Federal Register / Vol. 76, No. 78 / Friday, April 22, 2011 / Notices 22747 

1CVR is acquiring the line from COEH as part of 

a transaction whereby newly created noncarrier 

subsidiaries of RailAmerica Transportation Corp., 

are acquiring the rail assets of certain subsidiaries 

of Gulf & Ohio Railways, Inc. 

2TNRW will also be assigned the selling carrier’s 

agreement with the Andalusia & Conecuh Valley 

Railroad Company to lease and operate a rail line 

at Andalusia. 

1RailAmerica controls the following Class III 

railroads: Alabama & Gulf Coast Railway, LLC, 

Arizona & California Railroad Company, Bauxite & 

Northern Railway Company, California Northern 

Railroad Company, Cascade and Columbia River 

Railroad Company, Central Oregon & Pacific 

Railroad, Inc., The Central Railroad Company of 

Indiana, Central Railroad Company of Indianapolis, 

Connecticut Southern Railroad, Inc., Dallas, 

Garland & Northeastern Railroad, Inc., Delphos 

Terminal Railroad Company, Inc., Eastern Alabama 

Railway, LLC, Huron & Eastern Railway Company, 

Inc., Indiana & Ohio Railway Company, Indiana 

Southern Railroad, LLC, Kiamichi Railroad 

Company, LLC, Kyle Railroad Company, The 

Massena Terminal Railroad Company, MidMichigan Railroad, Inc., Missouri & Northern 

Arkansas Railroad Company, Inc., New England 

Central Railroad, Inc., North Carolina & Virginia 

Railroad Company, LLC, Otter Tail Valley Railroad 

Company, Inc., Point Comfort & Northern Railway 

Company, Puget Sound & Pacific Railroad, 

Rockdale, Sandow & Southern Railroad Company, 

San Diego & Imperial Valley Railroad Company, 

Inc., San Joaquin Valley Railroad Co., South 

Carolina Central Railroad Company, LLC, Toledo, 

Peoria & Western Railway Corporation, and Ventura 

County Railroad Corp. 

2RailAmerica et al., through RTC, owns 100 

percent of CVR, TNRW, and WCR. 

3TNRW will also be assigned the selling carrier’s 

agreement with Andalusia & Conecuh Railroad 

Company to lease and operate a rail line in 

Andalusia. 

4 G&O is the corporate parent of COEH, TNHR, 

and WGCR. 

approximately 15.04 miles of rail line 

between milepost 374.96 at or near 

Troy, and the end of the line at 

approximately milepost 390.00 at or 

near Goshen, in Pike County, Ala.1

This transaction is related to 3 

concurrently filed verified notices of 

exemption, as follows: Docket No. FD 

35486, RailAmerica, Inc., Palm Beach 

Holdings, Inc., RailAmerica 

Transportation Corp., RailTex, Inc., 

Fortress Investment Group, LLC, and RR 

Acquisition Holding, LLC—Continuance 

in Control Exemption—Conecuh Valley 

Railway, LLC, Three Notch Railway, 

LLC, and Wiregrass Central Railway, 

LLC, in which RailAmerica and its 

subsidiaries seek to continue in control 

of CVR, Three Notch Railway, LLC, and 

Wiregrass Central Railway, LLC, upon 

those noncarriers’ becoming Class III 

rail carriers; Docket No. FD 35488, 

Three Notch Railway, LLC—Acquisition 

and Operation Exemption—Three 

Notch Railroad Co., Inc., wherein Three 

Notch Railway, LLC (TNRW) seeks to 

acquire and operate approximately 34 

miles of rail line extending between 

approximately right-of-way station 

22+57 at the interchange point with 

CSX Transportation, Inc., in Georgiana, 

Ala., and milepost 581.3 at Andalusia, 

Ala.;2 and Docket No. FD 35489, 

Wiregrass Central Railway, LLC— 

Acquisition and Operation Exemption— 

Wiregrass Central Railroad Company, 

Inc., wherein Wiregrass Central 

Railway, LLC seeks to acquire and 

operate approximately 21.2 miles of rail 

line between milepost 800.00 at 

Waterford and milepost 821.2 near 

Newton, in Coffee and Dale Counties, 

Ala. 

The parties intend to consummate the 

transaction on or after May 8, 2011. 

CVR certifies that its projected annual 

revenues as a result of this transaction 

will not exceed those that would qualify 

it as a Class III rail carrier and will not 

exceed $5 million. 

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. 10502(d) 

may be filed at any time. The filing of 

a petition to revoke will not 

automatically stay the effectiveness of 

the exemption. Petitions to stay must be 

filed no later than April 29, 2011 (at 

least 7 days before the exemption 

becomes effective). 

An original and 10 copies of all 

pleadings, referring to Docket No. FD 

35487, must be filed with the Surface 

Transportation Board, 395 E Street, SW., 

Washington, DC 20423–0001. In 

addition, a copy of each pleading must 

be served on Louis E. Gitomer, 600 

Baltimore Ave., Suite 301, Towson, MD 

21204. 

