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Control Number: 36005

Item Number: 1

Adde ndum StartPage: 0 AT&T Advanced Solutions August 15, 2008

Table of Contents ~ -° Docket No.

AT&T Advanced Solutions Application to Amend Certificate of Operating Authority,-, COA No. 50026

Page

1. Letter of Notification 2

II. Application to Amend COA 3

III. Addendum I Attachment A - Organization Charts 62

IV. Addendum II Attachment B - Complaint Histories 213

IV. Addendum III Attachment C - Customer Data 489

V. Addendum IV Attachment D - 2007 10K Annual Report 490

VIII. Addendum V Attachment E - 2007 Annual Reports 1080 Texas Regulato ry AT&T Texas ~j 400 W. 15'h Street ~' ~}Q,} Room 950 `V~` Austin, TX 78701-1213

August 15, 2008

Commission Filing Clerk Public Utility Commission of Texas 1701 N. Congress Avenue Austin, TX 78701

Dear Filing Clerk:

Re: AT&T Advanced Solutions Application to Amend Certificate of Operating Authority COA No. 50026

AT&T Advanced Solutions files with the Commission this application for approval of an amendment to its Certificate of Operating Authority due to a change in ownership/control and corporate restructuring.

Questions or comments related to this matter may be directed to me at 512-870-6457.

Sincerely,

0zi;za,XZUx,- Gina LaGrone Area Manager - Regulatory Relations

Attachments cc: Commission on State Emergency Communications

2 AT&T Advanced Solutions

AT&T Advanced Solutions

APPLICATION FOR AMENDMENT TO A A CERTIFICATE OF OPERATING AUTHORITY

DOCKET NO.

CERTIFICATED APPLICANT:

AT&T Advanced Solutions

Authorized Representative or Attorney to contact about this Application:

Gina LaGrone Area Manager - Regulatory Relations 400 W. 151 Street, Room 950 Austin, TX 78701 (512) 870-6457 (512) 870-1397 (fax) [email protected]

Jose F. Varela General Attorney 400 W. 15th Street, Room 1030 Austin, TX 78701 (512) 870-5711 (512) 870-3420 (fax) [email protected]

Agent for Service of Process:

CT Corporation System 350 North St. Paul Street Dallas, Texas 75201 (214) 979-1172

3

AT&T Advanced Solutions

AFFIDAVIT

STATE OF TEXAS § § COUNTY OF TRAVIS §

1. My name is Gina LaGrone. I am the Area Manager-Regulatory Relations, representing the Applicant AT&T Advanced Solutions.

2. I swear or affirm that I have personal knowledge of the facts stated in this Application for Amendment to a Certificate of Operating Authority, that I am competent to testify to them, and that I have the authority to make this Application on behalf of the Applicant. I further affirm that all of the statements and representations made in this Application for a Certificate of Operating Authority are true and correct. I affirm that the Applicant understands and will comply with all requirements of law applicable to a Certificate of Operating Authority.

44/1N;G46wyv'_' Signature

Gina LaGrone Typed or Printed Name

SWORN TO AND SUBSCRIBED before me on the day of August, 2008.

N Public In anr t e Sta of Texas

My commission expires: 7/'~if(3

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4 AT&T Advanced Solutions

SECTION ONE - BASIC INFORMATION

1. Check one or more of the following Requests: (a) Check only one. New SPCOA Application Amended SPCOA Application Amending SPCOA No. New COA Application X Amended COA Application Amending COA No. 50026

(b) If you are filing an amendment, check one or more of the following as requests made in this amendment filing:

Name Change Amendment Certification Relinquishment X Change in Ownership/Control Service Discontinuation Change in Service Area Change in Type of Provider X Corporate Restructuring Other

(c) Provide a summary explanation of all items checked in "b" above.

AT&T Advanced Solutions (the Applicant) is the assumed name (the d/b/a) and certificate name for SBC Advanced Solutions, Inc., a Delaware corporation formed in 1999 as a condition of the FCC's approval of the SBC- merger that certain advanced services be provided through affiliates separate from SBC's incumbent local exchange companies. Applicant is one of six companies created to provide advanced services in the SBC-Ameritech service areas. The FCC's conditions under which the Applicant and the other five companies operated as separate affiliates expired on November 13, 2007.

All six companies will be merged into AT&T Corp., an existing affiliate of the parent company, AT&T Inc. Applicant's assets and liabilities will be transferred and assumed by AT&T Corp. No cash or property will be exchanged. The merger is expected to be completed on Friday, October 31, 2008. That same day AT&T Corp. shall register the assumed name "AT&T Advanced Solutions" with the Office of the Secretary of State of Texas and thereafter will do business in Texas under the same name as its predecessor.

There is no need to provide notice to customers as neither rates, service terms and conditions, nor provision of services will change as a result the merger. Service will continue to be provided under the d/b/a AT&T Advanced Solutions. Moreover, AT&T Inc., as before, remains the parent company and 100% owner of both the Applicant and AT&T Corp.

Pertinent information regarding AT&T Corp. is as follows: AT&T Corp. is a New York corporation formed in 1885, and is a wholly owned subsidiary of AT&T Inc. AT&T Corp. provides a full array of interstate and international products and services, including calling plans, toll-free service, teleconferencing and videoconferencing, private lines, ATM and Frame Relay Service. AT&T Corp. also provides a full array of intrastate local exchange and interexchange products and services

5 AT&T Advanced Solutions in Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island and Vermont, including local exchange service, calling features, calling plans and data services.

Pertinent information regarding AT&T Inc. is provided in 2(h) below.

Based on the information provided herein, Applicant requests that the Commission issue an order with an effective date of October 31, 2008 transferring its certificate and its certificate name from "AT&T Advanced Solutions" to AT&T Corp. d/b/a AT&T Advanced Solutions.

6 AT&T Advanced Solutions

2. Provide a description of the Applicant, which shall include the following:

(a) Legal name and all assumed names under which the Applicant conducts business, if any;

AT&T Advanced Solutions is presently a registered d/b/a for SBC Advanced Solutions, Inc.

AT&T Corp. has registered the following assumed names in Texas; - Lucky Dog Phone Co. - ACC Business - SmarTalk - www.prepaidserviceguide.com - UniSpeakSMservice - GTI - CQ Talk! - Conquest - AT&T EAST CORP. - AT&T WHOLESALE

(b) Address of principal office and business office:

AT&T Corp. One AT&T Way Bedminster, New Jersey 07921-0752

(c) Applicant's principal office/business office number:

1-800-594-0358

(d) FCC Carrier Identification Code (CIC) or National Exchange Carriers Association (NECA) Operating Carrier Numbers (OCNs), if available;

N/A

(e) Form of business in Texas (e.g., corporation, partnership, sole proprietorship), Charter/Authorization number, date business was formed and date change was made (if applicable). Provide the State and date in which parent company is registered.

7 AT&T Advanced Solutions

Applicant, AT&T Advanced Solutions is a d/b/a for SBC Advanced Solutions, Inc. SBC Advanced Solutions, Inc. was incorporated on July 27, 1999 in the state of Delaware. On November 21, 2005 SBC Advanced Solutions, Inc. registered the assumed name of AT&T Advanced Solutions with the Office of Secretary of State of Texas. SBC Advanced Solutions, Inc. is jointly owned by AT&T Inc. (92.52% shares) and AT&T Teleholdings, Inc. (7.48% shares).

AT&T Corp. was incorporated in New York, and registered as a Foreign For- Profit Corporation in Texas on February 11, 1925. AT&T Corp.'s parent company, AT&T Inc. was formed in Delaware on October 5, 1983. AT&T Teleholdings, Inc. was formed in Delaware on October 18, 1983.

