% $2,250,000 $750,000 Totals $80,000,000 $4,000,000 100% $3,000,000 $1,000,000 Example 2: Upfront Payment Amount $5,000,000 Withdrawal Payment Amount $500,000 Amount of Upfront Payment to be Counted Towards Initial Down Payment $4,500,000 Net High Bid Amount Initial Down Payment Amount (5%) Pro Rata Share of Upfront Payment Amount of Upfront Payment Applied Balance of Initial Down Payment Due by May 15, 1996 Lic. A $113,000,000 $5,650,000 36% $1,620,000 $4,030,000 Lic. B $95,000,000 $4,750,000 31% $1,395,000 $3,355,000 Lic. C $103,000,000 $5,150,000 33% $1,485,000 $3,665,000 Totals $311,000,000 $15,550,000 100% $4,500,000 $11,050,000 Refunds of Excessive Upfront Payments Upfront monies on deposit which are in excess of the required remaining down payment and withdrawal and default payment amounts will be refunded to the payor of record. Refunds will be processed promptly and automatically after the close of the auction. There is no action required on the payor's part to obtain a refund. Refund of Upfront Payments (for bidders who did not win any licenses) All applicants that submitted upfront payments but were not winning bidders for any licenses may be entitled to a refund of their upfront payments after the close of the auction. Any refund will be conditioned upon the existence of excess funds on deposit after the deduction of any applicable bid withdrawal payments. For information regarding refund of upfront payments please refer to page 41 of the Supplemental Bidder Package. Installment Payment Plan An auction installment payment plan package, along with the installment payment plan, will be mailed separately to each winning bidder after the licenses have been granted. FCC FORM 600: INSTRUCTIONS Electronic Filing Instructions Applicants for the C Block auctions are encouraged to file their FCC Form 600s electronically. For this auction, applicants who choose to file electronically are not required to provide a signed application or three microfiche copies of the original document. Detailed instructions for downloading the software necessary to file the Form 600 electronically are available in the Public Notice, "FCC Electronic Filing/Application Review Software for Personal Communications Services (PCS) Now Available" (rel. April 29, 1996). Electronic filers should file each exhibit to the FCC Form 600 Main Form separately. That is, electronic filers should label each ownership and eligibility exhibit (as described below) and upload it into the "Attachments" tab as a separate file. Information for Electronic Filers who were High Bidders in Multiple Markets Electronic filers applying for multiple markets are not required to submit applications for each market if all filing requirements associated with the application (the ownership worksheet, all ownership and eligibility attachments, waiver requests and divestiture plans) are identical except for the market designator and market name. Under these circumstances, applicants may submit one FCC Form 600 Main Form and Schedule A. On Schedule A, applicants must select one market designator (Item A2 on the Schedule A) and market name (Item A5) and file an additional exhibit under the "Attachment" tab labelled "Exhibit K: Market Designator" (see Section VIII, below) for the additional markets. This exhibit should contain all the additional market designators (other than the market designator already indicated in Item A2) that the application covers. EXAMPLE: A winning bidder for three markets (B232, Knoxville, TN; B229, Kingsport-Johnston City, TN-Bristol, VA/TN; and B295, Middlesboro-Harlan, KY) with identical required filings would insert one market designator in Item A2 (B232) and one market name in Item A5 (Knoxville, TN) and file the following data under Exhibit K: B229, B295. Winning bidders whose ownership, eligibility, waiver and divestiture filings are identical for some markets but differ for others may utilize this streamlined filing procedure only for those markets that have identical filing information. For those markets with unique filings, electronic filers must submit a separate application. Example: If an electronic filer wins eight markets but must file a divestiture plan for only one of the markets, the electronic filer must submit two separate applications. One application would cover the seven identical markets. Schedule A of this application would list one market designator in Item A2 and one market name in A5, and the application would include an Exhibit K listing the six additional market designators. A second application would cover the market requiring a divestiture plan. Schedule A would list the market designator and market name for this unique market and the application would include all of the required filings and the additional divestiture plan. Manual Filing Instructions Copies of the FCC Form 600 can be obtained by calling the