Board decisions and notices are 

available on our Web site at http:// 

www.stb.dot.gov. 

Decided: April 18, 2011. 

By the Board. 

Rachel D. Campbell, 

Director, Office of Proceedings. 

Jeffrey Herzig, 

Clearance Clerk. 

[FR Doc. 2011–9813 Filed 4–21–11; 8:45 am] 

BILLING CODE 4915–01–P 

DEPARTMENT OF TRANSPORTATION 

Surface Transportation Board 

[Docket No. FD 35486] 

RailAmerica, Inc., Palm Beach 

Holdings, Inc., RailAmerica 

Transportation Corp., RailTex, Inc., 

Fortress Investment Group, LLC, and 

RR Acquisition Holding, LLC— 

Continuance in Control Exemption— 

Conecuh Valley Railway, LLC, Three 

Notch Railway, LLC, and Wiregrass 

Central Railway, LLC 

RailAmerica, Inc. (RailAmerica),1

Palm Beach Holdings, Inc. (Palm 

Beach), RailAmerica Transportation 

Corp. (RTC), RailTex, Inc. (RailTex), 

Fortress Investment Group, LLC 

(Fortress), and RR Acquisition Holding, 

LLC (RR Acquisition) (collectively, 

RailAmerica, et al.), have filed a verified 

notice of exemption to continue in 

control, through RTC, of Conecuh 

Valley Railway, LLC (CVR), Three Notch 

Railway, LLC (TNRW), and Wiregrass 

Central Railway, LLC (WCR) upon those 

noncarriers’ becoming Class III rail 

carriers.2

This transaction is related to 3 

concurrently filed verified notices of 

exemption, as follows: Docket No. FD 

35487, Conecuh Valley Railway, LLC— 

Acquisition and Operation Exemption— 

Conecuh Valley Railroad Co., Inc., 

wherein CVR seeks to acquire and 

operate approximately 15.04 miles of 

rail line between milepost 374.96 at or 

near Troy, and the end of the line at 

approximately milepost 390.00 at or 

near Goshen, in Pike County, Ala.; 

Docket No. FD 35488, Three Notch 

Railway, LLC— Acquisition and 

Operation Exemption—Three Notch 

Railroad Co., Inc., wherein TNRW seeks 

to acquire and operate approximately 

34 miles of rail line extending between 

approximately right-of-way station 

22+57 at the interchange point with 

CSX Transportation, Inc. (CSXT), in 

Georgiana, Ala., and milepost 581.3 at 

Andalusia, Ala.; 3 and Docket No. FD 

35489, Wiregrass Central Railway, 

LLC—Acquisition and Operation 

Exemption—Wiregrass Central Railroad 

Company, Inc., wherein WCR seeks to 

acquire and operate approximately 

21.2 miles of rail line between milepost 

800.00 at Waterford and milepost 821.2 

near Newton, in Coffee and Dale 

Counties, Ala. 

The parties intend to consummate the 

transaction on or after May 8, 2011. 

RailAmerica et al., entered into an 

Asset Purchase Agreement dated April 

8, 2011, with Conecuh Valley Railroad 

Co., Inc. (COEH), Three Notch Railroad 

Co., Inc. (TNHR), Wiregrass Central 

Railroad Company, Inc. (WGCR), and 

Gulf & Ohio Railways, Inc. (G&O),4 to 

acquire substantially all of the assets of 

COEH, TNHR, and WGCR. 

Fortress’s noncarrier affiliate, RR 

Acquisition, currently owns 55% of the 

publicly traded shares of, and controls, 

noncarrier RailAmerica. The latter 

directly controls noncarrier Palm Beach, 

which directly controls RTC. Further, 

Fortress, on behalf of certain other 

equity funds managed by it and its 

affiliates, directly controls noncarrier 

mstockstill on DSKH9S0YB1PROD with NOTICES

22748 Federal Register / Vol. 76, No. 78 / Friday, April 22, 2011 / Notices 

1Wisconsin Central Transportation Corporation 

(WCTC), the parent company of WCL, currently is 

indirectly owned by GTC. 

2At the time of the 2001 CNR/WC transaction, the 

WCTC family of rail carriers also included Fox 

Valley & Western Ltd. (FVW), Sault Ste. Marie 

Bridge Company (SSMB) and Wisconsin Chicago 

Link Ltd. (WCCL). FVW has since been dissolved 

into WCL. Wis. Cent. Transp., Wis. Cent. Ltd. and 

Fox Valley & W. Ltd.—Intracorporate Family 

Transaction Exemption, FD 34296 (STB served Jan. 

22, 2003). Applicants state that SSMB and WCCL 

remain in existence as rail carriers but are not part 

of this merger transaction. 

3Bessemer and Lake Erie Railroad Company and 

The Pittsburgh & Conneaut Dock Company. 

FECR Rail LLC, which directly controls 

FEC Rail Corp. (CORP), which directly 

controls Florida East Coast Railway, 

LLC (FEC). CORP and FEC are Class II 

rail carriers. 

