76446 Federal Register / Vol. 79, No. 245 / Monday, December 22, 2014 / Notices 

1This decision also embraces Norfolk S. Ry.— 

Trackage Rights Exemption—Delaware & Hudson 

Ry., FD 34209 (Sub-No. 1), and Norfolk S. Ry.— 

Trackage Rights Exemption—Delaware & Hudson 

Ry., FD 34562 (Sub-No. 1). 

2014, unless the Board grants GRR’s 

petition for partial waiver of 49 CFR 

1150.32(b) to permit the exemption to 

become effective on December 26, 2014, 

in which case the due date for stays will 

be established in the Board’s decision 

acting on GRR’s petition. 

An original and 10 copies of all 

pleadings, referring to Docket No. FD 

35888, must be filed with the Surface 

Transportation Board, 395 E Street SW., 

Washington, DC 20423–0001. In 

addition, a copy of each pleading must 

be served on Louis E. Gitomer, Esq., 

Law Offices of Louis E. Gitomer, LLC, 

600 Baltimore Avenue, Suite 301, 

Towson, MD 21204. 

Board decisions and notices are 

available on our Web site at 

WWW.STB.DOT.GOV. 

Decided: December 17, 2014. 

By the Board, Rachel D. Campbell, 

Director, Office of Proceedings. 

Brendetta S. Jones, 

Clearance Clerk. 

[FR Doc. 2014–29866 Filed 12–19–14; 8:45 am] 

BILLING CODE 4915–01–P 

DEPARTMENT OF TRANSPORTATION 

Surface Transportation Board 

[Docket No. EP 290 (Sub-No. 5) (2015–1)] 

Quarterly Rail Cost Adjustment Factor 

AGENCY: Surface Transportation Board. 

ACTION: Approval of rail cost adjustment 

factor. 

SUMMARY: The Board has approved the 

first quarter 2015 Rail Cost Adjustment 

Factor (RCAF) and cost index filed by 

the Association of American Railroads. 

The first quarter 2015 RCAF 

(Unadjusted) is 0.946. The first quarter 

2015 RCAF (Adjusted) is 0.405. The first 

quarter 2015 RCAF–5 is 0.383. 

DATES: Effective Date: January 1, 2015. 

FOR FURTHER INFORMATION CONTACT: 

Pedro Ramirez, (202) 245–0333. Federal 

Information Relay Service (FIRS) for the 

hearing impaired: (800) 877–8339. 

SUPPLEMENTARY INFORMATION: 

Additional information is contained in 

the Board’s decision, which is available 

on our Web site, http://www.stb.dot.gov. 

Copies of the decision may be 

purchased by contacting the Office of 

Public Assistance, Governmental 

Affairs, and Compliance at (202) 245– 

0238. Assistance for the hearing 

impaired is available through FIRS at 

(800) 877–8339. 

This action will not significantly 

affect either the quality of the human 

environment or energy conservation. 

Decided: December 16, 2014. 

By the Board, Chairman Elliott, Vice 

Chairman Miller, and Commissioner 

Begeman. 

Jeffrey Herzig, 

Clearance Clerk. 

[FR Doc. 2014–29863 Filed 12–19–14; 8:45 am] 

BILLING CODE 4915–01–P 

DEPARTMENT OF TRANSPORTATION 

Surface Transportation Board 

[Docket No. FD 35873] 1

Norfolk Southern Railway Company— 

Acquisition and Operation—Certain 

Rail Lines of the Delaware and Hudson 

Railway Company, Inc. 

AGENCY: Surface Transportation Board, 

Department of Transportation. 

ACTION: Decision No. 1 in Docket No. FD 

35873; Notice of Acceptance of Primary 

Application and Related Filings; 

Issuance of Procedural Schedule. 

SUMMARY: The Surface Transportation 

Board (Board) is accepting for 

consideration the application filed 

November 17, 2014, by Norfolk 

Southern Railway Company (NSR or 

Applicant), and two related filings. The 

primary application seeks Board 

approval under 49 U.S.C. 11323–25 of 

the acquisition of control of 282.55 

miles of rail line owned by Delaware 

and Hudson Railway Company, Inc. 

(D&H), a wholly owned, indirect 

subsidiary of Canadian Pacific Railway 

Company (CP), by NSR, a Class I 

railroad. This proposal is referred to as 

the Control Transaction. 

The related filings are two notices of 

exemption filed by NSR to modify 

existing trackage rights agreements. The 

notice of exemption filed in FD 34209 

(Sub-No. 1) provides for the 

modification of an existing trackage 

rights agreement granted by D&H to 

NSR. This modification would allow 

NSR to retain trackage rights over 

approximately 17.45 miles of rail line 

between milepost 484.85 ± in the 

vicinity of Schenectady, N.Y., and CPF 

467 in the vicinity of Mechanicville, 

N.Y., including the right to use such 

tracks within D&H’s Mohawk Yard. The 

notice of exemption filed in FD 34562 

(Sub-No. 1) provides for the 

modification of the Saratoga-East 

Binghamton Trackage Rights Agreement 

granted by D&H to NSR. This 

modification would allow NSR to retain 

trackage rights between milepost 37.10 

± of D&H’s Canadian Main Line in 

Saratoga Springs, N.Y., and CPF 484 at 

Schenectady. Both of these notices of 

exemption would remove from the 

respective trackage rights agreements 

rail lines that NSR would purchase 

under the Control Transaction, and 

would allow NSR to retain needed 

trackage rights over the remaining lines. 

Neither notice of exemption would 

provide for new trackage rights. 

