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                                   Before the

                       Federal Communications Commission

                             Washington, D.C. 20554


                          )                            
                                                       
                          )                            
                                                       
                          )   File Nos.: EB-10-SE-121  
     In the Matter of                                  
                          )   EB-09-SE-161             
     Smith Bagley, Inc.                                
                          )   Acct. No.: 201232100037  
     dba Cellular One                                  
                          )   FRN: 0002154706          
                                                       
                          )                            
                                                       
                          )                            


                                     ORDER

   Adopted: August 14, 2012 Released: August 14, 2012

   By the Chief, Enforcement Bureau:

    1. In this Order, we adopt the attached Consent Decree entered into
       between the Enforcement Bureau (Bureau) of the Federal Communications
       Commission (Commission) and Smith Bagley, Inc. dba Cellular One (Smith
       Bagley). The Consent Decree resolves and terminates the Bureau's
       investigations into Smith Bagley's compliance with Sections
       20.19(c)(3) and 20.19(d)(3) of the Commission's rules (Rules) 
       pertaining to the deployment of hearing aid-compatible digital
       wireless handsets.

    2. The Bureau and Smith Bagley have negotiated the Consent Decree that
       resolves this matter. A copy of the Consent Decree is attached hereto
       and incorporated herein by reference.

    3. After reviewing the terms of the Consent Decree and evaluating the
       facts before us, we find that the public interest would be served by
       adopting the Consent Decree and terminating the investigations.

    4. In the absence of material new evidence relating to this matter, we
       conclude that our investigations raise no substantial or material
       questions of fact as to whether Smith Bagley possesses the basic
       qualifications, including those related to character, to hold or
       obtain any Commission license or authorization.

    5. Accordingly, IT IS ORDERED that, pursuant to Sections 4(i) and 503(b)
       of the Communications Act of 1934, as amended, and Sections 0.111 and
       0.311 of the Rules, the Consent Decree attached to this Order IS
       ADOPTED.

    6. IT IS FURTHER ORDERED that the above-captioned investigations ARE
       TERMINATED.

    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 Louise Finnegan, Chief Executive Officer, Smith Bagley,
       Inc. dba Cellular One, 500 South White Mountain Road, Suite 103, Show
       Low, AZ 85901 and to David LaFuria, Esq. and Todd Slamowitz, Esq.,
       counsel for Smith Bagley, Inc. dba Cellular One, Lukas, Nace,
       Gutierrez & Sachs, LLP, 8300 Greensboro Drive, Suite 1200, McLean, VA
       22102.

   FEDERAL COMMUNICATIONS COMMISSION

   P. Michele Ellison

   Chief, Enforcement Bureau

   Before the

   Federal Communications Commission

   Washington, D.C. 20554


                          )                            
                                                       
                          )                            
                                                       
                          )   File Nos.: EB-10-SE-121  
     In the Matter of                                  
                          )   EB-09-SE-161             
     Smith Bagley, Inc.                                
                          )   Acct. No.: 201232100037  
     dba Cellular One                                  
                          )   FRN: 0002154706          
                                                       
                          )                            
                                                       
                          )                            


                                 CONSENT DECREE

   The Enforcement Bureau of the Federal Communications Commission and Smith
   Bagley, Inc. dba Cellular One, by their authorized representatives, hereby
   enter into this Consent Decree for the purpose of terminating the
   Enforcement Bureau's investigations into possible violations of Sections
   20.19(c)(3) and 20.19(d)(3) of the Commission's rules pertaining to the
   deployment of digital wireless hearing aid-compatible handsets.

   I. DEFINITIONS

    1. 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" means an order of the Bureau 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" and "FCC" mean the Federal Communications Commission and
       all of its bureaus and offices.

    e. "Communications Laws" means collectively, the Act, the Rules, and the
       published and promulgated orders and decisions of the Commission to
       which Smith Bagley is subject by virtue of its business activities,
       including but not limited to, the Hearing Aid Compatibility Rules.

    f. "Compliance Plan" means the compliance obligations, program, and
       procedures described in this Consent Decree at paragraph 10.

    g. "Covered Employees" means all employees and agents of Smith Bagley who
       perform, or supervise, oversee, or manage the performance of, duties
       that relate to Smith Bagley's responsibilities under the Hearing Aid
       Compatibility Rules.

