4. Instructions on Remand

In view of our finding that §§ 854(b) and (c) apply to this merger transaction, we remand this proceeding to the Assigned Commissioner and the assigned ALJ for further proceedings not inconsistent with this order.

We take official notice that the FCC on October 31, 2005, by press release announced that it preliminarily approved at the federal level the merger application of SBC and AT&T, and that this approval will become final upon publication in the Federal Register at the end of this year or early next year. The FCC imposed conditions on the merger that in some cases are duplicative and in some cases are contradictory to conditions proposed by the Proposed Decision and the Alternate Decision. We believe that further proceedings will enable the Commission to be certain that any conditions it adopts in its decision will be complementary if possible, and not contradictory, to the conditions imposed by the FCC.

Accordingly, our decision today remands Application 05-02-027 to the Assigned Commissioner and to the assigned ALJ to conduct further proceedings consistent with this order. We urge that a proposed decision, and a proposed alternate decision if necessary, be presented to us as soon as practical after the FCC decision becomes final.