Federal Register / Vol. 72, No. 8 / Friday, January 12, 2007 / Notices 1531 

1Commission Rule 4.2(d), 16 CFR 4.2(d). The 

comment must be accompanied by an explicit 

request for confidential treatment, including the 

factual and legal basis for the request, and must 

Continued 

II. Public Comments 

To encourage the submission of 

public comments on the community 

support performance of Bank members, 

on or before the January 26, 2007, each 

Bank will notify its Advisory Council 

and nonprofit housing developers, 

community groups, and other interested 

parties in its district of the members 

selected for this community support 

review cycle. 12 CFR 944.2(b)(2)(ii). In 

reviewing a member for community 

support compliance, the Finance Board 

will consider any public comments it 

has received concerning the member. 12 

CFR 944.2(d). To ensure consideration 

by the Finance Board, comments 

concerning the community support 

performance of members selected for 

this review cycle must be delivered to 

the Finance Board on or before the 

February 26, 2007 deadline for 

submission of Community Support 

Statements. 

Dated: January 3, 2007. 

John P. Kennedy, 

General Counsel. 

[FR Doc. 07–106 Filed 1–11–07; 8:45 am] 

BILLING CODE 6725–01–U 

FEDERAL RESERVE SYSTEM 

Change in Bank Control Notices; 

Acquisition of Shares of Bank or Bank 

Holding Companies 

The notificants listed below have 

applied under the Change in Bank 

Control Act (12 U.S.C. 1817(j)) and 

§ 225.41 of the Board’s Regulation Y (12 

CFR 225.41) to acquire a bank or bank 

holding company. The factors that are 

considered in acting on the notices are 

set forth in paragraph 7 of the Act (12 

U.S.C. 1817(j)(7)). 

The notices are available for 

immediate inspection at the Federal 

Reserve Bank indicated. The notices 

also will be available for inspection at 

the office of the Board of Governors. 

Interested persons may express their 

views in writing to the Reserve Bank 

indicated for that notice or to the offices 

of the Board of Governors. Comments 

must be received not later than January 

30, 2007. 

A. Federal Reserve Bank of Kansas 

City (Donna J. Ward, Assistant Vice 

President) 925 Grand Avenue, Kansas 

City, Missouri 64198-0001: 

1. Nancy A. Strohmeyer, Lakewood, 

Colorado; to retain voting shares of 

FirstBank Holding Company, and 

thereby indirectly retain voting shares of 

FirstBank of Colorado, both in 

Lakewood, Colorado. 

2. Monty W. Rhine, Wamgeo, Kansas; 

to retain control of Republic Bancorp, 

Inc., and thereby indirectly retain voting 

shares of New Century Bank, National 

Association, both in Munden, Kansas. 

Board of Governors of the Federal Reserve 

System, January 9, 2007. 

Robert deV. Frierson, 

Deputy Secretary of the Board. 

[FR Doc. E7–332 Filed 1–11–07; 8:45 am] 

BILLING CODE 6210–01–S 

FEDERAL RESERVE SYSTEM 

Formations of, Acquisitions by, and 

Mergers of Bank Holding Companies 

The companies listed in this notice 

have applied to the Board for approval, 

pursuant to the Bank Holding Company 

Act of 1956 (12 U.S.C. 1841 et seq.) 

(BHC Act), Regulation Y (12 CFR Part 

225), and all other applicable statutes 

and regulations to become a bank 

holding company and/or to acquire the 

assets or the ownership of, control of, or 

the power to vote shares of a bank or 

bank holding company and all of the 

banks and nonbanking companies 

owned by the bank holding company, 

including the companies listed below. 

The applications listed below, as well 

as other related filings required by the 

Board, are available for immediate 

inspection at the Federal Reserve Bank 

indicated. The application also will be 

available for inspection at the offices of 

the Board of Governors. Interested 

persons may express their views in 

writing on the standards enumerated in 

the BHC Act (12 U.S.C. 1842(c)). If the 

proposal also involves the acquisition of 

a nonbanking company, the review also 

includes whether the acquisition of the 

nonbanking company complies with the 

standards in section 4 of the BHC Act 

(12 U.S.C. 1843). Unless otherwise 

noted, nonbanking activities will be 

conducted throughout the United States. 

Additional information on all bank 

holding companies may be obtained 

from the National Information Center 

website at http://www.ffiec.gov/nic/. 

