SURFACE TRANSPORTATION BOARD APPROVES "NORFOLK SOUTHERN" & "PAN AM RAILWAYS'" JOINT CONTROL & OWNERSHIP OF "PAN AM SOUTHERN"

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>From the Surface Transportation Board, Washington, D.C.
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The Surface Transportation Board today announced that it has approved the
joint control and ownership of Pan Am Southern LLC (PAS), a new railroad
carrier, by the Norfolk Southern Railway Company (NS), Pan Am Railways,
Inc. (PARI), and two of PARI's rail subsidiaries, the Boston and Maine
Corporation and the Springfield Terminal Railway Company, subject to
Board-imposed conditions.  In reaching its decision, the Board found that
the control transaction, along with its related operational agreements,
should produce substantial transportation benefits to the New England
region of the United States.


 PAS will operate approximately 437 miles of track, including an east-west
 section called the Patriot Corridor between points in New York and
 Massachusetts, and a north-south section between Vermont and Connecticut.
 NS has committed to infuse $87.5 million into PAS for infrastructure
 improvements in order to improve traffic flows and expand capacity.


 In announcing this unanimous and bipartisan decision, Board Chairman
 Charles D. Nottingham stated:

 "I commend the management of Norfolk Southern and Pan Am Railways for
 their vision in developing a transaction that will give more New
 Englanders access to first-rate freight and passenger rail service."


 The Board considered both the transportation-related issues and the
 potential environmental impacts of the proposed transaction.  In
 considering the transportation issues, the Board found that this
 "end-to-end" transaction will not result in a substantial lessening of
 competition, the creation of a monopoly, or a restraint of trade in
 freight surface transportation in any region of the United States.
 Rather, the Board determined that the transaction and the resulting
 upgraded east-west main line route should significantly increase
 competition.  The agency imposed limited conditions on the transaction,
 including conditions to ameliorate potential adverse environmental effects
 and standard labor-protective conditions.


 The Board issued its decision approving, with conditions, NS and PARI's
 control and ownership PAS today, March 10, 2009, in Norfolk Southern
 Railway Company, Pan Am Railways, Inc., et al.—Joint Control and
 Operating/Pooling Agreements—Pan Am Southern LLC, STB Finance Docket No.
 35147(
 http://www.stb.dot.gov/decisions/readingroom.nsf/WebDecisionID/39179?OpenDocument
 )
 .  That decision is available for viewing and downloading, via the Board's
 Web site at http://www.stb.dot.gov, under "E-LIBRARY," then under "
 Decisions & Notices," beneath the date "3/10/09."


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