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"0*ZZ  "   X` hp x (#%'0*,.8135@8:0*H&H&@@@)" execution to make certain that we can be successful to meet our shareholders demands and the demands, quite frankly, that you have for true competition in our markets. ` `  ,Thank you very much for the opportunity. ` `  ,CHAIRMAN KENNARD: Thank you. Any questions from the bench? (No response.) Mr. Dundon? ` `  ,MR. DUNDON: Thank you. Mr. Chairman, Commissioners, good morning. My name is Dennis Dundon and I'm Chief Operating Officer of USN Communications. USN is one of the largest and fastest growing competitive local exchange carriers in the United States and a company characterized by Ray Smith of Bell Atlantic as processing more lines in a single hour than AT&T has ordered since the Telecom Act was passed. ` `  ,USN Communications has uniquely positioned itself to take advantage of the unprecedented opportunities present in the Telecommunications Act of 1996. Since initiating service in August of 1996, USN has sold over 200,000 local access lines, and more importantly has installed over 180,000 of those lines, including nearly 56,000 in the fourth quarter of 1997 alone. ` `  ,USN operates as a reseller and is primarily focused on a large under served portion of the market, small to medium sized businesses providing them with a broad array of local, long distance and enhanced telecommunication"%?0*H&H&@@@)" services, all available from a single source and all billed on a single bill. ` `  ,On the first chart you'll see that USN's current service territory stretches across the Midwest and the northeast portions of the United States. USN communications describes itself as a customer facing organization. By this, we would mean that we strive for direct contact with customers, both in the selling process and afterward. We have 425 direct, facetoface sales people currently deployed in 34 sales offices you see there located throughout the Ameritech and Bell Atlantic regions, and it's easy to note that those are not just NFL cities. ` `  ,Rather than building facilities, USN has chosen to build a base of customers using a total service resale strategy. By doing so, we have the ability to serve a ubiquitin (ph) customer and rapidly enter a broad geographic market comprising 18 states and 35 percent of the telecom business in the country. ` `  ,As I like to say, we have virtually unlimited network capacity available nearly everywhere, which we can acquire just in time as we need it, and it works. USN has been successful at gaining new customer relationships at a very fast pace. The prospect of choice and participating in the revolution of telecom reform strikes a responsive cord among our small to medium sized business who average just 10"%@0*H&H&@@@)" business lines each. ` `  ,In fact, USN presents each prospect with a copy of the Telecon Mag, a copy of which I'll leave with you  ?2today. , ` `  ,CHAIRMAN KENNARD: We have it. ` `  ,(Laughter.) ` `  ,MR. DUNDON: In most cases, the perspective customer doesn't have an ongoing relationship with the ARBAC from an accountant management standpoint, and they're anxious to learn about how the array of products and services, local, long distance and enhanced can in fact help them compete better and to save money. USN's customers save time, save money and achieve piece of mind by letting USN manage their telecommunications. ` `  ,The next chart shows USN's growth and installed access lines, some of which we've already shared with you. We believe that to be an important measure of success in this business. USN has achieved strong quarter over quarter growth and excess line installations and had a total installed access line base of 171,962 lines at the close of 1997. The sustained growth rate is reflective of our resale entry strategy and USN's commitment to build the operating platforms which can go to volume in the markets we serve as depicted on the next chart. ` `  ,USN was the first company in the country to enter"%A0*H&H&@@@)" into a resale agreement when we signed up with Ameritech two months before the Act was passed. We then became one of the first two companies to enter into a resale agreement with Bell Atlantic, then called Nynex. This companies were the two ARBACs that USN judged as being most ready with systems to support volume operation. Volume which is both necessary and possible in a resale environment. ` `  ,In order to achieve sustained high volume levels, USN Communications dedicated extensive software development resources to build the necessary electronic interfaces to drive high volumes of resale transactions to the ARBACs electronically. More than just provisioning though, these systems were architected to electronically bond with those companies and USN's other service suppliers, for order and preorder administration as well as trouble administration.  ?p2 ` `  ,In short, our goal is to flow through information to the maximum extent possible on a systems basis, avoiding the annual intervention. We believe this level of system integration greatly enhances and enables sustained operation of high volume levels. We continue to invest in and enhance these systems regularly. ` `  ,Our value proposition is captured in the next chart which includes roundtheclock customer service and the commitment to continuously integrate best of breed products on one bill. We view the customer as central to"%B0*H&H&@@@)" our mission. By being customer facing in both sales and service, and offering a broad array of products from a single source, not a single bill and with attractive savings, we offer great value. ` `  ,Your staff requested that we discuss road blocks. Well, we do encounter speed bumps along the way that USN were working with the ARBACs and other suppliers to build a business, not to execute a political agenda. USN Communications urges the Commission to stay the course with respect to preserving three distinct entry strategies, resale, unbundles and rebundled elements, and facilities. ` `  ,Congress wisely set up these three entry strategies and you've been very supportive in preserving them thus far in your local competition decisions. They're working for us and for our customers. I urge the and I try not to incent (ph) one versus another or handicap any one of them. Working together they provide the proper entry mechanisms and give the needed incentives necessary for people to have make economic choices that are consistent with their individual business plans. ` `  ,Well, uncertainty regarding the rules for competition could have a chilling effect on the financial markets. Clarity and continued conformation of multiple viable entry strategies allow us to access the capital markets we require for growth and thereby to fulfill the"%C0*H&H&@@@)" promise of the Telecom Act. ` `  ,Thank you for the opportunity to tell you about USN's development accomplishments and desires. I'd be happy to answer any questions now or any time in the future. ` `  ,CHAIRMAN KENNARD: Thank you very much. Commissioner Ness? ` `  ,COMMISSIONER NESS: I agree with him. Reentry of roots are extremely important and we try to keep all three open, clear and inviting for all. In fact, we have been trying very hard to sell all three abroad, and find a lot more resistance on that score. ` `  ,With respect to your choice to go with resale as opposed to unbundled network elements for example, what were the considerations and what were the factors that lead you chose to resale as opposed to unbundled network elements?  ?p2 ` `  ,MR. DUNDON: Well, from our standpoint, it really allowed us to address the lightest possible market place by having ubicquitos or nearly ubicquitos coverage within the market. We could target our selling efforts as we chose rather than in some way that was dictated by our construction program or our ability to deploy switches, and we thought that the Telecom Act of '96 offered such a great opportunity that a first to market strategy was using resale was the one that was best for our company and our shareholders. "%D0*H&H&@@@)"Ԍ` `  ,You know, with regard to the economics certainly it's been widely reported over the last week of some very large players who have decided that resale doesn't work, and I think that the circumstances really are different from an incumbent who has the opportunity just to pick up the resole local service in a company like USN's that he has the right to address the entire full range of services for that customer. That's an attractive margin opportunity for us and one that we aggressively pursue. ` `  ,CHAIRMAN KENNARD: Well, is your goal to develop a facilities based network at some point in the future? ` `  ,MR. DUNDON: I think that certainly choosing resale doesn't preclude any direction that we might take in the future. But, again, having these three elements working in parallel may well provide an ongoing viable resale opportunity long run that improves in March and over time. Interesting... ` `  ,COMMISSIONER POWELL: I just wanted you to elaborate a little further, I mean, to put it bluntly, one of the ISCs characterized it as a rat hole this week, which is pretty strong talk, and you said, you know, there may be some differences. I'm very curious about how you would what would be your explanation of them reaching that judgment. I know you can't read into there, but why do you think? You know, give us some inside as to why you why"%E0*H&H&@@@)" it's not a rat hole from your perspective and contrast it to theirs. ` `  ,MR. DUNDON: I think the key elements are the ones that shows us to recognize the resale and, offered an opportunity to quickly get into the market place and be establishes and that was the fact that you could address a broad segment of customers and you that you weren't necessarily constrained by your ability to deploy resources in order to do that. ` `  ,The rat hole characterization is not one that I would draw nor necessarily give credence to. I mean, we have very carefully analyzed our business plan and have looked at the margins that are available to us under the term and volume discount agreements that we have with Ameritech and with Bell Atlantic and also in some of the monthtomonth circumstances in some of the expansion states that we've looked at. But we're not focused solely on the local service discount. We're focused on the entire bundle of services that we believe that we can bring to that customer and by doing so, some of those enhanced services and long distance frankly have higher margin opportunity than does a local resold product. But we think satisfying an entire bundle of the customers needs in fact offers us a very attractive business