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Section 628(b) states:  $XxIt shall be unlawful for a cable operator, a satellite cable programming vendor in which  a cable operator has an attributable interest, or a satellite broadcast programming vendor  3to engage in unfair methods of competition or unfair or deceptive acts or practices, the  purpose or effect of which is to hinder significantly or to prevent any multichannel video  programming distributor from providing satellite cable programming or satellite broadcast  S-programming to subscribers or consumers.> yO-ԍ47 U.S.C.  548(b).>  Section 628(c)(2)(A) directs the Commission to promulgate regulations that:  _Xxestablish effective safeguards to prevent a cable operator which has an attributable interest  in a satellite cable programming vendor or a satellite broadcast programming vendor from  unduly or improperly influencing the decision of such vendor to sell, or the prices, terms,  and conditions of sale of, satellite cable programming or satellite broadcast programming  S-to any unaffiliated multichannel video programming distributor[.]Dx yO-ԍ47 U.S.C.  548(c)(2)(A).D  Section 628(c)(2)(B) states that the Commission's regulations shall also:  Xxprohibit discrimination by a satellite cable programming vendor in which a cable operator  has an attributable interest or by a satellite broadcast programming vendor in the prices,  terms, and conditions of sale or delivery of satellite cable programming or satellite  %broadcast programming among or between cable systems, cable operators, or other  S-multichannel video programming distributors, or their agents or buying groups . . . .  yO0&- xԍ47 U.S.C.  548(c)(2)(B). The Commission's regulations implementing Sections 628(b) and 628(c)(2)(A) and  {O&-(B) track the statutory language. See 47 C.F.R.  76.1001, 76.1002(a)(b).  "b ,p(p(88"Ԍ S- ^ԙx4. There are several exceptions to this general rule against discrimination. Section 628(c)(2)(B)  xMallows a programming vendor to: (i) impose reasonable requirements for creditworthiness, offering of  xservice, and financial stability and standards regarding character and technical quality; (ii) establish  xdifferent prices, terms, and conditions to take into account actual and reasonable differences in the cost  x@of creation, sale, delivery, or transmission of satellite cable programming or satellite broadcast  xprogramming; (iii) establish different prices, terms, and conditions that take into account economies of  xjscale, cost savings, or other direct and legitimate economic benefits reasonably attributable to the number  xof subscribers served by the distributor; or (iv) enter into an exclusive contract that is otherwise permitted  S-under the Commissions regulations.D  yO( -ԍ47 U.S.C.  548(c)(2)(B).D  Sp- ^2x5. In Implementation of Sections 12 and 19 of the Cable Television Consumer Protection and  xyCompetition Act of 1992: Development of Competition and Diversity in Video Programming Distribution  S" - xLand Carriage, MM Docket No. 92265, First Report and Order ("Program Access Report and Order"),  xin which the Commission adopted regulations pursuant to Section 628 of the Communications Act, the  x|Commission concluded that non-price discrimination is included within the prohibition against  S - xdiscrimination set forth in Section 628(c)(2)(B)."  X {O- xԍ8 FCC Rcd 3359, 3412 (1993), recon. granted in part and denied in part, Memorandum Opinion and Order on  {On-Reconsideration of the First Report and Order, 10 FCC Rcd 1902 (1994) ("Program Access Recon. Order")." While the Commission did not attempt to identify all  xtypes of non-price discrimination that could occur, the Commission stated that "one form of non-price  xdiscrimination could occur through a vendor's `unreasonable refusal to sell,' including refusing to sell  xprogramming to a class of distributors, or refusing to initiate discussions with a particular distributor when  S - x the vendor has sold its programming to that distributor's competitor."a  {O`-ԍProgram