Click here for Adobe Acrobat version
Click here for Microsoft Word version

******************************************************** 
                      NOTICE
********************************************************

This document was converted from Microsoft Word.

Content from the original version of the document such as
headers, footers, footnotes, endnotes, graphics, and page numbers
will not show up in this text version.

All text attributes such as bold, italic, underlining, etc. from the
original document will not show up in this text version.

Features of the original document layout such as
columns, tables, line and letter spacing, pagination, and margins
will not be preserved in the text version.

If you need the complete document, download the
Microsoft Word or Adobe Acrobat version.

*****************************************************************



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


In the matter of                 )
                                )
One Call Internet, Inc.          )
                                )
                                )    File No. EB-03-TC-072
                                )    NAL/Acct. No. 200332170005
                                )    FRN: 0003772910
Section 214 Transfer of Control  )
of Domestic Interstate           )
Transmission Lines Requirements  )
                                )

                              ORDER

   Adopted:  December 10, 2003                       Released:  
December 12, 2003

By the Chief, Enforcement Bureau:

     1.   In this Order, we adopt a Consent Decree terminating an 
investigation into possible violations by One Call Internet, Inc. 
("OCI"), formerly known  as One Call  Communications, Inc.  d/b/a 
Opticom, of  Section  214  the Communications  Act  of  1934,  as 
amended (the  ``Act''), and  Section  63.01 of  the  Commission's 
rules regarding  transfers  of control  for  domestic  interstate 
transmission lines.1  

     2.   The Commission and OCI have  negotiated the terms of  a 
Consent Decree that would resolve  this matter and terminate  the 
investigation.  A copy of the  Consent Decree is attached  hereto 
and incorporated by reference.

     3.   After reviewing  the terms  of the  Consent Decree,  we 
find that the public  interest would be  served by approving  the 
Consent Decree and terminating the investigation.

     4.   Accordingly, IT IS ORDERED,  pursuant to Sections  4(i) 
and 4(j) of the Communications Act of 1934, as amended,2 that the 
attached Consent Decree IS ADOPTED.

     5.   OCI shall make its voluntary contribution to the United 
States Treasury by mailing a check or similar instrument, payable 
to the order  of the  Federal Communications  Commission, to  the 
Federal Communications Commission, Forfeiture Collection Section, 
Finance Branch, P.O. Box 73482, Chicago, Illinois 60673-7482. The 
payment should  reference  NAL/Acct.  No.  200332170005  and  FRN 
0003772910.
     6.   IT IS FURTHER ORDERED that the Commission investigation 
into the matter described herein is terminated.

     

                         FEDERAL COMMUNICATIONS COMMISSION




                         David H. Solomon
                         Chief, Enforcement Bureau
                         Before the
              Federal Communications Commission
                   Washington, D.C. 20554


In the Matter of                  )
                                 )
One Call Internet, Inc.           )
                                 )   File No. EB-03-TC-072
                                 )   NAL/Acct. No. 200332170005
                                 )   FRN: 0003772910
Section 214 Transfer of Control   )
of Domestic Interstate            )
Transmission Lines Requirements   )


                       CONSENT DECREE

                      I.  INTRODUCTION

     1.   The Enforcement Bureau (the ``Bureau'') of the 
Federal Communications Commission (the "FCC" or the 
"Commission") and One Call Internet, Inc., (``OCI'') 
formerly known as One Call Communications, Inc. (``One 
Call'') d/b/a/ Opticom, by their authorized representative, 
hereby enter into this Consent Decree to resolve an 
investigation (the "Investigation") by the Bureau regarding 
possible violations of Section 214 of the Act and Section 
63.01 of the Commission's rules regarding transfers of 
control for domestic interstate transmission lines.3  The 
Investigation was initiated by a Letter of Inquiry to One 
Call Communications, Inc.,4 and was undertaken pursuant to 
Sections 4(i), 218, and 403 of the Act.5