    h. "Effective Date" means the date on which the Bureau releases the
       Adopting Order.

    i. "Hearing Aid Compatibility Rules" means Section 20.19 of the Rules and
       other Communications Laws governing digital wireless hearing aid
       compatibility, such as the Rules governing the design, selection, or
       acquisition of digital wireless handsets and the marketing or
       distribution of such handsets to consumers in the United States.

    j. "Investigations" means collectively, the 2008 Reporting Period
       Investigation and the 2009 Reporting Period Investigation.

    k. "NAL" means the Notice of Apparent Liability for Forfeiture issued by
       the Commission against Smith Bagley on November 25, 2009.

    l. "Operating Procedures" means the standard, internal operating
       procedures and compliance policies established by Smith Bagley to
       implement the Compliance Plan.

    m. "Parties" means Smith Bagley and the Bureau, each of which is a
       "Party."

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

    o. "Smith Bagley" means Smith Bagley, Inc. dba Cellular One and its
       predecessors-in-interest and successors-in-interest.

    p. "2008 Reporting Period Investigation" means the investigation
       initiated by the Bureau regarding Smith Bagley's deployment of digital
       wireless hearing aid-compatible handset models during the July 1,
       2008, to December 31, 2008, reporting period, which culminated in the
       issuance of the NAL.

    q. "2009 Reporting Period Investigation" means the investigation
       commenced by the Bureau's October 1, 2010, letter of inquiry regarding
       Smith Bagley's deployment of digital wireless hearing aid-compatible
       handset models during the January 1, 2009, to December 31, 2009,
       reporting period.

   II. BACKGROUND

    1. In the 2003 Hearing Aid Compatibility Order, the Commission adopted
       several measures to enhance the ability of consumers with hearing loss
       to access digital wireless telecommunications. The Commission
       established technical standards for radio frequency interference (the
       M rating) and inductive coupling (the T rating) that digital wireless
       handsets must meet to be considered compatible with hearing aids
       operating in acoustic coupling and inductive coupling (telecoil)
       modes, respectively. For each of these standards, the Commission
       further established deadlines by which manufacturers and service
       providers must offer specified numbers or percentages of digital
       wireless handsets per air interface that are compliant with the
       relevant standard. In February 2008, as part of a comprehensive
       reconsideration of the effectiveness of the Hearing Aid Compatibility
       Rules, the Commission released an order that, among other things,
       adopted new hearing aid-compatible handset deployment benchmarks
       beginning in 2008.

    2. Smith Bagley provides commercial mobile wireless service in Arizona,
       New Mexico, and Utah, and has extensive wireless coverage throughout
       Native American lands, including federally recognized tribal lands
       such as the Navajo Nation and the White Mountain Apache Indian
       Reservation. On January 15, 2009, Smith Bagley submitted its annual
       hearing aid compatibility status report for the July 1, 2008, to
       December 31, 2008, reporting period. On August 6, 2009, Smith Bagley
       filed an amendment to its January 15, 2009, annual hearing aid
       compatibility status report in response to an inquiry from the
       Wireless Telecommunications Bureau (Wireless Bureau). On September 16,
       2009, the Wireless Bureau referred Smith Bagley's apparent violations
       of the hearing aid-compatible digital wireless handset deployment
       requirements during the July 1, 2008, to December 31, 2008, reporting
       period to the Bureau for investigation and possible enforcement
       action. On November 25, 2009, the Bureau's Spectrum Enforcement
       Division (Division) released the NAL against Smith Bagley for its
       apparent willful and repeated violation of Section 20.19(c)(3) of the
       Rules by apparently failing to offer to consumers the requisite number
       or percentage of digital wireless handset models that met or exceeded
       the radio frequency interference standards for hearing aid
       compatibility set forth in Section 20.19(b)(1) of the Rules.