Commission's Forms Distribution Center at 1-800-418-3676 (outside Washington, D.C.) or (202) 418-3676 (inside Washington, D.C.). Copies of the FCC Form 600 can also be obtained via the Internet and by Fax-On-Demand. If applicants have any questions concerning availability of the FCC Form 600, they should call the FCC Records Management Branch at 202-418-0210. Applicants must complete the FCC Form 600 Main Form and Schedule A and attach any exhibits. Manual filers are requested to submit a "clean" (i.e., without lines, markings, footnotes, tables, charts, etc.) original application which does not contain any information in spreadsheet format. Manual filers must mail or deliver the original application to: FCC Auction Processing Section 1270 Fairfield Road Gettysburg, PA 17325 Applications should not be filed with the Office of the Secretary in Washington, DC. Microfiche copies of manually filed FCC Form 600 are required for all submissions in excess of five pages in accordance with 47 C.F.R.  24.806(e). However, for this auction the FCC will allow the submission of a 3.5" diskette in lieu of the microfiche. These diskettes should contain all attachments and any other supporting documentation in separate ASCII text (.TXT) file formats. When converting word processing files to ASCII text format, formatting is often lost. For example, the conversion frequently results in the deletion of text in footnotes. Manual filers should review each exhibit file to ensure that the information contained in the exhibit is complete. Manual filers must submit a separate FCC Form 600 Main Form, Schedule A and required exhibit information for each market on which they are the high bidder. Failure to sign a manually-filed FCC Form 600 or submit the required exhibit information will result in dismissal of the application. Only original signatures will be accepted for manually-filed applications. FCC FORM 600: GENERAL REQUIREMENTS In addition to completing the FCC Form 600 -- either electronically or manually -- applicants are encouraged to use the format below in submitting the information required by our rules as exhibits. Although the suggested organizational approach is discretionary, submission of the materials in the manner described below should expedite the processing of the long-form applications. Applicants bear full responsibility for submission of timely and complete long-form (FCC Form 600) applications. Applicants should read the instructions on the FCC Form 600 carefully and should consult the rules to ensure that, aside from the materials described below, all the information that is required under our rules is included with their FCC Form 600. Incomplete or defective applications may be returned. See 47 C.F.R.  24.820. Each applicant is responsible for the continuing accuracy and completeness of information furnished in a pending application. See 47 C.F.R.  1.65. An applicant that fails to submit the required long-form application by Wednesday, May 22, 1996, and fails to establish good cause for any late-filed submissions shall be deemed to have defaulted and will be subject to the default payments set forth in Sections 1.2104 and 24.704 of the Commission's Rules. Applicants should be aware that all information required by the Commission's Rules in connection with 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 can be sought pursuant to Section 0.459 of the Commission's Rules, 47 C.F.R.  0.459. Applicants requesting confidential treatment for any information required as a condition to participate in the auction must follow the procedures set out in Section 0.459 of the Commission's Rules (47 CFR  0.459). Any such requests must be manually submitted, even if the winning bidder chooses to file electronically. If filing electronically, the winning bidder must indicate in an electronic exhibit (Exhibit I) that it has a confidentiality request on file. Because the required information bears on an applicant's qualifications, the Commission envisions that confidentiality requests will not be routinely granted. An applicant's request for confidentiality must include a demonstration that it would suffer substantial competitive harm from the public disclosure of the confidential information. Frivolous Pleadings Pursuant to 47 C.F.R.  1.52, the Commission reminds parties to our proceedings and their attorneys that the Commission intends to fully utilize its authority to discourage and deter the filing of frivolous pleadings. See Public Notice, "Commission Taking Tough Measures Against Frivolous Pleadings," FCC 96-42 (rel. February 9, 1996). ORGANIZATION OF EXHIBITS Main Form and Schedule Exhibits The FCC Form 600 Main Form should be completed in its entirety. However, filers only need to complete Items A1, A2, A3 and A5 on the Schedule A on the FCC Form 600 Main Form. On Schedule A, applicants should complete Item A1 ("Purpose