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Memo - Everst Minnesota, LLC and Everest Minnesota Licensee, LLC FSOM MO~s & BARNETT (TUE) 1. 23' 01 12:35/ST. 12:27/NO. 3760327917 P 1 MEMORANDUM TO: To Moss & Barnett Clients Brian T. Groganv~ . January 23, 2001 FROM: DA TE; Re: Everest Minnesota, LLC and Everest Minnesota Licensee, LLC On Monday, January 22, 2001 at 4:45 p.m. , received a telephone call from Ms. Jane Bremer, legal counsel for Everest, regarding recent developments. In particular, Ms. Bremer informed me that Everest has entered into discussions with Seren Innovations, Inc., ("Seren") regarding a possible joint venture or merger of the companies. As you may know, Seren is a wholly owned subsidiary of Xcel Energy, formerly Northern States Power. Seren currently operates a franchise in St. Cloud and other St. Cloud surrounding communities. Seren also has franchise applications pending in certain Northern Metro Area Communities. I represented the City of St. Cloud in its negotiations with Seren and Seren has since constructed its cable system to compete head to head with Charter Communications in that region. . To the best of my knowledge, although Everest has been granted several franchises in the Twin Cities Metro Area. Everest has yet to accept any franchises. This includes the franchise which was granted by the Northwest Suburban Communications Commission. the Northern Dakota County Cable Communications Commission, communities served by the Southwest Suburban Cable Commission and other surrounding jurisdictions. Ms. Bremer has requested, on behalf of Everest, ninety (90) days within which to determine whether the discussions between Everest and Seren will move forward. While it is not yet clear the impact such a transaction would have on the pending franchise applications of Everest, it is clear that Everest wilf not be accepting franchises until this matter is clarified. I have requested from Ms. Bremer written clarification regarding this matter and will forward it to your attention as soon as I receive it. I will also be reviewing state statutes and the process in each of th.e communities I represent to determine the appropriate course of action. It is important to note that in those communities where . WideOpenWest has continued to pursue franchises those proceedings can continue forward in accordance with state statutes and applicable franchising requirements. As soon as I have additional information I will be in contact. If you should have any immediate questions, please feel free to contact me. 394743/1