     2.   On January 31, 2002, OCI (at that time operating 
as One Call Communications, Inc.) entered into an agreement 
to sell, subject to the necessary federal and state 
regulatory approvals, its telecommunications business to 
OCMC, Inc. (``OCMC'').  OCMC was a newly formed entity 
created by certain members of the One Call management team 
and additional third party investors.  Pending final 
regulatory approvals, OCI and OCMC also entered into a 
management agreement, whereby OCMC provided management 
services to OCI in order to ensure continued service to 
existing OCI telecommunications customers.  From January 31, 
2002, forward, OCMC obtained all rights in the trade name 
One Call Communications, Inc.  On February 8, 2002, One Call 
changed its name to One Call Internet.  In order to complete 
the sale, OCI and OCMC filed a consolidated application to 
assign/transfer control of OCI's domestic and international 
214 authorizations.6  During the course of the 
Investigation, several issues emerged regarding possible 
violations of the Act and the Commission's rules regarding 
this sale and the transfer of control.

                      II.  DEFINITIONS

     3.   For the Purposes of this Consent Decree, the 
following definitions shall apply:

          (a)       The "FCC" or the "Commission" means the 
          Federal Communications Commission and all Bureaus 
          and Offices of the Commission, including the 
          Enforcement Bureau.

          (b)  ``Bureau'' means the Enforcement Bureau of 
          the Federal Communications Commission.

            (c)     "OCI" or the "Company" means One Call 
          Internet, Inc., or any of these entities' 
          subsidiaries, affiliates, and successors.

            (d)     "Parties" means OCI and the Bureau.

            (e)     "Adopting Order" means an Order of the 
          Commission or the Bureau adopting the terms and 
          conditions of this Consent Decree.

            (f)     "Effective Date" means the date on which 
          the Commission or the Bureau adopts the Adopting 
          Order.

                       III.  AGREEMENT

     4.   OCI represents and warrants that it is the 
properly named party to this Consent Decree and has 
sufficient funds available to meet fully all financial and 
other obligations set forth herein.  OCI further represents 
and warrants that it has caused this Consent Decree to be 
executed by its authorized representative, as a true act and 
deed, as of the date affixed next to said representative's 
signature.  Said representative and OCI respectively affirm 
and warrant that said representative is acting in his/her 
capacity and within his/her authority as a corporate officer 
of OCI, and on behalf of OCI and that by his/her signature 
said representative is binding OCI to the terms and 
conditions of this Consent Decree.  

     5.   OCI agrees that the Bureau has jurisdiction over 
it for the purposes of (but not limited to) this Consent 
Decree and that the Bureau has jurisdiction over the subject 
matters contained in this Consent Decree and the authority 
to enter into and adopt this Consent Decree.


     6.   OCI will make a voluntary contribution to the 
United States Treasury in the amount of eight thousand 
dollars ($8,000) within 10 calendar days after the 
Commission Order adopting this Consent Decree becomes final 
to resolve the issues regarding possible violations of 
Section 214 of the Act and Section 63.01 of the Commission's 
rules regarding transfers of control for domestic interstate 
transmission lines.  OCI must make this payment by check, 
wire transfer, or money order drawn to the order of the 
Federal Communications Commission, and the check, wire 
transfer, or money order should refer to ``NAL Acct. No. 
200332170005.''  If OCI makes this payment by check or money 
order, it must mail the check or money order to: Forfeiture 
Collection Section, Finance Branch, Federal Communications 
Commission, P.O. Box 73482, Chicago, Illinois, 60673-7482.  
If OCI makes this payment by wire transfer, it must wire 
such payment in accordance with Commission procedures for 
wire transfers.

     7.   In express reliance on the covenants and 
representations contained herein, the Bureau agrees to 
terminate the Investigation with respect to OCI, including, 
without limitations, issues concerning compliance with 
Section 214 of the Act, and Section 63.01 of the 
Commission's rules.

