VIA HAND DELIVERY Mary Jo Kunkle Executive Secretary Michigan Public Service Commission 6545 Mercantile Way Lansing, MI 48911 RE: MPSC Case No. U-14303, U-14305 & U-14327 Dear Ms. Kunkle: Enclosed for filing in the above captioned matter are three originals and four copies of Additional Comments of XO Communications, Inc, Talk America Inc., TDS Metrocom, LLC, Telnet Worldwide, Inc., Quick Communications, Inc., d/b/a Quick Connect USA, Superior Technologies, Inc, d/b/a Superior Spectrum, Inc., CMC Telecom, Inc; Grid4 Communications, Inc., JAS Networks, Inc., and CTS Communications Corporation with Proof of Service for same. Thank you for your assistance in this regard. Should you have any questions, please feel free to contact my office.

Very truly yours,

FRASER TREBILCOCK DAVIS & DUNLAP, P.C.

Michael S. Ashton MSA/csp Encl. cc: Parties of Record

FRASER TREBILCOCK DAVIS & DUNLAP, P.C. LAWYERS

124 WEST ALLEGAN STREET, STE. 1000

LANSING, MICHIGAN 48933 TELEPHONE (517) 482-5800

FACSIMILE (517) 482-0887

WEBSITE WWW.FRASERLAWFIRM.COM

Writer’s Direct Dial: (517)377-0875

February 24, 2005

Peter L. Dunlap+ Douglas J. Austin Michael E. Cavanaugh John J. Loose David E.S. Marvin

Stephen L. Burlingame Darrell A. Lindman Iris K. Linder Gary C. Rogers Mark A. Bush Michael H. Perry Brandon W. Zuk David D. Waddell Michael C. Levine Thomas J. Waters Mark R. Fox*

Michael S. Ashton H. Kirby Albright

Detroit Office Telephone (313) 237-7300 Facsimile: (313) 961-1651

____

Archie C. Fraser

(1902-1998) Everett R. Trebilcock

(1918-2002) ____

Of Counsel

James R. Davis Donald A. Hines

Ronald R. Pentecost

○Retired Circuit Judge *Also Licensed in Florida

+Also Licensed in Colorado Also Licensed in District of Columbia ΠAlso Certified Public Accountant

Graham K. Crabtree Michael P. Donnelly Edward J. CastellaniΠ Nan Elizabeth Casey Peter D. Houk○ Jonathan E. Raven Thaddeus E. Morgan Anne W. Bagno Anita G. Fox Christopher R. Royce Scott D. Stoner Elizabeth H. Latchana Brian P. Morley John D. Miller Amy S. Brugam Ryan K. Kauffman Joshua S. Smith David E. Tanay

STATE OF MICHIGAN

BEFORE THE MICHIGAN PUBLIC SERVICE COMMISSION

In the matter of the application of competitive ) local exchange carriers to initiate a Commission ) investigation of issues related to the obligation ) of incumbent local exchange carriers in ) Michigan to maintain terms and conditions ) Case No. U-14303 for access to unbundled network elements ) or other facilities used to provision ) basic local exchange and other ) telecommunications services in ) tariffs and interconnection agreements ) approved by the Michigan Public Service ) Commission, pursuant to the Michigan ) Telecommunications Act, the ) Telecommunications Act of 1996, and other ) relevant authority. ) __________________________________________) In the matter of the application of SBC Michigan ) for a consolidated change of law proceeding to ) conform 251/252 interconnection agreements to ) Case No. U-14305 governing law pursuant to Section 252 of the ) Communications Act of 1934, as amended. ) __________________________________________) In the matter of the application of Verizon ) North inc. and Contel of the South, ) Inc., d/b/a Verizon North Systems, for a ) Case No. U-14327 consolidated change-of-law proceeding to conform ) interconnection agreements to governing law. ) __________________________________________)

ADDITIONAL COMMENTS OF

XO COMMUNICATIONS, INC, TALK AMERICA INC., TDS METROCOM, LLC, TELNET WORLDWIDE, INC., QUICK COMMUNICATIONS, INC., D/B/A QUICK

CONNECT USA, SUPERIOR TECHNOLOGIES, INC, D/B/A SUPERIOR SPECTRUM, INC., CMC TELECOM, INC; GRID4 COMMUNICATIONS, INC., JAS NETWORKS,

INC., AND CTS COMMUNICATIONS CORPORATION

1

I. INTRODUCTION On February 4, 2005, the Federal Communications Commission ("FCC") in response to

the USTA II1 decision released its Order on Remand ("Triennial Review Remand Order" or

"TRRO"), which established the network unbundling obligations of incumbent local exchange

carriers ("ILECs") as required by Section 251 of the federal Telecommunications Act of 1996.

On February 10, 2005, the Michigan Public Service Commission (the "Commission") issued an

Order and Notice of Additional Opportunity to Comment stating that the new FCC rules would

appear to have a significant impact on the outcome of this proceeding and, thus, provided all

interested persons an additional opportunity to submit comments and reply comments. The

Commission set the date for comments to be filed on February 24, 2005, and reply comments to

be filed on March 4, 2005.

These competitive local exchange carriers ("CLEC") file these initial comments

regarding the impacts of the FCC's Triennial Review Remand Order on this proceeding and the

necessary actions for this Commission to undertake to ensure the proper implementation of the

Triennial Review Remand Order. As mandated by the Triennial Review Remand Order, the

implementation of the FCC’s new rules is to occur through the negotiation process set forth in

Section 252 of the Act. (TRRO, at paragraph 233.) The Triennial Review Remand Order

unequivocally states that ILECs and CLECs “must negotiate in good faith regarding any rates,

terms and conditions necessary to implement [the FCC] rule changes.” (Id.) Thus, the

established mechanism for implementing the FCC’s new rules is through the negotiation process

set forth in Section 252.

1 United States Telcom Assn. v. FCC, 359 F.3d 554 (D.C. Cir. 2004).

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The FCC also recognized that state commissions would play an important role to monitor

these negotiations and potentially resolve disputes which may arise. This Commission's critical

role is to ensure that, consistent with the obligations in their existing interconnection agreements,

ILECs and CLECs negotiate in good faith and without undue delay “any rates, terms and

conditions necessary to implement [the FCC] rule changes.” (Id.) These CLECs recommend that

the Commission follow the process set forth below to ensure good faith negotiations and timely

resolution of disputes pursuant to Section 252.

To further ensure that parties fulfill their obligations to negotiate in good faith, this

Commission should take prompt action to prevent any party from unilaterally imposing their

own interpretation of the FCC's Triennial Review Remand Order. Through a series of

Accessible Letters and without undertaking the required negotiations with any CLEC, SBC

Michigan has stated its intention to eliminate the provision of certain unbundled network

elements ("UNEs") and impose its own version of the FCC’s transition requirements as early as

March 11, 2005. SBC’s unilateral approach directly contradicts the FCC’s requirement to

negotiate in good faith and other federal and state law. As a result, this Commission should take

all necessary actions to prevent SBC from taking such unlawful unilateral action.