Unless otherwise noted, comments 

regarding each of these applications 

must be received at the Reserve Bank 

indicated or the offices of the Board of 

Governors not later than February 9, 

2007. 

A. Federal Reserve Bank of Atlanta 

(Andre Anderson, Vice President) 1000 

Peachtree Street, N.E., Atlanta, Georgia 

30309: 

1. First Citizens Financial 

Corporation, Dawsonville, Georgia; to 

become a bank holding company by 

acquiring 100 percent of the outstanding 

shares of First Citizens Bank of Georgia, 

Dawsonville, Georgia (in organization). 

Board of Governors of the Federal Reserve 

System, January 9, 2007. 

Robert deV. Frierson, 

Deputy Secretary of the Board. 

[FR Doc. E7–333 Filed 1–11–07; 8:45 am] 

BILLING CODE 6210–01–S 

FEDERAL TRADE COMMISSION 

Agency Information Collection 

Activities; Proposed Collection; 

Comment Request; Extension 

AGENCY: Federal Trade Commission. 

ACTION: Notice. 

SUMMARY: The information collection 

requirements described below will be 

submitted to the Office of Management 

and Budget (‘‘OMB’’) for review, as 

required by the Paperwork Reduction 

Act (‘‘PRA’’) (44 U.S.C. 3501–3520). The 

Federal Trade Commission (‘‘FTC’’ or 

‘‘Commission’’) is seeking public 

comments on its proposal to extend 

through May 31, 2010 the current PRA 

clearance for information collection 

requirements contained its Antitrust 

Improvements Act Rules (‘‘HSR Rules’’) 

and corresponding Notification and 

Report Form for Certain Mergers and 

Acquisitions (‘‘Notification and Report 

Form’’), 16 CFR. Parts 801–803. That 

clearance expires on May 31, 2007. 

DATES: Comments must be filed by 

March 13, 2007. 

ADDRESSES: Interested parties are 

invited to submit written comments. 

Comments should refer to ‘‘HSR Rules: 

FTC File No. P989316’’ to facilitate the 

organization of comments. A comment 

filed in paper form should include this 

reference both in the text and on the 

envelope, and should be mailed or 

delivered, with two complete copies to 

the following address: Federal Trade 

Commission/Office of the Secretary, 

Room H 135 (Annex J), 600 

Pennsylvania Avenue, NW., 

Washington, DC 20580. Because paper 

mail in the Washington area and at the 

Commission is subject to delay, please 

consider submitting your comments in 

electronic form, as prescribed below. 

However, if the comment contains any 

material for which confidential 

treatment is requested, it must be filed 

in paper form, and the first page of the 

document must be clearly labeled 

‘‘Confidential.’’1 The FTC is requesting 


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1532 Federal Register / Vol. 72, No. 8 / Friday, January 12, 2007 / Notices 

identify the specific portions of the comment to be 

withheld from the public record. The request will 

be granted or denied by the Commission’s General 

Counsel, consistent with applicable law and the 

public interest. See Commission Rule 4.9(c), 16 CFR 

4.9(c). 

2Clayton Act Sections 7A(c)(6) and (c)(8) exempt 

from the requirements of the premerger notification 

program certain transactions that are subject to the 

approval of other agencies, but only if copies of the 

information submitted to these other agencies are 

also submitted to the FTC and the Assistant 

Attorney General. Thus, parties must submit copies 

of these filings, which are included in the totals 

shown, but completing the task requires 

significantly less time than non-exempt 

transactions. 

3Based on actual data concerning the number of 

non-index filings since then, staff does not 

anticipate that the annual adjustments will decrease 

the number of filings going forward. Furthermore, 

because the adjustments are based on annual 

change in gross domestic product, as the thresholds 

increase, the size-of-transactions should increase at 

the same rate, resulting in no net effect on the 

number of non-index filings received. 

4 70 FR 11502 (March 8, 2005). 

that any comment filed in paper form be 

sent by courier or overnight service, if 

possible. 

Comments filed in electronic form 

should be submitted by using the 

following weblink: https:// 

secure.commentworks.com/ftc-hsrpra 

(and following the instructions on the 

Web-based form). To ensure that the 

Commission considers an electronic 

comment, you must file it on the Webbased form at the weblink: https:// 

secure.commentworks.com/ftc-hsrpra. If 

this notice appears at 

www.regulations.gov, you may also file 

an electronic comment through that 

Web site. The Commission will consider 

all comments that regulations.gov 

forwards to it. 

