Dear Chairman Genachowski:
The Honorable Julius Genachowski
Chairman
Federal Communications Commission
445 12
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Washington, DC 20554
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December 10,2010
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FRED UPTON
6TH DISTRICT, MICHIGAN
lUBt.QMMITTEES:
ENERGY AND ENVIRONMENT
RANKING REPUBLICAN MEMBER
COMMUNICATIONS, TECHNOLOGY,
AND THE INTERNET
COM.MITTEE ON ENERGy ANp CQM.M.EBCE
When you testified before the Senate Commerce Committee in March, you explained that the
Commission was committed to reviewing the proposed Comcast-NBC Universal transaction as
quickly and efficiently as possible. And on several occasions, you have publicly stated that the
Commission is committed to a "fact-based and data driven" decision-making process. I am
writing to seek assurances that you are still committed to both ofthose goals.
As you enter the final stage ofyour review ofthe Comcast-NBCU transaction, I urge you to
maintain control over the process. This is a time when parties come out ofthe woodwork
seeking leverage. Do not let opportunistic competitors or special interest groups undermine your
regulatory process by using the transaction review as a vehicle to implement their industry-wide
policy wish lists or unwarranted conditions. Failing to remain focused on issues directly related
to this transaction would create uncertainty for future business transactions, and harm investment
and innovation.
Comcast and NBCU have argued that, separately, they do not have market power in their
respective distribution and content markets and that there is little overlap in their transaction.
They further argue that means they will still not have market power in either ofthose markets if
vertically integrated. Ifthat is true, no conditions are justified. Ifit is not true, then only
transaction-specific remedies to address transaction-specific issues backed by specific findings
that they have the ability and incentive to exercise market power in a harmful way are warranted.
I will be troubled ifit appears that the Commission is using this transaction to accomplish
broader, partisan objectives that it does not have the policy support to impose industry-wide, that
it might not have the authority to pursue were it not presented with a license transaction, and that
the parties cannot object to without risking their proposed endeavor.
Last month, the American people sent a clear message to the federal government: they want to
see the national economy turned around, they want to see investment and innovation, and they do
not support interventionist government policies. I sincerely hope that you are undertaking a
thorough and fair review ofthe proposed Comcast-NBCU Joint Venture, and urge you to rule on~
this transaction before the end ofthis calendar year. It is in the interest ofall American~
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businesses that you effectively administer the laws with which you are charged and contribute to
a more favorable and predictable environment for American businesses to thrive.
As you come before this Committee in the months ahead, I will look forward to learning what
your handling ofthis transaction says about your commitment to efficient, pro-growth
government policies.
Sincerely,
cc: Michael J. Copps, Commissioner
Robert M. McDowell, Commissioner
Mignon Clyburn, Commissioner
Meredith Attwell Baker, Commissioner
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