The Board finds that the application 

is complete and that the Control 

Transaction is a minor transaction based 

upon the preliminary determination that 

the Control Transaction clearly will not 

have any anticompetitive effects and 

that, to the extent any anticompetitive 

effects exist, they will clearly be 

outweighed by the transaction’s 

anticipated contribution to the public 

interest in meeting significant 

transportation needs. 49 CFR 

1180.2(b)(1), (c). The Board makes this 

preliminary determination based on the 

evidence presented in the application 

and the record to date. The Board 

emphasizes that this is not a final 

determination, and may be rebutted by 

subsequent filings and evidence 

submitted into the record for this 

proceeding. The Board will give careful 

consideration to any claims that the 

Control Transaction would have 

anticompetitive effects that are not 

apparent from the application and the 

record to date. 

DATES: The effective date of this 

decision is December 16, 2014. Any 

person who wishes to participate in this 

proceeding as a party of record (POR) 

must file, no later than December 29, 

2014, a notice of intent to participate. 

All comments, protests, requests for 

conditions, and any other evidence and 

argument in opposition to the primary 

application and related filings, 

including filings by the U.S. Department 

of Justice (DOJ) and the U.S. Department 

of Transportation (DOT), must be filed 

by January 15, 2015. Responses to 

comments, protests, requests for 

conditions, other opposition, and 

rebuttal in support of the primary 

application or related filings must be 

filed by March 31, 2015. See Appendix 

A (Procedural Schedule). A final 

decision in this matter will be served no 

later than May 15, 2015. Further 

procedural orders, if any, will be issued 

by the Board as necessary. 

ADDRESSES: Any filing submitted in this 

proceeding must be submitted either via 

the Board’s e-filing format or in the 

traditional paper format. Any person 

using e-filing should attach a document 

and otherwise comply with the 

instructions found on the Board’s Web 


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Federal Register / Vol. 79, No. 245 / Monday, December 22, 2014 / Notices 76447 

2The D&H trackage rights over NSR lines that 

Applicant states will be involved in D&H’s 

request(s) for discontinuance authority are: (1) From 

Lehighton, Pa., to Allentown/Bethlehem, Pa.; (2) 

from Allentown/Bethlehem, Pa., to Oak Island, N.J.; 

(3) from Sunbury, Pa., to Harrisburg, Pa.; (4) from 

Harrisburg to Reading, Pa., to Philadelphia, Pa.; and 

(5) from Harrisburg to Perryville, Pa., to the 

Washington, DC area. 

site at www.stb.dot.gov at the ‘‘EFILING’’ link. Any person submitting a 

filing in the traditional paper format 

should send an original and 10 paper 

copies of the filing (and also an 

electronic version) to: Surface 

Transportation Board, 395 E Street SW., 

Washington, DC 20423–0001. In 

addition, one copy of each filing in this 

proceeding must be sent (and may be 

sent by email only if service by email is 

acceptable to the recipient) to each of 

the following: (1) Secretary of 

Transportation, 1200 New Jersey 

Avenue SE., Washington, DC 20590; (2) 

Attorney General of the United States, 

c/o Assistant Attorney General, 

Antitrust Division, Room 3109, 

Department of Justice, Washington, DC 

20530; (3) William A. Mullins 

(representing NSR), Baker & Miller 

PLLC, 2401 Pennsylvania Ave. NW., 

Suite 300, Washington, DC 20037; and 

(4) any other person designated as a 

POR on the service list notice (as 

explained below, the service list notice 

will be issued as soon after December 

29, 2014, as practicable). 

FOR FURTHER INFORMATION CONTACT: 

Jonathon Binet, (202) 245–0368. 

[Assistance for the hearing impaired is 

available through the Federal 

Information Relay Service (FIRS) at 1– 

800–877–8339.] 

SUPPLEMENTARY INFORMATION: Applicant, 

a Class I railroad, is a wholly owned 

subsidiary of Norfolk Southern 

Corporation, a publicly held noncarrier 

holding company. D&H, a Class II 

railroad, is a wholly owned, indirect 

subsidiary of CP. Applicant seeks the 

Board’s prior review and authorization 

pursuant to 49 U.S.C. 11321–25 for the 

acquisition of the lines collectively 

known as the D&H South Lines. More 

specifically, these lines consist of 

approximately 267.15 route miles of the 

D&H Freight Main Line between 

Sunbury/Kase, Pa., (milepost 752) and 

Schenectady, N.Y. (milepost 484.85), 

and 15.40 miles of the Voorheesville 

Running Track between Voorheesville 

Junction (milepost A 10.9) and 

Delanson, N.Y. (milepost 499/milepost 

A 26.320), for a total of 282.55 miles of 

line currently owned by D&H. Applicant 

also has filed two notices of exemption 

seeking to modify existing trackage 

rights agreements between NSR and 

D&H, as discussed above and embraced 

by this case. 

Applicant provides three primary 

purposes for pursuing the Control 

Transaction: (1) The Control 

Transaction would benefit shippers 

through improved service and increased 

operating efficiencies; (2) the Control 

Transaction would preserve and 

enhance competition in the Northeast 

surface transportation market; and (3) 

the Control Transaction would preserve 

and possibly increase jobs on the D&H 

South Lines by integrating D&H 

employees with NSR operations and 

organically growing traffic on the lines. 

Financial Arrangements. According to 

the Applicant, if the Control 

Transaction is approved, NSR will pay 

D&H $217 million in cash. The Control 

Transaction would not require the 

issuance of any new securities or any 

other financial arrangement that would 

require the Board’s approval. The 

Control Transaction would not result in 

any new debt or increase NSR’s annual 

interest expense. Applicant further 

states that the Control Transaction 

would result in operating expense 

savings of $2.7 million annually. 

