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IVFederal Register / Vol. 60, No. 45 / Wednesday, March 8, 1995 / ContentsIprodione, 12765–12766Federal Reserve SystemNOTICESEqual Employment Opportunity CommissionNOTICESMeetings; Sunshine Act, 12823Applications, hearings, determinations, etc.:First Southern Bancshares, Inc., et al., 12768Peterson, Larry D., 12768Federal Transit AdministrationFamily Support AdministrationSee Refugee Resettlement OfficeFederal Aviation AdministrationRULESAirworthiness directives:Bombardier, 12666–12667Hamilton Standard, 12663–12666Class D airspace, 12667–12668PROPOSED RULESAirworthiness directives:Piper, 12714–12717NOTICESExemption petitions; summary and disposition, 12814–12816Passenger facility charges; applications, etc.:Albany County Airport, NY, 12816–12817Capital Airport, IL, 12817Lynchburg Regional Airport, VA, 12817–12818NOTICESEnvironmental statements; availability, etc.:North-South rail link, Boston, MA, 12819–12820Fish and Wildlife ServicePROPOSED RULESEndangered and threatened species:Mexican spotted owl; critical habitat designation, 12728–12731NOTICESEnvironmental statements; availability, etc.:Incidental take permits—Westminster Glen Subdivision, Travis County, TX;golden-cheeked warbler, 12782Food and Consumer ServiceNOTICESChild nutrition programs:Free and reduced price meals or free milk; incomeeligibility guidelines, 12732–12733Federal Communications CommissionFood and Drug AdministrationPROPOSED RULESRULESRadio stations; table of assignments:Kentucky, 12725North Dakota, 12724–12725NOTICESApplications, hearings, determinations, etc.:Commercial Realty St. Pete, Inc., 12767–12768Federal Energy Regulatory CommissionFood additives:Irradiation in production, processing, and handling offood; frozen, packaged meats for use in NASA spaceflight programs, 12669–12670NOTICESFood for human consumption:Food Chemicals Codex, 4th Edition—New monographs and revisions, 12770NOTICESNatural gas certificate filings:Tennessee Gas Pipeline Co. et al., 12751–12752Applications, hearings, determinations, etc.:CNG Transmission Corp., 12752–12753Florida Gas Transmission Co., 12753KN Interstate Gas Transmission Co., 12753Northwest Pipeline Corp., 12753Panhandle Eastern Pipe Line Co., 12753Rocky Mountain Natural Gas Co., 12753–12763Transcontinental Gas Pipe Line Corp., 12763Foreign-Trade Zones BoardNOTICESApplications, hearings, determinations, etc.:New York, 12734–12735South Carolina, 12735TennesseeSmithkline Beecham Corp.; pharmaceuticalmanufacturing plant, 12735Forest ServiceNOTICESFederal Procurement Policy OfficeRULESAcquisition regulations:Cost Accounting Standards Board—Allocation of contractor restructuring costs underdefense contracts; interpreation, 12711–12712PROPOSED RULESAcquisition regulations:Cost Accounting Standards Board—Gains or losses subsequent to mergers or businesscombinations by government contractors,treatment, 12725–12728Federal Railroad AdministrationNOTICESExemption petitions, etc.:American President Lines, Ltd., et al., 12818–12819Environmental statements; availability, etc.:Clearwater National Forest, ID, 12733–12734General Services AdministrationNOTICESFederal Acquisition Regulation (FAR):Agency information collection activities under OMBreview, 12746–12747Health and Human Services DepartmentSee Agency for Toxic Substances and Disease RegistrySee Centers for Disease Control and PreventionSee Children and Families AdministrationSee Food and Drug AdministrationSee Health Care Financing AdministrationSee National Institutes of HealthSee Refugee Resettlement OfficeSee Social Security Administration

Federal Register / Vol. 60, No. 45 / Wednesday, March 8, 1995 / ContentsSee Substance Abuse and Mental Health ServicesAdministrationHealth Care Financing AdministrationNOTICESAgency information collection activities under OMBreview, 12770VLouisiana; correction, 12740–12741Pennsylvania, 12741–12742Puerto Rico, 12742–12743Native American business development center programapplications:New Mexico; correction, 12744North Dakota; correction, 12743–12744Oklahoma; correction, 12744Interior DepartmentSee Fish and Wildlife ServiceSee Land Management BureauNational Aeronautics and Space AdministrationInternal Revenue ServiceNOTICESRULESEqual Access to Justice Act; implementation, 12668–12669International Development Cooperation AgencySee Agency for International DevelopmentFederal Acquisition Regulation (FAR):Agency information collection activities under OMBreview, 12746–12747Intergovernmental Panel on Climate Change; 1995assessment of impacts, adaptation, and mitigation;report availability and comment request, 12785–12786International Trade AdministrationNational Credit Union AdministrationNOTICESRULESNOTICESMeetings:Art Advisory Panel, 12821Export trade certificates of review, 12735–12737International Trade CommissionNOTICESImport investigations:Microsphere adhesives, process for making same, andproducts containing same, including self-stickrepositionable notes, 12783Rechargeable nickel metal hydride anode materials andbatteries, and products containing same, 12783Interstate Commerce CommissionNOTICESCredit unions:Mergers of federally-insured