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


In the Matter of                 )
ENDLESS MOUNTAINS WIRELESS,        )    File No. EB-05-SE-205
    L.L.C.                      )    NAL/Acct. No. 200532100012
Call Sign WPSJ792                )    FRN # 0005025663
Pennsylvania 4- Bradford RSA     )



                              ORDER

Adopted: September 6, 2005                                
Released: September 9, 2005

By the Acting Chief, Enforcement Bureau: 

     1.        In this Order, we adopt the attached Consent 
Decree entered into between the Enforcement Bureau and Endless 
Mountains Wireless L.L.C. (``Endless Mountains Wireless'').  The 
Consent Decree resolves any possible violations by Endless 
Mountains Wireless of Section 22.901(b) of the Commission's Rules 
(``Rules'')1 requiring provision of analog cellular service in 
the Pennsylvania 4 -Bradford Rural Service Area.

     2.        The Enforcement Bureau and Endless Mountains 
Wireless have negotiated the terms of a Consent Decree that would 
resolve this matter.  A copy of the Consent Decree is attached 
hereto and incorporated by reference.  

     3.        Based on the record before us, we conclude that no 
substantial or material questions of fact exist with respect to 
this matter as to whether Endless Mountains Wireless possesses 
the basic qualifications, including those related to character, 
to hold or obtain any FCC license or authorization. 

     4.        After reviewing the terms of the Consent Decree, 
we find that the public interest will be served by adopting the 
Consent Decree. 

     5.        Accordingly, IT IS ORDERED that, pursuant to 
Section 4(i) of the Communications Act of 1934, as amended,2 and 
Sections 0.111 and 0.311 of the Rules,3 the Consent Decree 
attached to this Order IS ADOPTED.

     6.        IT IS FURTHER ORDERED that Endless Mountains 
Wireless will make a voluntary contribution to the United States 
Treasury in the amount of twenty thousand dollars ($20,000) 
within 30 calendar days after the Effective Date of the Adopting 
Order.  Payment of the forfeiture must be made by check or 
similar instrument, payable to the order of the Federal 
Communications Commission.  The payment must include the 
NAL/Acct. No. and FRN No. referenced above.  Payment by check or 
money order may be mailed to Federal Communications Commission, 
P.O. Box 358340, Pittsburgh, PA 15251-8340.  Payment by overnight 
mail may be sent to Mellon Bank /LB 358340, 500 Ross Street, Room 
1540670, Pittsburgh, PA 15251.  Payment by wire transfer may be 
made to ABA Number 043000261, receiving bank Mellon Bank, and 
account number 911-6106.   

     7.        IT IS FURTHER ORDERED that a copy of this Order 
and Consent Decree shall be sent by first class mail and 
certified mail, return receipt requested, to Mr. William 
Schwaibold, Manager, Endless Mountains Wireless, L.L.C., 106 
Cedar Court, Unit 3159, Waleska, Georgia 30183.



                              FEDERAL COMMUNICATIONS COMMISSION
                         

                         
     
                              Kris Anne Monteith
                              Acting Chief, Enforcement Bureau



                         CONSENT DECREE

      1.  The Enforcement Bureau (the ``Bureau'') of the Federal 
         Communications Commission (the ``Commission'') and 
         ENDLESS MOUNTAINS WIRELESS, L.L.C. (``EMW'') hereby 
         enter into this Consent Decree for the purpose of 
         resolving any possible violations by EMW of the rule 
         requiring provision of analog cellular service, Section 
         22.901(b) of the Commission's Rules (``Rules''), 47 
         C.F.R.§ 22.901(b), arising from EMW's alleged failure 
         to provide analog cellular service on the A-block 
         cellular frequencies in Cellular Market Area (``CMA'') 
         615, the Pennsylvania 4-Bradford Rural Service Area 
         (``RSA'').

Background

      2.  On May 3, 2005, EMW's counsel voluntarily met with the 
         Commission's Wireless Telecommunications Bureau to 
         discuss EMW's provision of analog cellular service.  
         EMW related that it had initiated analog service in 
         accordance with the Commission's rules on September 6, 
         2002; however, because of significant financial 
         hardship, EMW ceased providing analog service on June 
         5, 2004, when it deployed digital Global System for 
         Mobile Communications (``GSM'') technology in the 
         Pennsylvania 4-Bradford RSA. 

      3.  EMW further related to the Wireless Telecommunications 
         Bureau that it has entered into an Asset Purchase 
         Agreement and a Spectrum Manager Lease Agreement (the 
         ``Lease'') with American Cellular Corporation 
         (``American''), a subsidiary of Dobson Communications 
         Corporation.  Pursuant to those agreements, among other 
         things, American will construct and begin providing 
         analog service within six (6) months of the effective 
         date of the Lease. 