II. THE COMMISSION'S ROLE IN IMPLEMENTING THE TRRO

A. ILECs and CLECs Must Negotiate in Good Faith and Without Undue Delay

Pursuant to paragraphs 233 of the TRRO, the FCC placed the primary responsibility and

obligation to implement any necessary changes resulting from the TRRO on the ILECs and the

CLECs by mandating that they negotiate in good faith pursuant to Section 252. The FCC plainly

stated:

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We expect that incumbent LECs and competing carriers will implement the Commission’s findings as directed by section 252 of the Act. Thus, carriers must implement changes to their interconnection agreements consistent with our conclusions in this Order. We note that the failure of an incumbent LEC or a competitive LEC to negotiate in good faith under section 251(c)(1) of the Act and our implementing rules may subject that party to enforcement action. Thus, the incumbent LEC and competitive LEC must negotiate in good faith regarding any rates, terms, and conditions necessary to implement our rule changes. We expect that parties to the negotiating process will not unreasonably delay implementation of the conclusions adopted in this Order. We encourage the state commissions to monitor this area closely to ensure that parties do not engage in unnecessary delay. (TRRO, at paragraph 233; emphasis added.)

The responsibility for implementing any changes due to the FCC's new rules is placed upon the

industry participants, who have been mandated to negotiate in good faith any necessary changes

to their interconnection agreements without undue delay. CLECs are willing to negotiate in

good-faith and without undue delay. For limited example, attached are letters from various

CLECs to SBC requesting negotiations pursuant to Section 252 of the federal Act. (Attachment

A.)

With respect to these negotiations, the FCC recognized an important role for state

commissions. The FCC encouraged state commissions to monitor closely these negotiations. In

adopting this role, this Commission should ensure that (1) the parties dedicate appropriate

resources and persons with authority to negotiate; (2) the parties engage in actual good-faith

negotiations; and (3) neither ILECs nor CLECs impose unnecessary delays in the process. If

procedural disputes arise, then the Commission should first use its resources to informally

resolve those disputes. Then, if disputes are unable to be resolved informally, the Commission

should formally resolve such procedural disputes. In fulfilling this role, the Commission could

use this proceeding or another proceeding to monitor and resolve procedural disputes involving

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the actual negotiation process. In doing so, the Commission would ensure that the parties

actually engage in the mandated negotiations and that neither ILECs nor CLECs impose any

unnecessary delays in the negotiation process.

One manner in which the Commission may avoid undue delays in the negotiation process

is to require SBC to disclose the underlying data that supports its claims for the non-impaired

wire centers located in Michigan. By letter to the FCC on February 18, 2005, SBC disclosed

those wire centers that SBC believed meet the various non-impairment tests set forth in the

TRRO. While disclosure of this list was an important first step, the underlying data relied upon

by SBC in making these determinations were not made available. In order to facilitate good-faith

negotiations without unnecessary delay, this Commission should require SBC to produce the

underlying data used by SBC to reach its determinations. In doing so, all parties can determine

which wire centers meet the various impairment tests set forth in the TRRO and this should speed

the negotiations. To the extent the information relied upon by SBC is confidential information,

the data could be produced in this proceeding pursuant to a protective order.

The disclosure of data is important so that CLECs are able to determine how SBC

reached its conclusions. For example, with respect to the FCC’s non-impairment tests it would be

inappropriate for SBC to consider AT&T as being “unaffiliated” in determining the number of

unaffiliated fiber-based collocators in each wire center. On January 31, 2005, SBC’s and

AT&T’s boards of directors approved SBC’s acquisition of AT&T. The January 31, 2005, SEC

8-K filing by AT&T plainly states “AT&T Corp. ("AT&T") and SBC Communications Inc.

("SBC") have announced that they have entered into an agreement for SBC to acquire AT&T.”

As a result, discovery is necessary to insure that SBC did not count AT&T as an unaffiliated

fiber-based collocator in applying the non-impairment tests. If SBC did include AT&T as an

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unaffiliated fiber-based collocator, then this Commission should make clear in this or another

appropriate proceeding that AT&T should not be counted as an “unaffiliated fiber-based

collocator” under the FCC’s non-impairment tests.

B. Review of Amendments Reached Through Negotiation

To the extent that the parties are able to reach negotiated amendments to their

interconnection agreements, the Commission's role would be to review those amendments

pursuant to Section 252(e). A negotiated amendment should be approved if it meets the

requirements of Sections 251 and 252(d), does not discriminate against non-parties to the

amendment and the implementation of the amendment “is not inconsistent with the public

interest, convenience, and necessity.” (Section 252(e)(2).) With respect to negotiated

amendments, this would conclude the Commission’s involvement.

C. To Extent Impasse is Reached, the Commission Should Ensure Resolution of the Disputes Consistent with the Change of Law and Dispute Resolution Provisions set forth in the Parties’ Interconnection Agreements

To the extent that parties reach impasse in their good faith negotiations, it is important for

the Commission to ensure that the disputes are timely decided in a manner consistent with the

change of law and dispute resolution mechanisms set forth in the parties' existing interconnection

agreements. The TRRO, requires “that incumbent LECs and competing carriers will implement

the [FCC’s] findings as directed by section 252 of the Act.” (Id. at paragraph 233.) This requires

resolving disputes over implementing changes to the interconnection agreements consistent with

the interconnection agreements. First, the parties must negotiate in good faith the impact of the

new FCC rules. To the extent an impasse is reached, then the parties should invoke the dispute

resolution mechanisms as set forth in their interconnection agreements. This would typically

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require parties to seek resolution of the disputes either before the Commission or before a neutral

third person selected by the parties.

To conserve Commission resources and ensure timely resolution of the disputed issues,

this Commission may wish to consider resolving all issues upon which impasse has been reached

in the various negotiations in a consolidated proceeding. Because there would likely be a

commonality of issues, a consolidated proceeding may conserve the resources of the

Commission while assuring that all parties are timely heard with respect to their unresolved

issues. In the consolidated proceeding, the Commission could still impose its “baseball style”

arbitration rules, require the parties to file their last best offer on a given issue and establish a

deadline for parties to present all evidence on which they intend to rely. Through this process

the Commission may timely resolve disputes and allow for amendments to the interconnection

agreements consistent with the TRRO and the parties’ interconnection agreements.

D. The Commission Must Ensure Parties do not Take Unlawful Unilateral Actions

In order to ensure good faith negotiations, the Commission should take immediate steps

to prevent parties from taking unilateral action based on their own interpretations of the new

FCC rules. Despite the FCC's mandate that parties negotiate in good faith regarding the

implementation of its new rules, SBC has taken an entirely unilateral approach. As evidenced by

six Accessible Letters, issued February 11, 2005, SBC seeks to eliminate the availability of

UNEs and impose its own transition process. Effective March 11, 2005, SBC states as follows:

• In Accessible Letter CLECAMO5-037, SBC announced that, in Michigan and other states, SBC has notified “or soon will be notifying the respective state regulatory commissions that [SBC] will be withdrawing its state UNE tariffs in the near future.”

