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                                   Before the

                       Federal Communications Commission

                             Washington, D.C. 20554


                        )                            
                                                     
                        )   File No.: EB-11-IH-0059  
     In the Matter of                                
                        )   Acct. No.: 201232080006  
     Tricom USA, Inc.                                
                        )   FRN: 0005005236          
                                                     
                        )                            


                                 CONSENT DECREE

    1. The Enforcement Bureau of the Federal Communications Commission and
       Tricom USA, Inc., by their authorized representatives, hereby enter
       into this Consent Decree for the purpose of terminating the Bureau's
       investigation into Tricom USA Inc.'s compliance with Section 214 of
       the Communications Act of 1934, as amended; the Cable Landing License
       Act of 1921; and the Commission's rules and Orders concerning the
       transfer of control and assignment of domestic and international
       Section 214 authorizations and the transfer of control and assignment
       of interest in submarine cable landing licenses; the relinquishment of
       international Section 214 authorizations; the relinquishment of
       interest in submarine cable landing licenses; the discontinuance of
       telephone service; and the assignment of telecommunications service
       customer accounts.

   I. DEFINITIONS

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

    a. "Act" means the Communications Act of 1934, as amended, 47 U.S.C. S:
       151 et seq.

    b. "Adopting Order" or "Order" means an Order of the Commission adopting
       the terms of this Consent Decree without change, addition, deletion or
       modification.

    c. "Bureau" means the Enforcement Bureau of the Federal Communications
       Commission.

    d. "Commission" or "FCC" means the Federal Communications Commission and
       all of its bureaus and offices.

    e. "Cable Landing License Act" means the Cable Landing License Act of
       1921, 47 U.S.C. S:S: 34-39.

    f. "Effective Date" means the date on which the Commission releases the
       Adopting Order.

    g. "Executive Branch Agencies" means the Department of Justice, including
       the Federal Bureau of Investigation, and the Department of Homeland
       Security.

    h. "Investigation" means the Bureau's investigation commenced by its
       April 19, 2011 letter of inquiry regarding the Tricom USA's compliance
       with Section 214 of the Act, 47 U.S.C. S: 214, the Cable Landing
       License Act, 47 U.S.C. S:S: 34-39, and the Rules and Orders concerning
       the transfer of control and assignment of domestic and international
       Section 214 authorizations and the transfer of control and assignment
       of interest in submarine cable landing licenses; the relinquishment of
       international Section 214 authorizations; the relinquishment of
       interest in submarine cable landing licenses; the discontinuance of
       telephone service; and the assignment of telecommunications service
       customer accounts.

    i. "Parties" means Tricom USA and the Bureau, each of which is a "Party."

    j. "Rules" means the Commission's regulations found in Title 47 of the
       Code of Federal Regulations.

    k. "Tricom USA" means Tricom USA, Inc. and its predecessors-in-interest
       and successors-in-interest.

   II. BACKGROUND

    3. Section 214 of the Act requires telecommunications carriers to obtain
       a certificate of public convenience and necessity from the Commission
       before constructing, acquiring, operating or engaging in transmission
       over lines of communications, or before discontinuing, reducing or
       impairing service to a community. In accordance with Section 63.03 of
       the Rules, any domestic carrier seeking to transfer control of or
       assign lines or authorization to operate pursuant to Section 214 must
       obtain prior approval from the Commission. Section 63.04 of the Rules
       sets forth the required contents of domestic Section 214 transfer of
       control and assignment applications. Section 63.24 of the Rules sets
       forth the required contents of international Section 214 transfer of
       control and assignment applications.

    4. The Commission's authority to grant, withhold, or condition cable
       landing licenses derives from the Cable Landing License Act of 1921
       and Executive Order No. 10530. The Commission has codified rules
       pursuant to this authority at Section 1.767 of the Rules. Section 34
       of the Cable Landing License Act states that no person shall land or
       operate in the United States "any submarine cable directly or
       indirectly connecting the United States with any foreign country, or
       connecting one portion of the United States with any other portion
       thereof, unless a written license to land or operate such cable has
       been issued by the President of the United States." Section 35 of the
       Cable Landing License Act provides that "the President may withhold or
       revoke such license when he shall be satisfied after due notice and
       hearing that such action will assist in securing rights for the
       landing or operation of cables in foreign countries, or in maintaining
       the rights or interests of the United States or of its citizens in
       foreign countries, or will promote the security of the United States,
       or may grant such license upon such terms as shall be necessary to
       assure just and reasonable rates and service in the operation and use
       of cables so licensed."

