ALJ/BDP/avs Mailed 11/23/2005

Decision 05-11-012 November 18, 2005

BEFORE THE PUBLIC UTILITIES COMMISSION OF THE STATE OF CALIFORNIA

Joint Application and Request for Expedited Ex Parte Treatment of San Carlos Telecom, Inc. (U 5443 C) and Wave eXchange LLC for Approval of Transfer of Control.

Application 05-08-035 (Filed August 26, 2005)

OPINION GRANTING TRANSFER OF CONTROL

1. Summary

This decision grants the request of San Carlos Telecom, Inc. (U 5443 C) (San Carlos) and Wave eXchange LLC (Wave eXchange) (collectively, the Applicants), pursuant to California Pub. Util. Code §§ 851-854, for approval of a transaction pursuant to which Wave eXchange acquires the portion of the outstanding shares of common stock that it does not already own, and thereby voting control of San Carlos. The transaction will not affect the California operations of San Carlos. The matter is uncontested. This proceeding is closed.