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CUSIP No. 64120S109 13G
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ____)*
Network Access Solutions Corporation
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $0.001 per share
- --------------------------------------------------------------------------------
(Title of Class of Securities)
64120S109
- --------------------------------------------------------------------------------
(CUSIP Number)
March 7, 2000
- --------------------------------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Rafael Robles Miaja
Franck, Galicia, Duclaud y Robles, S.C.
Torre Optima
Tercer Piso
Avenida Paseo de las Palmas 405
Colonia: Lomas de Chapultepec
Mexico, D.F. 11000, MEXICO
Telephone: 011-525-540-9200
- --------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|_| Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Carlos Slim Helu
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Carlos Slim Domit
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Marco Antonio Slim Domit
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Patrick Slim Domit
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Maria Soumaya Slim Domit
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Vanessa Paolo Slim Domit
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Johanna Monique Slim Domit
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Carso Global Telecom, S.A. de C.V.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
CO, HC
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Telefonos de Mexico, S.A. de C.V.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Mexico
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,777,773
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,777,773
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,777,773 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.8% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Telemex Communications LLC
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)|_|
(b)|_|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
- 0 -
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 2,419,350
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH - 0 -
8 SHARED DISPOSITIVE POWER
2,419,350
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,419,350 (see Item 4(a))
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1% (see Item 4(b))
12 TYPE OF REPORTING PERSON*
00, HC
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE>
Item 1.
(a) Name of Issuer:
Network Access Solutions Corporation (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
100 Carpenter Drive
Sterling, VA 20164
Item 2.
(a) Name of Persons Filing:
This Statement is filed, pursuant to Rule 13d-1(c) under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"),
by the persons listed below (the "Reporting Persons").
(1)
Mr. Carlos Slim Helu, Mr. Carlos Slim Domit, Mr. Marco Antonio
Slim Domit, Mr. Patrick Slim Domit, Ms. Maria Soumaya Slim Domit,
Ms. Vanessa Paola Slim Domit, Ms. Johanna Monique Slim Domit
(collectively, the "Slim Family"), directly and indirectly own a
majority of the outstanding voting equity securities of Carso
Global Telecom, S.A. de C.V. ("CGT").
(2)
CGT is a holding company with interests in telecommunications and
media companies.
CGT may be deemed to control Telefonos de Mexico, S.A. de C.V.
("Telmex") through the regular voting shares of Telmex that it
owns directly as well as through its interest in a trust (the
"Control Trust") that owns all of the outstanding Series AA
shares, without par value ("AA Shares"), of Telmex. The principal
beneficiaries of the Control Trust are CGT, which owns a 45.0%
economic and voting interest in the trust, SBC Communications,
Inc. ("SBC"), which owns a 24.5% economic and voting interest in
the trust, and France Telecom, which owns a 24.5% economic and
voting interest in the trust. Under the terms of the Control
Trust, the trustee must vote all shares held in the Control Trust
as instructed by a simple majority of the members of a technical
committee appointed by the trust's beneficiaries (except in the
case of certain significant corporate matters). The Control Trust
entitles CGT to appoint a majority of the members of such
technical committee; therefore, CGT may be deemed to control the
Control Trust.
Through its ownership of all the outstanding AA Shares, the
Control Trust owns a majority of Telmex's outstanding regular
voting equity securities. Therefore, through the Control Trust,
CGT may be deemed to control Telmex.
(3)
Telmex is the leading provider of local and long distance
telephone services in Mexico. The Shares beneficially owned by
Telmex are owned indirectly through Telmex Communications LLC
("Telmex Communications") and Inmobiliaria Aztlan, S.A. de C.V.
("Aztlan"), each a wholly-owned subsidiary of Telmex.
(4)
Telmex Communications is a holding company with portfolio
investments in various companies.
(b) Address of Principal Business Office:
(i) The principal business address for each member of the Slim
Family is:
Paseo de las Palmas 736
Colonia Lomas de Chapultepec
Mexico, Mexico D.F. 11000
(ii) CGT's principal business address is:
Insurgentes Sur 1500, NOT 1500
Colonia Pena Pobre
Tlalpan, Mexico D.F., 14060
(iii) Telmex's principal business address is:
Parque Via 190
Oficina 1016
Colonia Cuauhtemoc
Mexico, Mexico D.F. 06599
(iv) Telmex Communications' principal business address is:
c/o Telmex International, Inc.