    5. Executive Order No. 10530 delegates to the Commission the President's
       authority under the Cable Landing License Act, with the proviso that
       "no such license shall be granted or revoked by the Commission except
       after obtaining approval of the Secretary of State and such advice
       from any executive department or establishment of the Government as
       the Commission may deem necessary." Since 1954, the Commission has
       exercised the authority granted by the Cable Landing License Act and
       Executive Order No. 10530 to grant submarine cable landing licenses.

    6. Tricom USA is a Delaware corporation established to originate,
       transport, and terminate international long distance traffic primarily
       to resellers and other carriers. For a period of time, Tricom USA also
       offered domestic U.S. and international long distance service to end
       user customers in the United States. Tricom USA's
       predecessor-in-interest ("Old Tricom USA") held a blanket domestic
       Section 214 authorization, multiple international Section 214
       authorizations, and fractional interests in submarine cable landing
       licenses associated with the Americas II, MAYA-1 and the Pan American
       cable systems.

    7. For purposes of this Consent Decree, Tricom provided the following
       explanatory information: On February 29, 2008, Old Tricom USA and its
       parent company Tricom, S.A. ("Old Tricom, S.A.") filed for Chapter 11
       bankruptcy protection in the United States Bankruptcy Court for the
       Southern District of New York ("Bankruptcy Court"). Upon commencement
       of the bankruptcy proceeding the legal posture of Old Tricom USA and
       Old Tricom, S.A. was converted to debtor-in-possession status ("Tricom
       USA DIP" and "Tricom S.A. DIP," respectively). As a consequence of
       this change in legal status, there was an involuntary pro forma
       assignment of submarine cable landing licenses, and international
       Section 214 authorizations, and an involuntary transfer of control of
       a domestic Section 214 authorization from Old Tricom USA to Tricom USA
       DIP. On March 27, 2008, pursuant to Sections 63.03(d)(2) and 63.24(g)
       of the Rules, respectively, counsel to Tricom USA DIP notified the
       Wireline Competition Bureau ("WCB") of the pro forma transfer of
       control of Old Tricom USA's domestic Section 214 authorization to
       Tricom USA DIP and notified the International Bureau ("IB") of the
       involuntary pro forma assignment of Old Tricom USA's multiple
       international Section 214 authorizations to Tricom USA DIP. On March
       28, 2008, pursuant to Section 1.767(a)(11) of the Rules, Old Tricom
       USA and Tricom USA DIP applied to IB for approval of the pro forma
       assignment of Old Tricom USA's interests in the Americas II, Maya-1
       and Pan American submarine cable systems to Tricom USA DIP. On April
       16, 2008, IB granted authority for the involuntary pro forma
       assignment of international Section 214 authorizations from Old Tricom
       USA to Tricom USA DIP. On June 8, 2009, IB granted authority for the
       involuntary pro forma assignment of Old Tricom USA's interest in the
       above referenced submarine cable landing licenses to Tricom USA DIP.

    8. On October 21, 2009, the Bankruptcy Court confirmed a reorganization
       plan ("Plan") for Tricom, S.A. DIP and its affiliated debtors, which
       included Tricom USA DIP. Tricom supplied the following information
       about the Plan:

   The Plan provided for the formation of a new holding company, Hispaniola
   Telecom Holding, Ltd. ("Holding Company"), which would upon the effective
   date of the Plan own at least 97 percent of the equity interest in a
   reorganized Tricom, S.A. In turn, the reorganized Tricom, S.A. would
   wholly own a reorganized Tricom USA. The Plan allowed for holders of
   unsecured claims against Tricom, S.A. and its Affiliated Debtors to
   receive a distribution of shares of Holding Company in proportion to the
   amount of debt they held on the Plan effective date. It also allowed
   creditors to sell or acquire debt after the October 21, 2009 confirmation
   date of the Plan and before the April 7, 2010 effective date of the Plan.
   Based on the then-existing circumstances, and through this mechanism,
   unsecured creditor AMZAK Capital Management, LLC ("AMZAK") was expected to
   obtain a non-controlling direct interest in Holding Company in excess of
   18.5 percent, but less than 50 percent, and through its interest in
   Holding Company obtain a non-controlling indirect interest in Tricom USA
   of less than 50 percent. This Plan proposed changing the direct and
   indirect control over the license interests and authorizations held by
   Tricom USA DIP after it emerged from bankruptcy as Tricom USA. Tricom USA
   DIP was required to obtain-and did obtain-IB and WCB approval for the
   transactions necessary to effectuate the change in control over the
   license interests and authorizations contemplated by the Plan.

