Competition from larger, financially stronger incumbent telecommunication providers; Increasing competition from cable TV operators looking to expand commercial services; Dependent on other carriers for "last mile" final customer connection; No material, sustainable, competitive advantage; Declining intercarrier compensation (ICC) revenues; and Ongoing shift of customers to more efficient and cost-effective technologies. Debt leverage expected to be in the mid to upper 5x area; Capital spending of around $60 million; and Private equity ownership, which constrains prospects for sustainable improvement in financial metrics. The outlook is stable. We expect U.S. TelePacific's total revenues to grow modestly as it increases the number of locations it services for its small and medium-sized (SMB) customers. This should more than offset a small, but likely small