BEFORE THE WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION In re Application of U S WEST, INC. and ) QWEST COMMUNICATIONS ) INTERNATIONAL INC. ) DOCKET NO. UT-991358 ) for an Order Disclaiming Jurisdiction, or ) NOTICE OF PREHEARING in the Alternative, Approving the ) CONFERENCE U S WEST, INC. -- QWEST ) COMMUNICATIONS INTERNATIONAL ) (September 23, 1999, 1:30 P.M.) INC. Merger ) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . On August 31, 1999, U S WEST, Inc. and Qwest Communications International Inc. jointly filed an application requesting that the Commission issue an order disclaiming jurisdiction over the transaction, or in the alternative, approving the merger. A complete copy of the application is available from the Commission upon request. The hearing set by this notice is being held pursuant to Part IV of chapter 34.05 RCW pertaining to adjudicative proceedings, including but not limited to RCW 34.05.413, RCW 34.05.449, and RCW 34.05.452. The Commission has the authority to decide this matter pursuant to Title 80 RCW, having legal authority to regulate the rates, services, and practices of electric utilities, and pursuant to chapter 80.08 RCW, concerning securities, and chapter 80.12 RCW, concerning transfers of property, mergers, and acquisitions. In addition to the foregoing, statutes and rules involved include those within chapters 80.04 and 80.36 RCW, and chapters 480-100, 480-143 and 480-146 WAC, and chapter 480-09 WAC. The issues involved include whether the Commission has jurisdiction over the proposed transaction between U S WEST, Inc. and Qwest Communications International Inc., and if so, whether the proposed transaction complies with the above-referenced statutes and is otherwise in the public interest. NOTICE IS GIVEN that, in accordance with WAC 480-09-700(1)(a), the Commission has determined that good cause exists for this matter to be heard on shortened notice. NOTICE IS GIVEN That a prehearing conference in this matter will be convened at 1:30 p.m., September 23 , 1999, in Room 206, 1300 S. Evergreen Park Drive S.W., Olympia, Washington. If you are unable to attend the prehearing conference in person, you may attend via the Commission’s teleconference bridge line. Due to the limited number of available ports, all ports must be reserved in advance -- only one port per entity. Ports may be reserved by calling the Commission’s Administrative Law Section using the contact information appearing at the end of this Notice. Please dial the bridge line no later than 1:20 p.m. on September 23, 1999. To assist the Commission in addressing this filing, applicants are required to submit at the prehearing conference a legal memorandum in support of their position as to whether the Commission has jurisdiction over the proposed transaction. A sufficient number of copies of applicants’ memorandum should be prepared for formal filing with the Commission and circulation to the parties appearing at the prehearing conference. A procedural schedule will be developed to allow the parties an opportunity to respond to the applicants’ legal memorandum. Those present at the prehearing conference will be required to consider formulating any other issues in the proceeding and to determine other matters to aid in the disposition, as specified in WAC 480-09-460. Petitions to intervene must be made in writing prior to the prehearing conference. Appearances will be taken. The time and place for any additional hearing will be set at the prehearing conference or by later written notice. If any party or witness needs an interpreter or other assistance, please fill out the form attached to this notice and return it to the Commission. NOTICE IS FURTHER GIVEN THAT ANY PARTY WHO FAILS TO ATTEND OR PARTICIPATE IN THE HEARING SET BY THIS NOTICE, OR ANY OTHER STAGE OF THIS PROCEEDING, MAY BE HELD IN DEFAULT IN ACCORDANCE WITH RCW 34.05.440. THE PARTIES ARE FURTHER ADVISED THAT THE SANCTION PROVISIONS OF WAC 480-09-700(4) ARE SPECIFICALLY INVOKED. An Administrative Law Judge from the Utilities and Transportation Commission's Administrative Law Section, 1300 S. Evergreen Park Drive