[Federal Register Volume 66, Number 134 (Thursday, July 12, 2001)]
[Notices]
[Pages 36594-36603]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 01-17479]


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DEPARTMENT OF JUSTICE

Antitrust Division


Proposed Final Judgment and Competitive Impact Statement; United 
States v. Signature Flight Support Corp., et al.

    Notice is hereby given pursuant to the Antitrust Procedures and 
Penalties Act, 15 U.S.C. 16(b)-(h), that a proposed Final Judgment, 
Hold Separate Stipulation and Order, and Competitive Impact Statement 
have been filed with the U.S. District Court for the District of 
Columbia in United States v. Signature Flight Support Corp., et al., 
Civil No. 01-CV-1365. The proposed Final Judgment is subject to 
approval by the Court after the expiration of the statutory sixty-day 
public comment period and compliance with the Antitrust Procedures and 
Penalties Act, 15 U.S.C. 16(b)-(h).
    On June 20, 2001, the United States filed a Compliant alleging that 
the proposed acquisition by Signature Flight Support Corp. 
(``Signature'') of Ranger Aerospace Corporation (``Ranger'') and its 
subsidiary Aircraft Service International Group, Inc. (``ASIG'') would 
violate of Section 7 of the Clayton Act, 15 U.S.C. Signature and ASIG 
each own and operate fixed base operators (``FBOs'') that provide 
flight support services at various airports in the United States. The 
proposed Final Judgment, filed at the same time as the Complaint, 
requires Signature to divest ASIG's FBO business at Orlando 
International Airport, along with certain tangible and intangible 
assets. A Competitive Impact Statement filed by the United States 
describes the Complaint, the proposed Final Judgment, the industry, and 
remedies available to private litigants who may have been injured by 
the alleged violations.
    Public comment is invited within the statutory sixty-day comment 
period. Such comments, and responses thereto, will be published in the 
Federal Register and filed with the Court. Written comments should be 
directed to

[[Page 36595]]

Roger W. Fones, Chief, Transportation, Energy, and Agriculture Section, 
Antitrust Division, 325 Seventh Street, NW., Suite 500, Washington, DC 
20530.
    Copies of the Complaint, Hold Separate Stipulation and Order, 
proposed Final Judgment, and Competitive Impact Statement are available 
for inspection in Room 215 of the U.S. Department of Justice, Antitrust 
Division, 325 Seventh Street, NW., Washington, DC 20530 and the office 
of the Clerk of the U.S. District Court for the District of Columbia, 
333 Constitution Avenue, NW., Washington, DC 20001. Copies of any of 
these materials may be obtained upon request and payment of a copying 
fee.

Constance K. Robinson,
Director of Operations, Antitrust Division.
Case Number 1: 01CV01365
Judge: Colleen Kollar-Kotelly
Deck Type: Antitrust
Date Stamp: 06/20/2001

Complaint

    The United States of America, by its attorney, acting under the 
direction of the Attorney General of the United States, brings this 
civil action to prevent the proposed acquisition by Signature Flight 
Support Corporation (``Signature'') of the competing fixed base 
operations of Ranger Aerospace Corporation (``Ranger'') and its wholly 
owned subsidiary Aircraft Service International Group, Inc. (``ASIG'').

I

Nature of the Action

    1. Signature and ASIG both own and operate a fixed base operator 
(``FBO'') business at Orlando International Airport (``MCO Airport''). 
FBOs provide flight support services--including fueling, ramp and 
hangar rentals, office space rentals, and other services--to general 
aviation customers from facilities at airports. General aviation 
customers include charter, private and corporate aircraft operators. 
Signature owns and operates FBOs at forty-four airports around the 
country, and ASIG owns and operates FBOs at three airports.
    2. Currently, Signature and ASIG are the only two FBOs competing at 
MCO Airport. As the only two FBOs operating at MCO Airport, Signature 
and ASIG compete head-to-head on price and quality of services to 
general aviation customers. The acquisition would eliminate this 
competition, reducing the number of competitors from two to one, 
creating an FBO monopoly at MCO Airport. The acquisition would give 
Signature the ability to raise prices and lower the quality of services 
to MCO Airport general aviation customers. Accordingly, the proposed 
acquisition of those two FBOs is likely to lessen competition 
substantially in the market for FBO services at MCO Airport in 
violation of Section 7 of the Clayton Act, as amended, 15 U.S.C. 18.

II

Jurisdiction and Venue

    3. This action is filed pursuant to Section 15 of the Clayton Act, 
as amended, 15 U.S.C. 25, to prevent and restrain the violation by the 
defendants, as hereinafter alleged, of Section 7 of the Clayton act, as 
amended, 15 U.S.C. 18.
    4. All defendants are engaged in interstate commerce and in 
activities substantially affecting interstate commerce. Signature and 
Ranger, through its wholly owned subsidiary, ASIG, provide FBO services 
to aircraft landing throughout the United States and overseas. 
Signature, Ranger and ASIG consent to jurisdiction in the District of 
Columbia for purposes of 15 U.S.C. 22 and 28 U.S.C. 1391(c).
    5. This Court has jurisdiction over the subject matter of this 
action and jurisdiction over the parties pursuant to 15 U.S.C. 1331 and 
1337. Venue is proper pursuant to 28 U.S.C. 1391(c).

III

Defendants and the Transaction

    6. Signature is a Delaware corporation with its principal place of 
business in Orlando, Florida. Signature owns and operates forty-four 
FBOs in the United States, including operations at MCO Airport. In 
addition, Signature provides services for commercial airlines and 
airport authorities, including into-plane fueling, fuel farm 
maintenance and operation, and other ground services.
    7. Ranger is a Delaware corporation with its principal place of 
business in Greenville, South Carolina. ASIG is a wholly owned, 
indirect subsidiary of Ranger. ASIG, a Delaware corporation 
headquartered in Dania, Florida, owns and operates three FBOs in the 
United States and the Bahamas, including operations at MCO Airport. 
ASIG also provides services for commercial airlines and airport 
authorities, including into-plane fueling, fuel farm maintenance and 
operation, and other ground services.
    8. Signature proposes to acquire the stock and assets of Ranger for 
approximately $137 million.

