Federal Register / Vol. 60, No. 29 / Monday, February 13, 1995 / Notices 8239

The proposed consent order contains

provisions designed to remedy the

violations charged and to prevent the

respondent from engaging in similar

acts and practices in the future.

Part I of the proposed order prohibits

respondent from falsely representing

that any computer peripheral

equipment, as defined in the order, has

been rated, endorsed, recommended,

reviewed or evaluated by any person or

publication.

As fencing-in relief, Part II of the

proposed order prohibits respondent,

when advertising computer peripheral

equipment, from misrepresenting the

existence, contents, validity, results,

conclusions, interpretations or purpose

of any test or study. Part III provides

that, if respondent makes any

representation about the performance or

attributes of any computer peripheral

equipment, the representation must be

true and respondent must possess

competent and reliable evidence, which

when appropriate must be competent

and reliable scientific evidence, to

substantiate the representation.

The proposed order also requires

respondent to maintain materials relied

upon to substantiate claims covered by

the order; to provide a copy of the

consent agreement to its employees

involved in the preparation and

placement of respondent’s

advertisements, or in communication

with respondent’s customers or

prospective customers; to notify the

Commission of any change in the

corporate structure that might affect

compliance with the order; and to file

one or more reports detailing

compliance with the order.

The purpose of this analysis is to

facilitate public comment on the

proposed order. It is not intended to

constitute an official interpretation of

the agreement and proposed order or to

modify in any way their terms.

Donald S. Clark,

Secretary.

[FR Doc. 95–3542 Filed 2–10–95; 8:45 am]

BILLING CODE 6750–01–M

[File No. 951 0009]

The Penn Traffic Company; Proposed

Consent Agreement With Analysis To

Aid Public Comment

AGENCY: Federal Trade Commission.

ACTION: Proposed consent agreement.

SUMMARY: In settlement of alleged

violations of federal law prohibiting

unfair acts and practices and unfair

methods of competition, this consent

agreement, accepted subject to final

Commission approval, would permit,

among other things, the Penn Traffic

Company to acquire a number of Acme

supermarkets from American Stores

Company, but would require it to divest,

to a Commission approved acquirer or

acquirers within twelve months, one

supermarket in each of the three

Pennsylvania areas designated

(Towanda, Mount Carmel, and Pittston).

If the divestitures were not completed

on time, the consent agreement would

permit the Commission to appoint a

trustee to complete the transactions. In

addition, the consent agreement would

require the respondent, for ten years, to

obtain Commission approval before

acquiring any interest in any entity that

owns or operates a supermarket in any

of the three areas designated.

DATES: Comments must be received on

or before April 14, 1995.

ADDRESSES: Comments should be

directed to: FTC/Office of the Secretary,

Room 159, 6th Street and Pennsylvania

Avenue NW., Washington, D.C. 20580.

FOR FURTHER INFORMATION CONTACT:

Ronald Rowe or Marimichael Skubel,

FTC/S–2105, Washington, D.C. 20580.

(202) 326–2610 or 326–2611.

SUPPLEMENTARY INFORMATION: Pursuant

to Section 6(f) of the Federal Trade

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

45 and Section 2.34 of the Commission’s

Rules of Practice (16 CFR 2.34), notice

is hereby given that the following

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. 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)).

Agreement Containing Consent Order

The Federal Trade Commission

(‘‘Commission’’) having initiated an

investigation of The Penn Traffic

Company’s (‘‘Penn Traffic’’) proposed

acquisition of certain assets of American

Stores Company (American), and it now

appearing that Penn Traffic hereinafter

sometimes referred to as ‘‘proposed

respondent,’’ is willing to enter into an

agreement containing an order to divest

certain assets and to cease and desist

from certain acts, and providing for

other relief,

It is hereby agreed by and among

proposed respondent, by its duly

authorized officers and attorneys, and

counsel for the Commission that:

1. Proposed respondent The Penn

Traffic Company is a corporation

organized, existing, and doing business

under and by virtue of the laws of the

State of Delaware, with its office and

principal place of business located at

1200 State Fair Boulevard, Syracuse,

New York 13221–4737.