Access Report and Order, 8 FCC Rcd at 3412.a The Commission cautioned,  xhowever, that "unreasonable" refusals to sell should be distinguished from "certain legitimate reasons that  S- xcould prevent a contract between a vendor and a particular distributor . . . ."1 F {O-ԍId.1 Such legitimate reasons would include:  Xx(i) the possibility of [the] parties reaching an impasse on particular terms, (ii) the  $distributor's history of defaulting on other programming contracts, or (iii) the vendor's  Bpreference not to sell a program package in a particular area for reasons unrelated to an  S-existing exclusive arrangement or a specific distributor.E  {OD -ԍId. (footnote omitted).E   S|-  III. SUMMARY OF THE PLEADINGS ă  S,- ^#x6. BVS describes itself as an indirect wholly owned subsidiary of Bell Atlantic Corporation.  xBVS states that it offers multiple channels of video programming over an open video system operated by"j ,p(p(88k"  xiBell AtlanticNew Jersey ("Bell Atlantic") in Dover Township, New Jersey, and adds that it competes with  S-Adelphia Communications ("Adelphia"), the incumbent cable operator. yO@-ԍComplaint at 12; Complaint Exh. 1 (Declaration of Don Micallef) ("Micallef Decl.") at para. 3.  S- ^x7. BVS asserts that Rainbow is a wholly owned subsidiary of Cablevision that distributes cable  xprogramming, including SportsChannel New York and SportsChannel Philadelphia, via satellite to cable  S8- xoperators for retransmission to subscribers.98X yO0-ԍComplaint at 23.9 BVS concludes that Rainbow therefore is a vertically  xintegrated satellite cable programming vendor and is subject to the restrictions of Section 628 of the  S-Communications Act and the Commission's program access rules.7 {Op -ԍId. at 3.7  S- ^1x8. BVS states that it has been trying unsuccessfully to obtain regional sports programming from  x<Rainbow since early October, 1996, when it first approached Rainbow about obtaining SportsChannel New  SH - xYork.8H z {Ob-ԍId. at 7. 8 According to BVS, on the day before the parties' first scheduled meeting, in November, 1996,  S - x.Rainbow cancelled the meeting and refused to reschedule it due to a personnel change.1  {O-ԍId.1 BVS states that  xzRainbow finally met with BVS on December 12, 1996, but failed to provide contract proposals it had  S - x\promised to prepare.1  {O-ԍId.1 Although Rainbow's representative allegedly agreed to send the proposals by  xDecember 31, 1996, and to try to meet again with BVS on January 8, 1997, BVS claims that Rainbow  S - xdid not send the proposals and rescheduled the meeting to January 24.9 0  {OP-ԍId. at 78.9 BVS states that Rainbow's  xrepresentative then cancelled the rescheduled meeting on the day before the meeting, explaining that he  S0- xhad not yet received management approval to present a contract proposal.70  {O-ԍId. at 8.7 BVS claims that it continued  xjto request contract proposals from Rainbow by telephone and letter and that Rainbow did not return the  S- xBVS representative's telephone messages or respond to his letter.9T  {O-ԍId. at 89.9 BVS states that on March 5, 1997,  S- xin compliance with Section 76.1003(a) of the Commission's rules,B yO>"-ԍ47 C.F.R.  76.1003(a).B it notified Rainbow in writing of its  x.intent to file a program access complaint if, by March 17, 1997, Rainbow did not provide rate cards and  xdraft carriage agreements for SportsChannel New York and a package of SportsChannel New York,  S@-SportsChannel Philadelphia, and PRISM.@v yOV&- xiԍComplaint at 9; Micallef Decl. at para. 14 & Attachment C. PRISM is a regional movie and sports premium programming service. Answer at 2. According to BVS, Rainbow did not respond.9@ yO-ԍComplaint at 9.9 "@X,p(p(88"Ԍ S- ^ԙx9. BVS claims that, by cancelling scheduled meetings, refusing to return telephone calls, and  xfailing to provide promised contract proposals for BVS's review, Rainbow has refused to sell its  xprogramming to BVS, or even enter into negotiations to do so, despite the fact that BVS has attempted  xon multiple occasions to initiate discussions with Rainbow and has requested that Rainbow provide  S`- x^proposed carriage agreements for BVS's consideration.