9444 Farnham Street , Suite 200
San Diego, CA 92123
(c) Citizenship:
Each member of the Slim Family is a Mexican citizen. CGT and
Telmex are Mexican corporations and Telmex Communications is a
Delaware limited liability company.
(d) Title of Class of Securities:
Common Stock, par value $0.001 per share ("Common Stock")
(e) CUSIP Number:
64120S109
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or
(c), check whether the person filing is a(n):
(a) |_| Broker or Dealer registered under Section 15 of the Act (15 U.S.C.
78o)
(b) |_| Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c)
(c) |_| Insurance Company as defined in Section 3(a)(19) of the Act (15
U.S.C. 78c)
(d) |_| Investment Company registered under Section 8 of the Investment
Company Act (15 (U.S.C. 80a-8)
(e) |_| Person registered as an investment adviser under Section 203 of
the Investment Advisers Act of 1940
(15 U.S.C. 80b-3) or under the laws of any state.
(f) |_| Employee Benefit Plan or Endowment Fund in accordance
with ss.240.13d-1(b)(1)(ii)(F)
(g) |_| Parent Holding Company or Control Person in accordance
withs s.240.13d-1(b)(ii)(G)
(h) |_| Savings Association as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813)
(i) |_| Church Plan that is excluded from the definition of an investment
company under Section 3(c)(14) of the Investment Company Act
of 1940 (15 U.S.C. 80a-3)
(j) |_| Group in accordance withss.240.13d-1(b)(1)(ii)(J)
Item 4. Ownership
(a) Amount Beneficially Owned:
Telmex Communications directly owns, as of March 17, 2000,
750,000 shares of Series B Convertible Preferred Stock, par value
$0.001 per share, of the Issuer ("Convertible Preferred Stock").
Each share of Convertible Preferred Stock is convertible at any
time, at the option of Telmex Communications, into Common Stock
which, if converted, would result in Telmex Communications
directly owning 2,419,350 shares of Common Stock. For purposes of
this Statement, all shares of Convertible Preferred Stock held by
Telmex Communications are deemed to have been converted by Telmex
Communications into shares of Common Stock. Telmex, as the sole
member of Telmex Communications, and through its wholly-owned
subsidiary, Aztlan, indirectly owns 2,777,773 shares of Common
Stock. CGT, which has the power to control Telmex, may be deemed
to beneficially own the 2,777,773 shares of Common Stock
indirectly owned by Telmex. Because the Slim Family owns a
majority of the outstanding voting equity securities of CGT,
which has the power to control Telmex, the Slim Family may be
deemed to beneficially own the 2,777,773 shares of Common Stock
indirectly owned by Telmex.
(b) Percent of Class:
The shares of Common Stock held by (i) the Slim Family, CGT and
Telmex constitute approximately 5.8% of the outstanding Common
Stock of the Issuer, and (ii) Telmex Communications constitute
approximately 5.1% of the outstanding Common Stock of the Issuer
(based on the Issuer's most recently filed quarterly report, and
counting the shares of Convertible Preferred Stock held by Telmex
Communications as converted into shares of Common Stock).
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
-0-
(ii) Shared power to vote or to direct the vote:
2,777,773 shares of Common Stock (in the case of the Slim
Family, CGT and Telmex)
2,419,350 shares of Common Stock (in the case of
Telmex Communications)
(iii) Sole power to dispose or to direct the disposition of:
-0-
(iv) Shared power to direct the disposition of:
2,777,773 shares of Common Stock (in the case of the Slim
Family, CGT and Telmex)
2,419,350 shares of Common Stock (in the case of Telmex
Communications)
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following:
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10.Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.
<PAGE>
SIGNATURE
After reasonable inquiry, and to the best of my knowledge and belief, I
certify that the information set forth in this statement on Schedule 13G is
true, complete and correct.
|
Carlos Slim Helu |
|
-------------------------- |
|
Carlos Slim Domit |
| By: /s/ Adolfo Cerezo
-------------------------- | ------------------
| Adolfo Cerezo P.
