[Federal Register Volume 61, Number 111 (Friday, June 7, 1996)]
[Notices]
[Page 29165]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 96-14417]
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DEPARTMENT OF TRANSPORTATION
Surface Transportation Board \1\
[STB Finance Docket No. 32967]
Norfolk and Western Railway Company; Corporate Family Transaction
Exemption; the Toledo Belt Railway Company
Norfolk and Western Railway Company (NW), a Class I common carrier
by railroad, and the Toledo Belt Railway Company (Toledo), a Class III
common carrier railroad, have jointly filed a verified notice of
exemption. The exempt transaction is a merger of Toledo with and into
NW.2
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\1\ The ICC Termination Act of 1995, Pub. L. No. 104-88, 109
Stat. 803, which was enacted on December 29, 1995, and took effect
on January 1, 1996, abolished the Interstate Commerce Commission and
transferred certain functions to the Surface Transportation Board
(Board). This notice relates to functions that are subject to Board
jurisdiction pursuant to 49 U.S.C. 11323-24.
\2\ Toledo is a wholly owned, direct subsidiary of NW with
authorized capital stock consisting of 3,000 shares of Common Stock
all of which are issued and outstanding and owned by NW. NW or its
predecessors have operated the properties of Toledo since the early
1900's. The Agreement and Plan of Merger provides that all shares of
Toledo's capital stock will be canceled and retired, and no
consideration will be paid in respect of such shares. NW is a direct
wholly owned subsidiary of Norfolk Southern Railway Company (NSR), a
Class I railroad. NSR is controlled through stock ownership by
Norfolk Southern Corporation, a noncarrier holding company.
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The transaction is expected to be consummated on or after June 1,
1996.
The proposed merger will eliminate Toledo as a separate corporate
entity, thereby simplifying the corporate structure of NW and the NW
system, and eliminating costs associated with separate recordkeeping,
tax, and administrative functions.
This is a transaction within a corporate family of the type
specifically exempted from prior review and approval under 49 CFR
1180.2(d)(3). The parties state that the transaction will not result in
adverse changes in service levels or significant operational changes.
In addition, while the parties do not specifically say it, the
transaction would apparently not result in a change in the competitive
balance with carriers outside the corporate family.
As a condition to this exemption, any employees adversely affected
by the transaction will be protected by the conditions set forth in New
York Dock Ry.--Control--Brooklyn Eastern Dist., 360 I.C.C. 60 (1979).
If the verified notice contains false or misleading information,
the exemption is void ab initio. Petitions to reopen the proceeding to
revoke the exemption under 49 U.S.C. 10502(d) may be filed at any time.
The filing of a petition to revoke will not automatically stay the
transaction.
An original and 10 copies of all pleadings, referring to STB
Finance Docket No. 32967, must be filed with the Surface Transportation
Board, Office of the Secretary, Case Control Branch, 1201 Constitution
Avenue, N.W., Washington, DC 20423. In addition, a copy of each
pleading must be served on J. Gary Lane, Norfolk Southern Corporation,
Three Commercial Place, Norfolk, VA 23510-2191.
Decided: May 30, 1996.
By the Board, David M. Konschnik, Director, Office of
Proceedings.
Vernon A. Williams,
Secretary.
[FR Doc. 96-14417 Filed 6-6-96; 8:45 am]
BILLING CODE 4915-00-P