credit unions; voluntarytermination or conversion of insured status, 12659–12663National Foundation on the Arts and the HumanitiesNOTICESMeetings:Literature Advisory Panel, 12786Media Arts Advisory Panel, 12786–12787Museum Adisory Panel, 12787National Highway Traffic Safety AdministrationRail carriers:State intrastate rail rate authority—Mississippi, 12784Railroad services abandonment:Bath & Hammondsport Railroad Co., 12784–12785CSX Transportation, Inc., 12783–12784Southern Pacific Transportation Co., 12784NOTICESLand Management BureauNational Institutes of HealthRULESNOTICESLand resource management:Disposition; sales—Federally-owned mineral interests conveyance;procedures streamlining and clarification, 12710–12711NOTICESResource management plans, etc.:Diamond Mountain Resource Area, UT, 12781–12782Survey plat filings:Alaska, 12782Motor vehicle safety standards; exemption petitions, etc.:Autokraft Ltd., 12820–12821National Institute of Standards and TechnologyNOTICESInventions, Government-owned; availability for licensing,12744Meetings:National Heart, Lung, and Blood Institute, 12770–12771Uniform biological material transfer agreement; finalformat, 12771–12775National Oceanic and Atmospheric AdministrationRULESFishery conservation and management:Alaska scallop; correction, 12825National Science FoundationLegal Services CorporationNOTICESNOTICESMeetings; Sunshine Act, 12823–12824Meetings:Engineering Education and Centers Special EmphasisPanel, 12787Management and Budget OfficeSee Federal Procurement Policy OfficeNavy DepartmentNOTICESMinority Business Development AgencyNOTICESBusiness development center program applications:California, 12738–12739Florida, 12739–12740Environmental statements; availability, etc.:Naval Facilities Engineering Service Center, CA; disposaland reuse, 12747–12748SEAWOLF class submarines; homeporting and preacceptance trials on U.S. East Coast, 12748–12749

VIFederal Register / Vol. 60, No. 45 / Wednesday, March 8, 1995 / ContentsNuclear Regulatory CommissionState DepartmentNOTICESNOTICESEnvironmental statements; availability, etc.:Consolidated Edison Co. of New York, Inc., 12787–12788Portland General Electric Co., 12788–12789Regulatory guides; issuance, availability, and withdrawal,12789Applications, hearings, determinations, etc.:Baltimore Gas & Electric Co., 12789–12791Duke Power Co., 12791–12793Philadelphia Electric Co., 12793Meetings:Shipping Coordinating Committee, 12812–12813Substance Abuse and Mental Health ServicesAdministrationNOTICESGrant and cooperative agreement awards:American Psychiatric Association, 12781NOTICESTextile Agreements Implementation CommitteeSee Committee for the Implementation of TextileAgreementsMeetings:National information infrastructure; copyright awarenesscampaign, 12744–12745Toxic Substances and Disease Registry AgencySee Agency for Toxic Substances and Disease RegistryPatent and Trademark OfficePublic Health ServiceSee Agency for Toxic Substances and Disease RegistrySee Centers for Disease Control and PreventionSee Food and Drug AdministrationSee National Institutes of HealthSee Substance Abuse and Mental Health ServicesAdministrationRefugee Resettlement OfficeNOTICESGrants and cooperative agreements; availability, etc.:Refugee resettlement program—Refugee social services and former political prisonersfrom Vietnam, 12775–12780Securities and Exchange CommissionNOTICESSelf-regulatory organizations; proposed rule changes:Boston Stock Exchange, Inc.,Chicago Board Options Exchange, Inc., 12795Chicago Stock Exchange, Inc., 12796–12798Municipal Securities Rulemaking Board, 12798–12800Participants Trust Co., 12800–12802Philadelphia Stock Exchange, Inc., 12802–12803Philadelphia Stock Exchange, Inc.; correction, 12825Applications, hearings, determinations, etc.:Dean Witter Reynolds Inc., et al., 12803–12806Dean Witter Select Equity Trust, et al., 12806–12807EIP Inc., 12807–12811Mellon Bank, N.A., 12811–12812Small Business AdministrationNOTICESTransportation DepartmentSee Federal Aviation AdministrationSee Federal Railroad AdministrationSee Federal Transit AdministrationSee National Highway Traffic Safety AdministrationNOTICESWarsaw Convention; passenger liability limits andconditions; discussion authority, 12813–12814Treasury DepartmentSee Internal Revenue ServiceRULESGovernment Securities Act of 1986; financial responsibilityand recordkeeping requirement amendementsCorrection, 12825Veterans Affairs DepartmentNOTICESAgency information collection activities under OMBreview, 12821–12822Separate Parts In This IssuePart IIDepartment of Health and Human Services, Children andFamilies Administration, 12828–12858Reader AidsAdditional information, including a list of public laws,telephone numbers, and finding aids, appears in the ReaderAids section at the end of this issue.Meetings; district and regional advisory councils:Hawaii, 12812Social Security AdministrationNOTICESMeetings:Childhood Disability National Commission, 12780–12781Electronic Bulletin BoardFree Electronic Bulletin Board service for Public Lawnumbers, Federal Register finding aids, and a list ofdocuments on public inspection is available on 202–275–1538 or 275–0920.