Passenger Service Impacts. Applicant 

states that the Control Transaction 

would not affect passenger rail service 

because there is no scheduled passenger 

service over the D&H South Lines. 

Applicant states that passenger service 

does exist on the portion of the D&H 

lines over which Applicant seeks to 

modify trackage rights in FD 34209 

(Sub-No. 1), but Applicant does not 

anticipate any adverse effects on 

passenger service as a result of the 

transaction. 

Discontinuances/Abandonments. 

Applicant states that it does not 

anticipate any transaction-related line 

abandonments. Applicant does expect 

D&H will be filing for authority to 

discontinue trackage rights over certain 

NSR lines because D&H has determined 

those trackage rights are no longer 

economically justified.2

Public Interest Considerations. 

Applicant states that the Control 

Transaction would have no 

anticompetitive effects. According to the 

Applicant, the Control Transaction 

would not create a monopoly and would 

not result in any restraint of trade in 

freight surface transportation in any 

region of the United States. Applicant 

further states that, even if there are 

anticompetitive effects to the Control 

Transaction, they are clearly 

outweighed by the substantial public 

benefits of the transaction. 

Applicant states that there are no 

anticompetitive effects to the Control 

Transaction because there are no 

customers served directly by both NSR 

and D&H on the D&H South Lines. 

Applicant further states that its 

competitive analysis shows there are 

four potential 2-to-1 corridors (i.e., 

corridors where shippers served by two 

carriers before the Control Transaction 

would be served by one after its 

consummation, if approved) as a result 

of the Control Transaction, but contends 

that none of these are ‘‘true’’ 2-to-1 

corridors because there are independent 

alternatives to NSR and D&H in these 

corridors. Applicant states that the 

shippers and receivers utilizing these 

corridors would only experience a de 

minimis competitive effect as a result of 

the Control Transaction. In addition, 

Applicant points to two new 

commercial agreements that NSR and 

D&H have agreed to enter into at closing 

of the Control Transaction, if approved, 

as evidence that there would be no 

anticompetitive effects. Applicant states 

that the first agreement would ensure 

shippers with existing contracts and rate 

authorities with D&H would be able to 

continue to operate under those 

contracts or rate authorities with D&H or 

NSR, as applicable under the agreement, 

until they expire or are renewed or 

amended. Applicant states that the 

second agreement would ensure that 

shippers located on short lines that 

currently connect with the D&H South 

Lines and NSR lines would have 

continued commercial access to both 

NSR and D&H. 

Applicant also states that there would 

be substantial public benefits to the 

Control Transaction. Applicant states 

that shippers would benefit from the 

Control Transaction as it would align 

ownership with use, which would 

ensure adequate investment in the D&H 

South Lines to support NSR traffic and 

projected growth on the lines. Applicant 

also states that this would also result in 

more sustainable and reliable service for 

shippers on the D&H South Lines and 

promote operating efficiencies. In 

addition, Applicant states that this 

transaction would increase competition 

in the Northeast surface transportation 

market by strengthening both NSR and 

D&H. Finally, Applicant states that the 

Control Transaction would benefit 

employees on the D&H South Lines by 

providing continued employment that 

might otherwise be lost due to the 

potential for eventual reduction in 

service on the lines if they remain under 

D&H’s control. Applicant also states that 

employees would benefit from NSR’s 

expected expansion and growth of the 

D&H South Lines over time. 

Time Schedule for Consummation. 

Applicant intends to consummate 

control of the D&H South Lines as soon 


tkelley on DSK3SPTVN1PROD with NOTICES
76448 Federal Register / Vol. 79, No. 245 / Monday, December 22, 2014 / Notices 

as a Board decision approving the 

Control Transaction becomes effective, 

should the Board authorize the 

proposed Control Transaction. 

Environmental Impacts. Applicant 

states that the Control Transaction is 

exempt from environmental reporting 

requirements under 49 CFR 1105.6(c)(2) 

because the environmental impacts of 

the Control Transaction fall below the 

thresholds established in 49 CFR 

1105.7(e)(4) and (5). 

Historic Preservation Impacts. 

Applicant states that, under 49 CFR 

1105.8(b)(1) and (3), the Control 

Transaction is exempt from historic 

preservation reporting requirements 

because rail operations would continue 

after Applicant’s purchase of the D&H 

South Lines. Applicant states that it has 

no plans to dispose of or alter properties 

subject to the Board’s jurisdiction that 

are 50 years old or older. 

Labor Impacts. Applicant states that it 

does not anticipate any NSR employees 

being adversely affected by the Control 

Transaction, though the transaction may 

adversely affect 254 active D&H 

employees who operate over the D&H 

South Lines involved in the Control 

Transaction. Applicant states that it 

anticipates hiring approximately 150 of 

the 254 D&H employees through its 

standard hiring process, and that it 

anticipates the remaining employees 

would be retained by D&H or offered 

positions with another CP affiliate. In 

addition, Applicant states that the 

Control Transaction may create new 

jobs on the D&H South Lines, as 

Applicant believes the transaction may 

allow NSR to grow traffic on the lines. 

Applicant contends that any NSR or 

D&H employees adversely impacted by 

the Control Transaction would be 

entitled to labor protective conditions in 

accordance with New York Dock 

Railway—Control—Brooklyn Eastern 

District Terminal (New York Dock), 360 

I.C.C 60, aff’d New York Dock Railway 

v. United States, 609 F.2d 83 (2d Cir. 