IV

Trade and Commerce

The Relevant Market
    9. FBO services include the sale of jet aviation fuel (``Jet A 
fuel'') and aviation gasoline (``avgas''), as well as related support 
services, to general aviation customers. FBOs typically do not charge 
separately for many services, such as use of customer and pilot 
lounges, baggage handling, and flight planning support. Rather, they 
recover the costs of these services in the price that they charge for 
fuel. There are other services for which FBOs charge separately, 
including hangar rental, office space rental, ramp parking fees, 
catering, cleaning the aircraft, arranging ground transportation, and 
maintenance on the aircraft. General aviation customers generally buy 
fuel from the same FBO from which they obtain other services.
    10. The largest source of revenue for an FBO is its fuel revenues. 
FBOs sell Jet A fuel for jet aircraft, turboprops and helicopters, and 
avgas for smaller, piston operated planes. At MCO Airport, Signature 
and ASIG sold approximately 2.64 million gallons, or $5.4 million, of 
fuel in the year ending December 1999. Signature and ASIG obtained 
additional revenues of approximately $524,000 at MCO Airport for other 
FBO-related services.
    11. The provision of FBO services to general aviation customers at 
MCO Airport is a relevant market (i.e., a line of commerce and a 
section of the country) under Section 7 of the Clayton Act. General 
aviation customers cannot obtain fuel, hangar, ramp and other services 
offered at an airport except through an FBO authorized to sell such 
products and services by the local airport authority. Thus, general 
aviation customers have no alternatives to FBOs for these products and 
services when they land at MCO Airport.
    12. FBOs at other airports would not provide economically practical 
alternatives for general aviation customers who currently use MCO 
Airport. Although there are other airports in the same region as MCO 
Airport, those other airports are not economically viable substitutes 
for general aviation customers flying into MCO Airport. The location, 
convenience, and facilities of MCO Airport draws customers. General 
aviation customers have chosen MCO Airport because of its proximity to 
the Orlando metropolitan area and other destinations, and because of 
the size and quality of its facilities; using a different airport would 
significantly increase their driving time and

[[Page 36596]]

inconvenience. There are not enough general aviation customers who have 
selected MCO Airport as their airport and who would switch to another 
airport to prevent anticompetitive prices increases for fuel and other 
services at MCO Airport.
Competition and Entry
    13. The market for FBO services at MCO Airport is highly 
concentrated, with only two providers--Signature and ASIG. If Signature 
acquires the ASIG FBO facility, it will have a monopoly for the market 
for FBO services at MCO Airport.
    14. Signature's acquisition of the ASIG FBO at MCO Airport would 
eliminate competition in the market for the provision of FBO services 
to general aviation customers at MCO Airport. The existing competition 
between Signature's and ASIG's FBOs limits the ability of each to raise 
prices for fuel and other FBO services. The proposed acquisition would 
eliminate the constraint each imposes upon the other.
    15. The prospect of new entry will not prevent a post merger price 
increase or service decrease at MCO Airport. There are significant sunk 
costs involved in building an FBO at MCO Airport. The airport authority 
has established minimum requirements for an FBO, including 20,000 
square feet of hanger storage, a five acre lease, and other minimum 
operating requirements, and the permitting process at MCO Airport can 
take up to a year before construction begins. Entry that is timely and 
sufficient to prevent a post merger price increase or service decrease 
is unlikely because of these factors.

V

Violation Alleged

    16. Unless restrained, Signature's proposed acquisition of ASIG's 
FBO at MCO Airport is likely to substantially lessen competition and 
restrain trade unreasonably in the market for FBO services at MCO 
Airport in violation of Section 7 of the Clayton Act, in the following 
ways:
    a. Actual competition between Signature and ASIG in the market for 
FBO services at MCO Airport will be eliminated;
    b. Concentration in the market for FBO services at MCO Airport will 
increase significantly, creating a monopoly at MCO Airport;
    c. Competition generally in the market for FBO services at MCO 
Airport will be substantially lessened; and
    d. Prices for fuel and other FBO services sold to general aviation 
customers at MCO Airport will increase and quality of service will 
decrease.

VI

Request for Relief

    The United States requests: (a) Adjudication that Signature's 
proposed acquisition of ASIG's FBO at MCO Airport would violate Section 
7 of the Clayton Act; (b) preliminary and permanent injunctive relief 
preventing the consummation of the proposed acquisition; (c) an award 
to the United States of the costs of this action; and (d) such other 
relief as is proper.

    Dated this 20th day of June, 2001.
John M. Nannes,
Acting Assistant Attorney General.
Constance K. Robinson,
Director of Operational and Director of Merger Enforcement.
Roger W. Fones,
Chief.
Donna N. Kooperstein,
Asst. Chief.
Salvatore Massa,
Wisconsin Bar No. 1029907,
Douglas Rathbun,
Attorneys, U.S. Department of Justice, Antitrust Division, 
Transportation, Energy, and Agriculture Section, 325 Seventh Street, 
NW., Suite 500, Washington, DC 20530, (202) 307-6351.

Certificate of Mailing

    I, Salvatore Massa, hereby certify that, on June 20, 2001, I 
caused the foregoing document to be mailed on defendants Signature 
Flight Support Corporation, Ranger Aerospace Corporation and 
Aircraft Service International Group, Inc., by having a copy mailed, 
first-class, postage prepaid, to:

William R. Norfolk, Sullivan & Cromwell, 125 Broad Street, New York, 
NY 10004
James H. Mutchnik, Kirkland & Ellis, 200 East Randolph Dr., Chicago, 
IL 60601
Salvatore Massa

Civil Action No.: 01 1365

(Proposed)

Final Judgment

    Whereas, plaintiff, the United States of America (``United 
States''), filed its complaint in this action on June 20, 2001, and 
plaintiff and defendants, Signature Flight Support Corporation 
(``Signature'') and Ranger Aerospace Corporation (``Ranger''), by their 
respective attorneys, having consented to the entry of this Final 
Judgment without trial or adjudication of any issue of fact or law, and 
without this Final Judgment constituting any evidence against or 
admission by any party regarding any issue of law or fact:
    And Whereas, defendants have agreed to be bound by the provisions 
of this Final Judgment pending its approval by the Court;
    And Whereas, the essence of this Final Judgment is prompt and 
certain divestiture of certain rights or assets by the defendants to 
assure that competition is not substantially lessened;
    And Whereas, plaintiff requires defendants to make certain 
divestitures for the purpose of remedying the loss of competition 
alleged in the Complaint;
    And Whereas, defendants have represented to the United States that 
the divestitures required below can and will be made, and that 
defendants will later raise no claim of hardship or difficult as 
grounds for asking the Court to modify any of the divestiture 
provisions contained below;
    Now, Therefore, before the taking of any testimony, and without 
trial or adjudication of any issue of fact or law, and upon consent of 
the parties, it is hereby ordered, adjudged, and decreed:

I

Jurisdiction

    This Court has jurisdiction over the subject matter of this action 
and over each of the parties in this action. The Complaint states a 
claim upon which relief may be granted against the defendants, as 
defined below, under Section 7 of the Clayton Act, as amended (15 
U.S.C. 18).

