67868 Federal Register / Vol. 62, No. 249 / Tuesday, December 30, 1997 / Notices

and subscribers may call as well as all

others.

Agreement No.: 224–201043.

Title: Port of Oakland/Ocean

Management, Inc. D/B/A FESCO,

Agencies North America Line

(‘‘FESCO’’).

Parties: Port of Oakland, Ocean

Management, Inc. d/b/a/FESCO

Agencies North America Line.

Synopsis: The proposed Agreement

provides that FESCO will have

nonexclusive right to certain assigned

premises at the Port’s Charles P. Howard

Terminal, for berthing, loading and

discharging of its vessels and related

liner operations. The term of the

Agreement is for five years.

Dated: December 23, 1997.

By Order of the Federal Maritime

Commission.

Joseph C. Polking,

Secretary.

[FR Doc. 97–33868 Filed 12–29–97; 8:45 am]

BILLING CODE 6730–01–M

FEDERAL RESERVE SYSTEM

Sunshine Act Meeting

AGENCY HOLDING THE MEETING: Board of

Governors of the Federal Reserve

System.

TIME AND DATE: 11:00 a.m., Monday,

January 5, 1998.

PLACE: Marriner S. Eccles Federal

Reserve Board Building, 20th and C

Streets, N.W., Washington, D.C. 20551.

STATUS: Closed.

MATTERS TO BE CONSIDERED:

1. Personnel actions (appointments,

promotions, assignments,

reassignments, and salary actions)

involving individual Federal Reserve

System employees.

2. Any items carried forward from a

previously announced meeting.

CONTACT PERSON FOR MORE INFORMATION:

Joseph R. Coyne, Assistant to the Board;

202–452–3204.

SUPPLEMENTARY INFORMATION: You may

call 202–452–3206 beginning at

approximately 5 p.m. two business days

before the meeting for a recorded

announcement of bank and bank

holding company applications

scheduled for the meeting; or you may

contact the Board’s Web site at http://

www.bog.frb.fed.us for an electronic

announcement that not only lists

applications, but also indicates

procedural and other information about

the meeting.

Dated: December 24, 1997.

Jennifer J. Johnson,

Deputy Secretary of the Board.

[FR Doc. 97–34069 Filed 12-24-97; 11:12 am]

BILLING CODE 6210–01–P

FEDERAL TRADE COMMISSION

[File No. 971–0026]

Shell Oil Company; Texaco Inc.;

Analysis To Aid Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed consent agreement.

SUMMARY: The consent agreement in this

matter settles alleged violations of

federal law prohibiting unfair or

deceptive acts or practices or unfair

methods of competition. The attached

Analysis to Aid Public Comment

describes both the allegations in the

draft complaint that accompanies the

consent agreement and the terms of the

consent order—embodied in the consent

agreement—that would settle these

allegations.

DATES: Comments must be received on

or before March 2, 1998.

ADDRESSES: Comments should be

directed to: FTC/Office of the Secretary,

room 159, 6th St. and Pa. Ave., NW.,

Washington, DC 20580.

FOR FURTHER INFORMATION CONTACT:

William Baer, Federal Trade

Commission, 6th & Pennsylvania Ave.,

NW, H–374, Washington, DC 20580.

(202) 326–2932. George Cary, Federal

Trade Commission, 6th & Pennsylvania

Ave., NW, H–374, Washington, DC

20580. (202) 326–3741.

SUPPLEMENTARY INFORMATION: Pursuant

to Section 6(f) of the Federal Trade

Commission Act, 38 Stat. 721, 15 U.S.C.

46, and § 2.34 of the Commission’s

Rules of Practice (16 CFR 2.34), notice

is hereby given that the above-captioned

consent agreement containing a consent

order to cease and desist, having been

filed with and accepted, subject to final

approval, by the Commission, has been

placed on the public record for a period

of sixty (60) days. The following

Analysis to Aid Public Comment

describes the terms of the consent

agreement, and the allegations in the

accompanying complaint. An electronic

copy of the full text of the consent

agreement package can be obtained from

the Commission Actions section of the

FTC Home Page (for December 19,

1997), on the World Wide Web, at

‘‘http://www.ftc.gov/os/actions97.htm.’’

