By fax 303-592-8710

and email ttymkovich@halehackstaff.com

Timothy Tymkovich, Esq.

Hale Hackstaff et al.

1675 Broadway, suite 2000

Denver, CO 80202

December 31, 2001

Re: Ruby Ranch Internet Cooperative Association v. Qwest, docket 01B-493T

Dear Mr. Tymkovich:

As you know, the December 12, 2001 order of the Administrative Law Judge states that the parties have "committed to having at least one face-to-face negotiating session prior to the hearing."

Your co-counsel, Mr. Corbetta, has not responded to my request of November 9, 2001, in which I asked him to cooperate in scheduling a negotiation session in which:

a. Qwest will provide pricing information to support its $1707 quote

preparation fee;

b. Qwest will provide pricing information to support its $126 non-recurring fee for installation of a subloop;

c. Qwest will explain in appropriate technical detail what risks the Coop's activities present to the Qwest network that somehow exceed the risks presented by POTS and LADS customers.

You have not responded to my very specific settlement proposal made to you in person on December 12, 2001.

Given the passage of almost two months since my request to your co-counsel, and the passage of more than two weeks since my proposal made to you personally, the Coop has serious doubts as to whether Qwest has any good-faith intention to negotiate, let alone a good-faith intention to provide Qwest representatives with full negotiating authority and ability to answer questions (as required by federal and state regulations) about the basis for Qwest's pricing and other terms and conditions. These doubts are exacerbated by Qwest's failure throughout negotiations to provide answers to such questions. To this day, Qwest has not provided any information about points a, b and c above. Furthermore, Qwest's objections dated December 19th suggest that Qwest will refuse to provide information about points a, b, and c above even in discovery in this action. Finally, it has repeatedly been clear that in previous negotiation sessions, the actual Qwest decisionmakers have been elsewhere. For example, during the sessions of August 15, 27 and 30, 2001, we were told that "internal discussions at the highest level" were taking place within Qwest to consider our various proposals, and that until those "internal discussions" reached their conclusion the Qwest persons on the telephone with us did not have authority to change their negotiating positions.

If the face-to-face meeting were held in Denver, the Coop's volunteer members would have to drive in a car for some three hours round trip, giving up most or all of a day of work. We cannot accept the prospect of making such a sacrifice if the session is to be a futile session in which Qwest continues to fail to provide persons with actual power to make decisions on Qwest's behalf and continues to fail to provide persons who will answers questions on such topics as a, b and c shown above. Thus for the face-to-face meeting, we see only two options:

I. the meeting can take place in Summit County at a location of the Coop's choosing, or

II. Qwest can commit to the Coop, in writing, that (1) the actual Qwest decisionmakers with actual power to negotiate and bind Qwest will be present at the meeting, and (2) Qwest will provide persons with actual power to answer the Coop's questions on points a, b, and c above. In this event, please identify the Qwest personnel by name in the written commitment.

Kindly let me know by return email or fax whether Qwest will agree to I or II. In the absence of an affirmative response to I or II by Thursday, January 3, we will ask for assistance in this regard from the Administrative Law Judge.

Sincerely,

Carl Oppedahl, Director

Ruby Ranch Internet Cooperative Association