   4. On January 21, 2010, Smith Bagley submitted its annual hearing aid
   compatibility status report for the January 1, 2009, to December 31, 2009,
   reporting period. On August 12, 2010, the Wireless Bureau referred Smith
   Bagley's apparent violations of the hearing aid-compatible digital
   wireless handset deployment requirements during the 2009 reporting period
   to the Bureau for investigation and possible enforcement action. On
   October 1, 2010, the Division issued a letter of inquiry (LOI) to Smith
   Bagley. The LOI directed Smith Bagley to submit a sworn written response
   to a series of questions related to Smith Bagley's compliance with
   Sections 20.19(c)(3) and 20.19(d)(3) of the Rules. Smith Bagley responded
   to the LOI on October 21, 2010. In its LOI Response, Smith Bagley claimed
   that in 2009 the company had procedures in place to ensure compliance with
   the hearing aid-compatible handset deployment requirements. Smith Bagley
   also argued that as a Tier III rural GSM carrier, it relies on third-party
   vendors who do not always convey accurate hearing aid compatibility
   information. The Bureau and Smith Bagley entered into tolling agreements
   to toll the statute of limitations, and negotiated the terms of this
   Consent Decree.

   III. TERMS OF AGREEMENT

    1. 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.

    3. Jurisdiction. Smith Bagley agrees that the Bureau has jurisdiction
       over it and the matters contained in this Consent Decree and that the
       Bureau has the authority to enter into and adopt this Consent Decree.

    4. Effective Date; Violations.  The Parties agree that this Consent
       Decree shall become effective on the Effective Date as defined herein.
       As of the Effective Date, the Adopting Order and this Consent Decree
       shall have the same force and effect as any other order of the
       Commission. Any violation of the Adopting Order or of the terms of
       this Consent Decree shall 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.

    5. Termination of Investigations. 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 the
       Investigations. In consideration for the termination of the
       Investigations, Smith Bagley 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 the Investigations through the Effective Date, or the
       existence of this Consent Decree, to institute on its own motion any
       new proceeding, formal or informal, or take any action on its own
       motion against Smith Bagley concerning the matters that were the
       subject of the Investigations. The Bureau also agrees that in the
       absence of new material evidence it will not use the facts developed
       in these Investigations 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 Smith
       Bagley with respect to Smith Bagley's basic qualifications, including
       its character qualifications, to be a Commission licensee or to hold
       Commission licenses or authorizations.

   9. Compliance Officer. Within thirty (30) calendar days after the
   Effective Date, Smith Bagley shall designate a senior corporate manager
   with the requisite corporate and organizational authority to serve as
   Compliance Officer and to discharge the duties set forth below. The person
   designated as the Compliance Officer shall be responsible for developing,
   implementing, and administering the Compliance Plan and ensuring that
   Smith Bagley complies with the terms and conditions of the Compliance Plan
   and this Consent Decree. In addition to the general knowledge of the
   Communications Laws necessary to discharge his/her duties under this
   Consent Decree, the Compliance Officer shall have specific knowledge of
   the Hearing Aid Compatibility Rules prior to assuming his/her duties.

   10. Compliance Plan. For purposes of settling the matters set forth
   herein, Smith Bagley agrees that it shall within sixty (60) calendar days
   after the Effective Date, develop and implement a Compliance Plan designed
   to ensure future compliance with the Communications Laws and with the
   terms and conditions of this Consent Decree. With respect to the Hearing
   Aid Compatibility Rules, Smith Bagley shall implement the following
   procedures:

     a. Operating Procedures on Hearing Aid Compatibility. Within sixty (60)
        calendar days after the Effective Date, Smith Bagley shall establish
        Operating Procedures that all Covered Employees must follow to help
        ensure Smith Bagley's compliance with the Hearing Aid Compatibility
        Rules. Smith Bagley's Operating Procedures shall include internal
        procedures and policies specifically designed to ensure that Smith
        Bagley offers the requisite number or percentage of hearing
        aid-compatible digital wireless handset models to consumers as
        required by the Hearing Aid Compatibility Rules. Smith Bagley also
        shall develop a Compliance Checklist that describes the steps that a
        Covered Employee must follow to ensure that the inclusion of a new
        handset model, or discontinuance of an existing handset model
        offering, will not result in a violation of the Commission's digital
        wireless hearing aid-compatible handset deployment requirements. At a
        minimum, the Compliance Checklist shall require Covered Employees to
        verify the hearing aid compatibility rating of each existing and
        proposed handset model offering using the Commission's equipment
        authorization database.

     b. Compliance Manual.  Within sixty (60) calendar days after the
        Effective Date, the Compliance Officer shall develop and distribute a
        Compliance Manual to all Covered Employees. The Compliance Manual
        shall explain the Hearing Aid Compatibility Rules and set forth the
        Operating Procedures that Covered Employees shall follow to help
        ensure Smith Bagley's compliance with the Hearing Aid Compatibility
        Rules. Smith Bagley shall periodically review and revise the
        Compliance Manual as necessary to ensure that the information set
        forth therein remains current and complete. Smith Bagley shall
        distribute any revisions to the Compliance Manual promptly to all
        Covered Employees.

     c. Compliance Training Program. Smith Bagley shall establish and
        implement a Compliance Training Program on compliance with the
        Hearing Aid Compatibility Rules and the Operating Procedures. As part
        of the Compliance Training Program, Covered Employees shall be
        advised of Smith Bagley's obligation to report any noncompliance with
        the Hearing Aid Compatibility Rules under paragraph 11 of this
        Consent Decree and shall be instructed on how to disclose
        noncompliance to the Compliance Officer. All Covered Employees shall
        be trained pursuant to the Compliance Training Program within sixty
        (60) calendar days after the Effective Date,  except that any person
        who becomes a Covered Employee at any time after the Effective Date
        shall be trained within thirty (30) calendar days after the date such
        person becomes a Covered Employee. Smith Bagley shall repeat the
        compliance training on an annual basis, and shall periodically review
        and revise the Compliance Training Program as necessary to ensure
        that it remains current and complete and to enhance its
        effectiveness.

     d. Outreach Program.  As more fully described in Smith Bagley's proposal
        and presentation to the Bureau on May 4, 2012 (which is incorporated
        herein by reference), within sixty (60) calendar days after the
        Effective Date, Smith Bagley shall implement a comprehensive hearing
        aid compatibility outreach program to residents of Navajo County and
        Apache County, Arizona, targeting consumers who are undergoing
        hearing diagnostics or other examinations for hearing problems and
        may need a hearing aid. The purpose of the outreach program will be
        to educate these consumers about the ratings and capabilities of
        hearing aid-compatible digital wireless handset models and to help
        ensure that these consumers have access to reliable information about
        the hearing aid-compatible handset model most suited to their hearing
        aid or other assistive device. Smith Bagley represents that it will
        partner with a local audiology services provider, White Mountain
        Hearing Services, L.L.C. (WMHS), which offers hearing care services
        in the target counties. As part of the outreach program, Smith Bagley
        shall make available at the WMHS clinic a full range of its hearing
        aid-compatible handset models which comply with the Commission's
        wireless hearing aid compatibility rules, provide assistance to WMHS
        staff concerning the demonstration and testing of the handset models,
        and provide a sizeable discount to the target consumers toward the
        purchase of any new hearing aid-compatible wireless handset. Smith
        Bagley shall implement the outreach program as described herein and
        in its presentation to the Bureau and shall widely publicize the
        availability of the program to the residents of Navajo and Apache
        Counties and of nearby Native American tribal reservations via its
        website and other means as appropriate to reach the target
        population.

    1. Reporting Noncompliance. Smith Bagley shall report any noncompliance
       with the Hearing Aid Compatibility Rules and with the terms and
       conditions of this Consent Decree within fifteen (15) calendar days
       after discovery of such noncompliance. Such reports shall include a
       detailed explanation of (i) each instance of noncompliance; (ii) the
       steps that Smith Bagley has taken or will take to remedy such
       noncompliance; (iii) the schedule on which such remedial actions will
       be taken; and (iv) the steps that Smith Bagley has taken or will take
       to prevent the recurrence of any such noncompliance. All reports of
       noncompliance shall be submitted to the Chief, Spectrum Enforcement
       Division, Enforcement Bureau, Federal Communications Commission, Room
       3-C366, 445 12th Street, S.W., Washington, D.C. 20554, with a copy
       submitted electronically to Nissa Laughner at Nissa.Laughner@fcc.gov
       and to Pamera Hairston at Pamera.Hairston@fcc.gov.

