[Federal Register Volume 67, Number 40 (Thursday, February 28, 2002)]
[Notices]
[Pages 9354-9355]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 02-4666]


-----------------------------------------------------------------------

DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[STB Finance Docket No. 34148]


Genesee & Wyoming Inc.--Control Exemption--ETR Acquisition 
Corporation and Emons Transportation Group, Inc.

    Genesee & Wyoming Inc. (GWI), a noncarrier holding company,\1\ has 
filed a verified notice of exemption to (i) acquire all of the stock of 
Emons Transportation Group, Inc. (Transportation), a noncarrier holding 
company, and (ii) continue in control of ETR Acquisition Corporation 
(Acquisition), a noncarrier wholly owned subsidiary of GWI. 
Transportation directly controls Emons Railroad Group, Inc. (Emons 
Rail), a noncarrier holding company, and indirectly controls the 
following wholly owned Class III rail carrier subsidiaries 
(subsidiaries) of Emons Rail: York Railway Company (York), operating in 
the State of Pennsylvania; Penn Eastern Rail Lines, Inc., operating in 
the State of Pennsylvania; St. Lawrence & Atlantic Railroad Company 
(SLR), operating in the States of Vermont, New Hampshire, and Maine; 
and St. Lawrence & Atlantic Railroad (Quebec) Inc., operating in the 
State of Vermont via trackage rights over a portion of the rail line 
owned by SLR.\2\ Acquisition will be the mechanism used by GWI to 
acquire ownership of Transportation.\3\ Through GWI's acquisition of 
Transportation, GWI will have indirect control of the subsidiaries.
---------------------------------------------------------------------------

    \1\ The verified notice indicates that GWI has direct control of 
one Class II rail carrier subsidiary and 14 Class III rail carrier 
subsidiaries. In addition, GWI has indirect control of three Class 
III rail carrier subsidiaries, through its ownership of noncarrier 
Rail Link, Inc. The direct and indirect subsidiary rail carriers of 
GWI are collectively referred to as Affiliates.
    \2\ The verified notice states that Transportation also controls 
Maryland and Pennsylvania Railroad, LLC, and Yorkrail, LLC, two non-
operating common carriers, which separately hold the rail assets 
over which York operates.
    \3\ According to the verified notice, the shareholders of 
Transportation will become entitled to payment of money and their 
shares will be cancelled. Further, Acquisition will be merged into 
the surviving Transportation with each share of Acquisition being 
converted into a share of stock of the surviving Transportation and 
GWI thereby becoming the sole shareholder of Transportation.
---------------------------------------------------------------------------

    The transaction is expected to be consummated on or shortly after 
February 22, 2002.
    GWI states that: (i) The properties of subsidiaries and affiliates 
will not connect with each other; (ii) the acquisition and continuance 
in control are not part of a series of anticipated transactions that 
would connect the rail lines of subsidiaries and affiliates with each 
other; and (iii) the transaction does not involve a Class I carrier. 
Therefore, the transaction is exempt from the prior approval 
requirements of 49 U.S.C. 11323. See 49 CFR 1180.2(d)(2).
    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. Because the transaction 
involves one Class II and one or more Class III rail carriers, the 
exemption is

[[Page 9355]]

subject to the labor protection requirements of 49 U.S.C. 11326(b).
    If the notice contains false or misleading information, the 
exemption is void ab initio. Petitions 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. 34148, must be filed with the Surface Transportation 
Board, Office of the Secretary, Case Control Unit, 1925 K Street, N.W., 
Washington, DC 20423-0001. In addition, a copy of each pleading must be 
served on Troy W. Garris, Esq., Weiner Brodsky Sidman Kider PC, 1300 
Nineteenth Street, N.W., Fifth Floor, Washington, DC 20036-1609.
    Board decisions and notices are available on our website at 
www.stb.dot.gov.

    Decided: February 21, 2002.
    By the Board, David M. Konschnik, Director, Office of 
Proceedings.
Vernon A. Williams,
Secretary.
[FR Doc. 02-4666 Filed 2-27-02; 8:45 am]
BILLING CODE 4915-00-P