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Jonathan Banks
General Counsel-BellSouth D.C.
1133  21st Street, N.W., Suite 900
Washington, D.C.  20036-3351
Fax (202) 463-4141

     RE:  Section 271 Compliance Review Program for Florida and 
          Tennessee

Dear Mr. Banks:

     As you know, the Commission recently granted BellSouth's 
application to provide in-region interLATA toll service in 
Florida and Tennessee pursuant to section 271 of the 
Communications Act of 1934, as amended (``the Act'').  See Joint 
Application by BellSouth Corporation, BellSouth 
Telecommunications, Inc., and BellSouth Long Distance, Inc. for 
Provision of In-Region, InterLATA Services in Florida and 
Tennessee, WC Docket No. 02-150, Memorandum Opinion and Order, 
FCC 02-307 (rel. Dec. 19, 2002) (``Order'').  The Enforcement 
Bureau (``the Bureau''), therefore, will now monitor BellSouth's 
continuing compliance with section 271 through the Section 271 
Compliance Review Program.  This program is based on a structured 
and systematic approach to compliance review and enforcement.  
The Bureau has assigned a team of auditors, attorneys, and other 
professional staff from the Investigations and Hearings Division 
(``Compliance Review Team'' or ``Team'') to work with BellSouth 
through the duration of the review and to monitor BellSouth's 
performance in Florida and Tennessee.  The primary team members 
responsible for this review are Hillary DeNigro, Attorney and 
Mark Gerner, Auditor.

     During the review, the Team will closely review BellSouth's 
performance in subject matter areas that the Commission has 
identified as areas of concern in the section 271 Order.  In this 
regard, we have enclosed with this letter an attachment listing 
the specific performance measures and other areas about which the 
Commission expressed its concern in the Order.  Although the 
Bureau will focus its review on these areas, it may also monitor 
other areas not noted by the Commission in the Order.  Generally, 
the Bureau's review will occur in three phases.

     Phase 1:  The Phase 1 review will occur during the first six 
months following the section 271 grant.  A representative from 
the Bureau will contact BellSouth to schedule a planning meeting 
with BellSouth representatives and the Team overseeing the 
review.  The purpose of this meeting is to provide BellSouth with 
the opportunity to participate in developing the Review Program 
and to assist the Bureau in selecting the type and format of 
information pertaining to BellSouth's performance that the Team 
will review.  BellSouth should be prepared to discuss the areas 
of concern that the Commission noted in the 271 Order (also 
listed in the attachment to this letter) and to identify 
knowledgeable employees, applicable corporate records, and 
computer systems related to these areas.  Following this meeting, 
the Team will send a follow-up letter to BellSouth memorializing 
the discussions at the meeting and describing the information 
BellSouth is responsible for submitting to the Bureau 
approximately six months after the approval date (i.e., June 30, 
2002).  The Team will also continue to monitor BellSouth's 
performance during Phase 1 through the monthly state summary 
performance reports the Commission's Order required BellSouth to 
submit.

     Phase 2:  The second phase will proceed similarly to the 
first but will occur during the second six-month period after the 
grant.  Specifically, the Team will send another request for 
information to BellSouth.  The information responsive to this 
request will be due at the end of this period (approximately 
December 30, 2003).  At that time, the Bureau will require 
BellSouth to update information it already submitted and to 
provide additional information concerning its continuing 
performance in Florida and Tennessee.  Also, as in Phase 1, the 
Team will continue to monitor BellSouth's performance through the 
monthly state summary reports.  The Team will not limit its 
review in Phase 2 to performance data or information from only 
the second six-month period; rather, when evaluating the need for 
any further action, the Team will consider all of the post-
authorization data and information.

     Phase 3:  The third phase of the review will begin after 
BellSouth submits the information the Team required in Phase 2 
and will consist of less formal contacts and inquiries by the 
Bureau.

     At any time during this review, the Team may ask BellSouth 
to provide additional information or to attend additional 
meetings with BellSouth employees who have expertise in specific 
subject matters.  These additional inquiries may supplement 
existing requests or may encompass new inquiries.

     Finally, BellSouth should provide to the team at the initial 
meeting during Phase 1 the names and contact information of 
employees who are authorized to respond to requests for 
information on behalf of the corporation.  If you have any 
general questions concerning the issues raised in this letter, 
please feel free to contact me at (202) 418-1420.  You may also 
contact William Davenport, Assistant Chief, Investigations and 
Hearings Division at (202) 418-1034 or Trent Harkrader, Section 
271 Compliance Review Program Team Leader at (202) 418-2955.  
Thank you in advance for your cooperation.


                              Sincerely,



                              Maureen F. Del Duca
                              Deputy Chief, Investigations and 
                         Hearings Division
                              Enforcement Bureau

cc: Kathleen B. Levitz
Vice President - Federal Regulatory