The response to 1(c) outlines the changes that will occur effective with the merger.

8 AT&T Advanced Solutions

(f) Name, address, and office address of each director, officer, or partner:

Directors Richard G. Lindner Director 175 E. Houston St. S an Antonio, TX 78205

Wayne Watts Director 175 E. Houston St. San Antonio, TX 78205

Officers Richard P. Resnick President 208 S. Akard St. Dallas, TX 75202

Andrew A. Dzerovych Senior Vice President - Global Managed Services and Engineering One AT&T Way Bedminster, NJ 07921

Tod A. Clarno Vice President - Taxes 175 E. Houston St. San Antonio, TX 78205

Keith J. Epstein Vice President and General Counsel One AT&T Way Bedminster, NJ 07921

Randall Hargraves Vice President - Global Internet Data Center Operations 909 Chestnut St. Saint Louis, MO 63101

Michael Heath Vice President - Federal Sales 1900 Gallows Rd. Vienna, VA 22182

9 AT&T Advanced Solutions

Kevin Leonard Vice President - National Markets Sales and Service Operations 340 Mt. Kemble Ave. Morristown, NJ 07960

Tom Regent Vice President - EMEA Sales Telcom Gardens, Medialann 36, 1800 Viloorde, Belgium 1800

Lawrence J. Ruzicka Vice President - Taxes 175 E. Houston St. San Antonio, TX 78205

J. Mark Schleyer Vice President - Real Estate 308 S. Akard St. Dallas, TX 75202

Jeffrey Tutnauer Vice President - Property Tax One AT&T Way Bedminster, NJ 07921

Rick Wheelahan Vice President-Business Contracting 2180 Lake Blvd NE Atlanta, GA 30319

Charles P. Allen Treasurer 175 E. Houston St. San Antonio, TX 78205

Wayne A. Wirtz Secretary 175 E. Houston St. S an Antonio, TX 78205

Neil Cobb Executive Director-Product M anagement 308 S. Akard St. Dallas, TX 75202

10 AT&T Advanced Solutions

James F. Dionne Executive Director - Accounting One AT&T Way Bedminster, NJ 07921

Rich Kurth Executive Director-Customer Contracts One AT&T Way Bedminster, NJ 07921

Sandy Markiewicz Executive Director-Customer Contracts 225 W. Randolph St. Chicago, IL 60606

Scott M. Whelchel Director-Project Management 200 W. Center Street Promenade Anaheim, CA 92805

Jon Zubkus Director - Financial Analysis 3707S.2nd St. Austin, TX 78704

Deborah R. Bierbaum Assistant Secretary One AT&T Way Bedminster, NJ 07921

David J. Cho Assistant Secretary 1010 N. Saint Marys St. San Antonio, TX 78215

Thomas S. Clemens Assistant Treasurer 175 E. Houston St. San Antonio, TX 78205

Michael R. Dacey Assistant Secretary One AT&T Way Bedminster, NJ 07921

11 AT&T Advanced Solutions

David M. Eppsteiner Assistant Secretary 675 W. Peachtree St. NW Atlanta, GA 30375

Kevin T. Fix Assistant Treasurer 175 E. Houston St. San Antonio, TX 78205

Martin Hotchkiss Assistant Secretary 208 S. Akard St. Dallas, TX 75202

Lawrence J. Lafaro Assistant Secretary One AT&T Way Bedminster, NJ 07921

George R. (Ridge) Loux Assistant Secretary 1900 Gallows Rd. Vienna, VA 22182

Joelle Phillips Assistant Secretary 333 Commerce St. Nashville, TN 37201

Richard A. Rocchini Assistant Secretary One AT&T Way Bedminster, NJ 07921

Richard J. Sinton Assistant Secretary One AT&T Way Bedminster, NJ 07921

Marilyn S. Spracker Assistant Secretary 225 W. Randolph St. Chicago, IL 60606

12 AT&T Advanced Solutions

James Talbot Assistant Secretary 1120 20th St. NW Washington, DC 20036

Richard G. Vartain Assistant Secretary 7125 Columbia Gateway Dr. Columbia, MD 21046

Christopher Vrana Assistant Secretary One AT&T Way Bedminster, NJ 07921

Brad Walter Assistant Secretary 2600 Camino Ramon San Ramon, CA 94583

Leonard Weitz Assistant Secretary One AT&T Way Bedminster, NJ 07921 g) Name, address, and office address of each of the five largest shareholders, if not publicly traded;

AT&T Corp. is a wholly owned subsidiary of AT&T Inc., 175 East Houston St., San Antonio, Texas 78205. At present, SBC Advanced Solutions, Inc. is jointly owned by AT&T Inc. and AT&T Teleholdings, Inc. The address of AT&T Teleholdings, Inc. is 225 West Randolph St., Chicago, IL 60606.

(h) Legal name of parent company, if any, and a description of its primary business interests; and,

The ultimate parent comp any (100% owner) of the Applicant and AT&T Corp. is AT&T Inc. AT&T Inc. was formed in Delaware in 1983, and is a premier communications holding company. Its subsidiaries and affiliates, AT&T operating companies, are the providers of AT&T services in the United States and around the world. Among their offerings are the world's most adv anced IP-based business communications services and the nation's leading wireless, high speed Internet access and voice services. In domestic markets, AT&T is known for the directory publishing and advertising sales leadership of its Yellow Pages and YELLOWPAGES.COM organizations, and the AT&T brand is licensed to 13 AT&T Advanced Solutions

innovators in such fields as communications equipment. As part of its three- screen integration strategy, AT&T is expanding its TV entertainment offerings. In 2008, AT&T again ranked No. 1 on Fortune magazine's World's Most Admired Company list and No. 1 on America's Most Admired Telecommunications Company list.

(i) Legal name of all affiliated companies that are public utilities or that are providing telecommunications services and the states in which they are providing service. Give a description of all affiliates and explain in detail the relationship between the Applicant and its affiliates. An organizational chart should be provided.

AT&T Inc. is also the ultimate parent company of the following affiliated companies that are incumbent local exchange companies or providers of other telecommunications services:

Nevada is an incumbent local exchange company in Nevada.

Pacific Bell Telephone Company is an incumbent local exchange company in California.

The Southern New England Telephone Company is an incumbent local exchange company in Connecticut.

Indiana Bell Telephone Company, Incorporated is an incumbent local exchange company in Indiana.

Michigan Bell Telephone Company is an incumbent local exchange company in Michigan

The Telephone Company is an incumbent local exchange company in Ohio.

Illinois Bell Telephone Company is an incumbent local exchange company in Illinois.

Wisconsin Bell, Inc. is an incumbent local exchange company in Wisconsin.

SBC Long Distance, LLC, d/b/a AT&T Long Distance is an interexchange carrier operating in 50 states.

SBC Long Distance, LLC, d/b/a AT&T Long Distance is also a competitive local exchange company in Arizona, Colorado, The District of Columbia, Florida, Georgia, Kentucky, Maryland, Massachusetts, Minnesota, Mississippi, Nevada,

14 AT&T Advanced Solutions

New Jersey, New York, North Carolina, Oregon, Pennsylvania, South Carolina, Tennessee, Utah, Virginia and Washington.

The data subsidiaries of AT&T Inc., SBC Advanced Solutions, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Illinois, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Indiana, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Michigan, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Ohio, Inc., and Ameritech Advanced Data Solutions of Wisconsin, Inc. d/b/a AT&T Advanced Solutions has registered to offer data services in Arkansas, California, Connecticut, Illinois, Indiana, Kansas, Michigan, Missouri, Nevada, Ohio, Oklahoma, Texas and Wisconsin.