2. Proposed respondent admits all the

jurisdictional facts set forth in the draft

of complaint.

3. Proposed respondent waives:

a. any further procedural steps;

b. the requirement that the

Commission’s decision contain a

statement of findings of fact and

conclusions of law;

c. all rights to seek judicial review or

otherwise to challenge or contest the

validity of the order entered pursuant to

this agreement; and

d. any claim under the Equal Access

to Justice Act.

4. This agreement shall not become

part of the public record of the

proceeding unless and until it is

accepted by the Commission. If this

agreement is accepted by the

Commission it, together with the draft of

complaint contemplated thereby, will be

placed on the public record for a period

of sixty (60) days and information in

respect thereto publicly released. The

Commission thereafter may either

withdraw its acceptance of this

agreement and so notify the proposed

respondent, in which event it will take

such action as it may consider

appropriate, or issue and serve its

complaint (in such form as the

circumstances may require) and

decision, in disposition of the

proceeding.

5. This agreement is for settlement

purposes only and does not constitute

an admission by proposed respondent

that the law has been violated as alleged

in the draft of the complaint, or that the

facts as alleged in the draft complaint,

other than jurisdictional facts, are true.

6. This agreement contemplates that,

if it is accepted by the Commission, and

if such acceptance is not subsequently

withdrawn by the Commission pursuant

to the provisions of Section 2.34 of the

Commission’s Rules, the Commission

may, without further notice to the

proposed respondent, (1) issue its

complaint corresponding in form and

substance with the draft of complaint

and its decision containing the

following order to divest and to cease

and desist in disposition of the

proceeding, and (2) make information

public with respect thereto. When so

entered, the order shall have the same

force and effect and may be altered,

modified, or set aside in the same time

provided by statute for other orders. The
8240 Federal Register / Vol. 60, No. 29 / Monday, February 13, 1995 / Notices

order shall become final upon service.

Delivery by the United States Postal

Service of the complaint and decision

containing the agreed-to order to

proposed respondent’s address as stated

in this Agreement shall constitute

service. Proposed respondent waives

any right it may have to any other

manner of service. The complaint may

be used in construing the terms of the

order, and no agreement, understanding,

representation, or interpretation not

contained in the order or the Agreement

may be used to vary or contradict the

terms of the order.

7. Proposed respondent has read the

proposed complaint and order

contemplated hereby. Proposed

respondent understands that once the

order has been issued, it will be

required to file verified written reports

showing that it has fully complied with

the order. Proposed respondent further

understands that it may be liable for

civil penalties in the amount provided

by law for each violation of the order

after it becomes final.

Order

I

It is ordered that, as used in this

order, the following definitions shall

apply:

A. ‘‘Respondent’’ or ‘‘Penn Traffic’’

means The Penn Traffic Company, its

predecessors, subsidiaries, divisions,

and groups and affiliates controlled by

The Penn Traffic Company, their

successors and assigns, and their

directors, officers, employees, agents,

and representatives.

B. ‘‘Assets to be divested’’ means the

assets described in Paragraph II. A. of

this order.

C. ‘‘Commission’’ means the Federal

Trade Commission.

D. ‘‘Supermarket’’ means a full-line

retail grocery store that carries a wide

variety of food and grocery items in

particular product categories, including

bread and dairy products; refrigerated

and frozen food and beverage products;

fresh and prepared meats and poultry;

produce, including fresh fruits and

vegetables; shelf-stable food and

beverage products, including canned

and other types of packaged products;

staple foodstuffs, which may include

salt, sugar, flour, sauces, spices, coffee,

and tea; and other grocery products,

including nonfood items such as soaps,

detergents, paper goods, other

household products, and health and

beauty aids.

II

It is further ordered that:

A. Respondent shall divest, absolutely

and in good faith, within twelve months

from the date this order becomes final:

1. The ‘‘Acme’’ supermarket located at

River and Park Streets, Borough of

Towanda, Pennsylvania;

2. The ‘‘Acme’’ supermarket located

on Kennedy Boulevard in Pittston,

Pennsylvania; and

3. An ‘‘Acme’’ or a Penn Traffic

supermarket located in the Township of

Mount Carmel, Pennsylvania.

