011114aolwcoil

[REDACTED VERSION] UNITED STATES OF AMERICA BEFORE THE FEDERAL TRADE COMMISSION In the Matter of AMERICA ONLINE, INC., and TIME WARNER INC.  Docket No. C-3989 # Motion for Approval of Non-Affiliated ISP and Alternative Cable Broadband ISP Service Agreement Pursuant to Paragraph II.A.2. of the Decision and Order ("the Consent Decree") finalized by the Federal Trade Commission (the "Commission") on April 17, 2001,¹ AOL Time Warner Inc. ("AOLTW") moves the Commission for approval of (1) West Central Ohio Internet Link, LLC. ("WCOIL"), and (2) the Alternative Cable Broadband ISP Service Agreement entered into between Time Warner Cable ("TWC") and WCOIL to provide cable broadband ISP service in TWC's Columbus, Cincinnati, Western and Northeast Ohio divisions.² CONFIDENTIAL REDACTED CONFIDENTIAL REDACTED [REDACTED VERSION] # I. WCOIL. AOLTW seeks approval of WCOIL and the Alternative Cable Broadband Agreement between TWC and WCOIL dated November 2, 2001. That Agreement is based on the same economic model as the Agreement between TWC and EarthLink, Inc. ("EarthLink") that already has been approved by the Commission. WCOIL is a regional ISP based in Lima, Ohio. As of August 2001, WCOIL provided dial-up, DSL and wireless access to approximately 19,600 subscribers in the West Central Ohio region including TWC's Columbus and Western Ohio divisions. WCOIL seeks to extend its operations into the Cincinnati and Northeast Ohio divisions as a cable broadband ISP. CONFIDENTIAL REDACTED WCOIL has been a provider of Internet access for more than six years. During that time, WCOIL has amassed a wealth of experience and insight that has enabled it to rapidly expand its subscriber base by meeting the needs of prospective subscribers. WCOIL's high level of responsiveness to consumer needs has led to its recent selection as the number one ISP in West Central Ohio by readers of the Lima News. CONFIDENTIAL REDACTED 2 [REDACTED VERSION] WCOIL aggressively promotes its services in the West Central Ohio region through print, radio and television advertisements and direct marketing, as well as through partnerships with computer and network sales operations and school districts. CONFIDENTIAL REDACTED CONFIDENTIAL REDACTED Based on its healthy growth rate CONFIDENTIAL REDACTED there is ample reason to believe that WCOIL will continue to be a vigorous competitor as a cable broadband ISP on TWC cable systems. CONFIDENTIAL REDACTED CONFIDENTIAL REDACTED 3 [REDACTED VERSION] CONFIDENTIAL REDACTED ### III. Conclusion. The Cable Broadband ISP Service Agreement between TWC and WCOIL is yet another example of AOLTW's continuing efforts to enter into Cable Broadband ISP Service Agreements with small and regional ISPs across TWC's cable divisions. TWC believes that the addition of WCOIL's service to the list of ISPs that recently launched in the Columbus, Cincinnati, Western and Northeast Ohio divisions will benefit consumers by enhancing the range of service and pricing options. Prompt approval by the Commission of WCOIL will permit WCOIL to move quickly to begin offering cable broadband service to compete against AOL, Road Runner and EarthLink in those divisions at the earliest possible juncture. ⁴ TWC launched multiple ISP service in those four Ohio Divisions on the following dates: | Columbus | September 17, 2001 | | --- | --- | | Cincinnati | October 11, 2001 | | Western Ohio | October 18, 2001 | | Northeast Ohio | October 25, 2001 | 4 [REDACTED VERSION] For the foregoing reasons, the approval of WCOIL by the Commission is warranted and in the public interest. We and AOLTW's representatives are available to meet with the Staff of the Commission to answer questions and provide further information in connection with any of the foregoing matters. November 13, 2001. Respectfully submitted, CRAVATH, SWAINE & MOORE, Robert D. Joffe 825 Eighth Avenue New York, NY 10019 (212) 474-1000 Attorneys for AOL Time Warner Inc. 5