II

Definitions

    As used in this Final Judgment:
    A. ``Acquirer'' means the entity to whom defendants divest the 
Assets to be Divested.
    B. ``Signature'' means defendant Signature Flight Support 
Corporation, a Delaware corporation with a principal place of business 
in Orlando, Florida, its successors and assigns, and its parents, 
subsidiaries, divisions, groups, affiliates, partnerships, and joint 
ventures, and their directors, officers, managers, agents, and 
employees.
    C. ``Ranger'' means Ranger Aerospace Corporation, a Delaware 
corporation headquartered in Greenville, South Carolina, its successors 
and assigns, and its parents, subsidiaries, divisions groups, 
affiliates, partnerships, and joint ventures, and their directors, 
officers, managers, agents, and employees. One of Ranger's wholly owned 
subsidiaries, Aircraft Service International Group, Inc. (``ASIG''), a 
Delaware corporation headquartered in Dania, Florida, operates the 
Assets to be Divested, as defined in Section II(G).
    D. ``MCO Airport'' means Orlando International Airport, located in 
the Orlando, Florida metropolitan area.
    E. ``FBO Services'' means any or all services related to providing 
fixed based operator services to general aviation customers at MCO 
Airport, including, but not limited to, selling fuel, leasing

[[Page 36597]]

hangar, ramp, and office space, providing flight support services, 
performing maintenance, providing access to terminal facilities, or 
arranging for ancillary services such as rental cars or hotels, but 
does not include assets related to the commercial jet fueling business 
at MCO Airport of any of the defendants.
    F. ``FBO Facility'' means any and all tangible and intangible 
assets that comprise the business of providing FBO Services, including, 
but not limited to, all personal property, inventory, office furniture, 
materials, supplies, terminal space, hangars, ramps, general aviation 
fuel tank farms for jet aviation fuel and aviation gas, and related 
fueling and maintenance equipment, and other tangible property and all 
assets used exclusively in connection with the business of providing 
FBO Services; all licenses, permits, and authorizations issued by any 
governmental organization relating to the business of providing FBO 
Services subject to licensor's approval of consent; all contracts, 
teaming arrangements, agreements, leases, commitments, certifications, 
and understandings relating to the business of providing FBO Services, 
including supply agreements; all customer lists, contracts, accounts, 
and credit records; all repair and performance records and all other 
records relating to the business of providing FBO Services; all 
intangible assets used in the development, production, servicing, and 
sale of FBO Services, including, but not limited to, all licenses and 
sublicenses, technical information, computer software and related 
documentation, know-how, drawings, blueprints, designs, design 
protocols, specifications for materials, specifications for parts and 
devices, and safety procedures for the handling of materials and 
substances.
    G. The ``Assets to be Divested'' means all rights, titles and 
interests, including all fee, leasehold and real property rights, in 
the existing FBO Facility that Signature will acquire from ASIG at MCO 
Airport.

III

Applicability

    A. This Final Judgment applies to Signature, Ranger and ASIG, as 
defined above, and all other persons in active concert or participation 
with any of them who receive actual notice of this Final Judgment by 
personal service or otherwise.
    B. Defendants shall require, as a condition of the sale or other 
disposition of all or substantially all of their assets or of lesser 
business units that include the Assets to be Divested, that the 
purchaser agrees to be bound by the provisions of this Final Judgment, 
provided, however, that defendants need not obtain such an agreement 
from the Acquirer.

IV

Divestiture of the Assets

    A. Defendants are ordered and directed, within one hundred twenty 
(120) calendar days after the filing of the Complaint in this matter, 
or five (5) days after notice of entry of this Final Judgment by the 
Court, whichever is later, to divest the Assets to be Divested in a 
manner consistent with this Final Judgment to an Acquirer acceptable to 
the United States in its sole discretion. The United States, in its 
sole discretion, may agree to an extension of this time period of up to 
two thirty (30) day periods, not to exceed sixty (60) calendar days in 
total, and shall notify the Court in such circumstances. If pending 
state or local regulatory approval is the only remaining matter 
precluding a divestiture after the 120-day period, the United States 
will not withhold its agreement to an extension of the period. 
Defendants agree to use their best efforts to divest the Assets to be 
Divested as expeditiously as possible.
    B. In accomplishing the divestiture ordered by this Final Judgment, 
defendants promptly shall make known, by usual and customary means, the 
availability of the Assets to be Divested. Defendants shall inform any 
person making inquiry regarding a possible purchase of the Assets to be 
Divested that they are being divested pursuant to this Final Judgment 
and provide such person with a copy of this Final Judgment. Defendants 
shall offer to furnish to all prospective Acquirers, subject to 
customary confidentiality assurances, all information and documents 
regarding the Assets to be Divested customarily provided in a due 
diligence process, except such information or documents subject to the 
attorney-client or attorney work-product privileges. Defendants shall 
make available such information to the United States at the same time 
that such information is made available to any other person.
    C. Defendants shall provide the Acquirer and the United States 
information relating to the personnel involved in the operation, 
management, and sale of the Assets to be Divested to enable the 
Acquirer to make offers of employment. Defendants will not interfere 
with any negotiations by the Acquirer to employ any defendant employee 
whose primary responsibility is the operation, management, and sale of 
the Assets to be Divested.
    D. Defendants shall permit prospective Acquirers of the Assets to 
be Divested to have reasonable access to personnel and to make such 
inspection of the physical facilities of the Assets to be Divested; 
access to any and all environmental, zoning, and other permit documents 
and information; and access to any and all financial, operational, or 
other documents and information customarily provided as part of a due 
diligence process.
    E. Defendants shall warrant to the Acquirer of the Assets to be 
Divested that each asset will be operational on the date of sale.
    F. Defendants shall not take any action that will impede in any way 
the permitting, operation, or divestiture of the Assets to be Divested.
    G. Defendants shall warrant to the Acquirer of the Assets to be 
Divested that there are no material defects in the environmental, 
zoning, or other permits pertaining to the operation of each asset, and 
that following the sale of the Assets to be Divested, defendants will 
not undertake, directly or indirectly, any challenges to the 
environmental, zoning, or other permits relating to the operation of 
the Assets to be Divested.
    H. Unless the United States otherwise consents in writing, the 
divestiture pursuant to Section IV, or by a trustee appointed pursuant 
to Section V, of this Final Judgment, shall include the entire Assets 
to be Divested and shall be accomplished in such a way as to satisfy 
the United States, in its sole discretion, that the Assets to be 
Divested can and will be used by the Acquirer as part of a viable, on 
going business engaged in providing FBO Services at MCO Airport. The 
divestiture, whether pursuant to Section IV or Section V of this Final 
Judgment: (1) Shall be made to an Acquirer that in the United State's 
sole judgment has the capability and intent (including the necessary 
managerial, operational, technical, and financial capability) of 
competing effectively in the provision of FBO Services at MCO Airport; 
and (2) shall be accomplished so as to satisfy the United States, in 
its sole discretion, that none of the terms of any agreement between an 
Acquirer and defendants gives defendants the ability unreasonably to 
raise the Acquirer's costs, to lower the Acquirer's efficiency, or 
otherwise to interfere in the ability of the Acquirer to compete 
effectively.