A paper copy can be obtained from the

FTC Public Reference Room, room H–

130, Sixth Street and Pennsylvania

Avenue, NW., Washington, DC 20580,

either in person or by calling (202) 326–

3627. Public comment is invited. Such

comments or views will be considered

by the Commission and will be available

for inspection and copying at its

principal office in accordance with

Section 4.9(b)(6)(ii) of the Commission’s

Rules of Practice (16 CFR 4.9(b)(6)(ii)).

I. Introduction

The Federal Trade Commission

(‘‘Commission’’) has accepted from

Shell Oil Co. (‘‘Shell’’) and Texaco Inc.

(‘‘Texaco’’) (collectively ‘‘Proposed

Respondents’’) an Agreement

Containing Consent Order (‘‘Proposed

Consent Order’’). The Commission has

also entered into a Hold Separate

Agreement that requires Proposed

Respondents to hold separate and

maintain certain divested assets. The

Proposed Consent Order remedies the

likely anticompetitive effects, in seven

geographic markets, arising from certain

aspects of Proposed Respondents’ joint

venture.

II. Description of the Parties and the

Transaction

Shell, which is headquartered in

Houston, TX, is one of the world’s

largest integrated oil companies. Among

its other businesses, Shell operates

petroleum refineries that make various

grades of gasoline, diesel fuel, and

kerosene jet fuel, among other

petroleum products, and Shell sells

these products to intermediaries,

retailers and consumers. It owns or

leases approximately 3,400 gasoline

stations nationally and sells gasoline to

jobbers or gasoline dealers that operate

another 5,000 retail outlets throughout

the United States. During fiscal year

1996, Shell sold about $8.66 billion of

gasoline nationally and had revenues

from downstream operations (refining,

transportation, and marketing of

petroleum products) of approximately

$22.7 billion.

Texaco, which is headquartered in

White Plains, NY, is another of the

world’s largest integrated oil companies.

Among its other businesses, Texaco

operates petroleum refineries in the

United States that make gasoline, diesel

fuel, kerosene jet fuel, and other

petroleum products, and sells those

products throughout the midwestern

and western United States. Texaco owns

one-half of Star Enterprises, Inc., a joint

venture between Texaco and Saudi

Refining, Inc. Star also operates

refineries and markets gasoline and

other petroleum products, under the

Texaco name, in the southeastern and

eastern United States. About 14,000

retail outlets sell Texaco-branded
Federal Register / Vol. 62, No. 249 / Tuesday, December 30, 1997 / Notices 67869

gasoline throughout the United States.

In fiscal year 1996, Texaco and Star

earned about $207 million in profits

from their downstream operations; in

1996, Texaco had worldwide revenues

of approximately $45.5 billion.

On or about March 18, 1997, Shell

and Texaco entered into a memorandum

of understanding to form a limited

liability corporation (‘‘LLC’’), to be

known as ‘‘Westco,’’ into which Shell

and Texaco would transfer their refining

and marketing businesses and assets in

the midwestern and western United

States, together with their pipeline and

other transportation interests

throughout the United States. On or

about July 16, 1997, Shell, Texaco and

Saudi Refining entered into a

memorandum of understanding to form

a second LLC, to be known as ‘‘Eastco,’’

into which Shell and Star would

transfer their refining and marketing

businesses and assets in the

southeastern and eastern United States.

(Eastco and Westco are referred to

jointly or separately as ‘‘Joint Venture.’’)

III. The Proposed Complaint and

Consent Order

The Commission has entered into an

agreement containing a Proposed

Consent Order with Shell and Texaco in

settlement of a proposed complaint. The

proposed complaint alleges that the

proposed Joint Venture violates Section

5 of the Federal Trade Commission Act,

15 U.S.C. 45, and that consummation of

the Joint Venture would violate Section

7 of the Clayton Act, 15 U.S.C. 18, and

Section 5 of the Federal Trade

Commission Act. The proposed

complaint alleges that the Joint Venture

will lessen competition in each of the

following markets: (1) Conventional

gasoline and kerosene jet fuel in the

Puget Sound area of Washington State

(i.e., the cities of Seattle, Tacoma,

Olympia, Bremerton and surrounding

areas); (2) conventional gasoline and

kerosene jet fuel in the Pacific

Northwest (i.e., the States of

Washington and Oregon west of the

Cascade mountains); (3) CARB gasoline

(specially formulated gasoline required

in California) in the State of California;

