[Federal Register: December 13, 1999 (Volume 64, Number 238)]
[Notices]               
[Page 69594]
From the Federal Register Online via GPO Access [wais.access.gpo.gov]
[DOCID:fr13de99-125]                         

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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board
[STB Finance Docket No. 33815]

 
Maryland and Pennsylvania Railroad Company and Yorkrail, Inc.--
Intracorporate Family Transaction Exemption

    Emons Transportation Group, Inc. (Emons), Emons Railroad Group, 
Inc. (Emons Rail), Maryland and Pennsylvania Railroad Company (MPA), 
Yorkrail, Inc. (YKR), Maryland and Pennsylvania Railroad, LLC (M&P LLC) 
and Yorkrail, LLC (Yorkrail LLC) have filed a verified notice of 
exemption. The exempt transaction involves the merger of MPA and YKR 
into the newly formed York Railway Company (York), with York as the 
successor corporation.\1\ Certain physical assets of MPA and YKR will 
be transferred to, respectively, M&P LLC and Yorkrail LLC, two newly 
formed limited liability companies.\2\
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    \1\ MPA and YKR are two connecting Class III carriers operating 
in the State of Pennsylvania. York will be a wholly owned subsidiary 
of Emons Rail, which in turn is a wholly owned subsidiary of Emons. 
York will assume all rail operations of MPA and YKR.
    \2\ M&P LLC and Yorkrail LLC will be controlled exclusively by 
York. M&P LLC and Yorkrail LLC will not conduct rail operations but 
will assume common carrier status by virtue of their ownership of 
the underlying rail assets that York will operate.
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    The transaction was expected to be consummated on December 1, 1999.
    The merger of MPA and YKR is intended to simplify
    Emons' corporate structure, streamline accounting, finance and 
management functions, and facilitate improvements in the operational 
efficiency of Emons' rail holdings. The creation of M&P LLC and 
Yorkrail LLC will preserve certain favorable financing and funding 
arrangements available to Emons.
    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, significant operational changes, or 
a change in the competitive balance with carriers outside the corporate 
family.
    Under 49 U.S.C. 10502(g), the Board may not use its exemption 
authority to relieve a rail carrier of its statutory obligation to 
protect the interests of its employees. Section 11326(c), however, does 
not provide for labor protection for transactions under sections 11324 
and 11325 that involve only Class III rail carriers. Because this 
transaction involves Class III rail carriers only, the Board, under the 
statute, may not impose labor protective conditions for this 
transaction.
    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 reopen will not automatically stay the 
transaction.
    An original and 10 copies of all pleadings, referring to STB 
Finance Docket No. 33815, must be filed with the Surface Transportation 
Board, Office of the Secretary, Case Control Unit, 1925 K Street, NW, 
Washington, DC 20423-0001. In addition, a copy of each pleading must be 
served on Thomas J. Litwiler, Esq., Oppenheimer Wolff Donnelly 
(Illinois), Two Prudential Plaza, 45th Floor, 180 North Stetson Avenue, 
Chicago, IL 60601-6710.
    Board decisions and notices are available on our website at 
``WWW.STB.DOT.GOV.''

    Decided: December 6, 1999.

    By the Board, David M. Konschnik, Director, Office of 
Proceedings.
Vernon A. Williams,
Secretary.
[FR Doc. 99-32213 Filed 12-10-99; 8:45 am]
BILLING CODE 4915-00-P