Alascom, Inc., d/b/a AT&T Alascom is a competitive local exchange company in Alaska.

AT&T Communications of California, Inc. is a competitive local exchange company in California.

AT&T Communications of Delaware, LCC is a competitive local exchange company in Delaware.

AT&T Communications of Hawaii, Inc. is a competitive loc al exchange company in Hawaii.

AT&T Communications of Illinois, Inc. is a competitive local exchange company in Illinois.

AT&T Communications of Indiana, GP is a competitive local exchange company in Indiana.

AT&T Communications of Maryl and, LLC is a competitive local exch ange company in Maryl and.

AT&T Communications of Michig an, Inc. is a competitive local exchange company in Michigan.

AT&T Communications of the Midwest, Inc. is a competitive loc al exchange company in Iowa, Minnesota, Nebraska, North Dakota, and South Dakota.

AT&T Communications of the Mountain States, Inc. is a competitive loc al exchange company in Arizona, Colorado, Idaho, Mont ana, New Mexico, Utah and Wyoming.

AT&T Communications of Nevada, Inc. is a competitive loc al exchange company in Nevada.

15 AT&T Advanced Solutions

AT&T Communications of New York, Inc. is a competitive local exchange company in New York.

AT&T Communications of New Jersey, L.P. is a competitive local exchange company in New Jersey.

AT&T Communications of Ohio, Inc. is a competitive local exchange company in Ohio.

AT&T Communications of the Pacific Northwest, Inc. is a competitive local exchange company in Oregon and Washington.

AT&T Communications of Pennsylvania, LLC is a competitive local exchange company in Pennsylvania.

AT&T Communications of the South Central States, LLC is a competitive local exchange company in Alabama, Kentucky, Louisiana, Mississippi, and Tennessee.

AT&T Communications of the Southern States, LLC is a competitive local exchange company in Florida, Georgia, North Carolina and South Carolina.

AT&T Communications of the Southwest, Inc. is a competitive local exchange company in Arkansas, Kansas, Missouri, and Oklahoma.

AT&T Communications of Texas, Inc. is a competitive loc al exchange company in Texas.

AT&T Communications of Virginia, LLC is a competitive local exchange company in Virginia.

AT&T Communications of Washington D.C., LLC is a competitive local exchange company in the District of Columbia.

AT&T Communications of West Virginia, Inc. is a competitive loc al exchange company in West Virginia.

AT&T Communications of Wisconsin I, LP is a competitive local exchange company in Wisconsin.

AT&T Corp. is a competitive loc al exchange company in Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island and Vermont.

TCG of the Carolin as, Inc. is a competitive loc al exchange company in North Carolina.

TCG Colorado is a competitive local exchange company in Colorado.

16 AT&T Advanced Solutions

TCG Connecticut is a competitive local exchange company in Connecticut.

TCG Dallas is a competitive local exchange company in Texas.

TCG New Jersey, Inc. is a competitive local exchange company in Delaware, Massachusetts, New Hampshire, New Jersey and Pennsylvania.

TCG Detroit is a competitive local exchange company in Michigan.

TCG Kansas City, Inc. is a competitive local exchange company within the SWBT and Sprint/United territories in Arkansas, Kansas, and Missouri.

TCG Illinois, TCG Chicago and TCG St. Louis are competitive local exchange companies in Illinois.

TCG Indianapolis is a competitive local exchange company in Indiana.

TCG Joint Venture Holdings, Inc. d/b/a TCG Oregon is a competitive local exchange carrier in Oregon.

TCG Los Angeles, Inc. is a competitive local exchange company in California and Nevada.

TCG Maryland is a competitive local exchange company in Maryland.

TCG MidSouth, Inc. is a competitive local exchange company in Alabama and Tennessee.

TCG Milwaukee, Inc. is a competitive local exchange company in Wisconsin.

TCG Minnesota, Inc. is a competitive local exchange company in Minnesota.

TCG Ohio is a competitive local exchange company in Kentucky and Ohio.

TCG Omaha is a competitive local exchange company in Iowa and Nebraska.

TCG Oregon is a competitive local exchange company in Washington.

TCG Phoenix is a competitive local exchange company in Arizona.

TCG Pittsburgh is a competitive local exchange company in Pennsylvania.

TCG Rhode Island is a competitive local exchange company in Rhode Island.

TCG St. Louis is a competitive local exchange company in Missouri.

TCG San Diego and TCG San Francisco are competitive local exchange companies in California. 17 AT&T Advanced Solutions

TCG Seattle is a competitive local exchange company in Washington.

TCG South Florida is a competitive local exchange company in Florida.

TCG Utah is a competitive local exchange company in Utah.

TCG Virginia, Inc. is a competitive local exchange company in Virginia and West Virginia.

Teleport Communications of Atlanta, Inc. is a competitive local exchange company in Georgia.

Teleport Communications Houston, Inc. is a competitive local exchange company in Texas.

Teleport Communications New York is a competitive local exchange company in New Jersey and New York.

Teleport Communications of Washington, D.C., Inc. is a competitive local exchange company in the District of Columbia.

TC Systems, Inc. is a competitive local exchange company in Louisiana, Mississippi, New Mexico, New York, Oklahoma and South Carolina.

ACC Corp. is an interexchange carrier for Massachusetts and New York.

BellSouth Telecommunications, Inc. d/b/a AT&T Southeast is an incumbent local exchange company in Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee.

BellSouth Telecommunications, Inc. d/b/a/AT&T Southeast is a competitive local exchange company in Alabama and Florida.

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service is an interexchange carrier operating in 50 states.

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service is also authorized or registered as a competitive local exchange company in Alabama, Arkansas, Colorado, Connecticut, Florida, Georgia, Hawaii, Illinois, Indiana, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Montana, Missouri, Nebraska, Nevada, North Carolina, North Dakota, New Jersey, New York, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Texas, Utah, Vermont, Washington, Wisconsin, West Virginia and Wyoming.

The data subsidiaries of AT&T Inc., SBC Advanced Solutions, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Illinois, Inc. d/b/a 18 AT&T Advanced Solutions

AT&T Advanced Solutions, Ameritech Advanced Data Services of Indiana, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Michigan, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Ohio, Inc., and Ameritech Advanced Data Solutions of Wisconsin, Inc. d/b/a AT&T Advanced Solutions has registered to offer data services in Arkansas, California, Connecticut, Illinois, Indiana, Kansas, Michigan, Missouri, Nevada, Ohio, Oklahoma, Texas and Wisconsin.

AT&T Mobility LLC is federally licensed provider of wireless services in all 50 states.

Applicant and the other telecommunications companies listed above are wholly owned subsidiaries of AT&T Inc., the parent company.

Organizational charts depicting the Applicant's relationships with its affiliates and the ownership interest of parent corporations in their subsidiaries is provided in Attachment A.

19 AT&T Advanced Solutions

3. State the name and only one name, in which the Applicant wants the Commission to issue its certificate. (NOTE: If the Applicant is a corporation, the Commission will issue the certificate in either the Applicant's corporate or assumed name, not both. The certificate holder must use only the name approved by the Commission on all bills and advertisements sent to or viewed by the public. Name Changes require Commission Approval as well as Secretary of State Approval.)

AT&T Advanced Solutions

20 AT&T Advanced Solutions

SECTION TWO - TECHNICAL INFORMATION

4. (a) Provide a detailed description of the telecommunications services to be provided.

Through this application, AT&T Advanced Solutions requests that the Commission grant AT&T Advanced Solutions' request for an amendment to its Certificate of Operating Authority (COA) to approve its corporate restructu ring.