(4) asphalt in the northern portion of the

State of California (approximately north

of Fresno); (5) transportation of refined

light petroleum products to the inland

portions of the State of Mississippi,

Alabama, Georgia, South Carolina,

North Carolina, Virginia, and Tennessee

(i.e., the portions more than 50 miles

from ports such as Savannah,

Charleston, Wilmington and Norfolk)

(‘‘inland Southeast’’); (6) CARB gasoline

in San Diego County, CA; and (7)

conventional gasoline and diesel fuel on

the island of Oahu, HI.

To remedy the alleged

anticompetitive effects of the Joint

Venture, the Proposed Consent Order

requires Proposed Respondents: (1) To

divest Shell’s refinery located in

Anacortes, WA (‘‘Anacortes Refinery’’),

and to allow all of Shell’s branded

dealers and jobbers in Washington and

Oregon to enter into supply contracts

with the acquirer of that refinery,

notwithstanding the existence of any

long-term contracts or termination

penalties; (2) to divest either Texaco’s

interest in the Colonial pipeline or

Shell’s interest in the Plantation

pipeline; (3) to divest gasoline stations

in San Diego County representing a

sufficient volume to establish a viable

wholesale competitor; and (4) to divest

the terminal and retail operations of

either Shell or Texaco on Oahu. Each

divestiture must be made to an acquirer

that receives the prior approval of the

Commission and in a manner approved

by the Commission, and must be

completed within six months of the

Commission’s final issuance of the

consent order. Proposed Respondents

must also enter into and maintain a tenyear agreement to supply Huntway

Refining Company with undiluted

heavy crude oil. The Proposed Consent

Order provides that no amendment to

the Huntway supply agreement relating

to price, volume or termination will be

effective until approved by the

Commission.

For ten (10) years after the consent

order becomes final, the Proposed

Respondents are prohibited from

entering into a joint venture or other

affiliation involving or acquiring

petroleum refining or marketing assets

in Alaska, California, Oregon and

Washington valued at $100 million or

more, without giving prior notice to the

Commission, where such venture would

not be subject to the reporting

requirements of the Hart-Scott-Rodino

Antitrust Improvements Act of 1976, 15

U.S.C. 18a.

Proposed Respondents are required to

provide the Commission with a report of

compliance with the consent order

within sixty (60) days following the date

that the consent order becomes final,

every sixty (60) days thereafter until the

divestitures are completed, and

annually for a period of ten (10) years.

Proposed Respondents also have

entered into a Hold Separate Agreement.

Under the terms of this Agreement, until

the divestiture of the Shell Anacortes

Refinery has been completed, Proposed

Respondents must maintain the Shell

Anacortes Refinery as a separate,

competitively viable business, and not

combine it with the operations of the

Joint Venture. Under the terms of the

Proposed Consent Order, Proposed

Respondents must also maintain the

other assets to be divested in a manner

that will preserve their viability,

competitiveness and marketability, must

not cause their wasting or deterioration,

and cannot sell, transfer, or otherwise

impair the marketability or viability of

the assets to be divested. The Proposed

Consent Order and the Hold Separate

Agreement specify these obligations in

detail.

The FTC staff conducted the

investigation leading to the Proposed

Consent Order in collaboration with the

Attorneys General of the States of

California, Hawaii, Oregon and

Washington. As part of this joint effort,

Proposed Respondents have entered

into agreements with these States

settling charges that the Joint Venture

would violate both state and federal

antitrust laws. To avoid conflicts

between the Proposed Consent Order

and the State consent decrees, the

Commission has agreed to extend the

time for divesting particular assets if all

of the following conditions are satisfied:

(1) Proposed Respondents have fully

complied with the Proposed Consent

Order; (2) Proposed Respondents submit

a complete application in support of the

divestiture of the assets and businesses

to be divested within four months after

the Commission’s final approval of the

consent order (two months before the

required divestitures must be

completed); (3) the Commission has in

fact approved a divestiture; but (4)

Proposed Respondents have certified to

the Commission within ten days after

the Commission’s approval of a

divestiture that a State has not approved

that divestiture. If these conditions are

satisfied, the Commission will not

appoint a trustee or seek civil penalties

for an additional sixty days, in order to

allow Proposed Respondents either to

satisfy the State’s concerns or to

produce an acquirer acceptable to the

Commission and the State. If the State

remains unsatisfied at the end of that

additional period, the Commission may

appoint a trustee and seek penalties.

IV. Resolution of the Competitive

Concerns

The Proposed Consent Order

alleviates the alleged competitive

concerns arising from the Joint Venture

in seven geographic markets, which are

discussed below.

A. Refining of Conventional Gasoline,

Kerosene Jet Fuel, and CARB Gasoline

Four companies operate refineries in

and around Seattle, WA, and one
67870 Federal Register / Vol. 62, No. 249 / Tuesday, December 30, 1997 / Notices

company operates a small refinery in

Tacoma, WA. Shell and Texaco operate

refineries in Anacortes, WA, and

produce conventional gasoline and

kerosene jet fuel, among other products.

Shell also produces CARB gasoline.

Conventional gasoline and kerosene jet

fuel are each product markets, because

operators of gasoline-fueled automobiles

and of jet aircraft are unlikely to switch

to other fuels in response to a small but

significant and nontransitory increase in

the price of gasoline or kerosene jet fuel,

respectively.

Puget Sound is a relevant antitrust

geographic market for conventional

gasoline because the refiners in this

market can profitably raise prices by a

small but significant and nontransitory

amount without losing significant sales

to other refiners. The five Seattle

refineries supply virtually all of the

conventional gasoline consumed in the

Puget Sound market. The nearest

refineries, located in California, Alaska,

and Canada, are unlikely to divert

gasoline from their current markets into

Puget Sound in response to a small but

significant and nontransitory increase in

price because of transportation costs

and limited access to a sufficient

number of independent retail outlets. A

Puget Sound price increase likely would

not be defeated even if Puget Sound

refiners were unable to raise price in

Portland, OR, since Puget Sound

refiners could price discriminate

between Puget Sound and Portland.

The Joint Venture may also adversely

affect competition in the broader

geographic market of the Pacific

Northwest. This market is supplied by

the refiners in Washington, one refinery

in San Francisco, and one refinery in

Alaska. Other refiners are unlikely to

enter this market. Customers in the

Pacific Northwest will not practicably

turn outside the market to obtain

supplies for a small but significant and

nontransitory increase in price. After

the Joint Venture, the Puget Sound

refiners could coordinate their prices.

As measured by refinery capacity, the

Joint Venture will increase the

Herfindahl-Hirschman Index (‘‘HHI’’)

for conventional gasoline in Puget

Sound by 1318 points to 3812, and

increase the HHI in the Pacific

Northwest by 561 points to 2896.

The refiners in Puget Sound also

supply all of the jet fuel used by airlines

at the Seattle-Tacoma International

Airport. Three refiners bid to supply the

airlines flying into that airport, which

receives all of its jet fuel supplies by the

Olympic Pipeline. Only four refiners,

including Shell and Texaco, practicably

can send jet fuel through that pipeline.

These refiners thus have a cost

advantage over more distant refiners.

The Joint Venture will eliminate one of

these firms as an independent bidder,

raising the likelihood that the

incumbents could raise prices by a

small but significant and nontransitory

amount before alternative supplies flow

into the market. The Joint Venture will

raise the HHI in this market by 481

points to 5248.

Airlines in Portland can and do obtain

fuel supplies from the refiners that use

the Olympic Pipeline as well as from a

refinery in the San Francisco area. The

Joint Venture will eliminate one of these

firms as an independent bidder, thus

allowing the remaining bidders to raise

prices above competitive levels.

Accordingly, for airlines in Portland, the

relevant geographic market is the Pacific

Northwest. The Joint Venture will raise

the HHI in this market by 258 points to

2503.