• In Accessible Letter CLECALL05-016, SBC announced that UNE-P CLECS who wished to continue ordering new mass market local switch

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port with loop combinations would need to agree to substantial price increase for their existing embedded UNE-P customer base.

• In Accessible Letter CLECALL05-017, SBC states it “will no longer provision New, Migration or Move Local Service Requests (LSRs) for . . . UNE-P.”

• In Accessible Letter CLECALL05-018 again states that “[a]ny New, Migration or Move LSRs for . . .UNE-P on or after the effective date of the TRO Remand Order will be rejected.”

• In Accessible Letter CLECALL05-019 states that “SBC and other ILEC are not required to provide access to Dark Fiber Loops . . .” and “SBC and other ILECs are not required to provide access to DS1/DS3 Loops or Transport or Dark Fiber Transport on an unbundled basis to requesting telecommunication carriers under certain circumstances.” SBC then states it “will no longer provision New, Migration or Move Local Service Requests (LSRs) for affected elements.” SBC further advises that its elimination of the “affected elements is operative notwithstanding interconnection agreements or applicable tariffs." (Emphasis added.)

• In Accessible Letter CLECALL05-020, SBC again states that "SBC will no longer accept, New, Migration or Move LSRs for unbundled high-capacity loops or transport, . . . and such orders will be rejected." In addition SBC states “Your embedded base of the affected high-capacity loops or transport elements will be treated as is more specifically set forth in the attachments to this Letter . . .” (SBC’s Accessible Letters are Attachment B to these comments.)2

Despite the FCC's mandate that the parties negotiate in good faith the amendments to

their interconnection agreements to implement any rates, terms, and conditions necessary to

implement the FCC’s rule changes, SBC has not even feigned an intent to negotiate. In the

ultimate disregard for the FCC’s mandate to negotiate, SBC has embarked on unilateral action.

2 Similarly, Verizon has proposed to take unilateral action as of March 11, 2005. In Verizon’s February 10, 2005 letter it states “as of March 11, 2005, CLECs are not permitted to add new facilities or arrangements under Section 251(c)(3) of the Act . . ..” (Verizon’s letter is Attachment C.) Verizon’s letter further states that “Verizon hereby provides formal notice that in accordance with the FCC’s mandatory transition plan, CLECs may not submit orders for completion on or after March 11, 2005 if such orders are for new facilities or arrangements . . .” Like SBC, Verizon has taken unilateral action to impose its own interpretation of the TRRO without any regard to the FCC’s mandate to negotiate pursuant to Section 252 of the federal Act.

8

SBC’s threatened unilateral actions set forth in its Accessible Letters are inconsistent with the

process set forth in the TRRO and conflict with SBC’s other obligations imposed by both federal

and state law. As a result, the Commission should take immediate action and prevent SBC from

unilaterally modifying its existing tariffs or interconnection agreements and require SBC to

comply with its obligations under those tariffs and interconnection agreements until and unless

the tariffs and interconnection agreements are lawfully amended.

1. SBC’s Unilateral Action Violates the Process Established by the TRRO

The Triennial Review Remand Order makes clear the FCC's requirement that ILECs and

CLECs negotiate in good faith any changes required to their interconnection agreements due to

its new rules. SBC’s announced intention to take unilateral action directly conflicts with

Triennial Review Remand Order which states:

We expect that incumbent LECs and competing carriers will implement the Commission’s findings as directed by section 252 of the Act. Thus, carriers must implement changes to their interconnection agreements consistent with our conclusions in this Order. . . . Thus, the incumbent LEC and competitive LEC must negotiate in good faith regarding any rates, terms, and conditions necessary to implement our rule changes. We expect that parties to the negotiating process will not unreasonably delay implementation of the conclusions adopted in this Order. (TRRO, at paragraph 233; emphasis added.)

The FCC’s Triennial Review Remand Order could not make clearer the parties’ obligation to

negotiate amendments to their interconnection agreements to effectuate the FCC’s new rules.

In fact, far from being self-effectuating the FCC’s Triennial Review Remand Order made

clear that the transition period would include negotiating amendments pursuant to the change of

law provisions in existing interconnection agreements. With respect to unbundled dedicated

transport and high-capacity loops, the FCC stated:

9

Consequently, carriers have twelve months from the effective date of this Order to modify their interconnection agreements, including completing any change of law processes. At the end of the twelve-month period, requesting carriers must transition the affected [elements] to alternative facilities or arrangements. (TRRO at paragraphs 143 and 196; emphasis added.)

Similarly, the FCC stated that the transition process set forth in the TRRO was not an exclusive

process and that the actual transition process was subject to the parties’ good-faith negotiations.

The FCC stated:

Of course, the transition mechanism adopted here is simply a default process, and pursuant to section 252(a)(1), carriers remain free to negotiate alternative arrangements superseding this transition period. (TRRO at paragraphs 145 and 198; emphasis added.)

Thus, the FCC mandated that the implementation of its new rules occur through the Section 252

process with the parties negotiating any necessary amendments to their interconnection

agreements consistent with the change of law provisions within those agreements. SBC’s

declared unilateral action clearly violates this FCC mandate. As a result, this Commission should

immediately prevent SBC from unilaterally implementing its own interpretation of the TRRO and

instead require SBC to negotiate any modifications required by the new FCC rules as mandated

by the FCC’s TRRO.

2. SBC's Accessible Letters Violate the Commission's Process for Modifying Interconnection Agreements and Tariffs

In addition to ignoring the requirements imposed by the FCC, SBC's announced threat to

unilaterally eliminate its wholesale tariffs and ignore its obligations set forth in its

interconnection agreements directly conflicts with past orders of this Commission. For example,

the very issue of whether SBC was entitled to unilaterally modify its wholesale tariffs or it

obligations under it interconnection agreements was specifically addressed and rejected by this

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Commission in Case No. U-12320. In that case, SBC asserted the right to unilaterally eliminate

or modify its UNE combination tariffs for UNE-P and EELs. This Commission flatly rejected

SBC's argument and stated:

The Commission can agree in principle with Ameritech Michigan’s argument that changes in laws and regulations should be reflected in tariffs and interconnection agreements. The Commission cannot agree with Ameritech Michigan’s apparent position that it alone should decide when the law has changed and when and how that change should be reflected in its tariffs and interconnection agreements. Ameritech Michigan comes close to arguing that the Commission cannot restrict in any manner its right to change the availability and pricing of UNE combinations. Whether intended or not, Ameritech Michigan seems to be arguing, among other things, that it can change UNE combination prices regardless of whether the Commission has approved new cost studies and that it can change the availability of UNE combinations regardless of whether it is correct that the law has changed or is correct about how the change should be implemented. It is one thing to argue that a CLEC cannot refuse to negotiate provisions governing how changes in laws and regulations will be reflected in the agreement. It is quite another to argue that a CLEC must accept tariffs and a Michigan-specific amendment, which are not subject to negotiation, that permit Ameritech Michigan alone to decide when and how changes should be implemented. (November 7, 2002 Opinion and Order Case No U-12320, at page 6; emphasis added.)