The assets to be divested shall include

the grocery business operated, and all

assets, leases, properties, business and

goodwill, tangible and intangible,

utilized in the distribution or sale of

groceries at the locations that are

divested.

B. Respondent shall divest the assets

to be divested only to an acquirer or

acquirers that receive the prior approval

of the Commission and only in a

manner that receives the prior approval

of the Commission. The purpose of the

divestiture is to ensure the continuation

of the assets to be divested as ongoing,

viable enterprises engaged in the

supermarket business and to remedy the

lessening of competition resulting from

the acquisition as alleged in the

Commission’s complaint.

C. Pending divestiture of such assets

to be divested, respondent shall take

such actions as are necessary to

maintain the viability and marketability

of such assets to be divested and to

prevent the destruction, removal,

wasting, deterioration, or impairment of

such assets to be divested except in the

ordinary course of business and except

for ordinary wear and tear.

D. Respondent shall comply with all

the terms of the Asset Maintenance

Agreement attached to this Order and

made a part hereof as Appendix I. The

Asset Maintenance Agreement shall

continue in effect until such time as

respondent has divested all of the assets

to be divested.

III

It is further ordered that:

A. If respondent has not divested,

absolutely and in good faith and with

the Commission’s prior approval, such

assets to be divested within twelve

months from the date this order

becomes final, the Commission may

appoint a trustee to divest any of the

remaining assets to be divested. In the

event that the Commission or the

Attorney General brings an action

pursuant to § 5(l) of the Federal Trade

Commission Act, 15 U.S.C. 45(l), or any

other statute enforced by the

Commission, respondent shall consent

to the appointment of a trustee in such

action. Neither the appointment of a

trustee nor a decision not to appoint a

trustee under this Paragraph shall

preclude the Commission or the

Attorney General from seeking civil

penalties or any other relief available to

it, including a court-appointed trustee,

pursuant to § 5(l) of the Federal Trade

Commission Act, or any other statute

enforced by the Commission, for any

failure by the respondent to comply

with this order.

B. If a trustee is appointed by the

Commission or a court pursuant to

Paragraph III. A. of this order,

respondent shall consent to the

following terms and conditions

regarding the trustee’s powers, duties,

authority, and responsibilities:

1. The Commission shall select the

trustee, subject to the consent of

respondent, which consent shall not be

unreasonably withheld. The trustee

shall be a person with experience and

expertise in acquisitions and

divestitures. If respondent has not

opposed, in writing, including the

reasons for opposing, the selection of

any proposed trustee within ten (10)

days after written notice by the staff of

the Commission to respondent of the

identity of any proposed trustee,

respondent shall be deemed to have

consented to the selection of the

proposed trustee.

2. Subject to the prior approval of the

Commission, the trustee shall have the

exclusive power and authority to divest

any of the remaining assets to be

divested.

3. Within ten (10) days after

appointment of the trustee, respondent

shall execute a trust agreement that,

subject to the prior approval of the

Commission and, in the case of a courtappointed trustee, of the court, transfers

to the trustee all right and powers

necessary to permit the trustee to effect

the divestitures required by this order.

4. The trustee shall have twelve (12)

months from the date the Commission

or court approves the trust agreement

described in Paragraph III.B.3. to

accomplish the divestitures, which shall

be subject to the prior approval of the

Commission. If, however, at the end of

the twelve-month period, the trustee has

submitted a plan of divestiture or

believes that divestiture can be achieved

within a reasonable time, the divestiture

period may be extended by the

Commission, or, in the case of a courtappointed trustee, by the court;

provided, however, the Commission

may extend this 12-month period only

two (2) times.