California requires a special

formulation of gasoline, known as

‘‘CARB gasoline,’’ which is more

expensive to produce than conventional

gasoline. The product market in

California is therefore CARB gasoline

because, by law, consumers in that state

have no alternative. Most refiners in

California, as well as Shell’s refinery at

Anacortes, can make CARB gasoline.

Shell and Texaco both market CARB

gasoline in California. Prices would

have to rise by more than a small but

significant amount over current and

projected levels to induce refiners

outside the West Coast to make CARB

gasoline and transport it to California by

tanker. The market is moderately

concentrated and will be moderately

concentrated after the Joint Venture.

The proposed transaction will raise the

HHI by 154 points to 1635.

For all three fuels in all the

geographic markets, the products are

homogeneous, and wholesale prices are

publicly available and widely reported

to the industry. Refiners therefore

readily can identify firms that deviate

from a coordinated or collusive price.

Existing exchange agreements likely

will facilitate identifying and punishing

those deviating from a coordinated or

collusive price. Industry members have

raised prices in the past by selling

products outside the market, sometimes

at a loss, in order to remove supplies

that had been exerting downward

pressure on prices. Entry by a refiner is

unlikely to be timely, likely, and

sufficient to defeat an anticompetitive

price increase because of environmental

constraints and because new refining

capacity requires substantial sunk costs.

The transaction could raise the costs of

conventional and CARB gasoline and

kerosene jet fuel in these markets by

more than $150 million.

To remedy the harm, Section II of the

Proposed Consent Order requires the

Proposed Respondents to divest Shell’s

Anacortes refinery, which refines all of

the products at issue (including CARB

gasoline) and sells into all of the

relevant markets (including California).

This divestiture will eliminate the

refining overlap in the Puget Sound and

Pacific Northwest markets, and reduce

the increase in concentration (HHI) in

the California CARB gasoline market to

less than 100 points. The Proposed

Consent Order also requires Shell to

allow its dealers and jobbers in

Washington and Oregon the opportunity

to become affiliated with the acquirer.

This will increase the likelihood that a

viable competitor has access to gasoline

and retail outlets from which it can sell

the gasoline.

B. Transportation of Undiluted Heavy

Crude Oil to the San Francisco Bay Area

Texaco owns a heated pipeline

(‘‘THPL’’) that carries undiluted heavy

crude oil from the San Joaquin Valley of

California to refineries in the San

Francisco Bay area. THPL is the only

source of undiluted heavy crude into

that area. Huntway Refining Company is

an asphalt refiner in the Bay area, and

Shell is the only other refiner of asphalt

in northern California. Shell and

Huntway together make about 85

percent of the asphalt used in northern

California. Both Shell and Huntway buy

undiluted heavy crude from Texaco,

transported by the THPL, and refine that

oil into asphalt (among other products).

Northern California (north of Fresno) is

the relevant geographic market for

asphalt because asphalt refineries

outside the region are not competitive

alternatives for most customers. The

transaction would allow the Joint

Venture to raise Huntway’s costs by

increasing prices of undiluted heavy

crude to Huntway relative to the price

charged to Shell. (Huntway’s costs

would increase if it were required to

purchase more expensive lighter crudes

or diluted heavy crudes). Shell could

therefore raise prices of asphalt to

consumers or prevent Huntway from

cutting its price. Entry is unlikely to

defeat this price increase. In the absence

of the Proposed Consent Order, the Joint

Venture could raise costs to asphalt

buyers in northern California by more

than three-quarters of a million dollars.

Section VII of the Proposed Consent

Order eliminates this risk by requiring

the Proposed Respondents to enter into

a 10-year supply agreement with

Huntway, the terms of which must be

approved by the Commission. The
Federal Register / Vol. 62, No. 249 / Tuesday, December 30, 1997 / Notices 67871

parties have in fact entered into such an

agreement, which constitutes a

confidential exhibit to the Proposed

Consent Order. The Proposed Consent

Order prohibits the Joint Venture from

increasing the price or reducing the

volume of crude oil supplied to

Huntway, and also prohibits Proposed

Respondents from terminating the

supply agreement (except on terms

identified in that agreement). The

Proposed Consent Order also provides

that any amendment relating to an

increase in price, a decrease in volume,

or termination is ineffective until

approved by the Commission.