This Commission has already considered and explicitly rejected any notion that SBC is entitled

to unilaterally change its wholesale tariffs and interconnection agreements.

The Commission also recently required SBC and Verizon to comply with the existing

change of law provisions in their interconnection agreements before altering their obligations

under those agreements. In In the Matter of a Request for Declaratory Ruling, or in the

Alternative, Complaint of Comptel/Ascent Alliance, et al., Case No. U-14139, the Commission

ordered:

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SBC Michigan and Verizon North Incorporated., and Contel of the South, Inc., d/b/a Verizon North Systems shall honor their commitment to continue the status quo with respect to providing unbundled network elements and the unbundled network element platform to competitive local exchange companies with which either has approved interconnection agreements, until the parties have appropriately amended their interconnection agreements or the Commission orders otherwise. (June 3, 2004 Opinion and Order in Case U-14139 at page 6; emphasis added.)

This Commission has already ordered SBC and Verizon to honor their interconnection

agreements until those agreements are appropriately modified. SBC’s threatened actions in its

Accessible Letters directly conflict with this Commission’s past order.

The TRRO establishes a specific process to implement “any rates, terms, and conditions

necessary to implement our rule changes” and that process is through negotiations. Likewise, this

Commission has rejected any notion that SBC is entitled to unilaterally alter its obligations under

existing tariffs or interconnection agreements. SBC must engage in the lawful processes

established by the FCC and this Commission without unilaterally altering its obligations. With

respect to the obligations established through its interconnection agreements, SBC must engage

in negotiations. With respect to altering its wholesale tariffs, SBC must engage in the process

established by the Commission in U-12320 which is described below.

With respect to changing its wholesale tariffs, this Commission in Case U-12320 created

a specific process to be followed by SBC. There, the Commission stated:

Further, before Ameritech Michigan may limit or withdraw the availability of any combination, including the UNE-P, to any provider, it must comply with this process. As Z-Tel proposed, this includes any proposal to limit or withdraw the availability of the UNE-P to providers seeking to serve any customers or class of customers based on the geographic location served or number of customer lines used. It must provide 30 days’ notice of any proposed change to all CLECs that are purchasing UNE combinations. The CLECs will have two weeks to file objections

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with the Commission. If the Commission concludes, on its own motion or on the basis of the objections, that the change should not take effect without further proceedings, it will issue an order commencing a proceeding, and Ameritech Michigan may not implement the change until the Commission orders otherwise. In the absence of an order commencing a proceeding (either a collaborative discussion or contested case) within that period, Ameritech Michigan may implement the change at the conclusion of the notice period. (Id., at page 7; emphasis added.)

Before SBC is allowed to change its wholesale tariffs, the Commission should require SBC to

undertake the above process.

SBC’s efforts to eliminate its UNE tariffs is no small matter and will have a direct and

negative impact on CLECs’ rights under their existing interconnection agreements. Most, if not

all, CLECs have obtained the right through their interconnection agreements negotiated with

SBC to obtain UNEs through SBC’s tariffs. For a limited example, MCI's interconnection

agreement states:

54 PURCHASING FROM TARIFFS If SBC Michigan has approved tariffs on file for interconnection or wholesale services, MCIm may purchase services from SBC Michigan from this interconnection agreement, the approved tariffs, or both in MCIm’s sole discretion. MCIm shall notify SBC Michigan when MCIm is ordering from the tariff, otherwise the contract rates, terms and conditions will apply.

Similarly, AT&T's interconnection agreement provides:

29.2 Tariffs. The Parties agree that the rates, terms and conditions of this Agreement will not be superseded by the rates, terms and conditions of any tariff SBC-AMERITECH may file. The parties agree that AT&T is not precluded from ordering products and services available under any effective SBC-AMERITECH tariff or any tariff that SBC-AMERITECH may file in the future assuming AT&T satisfies all conditions that might be contained in such tariff.

With respect to CLECs who have either adopted these agreements or negotiated similar

provisions, the CLECs clearly have a legal right to purchase UNEs pursuant to SBC's tariffs.

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SBC's effort to ignore the Commission’s provisions with respect to modifying its wholesale

tariffs directly injures CLEC's ability to order UNEs as negotiated by SBC and the CLECs.

3. SBC's Unilateral Actions Ignore its Other Legal Obligations to Provide UNEs

a. SBC Ignores its Obligations to Provide UNEs

Under Section 271

SBC would like this Commission to believe that its only legal obligation to provide

unbundled network elements is derived from Section 251 of the federal Act. SBC’s argument is

so flawed that it is plainly inconsistent with the FCC’s TRRO and the federal Act, itself. While

the FCC's new rules have modified ILEC's obligations under Section 251 of the federal Act, the

Triennial Review Remand Order makes clear that the FCC's earlier determinations with respect

to SBC's obligations under Section 271 of the federal Act have not changed and were, in fact,

upheld in USTA II. In paragraph 12 of the TRRO , the FCC states:

The D.C. Circuit expressly upheld the Commission's . . . determinations regarding section 271 access, pricing, and combination obligations . . .

As recognized in the TRRO, USTA II left unchanged SBC’s obligations to provide unbundled

network elements under Section 271 as provided in the FCC’s earlier decision in the Triennial

Review Order.

In the Triennial Review Order, the FCC recognized that Bell Operating Companies

(“BOCs”), such as SBC, had an independent and separate obligation under Section 271 to

provide unbundled loops, transport and switching at just and reasonable prices. The August 23,

2003 TRO provided:

653. For reasons set forth below, we continue to believe that the requirements of section 271(c)(2)(B) establish an independent obligation for BOCs to provide access to loops, switching,

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transport, and signaling regardless of any unbundling analysis under section 251. 654. . . . Checklist items 4, 5, 6, and 10 separately impose access requirements regarding loop, transport, switching, and signaling, without mentioning section 251. Had Congress intended to have these later checklist items subject to section 251, it would have explicitly done so as it did in checklist item 2. Moreover, were we to conclude otherwise, we would necessarily render checklist items 4, 5, 6, and 10 entirely redundant and duplicative of checklist item 2 and thus violate one of the enduring tenets of statutory construction: to give effect, if possible, to every clause and word of a statute. . . 655. Second, it is reasonable to interpret section 251 and 271 as operating independently. Section 251, by its own terms, applies to all incumbent LECs, and section 271 applies only to BOCs, a subset of incumbent LECs. In fact, section 271 places specific requirements on BOCs that were not listed in section 251. These additional requirements reflect Congress' concern, repeatedly recognized by the Commission and courts, with balancing the BOCs' entry into the long distance market with increased presence of competitors in the local market. . . (Id. at paragraphs 653-655; emphasis added.)