Marco Antonio Slim Domit | Attorney-in-Fact
| March 17, 2000
-------------------------- |
|
Patrick Slim Domit |
|
-------------------------- |
|
Maria Soumaya Slim Domit |
|
-------------------------- |
|
Vanessa Paola Slim Domit |
|
-------------------------- |
|
Johanna Monique Slim Domit |
|
-------------------------- |
|
CARSO GLOBAL TELECOM, S.A. DE C.V. |
|
-------------------------- |
By: Eduardo Valdes |
Title: Attorney-in-Fact |
|
|
TELEPHONOS DE MEXICO, S.A. DE C.V. |
|
-------------------------- |
By: Adolfo Cerezo P. |
Title: Chief Financial Officer |
|
TELEMEX COMMUNICATIONS LLC |
|
-------------------------- |
By: Adolfo Cerezo P. |
Title: Chief Financial Officer |
<PAGE>
POWER OF ATTORNEY
I, a holder of Series B Convertible Preferred Shares, $.001 par value per
share (the "Securities"), of Network Access Solutions Corporation, a corporation
organized under the laws of Delaware (the "Company"), which Securities are
convertible into common stock, $.001 par value per share, which are registered
pursuant to Section 12 of the United States Securities Exchange Act of 1934, as
amended (the "Exchange Act"), hereby constitute and appoint Adolfo Cerezo my
true and lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to act, for me and in my name, place and stead and on my behalf,
in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G
(the "Filings") and any and all amendments thereto and any other document
relating thereto, and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act, any amendment thereto and other document relating
thereto and any exhibit thereto with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Carlos Slim Helu
--------------------
March 17, 2000 By: Carlos Slim Helu
<PAGE>
POWER OF ATTORNEY
I, a holder of Series B Convertible Preferred Shares, $.001 par value per
share (the "Securities"), of Network Access Solutions Corporation, a corporation
organized under the laws of Delaware (the "Company"), which Securities are
convertible into common stock, $.001 par value per share, which are registered
pursuant to Section 12 of the United States Securities Exchange Act of 1934, as
amended (the "Exchange Act"), hereby constitute and appoint Adolfo Cerezo my
true and lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to act, for me and in my name, place and stead and on my behalf,
in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G
(the "Filings") and any and all amendments thereto and any other document
relating thereto, and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act, any amendment thereto and other document relating
thereto and any exhibit thereto with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Carlos Slim Domit
---------------------
March 17, 2000 By: Carlos Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Series B Convertible Preferred Shares, $.001 par value per
share (the "Securities"), of Network Access Solutions Corporation, a corporation
organized under the laws of Delaware (the "Company"), which Securities are
convertible into common stock, $.001 par value per share, which are registered
pursuant to Section 12 of the United States Securities Exchange Act of 1934, as
amended (the "Exchange Act"), hereby constitute and appoint Adolfo Cerezo my
true and lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to act, for me and in my name, place and stead and on my behalf,
in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G
(the "Filings") and any and all amendments thereto and any other document
relating thereto, and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act, any amendment thereto and other document relating
thereto and any exhibit thereto with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Marco Antonio Slim Domit
----------------------------
March 17, 2000 By: Marco Antonio Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Series B Convertible Preferred Shares, $.001 par value per
share (the "Securities"), of Network Access Solutions Corporation, a corporation
organized under the laws of Delaware (the "Company"), which Securities are
convertible into common stock, $.001 par value per share, which are registered
pursuant to Section 12 of the United States Securities Exchange Act of 1934, as
amended (the "Exchange Act"), hereby constitute and appoint Adolfo Cerezo my
true and lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to act, for me and in my name, place and stead and on my behalf,
in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G
(the "Filings") and any and all amendments thereto and any other document
relating thereto, and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act, any amendment thereto and other document relating
thereto and any exhibit thereto with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Patrick Slim Domit
----------------------
March 17, 2000 By: Patrick Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Series B Convertible Preferred Shares, $.001 par value per
share (the "Securities"), of Network Access Solutions Corporation, a corporation
organized under the laws of Delaware (the "Company"), which Securities are
convertible into common stock, $.001 par value per share, which are registered
pursuant to Section 12 of the United States Securities Exchange Act of 1934, as
amended (the "Exchange Act"), hereby constitute and appoint Adolfo Cerezo my
true and lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to act, for me and in my name, place and stead and on my behalf,
in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G
(the "Filings") and any and all amendments thereto and any other document
relating thereto, and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act, any amendment thereto and other document relating