C. Transportation of Refined Light

Petroleum Products to the Inland

Southeast

The inland Southeast receives

essentially all of its refined light

petroleum products (including gasoline,

diesel fuel and jet fuel) from either the

Colonial pipeline or the Plantation

pipeline. These two pipelines basically

run parallel to each other from

Louisiana to Washington, DC, and

directly compete to provide petroleum

product transportation services in the

inland Southeast. Texaco owns

approximately 14 percent of Colonial

and has representation on the Colonial

board of directors. Shell owns

approximately 24 percent of Plantation

and has representation on Plantation’s

board.

The proposed transaction would put

the Joint Venture in a position to

influence the decisions of both

pipelines. The Proposed Respondents

would also be privy to confidential

competitive information of each

pipeline. The effect of the Joint Venture

might be substantially to lessen

competition, including price and service

competition, between the two pipelines.

The Commission has previously

recognized that control of overlapping

interests in these two pipelines might

substantially reduce competition in the

market for transportation of light

petroleum products to this section of the

country. Chevron Corp., 104 F.T.C. 597,

601, 603 (1984). To prevent the

competitive harm from the Joint

Venture, Section V of the Proposed

Consent Order requires the Proposed

Respondents to divest to one or more

third parties either Texaco’s interest in

Colonial or Shell’s interest in

Plantation.

D. Local Gasoline Distribution in Oahu,

HI

Gasoline and diesel fuel are supplied

to Hawaii either by two refineries on

Oahu (owned by Chevron and BHP) or

by tanker. Most of the gasoline

consumed on Oahu is produced in the

two Oahu refineries. Shell, Texaco,

Tosco, and the two refinery owners buy

gasoline from the refineries and sell

gasoline and diesel fuel at wholesale on

Oahu. Terminal capacity on Oahu is

essential to wholesale operations on that

island; it is not economically feasible to

sell directly from a refinery or a tanker

or from a terminal on another island.

Also, consumers of gasoline on Oahu

have no alternative but to buy gasoline

there. Accordingly, the relevant market

in which to analyze the transaction is

the wholesale sale (including terminal

operations) and the retail sale of

gasoline on Oahu. The markets are

highly concentrated. As measured by

gasoline sales from the terminal, the

Joint Venture will raise the HHI by 267

points to 2160.

The market is susceptible to collusion

or coordination. The Joint Venture will

reduce the six competitors to five; the

product at wholesale is homogeneous;

and product exchanges enable the oil

companies to share cost information and

facilitate detection and punishment of

any deviations from prices that might be

coordinated. New entry is unlikely to

defeat an anticompetitive price increase.

An entrant would require sufficient

terminal capacity and enough retail

outlets to be able to buy gasoline at the

tanker-load level, or 225,000 barrels

(about 9.5 million gallons). Terminal

capacity of this scale is unavailable in

Oahu, and less than 2 percent of

existing retail gasoline stations are

available to affiliate with a new entrant

at the wholesale level.

Section IV of the Proposed Consent

Order restores competition by requiring

Proposed Respondents to divest either

Shell’s or Texaco’s terminal and retail

assets on Oahu to a third party. In the

absence of such relief, consumers in

Hawaii are likely to pay over $2 million

more for gasoline and diesel fuel.

E. Local Gasoline Distribution in San

Diego County

Six vertically integrated oil

companies control approximately 90

percent of the gasoline sold at both

wholesale and retail in San Diego

County. These oil companies require

their branded retailers to buy gasoline at

San Diego terminals, where these

companies set the wholesale price. On

average, San Diego wholesale prices

exceed those in Los Angeles by more

than the cost of pipeline transportation

from Los Angeles to San Diego. There is

no bottleneck at the pipeline preventing

additional gasoline from flowing into

the market to reduce the price difference

between San Diego County and Los

Angeles, suggesting that prices in San

Diego can be and have been affected by

the firms in that market. The wholesale

and retail markets in San Diego County

will be highly concentrated as a result

of the Joint Venture, which will raise

the HHI by 250 points to 1815.