1979), as modified by Wilmington 

Terminal Railroad—Purchase & Lease— 

CSX Transportation Inc. (Wilmington 

Terminal), 6 I.C.C. 2d 799, 814–26 

(1990), aff’d sub nom. Railway Labor 

Executives’ Ass’n v. ICC, 930 F.2d 511 

(6th Cir. 1991). 

Related Filings. In connection with 

this transaction, two notices of 

exemption were filed under 49 CFR 

1180.2(d)(7). 

FD 34209 (Sub-No. 1). In FD 34209 

(Sub-No. 1), Applicant filed a verified 

notice of exemption under 49 CFR 

1180.2(d)(7) to amend an existing 

trackage rights agreement between NSR 

and D&H involving trackage rights 

authorized by the Board in Norfolk 

Southern Railway Company—Trackage 

Rights Exemption—Delaware & Hudson 

Railway Company, FD 34209 (STB 

served July 25, 2002). The existing 

trackage rights extend over 

approximately 284.6 miles of CP’s main 

line, between NSR’s connection with CP 

at milepost 752.0 near Sunbury, Pa., and 

CP’s connection with Guilford Rail 

System at milepost 467.40 at 

Mechanicville, N.Y. While the Control 

Transaction would allow NSR to acquire 

and operate the majority of this 

trackage, the new trackage rights 

agreement would allow NSR to retain 

approximately 17.45 miles of previously 

authorized trackage rights between 

milepost 484.85 ± in the vicinity of 

Schenectady, N.Y., and CPF 467 in the 

vicinity of Mechanicville. Applicant 

states that the retained trackage rights 

are necessary for NSR’s continued 

access to its Mechanicville terminal and 

its continued interchange with Pan Am 

Southern LLC. 

The parties intend to consummate 

this transaction upon the approval and 

consummation of the Control 

Transaction, should the Board approve 

that transaction. Applicant states that, if 

the transaction in FD 35873 is approved, 

NSR would become the owner of the 

portion of line between Sunbury, Pa., 

and Schenectady, N.Y., over which it 

currently has trackage rights authorized 

in FD 34209. As a condition to use of 

this exemption, Applicant states that 

any employees adversely affected by the 

transaction would be protected by the 

conditions set forth in Norfolk & 

Western Railway—Trackage Rights— 

Burlington Northern, Inc., 354 I.C.C. 605 

(1978), as modified in Mendocino Coast 

Railway—Lease & Operate—California 

Western Railroad, 360 I.C.C. 653 (1980). 

FD 34562 (Sub-No. 1). In FD 34562 

(Sub-No. 1), Applicant filed a verified 

notice of exemption under 49 CFR 

1180.2(d)(7) to amend another existing 

trackage rights agreement between NSR 

and D&H, this one involving trackage 

rights authorized by the Board in 

Norfolk Southern Railway Company— 

Trackage Rights Exemption—Delaware 

& Hudson Railway Company, Inc., FD 

34562 (STB served Oct. 21, 2004). The 

existing trackage rights extend over 

approximately 155.24 miles of D&H 

lines as follows: (1) Between milepost 

37.10 ± of D&H’s Canadian Main Line in 

Saratoga Springs, N.Y., and the point of 

connection between D&H’s Canadian 

Main Line and D&H’s Freight Main Line 

at CPF 480, located at milepost 21.70 ± 

of D&H’s Canadian Main Line, a total 

distance of approximately 15.4 miles; 

(2) between milepost 480.36 ± and 

milepost 611.15 ± of D&H’s Freight 

Main Line in Binghamton, N.Y., a 

distance of approximately 130.79 miles; 

and (3) between milepost 611.15 ± and 

milepost 620.20 ± of D&H’s Freight 

Main Line (including tracks into and 

within D&H’s East Binghamton Yard) in 

Binghamton, a distance of 

approximately 9.05 miles. This 

amended trackage rights agreement 

would allow NSR to retain the portion 

of the previously authorized overhead 

trackage rights between milepost 37.10 

± of D&H’s Canadian Main Line in 

Saratoga Springs and CPF 484 at 

Schenectady, N.Y. Applicant states that 

the retained trackage rights are needed 

for NSR’s continued access and use of 

the line. 

The parties also intend to 

consummate this transaction upon the 

approval and consummation of the 

Control Transaction, should the Board 

approve that transaction. Applicant 

states that, if the transaction in FD 

35873 is approved, NSR would become 

the owner of the portion of the line 

between Binghamton and Schenectady, 

N.Y., over which it currently has 

trackage rights authorized in FD 34562. 

As a condition to use of this exemption, 

Applicant states that any employees 

adversely affected by the transaction 

would be protected by the conditions 

set forth in Norfolk & Western 

Railway—Trackage Rights—Burlington 

Northern, Inc., 354 I.C.C. 605 (1978), as 

modified in Mendocino Coast Railway— 

Lease & Operate—California Western 

Railroad, 360 I.C.C. 653 (1980). 

Primary application and related 

filings accepted. The Board finds that 

the proposed Control Transaction would 

be a ‘‘minor transaction’’ under 49 CFR 

1180.2(c), and the Board accepts the 

primary application for consideration 

because it is in substantial compliance 

with the applicable regulations 

governing minor transactions. See 49 

U.S.C. 11321–26; 49 CFR 1180. The 

Board is also accepting for consideration 

the two related filings, which are also in 

compliance with the applicable 

regulations. The Board reserves the right 

to require the filing of supplemental 

information as necessary to complete 

the record. 

The statute and Board regulations 

treat a transaction that does not involve 

two or more Class I railroads differently 

depending upon whether or not the 

transaction would have ‘‘regional or 

national transportation significance.’’ 

