[Federal Register Volume 59, Number 37 (Thursday, February 24, 1994)]
[Unknown Section]
[Page 0]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 94-4185]


[[Page Unknown]]

[Federal Register: February 24, 1994]


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DEPARTMENT OF THE TREASURY
Office of the Comptroller of the Currency

 

Public Comment Regarding Operating Subsidiary Notices

AGENCY: Office of the Comptroller of the Currency, Treasury.

ACTION: Request for public comment.

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SUMMARY: The Office of the Comptroller of the Currency (OCC) requests 
public comment concerning two notices filed by national banks of their 
proposed establishment of operating subsidiaries that will engage in 
mutual fund activities.

DATES: Comments should be submitted on or before March 28, 1994.

ADDRESSES: Written comments regarding the Notices should cite the OCC 
control number and should be submitted to Karen Carter, Disclosure 
Unit, Communications Division, Office of the Comptroller of the 
Currency, 250 E Street, SW., Washington DC 20219. Telephone number 
(202) 874-4700. Fax number (202) 874-5263.

FOR FURTHER INFORMATION CONTACT: Ellen Broadman, Director, Securities, 
Investments and Fiduciary Practices Division, Office of the Chief 
Counsel (202) 874-5210.

SUPPLEMENTARY INFORMATION:

First Union National Bank of North Carolina; Notice of Intent to 
Establish Three Operating Subsidiaries Which Will Acquire the 
Partnership Interests of Lieber & Company and the Assets and 
Liabilities of Evergreen Asset Management Corporation. [OCC Control No. 
93-ML08023.]
Mellon Bank, N.A.; Notice of Intent to Establish Certain Operating 
Subsidiaries Which Will Acquire Most of the Assets, Operations, and 
Activities of the Dreyfus Corporation. [OCC Control No. 93-NE-08043.]

    First Union National Bank of North Carolina, Charlotte, North 
Carolina (First Union) filed a notice with the Office of the 
Comptroller of the Currency (OCC) on November 1, 1993 (First Union 
Notice), pursuant to 12 CFR 5.34,1 advising the OCC of First 
Union's intent to establish three operating subsidiaries. The First 
Union Notice describes First Union's intent to acquire, through First 
Union's proposed operating subsidiaries, two affiliated investment 
advisory companies, Lieber & Company, a New York general partnership, 
and Evergreen Asset Management Corp., a Delaware corporation, 
(collectively referred to as ``Lieber'').
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    \1\The OCC's regulation concerning operating subsidiaries, 
Sec. 5.34, provides that national banks may establish or acquire 
operating subsidiaries to engage in activities that are part of or 
incidental to the business of banking. Where a national bank intends 
to engage in new activities in an operating subsidiary, it must 
notify the OCC. The OCC reviews the bank's proposal to determine 
whether the proposed activities are legally permissible for a 
national bank's operating subsidiary and to ensure that the proposal 
is consistent with prudent banking principles and OCC policy which 
considers customer needs and fair treatment.
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    Mellon Bank, N.A., Pittsburgh, Pennsylvania (Mellon) filed a notice 
with the Office of the Comptroller of the Currency (OCC) on December 
30, 1993 (Mellon Notice), pursuant to Sec. 5.34, advising the OCC of 
Mellon's intent to establish certain operating subsidiaries. The Mellon 
Notice describes Mellon's intent to acquire, through operating 
subsidiaries, most of the assets, operations and activities of The 
Dreyfus Corporation, a New York corporation (Dreyfus).
    The First Union and Mellon Notices propose activities for operating 
subsidiaries that have been approved for national banks. The magnitude 
of the Mellon transaction, however, is significant. Because the First 
Union Notice involves the acquisition of entities that engage in 
activities similar to Dreyfus, the OCC considers it appropriate to 
consolidate the two notices for the purpose of soliciting public 
comment.
    Although notices filed pursuant to Sec. 5.34 do not require public 
comment under existing OCC regulations, the OCC has reserved the right, 
pursuant to Sec. 5.2(b), to adopt procedures different from those 
specifically provided in its corporate applications regulations if the 
OCC deems such actions appropriate in acting on a particular 
application or filing. The OCC considers it appropriate to seek 
comments from the public concerning the First Union and Mellon Notices.
    First Union has assets of approximately $20 billion. Both First 
Union and its holding company, First Union Corporation (FTU), which has 
assets of approximately $71 billion, already have substantial 
involvement in trust and investment activities, including mutual fund 
administration, brokerage, master trust and custody, institutional 
investment management and personal trust. FTU currently administers 
approximately $43 billion in assets and manages approximately $27 
billion in assets. The Evergreen family of 15 mutual funds currently 
has assets of approximately $3.6 billion. Lieber principally provides 
investment advice and administrative services to the Evergreen funds, 
several large institutional investors and a number of high net worth 
individuals. The First Union Notice details the functions currently 
performed by Lieber for its clients.
    Mellon has assets of approximately $28 billion. Both Mellon and its 
holding company, Mellon Bank Corporation (MBC), which has assets of 
approximately $36 billion, already have substantial involvement in 
trust and investment activities, including mutual fund administration, 
brokerage, master trust and custody, institutional investment 
management and personal trust. MBC currently administers approximately 
$615 billion in assets and manages approximately $135 billion in 
assets. Dreyfus, the sixth-largest mutual fund company in the United 
States, provides investment advice and administrative services to over 
130 mutual funds with approximately $80 billion in assets.
    The Mellon Notice details the function of each of the existing 
Dreyfus corporations and subsidiaries and sets forth which entities 
will be acquired as operating subsidiaries of Mellon, which will be 
acquired as operating subsidiaries of MBC, and which will be sold or 
liquidated. Pursuant to Mellon's proposal, several of the Dreyfus 
entities will become operating subsidiaries of Mellon. The Dreyfus 
operations currently include subsidiaries which provide investment 
advisory, brokerage, and administrative services to registered 
investment companies which are known to the public as the Dreyfus 
family of mutual funds.
    The OCC invites public comment on the First Union and Mellon 
Notices in order to provide interested parties with an opportunity to 
express their views concerning the proposed acquisitions that may 
assist the OCC in making a final determination concerning the First 
Union and Mellon Notices.
    The First Union and Mellon Notices and any public comments 
submitted are available for inspection by appointment at the OCC 
headquarters in Washington, DC. Appointments may be made by calling the 
Disclosure Unit at the telephone number listed in the ADDRESSES section 
of this request for public comment. Photocopies of the First Union and 
Mellon Notices and any public comments submitted are available upon 
written request from the Disclosure Unit at the address indicated in 
the ADDRESSES section of this request for public comment. Pursuant to 
12 CFR 4.17, a fee may be assessed to cover duplication costs.
    Interested persons are encouraged to express their views in writing 
to the OCC concerning the First Union and Mellon Notices.

    Dated: February 18, 1994.
Eugene A. Ludwig,
Comptroller of the Currency.
[FR Doc. 94-4185 Filed 2-23-94; 8:45 am]
BILLING CODE 4810-33-P