    9. Although AMZAK had held zero equity interest in Tricom S.A. prior to
       the Plan effective date, after the debt holdings of all unsecured
       creditors were tallied on April 7, 2010, AMZAK ended up owning debt
       equal to more than 50 percent of Holding Company, and thus more than
       50 percent of Tricom S.A. and Tricom USA. Tricom has stated that this
       was contrary to what Tricom USA DIP had estimated would be in place
       after confirmation of the Plan in October 2009, and thus it was
       contrary to what it had represented in its applications to IB and WCB
       and to the transactions that these Bureaus had approved concerning
       ownership of the newly-formed Tricom USA. Revised ownership
       percentages were reported by Tricom USA to the Commission by letter
       dated May 7, 2010 following the tally of debt ownership as of the
       April 7, 2010 effective date. Because Holding Company controlled 97
       percent of Tricom S.A. and Tricom S.A., in turn, controlled 100
       percent of Tricom USA, through its interest in Holding Company, AMZAK
       now held indirect control over Tricom USA. AMZAK's indirect
       acquisition of Tricom USA gave AMZAK indirect control over the
       submarine cable landing license interests and the international and
       domestic Section 214 authorizations held by Tricom USA as of April 7,
       2010. On July 19, 2010, Tricom USA filed applications seeking FCC
       consent to the substantial transfer of control of its Section 214
       authorizations and cable landing licenses to AMZAK and for the pro
       forma transfer of control from AMZAK to its wholly owned subsidiary,
       Broadband Investments, Limited ("Broadband"). Based on the above
       facts, the Commission determined that for the following transactions
       Tricom USA did not seek and obtain timely IB or WCB approval:

    a. the unauthorized transfer of control of Tricom USA's domestic Section
       214 authorization to AMZAK;

    b. the unauthorized transfer of control of international Section 214
       authorizations from Tricom USA to AMZAK;

    c. the unauthorized transfer of control of Tricom USA's interest in the
       submarine cable landing licenses of the Americas II, MAYA-1, and the
       Pan American cable systems to AMZAK.

   10. Following the April 7, 2010 determination by the Bankruptcy Court of
   control of Holding Company, AMZAK transferred the majority interest that
   it acquired in Holding Company to its wholly-owned subsidiary Broadband,
   which the Commission determined resulted in two additional unauthorized
   pro forma transactions:

    a. the unauthorized pro forma transfer of international Section 214
       authorizations from AMZAK to Broadband caused by the failure to give
       notice to IB within 30 days of the consummation of the transaction;

    b. the unauthorized pro forma transfer of control of AMZAK's interest in
       the submarine cable landing licenses of the Americas II, MAYA-1 and
       the Pan American cable systems to Broadband caused by the failure to
       obtain the required pre-authorization from IB.

   It is this series of transactions that gave rise to an investigation by
   the Bureau and resulted in this Consent Decree.

   11. Tricom USA and AMZAK did not file transfer of control applications
   with WCB and IB, seeking authority for these five substantial and pro
   forma transactions until July 19-20, 2010. Following the July 2010
   filings, Tricom USA and AMZAK filed requests for Special Temporary
   Authority ("STA") with WCB and IB. On August 25, 2010, the Executive
   Branch Agencies requested that the Commission defer action on the Tricom
   USA transfer of control and assignment applications pending their review
   for potential national security, law enforcement, and public safety issues
   that might exist due to a foreign ownership component of the transactions.
   The Commission granted this request.

   12. Tricom has indicated that after AMZAK became the controlling
   shareholder of Tricom, S.A., it made a corporate decision to shut down
   Tricom USA, whose business then consisted of brokering call terminations
   by U.S. operators in the Dominican Republic with Tricom SA. On December
   17, 2010, Tricom USA notified the Commission that it would cease
   operations in the United States as of December 31, 2010, and that the
   Company would surrender its international Section 214 authorization
   effective December 31, 2010. Tricom USA ceased all operations on December
   31, 2010. On April 19, 2011, the Bureau issued a letter of inquiry to
   Tricom USA. A response was filed on May 17, 2011.

   13. Based in part on Tricom USA's representation to the Executive Branch
   Agencies that it sought to surrender to the Commission the authorizations
   and licenses it had obtained for purposes of providing intrastate and
   international telecommunications service, on September 20, 2011, the
   Executive Branch Agencies withdrew their request to defer action on the
   pending Tricom USA and AMZAK. This prompted WCB and IB to act on the
   pending transfer of control applications. On September 21, 2011, WCB
   granted the application to transfer control of domestic Section 214
   authorization from Tricom USA to AMZAK, and IB granted its consent to the
   transfer of control of international Section 214 authorizations from
   Tricom USA to AMZAK and the application for the pro forma transfer of
   control of international Section 214 authorizations from AMZAK to
   Broadband.