(b) Indicate with a yes or no response, whether the Applicant will be providing the following telecommunications services:

Business Residential NL POTS (Plain Old Telephone Service) N N N Y ADSL Y~ N ISDN N N N HDSL N N N SDSL N N N RADSL N N N VDSL N N N Optical Services N N N T1-Private Line N N N Switch 56 KBPS (KiloBits Per Second) N N Y Frame Relay Y N N Fractional Ti N N N Long Distance N N N Wireless N N Y Other (Please Describe): Y N

Applicant will provide Advanced Data Services which include: ADSL (Asynchronous Digital Subscriber Line), Frame Relay, ATM (Asynchronous Transfer Mode), TSP (Telecommunications Service Priority), NAP (Network Access Point) and WDSTL (Wholesale DSL Transport). Applicant additionally has the following grandfathered services: Native LAN and BEVS (Broadband Educational Video Service). These services rely upon packetized technology and have the capability of supporting transmission speeds of at least 56 kilobits per second in both the transmit and receive direction. In the event that the Applicant obtains or develops excess or unused facilities or capacities, Applicant may enter into commercially reasonable and advantageous agreements with other carriers to maximize use of such facilities or capacities.

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5. (a) Is the Applicant providing prepaid calling services?

No.

(b) If yes to (a), provide a yes or no response to the list of telecommunications services below:

Residential Prepaid Local Calling Services Business Prepaid Local Calling Services Residential Prepaid Domestic Long Distance Calling Services Business Prepaid Domestic Long Distance Calling Services Residential Prepaid International Long Distance Calling Services Business Prepaid International Long Distance Calling Services

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6. (a) Indicate below the type of local exch ange provider being requested: (Facilities- based, Resale Only, Data Only, or a combination these types of providers).

Facilities-based and/or Data services.

(b) If the answer involves facilities-based or data, please provide a detailed description of the facilities, platforms, or systems that will be used to provide these services. Telecommunication facilities include: conduits, ducts, poles, wires, cables, end-office switches, telecommunications circuit equipment, telecommunications signaling systems, and telecommunications transmission facilities used to provide basic local exchange telephone service, basic local telecommunications service, and switched access service.

Applicant will provide Advanced Data Services which include: ADSL (Asynchronous Digital Subscriber Line), Frame Relay, ATM (Asynchronous Transfer Mode), TSP (Telecommunications Service Priority), NAP (Network Access Point) and WDSTL (Wholesale DSL Transport). Applicant additionally has the following grandfathered services: Native LAN and BEVS (Broadband Educational Video Service). These services rely upon packetized technology and have the capability of supporting transmission speeds of at least 56 kilobits per second in both the transmit and receive direction. In the event that the Applicant obtains or develops excess or unused facilities or capacities, Applicant may enter into commercially reasonable and advantageous agreements with other carriers to maximize use of such facilities or capacities.

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7. Provide a written description of the exchanges, local access and transportation areas (LATAs), or incumbent local exchange company (ILEC) service areas or attach a scaled map of the geographic area for which the certificate is requested within the State of Texas that the Applicant proposes to serve.

AT&T Advanced Solutions intends to provide Advanced Data Services in all ILEC service areas within Texas.

24 AT&T Advanced Solutions

8. Does the Applicant, owner, or any affiliate currently hold a service provider ce rtificate of operating authority (SPCOA), certificate of operating autho rity (COA), or certificate of convenience and necessity (CCN) for any part of the area covered by this Application?

Yes.

Southwestern Bell Telephone Company d/b/a AT&T Texas is the holder of CCN No. 40079 and COA No. 50005.

The affiliates listed below were granted COAs by the Commission prior to the SBC/AT&T merger; and are operating as competitive local exch ange companies.

AT&T Communications of Texas, Inc. COA No. 50003 TCG Dallas COA No. 50020 , Teleport Communications Houston, Inc. COA No. 50021

The affiliate listed below was granted an SPCOA by the Commission prior to the AT&T/BellSouth merger, and is a competitive local exchange company.

BellSouth Long Distance, Inc. SPCOA No. 60172

25 AT&T Advanced Solutions

9. (a) Does the Applicant expect to provide service to customers other than itself and its affiliates?

Yes.

(b) Has the Applicant provided one copy of this Application to the Commission on State Emergency Communications (a.k.a. 911 Commission)? (Send copy to Commission on State Emergency Communications, Revenue Account Section at 333 Guadalupe Street, Suite 2-212, Austin, Texas 78701- 3942, with phone number 512-305-6911, fax number 512-305-6937, and website address www.911. state. tx. us).

Yes.

(c) As part of the Application provided to the 911 Commission, the applicant shall provide the name, title, address, and telephone number of the applicant's 911 contact person as required in Substantive Rule No. 26.433(e)(2)(a). Any change in the information about the applicant's designated 911 contact person shall be filed with the 911Commission with five days of the change.

AT&T Advanced Solutions 911 contact person is: Scott Walker Area Manager - Regulatory Relations 1010 N. Saint Mary's St., Room 1318 San Antonio, TX 78215 (210) 246-8143

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10. (a) Is the Applicant a municipality?

No.

(b) Will the Applicant enable a municipality or municipal electric system to offer for sale to the public, directly or indirectly, local exchange telephone service, basic local telecommunications service, switched access service, or any non-switched telecommunications service used to provide connections between customers' premises within an exchange or between a customer's premises and a long distance provider serving the exchange?

No.

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1 l. (a) State whether the Applicant has applied for any necessary municipal consent, franchise, or permit required for the types of services and facilities for which it is applying.

Applicant has not applied for any municipal consents, franchises or permits and believes none are necessary for the services it provides. However, should such approvals be needed in the future, Applicant will apply for them.

(b) Identify the municipalities from which such consent, franchise, or permit has been requested.

None have been requested.

28 AT&T Advanced Solutions

SECTION THREE - TECHNICAL QUALIFICATIONS

13. (a) Has the Applicant, its owners, or any affiliate applied for a permit, license, or certificate to provide telecommunications services in any state other than Texas? If yes, identify the state(s) and fully explain.

Nevada Bell Telephone Company is an incumbent local exchange company in Nevada.

Pacific Bell Telephone Company has registered to provide incumbent local exchange services in California.

The Southern New England Telephone Company has registered to provide incumbent local exchange services in Connecticut.

Indiana Bell Telephone Company, Incorporated has registered to provide incumbent local exchange services in Indiana.

Michigan Bell Telephone Company has registered to provide incumbent local exchange services in Michigan.

The Ohio Bell Telephone Company has registered to provide incumbent local exchange services in Ohio.

Illinois Bell Telephone Company has registered to provide local exchange services in Illinois.

Wisconsin Bell, Inc. has registered to provide incumbent local exchange services in Wisconsin.

The long distance subsidiary of AT&T Inc., SBC Long Distance, LLC d/b/a AT&T Long Distance, has applied for a certificate or has registered to offer intrastate interexchange services in Alabama, Alaska, Arkansas, Arizona, California, Colorado, Connecticut, Delaware, District of Columbia, Florida, Georgia, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Ohio, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Texas, Utah, Vermont, Virginia, Washington, West Virginia, Wisconsin and Wyoming.

SBC Long Distance, LLC, d/b/a AT&T Long Distance has registered as a competitive local exchange company in Arizona, Colorado, The District of Columbia, Florida, Georgia, Kentucky, Maryland, Massachusetts, Minnesota, Mississippi, Nevada, New Jersey, New York, North Carolina, Oregon, Pennsylvania, South Carolina, Tennessee, Utah, Virginia and Washington.