V

Appointment of Trustee

    A. If defendants have not divested the Assets to be Divested within 
the time

[[Page 36598]]

period specified in Section IV(A) of this Final Judgment, defendants 
shall notify the United States of that fact in writing. Upon 
application of the United States, the Court shall appoint a trustee 
selected by the United States and approved by the Court to effect the 
divestiture of the Assets to be Divested.
    B. After the appointment of a trustee becomes effective, only that 
trustee shall have the right to sell the Assets to be Divested. The 
trustee shall have the power and authority to accomplish the 
divestiture to an Acquirer acceptable to the United States at such 
price and on such terms as are then obtainable upon reasonable effort 
by the trustee, subject to the provisions of Sections IV, V, and VI of 
this Final Judgment, and shall have such powers as this Court deems 
appropriate. Subject to Section V(D) of this Final Judgment, the 
trustee may hire at the cost and expense of defendants any investment 
bankers, attorneys, or other agents, who shall be solely accountable to 
the trustee, reasonably necessary in the judgment of the trustee to 
assist in the divestiture.
    C. Defendants shall not object to a sale by the trustee on any 
ground other than the trustee's malfeasance. Any such objections by 
defendants must be conveyed in writing to the United States and the 
trustee within ten (10) days after the trustee has provided the notice 
required under Section VI of this Final Judgment.
    D. A trustee shall serve at the cost and expense of defendants, on 
such terms and conditions as the plaintiff approves, and shall account 
for all monies derived from the sale of the assets sold by the trustee 
and all costs and expenses so incurred. After approval by the Court of 
the trustee's accounting, including fees for its services and those of 
any professionals and agents retained by the trustee, all remaining 
money shall be paid to defendants and the trust shall then be 
terminated. The compensation of the trustee and any professionals and 
agents retained by the trustee shall be reasonable in light of the 
value of the Assets to be Divested and based on a fee arrangement 
providing the trustee with an incentive based on the price and terms of 
the divestiture and the speed with which it is accomplished, but 
timeliness is paramount.
    E. Defendants shall use their best efforts to assist the trustee in 
accomplishing the required divestiture. The trustee and any 
consultants, accountants, attorneys, and other persons retained by the 
trustee shall have full and complete access to the personnel, books, 
records, and facilities of the Assets to be Divested, and defendants 
shall develop financial or other information relevant to the Assets to 
be Divested as the trustee may reasonably request, subject to 
reasonable protection for trade secrets or other confidential research, 
development, or commercial information. Defendants shall take no action 
to interfere with or to impede the trustee's accomplishment of the 
divestiture.
    F. After its appointment, the trustee shall file monthly reports 
with the United States and the Court setting forth that trustee's 
efforts to accomplish the divestiture ordered under this Final 
Judgment. To the extent such reports contain information that the 
trustee deems confidential, such reports shall not be filed in the 
public docket of the Court. Such reports shall include the name, 
address and telephone number of each person who, during the preceding 
month, made an offer to acquire, expressed an interest in acquiring, 
entered into negotiations to acquire, or was contacted or made an 
inquiry about acquiring, any interest in the Assets to be Divested, and 
shall describe in detail each contact with any such person. The trustee 
shall maintain full records of all efforts made to divest the Assets to 
be Divested.
    G. If the trustee has not accomplished the divestiture within six 
(6) months after its appointment, the trustee shall file promptly with 
the Court a report setting forth: (1) The trustee's efforts to 
accomplish the required divestiture, (2) the reasons, in the trustee's 
judgment, why the required divestiture has not been accomplished, and 
(3) the trustee's recommendations. To the extent such reports contain 
information that the trustee deems confidential, such reports shall not 
be filed in the public docket of the Court. The trustee shall at the 
same time furnish such report to the United States, who shall have the 
right to make additional recommendations consistent with the purpose of 
the trust. The Court shall thereafter enter such orders as it shall 
deem appropriate to carry out the purpose of the Final Judgment, which 
may, if necessary, include extending the trust and the term of the 
trustee's appointment for a period requested by the United States.

VI

Notice of Proposed Divestiture

    A. Within two (2) business days following execution of a definitive 
divestiture agreement, defendants or a trustee, whichever is then 
responsible for effecting the divestiture required herein, shall notify 
the United States of any proposed divestiture required by Section IV or 
V of this Final Judgment. If a trustee is responsible, the trustee 
shall similarly notify defendants. The notice shall set forth the 
details of the proposed divestiture and list the name, address, and 
telephone number of each person not previously identified who offered, 
or expressed an interest in or a desire to acquire any ownership 
interest in the Assets to be Divested together with full details of 
same.
    B. Within fifteen (15) calendar days of receipt by the United 
States of such notice, the United States may request from defendants, 
the proposed Acquirer, any other third party, or the trustee if 
applicable, additional information concerning the proposed divestiture, 
the proposed Acquirer, and any other potential Acquirer. Defendants and 
the trustee shall furnish any additional information requested within 
fifteen (15) calendar days of the receipt of the request, unless the 
parties shall otherwise agree.
    C. Within thirty (30) calendar days after receipt of the notice or 
within twenty (20) calendar days after the United States has been 
provided the additional information requested from defendants, the 
proposed Acquirer, any third party, and the trustee, whichever is 
later, the United States shall provide written notice to defendants and 
the trustee, if there is one, stating whether or not it objects to the 
proposed divestiture. If the United States provides written notice that 
it does not object, the divestiture may be consummated, subject only to 
defendant's limited right to object to the sales under Section V(C) of 
this Final Judgment. Absent written notice that the United States does 
not object to the proposed Acquirer or upon objection by the United 
States, the divestiture proposed under Section IV or V shall not be 
consummated. Upon objection by defendants under Section V(C), a 
divestiture proposed under Section V shall not be consummated unless 
approved by the Court.