It should be beyond any dispute that SBC continues to have an obligation under federal law to

provide unbundled loops, transport and switching which is separate and apart from its obligations

under Section 251 of the federal Act.

Section 271 also requires that the obligation to provide unbundled loops, transport and

switching must be satisfied either through an interconnection agreement or a statement of

generally available terms. (Section 271(c)(2).) SBC has met its obligation through providing

access to loops, transport and switching through its interconnection agreements. Thus, SBC

continues to have an obligation to provide unbundled loops, transport and switching through its

interconnection agreements which is independent of Section 251 of the federal Act.

In addition, the FCC’s TRO made clear that the pricing under Section 271 must be just

and reasonable. The TRO stated:

15

As set forth below, we find that the appropriate inquiry for network elements required only under section 271 is to assess whether they are priced on a just, reasonable and not unreasonably discriminatory basis - the standards set forth in sections 201 and 202." (TRO, At paragraph 656.)

The TRO further stated that just and reasonable pricing could include rates negotiated by the

parties. The TRO stated:

Alternatively, a BOC might demonstrate that the rate at which it offers a section 271 network element is reasonable by showing that it has entered into arms-length agreements with other, similarly situated purchasing carriers to provide the element at that rate. (Id. at paragraph 664.)

SBC is obligated to provide unbundled loops, transport and switching at just and reasonable

pricing, which includes rates entered into in arms-length transactions.

b. SBC Ignores its Obligations under State Law to Provide UNEs

The Michigan Telecommunications Act (“MTA”) compels incumbent local exchange

carriers – such as SBC Michigan and Verizon – to “unbundle” or price and provision separately

on a nondiscriminatory basis “network elements” including the loop and switch port as defined

by the MTA. Section 355 of the MTA states:

(1) On or before January 1, 1996, a provider of basic local exchange service shall unbundle and separately price each basic local exchange service offered by the provider into the loop and port components and allow other providers to purchase such services on a nondiscriminatory basis. (2) Unbundled services and points of interconnection shall include at a minimum the loop and the switch port. (MCL 484.2355(1) and (2); emphasis added.)

Both SBC Michigan and Verizon Michigan were providers of basic local exchange service on

or before January 1, 1996, and, therefore, are subject to Section 355. The loop and the port, as

16

defined in the MTA, make up the entirety of the network that CLECs use to provide competing

services in Michigan. Moreover, the MTA does not limit the CLECs’ use of the ILECs’

networks to a particular type or capacity of telecommunications service. Similar to Section 271

of the federal Act, the MTA does not require any showing of impairment as a precondition to

the unbundling requirement.

The “loop” is defined as “the transmission facility between the network interface on a

subscriber’s premises and the main distribution frame in the servicing central office.” MCL

484.2102(r). This definition includes all loop types, including, without limitation, basic analog

and digital high capacity loops, and includes all features, functions, and capabilities of the loop

transmission facility, including the network interface device. It also includes all electronics,

optronics, and intermediate devices used to establish the transmission path to the end-user

customer premises as well as any inside wire owned or controlled by the ILEC that is part of the

transmission path.

The “port” or “switch port” is defined as “except for the loop…, the entirety of local

exchange, including dial tone, a telephone number, switching software, local calling, and access

to directory assistance, a white pages listing, operator services, and interexchange and intra-

LATA toll carriers.” MCL § 484.2102(x). In other words, the MTA effectively defines the

“port” network element to include local switching, and transport, and signaling as well as other

elements and functionalities utilized to provide competitive services. As is the case with loops,

the MTA definition of port places no limitation on the type or function of the network facility

included, and thus, the definition includes, for example high capacity transport ( i.e., DS-1 and

DS-3), network signaling functionality, and call related databases. Moreover, the definition

17

would similarly include all features, functions, and capabilities of the network facility being

unbundled.

This Commission has long recognized that Section 355 of the MTA requires broad

unbundling by the ILECs. In the January 28, 1998 Order in Case U-11280, this Commission

held:

The Commission further finds that even if Ameritech Michigan’s interpretation of federal law were valid, the Michigan Telecommunications Act requires the Commission to administer and enforce the obligations of incumbent providers to offer common transport. Section 355(2) states that unbundling of basic local exchange service requires the separation into the loop and port elements “at a minimum.” However, the same principles that mandate unbundling make it appropriate to consider further disaggregation of basic local exchange service into more constituent elements than simply the loop and the port. Moreover, unbundling into more and smaller components or functions of the network furthers the competitive purposes and policies of the Michigan Telecommunications Act. The Commission also agrees with MCI that the statutory definition of “port” as “the entirety of local exchange” (except for the loop) used to provide local calling is consistent with the unbundling concepts of the Michigan Telecommunications Act and embraces the common transport function. If it did not, local calling would not be a viable means of terminating any call that did not originate in the same end office. (January 28, 1998, order, Case No. U-11280, pp. 21-22; emphasis added.)

In applying Section 355 which requires unbundling “at a minimum the loop and the port” and the

broad definition of “loop” and “port” in the MTA, this Commission has recognized that the

Michigan Legislature has mandated broad unbundling of the ILECs’ network.

Basing its unilateral actions set forth in its Accessible Letters on the FCC’s new rules

promulgated pursuant to Section 251 of the federal Act, SBC conveniently ignores its

independent obligations under both Section 271 of the federal Act and state law to provide

unbundled access to loops, transport and switching. Through its threatened unilateral action,

18

SBC threatens to violate these other provisions of law which require unbundling. Because there

exists other legal obligations to unbundle, this Commission should take prompt action to prevent

SBC from taking unilateral action and, instead, SBC should be required to negotiate as required

by the TRRO.

4. The Commission’s Authority To Require Unbundling Under Sate Law Has Not Been Preempted

Federal law preserves to the states the authority to require ILECs to offer non-

discriminatory access to their network elements. The federal Act contains no less than four

separate “savings clauses,” all which make clear that nothing in the federal Act preempts

Michigan’s efforts to open local telecommunication markets to competition. Paramount to the

consideration of whether state law is preempted is Congress’ intent in enacting the federal Act.

In Section 601(c)(1) of the federal Act, 110 Stat. 143 (1996), Congress expressly stated that

preemption of state law is not to be implied. Section 601(c)(1) states:

No implied effect.—This Act and the amendments made by this Act shall not be construed to modify, impair, or supersede Federal, State, or local law unless expressly so provided in such Act or amendments.

