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ALJ/DJE/jyc Mailed 12/13/01

Decision 01-12-029 December 12, 2001

BEFORE THE PUBLIC UTILITIES COMMISSION OF THE STATE OF CALIFORNIA

In the Matter of the Joint Application of Working Assets Funding Service, Inc. dba Working Assets Long Distance (U-5233-C) and Working Assets, Inc. for Ex Parte Authorization Under Cal Pub. Util. Code § 854 To Transfer Control to Working Assets, Inc.

Application 01-09-046

(Filed September 28, 2001)

O P I N I O N

1. Summary

This application seeks approval under Pub. Util. Code § 854 of a transaction that will transfer control of Working Assets Funding Service, Inc. (Working Assets) d/b/a Working Assets Long Distance, Inc., to Working Assets, Inc., a newly formed holding company. The transaction is structured to take effect upon approval of this Commission. The application is unopposed, and is granted.

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