VII

Affidavits

    A. Within twenty (20) calendar days of the filing of the Complaint 
in this matter and every thirty (30) calendar days thereafter until the 
divestiture has been completed under Section IV or Section V, 
defendants shall deliver to the United States an affidavit as to the 
fact and manner of compliance with Section IV or Section V of this 
Final Judgment. Each such affidavit shall include the name, address, 
and telephone number of each person who, during the preceding thirty 
(30) days, made an offer to acquire, expressed an interest in 
acquiring, entered into negotiations to acquire, or was

[[Page 36599]]

contacted or made an inquiry about acquiring, any interest in the 
Assets to be Divested, and shall describe in detail each contact with 
any such person during that period. Each such affidavit shall also 
include a description of the efforts defendants have taken to solicit 
buyers for the Assets to be Divested and to provide required 
information to prospective purchasers, including the limitations, if 
any, on such information. Assuming the information set forth in the 
affidavit is true and complete, any objection by the United States to 
information provided by the defendants, including limitation on 
information, shall be made within fourteen (14) days of receipt of such 
affidavit.
    B. Within twenty (20) calendar days of the filing of the Complaint 
in this matter, defendants shall deliver to the United States an 
affidavit that describes in reasonable detail all actions defendants 
have taken and all steps defendants have implemented on an on going 
basis to comply with Section VIII of this Final Judgment. Defendants 
shall deliver to the United States an affidavit describing any changes 
to the efforts and actions outlined in defendants' earlier affidavits 
filed pursuant to this section within fifteen (15) calendar days after 
the change is implemented.
    C. Defendants shall keep all records of all efforts made to 
preserve and divest the Assets to be Divested until one year after the 
divestiture has been completed.

VIII

Hold Separate Order

    Until the divestiture required by this Final Judgment has been 
accomplished, defendants shall take all steps necessary to comply with 
the Hold Separate Stipulation and Order entered by this Court. 
Defendants shall take no action that would jeopardize the divestiture 
order by this Court.

IX

Financing

    Defendants shall not finance all or any part of any purchase made 
pursuant to Section IV or V of this Final Judgment.

X

Compliance Inspection

    A. For the purpose of determining or securing compliance with this 
Final Judgment, or of determining whether the Final Judgment should be 
modified or vacated, and subject to any legally recognized privilege, 
from time to time duly authorized representatives of the United States 
Department of Justice, including consultants and other persons retained 
by the United States, shall upon written request of a duly authorized 
representatives of the Assistant Attorney General in charge of the 
Antitrust Division, and on reasonable notice to defendants be 
permitted:
    1. Access during defendants' office hours to inspect and copy, or 
at defendants' option, to require defendants to provide copies of, all 
books, ledgers, accounts, records, and documents in the possession, 
custody, or control of defendants relating to any matters contained in 
the Final Judgment; and
    2. To interview, either informally or on the record, defendants' 
officers, employees, or agents, who may have their individual counsel 
present, regarding such matters. The interviews shall be subject to the 
reasonable convenience of the interviewee and without restraint or 
interference by defendants.
    B. Upon the written request of a duly authorized representative of 
the Assistant Attorney General in charge of the Antitrust Division, 
defendants shall submit written reports, under oath if requested, 
relating to any of the matters contained in this Final Judgment.
    C. No information nor any documents obtained by the means provided 
in this Section shall be divulged by the United States to any person 
other than a duly authorized representative of the executive branch of 
the United States, except in the course of legal proceedings to which 
the United States is a party (including grand jury proceedings), or for 
the purpose of securing compliance with the Final Judgment, or as 
otherwise required by law.
    D. If at the time information or documents are furnished by 
defendants to the United States, defendants represent and identify in 
writing the material in any such information or documents for which a 
claim of protection may be asserted under Rule 26(c)(7) of the Federal 
Rules of Civil Procedure, and defendants mark each pertinent page of 
such material, ``Subject to claim of protection under Rule 26(c)(7) of 
the Federal Rules of Civil Procedure,'' then the United States shall 
give defendants ten (10) calendar days prior to divulging such material 
in any legal proceeding (other than a grand jury proceeding).

XI

No Reacquisition

    Defendants may not reacquire any part of the Assets to be Divested 
during the term of this Final Judgment.

XII

Retention of Jurisdiction

    This Court retains jurisdiction to enable any party to this Final 
Judgment to apply to this Court at any time for such further orders and 
directions as may be necessary or appropriate to carry out or construe 
this Final Judgment, to modify any of its provisions, to enforce 
compliance, and to punish violations of its provisions.

XIII

Expiration of Final Judgment

    Unless this Court grants an extension, this Final Judgment shall 
expire ten years from the date of its entry.

XIV

Public Interest Determination

    Entry of this Final Judgment is in the public interest.

:Dated----------------------------------------------------------------

Court approval subject to procedures of Antitrust Procedures and 
Penalties Act, 15 U.S.C. 16

----------------------------------------------------------------------
United States District Judge
Certificate of Mailing
    I, Salvatore Massa, hereby certify that, on June 20, 2001, I caused 
the foregoing document to be mailed on defendants Signature Flight 
Support Corporation, Ranger Aerospace Corporation and Aircraft Service 
International Group, Inc., by having a copy mailed, first class, 
postage prepaid, to:
William R. Norfolk, Sullivan & Cromwell, 125 Broad Street, New York, NY 
10004
James H. Mutchnik, Kirkland & Ellis, 200 East Randolph Dr., Chicago, IL 
60601

Salvatore Massa

Competitive Impact Statement

    The United States, pursuant to Section 2(b) of the Antitrust 
Procedures and Penalties Act (``APPA''), 15 U.S.C. 16(b)-(h), files 
this Competitive Impact Statement relating to the proposed Final 
Judgment submitted for entry in this civil antitrust proceeding.

I

Nature and Purpose of the Proceeding

    On June 20, 2001, the United States filed a Complaint alleging that 
the proposed acquisition by Signature Flight Support Corporation 
(``Signature'') of Ranger Aerospace Corporation (``Ranger''), and its 
wholly owned subsidiary, Aircraft Service International Group, Inc. 
(``ASIG''), would violate Section 7 of the Clayton Act, 15 U.S.C. 18.