The parties represent that: (1) CVR, 

TNRW, and WCR will not connect with 

any railroads in the corporate family of 

RailAmerica, et al.; (2) the transaction is 

not part of a series of anticipated 

transactions that would connect the rail 

lines operated by CVR, TNRW, or WCR 

with any railroads in the corporate 

family of RailAmerica, et al.; and (3) the 

transaction does not involve a Class I 

carrier. 

Further, the parties state that: (1) The 

management of RailAmerica has 

successfully managed short line 

railroads for more than a decade; 

(2) RailAmerica intends to focus on rail 

operations and to use its management 

experience and expertise in operating 

short line railroads and its financial 

resources to provide rail freight service 

to communities and industries who 

wish to have additional transportation 

options; and (3) RailAmerica intends to 

create financially viable railroads in 

CVR, TNRW, and WCR. 

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. As a condition to the use of 

this exemption, any employees 

adversely affected by this transaction 

will be protected by the conditions set 

forth in New York Dock Railway— 

Control—Brooklyn Eastern District 

Terminal, 360 I.C.C. 60 (1979). 

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. 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 April 29, 2011 (at 

least 7 days before the exemption 

becomes effective). 

An original and 10 copies of all 

pleadings, referring to Docket No. FD 

35486, 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 Louis E. Gitomer, 600 

Baltimore Avenue, Suite 301, Towson, 

MD 21204. 

Board decisions and notices are 

available on our Web site at http:// 

www.stb.dot.gov. 

Decided: April 18, 2011. 

By the Board. 

Rachel D. Campbell, 

Director, Office of Proceedings. 

Jeffrey Herzig, 

Clearance Clerk. 

[FR Doc. 2011–9789 Filed 4–21–11; 8:45 am] 

BILLING CODE 4915–01–P 

DEPARTMENT OF TRANSPORTATION 

Surface Transportation Board 

[Docket No. FD 35476] 

Wisconsin Central Ltd.—IntraCorporate Family Merger Exemption— 

Duluth, Missabe and Iron Range 

Railway Company and Duluth, 

Winnipeg and Pacific Railway 

Company 

Wisconsin Central Ltd. (WCL), 

Duluth, Missabe and Iron Range 

Railway Company (DMIR) and Duluth, 

Winnipeg and Pacific Railway Company 

(DWP) have jointly filed a verified 

notice of exemption under 49 CFR 

1180.2(d)(3) for an intra-corporate 

family transaction. WCL is an indirect 

subsidiary of Grand Trunk Corporation 

(GTC), a holding company for the U.S. 

rail subsidiaries of the Canadian 

National Railway Company (CNR) and a 

direct subsidiary of CNR.1 In Canadian 

National Railway—Control—Wisconsin 

Central Transportation, 5 S.T.B. 890 

(2001) (CNR/WC), CNR and GTC 

acquired control of WCL and other 

related rail carriers.2

DMIR also is an indirect subsidiary of 

GTC. DMIR Holdings Corp. (DMIR 

Holdings) is the parent company of 

DMIR, which in turn, is owned by GTC. 

Applicants state that, prior to the merger 

transaction proposed in this notice, 

DMIR will be merged into DMIR 

Holdings, with DMIR Holdings as the 

surviving entity and immediately 

renamed as DMIR. CNR and GTC 

acquired control of DMIR and other 

related rail carriers 3 in Canadian 

National Railway—Control—Duluth, 

Missabe and Iron Range Railway, 7 

S.T.B. 526 (2004). CNR has controlled 

DWP for a number of years and 

currently does so through GTC as well. 

Applicants point out that the rail lines 

of WCL, DMIR and DWP connect at the 

Twin Ports of Duluth, Minn. and 

Superior, Wis., where all three rail 

carriers currently operate. Together, 

they form an important through route 

between the Chicago terminal and 

Canada. 

Pursuant to an agreement and plan of 

merger by the applicants (consented to 

by GTC and WCTC), DMIR and DWP 

will merge with and into WCL, with 

WCL being the surviving corporation. 

According to applicants, the 

consolidated entity will continue all 

existing operations of WCL, DMIR, and 

DWP, but with a unified workforce, 

enhanced efficiencies, and elimination 

of interchanges in the Twin Ports. 

The transaction is scheduled to be 

consummated no sooner than May 8, 

2011, the effective date of the 

exemption. Applicants state that they 

will first negotiate or, if necessary, 

arbitrate implementing agreements with 

the operating crafts on WCL, DMIR and 

DWP. 

The purpose of the transaction is to 

simplify the corporate structure and 

reduce overhead costs and duplication 

by combining the three separate rail 

carrier corporations. The transaction 

also will eliminate interchange 

movements in the Twin Ports area and 

will enhance the overall efficiency of 

the merged railroads. 

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 any 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. As a condition to the use of 

this exemption, any employees 

adversely affected by this transaction 

will be protected by the conditions set 

forth in New York Dock Railway— 

Control—Brooklyn Eastern District 

Terminal, 360 I.C.C. 60 (1979). 

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 effectiveness of 

the exemption. Petitions for stay must 

be filed no later than April 29, 2011 (at 

mstockstill on DSKH9S0YB1PROD with NOTICES