=`X {OX-ԍId. at ii, 69.= BVS states that Rainbow licenses its  S8- xprogramming to BVS's competitor, Adelphia.SZ8 {O - xԍId. at 6; Complaint Exh. 5 (Declaration of Gerald M. Dash) ("Dash Decl.") at para. 4. The Dash Declaration  xis labelled "Proprietary" and was submitted under the Commission's confidentiality procedures for program access proceedings. 47 C.F.R.  76.1003(h).S BVS contends that Rainbow's refusal to provide  x[programming to BVS while at the same time providing programming to Adelphia is a violation of Section  S-628(b) and (c) of the Communications Act and Section 76.1002(b) of the Commission's rules.8  yO-ԍComplaint at 13.8  S- ^x 10. BVS also claims that Cablevision has improperly influenced Rainbow's refusal to sell its  xjsports programming to BVS in violation of Section 628(c)(2)(A) of the Communications Act and Section  SH - x76.1002(a) of the Commission's rules.7H  {O-ԍId. at 9.7 In support of its claim, BVS states that Cablevision has asserted  xin other Commission proceedings that it has no obligation to sell programming to video dialtone customers  S - xor programmers.qL .  {O- xԍId. The term "video dialtone" refers to a common carrier platform for the distribution of video programming  xto subscribers. Congress terminated the Commission's authority to permit the construction and operation of video  xdialtone systems and enacted instead new Section 653 of the Communications Act to govern the creation and  {O - x;operation of open video systems. See Telecommunications Act of 1996  302(a), (b)(3), Pub. L. No. 104104, 110  {O- x Stat. 56, 11824 (1996) (codified in part at 47 U.S.C.  57173); Implementation of Section 302 of the  {O- xTelecommunications Act of 1996, Open Video Systems, CS Docket No. 9646, and Telephone CompanyCable  {O~- xTelevision CrossOwnership Rules, Sections 63.5463.58, CC Docket No. 87266 (Terminated), Report and Order  {OH-and Notice of Proposed Rulemaking, 11 FCC Rcd 14639, 1464043 (1996) ("Open Video Systems NPRM"). q BVS also describes press reports that suggest that Cablevision seeks to deny access  S - x/to its programming to telephone company affiliates, such as BVS.8 B yO-ԍComplaint at 10.8 BVS points to a program access  xcomplaint filed against Cablevision by a programmer as evidence of Cablevision's general "disregard for  S - xMthe program access rules."  {O!-ԍId. (citing Classic Sports Network Inc. v. Cablevision Systems Corp., CSR4975P (filed Mar. 17, 1997)). BVS adds that because it believes Cablevision has sponsored Rainbow's  xrefusal to sell programming to BVS, it sent Cablevision a notice of its intent to file a program access  S0-complaint.8!0d {O4%-ԍId. at 11.8 According to BVS, Cablevision did not respond.N"0 {O&-ԍId.; Micallef Decl. at para. 14.N "",p(p(88+"Ԍ S- ^x 11. BVS requests that the Commission act in this matter on an expedited basis and order  xRainbow to sell its programming to BVS for distribution in Dover Township and any other area that BVS  xjserves. BVS further requests that the Commission award it monetary damages, including attorney's fees.  xBVS asks the Commission to refer this matter to an administrative law judge for a determination as to the appropriate level of monetary damages to be awarded.  S- ^x 12. In their Answer, Defendants dispute BVS's characterization of the course of communication  S- xybetween the parties.B# {OP-ԍSee Answer at 1314.B According to Defendants, Rainbow has acted reasonably throughout the course of  x\its dealings with BVS, and in fact, it is BVS that has acted unreasonably by "foreclosing access to the  xDover platform" and by resisting Rainbow's efforts to obtain a refund of the money it paid to Bell Atlantic  Sp-as a channel reservation deposit.?$pZ {Oj -ԍId. at 35, 811.?  S - ^x 13. Defendants explain that in 1995 Rainbow paid $345,600 to Bell Atlantic in accordance with  xthe terms of Bell Atlantic's video dialtone tariff to reserve channel capacity on Bell Atlantic's Dover  S - x]Township video dialtone system.