[[Page 36600]]

    The Complaint alleges that Signature and ASIG own and operate fixed 
base operator (``FBO'') businesses at various airports around the 
country. ASIG owns and operates three FBOs, including an FBO at Orlando 
International Airport (``MCO Airport''). The Complaint alleges that 
Signature and ASIG are the only two providers of FBO services for 
general aviation customers at MCO Airport, located in Orlando, Florida. 
The Complaint further alleges that the proposed acquisition will create 
a monopoly for Signature at this airport, giving it the ability to 
raise prices and lower the quality of service. Thus, the proposed 
acquisition would have likely lessened competition substantially in the 
market for FBO services at MCO Airport in violation of Section 7 of the 
Clayton Act, as amended 15 U.S.C. 18. The prayer for relief in the 
Complaint seeks: (1) A judgment that the proposed acquisition would 
violate Section 7 of the Clayton Act; and (2) a preliminary and 
permanent injunction prevention Signature and Ranger or ASIG from 
consummating the proposed acquisition.
    At the same time the Complaint was filed, the United States also 
filed a proposed settlement that would permit Signature to complete its 
acquisition of Ranger, but requires a divestiture of one of the 
existing FBOs in order to preserve competition for general aviation 
customers at MCO Airport. This settlement consists of a Hold Separate 
Stipulation and Order (``Hold Separate Order''), and a proposed Final 
Judgment. The proposed Final Judgment orders defendants to sell the 
existing ASIG FBO assets at MCO Airport to a purchaser who has the 
capability to compete effectively in the provision of FBO services to 
general aviation customers at that airport. Defendants must complete 
the divestiture of ASIG's FBO operation at MCO Airport before the later 
on one hundred twenty (120) calendar days after filing the Complaint, 
or five (5) days after entry of the Final Judgment, in accordance with 
the procedures specified in the proposed Final Judgment. If defendants 
should fail to accomplish the divestiture, a trustee appointed by the 
Court would be empowered to divest these assets.
    The Hold Separate Order and the proposed Final Judgment also impose 
a hold separate agreement that requires defendants to ensure that, 
until the divestiture mandated by the Final Judgment has been 
accomplished, the ASIG FBO operation at MCO Airport will be held 
separate and apart from, and operated independently of, defendant 
Signature's other FBO assets and businesses.
    The parties have stipulated that the proposed Final Judgment may be 
entered after compliance with the APPA. Entry of the proposed Final 
Judgment would terminate this action, except that the Court would 
retain jurisdiction to construe, modify, or enforce the provisions of 
the proposed Final Judgment and to punish violations thereof.

II

Events Giving Rise to the Alleged violation

A. The Parties and the Proposed Transaction
    By an agreement dated November 14, 2000, Signature plans to acquire 
all the voting securities of Ranger for approximately $137 million.
    Signature is a wholly owned subsidiary of BBA group PLC, a British 
holding company. Signature is a Delaware corporation with its principal 
place of business in Orlando, Florida. Signature operates a nationwide 
network of forty-four FBOs through the United States, including 
facilities at MCO Airport. Signature also provides services for 
commercial airlines and airport authorities, including into-plane 
fueling, fuel farm maintenance and operation, and other ground 
services.
    Ranger is a Delaware corporation with its principal place of 
business in Greenville, South Carolina. ASIG is a wholly owned 
subsidiary of Ranger, which is a Delaware corporation with its 
principal place of business in Dania, Florida. ASIG owns and operates 
three FBOs, including one at MCO Airport. ASIG also provides services 
for commercial airlines and airport authorities, including into-plane 
fueling, fuel farm maintenance and operation, and other ground 
services.
B. The FBO Services Market
    FBOs are facilities located at airports that provide flight support 
services, including aircraft fueling, ramp and hangar rentals, office 
space rentals, and other services to general aviation customers. 
General aviation customers include charter, private and corporate 
aircraft operators, as distinguished from scheduled commercial 
airlines.
    FBOs sell aircraft fuel, as well as related support services such 
as ramp, hangar and office space rental. The largest source of revenues 
for an FBO is its fuel sales. FBOs sell jet aviation fuel for jet 
aircraft, turboprops and helicopters, and aviation gasoline for 
smaller, piston driven planes. FBOs do not charge separately for many 
services offered to general aviation customers, such as use of customer 
and pilot lounges, baggage handling, and flight planning support; 
rather, they recover the cost for these services in the price that they 
charge for fuel. FBOs do charge separately for certain services, such 
as hangar rental, office space rental, ramp parking fees, catering, 
cleaning the aircraft, arranging ground transportation, and maintenance 
on the aircraft. General aviation customers generally buy fuel from the 
same FBO from which they obtain those other services.
    The Complaint alleges that the provision of FBO services to general 
aviation customers at MCO Airport is a relevant market (i.e., a line of 
commerce and a section of the country) under Section 7 of the Clayton 
Act. General aviation customers cannot obtain fuel, hangar, ramp and 
other services offered at MCO Airport, except through an FBO authorized 
to sell such products and services by the local airport authority. 
Thus, general aviation customers have no alternatives to FBOs for these 
products and services when they land at MCO Airport.
    The Complaint also alleges that FBOs at other airports would not 
provide economically practical alternatives for general aviation 
customers who currently use MCO Airport. Although there are other 
airports in the same region as MCO Airport, those airports are not 
economically viable substitutes for passengers flying into MCO Airport. 
General aviation customers use MCO Airport because of the airport's 
location, convenience and facilities. General aviation customers have 
selected this airport in part because of it proximity to their ultimate 
destination (whether their residence, business or other place); using a 
different airport would significantly increase their driving time, 
reducing the convenience of maintaining a corporate jet. There are not 
enough general aviation customers who have selected MCO Airport as 
their airport who would switch to other airports to prevent 
anticompetitive price increases for fuel and other services at MCO 
Airport.
C. Competition Between Signature and ASIG at MCO Airport
    Signature and ASIG are direct competitors in the provision of FBO 
services to general aviation customers at MCO Airport. As the only two 
FBOs at MCO Airport, Signature and ASIG compete on price and quality of 
service. General aviation customers have benefited from competition 
between Signature and ASIG at MCO Airport, receiving lower prices and 
improved FBO services. The acquisition would eliminate this 
competition, creating a

[[Page 36601]]

monopoly in the market for FBO services to general aviation customers 
at MCO Airport.
    The prospect of new entry is not likely to check Signature's 
resulting ability to raise prices or reduce service. There are 
significant sunk costs involved in building an FBO, including the cost 
of building hangar and ramp facilities. The MCO Airport authority has 
established minimum requirements for an FBO, including 20,000 square 
feet of hangar storage, a five-acre lease and other minimum operating 
requirements. Furthermore, the permitting process to erect a new 
facility can consume as much as one year before construction begins. 
Therefore, entry that is timely and sufficient to prevent a post merger 
price increase or service decrease is unlikely.
D. Anticompetitive Consequences of the Acquisition
    The Complaint alleges that Signature's acquisition of ASIG would 
result in an FBO monopoly at MCO Airport. The Complaint further alleges 
that the acquisition of Ranger by Signature would substantially lessen 
competition and restrain trade unreasonably. The transaction would 
eliminate actual competition between Signature and ASIG in the market 
for FBO services at MCO Airport, resulting in an increase in prices and 
a decline in quality of service for fuel and other FBO services.

