3. Requested Authority

Applicant requests approval to implement the transfer of control contained in the Plans approved by the U.S. Bankruptcy Court. Pursuant to the Plans, 360networks no longer owns or controls 360 Corp., and 360 Corp. has become the new parent company of the reorganized 360networks group of companies, including Applicant. 360 Corp issued and allotted shares of its treasury stock to the company's new shareholders such that the company's Senior Lenders received 80.5% of the outstanding shares,⁵ unsecured U.S. and Canadian creditors received 12%, and certain employees and outside directors received 7.5%.

As a result of the Plans, the entity that previously held 20% or more of the shares of 360networks, Ledcor Holdings Inc., no longer indirectly controls Applicant. Instead, 360 Corp. has become Applicant's ultimate parent rather than 360networks and shares of 360 Corp. have been distributed to creditors, employees, and outside directors.

Applicant states that the change in indirect control of applicant's parent, 360 Corp., will serve the public interest and promote competition. According to Applicant, the change will improve the financial strength of the operating entity providing service in California. In addition, the change will be transparent to customers because Applicant's public utility operations will continue unabated with the same management and under the same name.

There were no protests or responses to the application.