%  {O\-ԍId. at 3 & n.4. The video dialtone system was later converted to an open video system. Complaint at 1. Defendants state that Rainbow initially planned to distribute  x.programming directly to subscribers over the video dialtone system, but subsequently determined that a  S - xvideo dialtone venture would never be commercially viable..& ~ {O- xԍAnswer at 35. Defendants state that Bell Atlantic's "abusive, unlawful and discriminatory practices" (id. at 4)  {Oh-"preclud[ed] Rainbow from obtaining nondiscriminatory access to its video dialtone platform." Id. at 6. . Rainbow states that it requested a refund  x{of its channel reservation deposit on September 25, 1996, and again on October 22, 1996, but Bell  S0- xAtlantic refused to grant the request.9'0 {O-ԍId. at 67.9 Thereafter, on March 28, 1997, Rainbow filed a formal complaint  xagainst Bell Atlantic alleging that Bell Atlantic violated Sections 201, 202, and 203 of the  S-Communications Act, as well as the terms of its video dialtone tariff.S(|l  {O- xԍId. at 2,7 (citing Rainbow Programming Holdings, Inc. v. Bell AtlanticNew Jersey, Inc. and Bell Atlantic  {O- x,Network Services, Inc., Formal Complaint of Rainbow Programming Holdings, Inc. (filed Mar. 28, 1997) ("Rainbow  x-Complaint"). The Rainbow Complaint addresses Bell Atlantic's alleged denial of access by Rainbow to the video  xdialtone platform and the argument that Bell Atlantic should have refunded Rainbow's channel reservation deposit.  xwRainbow Complaint at 2242. Defendants attach a copy of the Rainbow Complaint to their Answer and incorporate  xwit therein. Answer at 2 n.2. The Rainbow Complaint is currently pending before the Commission in CC Docket No. E9715.S  S- ^x 14. Defendants state that SportsChannel New York and SportsChannel Philadelphia will not  Sh- x>negotiate a licensing agreement with BVS until BVS refunds Rainbow's channel reservation deposit.9)h yO$-ԍAnswer at 3, 16. 9  x=Defendants aver that Bell Atlantic's refusal to refund the channel reservation deposit justifies Rainbow's  x\refusal to sell its programming to BVS because Bell Atlantic's position in that matter raises legitimate  xbusiness concerns about Bell Atlantic's and/or BVS's "unwillingness to deal fairly with independent"@),p(p(88C"  S- x.programmers" and their history of defaulting on agreements.*& {Oh- xԍId. at 89; see also id. at 910. It is not clear whether Defendants' concern is directed at Bell Atlantic or BVS  {O2- xYbecause Defendants refer to both entities collectively as "Bell Atlantic." See id. at 2 n.1. Defendants add that "Bell  {O- xAtlantic itself first suggested the linkage between video dialtone and the provision of Rainbow's programming." Id. at 9 n.21. Defendants request that the Commission  xdismiss the Complaint with prejudice, require BVS to pay Defendants' costs and reasonable attorney's fees  S-incurred in defending the Complaint, and award such other relief as the Commission deems appropriate.8+ {O-ԍId. at 17.8  S`- ^x15. In its Reply, BVS states that Defendants never informed BVS that Rainbow was not willing  xto sell its programming to BVS or that its willingness to sell its programming to BVS was tied to the issue  S- x?of the video dialtone channel reservation deposit.5,H yO -ԍReply at 45.5 BVS states that Rainbow did not even file its  xcomplaint about the channel reservation deposit until after BVS served notice of its intent to file the  S- xinstant program access complaint.