III

Explanation of the Proposed Final Judgment

    The United States brought this action because the effect of the 
acquisition of Ranger by Signature may be substantially to lessen 
competition, in violation of Section 7 of the Clayton Act, in the 
market for FBO services provided to general aviation customers at MCO 
Airport.
    The risk to competition posed by this acquisition at MCO Airport, 
however, would be eliminated if certain assets, leases, and agreements 
currently held by ASIG to operate its MCO Airport FBO business were 
sold and assigned to a purchaser that could operate them as an active, 
independent and financially viable competitor. To this end, the 
provisions of the proposed Final Judgment are designed to accomplish 
the sale and assignment of certain assets and leaseholds to such a 
purchaser and thereby prevent the anticompetitive effects of the 
proposed acquisition.
    Section IV of the proposed Final Judgment requires defendants, 
within one hundred twenty (120) calendar days after filing of the 
Complaint in this matter, or within five (5) days after notice of entry 
of the Final Judgment by the Court, whichever is later, to divest the 
ASIG FBO business at MCO Airport, as set out in Section II(G) of the 
proposed Final Judgment. Unless the United States otherwise consents in 
writing, defendants are required to divest the existing ASIG FBO 
business at MCO Airport, including all hangars, ramp and office space, 
fuel farms, and any related terminal and maintenance facilities located 
on the property it presently leases as well as any other leases or 
options on leases it possesses at MCO Airport.
    Defendants shall divest such equipment and supplies as is necessary 
and appropriate to operate a viable FBO at MCO Airport. Defendants 
shall transfer ASIG's existing contracts, including customer contracts, 
and customer lists, for providing FBO services at MCO Airport. Together 
with the equipment, supplies and customer contracts and lists, these 
assets will give the qualified purchaser the means to establish itself 
as a competitive alternative to Signature. Thus, as a result of the 
divesture required by the proposed Final Judgment, general aviation 
consumers at MCO Airport will continue to have a choice between two 
competitive FBOs.
    Under the proposed Final Judgment, defendants must take all 
reasonable steps necessary to accomplish the divestiture quickly and 
shall cooperate with prospective purchasers by supplying all 
information relevant to the proposed sales. Should defendants fail to 
complete the divestiture within the required time period, the Court 
will appoint, pursuant to Section V, a trustee to accomplish the 
divestiture. Pursuant to Section IV(A), the United States will have the 
discretion to delay the appointment of the trustee in order to permit 
other governmental review (such as the county or municipal airport 
authority).
    Following the trustee's appointment, only the trustee will have the 
right to sell the divestiture assets, and defendants will be required 
to pay for all of the trustee's sale-related expenses. The trustee's 
compensation will be structured to provide an incentive for the trustee 
to obtain the highest price for the assets to be divested, and to 
accomplish the divestiture as quickly as possible.
    Section VI of the proposed Final Judgment would assure the United 
States an opportunity to review any proposed sale, whether by 
defendants or by the trustee, before it occurs. Under this provision, 
the United States is entitled to receive complete information regarding 
any proposed sale or any prospective purchaser prior to consummation. 
Upon objection by the United States to a sale of any of the divestiture 
assets by defendants, the proposed divestiture may not be completed. 
Should the United States object to a sale of any of the divested assets 
by the trustee, that sale shall not be consummated.
    Pursuant to Section V(G), should the trustee not accomplish the 
divestiture within six months of appointment, the trustee and the 
parties will make a recommendation to the Court, which shall enter such 
orders as it deems appropriate to carry out the purpose of the trust, 
which may include extending the term of the trustee's appointment.
    Under Section VIII of the proposed Final Judgment, defendants must 
take certain steps to ensure that, until the required divestiture has 
been completed, the Assets to be Divested will be maintained as a 
separate, ongoing, viable FBO business at MCO Airport and kept distinct 
from Signature's other FBO operations. Until such divestiture, 
Signature must also continue to maintain and operate the divestiture 
assets as a viable, independent competitor at MCO Airport, using all 
reasonable efforts to maintain sales of FBO services to general 
aviation customers at MCO Airport. Signature must maintain the FBO 
business at MCO Airport so that it continues to be stable, including 
maintaining all records, loans, and personnel necessary for their 
operations.
    Section X requires defendants to make viable, upon request, the 
business records and the personnel of its business. This provision 
allows the United States to inspect defendant's facilities and ensure 
that defendants are complying with the requirements of the proposed 
Final Judgment. Section XI specifically bars defendants from 
reacquiring the Assets to be Divested during the term of the Final 
Judgment. Section XII of the proposed Final Judgment provides that it 
will expire on the tenth anniversary and its entry by the Court.

IV

Remedies Available to Potential Private Litigants

    Section 4 of the Clayton Act, 15 U.S.C. 15, provides that any 
person who has been injured as a result of conduct prohibited by the 
antitrust laws may bring suite in federal court to recover three times 
the damages the person has suffered, as well as costs and reasonable 
attorney's fees. Entry of the proposed

[[Page 36602]]

Final Judgment will neither impair nor assist the bringing of any 
private antitrust damage action. Under the provisions of Section 5(a) 
of the Clayton Act, 15 U.S.C. 16(a), the proposed Final Judgment has no 
prima facie effect in any subsequent private lawsuit that may be 
brought against the defendants.

V

Procedure for Commenting on the Proposed Final Judgment

    The United States and defendants have stipulated that the proposed 
Final Judgment may be entered by the Court after compliance with the 
provisions of the APPA, provided that the United States has not 
withdrawn its consent. The APPA conditions entry upon the Court's 
determination that the proposed Final Judgment is in the public 
interest.
    The APPA provides a period of a least sixty (60) days preceding the 
effective date of the proposed Final Judgment within which any person 
may submit to the United States written comments regarding the proposed 
Final Judgment. Any person who wishes to comment should do so within 
sixty (60) days of the date of publication of this Competitive Impact 
Statement in the Federal Register. The United States will evaluate and 
respond to the comments. All comments will be given due consideration 
by the Department of Justice, which remains free to withdraw its 
consent to the proposed Final Judgment at any time prior to entry. The 
comments and the response of the United States will be filed with the 
Court and published in the Federal Register.
    Written comments should be submitted to:

Roger W. Fones, Chief Transportation, Energy & Agriculture Section, 
Antitrust Division, 325 Seventh Street, NW., Suite 500, Washington, DC 
20530

VI

Alternatives to the Proposed Final Judgment

    The United States considered, as an alternative to the proposed 
Final Judgment, a full trial on the merits of its Complaint against 
Signature, Ranger and ASIG. The United States is satisfied, however, 
that the divestiture of the assets and other relief contained in the 
proposed Final Judgment will preserve viable competition in the 
provision of FBO services to general aviation customers at MCO Airport. 
Thus, the compliance with the proposed Final Judgment and the 
completion of the sale required by the Judgment would achieve the 
relief the government would have obtained through litigation, but 
avoids the time, expense, and uncertainty of a full trial on the merits 
of the government's Complaint.