The FTC Act and other laws the 

Commission administers permit the 

collection of public comments to 

consider and use in this proceeding as 

appropriate. All timely and responsive 

public comments, whether filed in 

paper or electronic form, will be 

considered by the Commission, and will 

be available to the public on the FTC 

Web site, to the extent practicable, at 

www.ftc.gov. As a matter of discretion, 

the FTC makes every effort to remove 

home contact information for 

individuals from the public comments it 

receives before placing those comments 

on the FTC Web site. More information, 

including routine uses permitted by the 

Privacy Act, may be found in the FTC’s 

privacy policy, at http://www.ftc.gov/ 

ftc/privacy.htm. 

FOR FURTHER INFORMATION CONTACT: 

Requests for additional information or 

copies of the proposed information 

requirements should be addressed to B. 

Michael Verne, Compliance Specialist, 

600 Pennsylvania Ave., NW., Room 301, 

Washington, DC 20580. Telephone: 

(202) 326–3100. 

SUPPLEMENTARY INFORMATION: Under the 

Paperwork Reduction Act (‘‘PRA’’), 44 

U.S.C. 3501–3520, federal agencies must 

obtain approval from OMB for each 

collection of information they conduct 

or sponsor. ‘‘Collection of information’’

means agency requests or requirements 

that members of the public submit 

reports, keep records, or provide 

information to a third party. 44 U.S.C. 

3502(3); 5 CFR 1320.3(c). As required by 

section 3506(c)(2)(A) of the PRA, the 

FTC is providing this opportunity for 

public comment before requesting that 

OMB extend the existing paperwork 

clearance for the HSR Rules and the 

corresponding Notification and Report 

Form. 

The FTC invites comments on: (1) 

Whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

agency, including whether the 

information will have practical utility; 

(2) the accuracy of the agency’s estimate 

of the burden of the proposed collection 

of information, including the validity of 

the methodology and assumptions used; 

(3) ways to enhance the quality, utility, 

and clarity of the information to be 

collected; and (4) ways to minimize the 

burden of the collection of information 

on those who are to respond, including 

through the use of appropriate 

automated, electronic, mechanical, or 

other technological collection 

techniques or other forms of information 

technology, e.g., permitting electronic 

submission of responses. 

All comments should be filed as 

prescribed in the ADDRESSES section 

above, and must be received on or 

before March 13, 2007. 

Background Information 

Section 7A of the Clayton Act (‘‘Act’’), 

15 U.S.C. 18a, as amended by the HartScott-Rodino Antitrust Improvements 

Act of 1976, Pub. L. 94–435, 90 Stat. 

1390, requires all persons contemplating 

certain mergers or acquisitions to file 

notification with the Commission and 

the Assistant Attorney General and to 

wait a designated period of time before 

consummating such transactions. 

Congress empowered the Commission, 

with the concurrence of the Assistant 

Attorney General, to require ‘‘that the 

notification * * * be in such form and 

contain such documentary material and 

information * * * as is necessary and 

appropriate’’ to enable the agencies ‘‘to 

determine whether such acquisitions 

may, if consummated, violate the 

antitrust laws.’’ 15 U.S.C. 18a(d). 

Congress similarly granted rulemaking 

authority to, inter alia, ‘‘prescribe such 

other rules as may be necessary and 

appropriate to carry out the purposes of 

this section.’’ Id. 

Pursuant to that section, the 

Commission, with the concurrence of 

the Assistant Attorney General, 

developed the HSR Rules and the 

corresponding Notification and Report 

Form. As discussed below, several 

changes have been made to the HSR 

Rules and the Notification and Report 

Form since FTC staff last sought OMB 

approval for the clearance. 

Burden Statement 

Estimated total annual hours burden: 

156,000 hours (rounded to the nearest 

thousand). 

The following burden estimates are 

primarily based on FTC data concerning 

the number of HSR filings and staff’s 

informal consultations with leading 

HSR counsel. 