- {O8-ԍId. at 4. In fact, Rainbow filed its complaint on the same day that BVS filed its program access complaint. In addition, BVS asserts that it has no history of defaulting on any  xMtype of contract, including programming agreements, and that Defendants have not questioned BVS's  Sp- x"capability to fulfill commercially reasonable contract terms."7.pj  {Oz-ԍId. at 3.7 BVS concludes that Defendants' proffered  xjustification for Rainbow's refusal to sell its programming to BVS is not a legitimate business excuse  S -under the Communications Act and the Commission's rules.Q/\  {O- xzԍId. BVS also points out that, contrary to Defendants' suggestion, BVS never agreed to link the sale of  {O- xRainbow's programming to BVS to Bell Atlantic's refund of Rainbow's channel reservation deposit. Id. at 4 n.2 (citing Answer at 9 n.21).Q  S - IV. DISCUSSION ă  S - ^x16. Congress enacted the 1992 Cable Act to promote competition, with the view that regulation  SX- xwould be transitional until the video programming distribution market becomes competitive.T0X  yO-ԍ1992 Cable Act  2(b)(2), 106 Stat. 1463.T In enacting  S0- xthe program access provisions, Congress' concern was the market power of wired cable companies.g10 yO -ԍ1992 Cable Act  2(a)(2), 2(b)(5), 106 Stat. 1460, 1463.g The  xprogram access provisions were designed to ensure that competition to cable develops and to encourage  S- xnascent competition from emerging competitors.2@ yO#-  ԍH.R. Conf. Rep. No. 862, 102d Cong., 2d Sess. 93 (1992) ("the Commission shall encourage arrangements which promote the development of new technologies providing facilities-based competition to cable . . ."). In addition, through the Telecommunications Act of  S- x1996 ("1996 Act"),3 yO&-ԍPub. L. No. 104104, 110 Stat. 56 (1996) (codified at scattered sections of 47 U.S.C.). Congress sought to encourage telephone companies, such as BVS's parent company,"(3,p(p(88"  xBell Atlantic, to enter the video distribution business and thereby provide competition to traditional cable  S- x[operators.4 {O@- xԍSee H.R. Conf. Rep. No. 458, 104th Cong., 2d Sess. 177 (1996); Open Video System NPRM, supra note 30, 11 FCC Rcd at 1464142. In its open video system rulemaking proceeding pursuant to the 1996 Act, the Commission  x.recognized that access to video programming is a prerequisite to open video system operators' ability to  S-compete with cable operators.5" {OJ-  ԍImplementation of Section 302 of the Telecommunications Act of 1996, Open Video Systems, CS Docket No. 9646, Second Report and Order, 11 FCC Rcd 18223, 1832223 (1996).  S8- ^x17. BVS's Complaint alleges non-price discrimination by Rainbow in violation of Section  x628(c)(2)(B) of the Communications Act and Section 76.1002(b) of the Commission's rules, which  xprohibit discrimination by a satellite cable programming vendor in which a cable operator has an  xattributable interest in the prices, terms, and conditions of sale of satellite cable programming between  xcompeting multichannel video programming distributors ("MVPDs"). In its first order adopting the  xprogram access regulations, the Commission set forth the elements of a non-price discrimination claim  xunder Section 76.1002(b) of the Commission's rules. The Commission stated that the burden is on the  xcomplainant to show that: (i) the defendant is a satellite broadcast programming vendor or a vertically  xintegrated satellite cable programming vendor that meets the attribution standards outlined in the  xCommission's rules; and (ii) the defendant, as between the complainant and another MVPD competitor,  xhas engaged in some form of non-price discrimination, such as an unreasonable refusal to sell its  S - x=programming to the complainant.a6 | {O-ԍProgram Access Report and Order, 8 FCC Rcd at 3422.a To avoid a decision in favor of the complainant where the defendant  xhas refused to sell its programming to the complainant, the defendant must establish that its refusal to sell  xits programming to the complainant is not unlawfully discriminatory because it is justified by legitimate  S-business reasons.17 {O-ԍId.1  S- ^Sx18. We find that BVS has met its burden of establishing the elements of a non-price  x0discrimination claim, that Defendants have not met their burden of establishing that Rainbow has  xlegitimate business reasons for refusing to sell its programming to BVS, and that Defendants' other proffered defenses are without merit. Our findings are detailed further below.  