of Filing") by entering "A", to request an initial authorization for a new system or station. Item A2 ("Market Designator") should be completed with the BTA number of the market. Item A3 ("Channel Block") should be completed with the letter "C", for the C Block. Finally, Item A5 ("Market Name") should be the market name (for electronic filers, Item A5 will be filled in automatically after Item A2 is completed). EXAMPLE: An applicant for the Milwaukee BTA would insert "B297" into Item A2 and "Milwaukee, WI" into Item A5. Applicants should ignore Items A4 ("Sub-Market Designator") and A6 through A12 ("Control Points" information). Any exhibits to be attached to an application in response to a question on the FCC Form 600 Main Form or on the Schedule A should be identified as specified in the instructions to the FCC Form 600. Please attach those exhibits immediately behind the FCC Form 600 and the Schedule A. Electronic filers should use the attachment icons provided within the electronic filing software to submit these attachments. Where there is a question on the FCC Form 600 requiring the filing of an exhibit, electronic filers should utilize the attachment icons provided next to the response to the question. Rule-related Exhibits Any exhibits to be attached to an application as a result of our rule requirements should follow any FCC Form 600 Main Form or Schedule A exhibits. Please order and identify these exhibits as indicated below. Also, as specified in the instructions to the FCC Form 600, each page of each exhibit must be identified with the number or letter of the exhibit, the number of the page of the exhibit, and the total number of pages of the exhibit. Electronic filers should use the Attachments tab for each of these exhibits. There should be a separate attachment file for each electronically-submitted exhibit. That is, electronic filers should label each ownership and eligibility exhibit (as described below) and upload it into the "Attachments" tab as a separate file. I. Applicant Identity and Ownership Information Background Section 24.813 of the Commission's rules, 47 C.F.R.  24.813, requires each applicant to make full and complete disclosure with regard to the real party or parties in interest and as to all matters required to be disclosed by the application form. Section 24.813 of the Commission's rules also requires information concerning interests of five percent or more held in businesses by an officer, director, attributable stockholder or key management personnel of the applicant. Applicants should be aware that the Commission amended its rules to (1) exempt from attribution certain insulated limited partnership interests held by institutional investors; and (2) increase from five to ten percent the level at which institutional investors' PCS license ownership interests will be attributed. See Memorandum Opinion and Order, GN Docket No. 90-314, 10 FCC Rcd 7893 (1995). Additionally, Section 24.813(a)(2) was modified to provide that only institutional investors holding interests of ten percent or more in the applicant have to disclose their holdings in the applicant. Also, in a separate Order released May 8, 1996, the Wireless Telecommunications Bureau waived the existing Section 24.813(a) disclosure requirements with respect to outside interests held by applicants or investors in businesses that are not land mobile services regulated as Commercial Mobile Radio Service (CMRS) and Private Mobile Radio Service (PMRS). See Order, Waiver of Certain Provision of Sections 24.720 and 24.813 of the Commission's Rules, DA 96-705 (rel. May 8, 1996). See also 47 C.F.R.  20.3 (defining CMRS and PMRS); Second Report and Order, GN Docket No. 93-252, 9 FCC Rcd 1411 (1994), erratum, Mimeo No. 92486 (Released March 30, 1994). Applicants should attach the information, certified as truthful, that is required pursuant to Section 24.813(a)(1)-(4) of the Commission's Rules, 47 C.F.R.  24.813(a)(1)-(4), concerning the identity of the applicant (i.e., real party or parties-in-interest) and ownership interests held in the applicant and in investors in the applicant. Please clearly label additional pages to indicate the Exhibit and Item number (See below) to which those pages relate. Electronic filers should complete the "ownership worksheet" provided with the electronic filing software to accurately describe key information about direct and indirect ownership. Ownership Exhibit A: Direct Owners First, attach and label as "Exhibit A: Ownership" a document or series of documents that identifies all persons or entities that directly hold a five percent or more interest in the applicant (except that institutional investors only need be listed when their direct interest in the applicant is 10 percent or more). For each five (or ten) percent interest holder listed, applicants should provide the following information: Item (1) Name and address: Identify the name and address of the interest holder in the applicant. If the interest holder is an individual, provide the name and address of that person, and indicate whether the interest holder is a partner, officer, director, or key manager (e.g, CEO, General Manager) of the applicant. If the interest holder is a corporation, provide the name and address of the corporate office and the name and title of an officer, director or authorized contact. If the interest holder is a partnership, provide the name and address of all partners, or the name, title and address of an authorized contact for the partnership. Item (2) Principal Business: Describe the interest holder's principal business. In particular, indicate whether its principal business gives rise to attributable interests in cellular, PCS or Specialized Mobile Radio licenses. Item (3) Relationship to Other Interest Holder: Indicate whether the interest holder is related to any other five percent interest holder by blood or marriage, and provide the name of the related interest holder. Item (4) Percentage Held: Specify the percentage interest held in the applicant based on any combined holdings. Item (5) Amount Held: Specify the amount held (e.g., number of shares of stock) for each type of interest specified. Item (6) Type of Interest Held: Indicate whether the interest held is in the form of stocks, bonds, warrants, partnership, etc. If interests are held in stock, specify the class of stock and any voting rights associated with the stock. If the interests are held in a partnership, indicate whether the interests are limited or general partnership interests. Item (7) Held on Behalf of: If an interest is held in trust, or on behalf of another person or entity, identify the party for whom the interest is held. Item (8) Outside Interests: List any outside business interests of five percent or more held by the interest holder if such interests are held in land mobile radio service providers (i.e., CMRS or PMRS providers). For any CMRS or PMRS businesses listed, describe their business relationship, if any, to the applicant. Institutional investors holding direct interests of 10 percent or more in the applicant must report outside interests of five percent or more in land mobile service providers. Item (9) Citizenship: Indicate whether the interest holder is a U.S citizen or U.S. corporation. If the interest holder is a partnership, indicate whether each partner is a U.S. citizen. Applicants should list all foreign partners regardless of whether they are general or limited partners, except that applicants need not list a limited partner: (1) whose level of ownership in the licensee does not exceed the level allowed by Section 310(b); and (2) who is "insulated" from the management and control of the partnership. See Wilner and Scheiner, 103 FCC 2d 511 (1985), recon. granted in part, 1 FCC Rcd 12 (1986); First Report and Order in GN Docket No. 93-252, 9 FCC Rcd 1056, 59 Fed. Reg. 1,285 (Jan. 10, 1994) at  9 and n. 13. See also Memorandum Opinion and Order, GN Docket No. 90-314, FCC 95-92 (Released March 3, 1995), 60 Fed. Reg. 13,915 (March 15, 1995) at  11. Also, if an interest holder is an alien, check your response to Items 29-33 on the main FCC Form 600. The level of alien ownership in an applicant can trigger the need to attach a separate exhibit explaining the nature and extent of alien or foreign ownership. See 47 U.S.C.  310(b)(3)-(4). If such an exhibit is needed, attach as part of the FCC Form 600 Main Form exhibits, and as indicated in the instructions to the FCC Form 600. Ownership Exhibit B: Indirect Owners Second, attach and label as "Exhibit B: Ownership" a document or series of documents that identifies all persons or entities that indirectly hold a five percent or more interest in the applicant (the threshold is 10 percent for institutional investors). For each person or entity listed, provide the same information listed in Items (1)-(10) above as is requested for direct interests, including a list of business interests in other CMRS or PMRS providers as specified in Item (9). In calculating the percentage of indirect ownership in Item (4), be sure to use a multiplier. See Further Order on Reconsideration, GN Docket No. 90-314, 9 FCC Rcd 4441 (1994), as modified in Memorandum Opinion and Order, GN Docket No. 90-314, 10 FCC Rcd 7893 (1995), 60 Fed. Reg. 13,915 (March 15, 1995). See also 47 C.F.R.  24.204 (d)(2)(viii). In addition, create a new Item (10) category -- Intervening Interests -- as further explained below. Item (10) Intervening Interests: Indirect interests also can be held through intervening corporations and other entities. For each indirect interest holder, specify the intervening corporations or other entities from which the indirect five percent interest (or 10 percent if an institutional investor) in