    6. Compliance Reports. Smith Bagley shall file Compliance Reports with
       the Commission ninety (90) calendar days after the Effective Date,
       twelve (12) months after the Effective Date, and twenty-four (24)
       months after the Effective Date.

    a. Each compliance report shall include a detailed description of Smith
       Bagley's efforts during the relevant period to comply with the terms
       and conditions of this Consent Decree and the Hearing Aid
       Compatibility Rules. In addition, each Compliance Report shall include
       a certification by the Compliance Officer, as an agent of and on
       behalf of Smith Bagley, stating that the Compliance Officer has
       personal knowledge that Smith Bagley (i) has established and
       implemented the Compliance Plan; (ii) has conducted the Outreach
       Program as set forth in paragraph 10(d); (iii) has utilized the
       Operating Procedures since the implementation of the Compliance Plan;
       and (iv) is not aware of any instances of noncompliance with the terms
       and conditions of this Consent Decree, including the reporting
       obligations set forth in paragraph 11 hereof.

    b. The Compliance Officer's certification shall be accompanied by a
       statement explaining the basis for such certification and must comply
       with Section 1.16 of the Rules and be subscribed to as true under
       penalty of perjury in substantially the form set forth therein.

    c. If the Compliance Officer cannot provide the requisite certification,
       the Compliance Officer, as an agent of and on behalf of Smith Bagley,
       shall provide the Commission with a detailed explanation of the
       reason(s) why and describe fully (i) each instance of noncompliance;
       (ii) the steps that Smith Bagley has taken or will take to remedy such
       noncompliance, including the schedule on which proposed remedial
       actions will be taken; and (iii) the steps that Smith Bagley has taken
       or will take to prevent the recurrence of any such noncompliance,
       including the schedule on which such preventive action will be taken.

    d. All Compliance Reports shall be submitted to the Chief, Spectrum
       Enforcement Division, Enforcement Bureau, Federal Communications
       Commission, Room 3-C366, 445 12th Street, S.W., Washington, D.C.
       20554, with a copy submitted electronically to Nissa Laughner at
       Nissa.Laughner@fcc.gov and to Pamera Hairston at
       Pamera.Hairston@fcc.gov.

    1. Termination Date. Unless stated otherwise, the requirements of
       paragraphs 9 through 12 of this Consent Decree shall expire
       twenty-four (24) months after the Effective Date.

    7. 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 Smith Bagley 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
       complaints 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 Smith Bagley with the Communications
       Laws.

    8. Voluntary Contribution. Smith Bagley agrees that it will make a
       voluntary contribution to the United States Treasury in the amount of
       sixty-five thousand dollars ($65,000) within thirty (30) calendar days
       after the Effective Date.  Smith Bagley shall also send electronic
       notification of payment to Nissa Laughner at Nissa.Laughner@fcc.gov
       and to Samantha Peoples at Sam.Peoples@fcc.gov on the date said
       payment is made. The payment must be made by check or similar
       instrument, wire transfer, or credit card, and must include the
       NAL/Account number and FRN referenced above. Regardless of the form of
       payment, a completed 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). Below are additional
       instructions you should follow based on the form of payment you
       select:

     * Payment by check or money order must be made payable to the order of
       the Federal Communications Commission.  Such payments (along with the
       completed Form 159) must be mailed to Federal Communications
       Commission, P.O. Box 979088, St. Louis, MO 63197-9000, or sent
       via overnight mail to U.S. Bank - Government Lockbox #979088,
       SL-MO-C2-GL, 1005 Convention Plaza, St. Louis, MO 63101. 

     * Payment by wire transfer must be made to ABA Number 021030004,
       receiving bank TREAS/NYC, and Account Number 27000001.  To complete
       the wire transfer and ensure appropriate crediting of the wired funds,
       a completed Form 159 must be faxed to U.S. Bank at (314) 418-4232 on
       the same business day the wire transfer is initiated. 

     * Payment by credit card must be made by providing the required credit
       card information on FCC Form 159 and signing and dating the Form 159
       to authorize the credit card payment. The completed Form 159 must then
       be mailed to Federal Communications Commission, P.O. Box 979088, St.
       Louis, MO 63197-9000, or sent via overnight mail to U.S. Bank -
       Government Lockbox #979088, SL-MO-C2-GL, 1005 Convention Plaza, St.
       Louis, MO 63101. 

   If you have questions regarding payment procedures, please contact the
   Financial Operations Group Help Desk by phone, 1-877-480-3201, or by
   e-mail, ARINQUIRIES@fcc.gov. 