      4.  On June 30, 2005, in response to a recommendation from 
         the Wireless Telecommunications Bureau, EMW's counsel 
         voluntarily contacted the Enforcement Bureau to relate 
         the same information and to propose resolution of the 
         analog cellular service issue by entering into a 
         consent decree.

      5.  On July 13, 2005, counsel for EMW met with staff of the 
         Enforcement Bureau to provide further details regarding 
         the possible violation of the analog cellular service 
         rule.

     Definitions
      6.  For the purposes of this Consent Decree, the following 
         definitions shall apply:

      (a)      The ``Commission'' means the Federal 
         Communications Commission;
      (b)      The ``Bureau'' means the Enforcement Bureau of the 
         Federal Communications Commission;
      (c)      ``EMW'' means Endless Mountains Wireless, L.L.C., 
         the A-block cellular licensee in the Pennsylvania 4 - 
         Bradford RSA (CMA615), its subsidiaries, affiliates and 
         any successors or assigns;
      (d)      ``Parties'' means EMW and the Bureau;
      (e)      ``Adopting Order'' means the order of the Bureau 
         adopting the terms and conditions of this Consent 
         Decree;
      (f)      ``Effective Date'' means the date the Adopting 
         Order is released by the Bureau;
      (g)      The ``effective date of the Lease'' means the date 
         on which EMW and American both sign the lease.
      (h)      ``Rules'' means the Commission's Rules found in 
         Title 47 of the Code of Federal Regulations;
      (i)      The ``Act'' means the Communications Act of 1934, 
         as amended, 47 U.S.C. §§ 151 et seq.;
      (j)      The ``System'' refers to EMW's cellular system, 
         including the license WPSJ792, ancillary licenses, and 
         facilities for the Pennsylvania 4-Bradford RSA; and
      (k)      The ``Lease'' refers to the Spectrum Manager Lease 
         Agreement between EMW and American.

Terms of Settlement

      7.  The Parties agree that the provisions of this Consent 
         Decree shall be subject to final approval by the Bureau 
         by incorporation of such provisions by reference in the 
         Adopting Order.

      8.  The Parties agree that this Consent Decree shall become 
         binding on the Parties on the Effective Date.  Upon 
         release, the Adopting Order and this Consent Decree 
         shall have the same force and effect as any other final 
         order of the Commission and any violation of the terms 
         or conditions of this Consent Decree shall constitute a 
         violation of a Commission order.

      9.  EMW acknowledges and agrees that the Bureau has 
         jurisdiction over the matters contained in this Consent 
         Decree and that the Bureau has the authority to enter 
         into and adopt this Consent Decree.

      10.      The Parties waive any rights they 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 Adopting 
         Order, provided that the Adopting Order adopts the 
         Consent Decree without change, addition, modification 
         or deletion.

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

      12.      EMW agrees that it will make a voluntary 
         contribution to the United States Treasury in the 
         amount of twenty thousand dollars ($20,000) within 30 
         calendar days after the Effective Date of the Adopting 
         Order.  Payment must be made by check or similar 
         instrument, payable to the order of the Federal 
         Communications Commission.  Payment by check or money 
         order may be mailed to Federal Communications 
         Commission, P.O. Box 358340, Pittsburgh, PA 15251-8340.  
         Payment by overnight mail may be sent to Mellon Bank 
         /LB 358340, 500 Ross Street, Room 1540670, Pittsburgh, 
         PA 15251.  Payment by wire transfer may be made to ABA 
         Number 043000261, receiving bank Mellon Bank, and 
         account number 911-6106.  The payment should reference 
         the NAL/Acct. No. and FCC Registration Number (FRN) 
         referenced above.

      13.      EMW agrees to bring its System into compliance 
         with Section 22.901(b) of the Rules no later than six 
         (6) months from the effective date of the Lease in 
         accordance with the attached compliance plan.

      14.      EMW agrees to notify the Bureau of the effective 
         date of the Lease no later than five days after the 
         Lease has been signed.

      15.      The parties acknowledge and agree that this 
         Consent Decree shall constitute a final settlement 
         between EMW and the Bureau regarding any past 
         violations of Section 22.901(b) of the Rules as well as 
         any future violations of that rule occurring less than 
         six months after the effective date of the Lease.

      16.      The Bureau agrees that it will not institute, on 
         its own motion, any proceeding, formal or informal, 
         take any action on its own motion, or recommend to the 
         Commission any forfeiture or other sanction, against 
         EMW for its past possible violations of Section 
         22.901(b) of the Rules or against EMW or American 
         Cellular involving the Pennsylvania 4 - Bradford RSA 
         for any future violations of that Rule occurring less 
         than six months after the effective date of the Lease.  
         Nothing in this Consent Decree shall prevent the Bureau 
         from instituting investigations or enforcement 
         proceedings against EMW in the event of any other 
         alleged misconduct that violates this Consent Decree or 
         any provision of the Act or the Rules.  