S- ^x19. With respect to the first element, that the defendant must be a satellite broadcast  x\programming vendor or a satellite cable programming vendor that meets the Commission's attribution  x@standards, a satellite cable programming vendor is defined in the Communications Act and the  xCommission's regulations as "a person engaged in the production, creation, or wholesale distribution for  SP- xsale of satellite cable programming . . . ."8P yO#-ԍCommunications Act  628(i)(2), 47 U.S.C.  548(i)(2); 47 C.F.R.  76.1000(i). BVS claims that "Rainbow distributes SportsChannel New  xjYork and SportsChannel Philadelphia via satellite primarily to cable operators for their retransmission to  S- xcable subscribers."A90  yO&-ԍComplaint at 3 (para. 9).A Defendants admit that Rainbow is the managing partner in several partnerships that  xyprovide national and regional video programming, including SportsChannel New York and SportsChannel" 9,p(p(88["  S- x Philadelphia.6: yOh-ԍAnswer at 12.6 Defendants further admit that these services are distributed by satellite.8;X {O-ԍId. at 12.8 However,  xDefendants apparently deny BVS's allegations that Rainbow distributes SportsChannel New York and  xSportsChannel Philadelphia and that these services are distributed primarily to cable operators for their  S- xretransmission to subscribers.}<z {O- x[ԍId. ("To the extent Paragraph 9 [of the Complaint] contains a statement of law, no response is required.  xDefendants admit that SportsChannel New York and SportsChannel Philadelphia programming are distributed via  xsatellite. The remaining allegations contained in Paragraph 9 are denied"). Paragraph 9 of the Complaint states that:  xy"Rainbow distributes SportsChannel New York and SportsChannel Philadelphia via satellite primarily to cable  xYoperators for their retransmission to cable subscribers. Accordingly, Rainbow is a vertically integrated satellite cable  xprogramming vendor subject to the restrictions of section 628 of the Communications Act and [the] Commission's program access rules." Complaint at 3 (citations omitted).} Defendants do not explain why they deny this aspect of BVS's allegation,  xnor do they provide any evidence in support of their denial. Furthermore, BVS has provided evidence  S8- xthat SportsChannel New York is licensed to Adelphia, which Defendants admit.[=8,  yO-ԍDash Decl. at para. 4 & Attachment A; Answer at 13.[ Adelphia is a cable  xoperator and as such transmits programming directly to subscribers. Accordingly, we find that Rainbow,  xas the managing partner of the partnership that distributes SportsChannel New York, is a satellite cable  x.programming vendor as that term is defined in Section 628(i)(2) of the Communications Act and Section 76.1000(i) of the Commission's rules.  SH - ^#x20. As for the Commission's attribution standards, under Section 76.1000(b) and the notes to  xSection 76.501 of the Commission's rules, a cable operator will be considered to have an attributable  xinterest in a programming vendor if the cable operator holds five percent or more of the stock of the  xprogrammer, whether voting or non-voting, or if the operator holds limited partnership equity interests of  S - x\five percent or more.>  {O-ԍ47 C.F.R.  76.501 Note, 76.1000(b); Program Access Report and Order, 8 FCC Rcd at 3370. Defendants admit that Cablevision, a cable system operator, holds a majority  x interest in Rainbow and that Rainbow is the managing partner of several partnerships that distribute  SX- xnational and regional video programming.6?XN  yOF-ԍAnswer at 12.6 Thus, we find that Cablevision has an attributable interest in Rainbow under the attribution standards of Sections 76.1000(b) and 76.501 of the Commission's rules.  