   14. On September 28, 2011, Tricom USA filed with IB its application for
   consent to modify these cable landing license applications, and on October
   4, 2011, IB placed it on Public Notice for comment. On November 16, 2011,
   IB approved of Tricom USA's withdrawal as a fractional interest holder of
   the Americas II, MAYA-1, and Pan American submarine cable landing licenses
   and consented to the applications for the substantial transfer of control
   of these license interests to AMZAK, and AMZAK's pro forma transfer of
   control of these interests to Broadband.

   III. TERMS OF AGREEMENT

   15. Adopting Order. 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 without change,
   addition, modification, or deletion.

   16. Jurisdiction. Tricom USA agrees that the Bureau has jurisdiction over
   Tricom USA and the matters contained in this Consent Decree, and the
   Bureau has the authority to enter into and adopt this Consent Decree.

   17. Effective Date; Violations. The Parties agree that this Consent Decree
   shall become effective on the Effective Date as defined herein. Upon
   release, the Adopting Order and this Consent Decree shall have the same
   force and effect as any other Order of the Bureau. Any violation of the
   Adopting Order or of the terms of this Consent Decree shall constitute a
   separate violation of a Bureau  Order, entitling the Bureau  to exercise
   any rights and remedies attendant to the enforcement of a Commission
   Order.

   18. Termination of Investigation. In express reliance on the covenants and
   representations in this Consent Decree and to avoid further expenditure of
   public resources, the Bureau  agrees to terminate its Investigation. In
   consideration for the termination of said Investigation, Tricom USA agrees
   to the terms, conditions, and procedures contained herein. The Bureau
   further agrees that in the absence of new material evidence, the Bureau
   will not use the facts developed in this Investigation through the
   Effective Date, or the existence of this Consent Decree, to institute, on
   its own motion or in response to a third party objection, or recommend to
   the Commission, any new proceeding, formal or informal, or take any action
   on its own motion against Tricom USA concerning the matters that were the
   subject of the Investigation. The Bureau also agrees that in the absence
   of new material evidence it will not use the facts developed in this
   Investigation through the Effective Date, or the existence of this Consent
   Decree, to institute on its own motion any proceeding, formal or informal,
   or take any action on its own motion against Tricom USA with respect to
   Tricom USA's basic qualifications, including its character qualifications,
   to hold Commission authorizations.

   19. Cessation of Operations in the United States, its Territories, and
   Possessions.  Tricom USA has surrendered all of its domestic and
   international authorizations and licenses previously granted by the
   Commission for the provision of domestic and international
   telecommunications services in the United States, its territories and its
   possessions and between these locations and any foreign point, and has
   ceased to exist as an entity that is regulated by the Commission. Tricom
   USA also stipulates that, prior to the Effective Date of the Adopting
   Order, it ceased all telecommunications operations.

   20. Section 208 Complaints; Subsequent Investigations. Nothing in this
   Consent Decree shall prevent the Commission or its delegated authority
   from adjudicating complaints filed pursuant to Section 208 of the Act
   against Tricom USA or its affiliates for alleged violations of the Act, or
   for any other type of alleged misconduct, regardless of when such
   misconduct took place. The Commission's adjudication of any such complaint
   will be based solely on the record developed in that proceeding. Except as
   expressly provided in this Consent Decree, this Consent Decree shall not
   prevent the Commission from investigating new evidence of noncompliance by
   Tricom USA with the Act, the Rules, or Commission Orders.

   21. Voluntary Contribution. Tricom USA agrees that it will make a
   voluntary contribution to the United States Treasury in the amount of
   twenty thousand dollars ($20,000) in United States currency. The payment
   shall be made within thirty (30) calendar days after the Effective Date of
   the Adopting Order. The payment must be made by check or similar
   instrument, payable to the Order of the Federal Communications Commission.
   The payment must include the Account Number and FRN referenced in the
   caption to the Adopting Order. Payment by check or money Order may be
   mailed to Federal Communications Commission, P.O. Box 979088, St. Louis,
   MO 63197-9000. Payment by overnight mail may be sent to U.S. Bank -
   Government Lockbox #979088, SL-MO-C2-GL, 1005 Convention Plaza, St. Louis,
   MO 63101. Payment by wire transfer may be made to ABA Number 021030004,
   receiving bank TREAS/NYC, and account number 27000001. For payment by
   credit card, an FCC Form 159 (Remittance Advice) must be submitted. When
   completing the FCC Form 159, enter the Account number in block number 23A
   (call sign/other ID), and enter the letters "FORF" in block number 24A
   (payment type code). Tricom USA shall send electronic notification of the
   voluntary contribution payment to Pamela Kane at Pamela.Kane@fcc.gov and
   Robert Krinsky at Robert.Krinsky@fcc.gov on the date payment is made.