Similarly, Section 261(c) of the federal Act explicitly allows for states to impose additional state

law requirements to further competition in local telecommunications market. Section 261(c)

states:

Additional state requirements.—Nothing in this part precludes a State from imposing requirements on a telecommunications carrier for intrastate services that are necessary to further competition in the provision of telephone exchange service or exchange access, as long as the State’s requirements are not inconsistent with this part or the Commission’s regulations to implement this part. (47 USC 261(c).)

19

Thus, the federal Act makes clear that states are entitled to enact additional requirements to

promote competition and there has been no showing that state unbundling requirements are

inconsistent with SBC’s requirements under either Sections 251 or 271. Moreover, nowhere in

either the TRO or TRRO did the FCC state that it was preempting any authority of state

regulatory commissions to require unbundling pursuant to state law.

The federal Act also allows for states to impose pro-competitive requirements under state

law when approving interconnection agreements. When the Commission reviews interconnection

agreements “nothing in this section [252] shall prohibit a state commission from establishing or

enforcing other requirements of state law . . .” (47 USC 252(e)(3); emphasis added.) Thus, in

reviewing and approving interconnection agreements pursuant to Section 252 of the federal Act,

states are explicitly allowed to establish and enforce requirements under state law including but

not limited to state unbundling requirements.

Also, Section 251 of the federal Act requires that the FCC implement unbundling,

interconnection and other requirements. In doing so, Section 251(d)(3) makes clear that the FCC

is not to “preclude the enforcement of any regulation, order, or policy of the State commission

that establishes access and interconnection obligations of local exchange carriers” so long as it

“is consistent with the requirements of [Section 251]” and “does not substantially prevent

implementation of the requirements of [Section 251].” 47 USC 251(d)(3). One of the mandates

of Section 251(c)(3) is the duty of ILECs is to provide “nondiscriminatory access to network

elements on an unbundled basis. . . ” As set forth in the CLECs’ application in Case No. U-

14303, the requirements of Section 355 of the Michigan Telecommunications Act to provide

unbundled network elements is entirely consistent with this section of the federal Act and the

20

FCC shall not preclude the enforcement of the state’s requirements imposed by Section 355 of

the MTA.

Yet, much of SBC’s argument to unilaterally modify its obligations is based on the faulty

argument that Section 251 eliminates any other legal obligations it may have to unbundle its

network. This argument ignores its independent duty under Section 271 of the federal Act.

Furthermore, SBC’s argument ignores that the Sixth Circuit Court of Appeal decision upholding

as valid and enforceable state law obligations which differ from the requirements of federal law.

In Michigan Bell Co v MCI Metro Access Transmission Services Inc., 323 F3d 348 (6th

Cir, 2003), SBC argued that it did not have any obligation to process faxed orders received from

MCI as required by its Michigan tariffs. SBC argued that the Michigan tariff requirements

differed from its obligations under federal law and therefore were not consistent with federal law

and, thus, preempted by federal law. While the Sixth Circuit agreed that state law was required

to be consistent with federal law, the Sixth Circuit explicitly rejected the argument that merely

because state regulation differs from the regulation imposed by the Federal Communications

Commission that the state regulation was inconsistent with the federal Act.

The Sixth Circuit first recognized that the Federal Act preserved existing state regulation

which was consistent with the federal Act and stated:

When Congress enacted the federal Act, it did not expressly preempt state regulation of interconnection. In fact, it expressly preserved existing state laws that furthered Congress's goals and authorized states to implement additional requirements that would foster local interconnection and competition, stating that the Act does not prohibit state commission regulations "if such regulations are not inconsistent with the provisions of [the FTA]." 47 U.S.C. § 261. Additionally, Section 251(d)(3) of the Act states that the Federal Communications Commission shall not preclude enforcement of state regulations that establish interconnection and are consistent with the Act. 47 U.S.C. § 251(d)(3).

21

The Act permits a great deal of state commission involvement in the new regime it sets up for the operation of local telecommunications markets, "as long as state commission regulations are consistent with the Act." Verizon N., 309 F.3d at 944. (Id. at page 358; emphasis added.)

Thus, the Sixth Circuit concluded that this Commission had ample authority to enforce additional

state law requirements as long as the state regulations were consistent with the federal Act.

The Sixth Circuit, then, explicitly rejected SBC’s argument that state law which imposed

different obligations than those imposed by the federal Act was inconsistent with the federal Act.

In determining what constituted consistent regulation, the Sixth Circuit held that state regulations

which differed would still be consistent with and would co-exist with the federal regulation as

long as the state requirements worked in concert to promote local service competition. The court

held:

The Act, then, recognizes that interconnection agreements are not the sole way to promote competition among local service providers, for it allows room for state regulation. The Act does not impliedly preempt Michigan's tariff regime. The Commission can enforce state law regulations, even where those regulations differ from the terms of the Act or an interconnection agreement, as long as the regulations do not interfere with the ability of new entrants to obtain services. Assuming that the interconnection agreement did not preclude MCI's placing resale orders under Ameritech's tariff obligations, the agreement and the Michigan tariff obligations can co-exist and work in concert to promote local service competition. (Id. at page 359; emphasis added.)

Even where state regulations differ from the terms of the federal Act, the state still may enforce

those differing obligations as consistent with federal law as long as the state regulations promote

local competition.

22

The Sixth Circuit reached this conclusion because it recognized that the federal Act

created a system of cooperative federalism to promote local telecommunication competition.

The Sixth Circuit stated:

Under the system of cooperative federalism established by the Act, it is permissible for Michigan to maintain a tariff system alongside the agreements negotiated under the Act. (Id. at page 360.)

The unbundling obligations imposed by state law are entirely consistent Section 251 and Section

271 because they promote local competition. This is precisely what the Commission concluded

in U-11280, when it stated:

The Commission also rejects the argument that Iowa Utilities preempts state law, even if Ameritech Michigan’s interpretation of the court decision were valid. The decision reflected the court’s conclusion of law that the FCC overstepped its statutory authority in requiring incumbents to combine multiple network elements. As argued by AT&T and MCI, this holding does not inhibit a state commission from mandating various elements or combinations of elements under state law. The federal Telecommunications Act of 1996 explicitly preserves states’ authority to impose requirements that accelerate competition in the local exchange market beyond what federal law would otherwise mandate. 47 USC 251(d)(3), 261(c). (January 28, 1998 Order, Case No. U-12280, page 21; emphasis added.)

The state unbundling obligations are not preempted by federal law. While state law

requirements may differ from the requirements imposed by Sections 251 and 271 of the federal

Act, the state law requirements are consistent with the federal Act because they promote local

competition. As a result, this Commission should continue to reject any claim that state law has

been preempted by the federal Act.

