Anschutz Company and Subsidiaries - Page 5

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          own.                                                                        
               A.   Development of Conduit-Encased Fiberoptic Cable                   
               Prior to the late 1980s, long-distance carriers often buried           
          cable directly in the ground.  In the late 1980s, the idea of               
          encasing fiberoptic cable4 in flexible conduit was developed.               
          The conduit provides the cable greater protection from being cut,           
          is more readily accessible for maintenance purposes, and, once              
          buried, allows the installation of fiberoptic cable at a later              
          date by pulling the cable through the buried conduit.  Fiberoptic           
          cables, or fibers, are pulled through buried conduit by way of              
          hand holes, which are installed at appropriate intervals along              
          the conduit route.                                                          
               B.   Use of Southern Pacific’s Rights-of-Way to Install                
                    Conduit                                                           
               As fiberoptic cable became the preferred medium for the                
          long-distance transmission of data, Southern Pacific developed              
          the idea of using its railroad rights-of-way to lay fiberoptic              
          cable for long-distance data carriers.  The use of Southern                 
          Pacific’s railroad rights-of-way was advantageous because:  (1)             
          The easements already existed and thus negotiations with private            

               4  Optical fibers, each approximately the width of a human             
          hair, are wound into cables, usually in multiples of 6 or 12.               
          Each fiber can be individually connected to specialized optical             
          equipment that makes possible the transmission of laser-generated           
          light signals over the fibers.  Dark fibers are optical fibers              
          that are not yet connected to the optical equipment.  Lit fibers            
          are optical fibers that have been connected to the optical                  
          equipment and can transmit light signals.                                   





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