49 U.S.C. 11325. Under our regulations, 

at 49 CFR 1180.2, a transaction that does 

not involve two or more Class I railroads 

is to be classified as ‘‘minor’’—and thus 

not having regional or national 

transportation significance—if a 

determination can be made that either: 

(1) The transaction clearly will not have 


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3As Applicant notes, the Board has classified 

numerous transactions having a larger scope than 

the Control Transaction as ‘‘minor,’’ including at 

least two in the same part of the country. See, e.g., 

Canadian Nat’l Ry. —Control—Wis. Cent. Transp. 

Corp., FD 34000 (STB served May 9, 2001) 

(acquisition of over 2,464 route miles); Kan. City 

S.—Control—Kan. City S. Ry., FD 34342 (STB 

served Nov. 29, 2004) (acquisition of 536 route 

miles); Norfolk S. Ry.—Joint Control & Operating/ 

Pooling Agreements—Pan Am S. LLC, FD 35147 

(STB served June 26, 2008) (involving 438 route 

miles of track and trackage rights in five states); 

CSX Transp. Inc. & Delaware & Hudson Ry.—Joint 

Use Agreement, FD 35348 (STB served May 27, 

2010) (involving approximately 345 miles). 

4On December 12, 2014, Alma Realty Corporation 

and Pace Glass, Inc. joined CNJ’s motion to reject 

the Application on the ground that the Application 

is not complete. On December 12, 2014, NSR 

submitted a letter in opposition to Alma Realty and 

Pace Glass’ letter joining CNJ’s motion. 

5SMART/TD–NY makes two additional 

procedural arguments. SMART/TD–NY argues that 

the Board should deny NSR’s Motion for a 

Protective Order. NSR’s Motion for a Protective 

Order will be addressed in a separate decision 

issued by the Director, Office of Proceedings. 

SMART/TD–NY also argues that the Board should 

consolidate the Control Transaction with the two 

notices of exemption filed by NSR in FD 34209 

(Sub-No. 1) and FD 34562 (Sub-No. 1). As discussed 

elsewhere in this decision, this decision embraces 

those notices of exemption. 

6See CSX Transp., Inc. & Del. & Hudson Ry.— 

Joint Use Agreement, FD 35348 (STB served May 

27, 2010) (finding that a transaction involving CSX 

Transportation, Inc., a Class I railroad, and D&H, a 

Class II railroad and independent subsidiary of CP, 

was a minor transaction because it did not involve 

two or more Class I railroads). 

7See CSX Transp., Inc. & Del. & Hudson Ry.— 

Joint Use Agreement, FD 35348 (STB served May 

27, 2010). CNJ admits that the Control Transaction 

‘‘is not technically ‘a merger or control of two Class 

I railroads[.]’ ’’ 

any anticompetitive effects; or (2) any 

anticompetitive effects will clearly be 

outweighed by the anticipated 

contribution to the public interest in 

meeting significant transportation 

needs. A transaction not involving the 

control or merger of two or more Class 

I railroads is ‘‘significant’’ if neither of 

these determinations can clearly be 

made. 

Nothing in the record thus far 

suggests that the Control Transaction 

would have anticompetitive effects, and 

any such effects that might result from 

the Control Transaction would appear, 

from the face of the application and the 

record to date, to be clearly outweighed 

by the Control Transaction’s 

contribution to the public interest in 

meeting significant transportation 

needs. The Control Transaction involves 

282.55 miles of rail line in a relatively 

small geographic area of Pennsylvania 

and New York.3 Moreover, NSR states 

that approximately 80% of the traffic 

over the lines subject to the application 

is currently transported by NSR under 

its trackage rights agreements with D&H. 

Thus, as the application states, the 

Control Transaction would align 

ownership with usage. This would 

appear to provide public benefits, 

including promoting operating 

efficiencies and securing NSR’s routes 

in the region, which would provide NSR 

with incentives to maintain and invest 

in the lines. In addition, because NSR 

and D&H have agreed to enter into two 

commercial agreements to ensure 

continued commercial access to both 

NSR and D&H, it does not appear that 

any shipper (on the D&H South Lines or 

on the short lines connecting with the 

D&H South Lines or NSR) would have 

fewer competitive rail alternatives as a 

result of the Control Transaction. 

Therefore, the Board finds the proposed 

Control Transaction to be a ‘‘minor 

transaction.’’ 

The Board has received several 

statements in support of the Control 

Transaction, as well as two objections to 

the ‘‘minor transaction’’ designation and 

several other elements of NSR’s 

application. The statements in support 

generally express the commenters’ belief 

that the Control Transaction would 

increase regional competition and 

efficiencies, and request the Board’s 

expedited review and approval of the 

application. In addition, on December 8, 

2014, NSR filed a List of Supporting 

Parties and Submission of Statements in 

Support of the Transaction, which 

included statements supporting the 

transaction from 78 shippers, short line 

railroads, and public agencies, some of 

whom also filed separately with the 

Board. 

On December 9, 2014, Samuel J. 

Nasca, on behalf of SMART/

Transportation Division, New York 

State Legislative Board (SMART/TD– 

NY), filed a reply to the Application and 

the two related trackage rights 

exemption filings. On December 10, 

2014, CNJ Rail Corporation (CNJ) filed a 

reply in opposition to the petition to 

establish a procedural schedule and 

motion to reject the application as 

incomplete.4 NSR filed responses to 

these replies on December 11, 2014, and 

December 10, 2014, respectively. 