III. CONCLUSION

In its February 10, 2005 Order and Notice of Additional Opportunity to Comment, this

Commission requested additional comments with respect to the impact of the FCC’s TRRO. As

23

explicitly stated in the TRRO, “the incumbent LEC and competitive LEC must negotiate in good

faith regarding any rates, terms, and conditions necessary to implement [the FCC’s] rule

changes.” This process is to occur consistent with the change of law provisions set forth in the

parties’ interconnection agreements. The TRRO recognizes that this Commission should play a

role to ensure that the parties actually negotiate and do so in good-faith. To the extent that

parties’ good-faith negotiations reach impasse, then resolution of those disputes should occur

consistent with the change of law and dispute resolution provisions in their interconnection

agreements. To the extent this involves resolving the disputes before this Commission, the

Commission may wish conduct a consolidated proceeding since there will be a commonality of

issues. In do so, the Commission should ensure that all parties have an adequate opportunity to

first negotiate changes to their interconnection agreements and then present their arguments and

positions on all issue where the parties remain at impasse.

This Commission should also take prompt action to prevent SBC from unilaterally

modifying its obligations under its wholesale tariffs and interconnection agreements. SBC’s

efforts are inconsistent with the TRRO’s requirement to negotiate. SBC’s unilateral efforts are

also inconsistent with past Commission orders which require SBC to comply with its obligations

pursuant to its interconnection agreements until modifications have been negotiated and not

modify its wholesale tariffs until the process adopted in Case U-12320 is followed.

SBC’s efforts to unilaterally modify its obligations based on the new FCC rules

promulgated pursuant to Section 251, ignores its other legal obligations to provide unbundled

loops, transport and switching. The FCC, as affirmed in USTA II, has concluded pursuant to

Section 271 of the federal Act that SBC has a separate and independent obligation to provide

unbundled loops, transport and switching. In addition, Section 355 of the MTA requires broad

24

unbundling of the “loop” and “port” as defined by the MTA. While this state law requirement

may differ form the requirements imposed by Section 251 of the federal Act, the state

unbundling requirements are consistent with federal law because they promote local service

competition. Michigan Bell Co v MCI Metro Access Transmission Services Inc., 323 F3d 348 (6th

Cir, 2003). As a result, this Commission should continue to enforce the broad unbundling

requirements of the MTA.

IV. RELIEF REQUESTED

Based on the above, the Commission should issue an order that:

1) requires parties consistent with the change of law provisions in their

interconnection agreements to negotiate in good-faith any amendments to their agreements

required by the new FCC rules;

2) to the extent impasse is reached in the negotiations and consistent with the dispute

resolution clauses in the interconnection agreements, a consolidated proceeding be initiated as

set forth in these comments to resolve those disputes;

3) immediately prevents SBC from unilaterally modifying its existing tariffs or

interconnection agreements and require that SBC comply with its existing obligations under

those tariffs and interconnection agreements until and unless the tariffs and interconnection

agreements are lawfully amended as approved by an order of this Commission; and

25

4) grants all other relief which is just and reasonable relief.

TDS METROCOM, LLC, XO MICHIGAN, INC.

AND TALK AMERICA INC.

By:_______________________________________ Michael S. Ashton (P40474) Fraser Trebilcock Davis & Dunlap, PC 124 W. Allegan, Ste 1000 Lansing, MI 48933 Telephone: (517) 482-5800 TELNET WORLDWIDE, INC.; QUICK COMMUNICATIONS, INC., D/B/A QUICK CONNECT USA; SUPERIOR TECHNOLOGIES, INC, D/B/A SUPERIOR SPECTRUM, INC.; CMC TELECOM, INC; GRID4 COMMUNICATIONS, INC., JAS NETWORKS, INC., AND CTS COMMUNICATIONS CORPORATION (These companies’ participation limited to matters pertaining to SBC) By:_(electronically signed with permission) Gary L. Field (P37270) LOOMIS, EWERT, PARSLEY, DAVIS & GOTTING, PC 232 South Capitol Avenue, Suite 1000 Lansing, Michigan 48933 (517) 482-2400

DATED: February 24, 2005

Attachment A

Alan Kirk Vice President, Network Vendor Management

12020 Sunrise Valley Drive

Suite 250 Reston, VA 32020

Direct Dial: (703) 391-7567 Fax: (703) -7525

February 16, 2005 Janice Bryan Account Manager SBC Telecommunications, Inc. 311 S. Ackard, Rm. 630.08 Dallas, TX 75202-0281 Re: Request that SBC engage in good faith negotiations with Talk America pursuant to

Section 252 of the Telecommunications Act of 1996 and General Terms and Conditions, Section 29.4, of the Interconnection Agreement between Talk America and SBC

Dear Janice:

On February 4, 2005, the FCC released the text of its Order on Remand in the Matter of Review of the Section 251 Unbundling Obligations of Incumbent Local Exchange Carriers, CC Docket No. 01-338 (“Triennial Review Remand Order”). The rules adopted in the Triennial Review Remand Order constitute a change in law under the current interconnection agreement (“ICA”) between Talk America Inc. and SBC Telecommunications, Inc. Pursuant to Section 29.4 of that ICA, formal written notice is required to begin the process of entering into negotiations to arrive at an amendment to implement into the ICA the FCC’s determinations in the Triennial Review Remand Order and prior FCC unbundling orders.

Accordingly, we hereby provide this notice, and request that SBC Telecommunications,

Inc. begin good-faith negotiations under Section 252 of the 1996 Telecom Act directed toward reaching a mutually agreeable ICA amendment that fully and properly implements the changes that have occurred as a result of the Triennial Review Remand Order. Formal notice also is hereby being given for purposes of commencing negotiations on the rules adopted in the Triennial Review Order that were unaffected by the Triennial Review Remand Order. We intend that the negotiations will include the effect of section 271 of the 1996 Telecom Act on SBC

Telecommunications, Inc.’s ongoing obligation to provide access to certain unbundled network elements, as well as independent state authority to order unbundling.

Talk America notes that, pursuant to Section 29.4 of the current ICA and paragraph 233

of the Triennial Review Remand Order, the existing terms of the parties’ ICA continue in effect until such time as the Parties have executed a written amendment to the ICA. As such, Talk America expects that both it and SBC Telecommunications, Inc. will continue to honor all terms and conditions of the current interconnection agreement until such time as a written amendment is executed.

The main company contact for these negotiations is: Alan Kirk 12020 Sunrise Valley Drive Suite 250 Reston, VA 20191 Vice-President – Network Vendor Management 703-391-7567 akirk@talk.com

Please initiate the internal processes within SBC that will facilitate this request, and

respond to this letter as expeditiously as possible with written acknowledgement of your receipt so that we may begin the negotiation process.