   22. Waivers. Tricom USA 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
   Adopting Order, provided the Bureau issues an Adopting Order, adopting the
   Consent Decree without change, addition, modification, or deletion. Tricom
   USA shall retain the right to challenge Commission interpretation of the
   Consent Decree or any terms contained herein. 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 Tricom USA nor the
   Commission shall contest the validity of the Consent Decree or the
   Adopting Order, and Tricom USA shall waive any statutory right to a trial
   de novo. Tricom USA hereby agrees to waive any claims it may have under
   the Equal Access to Justice Act, 5 U.S.C. S: 504, and 47 C.F.R. S: 1.1501
   et seq., relating to the matters addressed in this Consent Decree.

   23. Invalidity. In the event that this Consent Decree in its entirety 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.

   24. Subsequent Rule or Order. The Parties agree that if any provision of
   the Consent Decree conflicts with any subsequent Rule or Order adopted by
   the Commission (except an Order specifically intended to revise the terms
   of this Consent Decree to which Tricom USA does not expressly consent)
   that provision will be superseded by such Commission Rule or Order.

   25. Successors and Assigns. Tricom USA agrees that the provisions of this
   Consent Decree shall be binding on its successors, assigns, and
   transferees.

   26. Final Settlement. The Parties agree and acknowledge that this Consent
   Decree shall constitute a final settlement between the Parties with
   respect to the matters set forth herein. The Parties further 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 or the Rules
   and Commission's Orders.

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

   28. Paragraph Headings. The headings of the paragraphs in this Consent
   Decree are inserted for convenience only and are not intended to affect
   the meaning or interpretation of this Consent Decree.

   29. Authorized Representative. The individual signing this Consent Decree
   on behalf of Tricom USA represents and warrants that he is authorized by
   Tricom USA to execute this Consent Decree and to bind Tricom USA to the
   obligations set forth herein. The FCC signatory represents that she is
   signing this agreement in her official capacity and that she is authorized
   to execute this Consent Decree.

   30. Counterparts. This Consent Decree may be signed in any number of
   counterparts (including by facsimile), each of which, when executed and
   delivered, shall be an original, and all of which counterparts together
   shall constitute one and the same fully executed instrument.


     ________________________________        
                                             
     P. Michele Ellison                      
                                             
     Chief                                   
                                             
     Enforcement Bureau                      
                                             
     Federal Communications Commission       
                                             
     ________________________________        
                                             
     Date                                    
                                             
     ________________________________        
                                             
     Michael David Kazma                     
                                             
     Director, Tricom USA, Inc.              
                                             
     Manager, AMZAK Capital Management LLC   
                                             
     Director, Broadband Investments, Ltd.   
                                             
     ________________________________        
                                             
     Date                                    


   47 U.S.C. S: 214.

   Pub. Law No. 8, 67th Cong., 42 Stat. 8 (1921); 47 U.S.C. S:S: 34-39. See
   also Executive Order No. 10530 (reprinted as amended in 3 U.S.C. S: 301),
   which empowers the Commission to implement the Cable Landing Act.

   47 C.F.R. S:S: 1.767, 1.768, 63.03, 63.04, 63.12, 63.18, 63.19, 63.21,
   63.23, 63.24, 63.61, 63.62 and 63.71.

   See 47 U.S.C. S: 214(a).

   See 47 C.F.R. S: 63.03; Implementation of Further Streamlining Measures
   for Domestic Section 214 Authorizations, Report and Order, 17 FCC Rcd
   5517, 5521, P: 5 (2002).

   47 C.F.R. S: 63.04.

   47 C.F.R. S: 63.24.

   Pub. Law No. 8, 67th Congress, 42 Stat. 8 (1921); 47 U.S.C. S:S: 34-39.

   Exec. Ord. No. 10530 S: 5(a) (May 10, 1954), reprinted as amended in 3
   U.S.C. S: 301.

   47 C.F.R. S: 1.767. See also Review of Commission Consideration of
   Applications Under the Cable Landing License Act, Report and Order, 16 FCC
   Rcd 22167 (2001).

   47 U.S.C. S: 34. Section 34 states further that "[t]he conditions of
   Sections 34 to 39 of this title shall not apply to cables, all of which,
   including both terminals, lie wholly within the continental United
   States." Id.

   47 U.S.C. S: 35.

   Exec. Ord. No. 10530 S: 5(a).

   See, e.g., Review of Commission Consideration of Applications under the
   Cable Landing License Act, Report and Order, 16 FCC Rcd 22167, 22170 P: 5
   (2001).

   See, e.g., IBFS File No. SCL-T/C-20100719-00014, Attachment: "Application
   for Streamlined Consent to Transfer Control," (Jul. 19, 2010) at 2.