the applicant is derived. Ownership Exhibit C Third, attach and label as "Exhibit C: Ownership" a list of partners, officers, directors and key management personnel of the applicant if not otherwise listed on Ownership Exhibit A. In addition, list outside business interests of five percent or more held by each officer, director, or key management person if such business interests are held in land mobile service providers (i.e., CMRS or PMRS providers). If any CMRS or PMRS businesses are listed, describe their business relationship, if any, to the applicant. Ownership Exhibit D Fourth, if the applicant is a partnership, attach and label as "Exhibit D: Ownership" a signed and dated copy of the partnership agreement. See 47 C.F.R.  24.813(a)(4). Proprietary information may be redacted, or confidentiality can be sought pursuant to Section 0.459 of the Commission's Rules, 47 C.F.R.  0.459 (see discussion of confidentiality requests under "FCC Form 600: General Requirements" section, above). Ancillary agreements to the partnership agreement need not be disclosed unless such disclosure is required elsewhere in our rules. Partnership agreements should be current and complete as of the application filing date. II. C Block Auction Applicant Eligibility Background Section 24.709 of the Commission's rules requires each applicant to demonstrate that it is eligible to participate as a qualified entrepreneur in the C block auction, either because it qualifies under the general rule set forth in 47 C.F.R.  24.709(a) or because it qualifies under an exception set forth in 47 C.F.R.  24.709(b). Entrepreneur Eligibility Exhibit E Attach and label as "Exhibit E: Eligibility" a document or series of documents that certifies as truthful the gross revenues and total assets of the applicant, its affiliates, persons or entities that hold attributable interests in the applicant and their affiliates, as specified in 47 C.F.R.  24.709(a). Identify the applicant's claimed eligibility status and provide the requisite information demonstrating such status as indicated in the following instructions. Eligibility Under the General Rule If applicants claimed to satisfy eligibility under the general rule pursuant to 47 C.F.R.  24.709(a) as entrepreneurs, they must submit the following information: Item (1) Identity of all affiliates: Identify the name of all affiliates of the applicant. An individual or entity is an affiliate of an applicant or of a person holding an attributable interest in an applicant if such individual or entity: (1) directly or indirectly controls or has power to control the applicant, (2) is directly or indirectly controlled by the applicant, or (3) is directly or indirectly controlled by a third party or parties that also controls or has the power to control the applicant, or (4) has an "identity in interest" with the applicant, e.g., spouse, kinship, stock ownership. See 47 C.F.R.  24.720(l). Item (2) Gross revenues and total assets: All applicants claiming status as an entrepreneur must submit gross revenue and total assets information. First, disclose separately and in the aggregate on Gross Revenue Exhibit E whether the applicant, together with its affiliates and persons or entities that hold attributable interests in the applicant and their affiliates, have gross revenues of less than $125 Million in each of the last two years and total assets under or equal to $500 Million at the time of the filing of the applicant's short-form application (FCC Form 175). Such an entity would measure its annual gross revenues for the calendar years 1992 and 1993, or for its two most recently completed fiscal years. See Sixth Report and Order, PP Docket No. 93-253, FCC 95-301, 60 Fed. Reg. 37786 (1995). Next, list the name(s) of all individuals and entities listed in Ownership Exhibits A and B and those entities' respective gross revenues for the preceding two years and total assets as of November 8, 1995, the filing date of the applicant's FCC Form 175. Therefore, for each applicant, affiliate, and investor with attributable interests, there should be a total of three figures -- gross revenues for years 1-2 and total assets as of November 6, 1995. We recognize that at the time this definition of gross assets was adopted, calendar year 1994 financial statements for most firms were not available yet. If our rule's distinction between calendar years and fiscal years results in undue hardship due to a company's particular accounting practices, we will entertain waiver requests to use either a calendar-year or a fiscal-year measurement of gross revenues to determine compliance with the financial caps. Also, in a separate Order released May 8, 1996, the Wireless Telecommunications Bureau waived the audited financial statements requirement of Sections 24.720(f) and 24.720(g) with respect to gross revenues and total assets. See Order, Waiver