[Federal Register Volume 77, Number 39 (Tuesday, February 28, 2012)]
[Notices]
[Pages 12107-12108]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-4679]


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DEPARTMENT OF TRANSPORTATION

Surface Transportation Board

[Docket No. FD 35592]


RailAmerica, Inc., Palm Beach Holding, Inc., RailAmerica 
Transportation Corp., RailTex, Inc., Fortress Investment Group, LLC, 
and RR Acquisition Holding, LLC--Control Exemption--Marquette Rail, LLC

AGENCY: Surface Transportation Board, DOT.

ACTION: Notice instituting proceeding and request for comments.

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SUMMARY: RailAmerica, Inc. (RailAmerica), Palm Beach Holding, Inc. 
(Palm Beach), RailAmerica Transportation Corp. (RTC), RailTex, Inc., 
Fortress Investment Group, LLC (Fortress), and RR Acquisition Holding, 
LLC (RR Acquisition) (collectively, Petitioners), seek an exemption 
under 49 U.S.C. 10502 from the prior approval requirements of 49 U.S.C. 
11323-25 to acquire control of Marquette Rail, LLC (Marquette Rail), a 
Class III rail carrier. The Board seeks comments on Petitioners' 
proposed acquisition of control of Marquette Rail.

DATES: Comments are due by March 19, 2012. Replies are due by March 26, 
2012.

ADDRESSES: Comments may be submitted either via the Board's e-filing 
format or in the traditional paper format. Any person using e-filing 
should

[[Page 12108]]

attach a document and otherwise comply with the instructions found on 
the Board's Web site at www.stb.dot.gov at the E-FILING link. Any 
person submitting a filing in the traditional paper format should send 
an original and ten (10) copies referencing Docket No. FD 35592 to: 
Surface Transportation Board, 395 E Street SW., Washington, DC 20423-
0001. Additionally, send one copy of any comments to Petitioners' 
representative: Louis E. Gitomer, 600 Baltimore Avenue, Suite 301, 
Towson, MD 21204.

FOR FURTHER INFORMATION CONTACT: Marc Lerner at (202) 245-0390. 
Assistance for the hearing impaired is available through the Federal 
Information Relay Service (FIRS) at (800) 877-8339.

SUPPLEMENTARY INFORMATION: On February 3, 2012, Petitioners filed a 
petition for exemption pursuant to 49 U.S.C. 10502 from the prior 
approval requirements of 49 U.S.C. 11323-25 to acquire control of 
Marquette Rail. Under 49 U.S.C. 11323(a)(5), the acquisition of control 
of a rail carrier by a person that is not a rail carrier, but that 
controls any number of rail carriers, requires the approval of the 
Board. Because Petitioners are noncarriers that control a number of 
rail carriers, and because they seek to acquire control of Marquette 
Rail, the proposed transaction is within the jurisdiction of the Board. 
Petitioners request expedited handling of this petition.
    According to the petition, RTC entered a Purchase and Sale 
Agreement dated January 30, 2012 (the Agreement), with Marquette Rail, 
Marquette Rail Corp., Farmrail System, Inc., Transportation Solutions, 
Inc., RC Rail Investments, LLC, Progressive Rail, Inc., JG-MQT-RR 
Holdings, LLC, and Richard W. Jany (collectively, Sellers). Under the 
Agreement, RTC will acquire control of Marquette Rail from the Sellers.
    Fortress' noncarrier affiliate, RR Acquisition, currently owns 
about 60% of the publicly traded shares and controls the noncarrier 
RailAmerica, which directly controls the noncarrier Palm Beach, which 
directly controls the noncarrier RTC.
    RailAmerica states that it controls the following Class III rail 
carriers: (1) Alabama & Gulf Coast Railway LLC; (2) Arizona & 
California Railroad Company; (3) Bauxite & Northern Railway Company; 
(4) California Northern Railroad Company; (5) Cascade and Columbia 
River Railroad Company; (6) Central Oregon & Pacific Railroad, Inc.; 
(7) The Central Railroad Company of Indiana; (8) Central Railroad 
Company of Indianapolis; (9) Connecticut Southern Railroad, Inc.; (10) 
Conecuh Valley Railway, LLC; (11) Dallas, Garland & Northeastern 
Railroad, Inc.; (12) Delphos Terminal Railroad Company, Inc.; (13) 
Eastern Alabama Railway, LLC; (14) Huron & Eastern Railway Company, 
Inc.; (15) Indiana & Ohio Railway Company; (16) Indiana Southern 
Railroad, LLC; (17) Kiamichi Railroad Company, LLC; (18) Kyle Railroad 
Company; (19) The Massena Terminal Railroad Company; (20) Mid-Michigan 
Railroad, Inc.; (21) Missouri & Northern Arkansas Railroad Company, 
Inc.; (22) New England Central Railroad, Inc.; (23) North Carolina & 
Virginia Railroad Company, LLC; (24) Otter Tail Valley Railroad 
Company, Inc.; (25) Point Comfort & Northern Railway Company; (26) 
Puget Sound & Pacific Railroad; (27) Rockdale, Sandow & Southern 
Railroad Company; (28) San Diego & Imperial Valley Railroad Company, 
Inc.; (29) San Joaquin Valley Railroad Company; (30) South Carolina 
Central Railroad Company, LLC; (31) Three Notch Railway, LLC; (32) 
Toledo, Peoria & Western Railway Corporation; (33) Ventura County 
Railroad Corp.; and (34) Wiregrass Central Railway, LLC.
    Further, Fortress, on behalf of other equity funds managed by it 
and its affiliates, directly controls the noncarrier FECR Rail LLC, 
which directly controls FEC Rail Corporation, which directly controls 
Florida East Coast Railway, LLC, a Class II rail carrier.
    Petitioners state that Mid-Michigan Railroad, Inc. (MMRR), which is 
controlled by RailAmerica, operates between milepost 137.8 at Lowell, 
Mich., and milepost 159.5 at Walker, Mich., and is crossed by CSX 
Transportation, Inc. (CSXT) at MMRR milepost 2.9. Marquette Rail's line 
\1\ physically ends north of the MMRR line at Turner Avenue NW. Thus, 
to facilitate interchange with CSXT, Marquette Rail uses CSXT's track 
that crosses the MMRR line to reach CSXT's Wyoming Yard, the point of 
interchange for cars received from Marquette Rail. According to 
Petitioners, the only way for Marquette Rail to reach Wyoming Yard is 
by operating over the CSXT line. Petitioners further state that the 
diamond over the MMRR track is used by Marquette Rail solely for the 
purpose of interchanging traffic with CSXT at Wyoming Yard and that 
Marquette Rail has no other rights to use the crossing track.
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    \1\ The Board previously granted Marquette Rail an exemption to 
lease from CSXT approximately 129.03 miles of rail line in Marquette 
Rail, LLC--Lease & Operation Exemption--CSX Transp., Inc., FD 34728 
(STB served Oct. 26, 2005).
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    By issuing this notice, the Board is instituting an exemption 
proceeding pursuant to 49 U.S.C. 10502(b). Comments on the proposed 
acquisition of control may be filed as set forth above.
    Board decisions and notices are available on our Web site at 
``www.stb.dot.gov''.

    Decided: February 23, 2012.

    By the Board, Rachel D. Campbell, Director, Office of 
Proceedings.
Jeffrey Herzig,
Clearance Clerk.
[FR Doc. 2012-4679 Filed 2-27-12; 8:45 am]
BILLING CODE 4915-01-P