   Id.

   Id. See also, Application for Tricom USA, Inc. for Section 214 Authority
   to Transfer Control of Blanket Domestic Authorization to AMZAK Capital
   Management, WC Docket No. 10-150, at 1-2; Letter from Marc Rene Rocher,
   Vice President of Int'l Business, Tricom USA, Inc., to Jaclyn A. Brilling,
   Secretary to the Commission, N.Y. State Pub. Serv. Comm'n (Dec. 20, 2010)
   (requesting cancellation of Tricom USA's Certificate of Public Convenience
   and Necessity granted on Feb. 11, 2000, to operate as a facilities-based
   common carrier and reseller of telephone service including local exchange
   services), available at http://documents.dps.state.ny.us/public/
   Common/ViewDoc.aspx?DocRefId=%7B96796758-116E-4F44-BAE8-483436467718%7D
   (last visited Oct. 24, 2011); Letter from Chad G. Hume, Director, Office
   of Telecommunications, State of New York, Dept. of Public Service to Marc
   Rene Rocher, Vice President of Int'l Business, Tricom USA, Inc., Re:
   Matter No. 11-0010 (Jan. 24, 2011) (acknowledging Tricom USA's
   notification that it no longer provides telephone service in New York and
   granting Tricom USA's request to cancel its tariff and to surrender its
   Certificate of Public Convenience and Necessity effective Feb. 5, 2011),
   available at http://documents.dps.state.ny.us/public/Common/ViewDoc.aspx?
   DocRefId=%7BFB684C19-69A3-4F9A-926C-5E876882805A%7D (last visited Oct. 28,
   2011).

   47 C.F.R. S: 63.01(a). A formal application to the Commission is not
   required for authorization to provide domestic interstate common carrier
   communications services as long as the party obtains all necessary
   authorizations from the Commission for the use of any radio frequencies.

   47 C.F.R. S: 63.18. Tricom USA's international Section 214 authorizations
   are as follows: IBFS File Nos. ITC-214-19930101-00257 (Old File No.
   ITC-93-246); ITC-214-19960925-00468 (Old File No. ITC-96-532);
   ITC-214-19970421-00220 (Old File No. ITC-97-221); ITC-214-19980430-00286
   (Old File No. ITC-98-342; ITC-98-342A); ITC-214-19990325-00153;
   ITC-MOD-19970618-00335 (Old File No. ITC-96-532-M). Note that while there
   is just a single domestic Section 214 authorization associated with Tricom
   USA, there are several international Section 214 authorizations due to the
   multiple international telecommunications activities of Tricom USA.
   Included are international Section 214 authorizations for global resale
   service, global facilities-based service, including international Section
   214 authority associated with Tricom USA's fractional interest in the
   licenses of three submarine cable systems. See infra note 20.

   Tricom USA holds fractional interests in the Americas II Cable System,
   IBFS File No. SCL-LIC-19980429-00019 (Old File No. SCL-98-003); MAYA-1
   Cable System, IBFS File No. SCL-LIC-19980429-00019, and the Pan American
   Cable System, IBFS File No. SCL-LIC-19970421-00002 (Old File No.
   SCL-97-001).

   See Application for Authority to Transfer Control of Blanket Domestic
   Section 214 Authorization from Tricom USA Debtor-in-Possession (FRN
   0017516774) to Tricom USA, Inc. (FRN 0005005236) - Application to Transfer
   Control - Streamlined Processing Requested, WC Docket No. 10-16 (Dec. 22,
   2009), at 2 ("Tricom USA DIP/New Tricom USA Domestic Section 214 Transfer
   of Control Application"), Application to Assign the International Section
   214 Authorizations of Tricom USA, Inc. Debtor-In-Possession to Tricom USA,
   Inc., Attachment 1 at 4, IBFS File No. ITC-ASG-20091223-000543 ("Tricom
   USA DIP/New Tricom USA International Section 214 Transfer of Control
   Application").

   See, e.g., IBFS File No. ITC-ASG-20080327-00158, Attachment 1,
   "Notification of the Pro Forma Assignment of International Section 214
   Authorizations from Tricom USA, Inc. to Tricom USA, Inc.
   Debtor-in-Possession; IBFS File No SCL-ASG-20080328-0009, Attachment
   "Tricom USA, Inc. (FRN 00050005236) Application for the Pro Forma
   Assignment of Interests in Submarine Cable Landing Licenses to Tricom USA,
   Inc. Debtor-in-Possession (FRN 0017516774)," at 2-3.