of Certain Provision of Sections 24.720 and 24.813 of the Commission's Rules, DA 96-705 (rel. May 8, 1996). Publicly Traded Corporation If applicants applied as a publicly traded corporation with widely dispersed voting power, they must submit the following information: Item (1) Certified statement: Submit a certified statement that such applicant is a business entity organized under the laws of the United States: (1) whose shares, debt, or other ownership interests are traded on an organized securities exchange within the United States, (2) in which no person owns more than 15 percent of the equity, or possesses directly or indirectly, through the ownership of voting securities, by contract or otherwise, the power to control the election of more than 15 percent of the members of the board of directors or other governing body of such publicly traded corporation, and (3) over which no person other than the management and members of the board of directors or other governing body of such publicly traded corporation, in their capacities as such, has de facto control. See 47 C.F.R.  24.720(m); 47 C.F.R.  24.709(c)(1)(i)(A). Person shall be defined as in section 13(d) of the Securities and Exchange Act of 1934, as amended (15 U.S.C. 78(m)), and shall also include investors that are commonly controlled under the indicia of control set forth in the definition of affiliate pursuant to Section 24.720(l) of the Commission's rules. Item (2) Identity of all affiliates: Identify the name of all affiliates of the applicant. An individual or entity is an affiliate of an applicant or of a person holding an attributable interest in an applicant if such individual or entity: (1) directly or indirectly controls or has power to control the applicant, (2) is directly or indirectly controlled by the applicant, or (3) is directly or indirectly controlled by a third party or parties that also controls or has the power to control the applicant, or (4) has an "identity in interest" with the applicant, e.g., spouse, kinship, stock ownership. See 47 C.F.R.  24.720(l). Item (3) Gross revenues: Compute and indicate gross revenues and total assets as per our instructions outlined in Item (2) of "Eligibility Under the General Rule" (above). However, the gross revenues and total assets of a person or entity that holds an interest in the applicant (or licensee), and its affiliates, shall not be considered. Control Group Structure If applicants applied as a control group structure, they must submit the following general information: Item (1) Identity of all affiliates: Identify the name of all affiliates of the applicant. An individual or entity is an affiliate of an applicant or of a person holding an attributable interest in an applicant if such individual or entity: (1) directly or indirectly controls or has power to control the applicant, (2) is directly or indirectly controlled by the applicant, or (3) is directly or indirectly controlled by a third party or parties that also controls or has the power to control the applicant, or (4) has an "identity in interest" with the applicant, e.g., spouse, kinship, stock ownership. See 47 C.F.R.  24.720(l). Item (2) Identity and Status of Control Group: Identify each member of the applicant's control group, regardless of the size of each member's total interest in the applicant, and the percentage and type of interest held. In addition, identify each control group member that is an institutional investor, an existing investor, and or a member of the applicant's management. See 47 C.F.R.  24.709(c)(1)(ii)(A) and (C); 47 C.F.R.  24.720. Item (3) Gross revenues: Compute and indicate gross revenues and total assets as per instructions outlined in Item (2) of "Eligibility Under the General Rule" (above). However, the gross revenues and total assets of a person or entity that holds an interest in the applicant (or licensee), and its affiliates, shall not be considered. Item (4) Certification: Submit a certification that the applicant's sole control group member is a pre-existing entity if the applicant is making that election pursuant to 47 C.F.R.  24.709(b)(5)(ii) or (b)(6)(ii). See also 47 C.F.R.  24.720. Small Business Consortia For those applicants that applied as small business consortia as defined in 47 C.F.R.  24.720(b)(3), the following information must be submitted for each small business. Item (1) Identity of all affiliates: Identify the name of all affiliates of the applicant. An individual or entity is an affiliate of an applicant or of a person holding an attributable interest in an applicant if such individual or entity: (1) directly or indirectly controls or has power to control the applicant, (2) is directly or indirectly controlled by the applicant, or (3) is directly or indirectly controlled by a third party or parties that also controls or has the power to control the applicant, or (4) has an "identity in interest" with the applicant, e.g., spouse, kinship, stock ownership. See 47 C.F.R.  24.720(l). Item (2) Identity and status of control group: Identify each member of the applicant's control group, regardless of the size of each member's total interest in the applicant, and the percentage and type of interest held. In addition, identify each control group member that is an institutional investor, an existing investor, and or a member of the applicant's management. See 47 C.F.R.  24.709(c)(1)(ii)(A) and (C); 47 C.F.R.  24.720. Item (3) Gross revenues: Compute and indicate gross revenues and total assets as per our instructions outlined in Item (2) of "Eligibility Under the General Rule" (above). However, for applicants who applied as small business consortia, the gross revenues and total assets of each small business shall not be aggregated. That is, each small business entity comprising the small business consortia must qualify and show gross revenues and total assets separately. Item (4) Certification: Submit a certification that the applicant's sole control group member is a pre-existing entity if the applicant is making that election pursuant to Sections 47 C.F.R.  24.709(b)(5)(ii) or (b)(6)(ii). See also 47 C.F.R.  24.720. III. Designated Entities Information Eligible applicants who qualify as either a small business or rural telephone company as specified in 47 C.F.R.  24.720 are required to make the following submissions. Designated Entities Exhibit F: Small Businesses and Rural Telephone Companies Applicants should attach and label as "Exhibit F: Designated Entities" information, certified as truthful, concerning the applicant's status as a small business or rural telephone company required pursuant to 47 C.F.R.  24.709. Applicants claiming status as a rural telephone company must certify that they meet the definition set forth in 47 C.F.R.  24.720(e). A rural telephone company is currently defined as those local exchange carriers having 100,000 or fewer access lines, including all affiliates. Applicants should note that the Commission has sought comment on whether this definition should be modified to be consistent with the definition of a rural telephone company found in the Telecommunications Act of 1996. See Notice of Proposed Rulemaking in WB Docket 96-59, FCC 96-119, 61 Fed. Reg 13133 (rel. March 20, 1996) at 52, citing the Telecommunications Act of 1996, Pub.L.No. 104-104, 3(a)(47), 110 Stat. 56 (1996) Applicants claiming status as a small business must compute gross revenues in accordance with 47 C.F.R.  24.720(b)(1) to demonstrate status as a small business under our rules. A small business is an entity that, together with its affiliates and persons or entities that hold interests in such entity and their affiliates, has average annual gross revenues that are not more than $40 million for the preceding three years. Gross revenues for each year should be separately identified and followed by the computed average total gross revenues over those years. For purposes of determining whether an entity meets $40 million average annual gross revenues size, the gross revenues of the entity, its affiliates, persons or entities holding interests in the entity and their affiliates shall be considered on a cumulative basis and aggregated, subject to the exception set forth in Section 24.709(b). The status of the applicant as a minority-owned or women-owned business also is requested but for statistical purposes only. IV. Joint Venture Agreements/Bidding Consortia Agreements Exhibit G Applicants should attach and label as "Exhibit G: Agreements" a detailed explanation of the terms and conditions and parties involved in any bidding consortia, joint venture, partnerships or other agreement or arrangement into which the applicant has entered relating to the competitive bidding process prior to the time the bidding was completed. To comply with this requirement, applicants can either submit the agreements themselves, or can submit a detailed description of those agreements with proprietary information excluded. If applicants choose to submit the agreements, they can redact proprietary information or can seek confidentiality for those documents pursuant to Section 0.459 of the Commission's Rules (see discussion of confidentiality requests under "FCC Form 600: General Requirements" section, above). V. Certifications Certifications Exhibit H Applicants should attach and label as "Exhibit H: Certifications" a statement that certifies that the applicant is in compliance with the PCS-cellular cross-ownership limit (47 C.F.R.  24.204) and the PCS-to-PCS spectrum cap (47 C.F.R.  24.229(c)). Each applicant must certify on the FCC Form 600 Main Form whether it is in compliance with the CMRS spectrum aggregation limit (47 C.F.R.  20.6), so no additional statement is required to certify compliance with