Kentucky Public Service Commission

Independent Cellular Network, Inc.

IN THE MATTER OF THE JOINT APPLICATION OF TELESPECTRUM, INC., A KANSAS CORPORATION, CC INDUSTRIES, IND., A DELAWARE CORPORATION, JAMES A. DWYER, JR., DAVID WINSTEL, INDEPENDENT CELLULAR NETWORK PARTNERS, AN ILLINOIS PARTNERSHIP AND INDEPENDENT CELLULAR NETWORK, INC. FOR APPROVAL OF (1) THE TRANSFER OF ALL OUTSTANDING AND ISSUED COMMON AND PREFERRED SHARES OF INDEPENDENT CELLULAR NETWORK, INC. TO TELESPECTRUM, INC. AND THE MERGER OF INDEPENDENT CELLULAR NETWORK, INC. INTO TELESPECTRUM, INC. WITH TELESPECTRUM, INC. BEING THE SURVIVING ENTITY