5. The trustee shall have full and

complete access to the personnel, books,

records and facilities related to any of

the remaining assets to be divested or to
Federal Register / Vol. 60, No. 29 / Monday, February 13, 1995 / Notices 8241

any other relevant information, as the

trustee may request. Respondent shall

develop such financial or other

information as such trustee may

reasonably request and shall cooperate

with the trustee. Respondent shall take

no action to interfere with or impede the

trustee’s accomplishment of the

divestitures. Any delays in divestiture

caused by respondent shall extend the

time for divestiture under this

Paragraph in an amount equal to the

delay, as determined by the Commission

or, for a court-appointed trustee, by the

court.

6. The trustee shall use his or her best

efforts to negotiate the most favorable

price and terms available in each

contract that is submitted to the

Commission, subject to respondent’s

absolute and unconditional obligation to

divest at no minimum price. The

divestitures shall be made in the

manner and to the acquirer or acquirers

as set out in Paragraph II. of this order;

provided, however, if the trustee

receives bona fide offers in any of the

areas specified in this order for a

supermarket to be divested from more

than one acquiring entity, and if the

Commission determines to approve

more than one acquiring entity, the

trustee shall divest to the acquiring

entity or entities selected by respondent

from among those approved by the

Commission.

7. The trustee shall serve, without

bond or other security, at the cost and

expense of respondent, on such

reasonable and customary terms and

conditions as the Commission or a court

may set. The trustee shall have the

authority to employ, at the cost and

expense of respondent, such

consultants, accountants, attorneys,

investment bankers, business brokers,

appraisers, and other representatives

and assistants as are necessary to carry

out the trustee’s duties and

responsibilities. The trustee shall

account for all monies derived from the

sale and all expenses incurred. After

approval by the Commission and, in the

case of a court-appointed trustee, by the

court, of the account of the trustee,

including fees for his or her services, all

remaining monies shall be paid at the

direction of the respondent, and the

trustee’s power shall be terminated. The

trustee’s compensation shall be based at

least in significant part on a commission

arrangement contingent on the trustee’s

divesting the assets to be divested to

satisfy Paragraph II.

8. Respondent shall indemnify the

trustee and hold the trustee harmless

against any losses, claims, damages,

liabilities, or expenses arising out of, or

in connection with, the performance of

the trustee’s duties, including all

reasonable fees of counsel and other

expenses incurred in connection with

the preparation for, or defense of any

claim, whether or not resulting in any

liability, except to the extent that such

liabilities, losses, damages, claims, or

expenses result from misfeasance, gross

negligence, willful or wanton acts, or

bad faith by the trustee.

9. If the trustee ceases to act or fails

to act diligently, a substitute trustee

shall be appointed in the same manner

as provided in Paragraph III. A. of this

order.

10. The Commission or, in the case of

a court-appointed trustee, the court,

may on its own initiative or at the

request of the trustee issue such

additional orders or directions as may

be necessary or appropriate to

accomplish the divestiture required by

this order.

11. The trustee shall have no

obligation or authority to operate or

maintain the assets to be divested.

12. The trustee shall report in writing

to respondent and the Commission

every sixty (60) days concerning the

trustee’s efforts to accomplish

divestiture.

IV

It is furthered ordered that, for a

period of ten (10) years from the date

this order becomes final, respondent

shall not, without the prior approval of

the Commission, directly or indirectly,

through subsidiaries, partnerships, or

otherwise:

A. Acquire any stock, share capital,

equity, or other interest in any

supermarket or leasehold interest in any

supermarket, including any facility that

has operated as a supermarket within

six (6) months of the date of the

proposed acquisition, located in (a) the

Towanda, Pennsylvania area, which

includes the Borough of Towanda and

the townships of Wysox, North

Towanda, and Monroeton; (b) the

Mount Carmel, Pennsylvania area,

which includes the Borough of Mount

Carmel and the Township of Mount

Carmel; and (c) the Pittston,

Pennsylvania area, which includes the

city of Pittston, the townships of

Pittston and Jenkins, and the boroughs

of Dupont, Avoca, Hughestown, Duryea,

Yatesville, and Laflin, Pennsylvania.