opportunity. ` `  ,COMMISSIONER POWELL: I can't get you to speculate"%F0*H&H&@@@)" why (inaudible.) (Laughter.) ` `  ,COMMISSIONER NESS: Getting back on unbundled network elements and UNE's was a part of your decision you said you wanted to get out into the market place rapidly ` `  ,MR. DUNDON: Right. ` `  ,COMMISSIONER NESS: Was the ability to provide for service based on UNEs deemed to be much more time consuming or much more costly from a capital investment perspective and, if so, in what respect? ` `  ,MR. DUNDON: I think there's some of that but it's also a somewhat more complex operational model with regard to cut over coordination and so on, and, again, with the with the window of opportunity that we saw in the market place and the desire to get through it as quickly as possible and to get to the maximum scale that we could drive, we chose a lot of sales people and we chose the resale model as being the best way to get there quickly. ` `  ,CHAIRMAN KENNARD: Was regulatory uncertainty a factor in that decision making? ` `  ,MR. DUNDON: No. ` `  ,CHAIRMAN KENNARD: Before we wrap up, would any of the Commissioners like to make some concluding remarks? ` `  ,COMMISSIONER FURCHTGOTTROTH: Mr. Chairman, I'd like to thank you for organizing this en banc hearing today. "%G0*H&H&@@@)" I haven't asked any questions in part because I've enjoyed listening to the presentations from the business people here. They each have their own strategy. We've heard from four, there are hundreds like them across the country. What has struck me is that each one has a different approach. Some will fail but many will succeed. ` `  ,What is striking to me is that two years ago, these businesses could not have done what they can do today. They could not compete because there were laws and regulations that prohibited from doing that and their customers could not have choices that they have today because there were laws and regulations that prohibited from exercising that choice. ` `  ,The Telecommunications Act that was passed two years ago had but a few pages on local competition. Most of the pages addressed other items which should not have been nearly as controversial. But I leave this en banc hearing today with great faith that the Act is in fact working, that we see that there are many different approaches, that some will work, some may not work. But that ultimately the Act is working and I think that we have ample testimony of that today. ` `  ,CHAIRMAN KENNARD: Well said. Commissioner Ness? ` `  ,COMMISSIONER NESS: I share Harold's sense of optimism that in fact the Act is working from hearing the"%H0*H&H&@@@)" stories that have been presented today. I was particularly impressed by Netch's recitation of 3.5 billion dollars that has been invested since the Telecom Act to build an infrastructure that would provide for this array of services. It seems to me also as we talk through he is now getting or his company is now getting started in providing those services, as are Mr. Mahoney's and Mr. Reich's and Mr. Dundon's companies, but it takes times. It takes time to be able to build the infrastructure. It takes time to be able to make those investments. It also takes time to be able to market, to be able to bring the consumers along, and the customers along and it seems to me that those who have already declared the Telecom Act to be fatally flawed need only to do an instant replay of the session today to hear that the fruits of our labors are in fact beginning to show. ` `  ,So I am very pleased to have been able to participate and want to thank all of you for the reports that you have given today. Thank you. ` `  ,CHAIRMAN KENNARD: Thank you. Commissioner Powell? ` `  ,COMMISSIONER POWELL: Let me just say quickly that one of the most encouraging things about this hearing which I would urge us and everyone else to take heart in and follow from now on is that it does not collapse into the"%I0*H&H&@@@)" ever tiresome discuss that whether the acts of failure or success. I am so tired of that discussion and it's an irrelevant discussion. The Genie is out of the bottle and we're moving whether we like it or not, and I think what's really important is to do what you have suggested us do, that is, focus on what the barriers are, what's working and what's not working. And, most importantly, keep our thoughts toward the notion of there will always be steps backwards, so let's make sure we're moving two steps forward for every one that we fall back. ` `  ,And so, in that regard, I am very, very encouraged by the hearing and look forward to continuing dialogue with all of you at some point. Thank you. ` `  ,CHAIRMAN KENNARD: Commissioner Tristiani. ` `  ,COMMISSIONER TRISTIANI: Mr. Chairman, I'd like to thank all of the panelist for being here today and offering their differing perspectives, their different experiences and particularly to the business people here hearing about the way you have targeted, you know, the way you have made your decisions, and I did ask about business and residential because it's very important. I know it may be about volume but I think the promise of the act was not made just to the business community, but it was made to all of Americans and I'm delighted that business are seeing those fruits earlier, but what pleases me today is that I'm seeing some targeting"%J0*H&H&@@@)" of residential