Federal Register, Volume 76 Issue 136 (Friday, July 15, 2011)

[Federal Register Volume 76, Number 136 (Friday, July 15, 2011)]
[Notices]
[Pages 41863-41864]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2011-17853]


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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[Docket No. FD 35525]


Patrick D. Broe and ST&E Holdings, Inc.--Acquisition of Control 
Exemption--Stockton Terminal & Eastern Railroad Company

    Patrick D. Broe (Broe) and ST&E Holdings, Inc. (ST&E Holdings) 
(collectively, Applicants), both noncarriers, have filed a verified 
notice of exemption to acquire control of Stockton Terminal & Eastern 
Railroad Company (Stockton Terminal), a Class III rail carrier.
    The transaction may be consummated on or after July 30, 2011 (the 
effective date of the exemption).
    Broe directly controls ST&E Holdings and 2 other noncarrier holding 
companies: OmniTRAX, Inc. (OmniTRAX) and BNS Holding, Inc. (BNS). 
OmniTRAX currently controls the following 11 Class III railroads: (a) 
Chicago Rail Link, LLC, which operates in Illinois; (b) Georgia 
Woodlands Railroad, LLC, which operates in Georgia; (c) Great Western 
Railway of Colorado, LLC, which operates in Colorado; (d) 
Manufacturers' Junction Railway, LLC, which operates in Illinois; (e) 
Newburgh & South Shore Railroad Limited, which operates in Ohio; (f) 
Northern Ohio & Western Railway, LLC, which operates in Ohio; (g) 
Panhandle Northern Railroad, LLC, which operates in Texas; (h) Alliance 
Terminal Railroad, LLC, which operates in Texas; (i) Fulton County 
Railway, LLC, which operates in Georgia; (j) Alabama & Tennessee River 
Railway, LLC, which operates in Alabama; and (k) Kettle Falls 
International Railway, LLC, which operates in Washington. BNS 
indirectly controls the following 3 Class III railroads: (a) Nebraska, 
Kansas and Colorado Railway, which operates in Nebraska, Kansas, and 
Colorado; (b) Illinois Railway, Inc., which operates in Illinois; and 
(c) Georgia & Florida Railway, Inc., which operates in Georgia and 
Florida.
    Stockton Terminal Company (Terminal Company), a noncarrier, 
currently controls Stockton Terminal & Eastern Railroad of Nevada, a 
noncarrier, which in turn controls Stockton Terminal. Through the 
proposed transaction, ST&E Holdings

[[Page 41864]]

will acquire all of Terminal Company's stock and, after the acquisition 
transaction is consummated, Terminal Company and Nevada Company will be 
merged into ST&E Holdings. As a result, Broe and ST&E Holdings will 
control Stockton Terminal.
    Applicants represent that: (1) The rail lines to be acquired by 
ST&E Holdings do not connect with any other railroad in the corporate 
family; \1\ (2) the transaction is not part of a series of anticipated 
transactions that would connect Stockton Terminal's rail lines with any 
other railroad in the OmniTRAX or BNS corporate family; and (3) the 
transaction does not involve a Class I rail carrier. Therefore, the 
transaction is exempt from the prior approval requirements of 49 U.S.C. 
11323. See 49 CFR 1180.2(d)(2).\2\
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    \1\ Stockton Terminal's lines are located in California. None of 
the railroads controlled by OmniTRAX or BNS operates a rail line in 
California.
    \2\ A redacted Purchase Agreement was filed with the notice of 
exemption. The Applicants concurrently filed a motion for protective 
order pursuant to 49 CFR 1104.14(b) to allow the filing under seal 
of the unredacted Purchase Agreement. That motion will be addressed 
in a separate decision.
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    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 Sec. Sec.  
11324 and 11325 that involve only Class III rail carriers. Accordingly, 
the Board may not impose labor protective conditions here, because all 
of the carriers involved are Class III carriers.
    If the verified notice contains false or misleading information, 
the exemption is void ab initio. Petitions to revoke the exemption 
under 49 U.S.C. Sec.  10502(d) may be filed at any time. The filing of 
a petition to revoke will not automatically stay the effectiveness of 
the exemption. Stay petitions must be filed no later than July 22, 2011 
(at least 7 days before the exemption becomes effective).
    An original and 10 copies of all pleadings, referring to Docket No. 
FD 35525, must be filed with the Surface Transportation Board, 395 E 
Street, SW., Washington, DC 20423-0001. In addition, one copy of each 
pleading must be served on Karl Morell, Ball Janik LLP, 655 Fifteenth 
Street, NW., Suite 225, Washington, DC 20005.
    Board decisions and notices are available on our Web site at http://www.stb.dot.gov.

    Decided: July 11, 2011.

    By the Board, Rachel D. Campbell, Director, Office of 
Proceedings.
Andrea Pope-Matheson,
Clearance Clerk.
[FR Doc. 2011-17853 Filed 7-14-11; 8:45 am]
BILLING CODE 4915-01-P