66866 Federal Register / Vol. 62, No. 245 / Monday, December 22, 1997 / Notices

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

6, 1998.

A. Federal Reserve Bank of Cleveland

(Jeffery Hirsch, Banking Supervisor)

1455 East Sixth Street, Cleveland, Ohio

44101-2566:

1. Lee Allen Novak, Rebecca Sue

Novak, and Nicholas Lee Novak, all of

Urichsville, Ohio; to acquire voting

shares of FNB, Inc., Dennison, Ohio,

and thereby indirectly acquire First

National Bank of Dennison, Dennison,

Ohio.

B. Federal Reserve Bank of Atlanta

(Lois Berthaume, Vice President) 104

Marietta Street, N.W., Atlanta, Georgia

30303-2713:

1. Joseph Rohlen Kondisko, and

Allana Minerva Kondisko, both of

Venice, Florida, and William Graham

McKelvey, and Jeanne Wolford

McKelvey, both of Salix, Pennsylvania;

to collectively control outstanding

voting shares of Community National

Bank Corporation, Venice, Florida, and

thereby indirectly acquire Community

National Bank of Sarasota County,

Venice, Florida.

2. Rachel J. Reeves, Miami, Florida; to

retain 31.63 percent, and acquire an

additional 19.37 percent, for a total of

51 percent, of the voting shares of

NGLC, Inc., Miami, Florida, and thereby

indirectly acquire Peoples National

Bank of Commerce, Miami, Florida.

Board of Governors of the Federal Reserve

System, December 17, 1997.

Jennifer J. Johnson,

Deputy Secretary of the Board.

[FR Doc. 97–33334 Filed 12–19–97; 8:45 am]

BILLING CODE 6210–01–F

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.

Unless otherwise noted, nonbanking

activities will be conducted throughout

the United States.

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 January 16,

1998.

A. Federal Reserve Bank of Atlanta

(Lois Berthaume, Vice President) 104

Marietta Street, N.W., Atlanta, Georgia

30303-2713:

1. Community National Bank

Corporation, ESOP, Venice, Florida; to

become a bank holding Company by

acquiring 30 percent of the voting shares

of Community National Bank

Corporation, Venice, Florida, and

thereby indirectly acquire Community

National Bank of Sarasota County,

Venice, Florida.

B. Federal Reserve Bank of Dallas

(Genie D. Short, Vice President) 2200

North Pearl Street, Dallas, Texas 75201-

2272:

1. State National Bancshares, Inc.,

Lubbock, Texas; to acquire 100 percent

of the voting shares of First Sierra,

Bancshares, Inc., Truth or

Consequences, New Mexico, and

thereby indirectly acquire Sierra Bank,

Las Cruces, New Mexico.

2. State National Bancshares, Inc.,

Lubbock, Texas, and State National

Bancshares of Delaware, Inc., Dover,

Delaware; to acquire 100 percent of the

voting shares of First National Bank of

Denver City, Denver City, Texas.

Board of Governors of the Federal Reserve

System, December 17, 1997.

Jennifer J. Johnson,

Deputy Secretary of the Board.

[FR Doc. 97–33332 Filed 12–19–97; 8:45 am]

BILLING CODE 6210–01–F

FEDERAL RESERVE SYSTEM

Notice of Proposals To Engage in

Permissible Nonbanking Activities or

To Acquire Companies That are

Engaged in Permissible Nonbanking

Activities

The companies listed in this notice

have given notice under section 4 of the

Bank Holding Company Act (12 U.S.C.

1843) (BHC Act) and Regulation Y, (12

CFR Part 225) to engage de novo, or to

acquire or control voting securities or

assets of a company that engages either

directly or through a subsidiary or other

company, in a nonbanking activity that

is listed in § 225.28 of Regulation Y (12

CFR 225.28) or that the Board has

determined by Order to be closely

related to banking and permissible for

bank holding companies. Unless

otherwise noted, these activities will be

conducted throughout the United States.

Each notice is available for inspection

at the Federal Reserve Bank indicated.

The notice also will be available for

inspection at the offices of the Board of

Governors. Interested persons may

express their views in writing on the

question whether the proposal complies

with the standards of section 4 of the

BHC Act.

Unless otherwise noted, comments

regarding the applications must be

received at the Reserve Bank indicated

or the offices of the Board of Governors

not later than January 16, 1998.

A. Federal Reserve Bank of

Philadelphia (Michael E. Collins, Senior

Vice President) 100 North 6th Street,

Philadelphia, Pennsylvania 19105-1521:

1. Franklin Financial Services

Corporation, Chambersburg,

Pennsylvania; to engage de novo

through its subsidiary, Farmers and

Merchants Trust Company of

Chambersburg, Chambersburg,

Pennsylvania, in community

development activities, pursuant to §

225.28(b)(12) of the Board’s Regulation

Y. Comments on this application must

be received by January 6, 1998.

