00001
 1                BEFORE THE WASHINGTON
 2        UTILITIES AND TRANSPORTATION COMMISSION
 3   
 4  WORLDCOM, INC., f/k/a MFS    ) DOCKET NO. UT-980338
 5  INTELENET OF WASHINGTON,     ) VOLUME I
 6  INC.                         ) Pages 1-12
 7                Complainant,   )
 8           v.                  )
 9  GTE NORTHWEST, INC.,         )
10              Respondent.      )
11  _____________________________)
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14                     A hearing in the above matter was
15  held on October 13, 1998, at 1:42 p.m., at 1300
16  Evergreen Park Drive Southwest, Olympia, Washington,
17  before Administrative Law Judge KAREN CAILLE.
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20                     The parties were present as
21  follows:
22                     GTE NORTHWEST, INC., by Kimberly
23  Newman and Jennifer McClellan, Attorneys at Law,
24  Hunton & Williams, 1900 K Street, Suite 1200,
25  Washington, DC 20006 (via conference bridge).
00002
 1                     WORLDCOM, INC., by Richard Rindler
 2  and Michael Fleming, Attorneys at Law, Swidler &
 3  Berlin, Chartered, 3000 K Street, Suite 300,
 4  Washington, DC  20007 (via conference bridge).
 5                     THE COMMISSION, by Gregory J.
 6  Trautman, Assistant Attorney General, 1400 South
 7  Evergreen Park Drive, S.W., Olympia, Washington
 8  98504-0128.
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24  Barbara L. Spurbeck, CSR
25  Court Reporter
00003
 1            JUDGE CAILLE:  Let's go on the record.
 2  We'll take appearances and then we'll go off the
 3  record and discuss a schedule.
 4            MR. RINDLER:  Your Honor, this is Richard
 5  Rindler --
 6            JUDGE CAILLE:  Just a second.
 7            MR. RINDLER:  -- and Michael Fleming, of
 8  the law firm of Swidler, Berlin --
 9            JUDGE CAILLE:  Mr. Rindler --
10            MR. RINDLER:  -- representing the
11  Complainant, WorldCom, Inc.
12            JUDGE CAILLE:  Excuse me, Mr. Rindler.
13            MR. RINDLER:  Yes.
14            JUDGE CAILLE:  I have something to say
15  first, and then I'll call for the appearances.
16            MR. RINDLER:  Sorry, I thought you did.
17            JUDGE CAILLE:  Thank you.  All right.
18  Let's begin.  This is a prehearing conference before
19  the Washinton Utilities and Transportation Commission
20  in Docket UT-980338.  It is a complaint filed by
21  WorldCom, Incorporated, formerly known as MFS
22  Internet of Washington, Incorporated, against GTE
23  Northwest, Incorporated.
24            This prehearing conference is being held
25  pursuant to proper notice at the Commission's offices
00004
 1  in Olympia, Washington, on October 13th, 1998, at
 2  1:30 p.m.  I am Karen Caille, and I will be the ALJ
 3  presiding over this matter.  May I have the
 4  appearances for the record, please?
 5            MR. RINDLER:  Richard Rindler and Michael
 6  Fleming with the law firm Swidler, Berlin, Sherriff
 7  (phonetic) & Freedman, in Washington, D.C.,  3000 K
 8  Street, N.W., Washington, D.C.
 9            JUDGE CAILLE:  On behalf of?
10            MR. RINDLER:  WorldCom, Inc.
11            JUDGE CAILLE:  Thank you.
12            MS. NEWMAN:  Good afternoon, Your Honor,
13  this is Kimberly Newman and Jennifer McClellan, from
14  the law firm of Hunton & Williams, 1900 K Street,
15  N.W., Suite 1200, Washington, D.C., on behalf of GTE.
16            MR. TRAUTMAN:  And Greg Trautman, Assistant
17  Attorney General, representing Commission Staff.  My
18  address is 1400 South Evergreen Park Drive, S.W.
19  Olympia, Washington, Post Office 40128, Zip Code
20  98504.
21            JUDGE CAILLE:  Let the record reflect that
22  there are no other appearances.  I assume, from
23  looking around the room, that there are no other
24  parties that are petitioning to intervene.  Let's go
25  off the record and we will discuss scheduling
00005
 1  matters.