29 AT&T Advanced Solutions

The data subsidiaries of AT&T Inc., SBC Advanced Solutions, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Illinois, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Indiana, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Michigan, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Ohio, Inc., and Ameritech Advanced Data Solutions of Wisconsin, Inc. d/b/a AT&T Advanced Solutions has registered to offer data services in Arkansas, California, Connecticut, Illinois, Indiana, Kansas, Michigan, Missouri, Nevada, Ohio, Oklahoma, Texas and Wisconsin.

Alascom, Inc., d/b/a AT&T Alascom is a competitive local exch ange company in Alaska.

AT&T Communications of California, Inc. is a competitive local exchange company in California.

AT&T Communications of Delaware, LCC is a competitive local exchange company in Delaware.

AT&T Communications of Hawaii, Inc. is a competitive loc al exchange company in Hawaii.

AT&T Communications of Illinois, Inc. is a competitive loc al exchange company in Illinois.

AT&T Communications of Indiana, GP is a competitive local exchange company in Indiana.

AT&T Communications of Maryland, LLC is a competitive local exchange company in Maryl and.

AT&T Communications of Michigan, Inc. is a competitive loc al exchange company in Michigan.

AT&T Communications of the Midwest, Inc. is a competitive loc al exchange company in Iowa, Minnesota, Nebraska, North Dakota, and South Dakota.

AT&T Communications of the Mountain States, Inc. is a competitive local exchange company in Arizona, Colorado, Idaho, Montana, New Mexico, Utah and Wyoming.

AT&T Communications of Nevada, Inc. is a competitive loc al exchange company in Nevada.

AT&T Communications of New York, Inc. is a competitive local exchange company in New York.

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AT&T Communications of New Jersey, L.P. is a competitive local exchange company in New Jersey.

AT&T Communications of Ohio, Inc. is a competitive local exchange company in Ohio.

AT&T Communications of the Pacific Northwest, Inc. is a competitive local exchange company in Oregon and Washington.

AT&T Communications of Pennsylvania, LLC is a competitive local exchange company in Pennsylvania.

AT&T Communications of the South Central States, LLC is a competitive local exchange company in Alabama, Kentucky, Louisiana, Mississippi, - and Tennessee.

AT&T Communications of the Southern States, LLC is a competitive local exchange company in Florida, Georgia, North Carolina and South Carolina.

AT&T Communications of the Southwest, Inc. is a competitive local exchange company in Arkansas, Kansas, Missouri, and Oklahoma.

AT&T Communications of Texas, Inc. is a competitive loc al exchange company in Texas.

AT&T Communications of Virginia, LLC is a competitive local exchange company in Virginia.

AT&T Communications of Washington D.C., LLC is a competitive local exchange company in the District of Columbia.

AT&T Communications of West Virginia, Inc. is a competitive local exchange company in West Virginia.

AT&T Communications of Wisconsin I, LP is a competitive local exchange company in Wisconsin.

AT&T Corp. has registered to offer competitive local exchange services in the states of Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island and Vermont.

TCG has registered to offer competitive local exchange services in Alabama, Arkansas, Arizona, California, Colorado, Connecticut, Florida, Illinois, Indiana, Iowa, Kansas, Maryland, Michigan, Minnesota, Missouri, Nebraska, New Jersey, Nevada, North Carolina, Ohio, Oregon, Pennsylvania, Rhode Island, Tennessee, Texas, Utah, Virginia, West Virginia, Wisconsin and Washington.

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Teleport Communications has registered to offer competitive local exchange services in the District of Columbia, Georgia, Massachusetts, New Hampshire, New Jersey, New York, and Texas.

TC Systems, Inc. has registered to offer competitive local exchange services in Louisiana, Mississippi, New Mexico, New York, Oklahoma and South Carolina.

ACC Corp., a wholly-owned subsidiary of Teleport Communications Group, Inc., has registered to offer intrastate interexchange services in Massachusetts and New York.

BellSouth Telecommunications, Inc. d/b/a AT&T Southeast has registered to offer incumbent local exchange services in Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee.

BellSouth Telecommunications, Inc. d/b/a/AT&T Southeast has registered to offer competitive local exchange services in Alabama and Florida.

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service has registered as an interexchange carrier operating in 50 states.

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service has registered as a competitive local exchange company in Alabama, Arkansas, Colorado, Connecticut, Florida, Georgia, Hawaii, Illinois, Indiana, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Montana, Missouri, Nebraska, Nevada, North Carolina, North Dakota, New Jersey, New York, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Texas, Utah, Vermont, Washington, Wisconsin, West Virginia and Wyoming.

AT&T Mobility LLC is a federally licensed provider of wireless services in all 50 states.

(b) Has the Applicant, its owners, or any affiliate ever had a permit, license, or certificate to provide telecommunications services granted by any state? If yes, identify the state(s) and fully explain.

Nevada Bell Telephone Company is an incumbent local exchange company in Nevada.

Pacific Bell Telephone Company has registered to provide incumbent local exchange services in California.

The Southern New England Telephone Company has registered to provide incumbent local exchange services in Connecticut.

Indiana Bell Telephone Company, Incorporated has registered to provide incumbent local exchange services in Indiana. 32 AT&T Advanced Solutions

Michigan Bell Telephone Company has registered to provide incumbent local exchange services in Michigan.

The Ohio Bell Telephone Company has registered to provide incumbent local exchange services in Ohio.

Illinois Bell Telephone Company has registered to provide local exchange services in Illinois.

Wisconsin Bell, Inc. has registered to provide incumbent local exchange services in Wisconsin.

The long distance subsidiary of AT&T Inc., SBC Long Distance, LLC -d/b/a AT&T Long Distance, has applied for a certificate or has registered to offer intrastate interexchange services in Alabama, Alaska, Arkansas, Arizona, California, Colorado, Connecticut, Delaware, District of Columbia, Florida, Georgia, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, North Dakota, Ohio, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Texas, Utah, Vermont, Virginia, Washington, West Virginia, Wisconsin and Wyoming.

SBC Long Distance, LLC, d/b/a AT&T Long Distance has registered as a competitive local exchange company in Arizona, Colorado, The District of Columbia, Florida, Georgia, Kentucky, Maryland, Massachusetts, Minnesota, Mississippi, Nevada, New Jersey, New York, North Carolina, Oregon, Pennsylvania, South Carolina, Tennessee, Utah, Virginia and Washington.

The data subsidiaries of AT&T Inc., SBC Advanced Solutions, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Illinois, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Indiana, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Michigan, Inc. d/b/a AT&T Advanced Solutions, Ameritech Advanced Data Services of Ohio, Inc., and Ameritech Advanced Data Solutions of Wisconsin, Inc. d/b/a AT&T Advanced Solutions has registered to offer data services in Arkansas, California, Connecticut, Illinois, Indiana, Kansas, Michigan, Missouri, Nevada, Ohio, Oklahoma, Texas and Wisconsin.

Alascom, Inc., d/b/a AT&T Alascom is a competitive local exchange company in Alaska.

AT&T Communications of California, Inc. is a competitive local exch ange company in California.

AT&T Communications of Delaware, LCC is a competitive local exchange company in Delaware. 33 AT&T Advanced Solutions

AT&T Communications of Hawaii, Inc. is a competitive local exchange company in Hawaii.

AT&T Communications of Illinois, Inc. is a competitive local exchange company in Illinois.

AT&T Communications of Indiana, GP is a competitive local exchange company in Indiana.

AT&T Communications of Maryland, LLC is a competitive local exchange company in Maryland.

AT&T Communications of Michigan, Inc. is a competitive local exchange company in Michigan.

AT&T Communications of the Midwest, Inc. is a competitive local exchange company in Iowa, Minnesota, Nebraska, North Dakota, and South Dakota.