B. Acquire any stock, share capital,

equity, or other interest in any entity

that owns any interest in or operates any

supermarket or owned any interest in or

operated any supermarket within six (6)

months of the date of the proposed

acquisition in (a) the Towanda,

Pennsylvania area, which includes the

Borough of Towanda and the townships

of Wysox, North Towanda, and

Monroeton; (b) the Mount Carmel,

Pennsylvania area, which includes the

Borough of Mount Carmel, and the

Township of Mount Carmel; and (c) the

Pittston, Pennsylvania area, which

includes the city of Pittston, the

townships of Pittston and Jenkins, and

the boroughs of Dupont, Avoca,

Hughestown, Duryea, Yatesville, and

Laflin, Pennsylvania.

Provided, however, that these

prohibitions shall not apply to the

construction of new facilities or the

leasing of facilitates that have not

operated as supermarkets within six

months of the date of the offer to lease.

V

It is further ordered that:

A. Within sixty (60) days after the

date this order becomes final and every

sixty (60) days thereafter until

respondent has fully complied with the

provisions of Paragraphs II. or III. of this

order, respondent shall submit to the

Commission verified written reports

setting forth in detail the manner and

form in which it intends to comply, is

complying, and has complied with

Paragraphs II. and III. of this order.

Respondent shall include in its

compliance reports, among other things

that are required from time to time, a

full description of the efforts being

made to comply with Paragraph II. and

III. of the order, including a description

of all substantive contacts or

negotiations for the divestiture and the

identity of all parties contacted.

Respondent shall include in its

compliance reports copies of all written

communications to and from such

parties, all internal memoranda, and all

reports and recommendations

concerning divestiture.

B. One year (1) from the date this

order becomes final, annually for the

next nine (9) years on the anniversary of

the date this order becomes final, and at

other times as the Commission may

require, respondent shall file verified

written reports with the Commission

setting forth in detail the manner and

form in which it has complied and is

complying with this order.

VI

It is further ordered that respondent

shall notify the Commission at least

thirty (30) days prior to any proposed

change in respondent such as

dissolution, assignment, sale resulting

in the emergence of a successor

corporation, or the creation or

dissolution of subsidiaries or any other

change in respondent that may affect

compliance obligations arising out of

the order.
8242 Federal Register / Vol. 60, No. 29 / Monday, February 13, 1995 / Notices

VII

It is further ordered that, for the

purpose of determining or securing

compliance with this order, respondent

shall permit any duly authorized

representative of the Commission:

A. Upon reasonable notice to

respondent, access, during office hours

and in the presence of counsel, to

inspect and copy all books, ledgers,

accounts, correspondence, memoranda

and other records and documents in the

possession or under the control of

respondent relating to any matters

contained in this order; and

B. Upon reasonable notice to

respondent and without restraint or

interference from it, to interview

respondent or officers, directors, or

employees of respondent in the

presence of counsel.

VIII

It is further ordered that this order

shall terminate twenty (20) years from

the date this order becomes final.

Appendix I

Asset Maintenance Agreement

This Asset Maintenance Agreement

(‘‘Agreement’’) is by and between The Penn

Traffic Company (‘‘Penn Traffic’’), a

corporation organized under the laws of the

State of Delaware, with its principal offices

located at 1200 State Fair Boulevard,

Syracuse, New York 13221–4737, and the

Federal Trade Commission (‘‘Commission’’),

an independent agency of the United States

Government, established under the Federal

Trade Commission Act of 1914, 15 U.S.C. 41,

et seq. (collectively ‘‘the Parties’’).