this rule. In making the certifications, applicants are reminded to consider not only ownership interests, but also any management or joint marketing agreements that are relevant to determining attribution in the applicant pursuant to Section 20.6(d)(2)(ix)-(x) of the Commission's rules. Only such agreements having the potential to significantly influence the nature or types of services offered by the applicant, the terms upon which services are offered, or the prices charged for services are attributable. See 47 C.F.R.  20.6(d)(2)(ix)-(x) VI. Confidentiality Requests Applicants should attach and label as "Exhibit I: Confidentiality Requests" a statement which discloses whether the applicant has sought confidential treatment of any information pursuant to Section 0.459 of the Commission's rules (see discussion of confidentiality requests under "FCC Form 600: General Requirements" section, above). VII. Agreements and Other Instruments Applicants should attach and label as "Exhibit J: Agreements and Other Instruments" an exhibit listing and summarizing all agreements or other instruments (with appropriate references to specific provisions in the text of such agreements and instruments) that support the applicant's eligibility for a license for the C block and its eligibility under 47 C.F.R.  24.711, 24.712, 24.714, and 24.720, including the establishment of de facto and de jure control. Such agreements and instruments include articles of incorporation and bylaws, shareholder agreements, voting or other trust agreements, partnership agreements, management agreements, joint marketing agreements, franchise agreements, and any other relevant agreements (including letters of intent), oral or written. See 47 C.F.R.  24.709(c)(2)(ii); Public Notice, "C Block Bidders Reminded to Consider Distinctions Between Debt and Equity For Foreign Ownership and Broadband PCS Auction Rules" (rel. April 15, 1996). Applicants must also list and summarize in Exhibit J any investor protection agreements and identify specifically any such provisions in those agreements identified pursuant to Section 24.709(c)(2)(ii) of the Commission's rules, including rights of first refusal, supermajority clauses, options, veto rights, and rights to hire and fire employees and to appoint members to boards of directors or management committees. See 47 C.F.R.  24.709(c)(2)(iii). VIII. Market Designator Only electronic filers submitting single applications for multiple markets should attach and label as "Exhibit K: Market Designator" a list of the additional market designators (other than the market already listed in Schedule A) that the single application covers. This exhibit should not include the market name(s) associated with the market designator(s) listed in Exhibit K. IX. Waivers/Divestiture Plans Waivers In the event a winning bidder wishes to file a request for waiver, all such requests should be filed with the associated application. Winning bidders filing electronically should submit waiver requests using the Waiver tab. Manual filers should attach a copy of any waiver requests at the end of their FCC Form 600. Waiver requests filed after the submission of the FCC Form 600 may result in a delay of the processing of the application. If a request for waiver is not filed with the FCC Form 600, such request must reference the associated application. Divestiture Plans If an applicant is unable to certify to compliance with the CMRS spectrum aggregation limit (47 C.F.R.  20.6), the PCS-cellular cross-ownership limit (47 C.F.R.  24.204), or the PCS-to-PCS spectrum cap (47 C.F.R.  24.229(c)), it should attach a signed statement that describes the applicant's efforts to date and future plans to come into compliance with the rules through divestiture of prohibited properties. See 47 C.F.R.  20.6(e)-(f), 24.204(f)(2) and 24.229(c). The statement must indicate that sufficient properties will be divested within 90 days of license grant to meet our requirements. See 47 C.F.R.  24.833. If divestiture is required, the Commission will condition grant of the application on the licensee coming into compliance with our requirements. For purposes of satisfying the above signature requirement, the typed name of either the applicant or the applicant's authorized representative will suffice. For electronic filers, all divestiture requests should be submitted utilizing the area designated for Divestiture. This area can be accessed by selecting the Divestiture tab of the electronic filing software. For further information, contact: News Media: Kara Palamaras at (202) 418-0654 Office of the Managing Director: Regina Dorsey at (202) 418-1995 Wireless Telecommunications Bureau, Auctions: Louis Sigalos, Sue McNeil or Jamie Hedlund at (202) 418-0660 Wireless Telecommunications Bureau, Commercial Wireless: Rita Cookmeyer, Irene Longin, or Thomas Dombrowsky at (202) 418-0620.