[Federal Register Volume 59, Number 37 (Thursday, February 24, 1994)] [Unknown Section] [Page 0] From the Federal Register Online via the Government Publishing Office [www.gpo.gov] [FR Doc No: 94-4185] [[Page Unknown]] [Federal Register: February 24, 1994] ----------------------------------------------------------------------- DEPARTMENT OF THE TREASURY Office of the Comptroller of the Currency Public Comment Regarding Operating Subsidiary Notices AGENCY: Office of the Comptroller of the Currency, Treasury. ACTION: Request for public comment. ----------------------------------------------------------------------- SUMMARY: The Office of the Comptroller of the Currency (OCC) requests public comment concerning two notices filed by national banks of their proposed establishment of operating subsidiaries that will engage in mutual fund activities. DATES: Comments should be submitted on or before March 28, 1994. ADDRESSES: Written comments regarding the Notices should cite the OCC control number and should be submitted to Karen Carter, Disclosure Unit, Communications Division, Office of the Comptroller of the Currency, 250 E Street, SW., Washington DC 20219. Telephone number (202) 874-4700. Fax number (202) 874-5263. FOR FURTHER INFORMATION CONTACT: Ellen Broadman, Director, Securities, Investments and Fiduciary Practices Division, Office of the Chief Counsel (202) 874-5210. SUPPLEMENTARY INFORMATION: First Union National Bank of North Carolina; Notice of Intent to Establish Three Operating Subsidiaries Which Will Acquire the Partnership Interests of Lieber & Company and the Assets and Liabilities of Evergreen Asset Management Corporation. [OCC Control No. 93-ML08023.] Mellon Bank, N.A.; Notice of Intent to Establish Certain Operating Subsidiaries Which Will Acquire Most of the Assets, Operations, and Activities of the Dreyfus Corporation. [OCC Control No. 93-NE-08043.] First Union National Bank of North Carolina, Charlotte, North Carolina (First Union) filed a notice with the Office of the Comptroller of the Currency (OCC) on November 1, 1993 (First Union Notice), pursuant to 12 CFR 5.34,1 advising the OCC of First Union's intent to establish three operating subsidiaries. The First Union Notice describes First Union's intent to acquire, through First Union's proposed operating subsidiaries, two affiliated investment advisory companies, Lieber & Company, a New York general partnership, and Evergreen Asset Management Corp., a Delaware corporation, (collectively referred to as ``Lieber''). --------------------------------------------------------------------------- \1\The OCC's regulation concerning operating subsidiaries, Sec. 5.34, provides that national banks may establish or acquire operating subsidiaries to engage in activities that are part of or incidental to the business of banking. Where a national bank intends to engage in new activities in an operating subsidiary, it must notify the OCC. The OCC reviews the bank's proposal to determine whether the proposed activities are legally permissible for a national bank's operating subsidiary and to ensure that the proposal is consistent with prudent banking principles and OCC policy which considers customer needs and fair treatment. --------------------------------------------------------------------------- Mellon Bank, N.A., Pittsburgh, Pennsylvania (Mellon) filed a notice with the Office of the Comptroller of the Currency (OCC) on December 30, 1993 (Mellon Notice), pursuant to Sec. 5.34, advising the OCC of Mellon's intent to establish certain operating subsidiaries. The Mellon Notice describes Mellon's intent to acquire, through operating subsidiaries, most of the assets, operations and activities of The Dreyfus Corporation, a New York corporation (Dreyfus). The First Union and Mellon Notices propose activities for operating subsidiaries that have been approved for national banks. The magnitude of the Mellon transaction, however, is significant. Because the First Union Notice involves the acquisition of entities that engage in activities similar to Dreyfus, the OCC considers it appropriate to consolidate the two notices for the purpose of soliciting public comment. Although notices filed pursuant to Sec. 5.34 do not require public comment under existing OCC regulations, the OCC has reserved the right, pursuant to Sec. 5.2(b), to adopt procedures different from those specifically provided in its corporate applications regulations if the OCC deems such actions appropriate in acting on a particular application or filing. The OCC considers it appropriate to seek comments from the public concerning the First Union and Mellon Notices. First Union has assets of approximately $20 billion. Both First Union and its holding company, First Union Corporation (FTU), which has assets of approximately $71 billion, already have substantial involvement in trust and investment activities, including mutual fund administration, brokerage, master trust and custody, institutional investment management and personal trust. FTU currently administers approximately $43 billion in assets and manages approximately $27 billion in assets. The Evergreen family of 15 mutual funds currently has assets of approximately $3.6 billion. Lieber principally provides investment advice and administrative services to the Evergreen funds, several large institutional investors and a number of high net worth individuals. The First Union Notice details the functions currently performed by Lieber for its clients. Mellon has assets of approximately $28 billion. Both Mellon and its holding company, Mellon Bank Corporation (MBC), which has assets of approximately $36 billion, already have substantial involvement in trust and investment activities, including mutual fund administration, brokerage, master trust and custody, institutional investment management and personal trust. MBC currently administers approximately $615 billion in assets and manages approximately $135 billion in assets. Dreyfus, the sixth-largest mutual fund company in the United States, provides investment advice and administrative services to over 130 mutual funds with approximately $80 billion in assets. The Mellon Notice details the function of each of the existing Dreyfus corporations and subsidiaries and sets forth which entities will be acquired as operating subsidiaries of Mellon, which will be acquired as operating subsidiaries of MBC, and which will be sold or liquidated. Pursuant to Mellon's proposal, several of the Dreyfus entities will become operating subsidiaries of Mellon. The Dreyfus operations currently include subsidiaries which provide investment advisory, brokerage, and administrative services to registered investment companies which are known to the public as the Dreyfus family of mutual funds. The OCC invites public comment on the First Union and Mellon Notices in order to provide interested parties with an opportunity to express their views concerning the proposed acquisitions that may assist the OCC in making a final determination concerning the First Union and Mellon Notices. The First Union and Mellon Notices and any public comments submitted are available for inspection by appointment at the OCC headquarters in Washington, DC. Appointments may be made by calling the Disclosure Unit at the telephone number listed in the ADDRESSES section of this request for public comment. Photocopies of the First Union and Mellon Notices and any public comments submitted are available upon written request from the Disclosure Unit at the address indicated in the ADDRESSES section of this request for public comment. Pursuant to 12 CFR 4.17, a fee may be assessed to cover duplication costs. Interested persons are encouraged to express their views in writing to the OCC concerning the First Union and Mellon Notices. Dated: February 18, 1994. Eugene A. Ludwig, Comptroller of the Currency. [FR Doc. 94-4185 Filed 2-23-94; 8:45 am] BILLING CODE 4810-33-P