 2            (Discussion off the record.)
 3            JUDGE CAILLE:  Let's go on the record.
 4  Pursuant to extensive off-record discussion regarding
 5  scheduling, possibility of filing cross motions for
 6  summary judgment, the parties -- well, I am imposing
 7  the following schedule, and I understand that there
 8  is an objection by GTE as to the schedule, and we
 9  will hear that.  It will be placed on the record.
10            The discovery will be concluded on November
11  the 2nd, and this discovery will have a five-day
12  turnaround.  Initial testimony will be filed on
13  November the 6th, reply testimony on November the
14  13th, and the hearing will be held on November the
15  19th.  And I presume we will start at 9:30 for that
16  hearing.
17            Initial simultaneous briefs will be due on
18  December the 3rd, and reply briefs on December the
19  10th.  I would note that these should be facsimile
20  filings, and if you will the follow that up also with
21  a hard copy, as well.
22            Just as a reminder, the filing of all
23  documents is an original plus three, and the
24  Commission will accept a facsimile filing, but you do
25  need to follow it up with a hard copy filing, and
00006
 1  that should be to the Commission's secretary,
 2  Washington Utilities and Transportation Commission,
 3  Post Office Box 47250, Olympia, Washington,
 4  98504-7250.
 5            Ms. Newman, would you like to put your
 6  objection to the schedule into the record?
 7            MS. NEWMAN:  Yes, thank you, Your Honor.
 8  This is Kimberly Newman, for GTE, again.  GTE does
 9  object to this aggressive schedule, as the ALJ
10  referred to it, on the grounds that it amounts to a
11  denial of due process, inasmuch as it is here today
12  October the 13th, that an order is going to be
13  entered forcing GTE to go to a hearing on this matter
14  by November 19th, approximately five weeks away.
15            We identified off the record a number of
16  factual issues that could play a role in the ultimate
17  decision of this case, namely factual issues
18  pertaining to the counterclaim, perhaps the
19  introduction of parol evidence, the amount of traffic
20  at issue here, and the penalties at issue here.  GTE
21  believes it needs more than approximately a fortnight
22  to conduct discovery, even on the 15-day turnaround.
23            We submit that WorldCom is not sufficiently
24  justified in asking for an expedited resolution of
25  this matter inasmuch as it has an adequate remedy at
00007
 1  law.  To the extent it prevails, it would be paid in
 2  full by order of the ALJ, and therefore, there's no
 3  justification for this kind of aggressive schedule.
 4            JUDGE CAILLE:  In addition to those issues
 5  that you mentioned, Ms. Newman, are there any other
 6  issues that you envision?
 7            MS. NEWMAN:  Obviously, the legal issue, as
 8  to interpretation of the contract under, I guess,
 9  federal law and state law.
10            JUDGE CAILLE:  Mr. Rindler, how about you?
11  Are there any issues that have not been addressed by
12  GTE, that you know of, will be raised?
13            MR. RINDLER:  No, Your Honor.  I think the
14  issue before the Commission is simply the question of
15  enforcing a voluntarily negotiated interconnection
16  agreement and determining whether or not that
17  agreement provides for payment of reciprocal
18  compensation, pursuant to 251(B), or calls made to
19  Internet service providers.
20            JUDGE CAILLE:  All right.  Staff.
21            MR. TRAUTMAN:  No, Your Honor.  I'm not
22  sure whether GTE placed the issues into the record,
23  or was that -- they might want to articulate the
24  issues for the record.
25            JUDGE CAILLE:  All right.  Ms. Newman.
00008
 1            MS. NEWMAN:  I did refer -- perhaps I need
 2  to explain further the potential factual issues on
 3  the record, which is, namely, the interpretation of
 4  the contract.  To the extent Your Honor deems it to
 5  be ambiguous, Your Honor may want to take parol
 6  evidence as to what was meant in the drafting of the
 7  contract.
 8            We also believe there might be an issue
 9  with respect to interpretation of the contract in the
10  amount of traffic at issue here, what was
11  contemplated by the parties at the time the contract
12  was executed.  That's why we would like to get into
13  the issue about the balance and the out of balance
14  and the negotiations leading into the contract.
