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                                   Before the

                       Federal Communications Commission

                             Washington, D.C. 20554


                                           )                        
                                                                    
     In the Matter of                      )                        
                                                                    
     Ameritech Operating Companies         )   FRN No.: 0020572830  
                                                                    
     Request to Terminate Consent Decree   )                        
                                                                    
                                           )                        


                                     ORDER

   Adopted: November 2, 2012 Released: November 2, 2012

   By the Chief, Enforcement Bureau

   I. Introduction

    1. In 1995, the Commission, the Public Utilities Commission of Ohio (Ohio
       Commission), the Public Service Commission of Wisconsin (Wisconsin
       Commission), and the Ameritech Operating Companies (AOCs) executed a
       Consent Decree regarding transactions between the AOCs and their
       wholly-owned subsidiary, Ameritech Services, Inc. (ASI). In this
       Order, in response to a request filed by AT&T Services, Inc. (AT&T),
       we terminate the AOCs' and ASI's obligations to the Commission under
       that Consent Decree.

   II. BACKGROUND

    2. The 1995 Consent Decree resulted from a joint Commission and state
       public service commission audit of affiliate transactions between the
       AOCs and ASI. That audit sought to assess whether the AOCs had
       complied with the Commission's affiliate transactions rules in
       connection with their transactions with ASI. The joint auditors found
       that ASI had been unable to provide documentation substantiating the
       accounting and cost allocation data that ASI had provided to the AOCs
       in connection with certain of those transactions and that the AOCs had
       used in seeking to implement the Commission's accounting, cost
       allocation, and affiliate transactions rules. The Consent Decree
       addressed this substantiation problem by requiring that ASI follow a
       series of specific documentation and document retention requirements,
       as set forth in paragraph 6(a) of the Decree. The Consent Decree
       contains no termination date for these obligations.

    3. In support of its request for termination of the 1995 Consent Decree,
       AT&T argues that the Commission has granted AT&T forbearance from the
       cost allocation and affiliate transactions rules that the Consent
       Decree was designed to address. AT&T points out that the Commission
       "conclude[d] that these rules as applied to AT&T, a price cap carrier
       generally not subject to rate-of-return regulation, are not routinely
       needed to ensure that interstate charges and practices are just,
       reasonable, and not unjustly or unreasonably discriminatory." AT&T
       contends that the Consent Decree is therefore no longer necessary,
       given that it requires documentation for cost allocations that the
       company is no longer required to make.

   III. DISCUSSION

    4. In light of the fact that the cost allocation and affiliate
       transactions rules addressed by the 1995 Consent Decree no longer
       apply to the AOCs, we believe the public interest would be served by
       relieving the AOCs and ASI of their continuing obligations under the
       1995 Consent Decree. Accordingly, AT&T's request is hereby granted.
       Effective immediately, the AOCs and ASI are relieved of their
       obligations to the Commission under the Consent Decree. We note,
       however, that notwithstanding our action here, the AOCs, as Commission
       regulatees, are under a continuing obligation to comply with all
       applicable Commission rules and orders. These obligations include
       compliance with the Commission's accounting rules in relation to the
       AOCs' transactions with ASI and with the compliance plan AT&T filed as
       a condition of the AT&T Cost Assignment Forbearance Order.

   IV. ORDERING CLAUSES

    5. Accordingly, IT IS ORDERED that pursuant to Section 4(i) of the
       Communications Act of 1934, as amended, and sections 0.111 and 0.311
       of the Commission's Rules, this Order IS ADOPTED.

    6. IT IS FURTHER ORDERED that the obligations to the Commission imposed
       on the AOCs and ASI under the 1995 Consent Decree ARE TERMINATED.

    7. IT IS FURTHER ORDERED that a copy of this Order shall be sent by first
       class mail and certified mail, return receipt requested, to Jacquelyne
       Flemming, AVP - External Affairs/Federal Regulatory, AT&T Services,
       Inc., 1120 20th Street, N.W., Suite 1000, Washington, D.C. 20005.

   FEDERAL COMMUNICATIONS COMMISSION

   P. Michele Ellison

   Chief

   Enforcement Bureau

   See Ameritech, FCC 95-223, Consent Decree Order, 10 FCC Rcd 13846 (1995)
   (Ameritech Consent Decree Order). The AOCs are Illinois Bell Telephone
   Company, Indiana Bell Telephone, Incorporated, Michigan Bell Telephone
   Company, The Ohio Bell Telephone Company, and Wisconsin Bell, Inc. These
   companies are now wholly-owned subsidiaries of AT&T Inc.

   Letter from Jacquelyne Flemming, AVP-External Affairs/Federal Regulatory,
   AT&T Services, Inc., to P. Michele Ellison, Chief, Enforcement Bureau
   (dated Sept. 16, 2011) (AT&T Request).

   Our action does not affect any obligations that AT&T may have to the Ohio
   Commission or the Wisconsin Commission under the 1995 Consent Decree. We
   note that  AT&T asserts that changes in state law enacted since the
   execution of that Consent Decree have eliminated these state commissions'
   authority over the subject matter of the Decree. AT&T Request at 1-2 n.4.
   AT&T states further that it has notified the staff of these state
   commissions of its intent to seek this relief from the Commission. Id.

   Ameritech Consent Decree Order, 10 FCC Rcd at 13848 (Consent Decree,
   paras. 2-3).

   Id. (Consent Decree, para. 4.a).

   See id. at 13849-50 (Consent Decree, para. 6.a)

   We note that all of the AOCs' substantive obligations under the Consent
   Decree, other than those in paragraph 6.a, have terminated.

   AT&T Letter at 2-3 (citing Petition of AT&T Inc. For Forbearance Under 47
   U.S.C. S: 160 From Enforcement of Certain of the Commission's Cost
   Assignment Rules, WC Docket Nos. 07-21, 05-342, Memorandum Opinion and
   Order, 23 FCC Rcd 7302 (2008) (subsequent history omitted) (AT&T Cost
   Assignment Forbearance Order). We note that the forbearance action applies
   to each of the AOCs. Compare AT&T Cost Assignment Forbearance Order, 23
   FCC Rcd at 7307 n.32 (stating that the forbearance relief granted AT&T is
   limited to the affiliates listed in AT&T's forbearance petitions) with
   Petition of AT&T Inc. For Forbearance Under 47 U.S.C. S: 160 From
   Enforcement of Certain of the Commission's Cost Assignment Rules, WC
   Docket Nos. 07-21, at 1 n.1 (filed Jan. 25, 2007) (seeking relief for each
   of the AOCs, among other AT&T affiliates).

   AT&T Letter at 3 (quoting AT&T Cost Assignment Forbearance Order, 23 FCC
   Rcd at 7321, para. 32).

   AT&T Letter at 3.

   See Ameritech Consent Decree Order, 10 FCC Rcd at 13849 (Consent Decree,
   para. 6.a(1)) (addressing the accounting for costs associated with new
   product trials); Wireline Competition Bureau Approves Compliance Plans, WC
   Docket Nos. 07-21, 07-204, 07-273, Public Notice, 23 FCC Rcd 18417
   (Wireline Comp. Bur. 2008).

   47 U.S.C. S: 154(i).

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

   (Continued from previous page)

   (continued....)

                  Federal Communications Commission DA 12-1728

   3

                  Federal Communications Commission DA 12-1728