JLG/hkr 11/4/2002

BEFORE THE PUBLIC UTILITIES COMMISSION OF THE STATE OF CALIFORNIA

Application Pursuant to Public Utilities Code Section 854 for Approval of the Indirect Transfer of Control of XO California, Inc. (U 5553 C) and XO Long Distance Services, Inc. (U 6272 C) from XO Communications, Inc., Debtor-In-Possession, to a Reorganized XO Communications, Inc. controlled by High River Limited Partnership.

Application 02-10-036 (Filed October 28, 2002)

ADMINISTRATIVE LAW JUDGE'S RULING GRANTING XO COMMUNICATIONS, INC.'S, XO CALIFORNIA, INC.'S, AND XO
LONG DISTANCE SERVICES, INC.'S MOTION FOR ORDER
SHORTENING RESPONSE PERIOD TO APPLICATION

On October 28,2002, XO Communications, Inc, XO California, Inc., and XO Long Distance Services, Inc. (collectively "Applicants") filed an application for approval of the indirect transfer of control of Applicants to a reorganized XO Communications, Inc. controlled by High River Limited Partnership. In conjunction with that application, Applicants also filed a motion for an order shortening the protest/response period to the application from 30 days to 15 days.

Protests to restructuring applications are rare; therefore, it is expected that shortening the time for protests and responses will not harm any party considering a response. In addition, Applicants expect the bankruptcy court to approve their restructuring plan in mid-November and want to close the transaction shortly thereafter.

Therefore, this ruling grants Applicants' motion to shorten the protest/response period.

IT IS RULED that: XO Communications, Inc.'s, XO California, Inc.'s, and XO Long Distance Services, Inc.'s motion for order shortening response period from 30 to 15 days is granted.

Dated November 4, 2002, at San Francisco, California.

		/s/ JANICE GRAU by PSW
		Janice Grau Administrative Law Judge

CERTIFICATE OF SERVICE

I certify that I have by mail this day served a true copy of the original attached Administrative Law Judge's Ruling Granting XO Communications, Inc.'s, XO California, Inc.'s, and XO Long Distance Services, Inc.'s Motion for Order Shortening Response Period to Application on all parties of record in this proceeding or their attorneys of record.

Dated November 4, 2002, at San Francisco, California.

/s/ KE HUANG

Ke Huang

NOTICE

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