In its 2004 PRA submission to OMB 

regarding the HSR Rules and the 

Notification and Report Form, FTC staff 

estimated that there were 21 ‘‘index 

filings’’ under Clayton Act Sections 

7A(c)(6) and 7A(c)(8) that required 2 

hours per filing, and 2,192 non-index 

filings that required an average of 39 

hours per filing.2 Staff also estimated 

that a total of 50 transactions would 

require an additional 40 hours of burden 

associated with the more precise 

determination of transaction value as a 

result of the introduction of a tiered 

filing fee system. Thus, the total 

estimated hours burden was 87,530 

hours [(21 index-filings × 2 hours) + 

(2,192 non-index filings × 39 hours) + 

(50 transactions × 40 hours)]. See 69 FR 

18686 (April 8, 2004). In January 2005, 

staff obtained OMB approval for a 

nonsubstantive/nonmaterial change 

request to the FTC’s previous burden 

estimate, resulting in a new burden 

estimate of 84,020 burden hours. The 

3,510 burden hour reduction was based 

on an anticipated small decrease in the 

number of non-index filings due to 

annual adjustments to the statutory 

thresholds beginning in fiscal year 

2005.3

There have been two amendments to 

the HSR Rules and one amendment to 

the Notification and Report Form since 

staff last obtained OMB approval in 

January 2005: 

1. Revised treatment of 

unincorporated entities under the HSR 

Rules.4 This amendment changed 

previously existing reporting 

requirements. However, based on filing 


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Federal Register / Vol. 72, No. 8 / Friday, January 12, 2007 / Notices 1533 

5 71 FR 35995 (June 23, 2006). 

6 70 FR 73369 (December 12, 2005). 

7The switch of the base year from 1997 to 2002 

became effective December 30, 2005. 70 FR 77312 

(December 30, 2005). 

8See 5 CFR 1320.3(b)(2). Staff recognizes that the 

HSR Rules require companies to report total 

revenues for a specific NAICS code (whereas, the 

Census Bureau collects data for a specific NAICS 

code for each establishment). Nonetheless, staff 

anticipates that the burden tied to the aggregation 

of such data as required by the HSR Rules is de 

minimis. 

9The FTC retains its previous estimate that 4.6% 

of non-index filings for acquiring persons will 

require a more precise valuation. Using staff’s 

projections for fiscal year 2007, 91 transactions will 

undergo a more precise valuation process [(3,966 

non-index filings / 2) = 1,983 (number of non-index 

filings for acquiring persons) × 4.6%]. 

10The FTC’s previous estimate of $425 per hour 

has been increased by the Social Security COLA 

percentage for fiscal year 2004–fiscal year 2006 

(fiscal year 2004 (2.7%), fiscal year 2005 (4.1%), 

fiscal year 2006 (3.3%)). 

statistics from the effective date of the 

rulemaking, the amendment appears to 

have had a de minimis effect on the 

number of filings received and thereby 

has not impacted PRA burden. 

2. Electronic submission of premerger 

notification filings.5 Since the effective 

date of this rulemaking only one 

electronic submission has been made. 

FTC staff anticipates that as the business 

community becomes more familiar with 

the new submission process more 

persons will choose to e-file and that 

such persons will experience a one hour 

reduction in burden (the estimated time 

to print or make copies of the 

documents when filing the traditional 

way). However, due to the low volume 

of electronic filings, the availability of 

the e-filing system currently has a de 

minimis effect on burden and the FTC 

conservatively declines to reduce its 

burden estimate at this time. 

3. Allowing Internet links to be used 

for responses to Items 4(a) and (b) of the 

Notification and Report Form.6 Staff 

projects that 50 percent of non-index 

filings will utilize this alternative 

method of providing financial data, 

resulting in a reduction in burden of one 

hour per non-index filing. 

Finally, since staff last obtained OMB 

approval, the switch of the base year 

from 1997 to 2002 became effective.7

Arguably there is some burden involved 

in changing the revenue numbers from 

1997 to 2002 for the base year. However, 

this data is reported by large companies 

to the U.S. Census Bureau every five 

years in the ordinary course of business 

and, thus, the FTC is not required to 

account for such burden under the 

PRA.8 Furthermore, based on staff’s 

informal consultations with industry, 

staff anticipates that any increase in 

burden would be offset by a reduction 

in burden because recent revenue data 

is generally more easily retrievable by 

and readily available to reporting 

persons than older data. Nonetheless, 

although it appears a reduction in 

burden may be warranted, staff 

conservatively declines to make an 

adjustment to its previous burden 

estimate on this basis. 