Premises

Whereas, Penn Traffic, pursuant to an

agreement dated September 30, 1994, agreed

to purchase certain assets of American Stores

Company (hereinafter ‘‘Acquisition’’); and

Whereas, the Commission is now

investigating the Acquisition to determine if

it would violate any of the statutes enforced

by the Commission; and

Whereas, if the Commission accepts the

attached Agreement Containing Consent

Order, the Commission is required to place

it on the public record for a period of sixty

(60) days for public comment and may

subsequently withdraw such acceptance

pursuant to the provisions of § 2.34 of the

Commission’s Rules; and

Whereas, the Commission is concerned

that if an agreement is not reached preserving

the status quo ante of the assets to be

divested as described in II. A. of the attached

Agreement Containing Consent Order

(‘‘Assets’’) during the period prior to their

divestiture, when those Assets will be in the

hands of Penn Traffic, that any divestiture

resulting from any administrative proceeding

challenging the legality of the Acquisition

might not be possible, or might produce a

less than effective remedy; and

Whereas, the Commission is concerned

that prior to divestiture to the acquirer, it

may be necessary to preserve the continued

viability and competitiveness of the Assets;

and

Whereas, the purpose of this Agreement

and of the Consent Order is to preserve the

Assets pending the divestiture to the acquirer

approved by the Federal Trade Commission

under the terms of the Order, in order to

remedy any anticompetitive effects of the

Acquisition; and

Whereas, Penn Traffic entering into this

Agreement shall in no way be construed as

an admission by Penn Traffic that the

Acquisition is illegal; and

Whereas, Penn Traffic understands that no

act or transaction contemplated by this

Agreement shall be deemed immune or

exempt from the provisions of the antitrust

laws, or the Federal Trade Commission Act

by reason of anything contained in this

Agreement;

Now, Therefore, in consideration of the

Commission’s agreement that, unless the

Commission determines to reject the Consent

Order, it will not seek further relief from the

parties with respect to the Acquisition,

except that the Commission may exercise any

and all rights to enforce this Agreement and

the Consent Order annexed hereto and made

a part thereof, and, in the event the required

divestiture is not accomplished, to appoint a

trustee to seek divestiture of the Assets, the

Parties agree as follows:

Terms of Agreement

1. Penn Traffic agrees to execute, and upon

its issuance to be bound by, the attached

Consent Order. The Parties further agree that

each term defined in the attached Consent

Order shall have the same meaning in this

Agreement.

2. Unless the Commission brings an action

to seek to enjoin the proposed acquisition

pursuant to Section 13(b) of the Federal

Trade Commission Act, 15 U.S.C. § 53(b), and

obtains a temporary restraining order or

preliminary injunction blocking the proposed

acquisition, Penn Traffic will be free to close

the Acquisition after 11:59 p.m., January 17,

1995.

3. Penn Traffic agrees that from the date

this Agreement is accepted until the earliest

of the dates listed in subparagraphs 3.a–3.b

it will comply with the provisions of this

Agreement:

a. Three business days after the

Commission withdraws its acceptance of the

Consent Order pursuant to the provisions of

Section 2.34 of the Commission’s Rules; or

b. On the day the divestiture set out in the

Consent Order has been completed.

4. From the time Penn Traffic acquires the

Assets until the divestiture set out in the

Consent Order has been completed, Penn

Traffic shall maintain the viability,

competitiveness and marketability of the

Assets, and shall not cause the wasting or

deterioration of the Assets, nor shall it sell,

transfer, encumber or otherwise impair their

marketability or viability.

5. Should the Commission seek in any

proceeding to compel Penn Traffic to divest

itself of the Assets or to seek any other

injunctive or equitable relief, Penn Traffic

shall not raise any objection based upon the

expiration of the applicable Hart-ScottRodino Antitrust Improvements Act waiting

period or the fact that the Commission has

not sought to enjoin the Acquisition. Penn

Traffic also waives all rights to contest the

validity of this Agreement.

6. For the purpose of determining or

securing compliance with this Agreement,

subject to any legally recognized privilege,

and upon written request with reasonable

notice to Penn Traffic to its principal offices,

Penn Traffic shall permit any duly

authorized representative or representatives

of the Commission:

a. Access during the office hours of Penn

Traffic, in the presence of counsel, to inspect

and copy all books, ledgers, accounts,

correspondence, memoranda and other

records and documents in the possession or

under the control of Penn Traffic relating to

compliance with this Agreement; and

Upon five (5) days’ notice to Penn Traffic

and without restraint or interference from

them, to interview officers or employees of

Penn Traffic, who may have counsel present,

regarding any such matters.