   Notification of Pro Forma Transfer of Control of Domestic Section 214
   Authorization for Tricom USA, Inc. to Tricom USA, Inc.
   Debtor-in-Possession, Letter from Cheryl A. Tritt, Counsel to Tricom USA,
   Inc., to Marlene H. Dortch, Secretary, Fed. Comm. Comm'n (Mar. 27, 2008).
   Pro forma transfers of control of domestic Section 214 authorizations that
   occur due to bankruptcy require notification within 30 days. 47 C.F.R. S:
   63.03(d)(2); IBFS File No. ITC-ASG-20080327-00158; 47 C.F.R. S: 63.24(g).

   IBFS File No. SCL-ASG-2008328-009; 47 C.F.R. S: 1.767(a)(11).

   International Authorization Granted: Section 214 Applications (47 C.F.R.
   S: 63.18), Public Notice, Report No. TEL-01256, 23 FCC Rcd 6524 (FCC/IB
   2008)(see item re: IBFS File No. ITC-ASG-20080327-00158). Note that while
   WCB requires notification by a domestic common carrier when control over
   it is transferred to a trustee in bankruptcy, WCB does not have a grant
   process or otherwise issue a public notice in response to this
   notification.

   Actions Taken Under Cable Landing License Act, Public Notice, Report No.
   SCL-00087, 24 FCC Rcd 7755 (FCC/IB 2009) (see item re: IBFS File No.
   SCL-ASG-20080328-00009).

   See, IBFS File No. ITC-ASG-20091223-00543, Attachment 1: "Application to
   Assign the International Section 214 Authorizations of Tricom USA, Inc.
   Debtor-in-Possession to Tricom USA, Inc.," at 5 ("Tricom USA DIP/Tricom
   USA Int'l Section 214 Auth. Transfer Application"); IBFS File No.
   SCL-ASG-20091223-00040, Attachment: "Application to Assign Interests in
   Submarine Cable Landing Licenses-Streamlined Processing Requested," at 3-4
   ("Tricom USA DIP/Tricom USA Sub. Cable Transfer Application"); Application
   for Authority to Transfer Control of Blanket Domestic Section 214
   Authorization from Tricom USA, Inc. Debtor-in-Possession (FRN 0017516774)
   to Tricom USA, Inc. (FRN 0005005236), Attachment: "Application to Transfer
   Control-Streamlined Processing Requested," WC Docket No. 10-16, at 2-3
   ("Tricom USA DIP/Tricom USA Domestic Section 214 Auth. Transfer
   Application").

   Id.

   Id.

   Tricom USA DIP/Tricom USA Int'l Section 214 Auth. Transfer Application at
   3; Tricom USA DIP/Tricom USA Sub. Cable Transfer Application at 6; Tricom
   USA DIP/Tricom USA Domestic Section 214 Auth. Transfer Application at 3.

   See 47 C.F.R. S:S: 1.767(a)(11), 63.03, 63.18(e).

   See, e.g., Letter from Michelle W. Cohen, Thompson Hine LLP, Counsel to
   Tricom USA, Inc. to Marlene Dortch, Secretary, Fed. Comm. Comm'n (May 7,
   2010) (re: Consummation Notice for Joint International and Domestic
   Section 214 Applications Filed and Granted for the Assignment of
   Authorizations from Tricom USA, Inc. Debtor-in-Possession to Tricom USA,
   Inc., WC Docket No. 10-16; IBFS File Nos. ITC-ASG-20091223-00543 and
   SCL-ASG-20091223-00040).

   See 47 C.F.R. S:S: 63.03, 63.04.

   See 47 C.F.R. S: 63.24(e).

   See 47 C.F.R. S:1.767(a)(11).

   Supra note 34.

   See 47 C.F.R. S: 63.24(f).

   See 47 C.F.R. S:1.767(a)(11). Note that the pro forma transfer of control
   of the interest in the submarine cable landing licenses required a
   pre-authorization application to IB because the initial license interest
   was granted prior to the 2002 effective date of the 2001 amendment to
   Section 1.767, which permits a post-consummation notification of pro forma
   transactions within 30 days of consummation. A pre-2002 submarine cable
   landing license required a separate application to modify the license to
   be eligible for a post-hoc notification of a pro-forma transaction. The
   application was not made in this instance. See Review of Commission
   Consideration of Applications Under the Cable Landing License Act, Report
   and Order, 16 FCC Rcd 22167, 22200, 22207 P:P: 63, 80 (2001); 67 Fed. Reg.
   1619 (Jan. 14, 2002).