There are barriers to entry at the retail

level because of slow population

growth, limited availability of adequate

retail sites, permitting requirements,

and the need to obtain a ‘‘critical mass’’

of stations to compete in the market.

Furthermore, the extensive degree of

vertical control, combined with barriers

at the retail level, raises entry barriers at

the wholesale level. The Joint Venture

likely will enhance the prospects of

collusion and tacit coordination, which

could raise

Section III of the Proposed Consent

Order restores competition by requiring

the Proposed Respondents to divest to a

single entity gasoline stations

representing enough volume to create a

viable competitor at the wholesale level

and reduce concentration levels to

within the thresholds of the Merger

Guidelines.

V. Opportunity for Public Comment

The Proposed Consent Order has been

placed on the public record for sixty

(60) days for receipt of comments by

interested persons. Comments received

during this period will become part of

the public record. After sixty days, the

Commission will again review the

Proposed Consent Order and the

comments received and will decide

whether it should withdraw from the

Proposed Consent Order or make final

the agreement’s consent order.

The Commission anticipates that the

Proposed Consent Order will cure the

competitive problems alleged in the

complaint. The purpose of this analysis

is to invite public comment on the

Proposed Consent Order, including the

proposed divestitures, to aid the

Commission in its determination of

whether to make final the Proposed

Consent Order. This analysis is not

intended to constitute an official

interpretation of the Proposed Consent

Order, nor is it intended to modify the

terms of the Proposed Consent Order in

any way.

Donald S. Clark,

Secretary.

Separate Statement of Commissioner

Mary L. Azcuenaga; Concurring in Part

and Dissenting in Part; in Shell/Texaco/

Star, File No. 9710026

Today, the Commission accepts for

comment a consent order resolving

allegations that the proposed joint

venture of Shell Oil Company with

Texaco Inc. and Star Enterprises would
67872 Federal Register / Vol. 62, No. 249 / Tuesday, December 30, 1997 / Notices

violate Section 7 of the Clayton Act and

Section 5 of the Federal Trade

Commission Act. I find reason to believe

that the joint venture, if consummated,

would affect competition adversely in

the refining of asphalt in Northern

California and, therefore, support

Paragraph VII of the order, which

provides relief in that market. I do not

find reason to believe the other

violations of law alleged in the

complaint and, therefore, dissent from

Paragraphs II, III, IV and V of the order,

which require divestitures in other

markets. Although the allegation

relating to refineries in the northwestern

United States is arguably valid, on

balance, I cannot support it and,

therefore, cannot support Paragraph II of

the order. The complaint allegations

that support Paragraphs III, IV and V of

the order seem to me far removed from

our usual analysis under the merger

guidelines.

I understand that the parties have

negotiated identical relief with various

state attorneys general and that the

divestitures in the proposed

Commission order will be required in

any event. My obligation, however, is to

apply federal law as I see it.

[FR Doc. 97–33872 Filed 12–29–97; 8:45 am]

BILLING CODE 6750–01–M

GENERAL ACCOUNTING OFFICE

Federal Accounting Standards

Advisory Board

AGENCY: General Accounting Office.

ACTION: Notice of January meeting.

SUMMARY: Pursuant to section 10(a)(2) of

the Federal Advisory Committee Act

(Pub. L. No. 92–463), as amended,

notice is hereby given that the Federal

Accounting Standards Advisory Board

will hold a two day meeting on

Thursday and Friday, January 22 and

23, 1998, from 9:00 A.M. to 4:00 P.M.

in Room 7C13 of the General

Accounting Office building, 441 G St.,

N.W., Washington, D.C.

The purpose of the meeting is to

discuss the following issues: (1)

Accounting for Loans and Loan

Guarantees; (2) Accounting for Property

and Plant Equipment; (3) Accounting for

Social Insurance; and (4) the addition of

new projects for 1998.

Any interested person may attend the

meeting as an observer. Board

discussions and reviews are open to the

public.

FOR FURTHER INFORMATION CONTACT:

Wendy Comes, Executive Director, 441

G St., N.W., Room 3B18, Washington,

D.C. 20548, or call (202) 512–7350.