SMART/TD–NY contends that the 

Application was not complete until 

November 25, 2014, when NSR 

amended its November 17, 2014 

application with errata. SMART/TD–NY 

therefore argues that the 30-day period 

for the Board to consider whether or not 

to accept NSR’s application does not 

expire until December 26, 2014. Based 

on the contents of NSR’s original filing 

and its November 25, 2014 supplement, 

the Board has had sufficient time to 

consider whether to accept NSR’s 

application, to determine that this is a 

minor transaction as defined by the 

Board’s regulations, and to set an 

appropriate procedural schedule. 

Accordingly, the Board will serve this 

decision within 30 days after Applicant 

filed its original application.5

SMART/TD–NY further asserts that 

the Board should apply labor protective 

conditions in accordance with New 

York Dock, rather than Wilmington 

Terminal. NSR responds that, in line 

sale transactions involving at least one 

Class I carrier (including ‘‘minor line 

sale transactions involving joint 

ownership of lines and swaps of 

trackage rights’’), the applicable labor 

protection standards are the New York 

Dock conditions as modified in 

Wilmington Terminal. The Board will 

address this issue in its final decision. 

With respect to the substance of the 

Application, SMART/TD–NY argues 

that the Control Transaction is not 

minor because it is of regional or 

national transportation significance due 

to the fact that D&H is an indirect 

subsidiary of CP, which is a Class I 

railroad that is competitive with NSR. 

SMART/TD–NY argues that, 

accordingly, the Board cannot find that 

the Control Transaction would not 

clearly have any anti-competitive effects 

or that any such effects would be clearly 

outweighed by the public interest. 

SMART/TD–NY also states that the rail 

transportation involved in the Control 

Transaction is broader than is presented 

in the application, in that it ‘‘extends 

westward beyond the Buffalo gateway, 

as well as eastward into New England.’’ 

Despite SMART/TD–NY’s assertions, 

the Control Transaction, as noted above, 

only involves rail lines in a relatively 

small geographic area of Pennsylvania 

and New York. D&H is an independent 

subsidiary of CP, and, consistent with 

Board precedent, D&H is the relevant 

party to this transaction.6 NSR has met 

its burden of proof in preliminarily 

showing that the Control Transaction is 

a minor transaction. SMART/TD–NY 

has failed to provide the Board with 

sufficient evidence to rebut that 

preliminary finding. 

CNJ similarly argues that the Control 

Transaction is not minor because, ‘‘in 

essence,’’ it involves two Class I 

railroads, as D&H is a subsidiary of CP. 

As discussed above, and consistent with 

past Board decisions, D&H, and not CP, 

is the proper entity for the Board to 

consider when analyzing this 

transaction.7

CNJ further argues that the transaction 

is not minor because it would have 

anticompetitive effects and alludes to 

two routes on the Delaware-Lackawanna 

Railroad Company, Inc. (DL) for which 

competition for ‘‘potential’’ traffic may 


tkelley on DSK3SPTVN1PROD with NOTICES
76450 Federal Register / Vol. 79, No. 245 / Monday, December 22, 2014 / Notices 

8See NSR Pet. n.3. 

9See NSR Pet. 27–28 & n.24. 

11 49 U.S.C. 11325(d)(2). 

12Applicant’s petition also states that ‘‘the 

proposed procedural schedule provides for issuance 

of a final Board decision by May 7, 2015.’’ Based 

on the full text of the petition and the schedule 

proposed in Appendix A to the petition, this 

appears to also be in error. 

13While SMART/TD–NY argues that the Board 

should revise NSR’s proposed procedural schedule 

to reflect the significance of the Control 

Transaction, the Board has preliminarily concluded 

that the Control Transaction is a ‘‘minor’’ 

transaction, not a ‘‘significant’’ transaction. 

Moreover, despite CNJ’s assertion that NSR’s 

proposed procedural schedule is misleading 

because it does not include a deadline by which the 

public must object to the ‘‘minor’’ classification, the 

Board does not require an applicant to indicate 

such a deadline when proposing a procedural 

schedule. 

be reduced from two carriers to one. CNJ 

asserts that the only way to restore 

competition for these potential 2-to-1 

markets is through the filing of a 

responsive trackage rights application. 

NSR responds that the commodities that 

CNJ argues could be routed over the 

lines (municipal solid waste and 

recycled glass) are not currently moved 

over the lines, nor are there any 

indications that such shipments are 

even feasible in the future. NSR also 

states that CSX Transportation, Inc. 

(CSX) appears to serve the location 

where the alleged routes originate. 

CNJ provides no support for its 

assertion that the Control Transaction 

would have anticompetitive effects. CNJ 

asserts only a ‘‘realistic potential’’ that 

these 2-to-1 routings may exist, while 

NSR states that no such routings 

currently exist. Nor have any potential 

or existing shippers on those routes 

opposed the classification of this 

transaction as minor. Moreover, the 

filing of responsive trackage rights 

applications is not the sole method by 

which potential anticompetitive effects, 

if any, could be cured. The Board, after 

the record in this proceeding is fully 

developed, has the ability to deny NSR’s 

application or to approve the Control 

Transaction subject to conditions that 

would mitigate or eliminate any 

deleterious effects on regional or 

national transportation. Thus, CNJ has 

not provided the Board with sufficient 

evidence to rebut a preliminary finding 

that this transaction should be classified 

as minor. 

