DOCKET NO. UT-980312 PAGE 1
 BEFORE THE WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION

In the Matter of the Request for Approval of Negotiated Agreement under the 
Telecommunications Act of 1996 Between

COVAD COMMUNICATIONS COMPANY 

and

U S WEST COMMUNICATIONS, INC.
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		DOCKET NO. UT-980312
		
		
		SECOND SUPPLEMENTAL
		ORDER APPROVING
		AMENDMENT TO AGREEMENT
		
BACKGROUND

   This matter comes before the Washington Utilities and Transportation 
Commission (Commission) for approval of an amendment to a previously approved 
interconnection agreement (Agreement) under the Telecommunications Act of 1996 
between Covad Communications Company (Covad) and U S WEST Communications, Inc. 
(U S WEST).  On February 8, 1999, the parties filed a joint request for 
approval of the Second Amendment to Interconnection Agreement (Amendment).  The 
parties executed the Amendment on January 15, 1999.
  On March 10, 1999, the Commission convened an open public meeting at its 
offices in Olympia, Washington, to consider the request for approval of the 
Amendment.  At the open meeting, the Commission approved the Amendment.
FINDINGS OF FACT
  1. The Commission is an agency of the state of Washington vested by statute 
with the authority to regulate the rates, rules, regulations, practices, 
accounts, securities, and transfers of public service companies, including 
telecommunications companies.
  2. Section 252(e)(1) of the Telecommunications Act of 1996 (Act), requires 
parties to fully negotiated agreements to submit the agreement to the 
Commission for approval. Section 252(e)(2)(A) states that the Commission may 
only reject an agreement (or any portion thereof) adopted by negotiation if it 
finds that:
  (i) the agreement (or any portion thereof) discriminates against a 
telecommunications carrier not a party to the agreement; or
  (ii)  the implementation of such agreement or portion is not consistent with 
the public interest, convenience, and necessity.
  3. The Commission retains jurisdiction over revisions, modifications, or 
amendments to agreements previously approved pursuant to Section 252(e) of the 
Act.
  4. U S WEST is engaged in the business of furnishing telecommunications 
services, including, but not limited to, basic local exchange service within 
the state of Washington.
  5. Covad is authorized to provide intrastate and local exchange 
telecommunications services in the state of Washington.
  6. The parties filed a joint request for approval of the Second Amendment to 
Interconnection Agreement between Covad and U S WEST on February 8, 1999.
  7. The parties voluntarily negotiated the entire Amendment.
  8. The Amendment does not discriminate against any other telecommunications 
carrier.
  9. The Amendment will facilitate local exchange competition in the state of 
Washington by enabling Covad to expand its presence in the local exchange 
market and increase customer choices for local exchange services. The 
provisions of the Amendment are consistent with the public interest, 
convenience, and necessity.

CONCLUSIONS OF LAW

  1. The Commission has jurisdiction over the subject matter of and all parties 
to this proceeding.
  2. The Amendment is consistent with the public interest, convenience, and 
necessity.
  3. The Amendment meets the criteria of Sections 251 and 252 of the Act, 
including Section 252(e).
  4. The laws of Washington shall govern the construction and interpretation of 
the Amendment and Agreement.  The Amendment and Agreement shall also be subject 
to the present and future decisions of the Commission and the Washington courts.
ORDER
  The COMMISSION ORDERS:
  1. The Second Amendment to Interconnection Agreement between Covad 
Communications Company, and U S WEST Communications, Inc., which the parties 
executed on January 15, 1999, is approved.
  2. In the event that the parties further revise, modify or amend the 
Agreement previously approved, the revised, modified, or amended agreement 
shall be deemed to be a new negotiated agreement under the Telecommunications 
Act and shall be submitted to the Commission for approval, pursuant to 47 
U.S.C. § 252(e)(1) and relevant provisions of state law, prior to taking 
effect.                                                
  3. The laws of Washington shall govern the construction and interpretation of 
the Amendment and Agreement. The Amendment and Agreement shall also be subject 
to the present and future decisions of the Commission and the Washington courts.
  DATED at Olympia, Washington, and effective this 10th day of        March, 
1999.

  WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION


      MARILYN SHOWALTER, Chairwoman



      RICHARD HEMSTAD, Commissioner



      WILLIAM R. GILLIS, Commissioner