   See Letter from Michelle Cohen, Thompson Hine LLP, Counsel to Tricom USA,
   Inc. to Fed. Comm. Comm'n and accompanying Application by Tricom USA, Inc.
   for Authority to Transfer Control of Domestic Section 214 Authority to
   AMZAK Capital Mgt. Inc., WC Docket No. 10-150 (filed Jul. 19, 2010); IBFS
   File No. ITC-T/C-20100719-00295, Application for consent to the transfer
   of control of international Section 214 authorizations,
   ITC-214-19980430-00286 and ITC-214-19970421-00220, ITC-214-19990325-00153,
   ITC-214-19930101-00257, ITC-214-19960925-00468 and ITC-MOD-19970618-00335
   held by Tricom USA, Inc. to AMZAK Capital Mgt., LLC (filed Jul. 19, 2010);
   IBFS File No. ITC-T/C-20100719-00296, Notification of the pro forma
   transfer of control of international Section 214 authorizations,
   ITC-214-19980430-00286, ITC-214-19970421-00220, ITC-214-19990325-00153,
   ITC-214-19930101-00257, ITC-214-19960925-00468 and ITC-MOD-19970618-00335
   held by Tricom USA, Inc. from AMZAK Capital Mgt., LLC to Broadband
   Investments Limited (filed Jul. 19, 2010); IBFS File No.
   SCL-T/C-20100719-00014, Application for consent to transfer control of the
   interest in the Americas II cable system, SCL-LIC-19980101-00036, the
   MAYA-1 cable system, SCL-LIC-19990325-00006, and the Pan American cable
   system, SCL-LIC-19970421-00002 held by Tricom USA, Inc. to AMZAK Capital
   Mgt., LLC (filed Jul. 19, 2010); IBFS File No. SCL-T/C-20100719-00015, 
   Application for consent to the pro forma transfer of control of the
   interest in the Americas II cable, SCL-LIC-19980429-00019, the Maya-1
   cable, SCL-LIC-19990325-00006, and the Pan American cable,
   SCL-LIC-19970421-00002, held by Tricom USA Inc., from AMZAK Capital Mgt.,
   LLC to Broadband Investments Ltd. (filed Jul. 19, 2010).

   Letter from Kimberly M. Schmid, Nat'l Sec. Div., U.S. Dept. of Justice to
   Marlene H. Dortch, Secretary, Fed. Comm. Comm'n (Aug. 25, 2010).

   See Notice of Removal of Domestic Section 214 Application from Streamlined
   Treatment, Public Notice, WC Docket No. 10-150, 25 FCC Rcd 12506 (FCC/WCB
   2010); International Authorizations Granted, Public Notice, DA No.
   11-1592, Report No. TEL-01520, DA No. 11-1592 (FCC/IB Sept. 22, 2001).

   Letter from Scott Fisher, Vice President and Treasurer, Tricom USA, Inc.,
   to Marlene H. Dortch, Secretary, Fed. Comm. Comm'n. (Dec. 17, 2010).

   Letter from Pamela S. Kane, Deputy Chief, Investigations and Hearings
   Div., Enf. Bur., Fed. Comm. Comm'n, to Judith D. O'Neill, Chief Exec.
   Officer, Nakhota, LLC, Counsel for Tricom USA, Inc. (Apr. 19, 2011).

   Letter from Judith D. O'Neill, Chief Exec. Officer, Nakhota, LLC, Counsel
   for Tricom USA, Inc., to Pamela S. Kane, Deputy Chief, Investigations and
   Hearings Div., Enf. Bur., Fed. Comm. Comm'n (May 17, 2011).

   Letter from Richard C. Sofield, Director, Foreign Investment Review Staff,
   Nat'l Sec. Div., U.S. Dept. of Justice, to Marlene H. Dortch, Secretary,
   Fed. Comm. Comm'n (Sept. 20, 2010).

   Domestic Section 214 Authorization Granted: Domestic Section 214
   Application Filed for the Transfer of Control of Tricom USA, Inc., Public
   Notice, DA 11-1589 (FCC/WCB Sept. 21, 2001).

   International Authorizations Granted, Public Notice, DA No. 11-1592,
   Report No. TEL-01520 (FCC/IB Sept. 22, 2001).

   See IBFS File No. SCL-MOD-20110928-00028. On September 22, 2011, Tricom
   USA also filed a new STA extension request for the pending transfer of
   control applications regarding Tricom USA's submarine cable landing
   licenses. See IBFS File No. SCL-STA-20110922-00027.

   See Non-Streamlined Submarine Cable Landing License Applications Accepted
   for Filing, Public Notice, Report No. SCL-00124NS (Oct. 04, 2011).

   Actions Taken Under Cable Landing License Act, Public Notice, DA No.
   11-1909 (rel. Nov. 17, 2011).

   Federal Communications Commission DA 11-1928___

   2

   Federal Communications Commission DA 11-1928___