7. This agreement shall not be binding

until approved by the Commission.

Analysis To Aid Public Comment on the

Provisionally Accepted Consent Order

The Federal Trade Commission (‘‘the

Commission’’) has accepted for public

comment from The Penn Traffic

Company (‘‘Penn Traffic’’) an agreement

containing consent order to divest

certain assets. The agreement is

designed to remedy any anticompetitive

effect stemming from Penn Traffic’s

acquisition of a number of Acme

supermarkets from American Stores

Company.

The agreement has been placed on the

public record for sixty days for

reception of comments from interested

persons. Comments received during this

period will become part of the public

record. After 60 days, the Commission

will again review the agreement and

comments received and will decide

whether it should withdraw from the

agreement or make final the order

contained in the agreement.

The Commission’s draft complaint

charges that on or about September 30,

1994, Penn Traffic agreed to acquire

certain assets of Acme Markets, Inc.,

wholly-owned subsidiary of American

Stores Company, for $94 million. The

Commission has reason to believe that

the acquisition, as well as the agreement

to enter into the acquisition, may have

anticompetitive effects and be in

violation of Section 7 of the Clayton Act

and Section 5 of the Federal Trade

Commission Act.

According to the draft complaint,

Penn Traffic and Acme are direct

competitors for the retail sale of food

and grocery items in the market areas of

(1) the Towanda, Pennsylvania area,

which includes the Borough of
Federal Register / Vol. 60, No. 29 / Monday, February 13, 1995 / Notices 8243

Towanda and the townships of Wysox,

North Towanda, and Monroeton; (2) the

Mount Carmel, Pennsylvania area,

which includes the Borough of Mount

Carmel and the Township of Mount

Carmel; and (3) the Pittston,

Pennsylvania area, which includes the

city of Pittston, the townships of

Pittston and Jenkins, and the boroughs

of Dupont, Avoca, Hughestown, Duryea,

Yatesville, and Laflin, Pennsylvania.

According to the draft complaint, these

markets are highly concentrated and

entry is difficult or unlikely. Penn

Traffic’s acquisition of Acme may

reduce competition in these markets by

eliminating the direct competition

between Penn Traffic and Acme, by

increasing the likelihood that Penn

Traffic will become a dominant firm,

and by increasing the likelihood of

collusive behavior among the few

remaining competitors.

The agreement containing consent

order attempts to remedy the

Commission’s competitive concerns

about the acquisition. Under the terms

of the proposed order, Penn Traffic must

divest three supermarkets within

twelve-months, to a purchaser approved

by the Commission. The three stores to

be divested include the ‘‘Acme’’

supermarket located in Towanda,

Pennsylvania, the ‘‘Acme’’ supermarket

located in Pittston, Pennsylvania, and

either the ‘‘Acme’’ or the Penn Traffic

store located in Mount Carmel,

Pennsylvania.

For a period of ten years from the date

the order becomes final, the order also

prohibits Penn Traffic from acquiring,

without prior Commission approval,

stock, or any other interest in any

supermarket, or entity that owns or

operates a supermarket, located in the

areas of Towanda, Pittston, or Mount

Carmel, Pennsylvania. This prohibition

will not apply to the construction of

new facilities or the leasing of facilities

not operated as supermarkets within six

months of the offer to lease.

The purpose of this analysis is to

invite public comment concerning the

consent order and any other aspect of

this matter. This analysis is not

intended to constitute an official

interpretation of the agreement and

order or to modify its terms in any way.

Donald S. Clark,

Secretary.

[FR Doc. 95–3543 Filed 2–10–95; 8:45 am]

BILLING CODE 6750–01–M

DEPARTMENT OF HEALTH AND

HUMAN SERVICES

Food and Drug Administration

[Docket No. 95F–0016]

Johnson Matthey Chemicals; Filing of

Food Additive Petition

AGENCY: Food and Drug Administration,

HHS.

ACTION: Notice.