VII

Standard of Review under the APPA for Proposed Final Judgment

    The APPA requires that proposed consent judgments in antitrust 
cases brought by the United States be subject to a sixty (60) day 
comment period, after which the court shall determine whether entry of 
the proposed Final Judgment ``is in the public interest.'' In making 
that determination, the court may consider--

    (1) The competitive impact of such judgment, including 
termination of alleged violations, provisions for enforcement and 
modification, duration or relief sought, anticipated effects of 
alternative remedies actually considered, and any other 
considerations bearing upon the adequacy of such judgment;
    (2) The impact of entry of such judgment upon the public 
generally and individuals alleging specific injury from the 
violations set forth in the complaint including consideration of the 
public benefit, if any, to be derived from a determination of the 
issues at trial.

15 U.S.C. 16(e). As the United States Court of Appeals for the D.C. 
Circuit has held, this statute permits a court to consider, among other 
things, the relationship between the remedy secured and the specific 
allegations set forth in the government's complaint, whether the decree 
is sufficiently clear, whether enforcement mechanisms are sufficient, 
and whether the decree may positively harm third parties. See United 
States v. Microsoft, 56 F.3d 1448, 1461-62 (D.C. Cir. 1995).
    In conducting this inquiry, ``the court is nowhere compelled to go 
to trial or to engage in expended proceedings which might have the 
effect of vitiating the benefits of prompt and less costly settlement 
through the consent decree process.'' \1\ Rather,

    \1\ 119 Cong. Rec. 24598 (1973). See United States v. Gillette 
Co., 406 F. Supp. 713, 715 (D. Mass. 1975). A ``public interest'' 
determination can be made properly on the basis of the Competitive 
Impact Statement and Response to Comments filed pursuant to the 
APPA. Although the APPA authorizes the use of additional procedures, 
15 U.S.C. 16(f), those procedures are discretionary. A court need 
not invoke any of them unless it believes that the comments have 
raised significant issues and that further proceedings would aid the 
court in resolving those issues. See H.R. Rep. 93-1463, 93rd Cong. 
2d Sess. 8-9, reprinted in (1974) U.S. Code Cong. & Ad. News 6535, 
6538.
---------------------------------------------------------------------------

    Absent a showing of corrupt failure of the government to 
discharge its duty, the Court, in making its public interest 
finding, should * * * carefully consider the explanation of the 
government in the competitive impact statement and its responses to 
comments in order to determine whether those explanations are 
reasonable under the circumstances.

United States v. Mid-America Dairymen, Inc., 1977-1 Trade Cas. para. 
61,508, at 71,980 (W.D. Mo. 1977).
    Accordingly, with respect to the adequacy of the relief secured by 
the decree, a court may not ``engage in an unrestricted evaluation of 
what relief would best serve the public.'' United States v. BNS, Inc., 
858 F.2d 456, 462 (9th Cir. 1988), quoting United States v. Bechtel 
Corp., 648 F.2d 660, 666 (9th Cir.), cert. denied, 454 U.S. 1083 
(1981); see also Microsoft, 56 F.3d at 1460-62. Precedent requires that

    The balancing of competing social and political interests 
affected by a proposed antitrust consent decree must be left, in the 
first instance, to the discretion of the Attorney General. The 
court's role in protecting the public interest is one of insuring 
that the government has not breached its duty to the public in 
consenting to the decree. The court is required to determine not 
whether a particular decree is the one that will best serve society, 
but whether the settlement is ``within the reaches of the public 
interest.'' More elaborate requirements might undermine the 
effectiveness of antitrust enforcement by consent decree.\2\

    \2\ United States v. Bechtel, 648 F.2d 666 (citations omitted) 
(emphasis added); see United States v. BNS, Inc., 858 F.2d at 463; 
United States v. National Broadcasting Co., 449 F. Supp. 1127, 1143 
(C.D. Cal. 1978); United States v. Gillette Co., 406 F. Supp. at 
716; see also Microsoft, 56 F.3d at 1461 (whether ``the remedies 
[obtained in the decree are] so inconsonant with the allegations 
charged as to fall outside of the `reaches of the public interest.' 
'') (citations omitted).
---------------------------------------------------------------------------

    The proposed Final Judgment, therefore, should not be reviewed 
under a standard of whether it is certain to eliminate every 
anticompetitive effect of a particular practice or whether it mandates 
certainty of free competition in the future. Court approval of a final 
judgment requires a standard more flexible and less strict than the 
standard required for a finding of liability. ``[A] proposed decree 
must be approved even if it falls short of the remedy the court would 
impose on its own, as long as it falls within the range of 
acceptability or is `within the reaches of public interest.' '\3\
---------------------------------------------------------------------------

    \3\ United States v. American Tel. and Tel. Co., Supp. 131, 150 
(D.D.C. 1982) (citations omitted), aff'd sub nom, Maryland v. United 
States, 460 U.S. 1001 (1983), quoting United States v. Gillette Co., 
supra, 406 F. Supp. at 716; United States v. Alcan Aluminum, Ltd., 
605 F. Supp. 619, 622 (W.D. Ky. 1985).
---------------------------------------------------------------------------

VIII

Determinative Materials and Documents

    There are no materials or documents that the United States 
considered to be

[[Page 36603]]

determinative in formulating this proposed Final Judgment. Accordingly, 
none are being filed with this Competitive Impact Statement.

    Dated: June 20, 2001.

      Respectfully submitted,

Salvatore Massa,

Wisconsin Bar No. 1029907
Douglas Rathbun,

Trial Attorneys, U.S. Department of Justice, Antitrust Division, 
Transportation, Energy and Agriculture Section, Suite 500, 325 
Seventh Street, NW., Washington, DC 20530, (202) 307-6351
Certificate of Mailing
    I, Salvatore Massa, hereby certify that, on June 20, 2001, I caused 
the foregoing document to be mailed on defendants Signature Flight 
Support Corporation, Ranger Aerospace Corporation and Aircraft Service 
International Group, Inc., by having a copy mailed, first-class, 
postage prepaid, to:

William R. Norfolk, Sullivan & Cromwell, 125 Broad Street, New York, NY 
10004
James H. Mutchnik, Kirkland & Ellis, 200 East Randolph Dr., Chicago, IL 
60601

Salvatore Massa
[FR Doc. 01-17479 Filed 7-11-01; 8:45 am]
BILLING CODE 4410-11-M