In addition, CNJ argues that NSR’s 

application should be rejected as 

incomplete because it has not included 

all relevant filings. CNJ states that NSR’s 

application includes reference to 

discontinuance applications that it 

expects D&H will file with regard to 

certain trackage rights,8 and that in 

order for NSR’s application here to be 

complete, NSR would need to include 

either those applications or adverse 

discontinuance applications for those 

trackage rights. CNJ argues that NSR is 

asking the Board to evaluate these 

discontinuances, even though those 

applications have not been filed with 

the Board. NSR argues that the Board 

may assess the Control Transaction, 

because it is sufficiently independent 

from any potential Board decision on 

the discontinuances. 

CNJ has failed to demonstrate that the 

trackage rights applications it is 

concerned about should have been 

included in NSR’s application. CNJ 

appears to be referencing the same 

trackage rights that NSR states in its 

application are ‘‘not economically 

justified’’ independent of this 

application.9 The D&H trackage rights 

run over NSR lines that are not part of 

the D&H Short Lines at issue in this 

Control Transaction. Therefore, the 

Board need not address these trackage 

rights in this proceeding. As a result, 

CNJ has not demonstrated that NSR’s 

application is incomplete. 

In sum, based on the information 

provided in the Application and the 

record to date, the Board finds the 

proposed Control Transaction to be a 

minor transaction under 49 CFR 

1180.2(c).10 Such a categorization does 

not mean that the proposed Control 

Transaction is insignificant or not of 

importance. Indeed, the Board will 

carefully review the proposed Control 

Transaction to make certain that it does 

not substantially lessen competition, 

create a monopoly, or restrain trade and 

that any anticompetitive effects are 

outweighed by the public interest. See 

49 U.S.C. 11324(d)(1)–(2). The Board 

also may condition the Control 

Transaction to mitigate or eliminate any 

deleterious effects on regional or 

national transportation. 

Procedural Schedule. The Board has 

considered Applicant’s request (filed 

November 17, 2014) for an expedited 

procedural schedule under which the 

Board would be required to issue its 

final decision before the statutory 

deadline of 180 days after the filing of 

the application. Applicant’s proposed 

procedural schedule would have the 

Board set the due date for responses to 

comments, protests, requests for 

conditions, and other opposition and 

rebuttal in support of the application on 

March 17, 2015, 15 days before the 

Board is required to conclude 

evidentiary proceedings under 49 U.S.C. 

11325(d)(2). As this would be the 

conclusion of evidentiary proceedings, 

this would then require the Board to 

issue a final decision by May 1, 2015, 

because the Board is required to issue a 

final decision ‘‘by the 45th day after the 

date on which it concludes the 

evidentiary proceedings.’’ 11 This may 

be in error, as Applicant’s petition states 

that the proposed procedural schedule 

‘‘provides the full statutory time for the 

Board to issue its final decision,’’ and 

the proposed schedule in Appendix A 

to the petition lists Friday, May 15, 

2015, as the proposed deadline for a 

final decision.12 In the interest of 

allowing time for the record to develop 

fully, the Board will set the procedural 

schedule to allow the full 180 days for 

review. 

The Board has also considered, and 

rejected, SMART/TD–NY’s and CNJ’s 

arguments regarding the procedural 

schedule for this proceeding.13

For further information respecting 

dates, see the Appendix A (Procedural 

Schedule). 

Notice of Intent To Participate. Any 

person who wishes to participate in this 

proceeding as a POR must file with the 

Board, no later than December 29, 2014, 

a notice of intent to participate, 

accompanied by a certificate of service 

indicating that the notice has been 

properly served on the Secretary of 

Transportation, the Attorney General of 

the United States, and Mr. Mullins. 

If a request is made in the notice of 

intent to participate to have more than 

one name added to the service list as a 

POR representing a particular entity, the 

extra name will be added to the service 

list as a ‘‘Non-Party.’’ The list will 

reflect the Board’s policy of allowing 

only one official representative per 

party to be placed on the service list, as 

specified in Press Release No. 97–68 

dated August 18, 1997, announcing the 

implementation of the Board’s ‘‘One 

Party-One Representative’’ policy for 

service lists. Any person designated as 

a Non-Party will receive copies of Board 

decisions, orders, and notices but not 

copies of official filings. Persons seeking 

to change their status must accompany 

that request with a written certification 

that he or she has complied with the 

service requirements set forth at 49 CFR 

1180.4, and any other requirements set 

forth in this decision. 

Service List Notice. The Board will 

serve, as soon after December 29, 2014 

as practicable, a notice containing the 

official service list (the service-list 

notice). Each POR will be required to 

serve upon all other PORs, within 10 

days of the service date of the servicelist notice, copies of all filings 

previously submitted by that party (to 

the extent such filings have not 

previously been served upon such other 


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 245 / Monday, December 22, 2014 / Notices 76451 

14The final decision will become effective 30 

days after it is served. 

parties). Each POR will also be required 

to file with the Board, within 10 days of 

the service date of the service-list 

notice, a certificate of service indicating 

that the service required by the 

preceding sentence has been 

accomplished. Every filing made by a 

POR after the service date of the servicelist notice must have its own certificate 

of service indicating that all PORs on 

the service list have been served with a 

copy of the filing. Members of the 

United States Congress (MOCs) and 

Governors (GOVs) are not parties of 

record and need not be served with 

copies of filings, unless any Member or 

Governor has requested to be, and is 

designated as, a POR. 

Service of Decisions, Orders, and 

Notices. The Board will serve copies of 

its decisions, orders, and notices only 

on those persons who are designated on 

the official service list as either POR, 

MOC, GOV, or Non-Party. All other 

interested persons are encouraged to 

secure copies of decisions, orders, and 

notices via the Board’s Web site at 

‘‘www.stb.dot.gov’’ under ‘‘E–LIBRARY/ 

Decisions & Notices.’’ 