thereto and any exhibit thereto with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Maria Soumaya Slim Domit
----------------------------
March 17, 2000 By: Maria Soumaya Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Series B Convertible Preferred Shares, $.001 par value per
share (the "Securities"), of Network Access Solutions Corporation, a corporation
organized under the laws of Delaware (the "Company"), which Securities are
convertible into common stock, $.001 par value per share, which are registered
pursuant to Section 12 of the United States Securities Exchange Act of 1934, as
amended (the "Exchange Act"), hereby constitute and appoint Adolfo Cerezo my
true and lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to act, for me and in my name, place and stead and on my behalf,
in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G
(the "Filings") and any and all amendments thereto and any other document
relating thereto, and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act, any amendment thereto and other document relating
thereto and any exhibit thereto with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Vanessa Paola Slim Domit
----------------------------
March 17, 2000 By: Vanessa Paola Slim Domit
<PAGE>
POWER OF ATTORNEY
I, a holder of Series B Convertible Preferred Shares, $.001 par value per
share (the "Securities"), of Network Access Solutions Corporation, a corporation
organized under the laws of Delaware (the "Company"), which Securities are
convertible into common stock, $.001 par value per share, which are registered
pursuant to Section 12 of the United States Securities Exchange Act of 1934, as
amended (the "Exchange Act"), hereby constitute and appoint Adolfo Cerezo my
true and lawful attorney-in-fact and agent, with full power of substitution and
resubstitution, to act, for me and in my name, place and stead and on my behalf,
in any and all capacities, to sign any Form 3, 4 or 5 or Schedule 13D or 13G
(the "Filings") and any and all amendments thereto and any other document
relating thereto, and to file on my behalf any such Filings required to be filed
pursuant to the Exchange Act, any amendment thereto and other document relating
thereto and any exhibit thereto with the United States Securities and Exchange
Commission, hereby granting unto said attorneys-in-fact and agents, full power
and authority to do and perform any and all acts and things requisite as fully
to all intents and purposes as I might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents may lawfully do or
cause to be done by virtue hereof, and this power of attorney shall be
irrevocable until December 31, 2004.
/s/ Johanna Monique Slim Domit
------------------------------
March 17, 2000 By: Johanna Monique Slim Domit
<PAGE>
POWER OF ATTORNEY
The undersigned, a holder of Series B Convertible Preferred Shares, $.001
par value per share (the "Securities"), of Network Access Solutions Corporation,
a corporation organized under the laws of Delaware (the "Company"), which
Securities are convertible into common stock, $.001 par value per share, which
are registered pursuant to Section 12 of the United States Securities Exchange
Act of 1934, as amended (the "Exchange Act"), hereby constitute and appoint
Adolfo Cerezo my true and lawful attorney-in-fact and agent, with full power of
substitution and resubstitution, to act, for me and in my name, place and stead
and on my behalf, in any and all capacities, to sign any Form 3, 4 or 5 or
Schedule 13D or 13G (the "Filings") and any and all amendments thereto and any
other document relating thereto, and to file on my behalf any such Filings
required to be filed pursuant to the Exchange Act, any amendment thereto and
other document relating thereto and any exhibit thereto with the United States
Securities and Exchange Commission, hereby granting unto said attorneys-in-fact
and agents, full power and authority to do and perform any and all acts and
things requisite as fully to all intents and purposes as I might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents may lawfully do or cause to be done by virtue hereof, and this power of
attorney shall be irrevocable until December 31, 2004.
CARSO GLOBAL TELECOM, S.A. DE C.V.
/s/ Eduardo Valdes
---------------------------------
March 17, 2000 By: Eduardo Valdes
Title: Attorney-in-Fact
<PAGE>
POWER OF ATTORNEY
The undersigned, a holder of Series B Convertible Preferred Shares, $.001
par value per share (the "Securities"), of Network Access Solutions Corporation,
a corporation organized under the laws of Delaware (the "Company"), which
Securities are convertible into common stock, $.001 par value per share, which
are registered pursuant to Section 12 of the United States Securities Exchange
Act of 1934, as amended (the "Exchange Act"), hereby constitute and appoint
Adolfo Cerezo my true and lawful attorney-in-fact and agent, with full power of
substitution and resubstitution, to act, for me and in my name, place and stead
and on my behalf, in any and all capacities, to sign any Form 3, 4 or 5 or
Schedule 13D or 13G (the "Filings") and any and all amendments thereto and any
other document relating thereto, and to file on my behalf any such Filings
required to be filed pursuant to the Exchange Act, any amendment thereto and
other document relating thereto and any exhibit thereto with the United States
Securities and Exchange Commission, hereby granting unto said attorneys-in-fact
and agents, full power and authority to do and perform any and all acts and
things requisite as fully to all intents and purposes as I might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents may lawfully do or cause to be done by virtue hereof, and this power of
attorney shall be irrevocable until December 31, 2004.