Federal Register / Vol. 60, No. 45 / Wednesday, March 8, 1995 / ContentsCFR PARTS AFFECTED IN THIS ISSUEA cumulative list of the parts affected this month can be found in theReader Aids section at the end of this issue.12 CFR708a.1265914 CFR39 (2 documents) .12663,1266671.126671262.12668Proposed Rules:39.1271417 CFR402.1282521 CFR179.1266932 CFRProposed Rules:199.1271740 CFR9.1267052 (5 documents) .12685,12688, 12691, 12695, 1270063.12670180 (5 documents) .12702,12703, 12704, 12705, 12707281.12709Proposed Rules:52 (4 documents) .12721,1272263.1272343 CFR2720.1271047 CFRProposed Rules:73 (2 documents) .12724,1272548 17.12712Ch. 99 .12711Proposed Rules:9904.1272550 CFR673.12825Proposed Rules:17 (2 documents) .12728,12730VII

12659Rules and RegulationsFederal RegisterVol. 60, No. 45Wednesday, March 8, 1995This section of the FEDERAL REGISTERcontains regulatory documents having generalapplicability and legal effect, most of whichare keyed to and codified in the Code ofFederal Regulations, which is published under50 titles pursuant to 44 U.S.C. 1510.The Code of Federal Regulations is sold bythe Superintendent of Documents. Prices ofnew books are listed in the first FEDERALREGISTER issue of each week.NATIONAL CREDIT UNIONADMINISTRATION12 CFR Part 708aMergers or Conversions of FederallyInsured Credit Unions to Non CreditUnion Status: NCUA ApprovalNational Credit UnionAdministration (NCUA).ACTION: Final rule.AGENCY:SUMMARY: The final rule applies to anycredit union that is insured by theNational Credit Union Share InsuranceFund (NCUSIF) and that proposes tomerge into or convert to any non creditunion institution. The rule imposes newsubstantive requirements. The purposesof these requirements are to ensure thatsuch transactions take place onlypursuant to an informed vote of thecredit union’s members/owners, toprevent self-dealing and other abuses byindividuals involved in the transactionsand to ensure that these transactions donot present safety and soundness risksto the NCUSIF and the credit unionsystem. State chartered NCUSIF insuredcredit unions may, on a case-by-casebasis, obtain a waiver from NCUA’srules if state laws and procedures aredetermined to adequately address theseconcerns.EFFECTIVE DATE: April 1, 1995.FOR FURTHER INFORMATION CONTACT:Mary F. Rupp, Staff Attorney, Office ofGeneral Counsel, National Credit UnionAdministration, 1775 Duke Street,Alexandria, Virginia 22314–3428 ortelephone: (703) 518–6553.SUPPLEMENTARY INFORMATION:BackgroundIn June 1994, the NCUA requestedcomments on proposed changes to part708 of its regulations. At that time, part708 only addressed situations where anNCUSIF insured credit union droppedNCUSIF insurance, either through amerger into a non NCUSIF insuredcredit union or through a voluntarytermination or conversion of insurance.It did not cover the merger orconversion of a credit union into a noncredit union institution. The FederalCredit Union Act, however, vests theNCUA Board with the responsibility toregulate such mergers or conversions. 12U.S.C. 1785(b). The proposed changes topart 708 clarified that NCUA approvalrequirements apply to all mergers andconversions where the continuinginstitution is not insured by NCUSIF. 59FR 33702 (June 30, 1994).The proposal was in response toabuses that had occurred with bank andthrift conversions, some isolatedinstances in the credit union system,and recent solicitations by outsideconsultants and attorneys to federallyinsured credit unions for conversion tonon credit union charters. Thesolicitations often appeared motivatedby benefits to the attorneys, consultantsand insiders, rather than the members.The amendment was deemed necessary‘‘to provide NCUA with clear authorityto prevent abuses in connection withconversions of insured status.’’ 59 FR33702. The comments to the proposalwere generally positive and consistentlystressed that the members need to beproperly informed and that the NCUAneeds to ensure that safety andsoundness and members’ interests areprotected.On September 16, 1994, the NCUABoard issued an interim final rule andrequest for further comment. The rulewas effective upon publication onSeptember 23, 1994. 