WPC7 2MBR ZCourierw Roman3|xw RomanTimes New Roman BoldX@HP LaserJet 4M ROOM 228 LPT1HPLA4MP0.PRSx  @\ifX@|D8D\dDXdXdXDdd88d8ddddDL8ddddX`(`lD4l\DDD4DDDDDDDDd8XXXXXX|X|X|X|XD8D8D8D8ddddddddddXdbdddpdXXXXXlX~|X|X|X|XdddldldD8DdDDDdplld|8|P|D|D|8dvddddDDDpLpLpLpl|T|8|\ddddddl|X|X|Xd|DdpL|Dd~4ddC$CWxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxNHxxH\dDXddddd8@d<@d<DDXXdDDxddzHxxHvppDXd<"dxtldpxxdTimes New Roman)RomanLPT1HPLA4MP0.PRSXj\  P6G;\ifXP2/ 3|nX01Í ÍX01Í Í V5VYO5O5O5O5^<^<^<^>^<^C^F.".C.).CaC>>^CO"O6O)O0O"VCVVCVC^<^O=O)OFVCVCVCVCVCVCxVV>O5O5O5VCO)VCC.O)V<X<<( (WTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN+HH+@<)<<<<8HH"&H>XHH8HB8>HH^HH>"".2",2,2,"222N2222"&22H22,006"6."""""""""""2H,H,H,H,H,XAB,>,>,>,>,""""H2H2H2H2H2H2H2H2H2H2H,H2H1H2H2H282H,H,H,B,B,B6B,H?>,>,>,>,H2H2H2H6H2H6H2""2"""2F866H2>>(>">">H2;H2H2H2H2XHB"B"B"8&8&8&86>*>>.H2H2H2H2H2H2^HH6>,>,>,H2>"H28&>"H2?22!!WFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFFxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxN$<<$.2",2222`2 LL2 LL2L"",,2d""dYzzzzCCCCqodYYYYYYYYYYY8888dddddddnddddddd"5@^2Coddȧ8CCdr2C28ddddddddddCCrrrdzNdzoȐC8CtdCdoYoYCdo8Co8odooYNCodddYO,Oh2CC!CCPRCdodddddȐYYYYYN8N8N8N8oddddooooddoddddzodddYYYYYYddddooPoNoNCNodo8RoodȐYYoNoNNF2ldCddddddd<d<CCoodCCddCoCddzzzzzzzzzzCCCCozdddddddYYYYY8888dddddddndddddYd"5@^(1<>400000000009>9+@04242079$4+<744440-909020!!!4002-2--42O4020(($4+90-+!!94)0400000000000G2-2-2-2-2-744040404094949494-004240402-40220044002-2-2-2-442-7-7077-7-94944444$42++)7474444(4)0(N$2+00020000-00000000t0>77+0c7<&&209<!!&>>400000000009>9+@04242079$4+<744440-909020!!!4002-2--42O4020(($4+90-+!!9-002240000000>00-$000000+0000000222224744444049999224000000G-----0400000+04444-22\$47<?xxx,?x6X@`7X@by.X80,H;X\  P6G;Pc7jC:,Xj\  P6G;XPd7nC:,kXn4  pG;X\e5hC:,- Xh*f9 xr G;XXfW!@(#,8h@\  P6G;hPgH5!,8,5\  P6G;,P\{,W80,-W*f9 xr G;X234h4   ((((( !X#$&$()+ X-#X\  P6G;H;P#X01Í Í X81Í Í #Xj\  P6G;XP#  @--@)mF X-w  #XP\  P6QXP#Federal Communications Commission`(# FCC 97187 ă  yxdddy )Պ R  "|  2+Before the [ FEDERAL COMMUNICATIONS COMMISSION  X-Washington, D.C. 20554 TP  X-In re the Application of hh@h) x` `  hh@h)  X_-MCI COMMUNICATIONS CORP., @h)  XH-x` ` Transferor, hh@h) x` `  hh@h)  X -x` ` and hh@h) x` `  hh@h)  X -SOUTHERN PACIFIC hh@h)ppFile No. ENF94006  X -xTELECOMMUNICATIONS COMPANY ,h)  X -x` ` Transferee, hh@h) x` `  hh@h)  X-For Consent to Transfer Control of Qwest@h)ppFile No. 9413177  Xy-Communications, Inc.hh@h)  XK- = MEMORANDUM OPINION AND ORDER TP  X-  Adopted: May 28, 1997hh@h: `, Released: June 2, 1997    By the Commission:  X-M I. INTRODUCTION ă  X- ` x1.` ` We have before us an Application for Review (the "Application") filed by  xMicrowave Acquisition Corp. ("MAC"), which seeks reversal of a Common Carrier Bureau order  Xe- xZ(the "Bureau Order") approving the transfer of control of Qwest Communications, Inc. ("Qwest")  xfrom MCI Communications Corp. ("MCI") to Southern Pacific Telecommunications Company  X9- x("Southern").9 {O- xԍApplication of MCI Communications Corp. & Southern Pacific Telecommunications Corp., Memorandum  {O|-Opinion & Order, 10 FCC Rcd 1072 (1994) ("Bureau Order"). In the present Application, MAC renews certain arguments that it previously  X"- xraised in its petition to deny the transfer.o"$ {O!-ԍSee Petition to Deny, CCB File No. 9413177 (filed May 6, 1994). o Having reviewed fully MAC's contentions, we find  xthe Application to be without merit. Accordingly, for reasons discussed more fully below, we deny MAC's Application. "0*''ZZ"Ԍ X-g II. BACKGROUND ă  X- ` Px2.` ` Prior to the transfer previously approved in this proceeding, Qwest was a wholly xowned subsidiary of MCI and provided domestic interexchange telecommunications services,  xkthrough its digital microwave transmission network and through interconnection with other  X-carriers, to customers located throughout the eastern, southern, and midwestern United States.N yO-ԍSee id. at 1072,  2. N  X_- ` x3.` ` On February 16, 1994, MCI entered into a stock purchase agreement (the  x."Agreement") to sell Qwest for approximately $20million to Southern, a closely held Delaware  xcorporation providing domestic longdistance transmission services and facilities to interexchange  X - xMcarriers and commercial businesses.? X yO# -ԍSee id.  3. ? On March 18, 1994, MCI and Southern (the "Transfer  xApplicants") filed their application, with the Private Radio Bureau, seeking the Commission's  X - xapproval, under Section 310(d) of the Communications Act of 1934, as amended (the "Act"),sx  yO-ԍ47 U.S.C.  310(d). This section states, in relevant part:  ` pXxX` ` No . . . station license, or any rights thereunder, shall be transferred, or assigned, or  ` pdisposed of in any manner, voluntarily or involuntarily, directly or indirectly, or by  ` ptransfer of control of any corporation holding such permit or license, to any person  ` pexcept upon application to the Commission and upon finding by the Commission that the public interest, convenience, and necessity will be served thereby. ` s of  X - x.the transfer of Qwest from MCI to Southern. On April 6, 1994, the Private Radio Bureau (  yO- xԍOn December 1, 1994, the Private Radio Bureau was reorganized and renamed the Wireless  yOv- xTelecommunications Bureau. See News Release No. 50909 (Dec. 1, 1994); see also Changes in the Delegated Authority  x;of Various Bureaus, 60 Fed. Reg. 35503 (1995) ("the Wireless Telecommunications Bureau assumes the functions and  xdelegated authority that had been granted to the Private Radio Bureau"). Because the subject bureau was know  x;as the Private Radio Bureau at the time relevant to this proceeding, we refer to it in that manner throughout this Memorandum Opinion and Order.  