under the name of the Florida Shippers Association, hereinafter called Florida Shippers. Edna Soifer was then employed as office manager for Florida Shippers at Miami. Two others who had been employed by the applicant in Miami after December 14 were employed by Seamon, 1 as his solicitor and the other as a clerk.

Two years prior to ABC's application to extend its operations in Florida, Seamon and ABC's president, Arthur J. Brown, had discussed the forming of an association such as the Florida Shippers. The idea occurred to Seamon while he was soliciting consolidation business for the Paramount Freight Handling Company and discovered that shippers were forming their own associations.

When the effective date of the applicant's authority was postponed, Seamon testified, he deemed it opportune to form a shippers association since the applicant had a terminal and office equipment in Miami which he could rent and he was certain that arrangements could be made whereby the applicant could receive for him on one end and distribute at the other. He discussed the matter with Hartman and Brown, and shortly thereafter, on or about January 10, he entered into a contract with the applicant under which the latter, for 25 cents per 100 pounds, was to do the soliciting, receiving, manifesting, and billing for Paramount.

When the so-called association method of operation was first commenced, some of the traffic was received at ABC's platform where the cars were loaded, and some was transported by the Brownway Trucking Company to Elizabethport, N. J., where that company performed the loading. The Brownway Trucking Company is owned by the wife and the brother-in-law of the applicant's president. Since about February 7, 1952, the loading of cars has been performed by The Baltimore and Ohio Railroad Company at pier 66, North River, and some have continued to be loaded at Elizabethport. At the time of the further hearing the offices at pier 66, North River, were also the offices of the Paramount Freight Handling Company. The contract of January 10, 1952, provided that "the above arrangement will remain in effect only until ABC Freight Forwarding Corporation secures the right to serve Florida, at which time this contract may be cancelled on 10 days' notice."

On February 7, 1952, ABC advised Seamon and Edna Soifer that its contract for the services of receiving, manifesting, and billing the freight for the Paramount Carloading Company, as well as for supervising the loading of cars and forwarding them to Miami, would be terminated on March 10, 1952, but that Florida Shippers could continue to use its premises in Miami by paying the entire rental of $175 per month, all telephone bills in full, and $25 per month for the use of office equipment. At the time of the further hearing, ABC had

ceased to perform the "contract services" for Seamon, but Brownway Trucking was still receiving and loading shipments for Seamon at Elizabethport. A billing clerk, a receiving clerk, and a solicitor are employed by Seamon at New York. None of this personnel had previously been employed by ABC, but the solicitor was formerly employed by the Paramount Freight Handling Company. At Miami the office manager, a solicitor, and a clerk are all former employees of ABC. The operations of Florida Shippers are limited geographically to the New York metropolitan district so far as pickup service is concerned, and shipments which originate outside that district must be picked up by the shippers. Deliveries are made in Miami and its environs within an area of 20 miles. Although its name would imply either a voluntary or corporate association, the so-called members of Florida Shippers have nothing to do with its operation and management, and shipments are received from any shipper whether he is a member of the association or not. Any profits from the operations inure to the benefit of Seamon, and if losses occur they are assumed by him.

Our Bureau of Water Carriers and Freight Forwarders made an investigation of the operations of Florida Shippers (at that time Paramount Carloading Company) during the first week of February 1952. This investigation revealed, among other things, that so far as trucking, receiving, manifesting, and billing were concerned, shipments for ABC and those under the contract for Florida Shippers were indistinguishable. Some of the shippers interviewed were under the impression that their shipments were being handled by ABC and some shipments were routed from New York to Miami for ABC handling. Some of the shippers who testified at the further hearing in New York and Miami were of the opinion that their shipments were being handled in the freight-forwarding service of the applicant.

The record as a whole is convincing that the operations of Florida Shippers are and have been freight-forwarder operations, as distinguished from operations which are exempt under section 402 (c) of the act, and that they are and have been conducted deliberately and without authority.

The contract between the applicant and Florida Shippers is defended on the ground that similar contracts have been entered into between the applicant and other freight forwarders, including one or more of the protestants. Where operations were conducted under contracts with other authorized freight forwarders, however, the applicant was merely doing for them, as their agent, what they could legally do for themselves, whereas a contract with a so-called nonregulated association may well encompass an undertaking to perform services which the other party could not legally perform.

In view of the conclusions reached, it is unnecessary to discuss the protestants' requested finding that the existing service within the territory covered by the application is reasonably adequate; that there is no real need for additional forwarder service; and that if there were such need, the applicant's proposed service would not be responsive to it.

Under the provisions of section 410 of the act, we are required to issue a freight-forwarder permit to any qualified applicant therefor if we find that the applicant is ready, able, and willing to perform the proposed service, and that such service will be consistent with the public interest and the national transportation policy. There can be no question that the applicant here is ready, able, and willing to perform the service applied for, but the protestants contend that the applicant is not a qualified applicant, and that the proposed service will not be consistent with the public interest or the national transportation policy.

