2. Background

We have before us the Proposed Decision of ALJ Pulsifer (Proposed Decision) and the Proposed Alternate Decision of Commissioner Peevey and Commissioner Kennedy (Alternate Decision), each of which approves the application of SBC and AT&T to transfer control of AT&T's California utility subsidiaries to SBC. The proposed decisions impose different conditions on their approval of the merger.

The Proposed Decision finds that Pub. Util. Code § 854 applies in its entirety to this transaction. The Alternate Proposed Decision finds that § 854(a) applies to this transaction, but that §§ 854(b) and 854(c) do not apply.