AT&T Communications of the Mountain States, Inc. is a competitive loc al exchange company in Arizona, Colorado, Idaho, Mont ana, New Mexico, Utah and Wyoming.

AT&T Communications of Nevada, Inc. is a competitive local exchange company in Nevada.

AT&T Communications of New York, Inc. is a competitive local exchange company in New York.

AT&T Communications of New Jersey, L.P. is a competitive local exchange company in New Jersey.

AT&T Communications of Ohio, Inc. is a competitive local exchange company in Ohio.

AT&T Communications of the Pacific Northwest, Inc. is a competitive local exchange company in Oregon and Washington.

AT&T Communications of Pennsylvania, LLC is a competitive loc al exchange company in Pennsylvania.

AT&T Communications of the South Central States, LLC is a competitive loc al exchange company in Alabama, Kentucky, Louisiana, Mississippi, and Tennessee.

AT&T Communications of the Southern States, LLC is a competitive local exchange company in Florida, Georgia, North Carolina and South Carolina.

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AT&T Communications of the Southwest, Inc. is a competitive local exchange company in Arkansas, Kansas, Missouri, and Oklahoma.

AT&T Communications of Texas, Inc. is a competitive local exchange company in Texas.

AT&T Communications of Virginia, LLC is a competitive local exchange company in Virginia.

AT&T Communications of Washington D.C., LLC is a competitive local exchange company in the District of Columbia.

AT&T Communications of West Virginia, Inc. is a competitive local exchange company in West Virginia.

AT&T Communications of Wisconsin I, LP is a competitive local exchange company in Wisconsin.

AT&T Corp. has registered to offer competitive local exchange services in the states of Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island and Vermont.

TCG has registered to offer competitive local exchange services in Alabama, Arkansas, Arizona, California, Colorado, Connecticut, Florida, Illinois, Indiana, Iowa, Kansas, Maryland, Michigan, Minnesota, Missouri, Nebraska, New Jersey, Nevada, North Carolina, Ohio, Oregon, Pennsylvania, Rhode Island, Tennessee, Texas, Utah, Virginia, West Virginia, Wisconsin and Washington.

Teleport Communications has registered to offer competitive local exchange services in the District of Columbia, Georgia, Massachusetts, New Hampshire, New Jersey, New York, and Texas.

TC Systems, Inc. has registered to offer competitive local exchange services in Louisiana, Mississippi, New Mexico, New York, Oklahoma and South Carolina.

ACC Corp., a wholly-owned subsidiary of Teleport Communications Group, Inc., has registered to offer intrastate interexchange services in Massachusetts and New York.

BellSouth Telecommunications, Inc. d/b/a AT&T Southeast has registered to offer incumbent local exchange services in Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee.

BellSouth Telecommunications, Inc. d/b/a/AT&T Southeast has registered to offer competitive local exchange services in Alabama and Florida.

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service has registered as an interexchange carrier operating in 50 states. 35 AT&T Advanced Solutions

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service has registered as a competitive local exchange company in Alabama, Arkansas, Colorado, Connecticut, Florida, Georgia, Hawaii, Illinois, Indiana, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Montana, Missouri, Nebraska, Nevada, North Carolina, North Dakota, New Jersey, New York, Oklahoma, Oregon, Pennsylvania, Rhode Island, South Carolina, South Dakota, Tennessee, Texas, Utah, Vermont, Washington, Wisconsin, West Virginia and Wyoming.

AT&T Mobility LLC is a federally licensed provider of wireless services in all 50 states.

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(c) Has the Applicant, its owners, or any affiliate ever had any permit, license, or certificate denied or revoked by any state? If yes, identify the state(s) and fully explain.

No.

(d) Has the Applicant, its owners, or any affiliate ever provided telecommunications services in Texas or any other state? If yes, identify the state(s) and fully explain.

Same as response to 13(b).

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(e) List any telecommunications certifications/authorizations or registrations granted to the Applicant, its parent company, its owners, or any of its affiliates within the State of Texas.

ILEC Status:

Southwestern Bell Telephone Company d/b/a AT&T Texas is the holder of CCN No. 40079.

CLEC Status:

Southwestern Bell Telephone Company d/b/a AT&T Texas is the holder of COA No. 50005.

AT&T Communications of Texas, Inc. is the holder of COA No. 50003.

Teleport Communications of Houston, Inc. is the holder of COA No. 50021.

TCG Dallas is the holder of COA No. 50020.

SBC Advanced Solutions, Inc. d/b/a AT&T Advanced Solutions is the holder of COA No. 50026.

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service is the holder of SPCOA No. 60172.

IXC Status:

SBC Long Distance, LLC d/b/a AT&T Long Distance is registered with the Commission as an interexchange carrier under IX011185.

AT&T Communications of Texas, L.P. is registered with the Commission an interexchange carrier under IX010159.

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service is registered with the Commission as an interexchange carrier under 1X010188.

SNET America, Inc. d!b/a AT&T Long Distance East is registered with the Commission as an interexchange carrier under IX011173.

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14. (a) Provide the complaint history and history of regulatory actions taken against the Applicant, its parent company, any affiliated companies, and/or any companies of the owners that are public utilities or that have provided telecommunications services for the past 24 months in other states. The information should include, but not be limited to, the type of complaint, status of the complaint, and the resolution of the complaint.

The following complaint history reports are provided in Attachment B: AT&T Southwest Region - Texas, Oklahoma, Missouri, Kansas, and Arkansas AT&T Texas AT&T Midwest Region - Illinois, Indiana, Ohio, Michigan, and Wisconsin AT&T West - California AT&T West - Nevada AT&T East - Connecticut AT&T Southeast Region - Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee - Small Business/Consumer AT&T Southeast Region - Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee - Long Distance AT&T Advanced Solutions, Inc. - 13 states AT&T Long Distance - 50 states AT&T Communications Consumer - 50 states AT&T Communications Business - 50 states - Small Business and Large Business AT&T Communications Slamming - 50 states AT&T Mobility (formerly "Cingular") - 50 States

(b) Has the Applicant, its parent company, any affiliated companies, and/or any companies of the owner been notified that it is currently under investigation in Texas or another state or jurisdiction for violation of any deceptive trade or consumer protection law or regulation? If yes, please explain.

Southwestern Bell Telephone Company (includes incumbent local exchange companies in Texas, Arkansas, Oklahoma, Missouri, and Kansas.) - Yes. See explanation for Texas and FCC below.

Nevada Bell Telephone Company - Yes, see FCC response below.

Pacific Bell Telephone Company - Yes, see FCC response below.

The Southern New England Telephone Company - No.

Indiana Bell Telephone Company, Incorporated - No.

Michigan Bell Telephone Company - No.

The Ohio Bell Telephone Company - No. 39 AT&T Advanced Solutions

Illinois Bell Telephone Company - No.

Wisconsin Bell, Inc. - Yes. See explanation below.

AT&T Advanced Solutions, Inc. - No.

SBC Long Distance, LLC - No.

Alascom, Inc., d/b/a AT&T Alascom - No.

AT&T Communications of California, Inc. - No.

AT&T Communications of Delaware, LCC - No.

AT&T Communications of Hawaii, Inc. - No.

AT&T Communications of Illinois, Inc. - No.

AT&T Communications of Indiana, GP - No.

AT&T Communications of Maryland, LLC - No.

AT&T Communications of Michigan, Inc. - No.

AT&T Communications of the Midwest, Inc. (includes Iowa, Minnesota, Nebraska, North Dakota, and South Dakota) - No.

AT&T Communications of the Mountain States, Inc. (includes Arizona, Colorado, Idaho, Montana, New Mexico, Utah and Wyoming) - No.