TELEFONOS DE MEXICO, S.A. DE C.V.
/s/ Adolfo Cerezo
---------------------------------
March 17, 2000 By: Adolfo Cerezo P.
Title: Chief Financial Officer
<PAGE>
POWER OF ATTORNEY
The undersigned, a holder of Series B Convertible Preferred Shares, $.001
par value per share (the "Securities"), of Network Access Solutions Corporation,
a corporation organized under the laws of Delaware (the "Company"), which
Securities are convertible into common stock, $.001 par value per share, which
are registered pursuant to Section 12 of the United States Securities Exchange
Act of 1934, as amended (the "Exchange Act"), hereby constitute and appoint
Adolfo Cerezo my true and lawful attorney-in-fact and agent, with full power of
substitution and resubstitution, to act, for me and in my name, place and stead
and on my behalf, in any and all capacities, to sign any Form 3, 4 or 5 or
Schedule 13D or 13G (the "Filings") and any and all amendments thereto and any
other document relating thereto, and to file on my behalf any such Filings
required to be filed pursuant to the Exchange Act, any amendment thereto and
other document relating thereto and any exhibit thereto with the United States
Securities and Exchange Commission, hereby granting unto said attorneys-in-fact
and agents, full power and authority to do and perform any and all acts and
things requisite as fully to all intents and purposes as I might or could do in
person, hereby ratifying and confirming all that said attorneys-in-fact and
agents may lawfully do or cause to be done by virtue hereof, and this power of
attorney shall be irrevocable until December 31, 2004.
TELMEX COMMUNICATIONS LLC
/s/ Adolfo Cerezo
--------------------------
March 17, 2000 By: Adolfo Cerezo P.
Title: Chief Financial Officer
<PAGE>
JOINT FILING AGREEMENT
THIS JOINT FILING AGREEMENT (this "Agreement") is made and entered into as
of this 17th day of March 2000, by and between Carlos Slim Helu, Carlos Slim
Domit, Marco Antonio Slim Domit, Patrick Slim Domit, Maria Soumaya Slim Domit,
Vanessa Paola Slim Domit, Johanna Monique Slim Domit, Carso Global Telecom, S.A.
de C.V., Telefonos de Mexico, S.A. de C.V. and Telmex Communications LLC.
The parties to this Agreement hereby agree to prepare jointly and file
timely (or otherwise to deliver as appropriate) all filings on any Form 3, 4 or
5 or Schedule 13D or Schedule 13G (the "Filings") required to be filed by them
pursuant to Section 13(d) or 13(g) under the Securities Exchange Act of 1934, as
amended, with respect to their respective ownership of any securities of Network
Access Solutions Corporation that are required to be reported on any such
Filings. Each party to this Agreement further agrees and covenants to the other
parties that it will fully cooperate with such other parties in the preparation
and timely filing (and other delivery) of all such Filings.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date first set forth above.
Carlos Slim Helu
---------------------------
Carlos Slim Domit By: /s/ Adolfo Cerezo
-----------------
--------------------------- Adolfo Cerezo P.
Attorney-in-Fact
Marco Antonio Slim Domit March 17, 2000
---------------------------
Patrick Slim Domit
---------------------------
Maria Soumaya Slim Domit
---------------------------
Vanessa Paola Slim Domit
---------------------------
Johanna Monique Slim Domit
---------------------------
CARSO GLOBAL TELECOM, S.A. DE C.V.
---------------------------
By: Eduardo Valdes
Title: Attorney-in-Fact
TELEFONOS DE MEXICO, S.A. DE C.V.
---------------------------
By: Adolfo Cerezo P.
Title: Chief Financial Officer
TELMEX COMMUNICATIONS LLC
---------------------------
By: Adolfo Cerezo P.
Title: Chief Financial Officer