Authority: Federal Advisory Committee

Act. Pub. L. No. 92–463, Section 10(a)(2), 86

Stat. 770, 774 (1972) (current version at 5

U.S.C. app. section 10(a)(2) (1988); 41 CFR

101–6.1015 (1990).

Dated: December 23, 1997.

Wendy M. Comes,

Executive Director.

[FR Doc. 97–33938 Filed 12–29–97; 8:45 am]

BILLING CODE 1610–01–M

GENERAL SERVICES

ADMINISTRATION

[OMB Control No. 3090–0040]

Proposed Collection; Comment

Request Entitled Application for

Shipping Instructions and Notice of

Availability

AGENCY: Federal Supply Service, GSA.

ACTION: Notice of request for public

comments regarding reinstatement to a

previously approved OMB clearance

(3090–0040).

SUMMARY: Under the provisions of the

Paperwork Reduction Act of 1995 (44

U.S.C. Chapter 35), the Office of

Acquisition Policy has submitted to the

Office of Management and Budget

(OMB) a request to review and approve

a reinstatement of a previously

approved information collection

requirement concerning Application for

Shipping Instructions and Notice of

Availability.

DATES: Comment Due Date: March 2,

1998.

ADDRESSES: Comments regarding this

burden estimate or any other aspect of

this collection of information, including

suggestions for reducing this burden,

should be submitted to: Edward

Springer, GSA Desk Officer, Room 3235,

NEOB, Washington, DC 20503, and to

Marjorie Ashby, General Services

Administration (MVP), 1800 F Street

NW, Washington, DC 20405.

FOR FURTHER INFORMATION CONTACT:

Marcia Crockett, Acquisition Operations

& Electronic Commerce Center, Supply

Management Division, (703) 305–7551.

SUPPLEMENTARY INFORMATION:

A. Purpose

The GSA is requesting the Office of

Management and Budget (OMB) to

reinstate information collection, 3090–

0400, concerning Application for

Shipping Instructions and Notice of

Availability. This information collection

supports and justifies the markup of the

six percent surcharge for the GSA export

reimbursable program. It also is used to

evaluate and obtain the best cube

utilization of shipping vans and

containers for export direct delivery

shipments. The form contains data

necessary to prepare Transportation

Control and Movement Documents

(TCMD) which are required when

material enters the Defense

Transportation System.

B. Annual Reporting Burden

Respondents: 500; annual responses:

4,000; average hours per response: .20;

burden hours: 1,333.

COPY OF PROPOSAL: A copy of this

proposal may be obtained from the GSA

Acquisition Policy Division (MVP),

Room 4011, GSA Building, 1800 F

Street NW, Washington, DC 20405, or by

telephoning (202) 501–3822, or by

faxing your request to (202) 501–3341.

Dated: December 19, 1997.

Ida M. Ustad,

Deputy Associate Administrator, Office of

Acquisition Policy.

[FR Doc. 97–33905 Filed 12–29–97; 8:45 am]

BILLING CODE 6820–61–M

GENERAL SERVICES

ADMINISTRATION

Federal Supply Service; Broker and

Direct Move Management Services

Provider Participation in the General

Services Administration’s Centralized

Household Goods Traffic Management

Program (CHAMP)

AGENCY: Federal Supply Service, GSA.

ACTION: Notice of proposed program

changes for comment: Extension of

comment period.

SUMMARY: This document extends the

comment period of the document

published at 62 FR 64225, December 4,

1997, to January 12, 1998. Earlier this

year, GSA provided the household

goods transportation industry an

opportunity to comment on its draft

1997 Household Goods Tender of

Service (HTOS). GSA has received and

reviewed the industry’s comments on

the draft 1997 HTOS and is in the

process of making appropriate revisions

to the document before issuing it in

final. The provisions contained in this

notice apply to household goods

transportation broker and direct move

management services provider

participants in CHAMP and were not

included in the original draft HTOS. We

are offering these provisions for

industry review and comment at this

time.

DATES: Please submit your comments by

January 12, 1998.

ADDRESSES: Mail comments to the

Travel and Transportation Management