June 16, 2000

Re:	In re Application of GTE Corp., Transferor, and Bell Atlantic Corporation, Transferee, for Consent to Transfer Control of Domestic and International Section 214 and 310 Authorizations and Application to Transfer Control of a Submarine Cable Landing License. CC Docket No. 98-184.

I vote to approve this merger in express reliance on the Parties’ commitment to transfer the Internet and related assets of Genuity to an independently owned corporation in a manner that will not give Bell Atlantic/GTE either control over, or a prohibited ownership stake in, Genuity. Having determined that the contingent interest that Bell Atlantic/GTE will retain in Genuity will be consistent with Section 271 of the Telecommunications Act of 1996, I find the transaction to be in the public interest only because of the extensive market-opening and other commitments to which Bell Atlantic and GTE have agreed.

With this merger, two companies – Bell Atlantic/GTE and SBC -- will control a staggering 69 percent of the nation’s access lines. Bell Atlantic/GTE alone will control nearly forty percent of those lines, approximately 69 million local exchange access lines. The combined company will have the incentive and, absent conditions, the ability to deny, degrade, or delay competitive LEC access to a large number of consumers. Moreover, by reducing the number of major incumbent LECs to four, the merger will eliminate an independent source of observation and impair regulators’ ability to use comparative practices analyses to facilitate implementation of the Communications Act.

The conditions to which GTE and Bell Atlantic have voluntarily agreed should, however, substantially mitigate the potential public interest harms of the proposed merger and result in an overall public benefit. In particular, the conditions related to advanced services should increase residential and rural broadband deployment. Along with other commitments, a properly-implemented separate affiliate for the provision of advanced services and provisions for expediting cost proceedings will provide competitors an increased ability to compete on fair and equitable terms. The commitment that at least 10% of the urban wire centers and 10% of the rural wire centers where Bell Atlantic/GTE provides xDSL will be low-income wire centers addresses redlining concerns. Finally, I note with approval the modifications to various conditions, as originally adopted in the context of the SBC/Ameritech merger, that the Parties crafted in response to concerns raised by commenters.

As with the SBC/Ameritech merger, I could not support the proposed transaction absent reporting requirements that will ensure the new company’s accountability. These requirements will help the Commission to monitor GTE/Bell Atlantic’s performance on critical measures of its market-opening performance and advanced services deployment. In particular, requiring Bell Atlantic/GTE to report certain service quality data on a disaggregated, company-specific basis should increase the Commission’s ability to deter and detect any discrimination by the combined company in Genuity’s favor. Moreover, extensive audit requirements related to the combined companies’ compliance with our collocation, UNE, and line sharing rules should prove useful in assessing Bell Atlantic/GTE’s adherence to important procompetitive requirements.

By voting to approve the transaction based on the proffered conditions, I am accepting the companies’ assurances that they will act in good faith to fully implement all their commitments in a reasonable and timely manner. Only then will the public and competing carriers realize the potential public interest benefits of this transaction.