      17.      EMW agrees that in the event it fails to comply 
         with Section 22.901(b) of the Rules within six (6) 
         months of the effective date of the Lease, it will make 
         a voluntary contribution to the United States Treasury 
         in the amount of $50,000 for each one month period (or 
         part thereof if the one month period is incomplete) 
         that the violation continues.  Each such voluntary 
         contribution will be made within thirty (30) days of 
         the beginning of each such one month period or part 
         thereof.  Payment must be made by check or similar 
         instrument, payable to the order of the Federal 
         Communications Commission.  Payment by check or money 
         order may be mailed to Federal Communications 
         Commission, P.O. Box 358340, Pittsburgh, PA 15251-8340.  
         Payment by overnight mail may be sent to Mellon Bank 
         /LB 358340, 500 Ross Street, Room 1540670, Pittsburgh, 
         PA 15251.  Payment by wire transfer may be made to ABA 
         Number 043000261, receiving bank Mellon Bank, and 
         account number 911-6106.  The payment should reference 
         the NAL/Acct. No. and FCC Registration Number (FRN) 
         referenced above.

      18.       The parties agree that, in the event any court of 
         competent jurisdiction renders this Consent Decree 
         invalid, the Consent Decree shall become null and void 
         and may not be used in any manner in any legal 
         proceeding.

      19.      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 EMW nor the 
         Commission shall contest the continuing validity of the 
         Consent Decree or Adopting Order.  The Parties agree to 
         comply with, defend and support the validity of this 
         Consent Decree and the Adopting Order in any proceeding 
         seeking to nullify, void, or otherwise modify the 
         Consent Decree or the Adopting Order.

      20.      EMW waives any rights it may have under any 
         provision of the Equal Access to Justice Act, 5 U.S.C. 
         § 504 and 47 C.F.R. § 1.1501 et seq., relating to the 
         matters addressed in this Consent Decree.

      21.      EMW agrees that any violation of the Consent 
         Decree or the Order adopting this Consent Decree will 
         constitute a separate violation of a Commission order, 
         entitling the Commission to exercise any rights and 
         remedies attendant to the enforcement of a Commission 
         order.

      22.      The Parties agree that any provision of this 
         Consent Decree which conflicts with any subsequent 
         rule, order of general applicability or other decision 
         of general applicability adopted by the Commission will 
         be superseded by such Commission rule, order or other 
         decision.

      23.      This Consent Decree cannot be modified without the 
         advance written consent of both Parties.






      24.      This Consent Decree may be signed in counterparts.
      
FEDERAL COMMUNICATIONS COMMISSION
ENFORCEMENT BUREAU



By:  __________________________         ____________
     Kris Anne Monteith                 Date
     Acting Chief, Enforcement Bureau





ENDLESS MOUNTAINS WIRELESS, L.L.C.



By:       ___________________________        _____________
     William Schwaibold                 Date
     Manager



                         COMPLIANCE PLAN


     Endless Mountains Wireless, LLC (``EMW''), is committed to 
full and complete compliance with the Federal Communications 
Commission's (``Commission'') Rules (``Rules'') in connection 
with the operation of an analog service in the Pennsylvania 4 - 
Bradford RSA cellular system.  In order to ensure such 
compliance, and in connection with the Consent Decree being 
entered into by the Enforcement Bureau of the Commission and EMW 
with respect to such compliance (the ``Consent Decree'') will 
implement this Compliance Plan.   Capitalized terms not otherwise 
defined herein and the term ``effective date of the Lease'' shall 
have the meanings assigned to them in the Consent Decree.  The 
Compliance Plan will consist of four components.

     1.   EMW will require American to order the requisite 
equipment and interconnection facilities within two (2) months of 
the effective date of the Lease to achieve compliance with 
Section 22.901(b) of the Commission's rules on the A-Block 
cellular frequencies in the Pennsylvania 4 - Bradford RSA.

     2.   EMW will require American to deploy analog cellular 
service in accordance with Section 22.901(b) of the Commission's 
Rules on the A-Block cellular frequencies in the Pennsylvania 4 - 
Bradford RSA as soon as it is practicable to do so, but in no 
event later than six (6) months after the effective date of the 
Lease.  

     3.   EMW will file a report at the end of the second month 
and again not later than the end of the sixth month (or within 
ten days of such earlier date as compliance has been achieved) 
following the effective date of the Lease that describes the 
progress and compliance of the terms and conditions of the 
Consent Decree. 

4.   

     EMW agrees to provide analog cellular service on the A-Block 
cellular frequencies in the Pennsylvania 4 - Bradford RSA for as 
long as such analog service is required by the Commission's Rules 
and EMW is the licensee of the Pennsylvania 4žBradford RSA.  


_________________________

1 47 C.F.R. § 20.18(d).

2 47 U.S.C. § 154(i).

3 47 C.F.R. §§ 0.111, 0.311.