S- ^x21. With respect to the element of discrimination between competing MVPDs, the Commission  xhas stated that in order to establish that another distributor is a competitor for purposes of showing  xdiscrimination under Section 76.1002(b), there must be "some overlap in actual or proposed service  Sh- xarea."a@h {O#-ԍProgram Access Report and Order, 8 FCC Rcd at 3400.a In addition, the complainant must show that the defendant discriminates between the complainant  S@-and its competitor in the sale of the programming in question.:A@p {OP&-ԍId. at 3422.: " A,p(p(88b"Ԍ S- ^x22. BVS and Adelphia are both MVPDs as that term is defined in the Commission's  S- xregulations.B  yO@- x<ԍ47 C.F.R. 76.1000(e) & Note (defining an MVPD as "an entity engaged in the business of making available  xKfor purchase, by subscribers or customers, multiple channels of video programming[,]" including a cable operator  xYand "[a] video programming provider that provides more than one channel of video programming on an open video system"). BVS states that it competes against Adelphia in Dover Township, which Defendants do not  S- xdeny.C yO- xYԍComplaint at 12 (para. 5); Answer at 11 ("Defendants are without knowledge or information sufficient to form a belief as to the truth of the allegations contained in Paragraph 5 of the Complaint"). BVS supports its statement with affidavits that indicate that there is some overlap in the two  S- xlMVPDs' service areas.\D yO0 -ԍMicallef Decl. at para. 3; Dash Decl. at paras. 46.\ We therefore find that BVS has met its burden of showing that BVS and Adelphia are competitors in Dover Township, New Jersey.  S- ^x23. BVS also states that Rainbow licenses SportsChannel New York to Adelphia.E yOH- xlԍComplaint at 6 (para. 19). BVS also provided a copy of Adelphia's channel lineup, which includes SportsChannel New York and PRISM. Dash Decl., Attachment A. Defendants  S- xadmit that SportsChannel New York is licensed to Adelphia.5F  yOx-ԍAnswer at 13.5 We therefore find that Rainbow, as the  xKmanaging partner of the partnership that distributes SportsChannel New York, sells its SportsChannel New York programming to BVS's competitor.  SH - ^px24. With respect to the requirement that a complainant show the existence of non-price  xdiscrimination by defendant, the Commission has recognized that an "unreasonable refusal to sell" may  S - xconstitute non-price discrimination under Section 628(c)(2)(B).aG  {O-ԍProgram Access Report and Order, 8 FCC Rcd at 3412.a However, the Commission has cautioned  S - xthat unreasonable refusals to sell must be distinguished from refusals to sell based on legitimate reasons.1H  {O-ԍId.1  xDefendants admit that Rainbow has not yet provided the requested programming to BVS but contend that  x/Rainbow's refusal to sell its programming to BVS is based on legitimate concerns about BVS's and/or  SX-Bell Atlantic's history of defaulting on agreements.IX {O- x,ԍAnswer at 810. See supra note 42 (discussing Defendants' use of the term "Bell Atlantic" to refer to both BVS and Bell AtlanticNew Jersey).  S- ^x25. Based on the facts in the record, we are persuaded by BVS's claim that Rainbow  xunreasonably has refused to sell its regional sports programming to BVS. We do not agree that Bell  xAtlantic's refusal to provide a refund of Rainbow's channel reservation deposit serves as a legitimate basis  xjfor Rainbow's refusal to sell its programming to BVS. The issue of the channel reservation deposit is the" I,p(p(88"  S- xsubject a separate, unrelated dispute between Rainbow and Bell Atlantic.J {Oh- xԍThis matter is currently pending before the Common Carrier Bureau. See Rainbow Complaint, CC Docket No.  {O2-E9715, supra note 40. Defendants offer no additional  xsupport which might constitute a legitimate business reason for Rainbow's refusal to sell its programming  xto BVS. We therefore find that Rainbow's refusal to sell its programming to BVS is an unreasonable  xrefusal to sell in violation of Section 628(c)(2)(B) the Communications Act and Section 76.1002(b) of the Commission's rules.  