     8.   OCI agrees and acknowledges that this Consent 
Decree shall constitute a final settlement of the 
Investigation.  The Bureau agrees that, in the absence of 
new material evidence, it will not, on its own motion, 
initiate or recommend to the Commission any other 
enforcement action against OCI including, without 
limitations, actions alleging violations of Section 214 of 
the Act and Section 63.01 of the Commission's rules 
occurring prior to the Effective Date, nor will the Bureau, 
on its own motion, seek or recommend to the Commission any 
administrative or other penalties from OCI based on this 
Investigation.  Consistent with the foregoing, nothing in 
this Consent Decree limits the Commission's authority to 
consider and adjudicate any complaint that may be filed 
pursuant to Section 208 of the Act, 47 U.S.C.  208.

     9.   OCI waives any and all rights it may have to seek 
administrative or judicial reconsideration, review, appeal, 
or stay, or to otherwise challenge or contest the validity 
of this Consent Decree and the Order adopting this Consent 
Decree, provided the Order adopts the Consent Decree without 
change, addition, or modification.

     10.  OCI's agreement to enter into this Consent Decree 
is expressly contingent upon the issuance of an Order by the 
Bureau that is consistent with this Consent Decree, and 
which adopts the Consent Decree without change, addition, or 
modification.

     11.  In the event that this Consent Decree is rendered 
invalid by any court of competent jurisdiction, it shall 
become null and void and may not be used in any manner in 
any legal proceeding.

     12.  OCI represents and warrants that neither OCI nor 
any of its representatives, employees, agents or any other 
person acting under, by, through, or on behalf of OCI, 
directly or indirectly, or through any corporate or other 
device, shall state, represent, or imply that the FCC, or 
any other governmental unit or subdivision thereof, approved 
or authorized any practice, act, or conduct of OCI as a 
result of this Consent Decree, other than the standards and 
actions set 

forth in this Consent Decree.
     
     13.  By this Consent Decree, OCI does not waive or 
alter its right to assert and seek protection from 
disclosure of any privileged or otherwise confidential and 
protected documents and information, or to seek appropriate 
safeguards of confidentiality for any competitively 
sensitive or proprietary information.  

     14.  If either Party (or the United States on behalf of 
the Commission) brings a judicial action to enforce the 
terms of the Adopting Order, neither OCI nor the Commission 
shall contest the validity of the Consent Decree or the 
Adopting Order, and OCI and the Commission will waive any 
statutory right to a trial de novo with respect to any 
matter upon which the Adopting Order is based, and shall 
consent to a judgment incorporating the terms of this 
Consent Decree.

     15.  The Parties agree that this Consent Decree does 
not constitute either an adjudication on the merits or a 
factual or legal finding or determination regarding any 
compliance or noncompliance with the requirements of the Act 
and the Rules.  The Parties agree that this Consent Decree 
is for settlement purposes only and that by agreeing to this 
Consent Decree, OCI does not admit or deny any liability for 
violating Commission rules in connection with the matters 
that are the subject of this Consent Decree.

     16.  OCI agrees that any violation of the Consent 
Decree or the Adopting Order will constitute a separate 
violation of a Commission order, entitling the Commission to 
exercise any rights or remedies attendant to the enforcement 
of a Commission order.

     17.  This Consent Decree may be signed in counterparts.



For the Enforcement Bureau                   For One Call 
Internet, Inc.


By:_______________________________      
By:____________________________
     David H. Solomon                             Larry E. 
Dunigan
     Chief, Enforcement Bureau                    Chairman
     Federal Communications Commission            One Call 
Internet, Inc.


__________________________________      
_______________________________
Date                               Date

_________________________

1 47 U.S.C.  214; 47 C.F.R.  63.01.
2 47 U.S.C.  154(i), 154(j).
3 47 U.S.C.  214; 47 C.F.R.  63.01
4    See   letter   from   Colleen   K.   Heitkamp,   Chief, 
Telecommunications  Consumers Division,  Enforcement Bureau, 
Federal Communications Commission to Joseph Pence, September 
23, 2002.
5  47 U.S.C.  154(i), 218, 403.
6  See   One  Call  Communications,  Inc.   and  OCMC,  Inc. 
Application  to Assign  Section  214  Authorizations and  to 
Transfer Control  of Domestic 214 Authorization,  filed July 
24, 2002.