59 FR 48790. Thenew rule, part 708a, established that theNCUA Board must approve any mergeror conversion of a federally-insuredcredit union to any non credit unioninstitution, including preapproval ofany notices to members that are sent outin connection with the merger orconversion. At the same time, the Boardrequested further comment on a numberof issues related to the application andapproval process.Summary of Comments and Discussionof IssuesIn the June 1994, proposal, the NCUABoard requested comment on thegeneral issue of NCUA regulation in thisarea and on the specific issue of uniformmember notice. In the interim rule,comment was requested on a number ofissues that the Board felt requiredfurther consideration and review. TheNCUA received 16 comments on theproposed rule: 10 from credit unions; 4from credit union trade groups; 1 froma bank trade group; and 1 from a creditunion league. The NCUA received 19comments on the interim rule: 6 fromfederal credit unions; 6 from federallyinsured state chartered credit unions(FISCUs); 3 from credit union tradegroups; 2 from bank trade groups; and2 from state regulators. The following isa combined summary of the commentsreceived on the proposed rule and theinterim final rule.1. NCUA OversightIn the proposed rule, 14 commentersaddressed the issue of NCUA oversight.Twelve expressed general support forNCUA oversight and two expressedgeneral opposition. The supportivecommenters cited the following benefitsof NCUA regulation: Eliminateconfusion, prevent unnecessarylitigation, protect the members frompotential abuse, assure that the membersknow the advantages and disadvantagesof any proposal, protect the assets andintegrity of the NCUSIF and assure thatfinancial benefits to insiders are fullydisclosed. The two negative commenterswere a bank trade group and a statechartered credit union. The bank tradegroup characterized the proposal as anoverreaction by NCUA to a few isolatedexamples.The issue of NCUA’s jurisdiction overmergers or conversions by federallyinsured state credit unions (FISCUs)was raised by 5 commenters on theinterim rule. The five consisted of theprofessional group that represents statecredit union supervisors (the NationalAssociation of State Credit UnionSupervisors, or NASCUS), two FISCUsand two state regulators. All stronglyopposed any NCUA regulation ofmergers or conversions of FISCUs.NASCUS made the point that onlyseven of the 48 states which chartercredit unions allow them to merge withother financial institutions and onlyfour states allow credit unions toconvert into another form of financialinstitution. NASCUS’ comment alsorecognized, however, that several stateshave statutes that are silent on the issue.It is those states which cause the Boardthe most concern. Without specific

12660Federal Register / Vol. 60, No. 45 / Wednesday, March 8, 1995 / Rules and Regulationsregulations in this area, there ispotential for abuse.The NCUA Board believes that basicregulatory standards applicable to allNCUSIF insured credit unions arenecessary to safeguard the integrity ofthe process and to ensure that issues ofsafety and soundness and fiduciary dutyare properly addressed. The Board hasattempted, however, to balance theseconcerns with a deference to theimportant role of the state supervisors.As it is NCUA’s intention to work withthe state supervisor in cases involvingfederally-insured state credit unions, theBoard has crafted a final rule that wouldallow FISCUs to merge or convert if theyhave the state’s authority to do so. Inthose instances, the FISCU may file awritten request with the NCUA Boardfor a waiver of compliance with theprocedural portions of part 708a andinstead follow the applicable stateregulation. The request would have todemonstrate that the waiver would notbe detrimental to the safety andsoundness of the credit union, that thereis no possibility of self-dealing or otherbreach of fiduciary duty by the creditunion’s management or others involvedin the transaction, and that themembers’ interests are adequatelyprotected.2. Insider PreferencesThe proposed rule asked whetherdirectors and management officialsinvolved in the conversion processshould be allowed to receive anypersonal financial benefit from thetransaction, other than that available toordinary members. The ten commentersresponding to this question agreed thatdirectors and management should notbe allowed to receive any compensationin excess of that available to othermembers. Several commenterssuggested NCUA enact strongregulations in this area. As well aslimiting the compensation available toinsiders, one commenter suggestedindividuals should not be guaranteedemployment at the continuinginstitution, noting that this wouldremove the incentive for insidersencouraging a merger that is not in thebest interest of the members.A related issue is that of what postmerger or post-conversion controls areneeded to protect against improperinsider preferences after the transactionis completed. Some of the suggestions ofthe five commenters who commentedon this issue were that NCUA shouldprohibit stock acquisition by insiders fora period of five years and that both preand post-merger or conversion controlsare necessary to prevent insider abuse.One of the trade groups suggested a wayto avoid the problem would be tocondition ap

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