SUMMARY: The Food and Drug

Administration (FDA) is announcing

that Johnson Matthey Chemicals has

filed a petition proposing that the food

additive regulations be amended to

provide for the safe use of silver

chloride coated titanium dioxide.

DATES: Written comments on the

petitioner’s environmental assessment

by March 15, 1995.

ADDRESSES: Submit written comments

to the Dockets Management Branch

(HFA–305), Food and Drug

Administration, rm. 1–23, 12420

Parklawn Dr., Rockville, MD 20857.

FOR FURTHER INFORMATION CONTACT:

Diane E. Robertson, Center for Food

Safety and Applied Nutrition (HFS–

216), Food and Drug Administration,

200 C St. SW., Washington, DC 20204,

202–418–3089.

SUPPLEMENTARY INFORMATION: Under the

Federal Food, Drug, and Cosmetic Act

(sec. 409(b)(5) (21 U.S.C. 348(b)(5))),

notice is given that a food additive

petition (FAP 5B4442) has been filed by

Johnson Matthey Chemicals, c/o 1000

Potomac St. NW., Washington, DC

20007. The petition proposes to amend

the food additive regulations in

§ 176.170 Components of paper and

paperboard in contact with aqueous and

fatty foods (21 CFR 176.170) to provide

for the safe use of silver chloride coated

titanium dioxide.

The potential environmental impact

of this action is being reviewed. To

encourage public participation

consistent with regulations promulgated

under the National Environmental

Policy Act, (40 CFR 1501.4(b)), the

agency is placing the environmental

assessment submitted with the petition

that is the subject of this notice on

public display at the Dockets

Management Branch (address above) for

public review and comment. Interested

persons may, on or before March 15,

1995, submit to the Dockets

Management Branch (address above)

written comments. Two copies of any

comments are to be submitted, except

that individuals may submit one copy.

Comments are to be identified with the

docket number found in brackets in the

heading of this document. Received

comments may be seen in the office

above between 9 a.m. and 4 p.m.,

Monday through Friday. FDA will also

place on public display any

amendments to, or comments on, the

petitioner’s environmental assessment

without further announcement in the

Federal Register. If, based on its review,

the agency finds that an environmental

impact statement is not required and

this petition results in a regulation, the

notice of availability of the agency’s

finding of no significant impact and the

evidence supporting that finding will be

published with the regulation in the

Federal Register in accordance with 21

CFR 25.40(c).

Dated: February 3, 1995.

Alan M. Rulis,

Acting Director, Office of Premarket

Approval, Center for Food Safety and Applied

Nutrition.

[FR Doc. 95–3557 Filed 2–10–95; 8:45 am]

BILLING CODE 4160–01–F

[Docket No. 95F–0017]

Robinson Brothers Ltd.; Filing of Food

Additive Petition

AGENCY: Food and Drug Administration,

HHS.

ACTION: Notice.

SUMMARY: The Food and Drug

Administration (FDA) is announcing

that Robinson Brothers Ltd., has filed a

petition proposing that the food additive

regulations be amended to provide for

the safe use of diisopropyl xanthogen

polysulfide as a component of rubber

articles intended for repeated use in

contact with food.

DATES: Written comments on the

petitioner’s environmental assessment

by March 15, 1995.

ADDRESSES: Submit written comments

to the Dockets Management Branch

(HFA–305), Food and Drug

Administration, rm. 1–23, 12420

Parklawn Dr., Rockville, MD 20857.

FOR FURTHER INFORMATION CONTACT:

Diane E. Robertson, Center for Food

Safety and Applied Nutrition (HFS–

216), Food and Drug Administration,

200 C St. SW., Washington, DC 20204,

202–418–3089.

SUPPLEMENTARY INFORMATION: Under the

Federal Food, Drug, and Cosmetic Act

(sec. 409(b)(5) (21 U.S.C. 348(b)(5))),

notice is given that a food additive

petition (FAP 5B4437) has been filed by

Robinson Brothers Ltd., Phoenix St.,

West Bromwich, West Midland, B70

OAH, England. The petition proposes to

amend the food additive regulations in