Access to Filings. Under the Board’s 

rules, any document filed with the 

Board (including applications, 

pleadings, etc.) shall be promptly 

furnished to interested persons on 

request, unless subject to a protective 

order. 49 CFR 1180.4(a)(3). The 

application and other filings in this 

proceeding are available for inspection 

in the library (Room 131) at the offices 

of the Surface Transportation Board, 395 

E Street SW., in Washington, DC, and 

will also be available on the Board’s 

Web site at ‘‘www.stb.dot.gov’’ under 

‘‘E–LIBRARY/Filings.’’ In addition, the 

application may be obtained from Mr. 

Mullins at the address indicated above. 

This action will not significantly 

affect either the quality of the human 

environment or the conservation of 

energy resources. 

It is ordered: 

1. The primary application in FD 

35873 and the related filings in FD 

34209 (Sub-No. 1) and FD 34562 (SubNo. 1) are accepted for consideration. 

2. The parties to this proceeding must 

comply with the procedural schedule 

adopted by the Board in this proceeding 

as shown in Appendix A. 

3. The parties to this proceeding must 

comply with the procedural 

requirements described in this decision. 

4. This decision is effective on 

December 16, 2014. 

Decided: December 16, 2014. 

By the Board, Chairman Elliott, Vice 

Chairman Miller, and Commissioner 

Begeman. 

Brendetta Jones, 

Clearance Clerk. 

Appendix A: Procedural Schedule 

November 17, 2014—Motion for Protective 

Order filed. Application and Motion to 

Establish Procedural Schedule filed. 

December 16, 2014—Board notice of 

acceptance of application served (to be 

published in the Federal Register on 

December 22, 2014). 

December 29, 2014—Notices of intent to 

participate in this proceeding due. 

January 15, 2015—All comments, protests, 

requests for conditions, and any other 

evidence and argument in opposition to 

the application, including filings of DOJ 

and DOT, due. 

March 31, 2015—Responses to comments, 

protests, requests for conditions, and other 

opposition due. Rebuttal in support of the 

application due. 

May 15, 2015—Date by which a final 

decision will be served. 

June 15, 2015 14—Date by which a final 

decision will become effective. 

[FR Doc. 2014–29835 Filed 12–19–14; 8:45 am] 

BILLING CODE 4915–01–P 

DEPARTMENT OF THE TREASURY 

Notice of Roundtable Discussion on 

Financial Access for Money Services 

Businesses (MSBs) 

AGENCY: Offices of Terrorism and 

Financial Intelligence, International 

Affairs, and Domestic Finance, U.S. 

Department of the Treasury (Treasury). 

ACTION: Meeting Notice. 

SUMMARY: Treasury is announcing a 

January 13, 2015 roundtable discussion 

on financial access for money services 

businesses (MSBs). Treasury is hosting 

the roundtable to share the U.S. 

Government perspective on issues 

pertaining to financial access for MSBs 

and to hear from industry. 

DATES: The roundtable will be held on 

January 13, 2015 from 9:00 a.m. to 3:00 

p.m. Eastern Standard Time. 

ADDRESSES: Department of the Treasury, 

Main Treasury Building, 1500 

Pennsylvania Avenue NW., Washington, 

DC 20220. 

FOR FURTHER INFORMATION CONTACT: 

FinancialAccess@treasury.gov. 

SUPPLEMENTARY INFORMATION: Treasury 

is inviting various members of the U.S. 

Government, regulatory community, 

banking and credit union sectors, and 

MSB sector to participate. In addition, 

Treasury invites other interested parties, 

including industry representatives, to 

send requests to attend. Due to space 

restrictions, attendance will be limited, 

but all parties are invited to provide 

comments and/or questions to be raised 

at the roundtable. 

Requests to attend as well as 

comments and/or questions to be raised 

at the roundtable can be sent to 

FinancialAccess@treasury.gov. Treasury 

will give preference in attendance to 

industry stakeholders on a first-comefirst-serve basis. Parties will be 

contacted directly by email no later than 

Tuesday, January 6, 2015 if selected to 

attend the event. 

Requests to attend the roundtable 

and/or provide written comments or 

questions must be received on or before 

January 2, 2015. All statements 

received, including attachments and 

other supporting materials, are part of 

the public record and subject to public 

disclosure. You should submit only 

information that you wish to make 

available publicly. 

Jennifer Fowler, 

Deputy Assistant Secretary for Terrorist 

Financing and Financial Crimes. 

Melissa Koide, 

Deputy Assistant Secretary for Consumer 

Policy. 

Alexia Latortue, 

Deputy Assistant Secretary for International 

Development Policy. 

[FR Doc. 2014–29928 Filed 12–19–14; 8:45 am] 

BILLING CODE 4810–25–P 

DEPARTMENT OF VETERANS 

AFFAIRS 

[OMB Control No. 2900–0132] 

Proposed Information Collection 

(Application in Acquiring Specially 

Adapted Housing or Special Home 

Adaptation Grant) Activity: Comment 

Request 

AGENCY: Veterans Benefits 

Administration, Department of Veterans 

Affairs. 

ACTION: Notice. 

SUMMARY: The Veterans Benefits 

Administration (VBA), Department of 

Veterans Affairs (VA), is announcing an 

opportunity for public comment on the 

proposed collection of certain 

information by the agency. Under the 

Paperwork Reduction Act (PRA) of 

1995, Federal agencies are required to 

publish notice in the Federal Register 

concerning each proposed collection of 

information, including each proposed 

revision of a currently approved 

collection, and allow 60 days for public 

comment in response to the notice. This 


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