gave  X -public notice that the application had been accepted for filing.^  yO-ԍPublic Notice Report No. 1077, released April 6, 1994.^  X- ` x4.` ` Pursuant to the terms of the stock purchase agreement with Southern, MCI also  xfiled, concurrently with the captioned application, a second application for Commission consent  Xb- x[to the pro forma assignment of 15 additional PointtoPoint Microwave licenses to Qwest from  XM- xanother of MCI's wholly owned subsidiaries, MCI Telecommunications Corp. ("MCI Telecom").QM0 yO.$-ԍSee Application File No. 9413176. Q "M0*%%ZZI"  X- xPro forma assignment applications are not subject to the public notice and other requirements of  X- xSection 309 of the Act;  yOd-ԍSee 47 U.S.C.  309(b), (c); 47 C.F.R.  21.27(b)(5); see also 47 C.F.R.  21.39(b). nonetheless, before it granted this second application on April 11, 1994,  X- xthe Commission published an informational noticeO X yO-ԍSee 47 C.F.R.  21.27(a)(5). O of this pro forma assignment in the same  X-public notice that listed the captioned application.H  yOX-ԍSee supra note 7. H  X- ` `x5.` ` On May 6, 1994, MAC, which claimed previously to have contracted with MCI  xto purchase Qwest from MCI, filed its timely petition to deny the transfer. As discussed below,  xthe petition to deny challenged the proposed transfer on certain procedural grounds, and it argued that the transfer would lessen competition in the relevant markets.  X - ` x6.` ` In ruling on MAC's petition to deny, the Common Carrier Bureau (the "Bureau")  X - xKconcluded that MAC lacked standing to oppose the transfer.e  x yO0-ԍSee Bureau Order, 10 FCC Rcd at 1074,  1011. e Specifically, the Bureau ruled that  xMAC's claimed injury MCI's alleged breach of the prior contract under which MAC claimed  xLto be entitled to purchase Qwest was not "fairly traceable," within the meaning of applicable  X - xstanding jurisprudence, to the Commission's action of approving the proposed transfer.@  yO{-ԍSee id.  11. @  xFurthermore, the Bureau ruled that the remedy MAC sought, denial of approval for the transfer,  X- xwould provide no redress for its claimed injury.2 yO-ԍId. 2 In spite of these rulings, however, the Bureau  xtreated MAC's petition as an informal objection under 47 C.F.R.  21.30(b), and considered its  Xf-arguments in ruling on the transfer application.1f(  yO?-ԍId.1  X8- ` x7.` ` With respect to the merits of the application, the Bureau found that, as required  xby Section 310(d), Southern had "the necessary financial resources and technical expertise to  X - xensure that communications services provided by Qwest are consistent with the public interest."J   yOs!-ԍId. at 1073,  68. J " H 0*%%ZZ("  X- xThe Bureau also examined the competitive impact of the proposed transferS yOy-ԍSee id. at 107476,  1222. S and concluded that  X-it would "not substantially lessen competition."EX yO-ԍId. at 1077,  23. E  X- ` "x8.` ` With respect to the procedural challenges that MAC raised, the Bureau found, inter  X- x{alia: (1) that the Private Radio Bureau, where the Transfer Applicants filed their transfer  xxapplication, had the appropriate authority to accept such applications for filing and publish notice  Xz- xthereof;Fz yO -ԍSee id  2629. F (2) that the public notice of the proposed transfer was adequate;Szx yO -ԍSee id. at 107778,  3033. S and (3) that, as a  xnondominant carrier, Southern was not required to obtain a certificate under Section 214 of the  XL-Act before receiving the proposed transfer of licenses.SL yO-ԍSee id. at 107879,  3436. S  X - III. DISCUSSION  X -  X - ` ~x9.` ` In its Application for Review, MAC finds fault with four aspects of the Bureau  X - xLOrder. First, it challenges the Bureau's ruling that MAC lacked standing to oppose transfer of  xQwest to Southern. Second, it asserts that the Private Radio Bureau lacked the proper authority  xzto accept for filing the transfer application. Third, MAC argues that the public notice of the  xtransfer application was insufficient because it did not list all of the licenses held by Qwest that  xkthe transfer would affect. Lastly, MAC disputes the Bureau's conclusion that a Section 214  xcertificate was not required for the instant transfer. We address MAC's arguments in this order below.  X%-x A. Standing  X- ` x 10.` `  The Parties' Contentions. In its Application, MAC argues that the Bureau erred  x[in determining that MAC lacked standing to contest the proposed transfer because its claimed  xinjury was not fairly traceable to action by the Commission, nor was the injury likely to be  xredressed by the remedy that MAC sought denial of consent to the proposed transfer. MAC  X- xcontests the bases for the Bureau's standing decision by citing to Telephone & Data Systems, Inc.  X- x v. FCC,[ yO#-ԍ19 F.3d 42 (D.C. Cir. 1994) ("TDS v. FCC"). [ a 1994 decision by the U.S. Court of Appeals for the District of Columbia Circuit.  xZRelying on language from that decision, MAC contends that, because the license transfer "would"q( 0*%%ZZ"  xhave been illegal without [Commission] action," its claimed injury is fairly traceable to  X- xxCommission action for purposes of the standing inquiry.h yOb-ԍSee Application at 7 (quoting TDS, 19 F.3d at 47). h Furthermore, again based on language  X- x\in TDS v. FCC, MAC asserts that it meets the redressability portion of the standing inquiry  xjbecause the Commission's denial of consent for the transfer would represent a "necessary first  X- x=step on the path that could ultimately lead to relief fully redressing the injury."\X yO-ԍId. at 8 (quoting TDS, 19 F.3d at 47). \ On the other  xxhand, the Transfer Applicants defend the Bureau's decision against MAC's attacks, asserting that  Xx-MAC has interpreted overly broadly the holding in TDS.Ux yO -ԍSee Opposition to Application at 79. U  XL- ` Ax 11.` `  Discussion: We are unpersuaded by MAC's attempts to bring this proceeding  xwithin the requirements for standing that have been applied both by the Commission and by the  X - xfederal courts. As noted in the Bureau Order, Section 309(d)(1) of the ActA x yOG-ԍ47 U.S.C.  309(d)(1).A restricts to "parties  xin interest" the universe of entities that may raise challenges like MAC's petition to deny the  X - x<proposed transfer.^  yO-ԍSee Bureau Order, 10 FCC Rcd at 1074,  10. ^ Under this portion of the Act, a "party in interest" must meet essentially the  x/same requirements as those for standing, under 47 U.S.C.  402(b), to appeal a Commission  X - xdecision to a federal court.   yO - xԍSee Office of Communication of the United Church of Christ v. FCC, 359 F.2d 994, 1000, n.8 (D.C. Cir. 1966);  yO- xTelesis Corp., Memorandum Opinion & Order, 68 FCC2d 696, 69899,  89 (1978); Standards for Determining the  yO- xStanding of a Party to Petition to Deny a Broadcast Application, Memorandum Opinion and Order, 82 FCC2d 89, 9596,  1819 (1980). Thus, entities claiming standing must allege and prove: (1)  xpersonal injury, (2) that is "fairly traceable" to the challenged action, and (3)a substantial  X-likelihood that the relief requested will redress the injury claimed.X  yO- xԍSee Lugan v. Defenders of Wildlife, 504 U.S. 555, 560 (1992); Allen v. Wright, 468 U.S. 737, 751 (1984); Valley  yO- xxForge Christian College v. Americans United, 454 U.S. 464, 472 (1982); Village of Arlington Heights v. Metropolitan  yOW-Housing Dev. Corp., 429 U.S. 252, 261 (1977).   Xh- ` x 12.` `  Causation: There appears to be no dispute that the first element of this standing  xanalysis, the injury of which MAC complains, consists of the transfer of Qwest to Southern,"Q0*%%ZZ"  X- xinstead of MAC, in alleged breach of a contract that MAC claims it had entered with MCI.F(  yOy- x;ԍSee Application at 67 (complaining of "loss of a valuable contractual interest in a licensee"); Opposition  xZto Application at 2 ("MAC's alleged grievance stems from a contract it once had with MCI to purchase the Qwest system").  yO-  xWe note that, relying on Granik v. FCC, 234 F.2d 682 (D.C. Cir. 1956), MAC appears at certain points in its  yOa- x,filings to argue that, by itself, the "loss of a contractual interest provides standing." See MAC Reply Brief at 4; see  yO)- xialso Application at 5 (arguing that party has standing to object to transfer if it "has filed a lawsuit in a state or  xfederal court requesting specific performance of a contract"). To the extent that MAC asserts that its claimed loss  xof a contractual interest in Qwest, alone, can create standing, we reject its argument as inconsistent with the  yO - xthreepronged inquiry applicable under current standing jurisprudence. Although the court in TDS v. FCC cited  yOI - xJGranik, see 19 F.3d at 46, it did so only for the proposition that loss of a contractual interest will satisfy the injury  xportion of the standing inquiry. Accordingly, we decline MAC's apparent invitation to rule that alleging the loss of a contractual interest allows a party to avoid the remainder of the applicable standing inquiry. F  X- xMAC contends that, under TDS v. FCC, this injury is "fairly traceable" to Commission action. This decision, however, does not support MAC's argument.  X- ` $x 13.` ` In TDS v. FCC, the appellant, TDS, had secured an option to buy the majority  xinterest in a licensee's thenunbuilt cellular network once the construction had been completed.  xHowever, the holder of the majority interest in the licensee previously had entered an agreement  xwith the licensee's other owners requiring a supermajority vote to sell control of the licensee.  xIn order to exercise its option to purchase the majority interest in the licensee, TDS sought to  x abrogate the supermajority agreement, arguing that it violated section 310(d) of the Act by  X - xjeffectively transferring the licensee's control over the network without Commission approval.B  yO-ԍSee 19 F.3d at 44. B  xAs part of its subsequent order granting the licensee permission to begin construction of the  xnetwork, the Commission declined to abrogate the supermajority agreement between the licensee's owners.  X - ` ax 14.` ` Before the circuit court, the parties agreed that TDS's claimed injury was its  xinability to exercise its purchase option because a minority interest holder in the licensee had  X}- xblocked the supermajority approval necessary to permit sale of control to TDS.: }H  yOv-ԍId. at 46. : The two  xLremaining portions of the standing inquiry, however, causation and redressability, remained in  x=dispute. Addressing the issue of causation, the court noted that "injurious private conduct is  xfairly traceable to the administrative action contested in the suit if that action authorized the  X!- xiconduct or established its legality."!! yO#-ԍId.Ġat 47 (citing, inter alia, Simon v. Eastern Kentucky Welfare Rights Org., 426 U.S. 26, 45 n.25 (1976)). Thus, the TDS court ruled that the Commission's contested"!h!0*%%ZZ"  xorder "affirmatively upheld the legality of the very provisions whose exercise has inflicted injury  X-on TDS, provisions that a contrary holding would have abrogated."1" yOb-ԍId.1  X- ` x15.` ` In the present case, however, the causal relationship between the Commission's  X- xLaction and MAC's claimed injury is substantially more attenuated than that in TDS. There, the  xvalidity of the contract provision from which the claimed injury arose was directly before the  xCommission: in ruling on the construction application, the Commission was squarely presented  xzwith the opportunity to avert the claimed injury by invoking Section 310(d) to invalidate the  XJ- xsupermajority provision, but it chose not to do so.#XJX yOS - xԍTDS raised its opposition to the supermajority clause in its petition for clarification or partial  xreconsideration of the memorandum opinion and order granting authorization to construct the cellular network.  yO -See Thompson, Memorandum Opinion and Order, 4 FCC Rcd 2599 (Com. Car. Bur. 1989).  On the other hand, in the present proceeding,  X3- xMas noted in the Bureau Order^$3x yO\-ԍSee Bureau Order, 10 FCC Rcd at 1074,  11. ^ and as MAC asserts in its Application,G%3 yO-ԍSeeĠApplication at 67. G the claimed injury  xiproceeded from the fact that MAC's alleged contract to purchase Qwest was never consummated.  xThe Commission had no control over the failure of this alleged contract, and no portion of the  x>contract was before the Commission at any time in this proceeding. Rather, as noted in the  X - xBureau Order, the Commission simply consented to the transfer of Qwest to Southern; it did not  X - x"require or cause the transfer of control."Z&  yO -ԍBureau Order, 10 FCC Rcd at 1074,  11. Z We therefore find that MAC has failed to establish that its claimed injury is fairly traceable to Commission action.  X- ` x16.` ` Redressability: As noted above, in this Application, MAC also challenges the  xyBureau's conclusion that the remedy MAC sought--denial of consent to the transfer of Qwest  xto Southern--would not redress the injury that it claims. For this portion of its argument, MAC  X:- x>again relies exclusively on the decision in TDS v. FCC.E':(  yO-ԍSeeĠApplication at 8. E We are not persuaded by MAC's arguments.  X- ` x17.` ` In TDS, the court noted, and indeed the Commission had conceded, that "under  xthe Communications Act [the Commission] ha[d] the power to remedy the violation by simply  xyousting" the minority interest holder in the licensee from control, "thus preserving the value of" '0*%%ZZ"  X- xTDS's option."8( yOy-ԍ19 F.3d at 47. 8 In light of this fact, the court noted that it would relax the normal, "'exacting  X- xscrutiny' of redressability.")X yO-ԍId. (quoting The Freedom Republicans v. Federal Election Comm'n, 13 F.3d 412, 416 (D.C. Cir. 1994)). Accordingly, it ruled that standing would exist if "the relief sought  xwould constitute a `necessary first step on a path that could ultimately lead to relief fully  X-redressing the injury.'"* yOT-ԍId. (quoting Hazardous Waste Treatment Council v. EPA, 861 F.2d 270, 273 (D.C. Cir. 1988)).  X- ` x18.` ` MAC quotes this standard for redressability, attempting to portray its situation as  xsimilar to that of TDS. It cannot, however, establish that, in the instant proceeding, the  X_- xzCommission "has the power to remedy the violation," as it did in TDS. Rather, MAC simply  xasserts that "the Commission's reversal of the Bureau's action need not result today in the transfer  xof Qwest to MAC; but the denial of the MCI/SP transfer application is an essential step in the  X - x^ultimate vindication of MAC's contract rights.";+ x yOE-ԍApplication at 8. ; MAC fails to demonstrate how the  x[Commission's denial of consent to the transfer is a necessary preliminary step toward the relief that it seeks vindication of the rights it claims under the alleged contract to purchase Qwest.  X - ` x19.` ` As noted in the Bureau Order, "MAC can obtain redress for any injury caused by  xMCI's alleged breach in its state court action, since that court can order specific performance or  X- xother appropriate relief."Z, yOM-ԍBureau Order, 10 FCC Rcd at 1074,  11. Z Indeed, under longstanding Commission policy, of which the courts  xhave approved, it would be improper for the Commission to attempt to provide relief for MAC's  Xf- xclaimed injury, which is essentially a private, contractual claim.-f yO- xԍSee, e.g., Listeners' Guild, Inc. v. FCC, 813 F.2d 465, 469 (D.C. Cir. 1987); Metromedia Company,  yOw-Memorandum Opinion & Order, 3 FCC Rcd 595, 595,  78 (1988).  We thus conclude that the  xkdenial of consent to the challenged transfer is in no way an essential preliminary step in the  x.vindication of the rights that MAC claims here. Accordingly, MAC has failed to establish the  xthird requirement for standing. For this reason, as well as those discussed above in connection  xwith causation, we deny the portion of MAC's Application that seeks review of the Bureau's ruling on the issue of standing.  X-x B. Authority of the Private Radio Bureau  X- ` |x20.` ` The Parties' Contentions. MAC next requests that we reconsider the portion of  X- xithe Bureau Order ruling that the application to transfer Qwest to Southern was properly accepted" -0*%%ZZP"  xyfor filing. MAC argues that the Private Radio Bureau, where the Transfer Applicants filed their  xrequest for approval of the transfer, never received the delegated authority that MAC contends  X- xwas necessary for it to accept and initially process the application.>. yOK-ԍApplication at 912. > Consequently, MAC asserts,  xthe process of filing and public notice of the transfer application must be repeated. The Transfer  xApplicants counter that the Commission's Rules clearly provided that the Private Radio Bureau  X-would be responsible for initial processing of transfer applications.M/X yO-ԍOpposition to Application at 1015. M  X_- ` x21.` ` Discussion. As noted in the Bureau Order,^0_ yO -ԍSee Bureau Order, 10 FCC Rcd at 1077,  26. ^ the Commission stated on several  xdifferent occasions that the Private Radio Bureau was responsible for the initial processing of  xcertain categories of transfer applications. First, in a September 3, 1992 Public Notice, the  xCommission announced that it was transferring "certain processing responsibilities for . . .  xCommon Carrier PointtoPoint Microwave . . . applications from the Common Carrier Bureau's  xWashington, D.C. offices to the Private Radio Bureau's Gettysburg, Pennsylvania offices effective  X - xiOctober 1, 1992."b1X x yO- xԍSee Certain Processing of Digital Electronic Message Service and Common Carrier PointtoPoint  yO- xMicrowave to be Transferred, Public Notice, DA 921190 (September 3, 1992) ("1992 Processing Notice") (corrected and clarified by Public Notice, DA 921252).b The 1992 Processing Notice specifically stated that the Private Radio Bureau  xoffice in Gettysburg would handle "PointtoPoint Microwave application processing functions"  X - xKfor "routine assignments and transfers of control,"92  yO-ԍId. at 2. 9 but that the Bureau's offices in Washington,  X-D.C., would continue to "[r]eview and evaluate all...cases involving Petitions to Deny."93(  yOm-ԍId. at 3. 9  Xf- ` x22.` ` In a January 1993 Public Notice, the Commission restated the authority of the  x\Private Radio Bureau initially to process certain transfer applications: "Effective October 1,  x[1992, processing of applications in the Common Carrier PointtoPoint Microwave... Service[]  X!- xwas transferred to the Private Radio Bureau's Licensing Division in Gettysburg, Pennsylvania."4!  yO - xZԍNew Application Processing Practices In the Common Carrier PointtoPoint Microwave and Broadcast  yOR!-Auxiliary Services, Public Notice, 8 FCC Rcd 775 (1993).  x>By its order of March 22, 1993, the Commission amended its Rules explicitly to provide that  xthese applications should be filed with its Gettysburg office, which had been processing the" 40*%%ZZ "  X- xzapplications since October 1992.5 yOy-ԍSee Amendments to Parts 0, 1, 21 and 74 of the Commission's Rules, Order, 8 FCC Rcd 2076 (1993). And again by order of September 22, 1994, we reaffirmed  xthe authority of the Private Radio Bureau to process these applications, noting that it "issue[d],  X-under delegated authority, common carrier licenses for Part 21 domestic public fixed services."6X yO- xԍSee Regulatory Treatment of Mobile Services, Third Report and Order, 9 FCC Rcd 7988, 8156,  383 & n.708  yO-(1994) (citing 1992 Processing Notice).  X- ` _x23.` ` MAC reads the above pronouncements to indicate only that transfer applications  xLshould be mailed to the Private Radio Bureau in Gettysburg, but that they would be processed  xyexclusively by the Common Carrier Bureau because that task was not a specifically enumerated  X_- xfunction of the Private Radio Bureau.F7_ yO -ԍSee Application at 11. F MAC's argument is contrary to the Commission's  xpublished statements on the issue. Both of the Public Notices discussed above explicitly stated  xthat the Private Radio Bureau would have responsibility for "processing" the applications, at least  xLto the extent that they remained unopposed. Thus, as the Fifth Circuit has noted under similar  xcircumstances, we believe that the Commission's orders and other publications "clearly envisioned  xthat the [Private Radio Bureau] would play an active role in the decision making process and  X -would be something more than a `mail drop' for various filings."8@ @ yO-ԍGulf South Pipeline Co. v. FERC, 876 F.2d 431, 433 (5th Cir. 1989).   {xIn light of our above decision on the authority of the Private Radio Bureau, we need not reach MAC's  yO- x,additional argument that unauthorized action by the Private Radio Bureau may not subsequently be ratified. See  xApplication at 1112. We note, however, that MAC has provided no authority for its broad assertion of this  yO- x proposition, and that it appears to be in error. See Michigan Dept. of Educ. v. United States Dept. of Educ., 875 F.2d  x1196, 1203 (6th Cir. 1989) (Secretary of Education empowered to ratify unauthorized action by subordinate  yO>-commissioner); Relco, Inc. v. Consumer Prod. Safety Comm'n, 391 F. Supp. 841, 845 (S.D. Tex. 1975).   X - ` x24.` ` Furthermore, as noted in the Bureau Order,]9 H  yO-ԍBureau Order, 10 FCC Rcd at 1077,  29 n.80.] any defect in the Private Radio  x!Bureau's review and acceptance for filing of the transfer application was harmless error.  x\Commission Rule 21.26 explicitly provides the "listing of the application on public notice as  xaccepted for filing" does not "indicate[] that the application has been found acceptable," nor does  XM- xit preclude the "subsequent return or dismissal of the application if it is found to be defective."?:M yO!-ԍ47 C.F.R.  21.26. ?  x In light of the above considerations, we believe that MAC's arguments regarding the filing  xprocess of the instant transfer application exalt form over substance; this portion of its  x>Application is therefore denied. We decline to adopt a rule that would prohibit the various" h:0*%%ZZ "  xbureaus from providing each other with administrative assistance on what are simply ministerial matters.  X- ` x25.` ` MAC also contends, for the first time in its present Application, that the Bureau  xwas without authority to approve the transfer application because, shortly before the release of  X- xthe Bureau Order, we granted the Wireless Telecommunications Bureau authority over matters  xrelating to wireless telecommunications. Our Rules prohibit the reliance, in an application for  xreview, "on questions of fact or law upon which the designated authority has been afforded no  XJ- xopportunity to pass."B;J yO -ԍId.  1.115(c). B Because MAC has not previously raised this argument before the Bureau,  xit cannot form the proper subject for an application for review. We therefore decline to address this argument here.  X -x C.` ` Adequacy of Notice of Transfer  X - ` x26.` ` The Parties' Contentions. MAC next renews an argument that it made before  x[the Bureau regarding the sufficiency of the public notice of the proposed transfer of control of  xyQwest. It asserts that in this proceeding the notice was inadequate because it did not list all of  X{- xthe licenses belonging to Qwest that would be affected by the transfer.?<{X yO-ԍApplication at 1215. ? MAC also challenges  Xd- x/the notice of the pro forma transfer of stations from MCI Telecom to Qwest (from one MCI  XO- x>subsidiary to another) on the ground that it did not list any of the stations involved.1=O yO-ԍId.1 The  xTransfer Applicants respond by arguing that the notice necessarily was adequate because it  X!- xprovided enough information for MAC to choose to file its petition to deny.T>!x yOJ-ԍSee Opposition to Application at 16. T Furthermore, the  xiTransfer Applicants argue, unlike the cases involving cutoff notices on which MAC relies, it was  xthe Commission's standard practice not to list each of the licenses affected by a proposed transfer.  xThe Transfer Applicants assert that this practice was justified because, in a transfer proceeding,  xthe public does not have the right to file competing applications for control of the licenses being  X-transferred.A? yOg -ԍSee id. at 1620. A  X- ` x27.` ` Discussion. Consistent with the Bureau's ruling, we reject MAC's arguments  xregarding the notice of the transfer application in this proceeding. It is well established that  xnotice in this type of proceeding must be "reasonably calculated . . . to apprise interested parties"R ?0*%%ZZ"  X- xof the pendency of [an] action and afford them an opportunity to present their objections."@ yOy- xԍMullane v. Central Hanover Bank & Trust Co., 339 U.S. 306, 314 (1950) (citing, inter alia, Milliken v. Meyer, 311 U.S. 457 (1940)). It  xmust "enable individuals to know of governmental actions affecting their rights so that they may  X- xact to protect those rights."A  yO- xԍEqual Employment Opportunity Comm'n v. Pan American World Airways, 897 F.2d 1499, 1508 (9th Cir.),  yOk-cert. denied, 498 U.S. 815 (1990). Thus, "[a]ctual knowledge of the pendency of an action removes  X- xxany due process concerns about notice."BXx yO - xԍId. See also NLRB v. Mackay Radio & Tel. Co., 304 U.S. 333, 350 (1938) (sufficient notice if party  yO - x"understood the issue and was afforded full opportunity" to contest administrative action); Golden Grain Macaroni  yOt -Co. v. FTC, 472 F.2d 882, 88586 (9th Cir. 1972) (collecting cases), cert. denied, 412 U.S. 918 (1973).  As the Transfer Applicants assert, MAC's filing of its  x?petition to deny demonstrates that it received adequate notice of the proposed transfer.  xAccordingly, we reject MAC's argument based on the notice's omission of an exhaustive listing  Xv-of the licenses to be transferred. Cv yO- xԍCf. Leosat Corporation, 8 FCC Rcd 668, 669 (1993) (upholding adequacy of notice where party's own actions demonstrated its knowledge that notice did not encompass all potentially relevant information).   XH- ` 3x28.` ` Furthermore, we concur with Transfer Applicant's argument and, indeed the  xBureau's ruling that the authority on which MAC relies for this argument is easily  X - x\distinguishable. Each of the cases on which MAC relies in this portion of its ApplicationD  yO- xԍRadio Athens, Inc. (WATH) v. FCC, 401 F.2d 398, 404 (D.C. Cir. 1968); Ridge Radio Corp. v. FCC, 292 F.2d 770,  yO-773 (D.C. Cir. 1961); Central Mobile Radio Phone Service, 41 R.R.2d 431, 434 (1977).   x-involved the publication of incomplete notice regarding applications for new licenses or enlarged  xservice areas for existing licenses. The notices in these cases established deadlines for the filing  x.of competing applications, but, in light of the incomplete information in the published notices,  xprospective, competing applicants could not adequately ascertain what frequencies or service area  x-were involved. Consequently, they were not apprised, in time to file competing applications, that their future access to the subject service areas or frequencies might be foreclosed.  Xb- ` _x29.` ` By contrast, in the instant transfer proceeding, the Commission was precluded by  XK- xstatute from considering competing, thirdparty applications.XEXKH  yOD - xԍSee 47 U.S.C.  310(d) (in ruling on  310 transfer application, "Commission may not consider whether  xYthe public interest, convenience, and necessity might be served by the transfer . . . of the . . . license to a person other than the proposed transferee"). X Accordingly, the published notice  xwas necessary only to apprise the public of the opportunity to file petitions to deny an  x{opportunity of which MAC was aware. The proposed transfer of Qwest to Southern, by  xkdefinition, contemplated transfer of all of the licenses controlled by Qwest at the time of the" hE0*%%ZZ "  xnotice; more precise information regarding these licenses was available to the public through the  xreview of the transfer application itself. Contrary to MAC's argument, it is not incumbent on the  X-Commission to provide every detail of possibly relevant information in its public notices.F yOK-ԍSee Hispanic Information & Telecom. Network v. FCC, 865 F.2d 1289, 1295 (D.C. Cir. 1989).  X- ` x30.` ` With respect to MAC's argument regarding the notice of the pro forma transfer  xof licenses from MCI Telecom to Qwest, we agree with the Bureau that, under Section  x309(c)(2)(B) of the Act, the Commission was not required to provide any public notice of the  Xa- xytransfer of licenses between two of MCI's whollyowned subsidiaries.GaX yOj - xԍSee 47 U.S.C.  309(c)(2)(B) (notice requirements under  309(b) inapplicable to application for "transfer...which does not involve a substantial change in ownership or control"). Accordingly, we reject  xMAC's claim that the notice of this transfer was inadequate. We thus reject in full the portion of MAC's Application relating to the notice of the challenged transfer.  X -x D.` ` Applicability of Section 214  X - ` x31.` ` The Parties' Contentions. Lastly, MAC arguesIH  yO8-ԍSee Application at 1519. I that the transfer of Qwest to  X - xSouthern, approved in the Bureau Order, is invalid because, consistent with Section 63.07 of the  X - xCommission's Rules, Southern did not obtain a certificate under Section 214 of the Act.ZIx @ yO-ԍ47 U.S.C.  214(a). That section provides, in relevant part:  ` p%XxX` ` No carrier shall . . . acquire or operate any line, or extension thereof, or shall engage  ` pin transmission over or by means of such additional or extended line, unless and until  ` pthere shall first have been obtained from the Commission a certificate that the present  ` por future public convenience and necessity require or will require the . . . operation of such additional or extended line. ` Z For  X- x<this proposition, MAC relies on the Supreme Court's decision in MCI Telecommunications Corp.  X- x\v. American Telephone & Telegraph Co.,TJ  yO-ԍ512 U.S. 218 (1994) ("MCI v. AT&T"). T which invalidated the Commission's permissive  Xj- xdetariffing policy for nondominant common carriersKj yO+ -ԍSee Tariff Filing Requirements for Interstate Common Carriers, Report and Order, 7 FCC Rcd 8072 (1992). as being inconsistent with Section 203 of  XS- x.the Act. MAC argues that here, as it was held to have done in MCI v. AT&T, the Commission improperly has dispensed with a statutory requirement.  X- ` x32.` ` The Transfer Applicants counter that the blanket authority for nondominant  xcarriers, under Section 214, which was accomplished by Section 63.07 of the Commission's" K0*%%ZZ"  X- xRules, L yOy- xwԍSee Policy and Rules Concerning Rates for Common Carrier Services and Facilities Authorizations Therefor,  yOA-Fifth Report and Order, 98 FCC2d 1191 (1984) ("Fifth Report and Order").  merely formalized longstanding Commission practice in Section 310 transfer of control  X- xproceedings.WM  yO-ԍSee Opposition to Application at 2021. W Additionally, the Transfer Applicants point out that the Commission's  xdetermination to relax Section 214 requirements was not challenged and was not before the Court  X-in MCI v. AT&T.>N yO -ԍSee id. at 22. >  X- ` x 33.` ` Discussion. As noted in the Bureau Order, in Section 63.07 of our Rules, we  Xz- xZgranted to nondominant carriers,Oz@ yOk - x;ԍAt no point during either this proceeding or that before the Bureau has MAC contended that Southern is ineligible for treatment as a nondominant carrier under Section 63.07 of our Rules. blanket authority under Section 214 of the Act to operate new  xitelecommunications facilities,provided that they obtain the necessary Commission authorizations  XL- xto use the radio frequencies associated with their networks.PxL yO- xԍSee Fifth Report and Order, 98 FCC2d at 1203,  16 & n.37 (1984); Policy and Rules Concerning Competitive  yO]- xCarrier Services and Facilities Authorizations Therefor, Fourth Report and Order, 95 FCC2d 554, 57879,  36 (1983)  yO%- xi("Fourth Report and Order"), vacated in part on other grounds, AT&T v. FCC, 978 F.2d 727 (D.C. Cir. 1992),  cert.  yO- xdenied, 509 U.S. 913 (1993). Although it vacated the tariff forbearance policy of the Fourth Report and Order, the  yO- xabove ruling of the D.C. Circuit did not affect the portion of the Fourth Report and Order relating to Section 214.  yO}- xSee Notice of Proposed Rule Making, Tariff Filing Requirements for Nondominant Common Carriers, 8 FCC Rcd 1395, 1395, 1396,  1, 6 (1993).  In various orders, we have provided  xextensive discussion of the legal authority and policy considerations that supported this  X -construction of Section 214.Q`   yO- xԍSee, e.g., In re Policy and Rules Concerning Rates for Competitive Common Carriers Services and Facilities  yOo- xAuthorizations Therefor, First Report and Order, 85 FCC2d 1, 4044,  117129 (1980) ("First Report and Order")  xi(discussing case authority and noting, at  118, Commission's assessment that "overall purposes [of Section 214]  xZare best fulfilled by reduced entry and exit barriers, combined with continued monitoring of significant facility  x.investment by those carriers capable of imposing ratepayers with the burden of the costs of [new facilities]  yO- xinvestments"); Fourth Report and Order, 95 FCC2d 554, 57879,  36 (noting, inter alia, Commission's "three years  xof experience with treating specialized common carriers as nondominant" and finding "no evidence that it is in  xthe public interest for [the Commission] to continue receiving streamlined tariff and Section 214 filings from  xcertain specialized common carriers to prevent them from charging unjust and unreasonable rates or making  yO - xservice unavailable"); Fifth Report and Order, 98 FCC2d 1191, 1203,  16 & n.37 (noting, inter alia, that, since  x"nondominant carriers lack the ability profitably to charge unjust or unreasonable rates," it is "unnecessary to control investments in lines as a means of regulating nondominant carriers' rate bases").  We will not repeat those here.  X - ` x!34.` ` We are unpersuaded by MAC's argument based on MCI v. AT&T. That case dealt  x.with the Commission's authority under Section 203, a portion of the Act entirely separate from" Q0*%%ZZ! "  xSection 214, which is at issue here. Accordingly, we do not believe that the Court's decision  xthere to invalidate the Commission's permissive detariffing policy properly can be read as  xspeaking, in any manner at all, to the propriety of our decision with respect to Section 214.  X- x1Rather, as noted in the Bureau Order, MAC's argument in this regard amounts to an  X- ximpermissible collateral attackRX yO- xYԍSee, e.g., MCI Telecommunications Corp. v. Pacific Northwest Bell Telephone Co., 5 FCC Rcd 216, 221,  41  yO- xn.38 (1990), recon. denied, 5 FCC Rcd 3463 (1990), appeal dismissed sub nom. Mountain States Tel. and Tel. Co. v.  yO-FCC, 951 F.2d 1259 (10th Cir. 1991) (per curiam).  on a Commission decision that is no longer subject to  X- xiadministrative or judicial review.oS yO( -ԍSee 47 U.S.C.  402(c), 405(a); 47 C.F.R.  1.429(d). o Accordingly, we also deny this portion of MAC's Application.  XJ- V. CONCLUSION ă  X - ` x"35.` ` For the reasons stated above, we conclude that the Bureau did not err in ruling that  xMAC lacked standing to object to the transfer of Qwest from MCI to Southern. Additionally,  xkwe find that the Bureau did not err in rejecting MAC's arguments that: (1) the Private Radio  xLBureau lacked the authority to accept for filing the transfer application; (2) the public notice of  xthe transfer application was inadequate; and (3) Southern is required to obtain a Section 214  xcertificate before it may obtain control of Qwest. We therefore deny MAC's Application for Review.  Xd-  VI. ORDERING CLAUSES ă  X6- ` x#36.` ` Accordingly, IT IS ORDERED, pursuant to Sections 4(i) and 5(c) of the  xCommunications Act of 1934, as amended, 47 U.S.C.  154(i), 155(c), that the Application for Review filed by MAC on January 27, 1995, IS DENIED.  X-x$37.` ` IT IS FURTHER ORDERED that this proceeding IS TERMINATED. x` `  hh@FEDERAL COMMUNICATIONS COMMISSION x` `  hh@William F. Caton x` `  hh@Acting Secretary