S.W., Olympia, Washington 98504-7250, 360-664-1140, will be assigned to preside at the hearing. Teleconference bridge ports may be reserved by contacting Nancy Moen at this same telephone number. The names and mailing addresses of all parties and their known representatives are as follows: Applicant: U S WEST, Inc. U S WEST Communications, Inc. Theresa Jensen Washington Regulatory Director 1600 7th Avenue, Room 3206 Seattle, Washington 98191 Representatives: Lisa A. Anderl Senior Attorney 1600 7th Avenue, Room 3206 Seattle, Washington 98191 Tel: 206-345-1574 Fax: 206-343-4040 James M. Van Nostrand Perkins Coie LLP 411 - 108th Avenue NE Bellevue, Washington 98004 Tel: 425-453-7323 Fax: 425-453-7350 Applicant: Qwest Communications International Inc. Qwest Communications Corporation Genevieve Morelli Senior Vice President of Government Affairs and Senior Associate General Counsel 4250 North Fairfax Drive Arlington, Virginia 22203 Tel: 703-363-3306 Fax: 703-363-3750 Representative: Drake S. Tempest Executive Vice President and General Counsel and Secretary Qwest Communications International Inc. 555 17th Street Denver, Colorado 80202 Tel: 303-992-3330 Fax: 303-992-1490 Commission: Washington Utilities and Transportation Commission 1300 S. Evergreen Park Drive S.W. P.O. Box 47250 Olympia, WA 98504-7250 360-664-1160 Representative: Sally G. Johnston Assistant Attorney General 1400 S. Evergreen Park Drive S.W. P.O. Box 40128 Olympia, WA 98504-0128 Tel: 360-664-1193 Fax: 360-586-5522 Public Counsel: Simon J. ffitch Public Counsel Section Office of Attorney General 900 Fourth Avenue, Suite 2000 Seattle, WA 98164-1012 Tel: 206-464-7744 Fax: 206-389-2058 The Commission will provide at its offices in Olympia, Washington, current records of the hearing for the use of those who may wish to review them. The Public Counsel section of the Office of the Attorney General has been designated by the Attorney General to represent the public. The address of the Commission, shown below, may be used for inquiries of Public Counsel, or Public Counsel may be contacted directly by writing or calling the address or telephone number listed below. Notice of any other procedural phase will be given in writing or on the record as the Commission may deem appropriate during the course of this proceeding. WASHINGTON UTILITIES AND TRANSPORTATION COMMISSION CAROLE J. WASHBURN Secretary September 10, 1999 Inquiries may be addressed to: Secretary -or- Public Counsel Section Washington Utilities and Office of Attorney General Transportation Commission 900 Fourth Avenue, Suite 2000 Chandler Plaza Building Seattle, WA 98164-1012 1300 S. Evergreen Park Drive S.W. (206) 464-7744 P.O. Box 47250 Olympia, WA 98504-7250 (360) 664-1160 N O T I C E PLEASE BE ADVISED that the hearing facilities are accessible to interested persons with disabilities; that smoking is prohibited; and that if limited English-speaking or hearing impaired parties or witnesses are involved in a hearing and need an interpreter, a qualified interpreter will be appointed at no cost to the party or witness. The information needed to provide an appropriate interpreter or other assistance should be designated below and returned to Washington Utilities and Transportation Commission, Attention: Carole J. Washburn, Secretary, 1300 S. Evergreen Park Drive S.W., P.O. Box 47250, Olympia, WA 98504-7250. (PLEASE SUPPLY ALL REQUESTED INFORMATION). Docket No.:____________________________________________________________ Case Name:__________________________________________________________ Hearing Date:_______________________ Hearing Location:__________________ Primary Language:_______________________________________________________ Hearing Impaired (Yes)_______________________ (No)_______________________ Do you need a certified sign language interpreter?: Visual__________________ Tactile__________________ Other type of assistance needed:___________________________________________ English-speaking person who can be contacted if there are questions: Name:_______________________________ Address:_____________________________ ____________________________________ Phone No.: (____)_____________________