   16. Waivers. Smith Bagley 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 as defined herein. Smith Bagley 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 Smith Bagley nor the Commission shall contest
       the validity of the Consent Decree or of the Adopting Order, and Smith
       Bagley shall waive any statutory right to a trial de novo. Smith
       Bagley hereby agrees to waive any claims it may have under the Equal
       Access to Justice Act, relating to the matters addressed in this
       Consent Decree.

    1. 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.

    9. 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 Smith Bagley does not expressly
       consent), that provision will be superseded by such Rule or Commission
       order.

   10. Successors and Assigns. Smith Bagley agrees that the provisions of
       this Consent Decree shall be binding on its successors, assigns, and
       transferees.

   11. Final Settlement. The Parties agree and acknowledge that this Consent
       Decree shall constitute a final settlement between the Parties with
       respect to the Investigations. 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 Communications Laws.

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

   13. 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.

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

   15. 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

   ________________________________

   Date

   _____________________________

   Louise Finnegan

   Chief Executive Officer

   Smith Bagley, Inc. dba Cellular One

   _____________________________

   Date

   47 C.F.R. S: 20.19(c)(3), (d)(3).

   47 U.S.C. S:S: 154(i), 503(b).

   47 C.F.R. S:S: 0.111, 0.311.

   47 C.F.R. S: 20.19(c)(3), (d)(3).

   See Smith Bagley, Inc. dba Cellular One of NE Arizona, Notice of Apparent
   Liability for Forfeiture, 24 FCC Rcd 14113 (Enf. Bur. 2009).

   See Letter from Kathryn S. Berthot, Chief, Spectrum Enforcement Division,
   FCC Enforcement Bureau, to Zechariah H. Crook, Handset Development
   Coordinator, Smith Bagley, Inc. (Oct. 1, 2010) (on file in EB-10-SE-121).

   The Commission adopted these requirements for digital wireless telephones
   under the authority of the Hearing Aid Compatibility Act of 1988, Pub. L.
   No. 100-394, 102 Stat. 976 (codified at 47 U.S.C. S:S: 609 note, 610, 610
   note). See Section 68.4(a) of the Commission's Rules Governing Hearing
   Aid-Compatible Telephones, Report and Order, 18 FCC Rcd 16753, 16787,
   para. 89 (2003); Erratum, 18 FCC Rcd 18047 (2003) (Hearing Aid
   Compatibility Order);  Order on Reconsideration and Further Notice of
   Proposed Rulemaking, 20 FCC Rcd 11221 (2005).

   As subsequently amended, Section 20.19(b)(1) provides that, for the period
   beginning June 6, 2008, and ending December 31, 2009, a newly certified
   wireless handset is deemed hearing aid-compatible for radio frequency
   interference if, at minimum, it meets the M3 rating associated with the
   technical standard set forth in either the standard document "American
   National Standard Methods of Measurement of Compatibility between Wireless
   Communication Devices and Hearing Aids," ANSI C63.19-2006 (June 12, 2006)
   or ANSI C63.19-2007 (June 8, 2007). Beginning January 1, 2010, a newly
   certified handset must meet at least an M3 rating under ANSI C63.19-2007
   to be considered hearing aid-compatible for radio frequency interference.
   47 C.F.R. S: 20.19(b)(1). Section 20.19(b)(2) provides that, for the
   period beginning June 6, 2008, and ending December 31, 2009, a newly
   certified wireless handset is deemed hearing aid-compatible for inductive
   coupling if, at minimum, it meets the T3 rating associated with the
   technical standard as set forth in ANSI C63.19-2006 or ANSI C63.19-2007,
   and beginning January 1, 2010, it is deemed hearing aid-compatible for
   inductive coupling if it meets at least a T3 rating under ANSI
   C63.19-2007. Id. S: 20.19(b)(2). Grants of certification issued before
   June 6, 2008, under previous versions of ANSI C63.19 remain valid for
   hearing aid compatibility purposes. A recently adopted further amendment
   to Section 20.19(b) of the Rules will permit manufacturers to test
   handsets for hearing aid compatibility using the 2011 version of the ANSI
   standard (ANSI C63.19-2011) as an alternative to ANSI C63.19-2007.  See
   Amendment of the Commission's Rules Governing Hearing Aid-Compatible
   Mobile Handsets, Third Report and Order, 27 FCC Rcd 3732 (WTB/OET 2012).