AT&T Communications of Nevada, Inc. - No.

AT&T Communications of New Jersey, LLC - No.

AT&T Communications of Ohio, Inc. - No.

AT&T Communications of the Pacific Northwest, Inc. (includes Oregon and Washington) - No.

AT&T Communications of Pennsylvania, LLC - No.

AT&T Communications of the South Central States, LLC (includes Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee) - No.

AT&T Communications of the Southwest, Inc. (includes Arkansas, Kansas, Missouri, and Oklahoma) - No. 40 AT&T Advanced Solutions

AT&T Communications of Texas, Inc. - No.

AT&T Communications of Virginia, LLC - No.

AT&T Communications of Washington D.C., LLC - No.

AT&T Communications of West Virginia, Inc. - No.

AT&T Communications Holdings of Wisconsin 1, LP - No.

TCG of the Carolinas, Inc. - No.

TCG Colorado - No.

TCG Connecticut - No.

TCG Dallas (Texas) - No.

TCG Detroit (Michigan) - No.

TCG Kansas City, Inc. (within the SWBT and Sprint/United territories in Arkansas, Kansas, and Missouri) - No.

TCG Illinois, TCG Chicago and TCG St. Louis (Illinois) - No.

TCG Indianapolis (Indiana) - No.

TCG Los Angeles (includes California and Nevada) - No.

TCG Maryland - No.

TCG MidSouth, Inc. (includes Alabama and Tennessee) - No.

TCG Milwaukee, Inc. (Wisconsin) - No.

TCG Minnesota, Inc. - No.

TCG Ohio - No.

TCG Omaha (includes Iowa and Nebraska) - No.

TCG Oregon (includes Oregon and Washington) - No.

TCG Payphones, Inc. (Arizona) - No.

TCG Phoenix (Arizona) - No.

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TCG Pittsburgh (Pennsylvania) - No.

TCG Rhode Island - No.

TCG St. Louis (Missouri) - No.

TCG San Diego and TCG San Francisco (California) - No.

TCG Seattle (Washington) - No.

TCG South Florida - No.

TCG Utah - No.

TCG Virginia, Inc. - No.

TCG Virginia in West Virginia - No.

Teleport Communications of Atlanta, Inc. (Georgia) - No.

Teleport Communications of Boston, Inc. (includes Massachusetts and New Hampshire) - No.

Teleport Communications Group, Inc. (New York) - No.

Teleport Communications Houston, Inc. (Texas) - No.

Teleport Communications of New York (New Jersey) - No.

Teleport Communications of Washington, D.C., Inc. (District of Columbia) - No.

TC Systems, Inc. (includes Louisiana, Mississippi, New Mexico, New York, Oklahoma and South Carolina) - No.

ACC Corp. (includes Massachusetts and New York) - No.

BellSouth Telecommunications, Inc. d/b/a AT&T Southeast (includes Alabama, Florida, Georgia, Kentucky, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee) - Yes in Florida, see below.

BellSouth Long Distance, Inc. d/b/a AT&T Long Distance Service - No.

AT&T Mobility LLC - Yes, see notation below.

Southwestern Bell Telephone Company: In January 2005, this entity received a civil investigative demand (C ID) from the Texas Attorney General's office, issued pursuant to the Texas Deceptive Trade Practices Act. The CID requested information concerning two issues -- an increase in the monthly recurring fee for 42 AT&T Advanced Solutions

certain long distance plans provided by AT&T Texas' long distance service affiliate, and the toll charges imposed for calls between Austin and certain surrounding areas. The requested information was provided in February and April of 2005. To date, the Attorney General's office has not re-contacted the company regarding this matter.

Wisconsin Bell Inc.: There is no pending docket or proceeding alleging a violation; however, the Wisconsin Dept. of Agriculture, Trade and Consumer Protection has requested information regarding certain consumer retail activities of AT&T Wisconsin, SBCIS, and Cingular (now AT&T Mobility). The requested information includes the recording of calls to call centers, negative option billing, early termination fees, third-party verification processes, customer disclosures, and disconnection of SBCIS services. The Depa rtment has also requested information regarding the disclosure of PIC change charges. Moreover, AT&T Wisconsin has received two additional civil investigative dem ands from the Department involving a number of unrelated customer complaints filed with the Department. We do not expect any further investigation of these complaints.

FCC: AT&T has self-disclosed certain issues with its CPNI practices to the Federal Communications Commission. The entities subject to the investigation include AT&T Southwest, AT&T West and AT&T Midwest incumbent local exchange carriers. Specifically, the Commission is investigating whether AT&T's CPNI opt-out mechanisms comply with the FCC's rules. AT&T is engaging n discussions to resolve these matters via a Consent Decree.

BellSouth Telecommunications, Inc.: In Florida, the Public Service Commission has asked for information on complaints involving the sales activities of ce rtain vendors. AT&T works with customers to resolve any complaints, and will be providing the PSC with information on the controls and safeguards in place to ensure third party vendors follow proper sales practices.

AT&T Mobility: Investigations by the Washington and Florida Attorneys General regarding the sale of AT&T Mobility's Roadside Assistance feature. Both investigations concern allegations that customers received Roadside Assistance but did not subscribe to the feature at the point of sale. Also there is an investigation by the New York Attorney General regarding AT&T Mobility's use of promotional cards in rebate advertising under New York's net price advertising statute.

(c) Provide the number of customers per state (including Texas) for the past 24 months, for the Applicant, its parent company, and/or any affiliates that are providing telecommunications services.

AT&T provides the following data for the Incumbent entities:

Southwestern Bell Telephone Company - Arkansas; Kansas; Missouri; Oklahoma; Texas. 43 AT&T Advanced Solutions

Nevada Bell Telephone Company - Nevada.

Pacific Bell Telephone Company - California.

The Southern New England Telephone Company - Connecticut.

Illinois Bell Telephone Company - Illinois.

Indiana Bell Telephone Company, Incorporated - Indiana.

Michigan Bell Telephone Company - Michigan.

The Ohio Bell Telephone Company - Ohio.

Wisconsin Bell, Inc. - Wisconsin.

BellSouth Telecommunications, Inc. d/b/a AT&T Southeast - Alabama; Florida; Georgia; Kentucky; Louisiana; Mississippi; North Carolina; South Carolina and Tennessee.

Together, these ILEC entities have approximately 57 million access lines. The breakdown by state is provided in Attachment C. It is Confidential Information and is being filed pursuant to Proc. R. §22.71(d).

All AT&T Non-ILEC Affiliate Customer Data Information is provided in Attachment C. It is Confidential information and is being filed pursuant to Proc. R. §22.71(d).

44 AT&T Advanced Solutions

15. (a) Provide a detailed description of the Applicant's technical qualifications to provide the local exchange service, basic local telecommunications service, and/or switched access service proposed in this Application.

AT&T Advanced Solutions does not intend to provide local exchange service, basic local telecommunications service, or switched access service, and, instead, will provide only wireline data services. Applicant will provide Advanced Data Services which include: ADSL (Asynchronous Digital Subscriber Line), Frame Relay, ATM (Asynchronous Transfer Mode), TSP (Telecommunications Service Priority), NAP (Network Access Point) and WDSTL (Wholesale DSL Transport). Applicant additionally has the following grandfathered services: Native LAN and BEVS (Broadband Educational Video Service). These services rely upon packetized technology and have the capability of supporting transmission speeds of at least 56 kilobits per second in both the transmit and receive direction. In the event that the Applicant obtains or develops excess or unused facilities or capacities, Applicant may enter into commercially reasonable and advantageous agreements with other carriers to maximize use of such facilities or capacities.