There were 3,510 non-index filings 

and 48 index filings in fiscal year 2006. 

Based on an average increase of 13% in 

fiscal year 2004—fiscal year 2006 in the 

number of non-index filings, staff 

projects a total of 3,966 non-index 

filings for fiscal year 2007. Likewise 

based on an average decrease of 34% in 

index filings over the same time period, 

staff projects a total of 32 index filings 

for fiscal year 2007. Retaining the FTC’s 

previous assumptions, staff estimates 

that non-index filings require 

approximately 39 burden hours per 

filing and index filings require an 

average of 2 hours per filing. Finally, 

staff continues to estimate that 

approximately 91 transactions will 

require an additional 40 hours of burden 

due to the need for a more precise 

valuation of transactions that are near a 

filing fee threshold.9 Thus, the total 

estimated hours burden before 

adjustment is 158,378 hours [(3,966 

non-index filings × 39 hours) + (32 

index filings × 2 hours) + (91 acquiring 

person non-index filings requiring more 

precise valuation × 40 hours)]. 

Adjusting for the reduced burden due to 

incorporating Item 4(a) and Item 4(b) 

documents by reference to an Internet 

link reduces the total burden by 1,983 

hours (3,966 non-index filings × .5 = 

1,983 × 1 hour = 1,983 hours), resulting 

in total burden for fiscal year 2007 of 

156,395 hours. 

This is a conservative estimate. In 

estimating PRA burden, staff considered 

‘‘the total time, effort, or financial 

resources expended by persons to 

generate, maintain, retain, disclose or 

provide information to or for a Federal 

agency.’’ 5 CFR 1320.3(b)(1). This 

includes ‘‘developing, acquiring, 

installing, and utilizing technology and 

systems for the purpose of disclosing 

and providing information.’’ 5 CFR 

1320.3(b)(1)(iv). Although not expressly 

stated in the OMB regulation 

implementing the PRA, the definition of 

burden arguably includes upgrading and 

maintaining computer and other 

systems used to comply with a rule’s 

requirements. Conversely, to the extent 

that these systems are used in the 

ordinary course of business 

independent of the Rule, their 

associated upkeep would fall outside 

the realm of PRA ‘‘burden.’’

Industry has been subject to the basic 

provisions of the HSR Rules since 1978. 

Thus, businesses have had several years 

(and some have had decades) to 

integrate compliance systems into their 

business procedures. Accordingly, most 

companies now maintain records and 

provide updated order information of 

the kind required by the HSR Rules in 

their ordinary course of business. 

Nevertheless, staff conservatively 

assumes that the time devoted to 

compliance with the Rule by existing 

and new companies remains unchanged 

from its preceding estimate. 

Estimated labor costs: $73,506,000 

(rounded to the nearest thousand). 

Using the burden hours estimated 

above and applying an estimated 

average of $470/hour for executive and 

attorney wages,10 staff estimates that the 

total labor cost associated with the HSR 

Rules and the Notification and Report 

Form is approximately $73,505,650 

(156,395 hours x $470/hour). 

Estimated annual non-labor cost 

burden: $0 or minimal. 

The applicable requirements impose 

minimal start-up costs, as businesses 

subject to the HSR Rules generally have 

or obtain necessary equipment for other 

business purposes. Staff believes that 

the above requirements necessitate 

ongoing, regular training so that covered 

entities stay current and have a clear 

understanding of federal mandates, but 

that this would be a small portion of 

and subsumed within the ordinary 

training that employees receive apart 

from that associated with the 

information collected under the HSR 

Rules and the corresponding 

Notification and Report Form. 

William Blumenthal, 

General Counsel. 

[FR Doc. E7–293 Filed 1–11–07; 8:45 am] 

BILLING CODE 6750–01–P 

FEDERAL TRADE COMMISSION 

Granting of Request for Early 

Termination of the Waiting Period 

Under the Premerger Notification 

Rules 

Section 7A of the Clayton Act, 15 

U.S.C. 18a, as added by Title II of the 

Hart-Scott-Rodino Antitrust 

Improvements Act of 1976, requires 

persons contemplating certain mergers 

or acquisitions to give the Federal Trade 

Commission and the Assistant Attorney 

General advance notice and to wait 

designated periods before 

consummation of such plans. Section 

7A(b)(2) of the Act permits the agencies, 

in individual cases, to terminate this 

waiting period prior to its expiration 


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