   The term "air interface" refers to the technical protocol that ensures
   compatibility between mobile radio service equipment, such as handsets,
   and the service provider's base stations. Currently, the leading air
   interfaces include Code Division Multiple Access (CDMA), Global System for
   Mobile Communications (GSM), Integrated Digital Enhanced Network (iDEN),
   and Wideband Code Division Multiple Access (WCDMA) a/k/a Universal Mobile
   Telecommunications System (UMTS).

   See Hearing Aid Compatibility Order, 18 FCC Rcd at 16780, para. 65; 47
   C.F.R. S: 20.19(c), (d).

   See Amendment of the Commission's Rules Governing Hearing Aid-Compatible
   Mobile Handsets, First Report and Order, 23 FCC Rcd 3406 (2008); Order on
   Reconsideration and Erratum, 23 FCC Rcd 7249 (2008). These handset
   deployment requirements do not apply to service providers and
   manufacturers that meet the de minimis exception. The de minimis exception
   provides that manufacturers or mobile service providers that offer two or
   fewer digital wireless handset models per air interface are exempt from
   the hearing aid compatibility requirements, and manufacturers or service
   providers that offer three digital wireless handset models per air
   interface must offer at least one compliant model. 47 C.F.R. S: 20.19(e).
   Effective September 10, 2012, the de minimis exception will not be
   available to manufacturers or mobile service providers that do not meet
   the definition of a "small entity" beginning two years after their initial
   offerings. Id. S: 20.19(e)(1)(ii); see also Amendment of the Commission's
   Rules Governing Hearing Aid-Compatible Mobile Handsets, Policy Statement
   and Second Report and Order and Further Notice of Proposed Rulemaking, 25
   FCC Rcd 11167, 11180-89, paras. 35-59 (2010).

   See Smith Bagley, Inc., Hearing Aid Compatibility Status Report, Docket
   No. 07-250 (Jan. 15, 2009), at
   http://fjallfoss.fcc.gov/ecfs/document/view?id=6520193537.

   See Smith Bagley, Inc., Amendment to Hearing Aid Compatibility Status
   Report, Docket No. 07-250 (Aug. 6, 2009), at
   http://fjallfoss.fcc.gov/ecfs/document/view?id=7019934625.

   See NAL,  24 FCC Rcd at 14118, paras. 12-13.

   See Smith Bagley, Inc., Hearing Aid Compatibility Report, Docket No.
   07-250 (Jan. 21, 2010), at
   http://wireless.fcc.gov/hac_documents/100317/Smith%20Bagley%20INC_51.PDF.

   See supra note 3.

   See Letter from David A. LaFuria, Esq. and Todd Slamowitz, Esq., counsel
   for Smith Bagley, Inc., Lukas, Nace, Gutierrez & Sachs, LLP, to Marlene H.
   Dortch, FCC (Oct. 21, 2010) (on file in EB-10-SE-121) (LOI Response).

   Id. at 2.

   Id.

   See, e.g.,  Tolling Agreement Extension, File No. EB-10-SE-121, executed
   by and between John D. Poutasse, Chief, Spectrum Enforcement Division, FCC
   Enforcement Bureau, and Gayle L. Gouker, Chief Financial Officer, Smith
   Bagley, Inc. (Apr. 16, 2012).

   The Bureau analyzed Smith Bagley's possible violations of Sections
   20.19(c)(3) and 20.19(d)(3) of the Rules consistent with the new base
   forfeiture calculation methodology set forth in the Commission's recent
   T-Mobile decision (see T-Mobile USA, Inc., Notice of Apparent Liability
   for Forfeiture, 27 FCC Rcd 4405 (2012)) and applied the statutory factors
   set forth in Section 503(b)(2)(E) of the Act. We also took into
   consideration the fact that settlement negotiations over the terms of this
   Consent Decree were nearly complete prior to the release of the T-Mobile
   decision.

   47 C.F.R. S: 1.16.

   An FCC Form 159 and detailed instructions for completing the form may be
   obtained at http://www.fcc.gov/Forms/Form159/159.pdf.

   Equal Access to Justice Act, Pub L. No. 96-481, 94 Stat. 2325 (1980)
   (codified at 5 U.S.C. S: 504); see also 47 C.F.R. S:S: 1.1501-1.1530.

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   Federal Communications Commission DA 12-1274