(b) If the Applicant plans to rely upon a consultant to meet the technical qualifications requirements, provide the following information: (1) name, address, and phone number of consultant, (2) a copy of the contract between the principals and the consultant, (3) consultant's resume or description of experience, (4) information regarding any professional registrations or certifications, (5) percentage of the consultant's time being contracted, and (6) a list of other telecommunications companies served by the consultant and the percentage of time allotted to each company.

Applicant will not rely upon a consultant to meet technical qualifications requirements.

(c) Provide a detailed description or individual resumes setting forth the qualifications of the Applicant's key personnel. Descriptions or resumes shall include (1) Key Personnel Names, (2) Applicant Company Titles, (3) Detailed Telecommunications Experience, and (4) Years of Experience.

Richard G. Lindner Senior Executive Vice President and Chief Financial Officer, AT&T Inc. Director, AT&T Corp. Rick Lindner, senior executive vice president and chief financial officer, is responsible for directing financial planning, accounting, tax, auditing, investment management, financing and investor and shareowner relations for AT&T. He was named senior executive vice president and chief financial officer for SBC Communications Inc. in May 2004, and remained in this position following SBC's acquisition of AT&T in November 2005.

Previously Lindner served as chief financial officer for Cingular Wireless, the joint wireless venture between SBC and BellSouth. 45 AT&T Advanced Solutions

Lindner joined Cingular from SBC Wireless Inc., where he served as senior vice president and chief operating officer. He was responsible for the headquarters operations of SBC's domestic wireless business. Lindner's areas of responsibility with SBC Wireless included strategic marketing, network planning, customer care, national sales, finance and human resources.

He previously served as president and chief executive officer of Southwestern Bell Wireless. There, he was in charge of all wireless operations in Arkansas, Kansas, Missouri, Oklahoma and Texas.

Lindner also served as vice president and chief financial officer for Southwestern Bell Telephone in San Antonio, where he directed company financial operations. Areas of responsibility included corporate budgets, financial reporting, regulatory accounting, capital recovery, financial analysis, business planning, and credit and collections. He was appointed to this position in 1996.

Lindner joined the SBC family of companies in 1986 as controller of Southwestern Bell Telecom. He became vice president and chief financial officer of Telecom in November of that year, a position he held until 1990. He then joined the holding company as director of investor relations. In 1991, he moved to Mexico City as director of finance for SBC International's Telmex operations and in 1992 he became controller for SBC in San Antonio.

Prior to joining SBC, Lindner was senior vice president and chief financial officer of Turco Development Company and was audit supervisor for Peat, Marwick, Mitchell & Co.

Mr. Lindner serves as a member of the Comerica Board of Directors.

A native of St. Louis, Lindner earned a Bachelor of Science Degree in business administration from the University of Missouri at St. Louis and he completed an advanced management program in telecommunications at the University of Southern California in Los Angeles.

D. Wayne Watts Senior Executive Vice President and General Counsel. AT&T Inc. Wayne Watts, senior executive vice president and general counsel, is responsible for all legal matters at AT&T. He was appointed to his current position in June 2007. Before this appointment, Mr. Watts served as vice president and associate general counsel for AT&T Inc., with legal responsibility for mergers and acquisitions, wireless operations, international operations, ASI, strategic planning, Project Lightspeed (IP/Data) and general corporate matters.

Previously, he served as vice president and assistant general counsel for SBC, with legal responsibility for a variety of general corporate and subsidiary legal matters, including SBC's mergers and acquisitions and wireless operations.

46 AT&T Advanced Solutions

Mr. Watts joined Southwestern Bell Telephone Company in 1983 as an attorney in Dallas. In 1986, he became general attorney for Southwestern Bell Publications in St. Louis, and two years later he transferred to the mergers and acquisitions staff of SBC's legal department in St. Louis. In 1989, Mr. Watts was named vice president-general attorney and secretary for Southwestern Bell Mobile Systems in Dallas. He became general attorney and assistant general counsel for SBC Communications Inc. in 1995 and served as legal counsel for SBC's mergers and acquisitions and wireless operations. He is a member of the State Bar of Texas, the Missouri Bar Association and the American Bar Association. He is admitted to practice before the U.S. District Court for the Northern District of Texas, the U.S. District Court for the Eastern District of Texas, the Fifth Circuit Court of Appeals and the Eighth Circuit Court of Appeals. A native of Abilene, Texas, Mr. Watts completed his high school education in Dallas. He graduated from the University of Texas at Arlington with a bachelor's degree in business administration in 1976. He received his Juris Doctorate in 1980 from Southern Methodist University.

Rick Resnick Sr. Vice President - Global Network Field Operations, AT&T Inc. President, AT&T Corp. Rick Resnick, Senior Vice President - Global Network Field Operations for AT&T is responsible for overall accountability for service delivery and results for the Central Office Operations supporting the global installation, provisioning, maintenance and monitoring of the AT&T Network elements and the associated infrastructure as well as the Undersea Cable Group. In addition, he has responsibility for AT&T Long Distance and Out of Region Network Data Center. Rick's team is comprised of over 12,000+ employees located in the United States, including, Puerto Rico, Guam and the Virgin Islands. In addition, the team supports MoW (Most of World) Network operations in 64 countries.

Most recently, Rick held the position of President of AT&T-Mexico. He was responsible for all of AT&T's interests in Mexico and Latin America. AT&T has been associated with Telmex and America Movil for 16 years as both a partner and owner of both companies. In addition to AT&T's ownership role, Rick also served on the Board of Directors of Telmex. Since the privatization of Telmex, AT&T has continued to assist Telmex in a number of technical, marketing and system arenas. Today, AT&T's investment in our Mexican partners is valued at over $7B.

Rick has worked at AT&T for 20 years and has held a variety of Network, Operations, and Financial assignments within SBC Communications. In 1988, he earned a BA degree from University of California - Irvine in Economics and Management Sciences.

47 AT&T Advanced Solutions

Kevin G. Leonard VP - National Mass Markets Sales & Service Operations, AT&T Corp. Kevin Leonard, Vice President National Mass Markets Sales and Service Operations, is responsible for AT&T's National Mass Markets consumer business. This business provides millions of consumers throughout the United States with long distance services. He was appointed to his current position in November 2006. Before this appointment, Mr. Leonard served as Vice President Prepaid Card Sales for AT&T Corp., with responsibility for AT&T's prepaid card business. Since joining AT&T in 1982, Kevin has acquired a broad r ange of business experiences over the past 26 years. He has held positions in such areas as product marketing, product management, customer service, channel management, process reengineering, new business development and sales management.

Kevin has a B.A. in mathematics from the State University of New York at Plattsburgh and an M.B.A. from New York University.

Wayne Wirtz Assistant Secretary, AT&T Inc. Secretary, AT&T Corp. Wayne Wirtz, Assistant Secretary of AT&T Inc. and Secretary of AT&T Corp., is General Attorney and Associate General Counsel for AT&T.

Mr. Wirtz joined the Southwestern Bell Telephone Company as an attorney in 1989, and has 19 years of telecommunications experience.

Mr. Wirtz received his bachelor's degree from the University of Cincinnati in 1976, and his Juris Doctorate in 1980 from Ohio State University in 1980.

Tod Clarno Vice President - Taxes, AT&T Corp. Tod Clarno, Vice President - Taxes for AT&T Corp., is Senior Executive Director - Tax. Mr. Clarno has worked at AT&T for 21 years in the tax organization, and is responsible for all international tax matters.

Mr. Clarno received a bachelor's degree in finance from Southern Illinois University, a Juris Doctorate degree from Southern Illinois University, and a Master of Laws degree (LLM) in Taxation from Washington University. .

48