DF 98-083

                      FREEDOM RING COMMUNICATIONS, L.L.C.

                    Petition for Approval of Loan Agreement
                     Order Nisi Approving Loan Agreement

                            O R D E R  N O.  22,941

                                 May 19, 1998

   On April 1, 1998, Freedom Ring Communications, L.L.C.
(Freedom Ring) notified the New Hampshire Public Utilities
Commission (Commission) of its intent to enter into a Loan
Agreement for up to $4,842,105 with the Rural Telephone Finance
Cooperative (RTFC).  The purpose of obtaining the Loan Agreement
is to enable Freedom Ring to acquire equipment, technology and
other assets to provide Freedom Ring the opportunity to enter the
New Hampshire telecommunications market to begin providing
telecommunications services to customers.
  Freedom Ring is a Competitive Local Exchange Carrier
(CLEC), authorized to provide switched and non-switched
intrastate local exchange telecommunications in the Bell Atlantic
territories of New Hampshire.  Without any further interaction
with the Commission, Freedom Ring may commence operation. 
Therefore, Freedom Ring is a public utility, whether or not it is
presently operating.
  Pursuant to RSA 369:1, a public utility may not,
without Commission approval, issue any "evidences" of
indebtedness, payable more than 12 months after the issuance of
the debt.  Despite the relaxed regulation of competitive toll
providers and CLECs which we announced in our Order No. 22,273,
RSA 369:1 applies.
  In the instant case, we have treated Freedom Ring's
letter of notification as a petition for approval and opened this
docket to consider the petition.  Staff recommends granting the
petition, based on review of the information presented.
  We find that the proposed transaction is consistent
with the public good and will therefore approve it.  We make this
determination based on a finding that Freedom Ring has
demonstrated: (1) that the purpose for which the debt is issued
is consistent with the corporate purpose of the CLEC, and (2)
that the transaction will not adversely affect either the rates,
terms, service, or operation of the CLEC in New Hampshire or the
technical, financial, and managerial expertise demonstrated by
the CLEC in its application for authorization.
  Based upon the foregoing, it is hereby
  ORDERED NISI, that Freedom Ring's Petition for Approval
of the Loan Agreement with RTFC is APPROVED; and it is
  FURTHER ORDERED, that the Petitioner shall cause a copy
of this Order Nisi to be published once in a statewide newspaper
of general circulation, such publication to be no later than      
May 27, 1998 and to be documented by affidavit filed with this
office on or before June 2, 1998; and it is
  FURTHER ORDERED, that all persons interested in
responding to this petition be notified that they may submit
their comments or file a written request for a hearing on this
matter before the Commission no later than June 9, 1998;
and it is
  FURTHER ORDERED, that any party interested in
responding to such comments or request for hearing shall do so no
later than June 16, 1998; and it is
  FURTHER ORDERED, that this Order Nisi shall be
effective June 19, 1998, unless the Commission provides otherwise
in a supplemental order issued prior to the effective date.
  By order of the Public Utilities Commission of New
Hampshire this nineteenth day of May, 1998.

  Douglas L. Patch      Bruce B. Ellsworth     Susan S. Geiger
      Chairman             Commissioner          Commissioner

Attested by:

Claire D. DiCicco
Assistant Secretary