S- ^@x26. We further find that the other defenses raised by Defendants are without merit. With respect  xto the claim that BVS has not demonstrated the requisite showing of harm, we note that neither the  xCommunications Act nor the Commission's program access rules require complainants in discrimination  xjproceedings based on Section 76.1002 of the Commission's rules to demonstrate harm. The Commission  xhas concluded that Congress determined that a finding of discrimination in violation of the program access  SH -rules presupposes the element of harm.KH $ {O - xԍProgram Access Report and Order, 8 FCC Rcd at 3377 (discussing Section 628(c) of the Communications Act,  {O- xwhich is codified at Section 76.1002 of the Commission's rules); Program Access Recon. Order, 10 FCC Rcd at  x1930. The Commission's rules do require complainants to make a showing of harm in connection with complaints  {Oh- xZfiled under Section 76.1001 of the Commission's rules. See 47 C.F.R.  76.1003(c)(xii); Program Access Report  {O2-and Order, 8 FCC Rcd at 3374.   S - ^x27. We also reject the defense that Rainbow's actions were not discriminatory. Defendants' only  xargument in support of this defense is that Bell Atlantic has acted unreasonably by "foreclosing access to  S - xthe Dover platform" and by refusing to refund Rainbow's channel reservation deposit.iLZ  yO$- xiԍAnswer at 11. Defendants' argument that Bell Atlantic prevented Rainbow from gaining access to the Dover  x,Township video dialtone platform as an MVPD is an issue in Rainbow's pending complaint in CC Docket No. E97 {O-15. See Rainbow Complaint, supra note 40.i These issues are  xnot relevant to the disposition of BVS's program access complaint. We have determined above that  xRainbow provides SportsChannel New York to Adelphia but refuses to provide the same programming  xlto BVS, and that BVS competes with Adelphia in the Dover Township market. We have rejected  xRainbow's proffered justification for its refusal to sell to BVS. These findings establish the elements of unlawful discrimination in the sale of satellite cable programming.  S- ^x28. Because we find that Rainbow has violated Section 628(c)(2)(B) of the Communications Act  xand Section 76.1002(b) of the Commission's rules, we do not address the question of whether Cablevision  xkhas exercised undue or improper influence over the programming decisions of Rainbow in violation of  xSection 628(c)(2)(A) of the Communications Act and Section 76.1002(a) of the Commission's rules.  xSimilarly, given our finding that Rainbow has violated the specific provision of Section 628(c)(2)(B) of  xthe Communications Act, we do not address BVS's unfair method of competition argument pursuant to Section 628(b) of the Communications Act and Section 76.1001 of the Commission's rules.  SP- V. CONCLUSION ă  S- ^x29. We find that Rainbow unreasonably has refused to sell its SportsChannel New York  xLprogramming to BVS. Defendants have not demonstrated that Rainbow's refusal to sell its programming" L,p(p(88."  xto BVS is justified by a legitimate business reason. In addition, we reject the other defenses proffered  x[by Defendants. We hereby order Rainbow to sell its SportsChannel New York programming to BVS for distribution on Bell Atlantic's open video system in Dover Township, New Jersey.  S`- ^Qx30. We decline to impose sanctions against Defendants at this time. However, we will not  xyforeclose the imposition of appropriate administrative remedies, including forfeitures, should Defendants fail to comply with the directives set forth herein.  S- wVI. ORDERING CLAUSES ă  Sp- ^3x31. Rainbow Media Holdings, Inc., is hereby ORDERED to sell its programming to Bell  xkAtlantic Video Services Company on non-discriminatory terms for distribution on Bell AtlanticNew  xJersey's open video system in Dover Township, New Jersey, in accordance with the terms of this Memorandum Opinion and Order.  S - ^2x32.  IT IS FURTHER ORDERED that within 45 days after the release date of this Order  xRainbow Media Holdings, Inc., shall provide proposed licensing agreements to Bell Atlantic Video  xServices Company with respect to the distribution of its SportsChannel New York programming in Dover Township, New Jersey.  S- ^Px 33. This action it taken pursuant to authority delegated by Section 0.321 of the Commission's  S-rules.=M yO -ԍ47 C.F.R.  0.321.= X` hp x (#%'0*,.8135@8: