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                           Before the
                Federal Communications Commission
                     Washington, D.C. 20554


In re Application of                         )
                                   )
Star Wireless, LLC                      )    File  No.  EB-02-IH-
0768
                                   )    NAL/Acct. No. 00332080021
For C Block Facilities in the                )    FCC Account  ID 
No. 0441724048
710-716 and 740-746 MHz Bands           )    FRN No. 0007043409


           NOTICE OF APPARENT LIABILITY FOR FORFEITURE

Adopted: August 26, 2003                                         
Released:  August 27, 2003    

By the Chief, Enforcement Bureau: 

                        I.  INTRODUCTION

     1.   By this  Notice of  Apparent Liability  for  Forfeiture 
(the ``NAL''), we find  Star Wireless, LLC (``Star'')  apparently 
liable for a  monetary forfeiture in  the amount of  $100,000.00.  
For the reasons stated below, we conclude that Star, an applicant 
and participating bidder in the Commission's August  27-September 
18, 2002,  auction  of 740  Lower  700 MHz  Band  C and  D  block 
geographic  area  licenses   (``Auction  No.  44''),   apparently 
violated section 1.2105(c) of the Commission's rules1 during  the 
auction  with   Northeast  Communications   of  Wisconsin,   Inc. 
(``Northeast''), another applicant for the same auction.  

                         II.  BACKGROUND

     2.   In September 2002, the Commission received  information 
that representatives of Star and Northeast had engaged in certain 
communications  during   the   course   of   Auction   No.   44.2  
Subsequently, the Enforcement  Bureau (the ``Bureau'')  conducted 
an investigation of  those contacts.  During  the course of  that 
investigation, on  July  2,  2003, the  Bureau  sent  letters  of 
inquiry to  both  applicants,3  to  which  Star4  and  Northeast5 
respectively responded.
     3.   The Commission's Rules.  In order to enhance and ensure 
the competitiveness of markets  for communications services,  the 
Commission  has  adopted  rules  designed  to  prevent  collusive 
conduct  during  auctions,  facilitate  the  detection  of   such 
misconduct and maintain public confidence in the integrity of the 
auction process. 6   If collusive conduct  were permitted  during 
the auction  process,  the result  could  be the  elimination  of 
potential  participants  in  auctions  and  competitors  in   the 
marketplace.7  Thus, section 1.2105(c) of the Commission's rules, 
the anti-collusion rule, prohibits applicants for any of the same 
geographic license  areas  from  communicating  with  each  other 
during an auction about  their own or each  other's or any  other 
competing applicant's bids or  bidding strategies, or  discussing 
settlement agreements, unless  such applicants are  members of  a 
bidding consortium or  other bidding arrangement  that they  have 
identified in their FCC Form 175 (``short-form'')  applications.8  
The FCC Form  175 application  must be submitted  by all  parties 
interested in participating in an auction in order to qualify for 
such participation.9

     4.   The prohibition  against collusive  communications  set 
forth in section 1.2105(c) takes effect on the pre-auction short-
form application deadline  and remains  in place  until the  down 
payment  deadline,  after  the  close  of  the  auction.10   This 
prohibition expressly relates  to all  auction applicants,  which 
are  defined  by   section  1.2105(c)(7)(i)   to  include   ``all 
controlling interests  in  the  entity  submitting  a  short-form 
application to participate in an auction (FCC Form 175), as  well 
as all  holders  of''  certain  ownership  interests,  ``and  all 
officers  and  directors   of  that   entity.''   Moreover,   the 
Commission has repeatedly made clear that the prohibition against 
collusion contained in section 1.2105(c) applies to all  entities 
that file a  short-form application, regardless  of whether  they 
are qualified to  bid.11  The Commission  has also stressed  that 
any applicant found in violation of the anti-collusion rule faces 
the  potential  sanctions  of  license  revocation  or   monetary 
forfeiture and  may be  prohibited from  participating in  future 
auctions.12

     5.   Section 1.2105(a)(2) of the Commission's rules requires 
every auction applicant to disclose in its short-form application 
certain information necessary to ensure compliance with the anti-
collusion  rule.13   For  instance,  an  auction  applicant  must 
identify in its short-form application the licenses for which  it 
wishes to bid14 and  must disclose all parties  with whom it  has 
entered  into   any   consortium  agreements,   joint   ventures, 
partnerships or other agreements, arrangements, or understandings 
of  any  kind  relating   to  the  licenses  being   auctioned.15  
Applicants must  also certify  that they  have not  and will  not 
enter into any explicit  or implicit agreements, arrangements  or 
understandings of  any kind  with any  parties other  than  those 
identified in their short-form  application regarding the  amount 
of their bids, bidding strategies, or the particular licenses  on 
which they will or will not bid.16

     6.   Auction No.  44 Public  Notices.  Consistent  with  its 
standard practice, the Wireless Telecommunications Bureau  issued 
a series of public notices regarding auction procedures prior  to 
the commencement of Auction No. 44 in which it repeatedly  warned 
auction applicants of the need to comply with the  anti-collusion 
rule.17 For example, in its Public Notice issued on May 24, 2002, 
announcing the status  of the short-form  applications filed  for 
the auction, the  Wireless Telecommunications  Bureau included  a 
reminder that  ``Section  1.2105(c)  of  the  Commission's  Rules 
prohibits applicants for  the same geographic  license area  from 
communicating with  each other  during  the auction  about  bids, 
bidding strategies  or settlements  unless they  have  identified 
each other as parties with whom they have entered into agreements 
under section  1.2105(a)(2)(viii).   For  Auction  No.  44,  this 
prohibition became effective at the filing deadline of short-form 
applications on Wednesday, May 8, 2002, and will end on the post-
auction down  payment  deadline.''18   Other  pre-auction  public 
notices included similar reminders.19

     7.   On June  26,  2002,  after qualified  bidders  for  the 
auction had  been  identified,  the  Wireless  Telecommunications 
Bureau issued a Public Notice that reminded parties that  section 
1.2105(c)  applies  to   communications  involving   disqualified 
applicants, as well  as those involving  bidders in the  auction:  
``All  parties   that   submitted  short-form   applications   to 
participate in  Auction  No. 44,  including  but not  limited  to 
qualified bidders, are reminded that  they remain subject to  the 
Commission's anti-collusion  rule  until  the  post-auction  down 
payment deadline.''20  On August 7, 2002, only three weeks before 
the beginning  of the  auction, the  Wireless  Telecommunications 
Bureau's Public  Notice providing  a  revised list  of  qualified 
bidders contained  a  similar  admonition:   ``All  parties  that 
submitted short-form applications to  participate in Auction  No. 
44, including but not limited to qualified bidders (regardless of 
whether they elected  to depart  from the  auction) are  reminded 
that they remain subject to the Commission's anti-collusion  rule 
until the post-auction down payment deadline.''21 

     8.    FCC  Forms  175 and  Upfront  Payments.  In  order  to 
participate in Auction  No. 44,  each applicant  was required  to 
submit an  FCC  Form 175  by  May 8,  2002.22   As noted  in  the 
Wireless Telecommunications Bureau's Public Notice announcing the 
status of applications,  Star and Northeast  each filed a  timely 
FCC Form 175 to  participate in the auction.23   In its FCC  Form 
175 (the ``Star FCC Form 175''), Star indicated that it  intended 
to bid for all 740 available licenses and that David G.  Behenna, 
the President  of PCSGP,  Inc.,24  its operating  manager,  would 
serve as  its authorized  bidder.25 The  application states  that 
Star is  a  Delaware  limited liability  corporation  located  in 
Rolling Hills Estates, California, formed to acquire and  develop 
Commission  authorizations,   but   that   it   holds   no   such 
authorizations.  According to the application, the only affiliate 
of Star that  holds a Commission  authorization is PCS  Partners, 
L.P., which holds  the F-Block PCS  license for the  Plattsburgh, 
New York BTA (BTA352) and was  the high bidder in Auction No.  39 
for 32 Location Monitoring Service authorizations, for which  its 
application remains pending.26   The David G.  Behenna Trust,  of 
which Mr. Behenna  is the  Trustee, holds 97%  of the  membership 
interests in Star.27  According to its FCC Form 175, neither Star 
nor any of its controlling interest holders had entered into  any 
agreements, arrangements or understandings  with any third  party 
regarding Star's Auction No. 44 bidding activity or  post-auction 
structure at the time of application.28

     9.   In its FCC  Form 175 application  (the ``Northeast  FCC 
Form 175''), Northeast expressed its intention to bid for 734  of 
the licenses  available  in  Auction  No.  44.   The  application 
identifies Patrick D. Riordan, Robert H. Riordan and Daniel Fabry 
as  Northeast's  authorized   bidders.  29    According  to   the 
application,  Northeast  is  a  closely  held  telecommunications 
holding company  located  in  Green  Bay,  Wisconsin,  owned  and 
controlled by  four  siblings,  Patrick  D.  Riordan,  Robert  H. 
Riordan, Micki Harper and Ray  J. Riordan, who are each  officers 
and directors and collectively hold over 52 percent of the  stock 
of Northeast.  Northeast has interests in entities that hold PCS, 
cellular and cable television  authorizations in Wisconsin,  Iowa 
and Minnesota.30  In its application, Northeast certifies that it 
had entered into two joint bidding arrangements for the  auction, 
one with Central Wisconsin  Communications, Inc., West  Wisconsin 
Telcom Cooperative, Inc.  and Chequamegon Telephone  Cooperative, 
Inc. and  a second  with  Alpine Communications  L.C.   Northeast 
further certifies that ``there are no joint bidding  arrangements 
with any  other  party  other  than  that  disclosed  herein.''31  
Northeast  also  represented  that  it  ``will  not  discuss  bid 
strategies of any of the  parties discussed below with any  party 
filing for a common  market(s) unless those  parties also have  a 
joint bidding arrangement and identified [sic] in an FCC Form 175 
filing.''32

     10.  The date by  which all  applicants for  Auction No.  44 
were required to  submit an  upfront payment in  order to  become 
qualified to bid in the auction was May 30, 2002.33  Star  timely 
made the required payment, qualifying it to bid in the auction.34  
However, because Northeast failed to  make such a payment due  to 
``limited availability of funds,''35 it was not qualified to  bid 
in the auction,36 which commenced on August 27, 2002.37

     11.  Conversations Prior to Short-Form Filing Deadline.   It 
appears that, before Auction No. 44, representatives of Star  and 
Northeast had engaged  in business discussions.   In 1999,  Steve 
Schneider, who  at the  time was  Northeast's Vice  President  of 
Wireless  Operations,38   met  Mr.   Behenna  at   the   Cellular 
Telecommunications & Internet Association (``CTIA'')  convention, 
at which  the two  men discussed  the high  yield debt  market.39  
Because Northeast was  interested in exploring  such a  financing 
opportunity, on December 6, 1999, Mr. Behenna met with Patrick D. 
Riordan, Robert H. Riordan, Mr. Schneider and Northeast Treasurer 
Mark Naze at Northeast's  Green Bay offices  to discuss the  high 
yield debt market.40  As a follow-up to the meeting, Mr.  Behenna 
prepared a 58-page document,  dated December 29, 1999,  entitled, 
``Introduction to High Yield Debt Market.41  Although Mr. Behenna 
made several follow-up calls to Northeast to determine if it  was 
interested in pursuing such funding, nothing further came of  the 
discussions.42

     12.  Moreover, sometime between the 1999 CTIA convention and 
Mr. Schneider's departure  from Northeast  in July  8, 2001,  Mr. 
Schneider contacted Mr.  Behenna to  see if Mr.  Behenna had  any 
interest in acquiring Northeast's North Dakota PCS  properties.43  
Again, nothing came of those discussions.44 
               
     13.  Communications During  the  Auction.  As  noted  supra, 
Auction No. 44 commenced on August 27, 2002.  On August 28, 2002, 
Mr. Behenna called Mr. Patrick  Riordan and left a voice  message 
for him,  requesting that  Mr. Riordan  return the  call only  if 
Northeast was not participating  in the auction.45  According  to 
phone records  provided by  Northeast, on  August 29,  2002,  Mr. 
Riordan returned Mr.  Behenna's call at  7:18 a.m. Mountain  Time 
(9:18 Eastern  Time)  and the  two  spoke for  approximately  six 
minutes.46  Mr. Behenna asked  Mr. Riordan whether Northeast  was 
interested in any  of the  markets in the  auction.  Mr.  Riordan 
identified four or five  Wisconsin markets, including Green  Bay, 
Appleton, Wausau and Wisconsin RSA No. 10.47  Mr. Riordan did  so 
``because we consider those areas to be of most interest to us in 
the provision  of  communications  services on  a  going  forward 
basis.''48  As  he  explained  further in  his  response  to  the 
Bureau's  letter  of  inquiry,   ``[w]hile  we  still  have   PCS 
authorizations in Iowa, and several PCS interests in South Dakota 
and Michigan, our area of concentration is Wisconsin,  especially 
the area surrounding Green Bay.''49 
 
     14.  Auction Conduct.  According to the Commission's records 
of the  auction,50  prior  to  the August  29,  2002,  call  with 
Northeast, Star did not place bids for any licenses in  Wisconsin 
or Iowa markets.  The  only bids that Star  made before the  call 
were made on  August 28,  for licenses  in San  Jose and  Oxnard, 
California, in round 4, and for Tampa-St. Petersburg, Florida, in 
round 6.   Star placed  no additional  bids for  these  licenses.  
Commencing on  August 29,  at 9:58:48  a.m., Eastern  Time,  Star 
began to bid actively  for licenses in  the Wisconsin markets  in 
which Northeast's President Riordan had expressed an interest  in 
the call earlier that  morning.  Thus, Star  placed round 7  bids 
for Appleton, Green Bay and Wausau, Wisconsin, and a second  bid, 
in round 9,  for Appleton.51   On August  30, it  placed bids  in 
round 11 for  Wausau, Wisconsin  4 (Marinette)  and Wisconsin  10 
(Door); on September 3, it placed bids for Wausau (rounds 13  and 
15) and Appleton (round 14).  On September 4, it made a round  17 
bid for Wisconsin 10 (Door), for which it bid again on  September 
5 (round 19). It also  bid on September 5  in round 19 for  Green 
Bay and for Cedar Rapids, Iowa. 

     15.  On September 18, after  84 bidding rounds, the  auction 
closed.  On September 20, 2002, the Commission released a  Public 
Notice announcing the winning bidders, which indicated that  Star 
was the high bidder for Lower 700 Band C Block licenses for  four 
geographic  areas:  for   Green  Bay,   Wisconsin,  Wisconsin   4 
(Marinette), Wisconsin 10 (Door) and Cedar Rapids, Iowa. 52

     16.  Post-Auction Conduct.   In  response  to  the  Bureau's 
letter of inquiry,  Northeast stated that  no representatives  of 
Northeast and Star have had any discussions regarding Northeast's 
acquisition of any of the  authorizations for which Star was  the 
successful bidder  in Auction  No.  44 or  regarding  Northeast's 
participation in any business operation contemplating the use  of 
such  facilities.53   However,   earlier  this  year,   Northeast 
inquired  by  voice  message  to  Mr.  Behenna  whether  he   was 
interested  in  acquiring  Northeast's  PCS  interests  in  South 
Dakota.  According to Northeast, Mr.  Behenna did not respond  to 
that inquiry.54 

                         III. DISCUSSION

     17.  Under section 503(b)(1)  of the  Communications Act  of 
1934, as amended (the ``Act''),  any person who is determined  by 
the Commission to have willfully  or repeatedly failed to  comply 
with any provision of the Act  or any rule, regulation, or  order 
issued by the Commission shall be liable to the United States for 
a forfeiture penalty.55   In order  to impose  such a  forfeiture 
penalty,  the  Commission  must   issue  a  notice  of   apparent 
liability, the notice  must be received,  and the person  against 
whom the notice has been issued must have an opportunity to show, 
in writing, why no such  forfeiture penalty should be  imposed.56  
The Commission will  then issue a  forfeiture if it  finds, by  a 
preponderance of the evidence, that  the person has willfully  or 
repeatedly violated the Act  or a Commission  rule.57  As we  set 
forth in greater  detail below, we  conclude under this  standard 
that Star is apparently liable for a forfeiture for its  apparent 
willful and  repeated  violation  of  section  1.2105(c)  of  the 
Commission's rules.58 

A.  Apparent Violation of the Anti-Collusion Rule

     18.  The language of section  1.2105(c) of the  Commission's 
rules, pertinent precedent, and the auction public notices issued 
by  the  Wireless  Telecommunications  Bureau,  including   those 
involving Auction No. 44 issued before the subject auction,  make 
clear  that  the  anti-collusion  rule  applies  to  all  auction 
applicants, whether or not they were qualified to bid.  Thus, the 
rule applied to both  Star and Northeast,  despite the fact  that 
Northeast  had  been  disqualified   from  bidding  because   its 
``limited availability of  funds'' had prevented  it from  making 
the required upfront  payment.  Further, the  evidence before  us 
indicates that Star  apparently violated  section 1.2105(c),  the 
anti-collusion rule,  by discussing  markets with  Northeast  for 
which  both  entities   applied  in   Auction  No.   44  and   by 
collaborating with Northeast  with respect  to bidding  strategy.  
On August 28, 2002, Star, an applicant that had applied to bid on 
all of the markets that Northeast had identified in its Form  175 
application,  telephoned   Mr.   Patrick   Riordan,   Northeast's 
President, specifically  to  solicit information  concerning  any 
markets available in Auction No. 44 in which Northeast might have 
a business interest.  Rather than only reporting the incident  to 
the Commission,  Mr.  Riordan  returned Mr.  Behenna's  call  and 
identified for Mr.  Behenna five Wisconsin  markets in which  the 
auction-disqualified Northeast had  an interest,  for which  Star 
immediately and aggressively started to bid.  

     19.  It is not necessary for us to find that a disclosure of 
information actually altered Star's bidding strategy or was  used 
to its advantage  in order  to issue  a penalty  under the  anti-
collusion rule.  A violation  of the rule  results from the  mere 
communication of prohibited  information.  In  the instant  case, 
however, Star  completely  revamped its  bidding  strategy  after 
Northeast's disclosure  to it  of  the markets  in which  it  was 
interested.  The Commission's bidding records reveal that,  after 
Mr. Behenna and Mr. Riordan spoke early on the morning of  August 
29, 2002,  Star  began  to  bid  actively  and  aggressively  for 
Wisconsin and Iowa markets  in which it  had previously shown  no 
interest in the auction, and it placed no additional bids for the 
markets for which it had bid before the discussion.  As a  result 
of this revised bidding strategy, Star was the winning bidder for 
C block licenses in three Wisconsin markets and the Cedar Rapids, 
Iowa, market.  Although  Star has  no operations  or licenses  in 
those markets,  Northeast has  cellular and/or  PCS licenses  and 
telecommunications operations  in or  adjacent  to each  area  in 
which Star was the  successful bidder in  Auction No. 44.59   The 
three Wisconsin markets are situated near Green Bay, the location 
of Northeast's  corporate  offices  and its  admitted  ``area  of 
concentration.''  Similarly, the Cedar  Rapids, Iowa, market  for 
which Star was the successful  bidder is adjacent to two  markets 
for which a  Northeast affiliate is  the licensee.  These  facts, 
combined with the drastic change in Star's bidding subsequent  to 
Mr. Behenna's August  29 conversation with  Mr. Riordan,  renders 
completely implausible  any  suggestion that  Star's  inquiry  to 
Northeast and  Northeast's  responding  disclosure  to  Star  was 
unrelated to its  bidding strategy  and not in  violation of  the 
anti-collusion  rule,  47   C.F.R.  1.2105(c).   Star's   bidding 
strategy was significantly affected by the improper contact  that 
David  G.  Behenna,  its  controlling  principal  and  designated 
bidder, initiated with Northeast, in violation of that rule.  

     20.  The factual record also  underscores the importance  of 
enforcing the Commission's rules prohibiting the type of auction-
related communications that occurred between Mr. Behenna and  Mr. 
Riordan.  Star  learned of  Northeast's interest  in the  markets 
which Mr.  Riordan identified  for Mr.  Behenna and,  thus,  knew 
about potential  post-auction demand  for the  licenses in  those 
markets.  At  the  same  time, Northeast  took  advantage  of  an 
opportunity to influence Star's auction plan and strategy for its 
own purposes.  In  effect, Northeast was  able to participate  in 
the auction from which it had been disqualified to do so  without 
providing notice to other applicants  that might wish to  compete 
against it.  Indeed, Mr. Riordan's disclosure gave Star exclusive 
access  to   information  concerning   Northeast's  interest   in 
particular  licenses  that  was  unavailable  to  other   auction 
participants  bidding  on  the  Wisconsin  and  Iowa  markets  in 
question.  

B.  Proposed Forfeiture

     21.  The   Commission's   Forfeiture   Policy    Statement60 
specifies that  the Commission  shall impose  a forfeiture  based 
upon  consideration  of   the  factors   enumerated  in   section 
503(b)(2)(D) of the Act, 47 U.S.C.  503(b)(2)(D), such as  ``the 
nature, circumstances, extent and gravity of the violation,  and, 
with respect  to the  violator, the  degree of  culpability,  any 
history of prior offenses, ability to pay, and such other matters 
as justice may require.''61   In this case,  taking all of  these 
factors into  consideration,  we  find that  Star  is  apparently 
liable for a forfeiture of $100,000.00.  

     22.  Star willfully  engaged in  two violations  of  section 
1.2105(c)  of  the  Commission's  rules  by  discussing   bidding 
strategy with a competing applicant  during Auction No. 44.   The 
first violation was the voice  message that Mr. Behenna left  for 
Mr. Patrick Riordan on August 28, 2002, which it may be  inferred 
that  Mr.  Behenna  left  in  order  to  initiate  a   discussion 
concerning bidding strategy.  The second violation was the August 
29, 2002,  telephone  conversation between  Messrs.  Behenna  and 
Riordan, which,  as  noted  supra,  concerned  bidding  strategy.  
Violations of the anti-collusion rule during an auction  directly 
threaten  the  integrity  and  competitiveness  of  the  auctions 
process.  Star  and  Northeast  intended  to  violate  the  anti-
collusion rule by  engaging in  communications regarding  bidding 
strategy -- precisely  the type of  communications that the  rule 
was adopted to prohibit.

     23.  Pursuant to  section 1.80  of the  Commission's  rules, 
Star may avail  itself of the  opportunity to present  mitigating 
evidence showing why a  forfeiture should not  be imposed or  why 
the amount should  be adjusted  downward.  Upon  receipt of  such 
evidence, we will consider all relevant factors, including Star's 
overall compliance history. 

                      IV.  ORDERING CLAUSES

     24.  Accordingly,  pursuant   to  section   503(b)  of   the 
Communications Act of 1934, as  amended, 47 U.S.C. 503(b),  and 
section 1.80 of  the Commission's rules,  47 C.F.R. 1.80,  Star 
Wireless, LLC, is hereby NOTIFIED  of its APPARENT LIABILITY  FOR 
FORFEITURE  in  the  amount  of  One  Hundred  Thousand   Dollars 
($100,000.00) for its willful  and repeated violation of  section 
1.2105(c) of the Commission's rules, 47 C.F.R. 1.2105(c).  

     25.  Therefore, IT IS  HEREBY ORDERED,  pursuant to  section 
1.80 of the  Commission's Rules,  47 C.F.R.  1.80, that  within 
thirty (30)  days  of  the  release date  of  this  Notice,  Star 
Wireless,  LLC  SHALL  PAY  the  full  amount  of  the   proposed 
forfeiture or shall file a written statement seeking reduction or 
cancellation of the proposed forfeiture.

     26.  Payment of  the forfeiture  may be  made by  mailing  a 
check or similar instrument, payable to the order of the  Federal 
Communications  Commission,  to  Forfeiture  Collection  Section, 
Finance Branch,  Federal Communications  Commission, Post  Office 
Box  73482,  Chicago,  Illinois  60673-7482.   The  payment  must 
include the FCC  Registration Number (FRN)  referenced above  and 
must also note the NAL/Acct Number referenced above.

     27.  Payment of  the forfeiture  may be  made by  mailing  a 
check or similar instrument, payable to the order of the  Federal 
Communications  Commission,  to  Forfeiture  Collection  Section, 
Finance  Branch,  Federal  Communications  Commission,  P.O.  Box 
73482, Chicago, Illinois  60673-7482.  The  payment must  include 
the FCC Registration Number (FRN) referenced above and also  must 
note the NAL/Acct. Number referenced above.

     28.  The response, if any, MUST BE MAILED to Maureen F.  Del 
Duca, Chief,  Investigations and  Hearings Division,  Enforcement 
Bureau, Federal Communications Commission,  445 12th Street,  SW, 
Room  3-B443,  Washington,  D.C.  20554  and  MUST  INCLUDE   the 
NAL/Acct. Number referenced above.

     29.  The Commission will not consider reducing or  canceling 
a forfeiture in response  to a claim of  inability to pay  unless 
the respondent  submits: (1)  federal tax  returns for  the  most 
recent  three-year  period;  (2)  financial  statements  prepared 
according to generally accepted accounting practices  (``GAAP''); 
or (3)  some  other  reliable and  objective  documentation  that 
accurately reflects  the respondent's  current financial  status.  
Any claim  of inability  to pay  must specifically  identify  the 
basis for the claim by  reference to the financial  documentation 
submitted.

     30.  Requests  for  payment  of  the  full  amount  of   the 
forfeiture proposed in this NAL under an installment plan  should 
be sent to: Chief, Revenue and Receivables Operations Group,  445 
12th Street, SW, Washington, DC 20554.62

     31.  Under the Small Business Paperwork Relief Act of  2002, 
Pub L. No.  107-198, 116 Stat.  729 (June 28,  2002), the FCC  is 
engaged in  a two-year  tracking process  regarding the  size  of 
entities involved in forfeitures.  If  Star qualifies as a  small 
entity and  if it  wishes to  be treated  as a  small entity  for 
tracking purposes, please  so certify  to us  within thirty  (30) 
days of this  NAL, either  in its  response to  the NAL  or in  a 
separate filing to  be sent  to the  Investigations and  Hearings 
Division.   Its  certification  should  indicate  whether   Star, 
including its parent  entity and its  subsidiaries, meets one  of 
the definitions  set forth  in  the list  provided by  the  FCC's 
Office of  Communications Business  Opportunities (``OCBO'')  set 
forth in Attachment E to this NAL.  This information will be used 
for tracking  purposes  only.   Star's  response  or  failure  to 
respond to this question  will have no effect  on its rights  and 
responsibilities pursuant to section 503(b) of the Communications 
Act.  If  Star has  questions regarding  any of  the  information 
contained in Attachment E, it  should contact OCBO at (202)  418-
0990. 

     32.  IT IS FURTHER  ORDERED that  a copy of  this Notice  of 
Apparent Liability  For Forfeiture  shall be  sent, by  Certified 
Mail Return  Receipt  Requested, to  Star  Wireless, LLC  to  the 
attention of David  G. Behenna,  4000 Palos  Verdes Drive  North, 
Suite 201, Rolling  Hills Estates, California  90274-2537, and  a 
copy to its counsel, Mark J. Tauber, Esquire, Piper Rudnick, 1200 
19th Street, N.W., Washington, D.C. 20036-2412.

                              FEDERAL COMMUNICATIONS COMMISSION




                              David H. Solomon
                              Chief, Enforcement Bureau
                          ATTACHMENT A

           NORTHEAST COMMUNICATIONS OF WISCONSIN, INC. 
                  TELECOMMUNICATIONS INTERESTS

Northeast Communications of Wisconsin, Inc. holds the license for 
PCS Station KNLF999, Green Bay, WI (BTA173).  It also holds 
interest in the following other Commission licensees:
 
 1.  Brown County MSA Cellular Limited Partnership 
   Cellular Service Provider
   100% Interest
   Station KNKA547, Green Bay, WI (CMA 186)

 2.  Wisconsin RSA No. 4 Limited Partnership 
   Cellular Service Provider
   25% Interest
   Station KNKN395, Wisconsin 4 (Marinette) (CMA 711)

 3.  Wisconsin RSA-10 Limited Partnership 
   Cellular Service  Provider
   55% Interest
   Station KNKN294, Wisconsin 10 (Door) (CMA 717)

 4.  Metro Southwest PCS, LLC
   PCS Service Provider
   50% Interest (application pending for approval to increase 
   interest to 100%)
   Station KNLF931, Appleton-Oshkosh, WI (BTA 018)
   Station KNLG938, Fond duc Lac, WI (BTA 148)
   Station KNLG939, Iron Mountain, MI (BTA 206)
   Station KNLG940, Ironwood, MI (BTA 207)
   Station KNLG941, Manitowoc, WI (BTA 276)
   Station KNLG942, Sheboygan, WI (BTA 417)
   Station KNLG943, Wausau-Rhinelander, WI (BTA 466)

 5.  Wausau Cellular Telephone Company Limited Partnership
   Cellular Service Provider
   72.48% Interest
   Station KNKA619, Wausau, WI (CMA 263)

 6.  NTN PCS, LLC
   PCS Service Provider 
   50% Interest
   Stations KNLG962 and WPTL469, Aberdeen, SD (BTA 001)

 7.  Iowa RSA #3 LLC
   Cellular Service Provider
   54.84% Interest (assignment application pending-File No. 
0001362247)
   Station KNKN351, Iowa 3 (Monroe) (CMA 414)

 8.  Iowa RSA #12 LLC
   Cellular Service Provider
   90% Interest (assignment application pending- File No. 
   0001362317)
   Station KNKN642, Iowa 12 (Winneshiek) (CMA423)

 9.  NSP, LC
   Cellular Service Provider
   20% Interest (transfer application pending-File No. 
   0001365077)
   Station KNKN314, Iowa 11 (Hardin) (CMA 422)

 10.      Nsighttel Wireless, LLC
   PCS Service Provider
   100% Interest
   Station KNLH428, Clinton, IA-Sterling, IL (BTA 086)
   Station KNLH429, Ft. Dodge, IA (BTA 150)
   Station KNLH432, Marshalltown, IA (BTA 283)
   Station KNLH433, Mason City, IA (BTA 285)
   Station KNLH435, Ottumwa, IA (BTA 337)
   Station KNLH436, Waterloo-Cedar Falls, IA (BTA 462)
   Station WPOJ777, Escanaba, MI (BTA 132)
   Station WPOJ778, Houghton, WI (BTA 194)
   Station WPOJ779, Marquette, MI (BTA 282)
   Station WPOJ780, Petoskey, MI (BTA 345)
   Station WPQR272, Rochester-Austin-Albert Lea, MI (BTA 378)
   Station KNLH353, Stevens Point-Marshfield, WI (BTA 432)
   Station WPOJ781, Traverse City, MI (BTA 446)

Northeast Communications of Wisconsin, Inc. also owns 100% of the 
following other telecommunications businesses, which each operate 
from its Green Bay address:

 1.  Northeast Telephone Long Distance Co.: Interchange Carrier 

 2.  Northeast Telephone Company: Local Exchange Carrier

 3.  Brown County CLEC, LLC: CLEC 

 4.  NET LEC, LLC: CLEC 

 5.  NET Cable, Inc.: Cable Television Provider

  





ATTACHMENT B

                         BIDDING RECORD
                         AUCTION NO. 44
                       STAR WIRELESS, LLC



Table I - All bids placed by Star Wireless, LLC


   Date    Rou-  Market  Market Name                     Gross Bid 
           nd    #                                          Amount

   8/28/-    4     027   San Jose, CA                  $620,000.00 
     02
   8/28/-    4     073   Oxnard-Simi Valley-           $249,000.00 
     02                  Ventura, CA
   8/28/-    6     022   Tampa-St. Petersburg, FL      $651,000.00 
     02
   8/29/-    7     125   Appleton-Oskosh-Neenah, WI    $105,000.00 
     02
   8/29/-    7     186   Green Bay, WI                  $58,000.00 
     02
   8/29/-    7     263   Wausau, WI                     $39,000.00 
     02
   8/29/-    8     019   Denver-Boulder, CO            $611,000.00 
     02
   8/29/-    9     125   Appleton-Oskosh-Neenah, WI    $161,000.00 
     02
   8/30/-   11     263   Wausau, WI                     $50,000.00 
     02
   8/30/-   11     717   Wisconsin 10 - Door            $37,000.00 
     02
   8/30/-   11     711   Wisconsin 4 - Marinette        $34,000.00 
     02
   9/03/-   13     263   Wausau, WI                     $68,000.00 
     02
   9/03/-   14     125   Appleton-Oskosh-Neenah, WI    $207,000.00 
     02                                                          * 
   9/03/-   15     263   Wausau, WI                     $97,000.00 
     02
   9/04/-   17     717   Wisconsin 10 - Door            $46,000.00 
     02
   9/05/-   19     186   Green Bay, WI                  $67,000.00 
     02
   9/05/-   19     717   Wisconsin 10 - Door            $59,000.00 
     02
   9/05/-   19     195   Cedar Rapids, IA               $51,000.00 
     02
                         (Bold print denotes 
                         geographic area in which 
                         or adjacent to an area for 
                         which a Northeast 
                         affiliate, but not Star, 
                         holds cellular and/or PCS 
                         authorizations; italics 
                         denotes winning high bid 
                         for area)
     * Star's $207,000 bid in Round 14 for Market #125 (Appleton-
     Oskosh-Neenah, WI) was subsequently withdrawn in Round 19.

Table II - All Bids Received in CMA027 (San Jose, CA)

Round             Bidder                Gross Bid Amount
1      Cavalier Group, LLC                        $449,000.00 
1      Aloha Partners, L.P.                       $449,000.00 
2      Aloha Partners, L.P.                       $539,000.00 
4      Star Wireless LLC                          $620,000.00 
5      Aloha Partners, L.P.                       $729,000.00 
38     David M. Gates                             $765,000.00 
39     Aloha Partners, L.P.                       $822,000.00 
40     David M. Gates                             $894,000.00 
43     Aloha Partners, L.P.                       $948,000.00 
44     David M. Gates                           $1,024,000.00 
47     Aloha Partners, L.P.                     $1,086,000.00 
48     David M. Gates                           $1,173,000.00 
58     Aloha Partners, L.P.                     $1,232,000.00 
59     David M. Gates                           $1,324,000.00 
60     Aloha Partners, L.P.                     $1,440,000.00 
61     David M. Gates                           $1,575,000.00 
62     Aloha Partners, L.P.                     $1,728,000.00 
63     David M. Gates                           $1,898,000.00 


Table III - All Bids Received in Market 073 (Oxnard-Simi Valley-
Ventura, CA)

Round             Bidder                     Gross Bid Amount
1      McBride Spectrum Partners                  $221,000.00 
      I, LLC
1      Cavalier Group, LLC                        $201,000.00 
4      Star Wireless LLC                          $249,000.00 
6      Harbor Wireless, LLC                       $282,000.00 
6      McBride Spectrum Partners                  $282,000.00 
      I, LLC
6      Aloha Partners, L.P.                       $282,000.00 
7      Aloha Partners, L.P.                       $338,000.00 
26     David M. Gates                             $355,000.00 
41     Aloha Partners, L.P.                       $373,000.00 
42     David M. Gates                             $401,000.00 
45     Aloha Partners, L.P.                       $425,000.00 



Table IV - All Bids Received in Market 022 (Tampa-St. Petersburg, 
FL)

Round             Bidder                     Gross Bid Amount
1      Aloha Partners, L.P.                       $590,000.00 
6      Star Wireless LLC                          $651,000.00 
7      Aloha Partners, L.P.                       $750,000.00 

Table V - All Bid Received in Market 125 (Appleton-Oskosh-Neenah, 
WI)

Round             Bidder                     Gross Bid Amount
3      3G COMM, LLC                                $95,000.00 
7      Star Wireless LLC                          $105,000.00 
8      3G COMM, LLC                               $137,000.00 
9      Star Wireless LLC                          $161,000.00 
13     3G COMM, LLC                               $179,000.00 
14     Star Wireless LLC                        $207,000.00 *
20     3G COMM, LLC                               $179,000.00 
* Star's $207,000 bid in Round 14 for Market #125 (Appleton-
Oskosh-Neenah, WI) was subsequently withdrawn in Round 19.



Table VI - All Bids Received in Market 186 (Green Bay, WI)

Round             Bidder                     Gross Bid Amount
7      Star Wireless LLC                           $58,000.00 
15     3G COMM, LLC                                $64,000.00 
19     Star Wireless LLC                           $67,000.00 


Table VII - All Bids Received in Market 263 (Wausau, WI)

Round             Bidder                    Gross Bid Amount*
1      CENTRAL WISCONSIN                           $35,000.00 
      COMMUNICATIONS, INC.
7      Star Wireless LLC                           $39,000.00 
8      CENTRAL WISCONSIN                           $45,000.00 
      COMMUNICATIONS, INC.
11     Star Wireless LLC                           $50,000.00 
12     CENTRAL WISCONSIN                           $58,000.00 
      COMMUNICATIONS, INC.
13     Star Wireless LLC                           $68,000.00 
14     CENTRAL WISCONSIN                           $81,000.00 
      COMMUNICATIONS, INC.
15     Star Wireless LLC                           $97,000.00 
16     CENTRAL WISCONSIN                          $116,000.00 
      COMMUNICATIONS, INC.



Table VIII - All Bids Received in Market 019 (Denver-Boulder, CO)

Round             Bidder                     Gross Bid Amount
1      Aloha Partners, L.P.                       $555,000.00 
8      Star Wireless LLC                          $611,000.00 
9      Aloha Partners, L.P.                       $703,000.00 


Table IX - All Bids Received in Market 717 (Wisconsin 10 - Door)

Round             Bidder                     Gross Bid Amount
11     Star Wireless LLC                           $37,000.00 
15     3G COMM, LLC                                $41,000.00 
17     Star Wireless LLC                           $46,000.00 
18     3G COMM, LLC                                $54,000.00 
19     Star Wireless LLC                           $59,000.00 


Table X - All Bids Received in Market 711 (Wisconsin 4 - 
Marinette)

Round  Bidder                                Gross Bid Amount
11     Star Wireless LLC                           $34,000.00


Table XI - All Bids Received in Market 195 (Cedar Rapids, IA)

Round  Bidder                                Gross Bid Amount
19     Star Wireless, LLC                          $51,000.00



_________________________

1 47 C.F.R.  1.2105(c).  Section 1.2105(c)(1) states, in 
pertinent part:  ``[A]fter the [FCC Form 175] short-form 
application filing deadline, all applicants for licenses in any 
of the same geographic license areas are prohibited from 
cooperating or collaborating with respect to, discussing with 
each other, or disclosing to each other in any manner the 
substance of their own, or each other's, or any other competing 
applicant's bids or bidding strategies, or discussing or 
negotiating settlement agreements, until after the down payment 
deadline, unless such applicants are members of a bidding 
consortium or other joint bidding arrangement identified on the 
bidder's short-form application pursuant to  
1.2105(a)(2)(viii).''  47 C.F.R.  1.2105(c)(1). 

2 See Letter from E. Ashton Johnson, Esquire and Paul W. Jamison, 
Esquire, counsel for Star, to Marlene H. Dortch, Secretary, 
Federal Communications Commission, dated September 6, 2002 (the 
``Star Notification Letter''); Letter from Timothy E. Welch, 
Esquire, counsel for Northeast, to Margaret Wiener, Chief, 
Auctions and Industry Analysis Division, Wireless 
Telecommunications Bureau, Federal Communications Commission, 
dated September 6, 2002 (the ``Northeast Notification Letter''). 

3 See Letter from Maureen F. Del Duca, Chief, Investigations and 
Hearings Division, Enforcement Bureau, Federal Communications 
Commission, to David G. Behenna, President of PCSGP Inc., 
operating manager of Star, dated July 2, 2003; Letter from 
Maureen F. Del Duca, Chief, Investigations and Hearings Division, 
Enforcement Bureau, Federal Communications Commission, to Patrick 
D. Riordan, President of Northeast, dated July 2, 2003.

4 See Letter from David G. Behenna to Judy Lancaster, Esquire, 
Investigations and Hearings Division, Enforcement Bureau, Federal 
Communications Commission, dated July 16, 2003, supplemented by 
Letter from Mark J.Tauber, Esquire, to Judy Lancaster, Esquire, 
Investigations and Hearings Division, Enforcement Bureau, Federal 
Communications Commission, dated July 22, 2003 (collectively, the 
``Star Response'').  Pursuant to 47 C.F.R.  0.459, Star has 
requested confidential treatment of the Star Notification Letter 
and the Star Response.  By Letter to E. Ashton Johnson, Esquire 
and Paul W. Jamieson, Esquire, from Margaret W. Wiener, Chief, 
Auctions and Industry Analysis Division, Wireless 
Telecommunications Bureau, Federal Communications Commission, DA 
03-2681 (rel. Aug. 15, 2003), the Wireless Telecommunications 
Bureau denied the request relating to the Star Notification 
Letter and that denial has become final in the absence of an 
application for review filed within five business days.  By 
Letter from Maureen F. Del Duca, Chief, Investigations and 
Hearings Division, Enforcement Bureau, Federal Communications 
Commission, to Mark J. Tauber, Esquire, and Paul W. Jamieson, 
Esquire, DA 03-2721 (rel. August 26, 2003), the Bureau denied the 
request pertaining to the Star Response.  In accordance with 47 
C.F.R.  0.459(g), the substance of the documents submitted by 
Star that are the subject of the latter confidentiality request 
will not be made public unless and until Star has exhausted its 
rights of appeal of the ruling as to that request without a 
reversal of the denial.  Accordingly, the substance of those 
documents is not discussed in this NAL.

5 See Letter from Patrick D. Riordan to Maureen F. Del Duca, 
Chief, Investigations and Hearings Division, Enforcement Bureau, 
Federal Communications Commission, dated July 18, 2003 
(``Northeast Response''), and Letter from Timothy E. Welch, 
Esquire, to Maureen F. Del Duca, Chief, Investigations and 
Hearings Division, Enforcement Bureau, Federal Communications 
Commission, dated July 25, 2003. (``Northeast Supplement'').  
Northeast requested confidential treatment only of the Northeast 
Notification Letter.  By Letter to Timothy E. Welch, Esquire, 
from Margaret W. Wiener, Chief, Auctions and Industry Analysis 
Division, Wireless Telecommunications Bureau, DA 03-2682 (rel. 
Aug. 15, 2003), the Wireless Telecommunications Bureau denied 
Northeast's request and that denial has become final in the 
absence of an application for review filed within five business 
days. 

6 See Implementation of Section 309(j) of the Communications Act 
-- Competitive Bidding, Second Report and Order, 9 FCC Rcd 2348, 
2386-88, 221-226 (1994) (``Competitive Bidding Second Report 
and Order'')(``[W]e believe that the competitiveness of the 
auction process and of post-auction market structure will be 
enhanced by certain additional safeguards designed to reinforce 
existing laws and facilitate detection of collusive conduct.'').

7 Competitive Bidding Second Report and Order, 9 FCC Rcd 2348, 
2387, 223; Implementation of Section 309(j) of the 
Communications Act -- Competitive Bidding, Memorandum Opinion and 
Order, 9 FCC Rcd 7684, 7687-7688, 10 (1994) (``Our anti-
collusion rules are intended to protect the integrity and 
robustness of our competitive bidding process.'')
 
8See note 1, supra.

9 47 C.F.R.  1.2105(a).

10 47 C.F.R.  1.2105(c)(1).  See also Amendment of Part 1 of the 
Commission's Rules- Competitive Bidding Procedures, Order on 
Reconsideration of the Third Report and Order, Fifth Report and 
Order, and Fourth Further Notice of Proposed Rulemaking, 15 FCC 
Rcd 15923 (2000) at 15297-98,  7-8. 

11 The Public Notice announcing how parties could apply to 
participate in Auction No. 44 explicitly advised potential 
participants about the Commission's anti-collusion rule, that the 
rule was applicable to all applicants, and that the rule would 
apply to all applicants from the deadline for filing short-form 
applications until the post-auction down payment deadline.  See 
Auction of Licenses in the 698-746 MHz Band Scheduled for June 
19, 2002, Public Notice, DA 02-563 (WTB rel. March 20, 2002) at 7 
(``March 20 Procedures Public Notice'') (``[T]he Commission's 
rules prohibit applicants for the same geographic license area 
from communicating with each other during the auction about bids, 
bidding strategies, or settlements.  This prohibition begins at 
the short-form application filing deadline and ends at the down 
payment deadline after the auction.'').  Furthermore, the March 
20 Procedures Public Notice directed applicants to a list of 
precedents applying the anti-collusion rule, several of which 
explicitly applied the rule to applicants that subsequently did 
not bid in the auction.  Id. at Attachment G (citing, inter alia, 
Letter to Robert Pettit, Esquire, from Margaret W. Wiener, Chief, 
Auctions and Industry Analysis Division, Wireless 
Telecommunications Bureau, Federal Communications Commission, 16 
FCC Rcd 10080 (WTB 2000) (declining to except an applicant's 
controlling interest from coverage by the anti-collusion rule, 
even though the applicant never made an upfront payment for the 
auction and was not listed as a qualified bidder); Letter to Mark 
Grady, President, Communications Venture PCS Limited Partnership, 
from Kathleen O'Brien Ham, Chief, Auctions Division, Wireless 
Telecommunications Bureau, Federal Communications Commission, 11 
FCC Rcd 10895 (WTB 1996) (``Even when an applicant has withdrawn 
its application during the course of the auction, the applicant 
may not enter into a bidding agreement with another applicant 
bidding on the geographic license areas from which the first 
applicant withdrew.'')).  See also Implementation of Section 
309(j) of the Communications Act - Competitive Bidding, Fourth 
Memorandum Opinion and Order,  9 FCC Rcd 6858, 6867  50-51 
(1994) (rejecting the argument that communications prohibited by 
the anti-collusion rule should be permitted during auctions 
between active and non-active bidders); Letter to John Reardon, 
Secretary to the Board of Directors and General Counsel, Mobex 
Communications, Inc., from Amy J. Zoslov, Chief, Auctions and 
Industry Analysis Division, Wireless Telecommunications Bureau, 
Federal Communications Commission, 13 FCC Rcd 17877 (WTB 1998) 
(``When the short-form filing deadline passes, the anti-collusion 
rule applies to all applicants with submitted short-form 
applications. . . We . . . remind applicants that submitted 
applications, once the short-form deadline passes, trigger 
application of the anti-collusion rule even if they are later 
withdrawn.'').

12 See, e.g., Implementation of Section 309(j) of the 
Communications Act-Competitive Bidding, Fifth Report and Order, 9 
FCC Rcd 5532, 5570-71 (1994); March 20 Procedures Public Notice 
at 8; Auction of Licenses for 698-746 MHz Band: Status of FCC 
Form 175 Applications to Participate in the Auction, Public 
Notice, DA 02-1213 (WTB rel. May 24, 2002) at 4-5 (``May 24 
Status Public Notice''); Auction of Licenses for 698-746 MHz 
Band: 128 Qualified Bidders, Public Notice, DA 02-1346 (WTB rel. 
June 7, 2002) at 7 (``June 7 Qualified Bidders Public Notice''); 
and Auction No. 44- Revised Qualified Bidder Notification, Public 
Notice, DA 02-1933 (WTB rel. August 7, 2002) at 8 (``August 7 
Revised Qualified Bidders Public Notice''). 

13 47 C.F.R.  1.2105(a)(2).

14 47 C.F.R.  1.2105(a)(2)(i).

15 47 C.F.R.  1.2105(a)(2)(viii).

16 47 C.F.R.  1.2105(a)(2)(ix).

17 March 20 Procedures Public Notice at 8; May 24 Status Public 
Notice at 4-5; June 24 Qualified Bidders Public Notice at 7; 
August 7 Revised Qualified Bidders Public Notice at 8. 
 
18 May 24 Status Public Notice at 4.

19See e.g, March 20 Procedures Public Notice at 7-8; June 7 
Qualified Bidders Public Notice at 6-7.

20 Auction No. 44, Revised Schedule, License Inventory, and 
Procedures, Public Notice, DA 02-1491 (WTB rel. June 26, 2002) at 
2 (emphasis added).

21 August 7 Revised Qualified Bidder Notification at 7  (emphasis 
added). 

22 See March 20 Procedures Public Notice at 14.

23 See May 24 Status Public Notice, Attachment A at 6, Attachment 
B at 10.

24 Mr. Behenna owns 100% of PCSGP's fully diluted shares of 
common stock.  He is PCSGP's President, Secretary, Treasurer and 
sole director.  See Star FCC Form 175, Exhibit A.

25 See Star FCC Form 175.

26 FCC File No. 0000506827.

27 See Star FCC Form 175, Ex. A.

28 See Star FCC Form 175, Ex. B.

29 See Northeast FCC Form 175.

30 See Northeast FCC Form 175, Ex. A; FCC Form 602 of Northeast 
Communications of Wisconsin, Inc., dated November 25, 2002. A 
listing of the communications-related entities in which Northeast 
holds an interest, based upon the entities named in the FCC Form 
602 and the Commission's licensing records, is provided as 
Attachment A. 

31 See Northeast FCC Form 175, Ex. B.
 
32 Id.

33 See May 24 Status Public Notice at 2; see also 47 C.F.R.  
1.2106.

34 See June 7 Qualified Bidders Public Notice, Attachment A at 6.

35 Northeast Response at A6.

36 See June 7 Qualified Bidders Public Notice, Attachment A.

37 See Auction No, 44-Revised Schedule, License Inventory, and 
Procedures, Public Notice, DA 02-1491 at 1(WTB rel. June 26, 
2002).

38 See Northeast Response at A4.  Mr. Schneider left the employ 
of Northeast on July 8, 2001, but continues to provide consulting 
services to the organization. Id.

39 Id.

40 Id. 

41 Id; Northeast Response, Exhibit A.4.
 
42 See Northeast Response at A4. 

43 According to Exhibit A of its FCC Form 175, Northeast held a 
10% or greater interest in Redwood Wireless Wisconsin, L.L.C., 
cellular licensee for the Grand Forks (KNLH430) and Williston, 
North Dakota (WPOJ815) BTAs. Northeast has since divested its 
interest in the licensee. See Northeast Response at A1. 

44 See Northeast Response at A4.   

45 See Northeast Response at A7.

46 See Northeast Response, Ex. A.7.a.;  Northeast Supplemental  
Response, Mobile Telephone Bill, p. 16.

47 See Northeast Response at A7, A16.

48 See Northeast Response at A16.

49 Id. As noted supra, according to Northeast's Form 175, its 
business office is in Green Bay, from which many of its 
businesses operate.  See Attachment A.

50 See Attachment B.

51 Star also placed a bid on August 29, during round 8 of the 
auction, for Denver-Boulder, Colorado.  See Attachment B.
52 See Public Notice, Lower 700 MHz Band Auction Closes, DA 02-
2323, Attachment A at 26 (WTB rel. September 20, 2002).

53 See Northeast Response at A4, A22.

54 See Northeast Response at A4, A10, A22.

55 47 U.S.C.  503(b)(1)(B); 47 C.F.R.  1.80(a)(1); see also 47 
U.S.C.  503(b)(1)(D)(forfeitures for violation of 18 U.S.C.  
1464).  Section 312(f)(1) of the Act defines willful as ``the 
conscious and deliberate commission or omission of [any] act, 
irrespective of any intent to violate'' the law.  47 U.S.C.  
312(f)(1). The legislative history to section 312(f)(1) of the 
Act clarifies that this definition of willful applies to both 
sections 312 and 503(b) of the Act, H.R. Rep. No. 97-765, 97th 
Cong. 2d Sess. 51 (1982), and the Commission has so interpreted 
the term in the section 503(b) context.  See, e.g., Application 
for Review of Southern California Broadcasting Co., Memorandum 
Opinion and Order, 6 FCC Rcd 4387, 4388 (1991) (``Southern 
California Broadcasting Co.'').  
   
56 47 U.S.C.  503(b); 47 C.F.R.  1.80(f).

57 See, e.g., SBC Communications, Inc., Apparent Liability for 
Forfeiture, Forfeiture Order, 17 FCC Rcd 7589, 7591,  4 (2002) 
(forfeiture paid). 

58 By separate Notice of Apparent Liability for Forfeiture 
released concurrently herewith, we likewise find that Northeast 
is apparently liable for a forfeiture in the same amount for its 
apparent willful violation of section 1.2105(c) of the 
Commission's rules.

59 Northeast is the licensee of PCS Station KNLF999, Green Bay, 
Wisconsin (BTA173).  It also holds a 100 % interest in Brown 
County MSA Cellular Limited Partnership, licensee of Green Bay 
cellular Station KNKA547 (CMA186); a 55% interest in Wisconsin 
RSA#10 Limited Partnership, licensee of cellular Station KNKN294, 
Wisconsin 10 (Door) (CMA717); and a 25% interest in Wisconsin RSA 
No. 4 Limited Partnership, licensee of cellular Station KNKN395, 
Wisconsin 4  (Marinette) (CMA711).  Star won the Lower 700 MHz 
authorizations for these CMAs in Auction No. 44.  Moreover, after 
the August 29, 2003, telephone conversation between Mr. Behenna 
and Mr. Riordan, Star also bid, unsuccessfully, for the auctioned 
authorizations in Appleton-Oshkosh-Neehan, Wisconsin (CMA125) and 
Wausau, Wisconsin (CMA263), which are contiguous to Wisconsin 10 
(Door) (CMA717), for which, as noted above, a Northeast affiliate 
is the cellular licensee.   Northeast also holds interests in 
Iowa cellular licensees Iowa RSA #3 LLC (54.84%) (Station 
KNKN351, Iowa 3 (Monroe), CMA414), Iowa RSA #12 LLC (90%) 
(Station KNKQ388, Iowa 12 (Winneshiek), CMA423) and NSP, LC (20%) 
(Station KNKN314, Iowa 11 (Hardin), CMA422).  CMAs 423 and 422 
are contiguous to and CMA414 is situated near the Cedar Rapids 
geographic area (CMA195), for which Star was also high bidder in 
the auction.  Although, in late June and early July 2003, those 
three Northeast-related cellular licensees filed applications 
with the Commission for approval of the sale of their 
aforementioned Iowa authorizations, Northeast held its interest 
in those entities at the time of the August 29, 2002, 
conversation between Messrs. Behenna and Riordan and throughout 
the course of the bidding in Auction No. 44. Northeast also 
wholly owns Nsighttel Wireless, LLC, which holds PCS 
authorizations in six other Iowa markets.  See Attachments A, C 
and D.  

60 The Commission's Forfeiture Policy Statement and Amendment of 
Section 1.80 of the Rules to Incorporate the Forfeiture 
Guidelines, 12 FCC Rcd 17087, 17113 (1997), recon. denied 15 FCC 
Rcd 303 (1999) (``Forfeiture Policy Statement''); 47 C.F.R.  
1.80(b).  
61 Forfeiture Policy Statement, 12 FCC Rcd at 17100-01,  27.
62 47 C.F.R.  1.1914.