consumers and I have no doubts that our business community can figure out how to compete in those markets and make money and offer the fruits of competition to all consumers in America and in the rural areas, too. ` `  ,And, with that, I would like to thank you and one thing that I'd like to add is that one of the reasons the Act is working is not only the good work of the FCC and the diligent work in implementing an Act that had some pretty incredible time lines, I want to thank the State Commissions. I can't help but say that because having worn that other hat, we had some incredible time constraints too and there were many commissions that were poised or were ahead, actually, of everybody else in this business but a lot of other commissions had to do incredible work to get this going, and I thank everyone. ` `  ,CHAIRMAN KENNARD: Thank you, Commissioner. I will also echo the thanks that you've been hearing from my colleagues. I think this was a fascinating and very, very useful presentation that we heard today and, also, reiterate Commissioner Tristiani's thanks to Lynn Butler and the State Commissions that she represents and reiterate my commitment to continue to work with you on this important issue. ` `  ,One of the things that we heard from all of the panelists today is the importance of the FCC's work. That is that, we, as a Commission, need to remain vigilant to"%K0*H&H&@@@)" promote procompetitive policies to make sure that what we're seeing happening out there in the market place continues to develop and flourish. I think that's what the 1996 Act was all about. I think we're seeing some very, very encouraging signs and I want to commit to you that we will certainly do what we can to help realize Congress' vision that there be competition, not only in business markets but also in residential markets as well. ` `  ,So, with that, I'd like to conclude the panel today and thank you all again, and we will have just a few concluding announcements. I wanted to thank three people in particular who were instrumental in making this panel happen a lot of work went into it Larry Strickling, Chief of the Competition Division in the Office of General Counsel; Mike Reardon, our Chief Economist and Dale Hatfield our Chief Technologists, all of them worked hard to make this panel happen today. ` `  ,I just had some general announcements as well, and I'll invite the other Commissioners to make general announcements as well. I would like to take a moment and express condolences on behalf of all of the Commissioners on the recent passing of one of our beloved FCC employees, Billy Campbell. I knew Billy personally. I knew Billy to be a wonder FCC employee, was here I believe 32 years and Billy will be sorely missed."%L0*H&H&@@@)"Ԍ` `  ,Commissioner Ness, did you have any announcements? ` `  ,COMMISSIONER NESS: I just wanted to note and welcome our an intern in our office, Hunter Old who is a thirdyear student at George Mason University. He spent last Fall interning for our network services division in the Common Carrier Bureau. He's a Virginia native. He had his undergraduate work at William & Mary in Williamsburg and before entering law school he had spent three years as a news reporter in Los Angeles, California so we are really, really pleased to have him and welcome him. ` `  ,CHAIRMAN KENNARD: Commissioner FurchtgottRoth? ` `  ,COMMISSIONER FURCHTGOTTROTH: I simply would like to echo our sorry about Billy Campbell. I did not know Billy well, but I must say that there were many FCC staff who came by my office after his death expressing their sorrow. It was a very touching experience just to see how widely liked he was by the FCC community, and he will be missed. ` `  ,CHAIRMAN KENNARD: Commissioner Powell? ` `  ,COMMISSIONER POWELL: (Nodding negatively.) ` `  ,CHAIRMAN KENNARD: Commissioner Tristiani? ` `  ,COMMISSIONER TRISTIANI: No. ` `  ,CHAIRMAN KENNARD: Well, with that, we will adjourn until February 19th. Thank you all. ` ` (Whereupon, the hearing was concluded at 12:14 p.m.)"%M0*H&H&@@@)"  ?<(! M   ` X W(hHeritage Reporting Corporation (202) 6284888W REPORTER'S CERTIFICATE ă  ?X< FCC DOCKET NO. :CC9277  ?< CASE TITLE :Billed Party Preferece etc..  ?x< HEARING DATE :January 28, 1998  ?< LOCATION : ,Washington, D.C.  ,I hereby certify that the proceedings and evidence are contained fully and accurately on the tapes and notes reported by me at the hearing in the above case before the Federal Communications Commission. Date: _1/28/98_ _____________________________ Official Reporter Heritage Reporting Corporation 1220 "L" Street, N.W. Washington, D.C. 20005 Judith Ernstes  ?<<y TRANSCRIBER'S CERTIFICATE ă  ,I hereby certify that the proceedings and evidence were fully and accurately transcribed from the tapes and notes provided by the above named reporter in the above case before the Federal Communications Commission. Date: _2/6/98_ ______________________________ Official Transcriber Heritage Reporting Corporation Judith Ernstes  ?< <yPROOFREADER'S CERTIFICATE ă  ,I hereby certify that the transcript of the proceedings and evidence in the above referenced case that was held before the Federal Communications Commission was proofread on the date specified below. Date: _2/6/98_ ______________________________ Official Proofreader Heritage Reporting Corporation Scott David Britt