B. Federal Reserve Bank of

Richmond (A. Linwood Gill III,

Assistant Vice President) 701 East Byrd

Street, Richmond, Virginia 23261-4528:

1. BB&T Corporation and BB&T

Financial Corporation of Virginia, both

of Winston-Salem, North Carolina; to

acquire Life Bancorp, Inc., Norfolk,

Virginia, and thereby indirectly acquire

Life Savings Bank, F.S.B., Norfolk,

Virginia, and thereby engage in

operating a savings and loan

association, pursuant to §

225.28(b)(4)(ii) of the Board’s Regulation

Y; engaging in real estate appraisal

activities, pursuant to § 225.28(b)(2)(i)

of the Board’s Regulation Y; engaging in

the sale of credit related insurance,

pursuant to § 225.28(b)(11)(i) of the

Board’s Regulation Y; and engaging in

discount brokerage activities, pursuant

to § 225.28(b)(7)(i) of the Board’s

Regulation Y.
Federal Register / Vol. 62, No. 245 / Monday, December 22, 1997 / Notices 66867

Board of Governors of the Federal Reserve

System, December 17, 1997.

Jennifer J. Johnson,

Deputy Secretary of the Board.

[FR Doc. 97–33333 Filed 12–19–97; 8:45 am]

BILLING CODE 6210–01–F

FEDERAL TRADE COMMISSION

[File No. 971–0081]

Guinness Plc; Grand Metropolitan Plc;

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 February 20, 1998.

ADDRESSES: Comments should be

directed to: FTC/Office of the Secretary,

Room 159, 6th St. and Pa. Ave., N.W.,

Washington, D.C. 20580.

FOR FURTHER INFORMATION CONTACT:

William Baer, Federal Trade

Commission, 6th & Pennsylvania Ave.,

NW, H–374, Washington, DC 20580.

(202) 326–2932. George S. 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 Section 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 15, 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, N.W., Washington, D.C. 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)).

Analysis To Aid Public Comment on the

Provisionally Accepted Consent Order

The Federal Trade Commission has

accepted for public comment from

Guinness plc (‘‘Guinness’’) and Grand

Metropolitan plc (‘‘Grand Met’’) an

Agreement Containing Consent Order

(‘‘Proposed Consent Order’’). The

Proposed Consent Order remedies the

likely anticompetitive effects arising

from the proposed merger of Guinness

and Grand Met in two relevant product

markets. This agreement has been

placed on the public record for sixty

(60) days for receipt of comments from

interested persons.

Comments received during this period

will become part of the public record.

After sixty (60) days, the Commission

will again review the agreement and the

comments received, and will decide

whether it should withdraw from the

agreement or make final the consent

order in the agreement.

According to the draft of complaint

that the Commission intends to issue,

Guinness and Grand Met are

competitors in the sale and distribution

in the United States of premium Scotch

and premium gin. The premium Scotch

products of Guinness include Johnnie

Walker Red and Dewar’s White Label

and the premium Scotch brands of

Grand Met include J&B Rare, J&B Select,

and The Famous Grouse. The premium

gin brands of Guinness include

Tanqueray gin and the premium gin

brands of Grand Met are Bombay

Original and Bombay Sapphire.

The Commission’s draft of complaint

states that Guinness and Grand Met

entered into an agreement to merge their

companies on May 11, 1997. The size of

the transaction, measured in terms of

the market capitalization of both parties,

is about $36 billion.

The Commission is concerned that the

proposed merger would eliminate

substantial competition between

Guinness and Grand Met, and increase

concentration substantially, in the very

highly concentrated premium Scotch

and premium gin markets, resulting in

higher prices. The Commission stated it

has reason to believe that the proposed

merger would have anticompetitive

effects and violate Section 7 of the

Clayton Act and Section 5 of the Federal

Trade Commission Act.

In the United States premium Scotch

market, Guinness is the largest

competitor with about 68% of all sales

and Grand Met is the second largest

competitor, with about 24% of sales.

Together, the merged firm will control

approximately 92% of all United States

premium Scotch sales. The proposed

merger would increase the HerfindahlHirschman Index (‘‘HHI’’), the

customary measure of industry

concentration, by over 3000 points and

produce a market concentration of over

8000 points. In the United States

premium gin market, Guinness is the

largest competitor with about 58% of all

sales and Grand Met is the third largest,

and about 15% of sales. Together, the

merged firm will control approximately

73% of all United States premium gin

sales. The proposed merger would

increase the HHI by over 1700 points

and produce a market concentration of

over 6000 points.

The Proposed Consent Order, if

finally issued by the Commission,

would settle all of the charges alleged in

the Commission’s complaint. Under the

terms of the Proposed Consent Order,

Guinness and Grand Met will be

required to divest their Dewar’s Scotch,

Bombay Original gin, and Bombay

Sapphire gin brands, worldwide, to one

or two acquirers acceptable to the

Commission. To insure an

uninterrupted supply of Dewar’s Scotch

after the brand divestiture, Guinness

will be required to divest additional

assets, including Scotch distilling

capacity, if the Commission should

determine that these additional assets

are necessary for the acquirer effectively

to compete. Also, to insure an

uninterrupted supply of Bombay

Original and Bombay Sapphire gins,

Guinness and Grand Met may be

required to produce these gins for the

acquirer, in England, should the

independent third party that has been

producing Bombay Original and

Bombay Sapphire for Grand Met not

wish to continue to do so for the

acquirer.

Guinness and Grand Met will be

required to complete the required

divestitures within six (6) months from

the date of the Commission’s acceptance

of the consent order for public

comment. In the event Guinness and

Grand Met do not divest Dewar’s,

Bombay Original, and Bombay Sapphire

to an acquirer or acquirers acceptable to

the Commission in the requisite time,

procedures for the appointment of a

trustee to sell the assets have been

agreed to and will be triggered.