Further, in order to timely incorporate the Triennial Review Remand Order’s rules into

our revised interconnection agreement, the wire centers in your operating areas that satisfy the Tier 1, Tier 2, and Tier 3 criteria for dedicated transport and DS1 and DS3 loops must be identified and verified. Accordingly, Talk America hereby requests that SBC Telecommunications, Inc. provide all backup data necessary to verify the number of lines and the identity of the fiber-based collocators by end office for each end office that SBC Telecommunications, Inc. claims fall within each tier as those tiers are defined in the Triennial Review Remand Order. This data should be provided by no later than March 1, 2005. Sincerely, Alan Kirk Vice-President – Network Vendor Management Talk America Inc. cc: Craig Pizer, Esq., Talk America Page Miller, Talk America

Attachment B

Attachment C

STATE OF MICHIGAN

BEFORE THE MICHIGAN PUBLIC SERVICE COMMISSION

In the matter of the application of competitive ) local exchange carriers to initiate a Commission ) investigation of issues related to the obligation ) of incumbent local exchange carriers in ) Michigan to maintain terms and conditions ) Case No. U-14303 for access to unbundled network elements ) or other facilities used to provision ) basic local exchange and other ) telecommunications services in ) tariffs and interconnection agreements ) approved by the Michigan Public Service ) Commission, pursuant to the Michigan ) Telecommunications Act, the ) Telecommunications Act of 1996, and other ) relevant authority. ) __________________________________________) In the matter of the application of SBC Michigan ) for a consolidated change of law proceeding to ) conform 251/252 interconnection agreements to ) Case No. U-14305 governing law pursuant to Section 252 of the ) Communications Act of 1934, as amended. ) __________________________________________) In the matter of the application of VERIZON ) NORTH INC. and CONTEL OF THE SOUTH, ) INC., d/b/a VERIZON NORTH SYSTEMS, for a ) Case No. U-14327 consolidated change-of-law proceeding to conform ) interconnection agreements to governing law. ) __________________________________________)

PROOF OF SERVICE Connie S. Pyle, being first duly sworn, deposes and says that on this 24th day of February, 2005, she served a copy of Additional Comments of XO Communications, Inc, Talk America Inc., TDS Metrocom, LLC, Telnet Worldwide, Inc., Quick Communications, Inc., d/b/a Quick Connect USA, Superior Technologies, Inc, d/b/a Superior Spectrum, Inc., CMC Telecom, Inc; Grid4 Communications, Inc., JAS Networks, Inc., and CTS Communications Corporation upon

the individuals listed on the attached service list via e-mail and/or by placing the same in an envelope(s) addressed to said individual(s) at the aforesaid business address(es) and depositing same in the U.S. mail. ______________________________ Connie S. Pyle Subscribed and sworn to before me, this 24th day of February, 2005. ________________________________ Jennifer Joy Yocum, Notary Public Ingham County, Michigan Acting in Ingham County My Commission Expires: 12-17-2011

SERVICE LIST Case No.: U-14303; U-14305; and U-14327

Administrative Law Judge MPSC Staff Hon. James N. Rigas Steven D. Hughey Michigan Public Service Commission Angie A. Fadly 6545 Mercantile Way Public Service Division Lansing, MI 48911 6545 Mercantile Way, Ste. 15 e-mail: jnrigas@michigan.gov Lansing, MI 48911 e-mail: hugheys@michigan.gov e-mail: fadlya@michigan.gov SBC Michigan SBC Michigan Craig A. Anderson William J. Champion III Diane Durham John M. Dempsey AMERITECH MICHIGAN DICKINSON WRIGHT 444 Michigan Avenue, Room 1750 215 S. Washington Sq., Ste. 200 Detroit, MI 48226-2517 Lansing, MI 48933-1816 e-mail: craig.anderson@ameritech.com e-mail: wchampion@dickinsonwright.com e-mail: dd6438@sbc.com e-mail: jdempsey@dickinsonwright.com AT&T Communications of Michigan, A&T Communications of Michigan Inc. and TCG Detroit Arthur LeVasseur John J. Reidy, III Fischer, Franklin & Ford AT&T CORPORATION 500 Griswold St., Ste. 3500 222 W. Adams, Ste. 1500 Detroit, MI 48226 Chicago, IL 60606 e-mail: jjreidy@att.com Easton Telecom Services, LLC American Farm Bureau, Inc. Kelley Drye & Warren LLP Now Communications, Inc. Henry T. Kelly Lawrence M. Brenton 333 West Wacker Drive Early, Lennon, Crocker & Bartosiewicz, PLC Chicago, Illinois 60606 900 Comerica Building e-mail: hkelly@kelleydrye.com Kalamazoo, MI 49007 e-mail: lbrenton@earlylennon.com CLEC Coalition CLEC Association of Michigan Brett D. Leopold LDMI Telecommunications, Inc. Sprint Communications Company, LP ACD Telecom 6450 Sprint Parkway Michigan Pay Telephone Association Mailstop: KSOPHN0212-2A461 Sprint Communications Company Overland Park, KS 66251 Roderick S. Coy e-mail: brett.d.leopold@mail.sprint.com Leland Rosier Haran C. Rashes CLARK HILL PLC WilTel Local Network, LLC 212 E. Grand River Ave. Adam Kupetsky Lansing, MI 48906-4328 One Technology Center, TC 15 H e-mail: rcoy@clarkhill.com Tulsa, OK 74103 e-mail: lrrosier@clarkhill.com e-mail: adam.kupetsky@wiltel.com e-mail: hrashes@clarkhill.com

MCImetro Access Transmission MCImetro Access Transmission Albert Ernst James Denniston DYKEMA GOSSETT MCI Telecommunications Corporation 124 W. Allegan, Ste. 800 205 N. Michigan Ave., Ste. 1100 Lansing, MI 48933 Chicago, IL 60601 e-mail: aernst@dykema.com e-mail: james.denniston@mci.com Verizon North, Inc. Verizon North, Inc. A. Randall Vogelzang Daniel L. Stanley HQE02H37 Honigman Miller Schwartz and Cohn LLP 600 Hidden Ridge 222 N. Washington Sq., Ste. 400 Irving, TX 75038 Lansing, MI 48933 e-mail: randy.vogelzang@verizon.com e-mail: dstanley@honigman.com paul.fuglie@verizon.com TelNet Worldwide, Inc. SFleener@kelleydrye.com Quick Communications, Inc. adam.kupetsky@wiltel.com Superior Technologies, Inc. CMC Telecom, Inc. Grid4 Communications, Inc. C.L.Y.K., Inc. JAS Networks, Inc. Climax Telephone Company Gary L. Field Michael C. Rampe Hai Jiang Loomis, Ewert, Parsley, Davis & Gotting, PC 232 S. Capitol Ave., Ste. 1000 Lansing, MI 48933 glfield@loomislaw.com mcrampe@loomislaw.com hjiang@loomislaw.com KMC Telecom Group, Inc. ICG Telecom, Inc. US Xchange, LLC, d/b/a Choice One Z-Tel Communications, Inc. Level 3 Communications, LLC Joseph E. Donovan Kelley Drye & Warren LLP 333 W. Wacker Drive., Ste. 2600 Chicago, IL 60606 e-mail: jdonovan@kelleydrye.com