15            Furthermore, I'm not sure what the
16  Commission Staff anticipates in terms of its legal
17  arguments with respect to any contemplated penalties,
18  but obviously there's some issues there.
19            And furthermore, GTE has a sort of
20  counterclaim whereby it asserts that WorldCom is not
21  in a position to recover under their interconnection
22  agreement in any event, because it breached the
23  interconnection agreement by not negotiating in good
24  faith to renew the interconnection agreement.  I
25  think that covers all the issues.
00009
 1            JUDGE CAILLE:  All right.  Thank you.  I
 2  don't suppose that the parties know right now the
 3  number of witnesses that they would be anticipating?
 4            MR. RINDLER:  Your Honor, this is Mr.
 5  Rindler for WorldCom.
 6            JUDGE CAILLE:  Yes, Mr. Rindler.
 7            MR. RINDLER:  It would be our anticipation
 8  that there would only be one witness.
 9            JUDGE CAILLE:  All right.  Ms. Newman.
10            MS. NEWMAN:  Your Honor, it's really
11  difficult to say at this point.  I don't anticipate a
12  hearing taking more than a day, but to the extent you
13  get into parol evidence or we try to introduce parol
14  evidence, I don't know how many people were involved
15  in the negotiation of these contracts, nor can I say,
16  sitting here today, what was at issue in the
17  counterclaim.
18            I know right now, from talking with Mr.
19  Rindler before this prehearing conference call, that
20  there were certain representatives from WorldCom
21  allegedly involved in the negotiations, but GTE
22  representatives are telling me it never took place.
23  So it's just difficult for me to say at this point
24  how many witnesses we would be calling.
25            JUDGE CAILLE:  All right.  What about
00010
 1  Staff?
 2            MR. TRAUTMAN:  I can't say at this point
 3  that Staff will have a witness at all.  If we did, it
 4  would probably not be more than one.
 5            JUDGE CAILLE:  All right.  It doesn't sound
 6  to me that this hearing lends itself to the need for
 7  a protective order; is that correct?
 8            MR. RINDLER:  That would be our view, Your
 9  Honor.
10            JUDGE CAILLE:  All right.  I would just
11  like to remind the parties that, for the hearing, if
12  you'll please bring enough -- two copies for myself,
13  one copy for the reporter, and one copy for the
14  witness and the parties.  And I will memorialize most
15  of these things and what occurred today in a
16  prehearing conference order.  And of course, you'll
17  have an opportunity to object to that order.  Is
18  there anything further from anyone?
19            MR. RINDLER:  Your Honor, I believe you had
20  requested we provide you with our fax numbers?
21            JUDGE CAILLE:  Yes, thank you for reminding
22  me.  Yes, would you please, each of you, beginning
23  with Mr. Rindler, state your facsimile numbers.
24            MR. RINDLER:  Yes, Your Honor.  Richard
25  Rindler, at Swidler, 202-424-7645.
00011
 1            JUDGE CAILLE:  Ms. Newman.
 2            MS. NEWMAN:  Yes, my fax number is
 3  202-778-2201.  If I may, may I give you Jennifer
 4  McClellan's fax number?
 5            JUDGE CAILLE:  Certainly.
 6            MS. NEWMAN:  804-788-8218.
 7            JUDGE CAILLE:  I'm sorry, could you repeat
 8  that for me?
 9            MS. NEWMAN:  Sure.  804-788-8218.
10            JUDGE CAILLE:  And Staff?
11            MR. TRAUTMAN:  My fax number is
12  360-586-5522.
13            MS. NEWMAN:  Your Honor, may we have your
14  fax number for filing?
15            JUDGE CAILLE:  Just a moment.  The fax
16  number for the Records Center is 360-586-1150.  Is
17  there anything further from anyone?
18            MR. RINDLER:  We don't have anything, Your
19  Honor.
20            MS. NEWMAN:  No, Your Honor, we don't.
21            JUDGE CAILLE:  All right.  Then we will be
22  continued to November the 19th.  Thank you.
23            MS. NEWMAN:  Thank you.
24            MR. TRAUTMAN:  Thank you.
25            MR. RINDLER:  Thanks.
00012
 1            (Proceedings adjourned at 2:43 p.m.)
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