About a year prior to the further hearing, Pan Atlantic Steamship Company discontinued less-than-carload service from New York to Florida and at that time Seamon was much interested in starting a so-called pool-car or association service to Miami, Tampa, and Jacksonville, Fla. The instant application was pending, however, and the venture was not consummated. The record indicates that Brown had a commitment with Seamon to permit him to institute such an operation in the event ABC did not obtain its permit. Seamon stated that after the effective date of the permit was postponed to February 29, 1952, he would have commenced this operation even if Brown had objected, but it is significant that Seamon contacted Hartman to see how ABC felt about his plans before he commenced operations. It is significant also that operations were not instituted to Jacksonville and Tampa, but only to Miami where ABC had solicited business and established terminal facilities. Seamon testified that he would not want to establish service to a city which ABC was serving, but Miami was the only point in Florida which ABC was prepared to serve on January 14, 1952. ABC states that all freight forwarders are concerned with the establishment of so-called association operations for fear of losing business between points which they serve, and contends that it, ABC, "was concerned about this proposed association competition, no less than if applicant was already operating to Florida." If this contention were correct, it is inconceivable that ABC would have agreed to solicit business for Florida Shippers as well as to perform other functions, such as receiving, billing, manifesting, and supervising the loading and forwarding of cars to Miami, and to arrange with a trucking company in Miami to unload and deliver the merchandise for Florida Shippers. On this record the conclusion

is inescapable that Florida Shippers was ABC's alter ego, and that ABC aided and abetted the formation of Florida Shippers and its unlawful operations. In the circumstances, we cannot find that ABC is a qualified applicant or that the proposed service would be consistent with the public interest and the national transportation policy. Upon further hearing, we find that the applicant has failed to establish that it is a qualified applicant, or that its proposed operation as a freight forwarder in interstate commerce would be consistent with the public interest and the national transportation policy. An appropriate order will be entered vacating the order herein of November 20, 1951, and denying the application.

285 I. C. C.

No. FF-185 (SUB-No. 1)1

ADANAC FREIGHT FORWARDERS LTD. EXTENSION OF OPERATIONS

Decided April 6, 1953

On reconsideration, applicant found to have failed to establish that extension of operations to include service as a freight forwarder of metals and metal articles, automobile and airplane parts and accessories, chemicals and chemical compounds, cabinets, rubber articles, and other commodities from points in Minnesota, Iowa, Missouri, Wisconsin, Illinois, Michigan, Indiana, Ohio, Pennsylvania, New York, New Jersey, Connecticut, Rhode Island, Massachusetts, Maine, New Hampshire, Vermont, Delaware, Maryland, Virginia, West Virginia, North Carolina, and South Carolina, and from Omaha, Nebr., Tulsa, Okla., Louisville, Ky., Memphis, Tenn., and Atlanta, Ga., to Vancouver, British Columbia, Canada, except to the extent such service is authorized in its present permit, is or will be consistent with the public interest and the national transportation policy. Permit issued with prior report, 285 I. C. C. 155, decided June 4, 1952, vacated, and application denied. Appearances as shown in prior report.

REPORT OF THE COMMISSION ON RECONSIDERATION

BY THE COMMISSION:

In its prior report herein, 285 I. C. C. 155, decided June 4, 1952, the Commission, division 4 found consistent with the public interest and the national transportation policy, under section 410 of the Interstate Commerce Act, extension of operations by applicant to include service as a freight forwarder, in interstate commerce, of commodities generally from all points in Minnesota, Iowa, Missouri, Wisconsin, Illinois, Michigan, Indiana, Ohio, Pennsylvania, New York, New Jersey, Connecticut, Rhode Island, Massachusetts, Maine, Virginia, North Carolina, and South Carolina, and from Omaha, Nebr., Tulsa, Okla., Louisville, Ky., Memphis, Tenn., and Atlanta, Ga., to Vancouver, British Columbia, Canada, except to the extent such service is authorized in its present permit, insofar as the operations pertain to trans

This report also embraces No. FF-185, Adanac Freight Forwarders Ltd. Freight Forwarder Application, which was reopened for the purpose of giving effect to the determinations in the prior report.

'Pursuant to permit issued October 14, 1949, in No. FF-185, applicant is authorized to operate as a freight forwarder of machinery and machinery parts, electrical goods, iron and steel articles, and automobile parts and accessories from all points in Minnesota, Iowa, Missouri, Wisconsin, Illinois, Michigan, Indiana, Ohio, Pennsylvania, New York, New Jersey, Connecticut, Rhode Island, and Massachusetts, and from Omaha, Nebr., Tulsa, Okla., Louisville, Ky., Memphis, Tenn., and Atlanta, Ga., to Vancouver, British Columbia, Canada, insofar as such transportation takes place in the United States.