HomeMy WebLinkAbout761 GilchristIn re: William S. Gilchrist
STATE ETHICS COMMISSION
308 FINANCE BUILDING
HARRISBURG, PENNSYLVANIA 17120
File Docket: 89 -061 -C
: Date Decided: August 16, 1990
Date Mailed: ¢ng isr 74, 1990
Before: Helena G. Hughes, Chair
Robert W. Brown, Vice Chair
G. Sieber Pancoast
Dennis C. Harrington
James M. Howley
Daneen E. Reese
The State Ethics Commission received a complaint regarding a
possible violation of the State Ethics Act, No. 170 of 1978, 65 P.S.
401 et. seq. Written notice, of the specific allegation was served
at the commencement of the investigation. A Findings Report was
issued and served, upon completion of the investigation, which
constituted the Complaint by the Investigation Division. An Answer
was filed and a hearing was waived. The record is complete. This
adjudication of the Commission is hereby issued which sets forth the
individual Allegations, Findings of Fact, Discussion, Conclusions of
Law and Order.
This adjudication is final and will be made available as a public
document fifteen days after issuance. However, reconsideration may be
requested which will defer public release of this adjudication pending
action on the request by the Commission. A request for
reconsideration, however, does not affect the finality of this
adjudication. A reconsideration request must be received at this
Commission within fifteen days of issuance and must include a detailed
explanation of the reasons as to why reconsideration should be granted
in conformity with 51 Pa. Code §2.38.
The files in this case will remain confidential in accordance
with Section 8(a) of the Ethics Act, 65 P.S. 408(a) during the fifteen
day period and no one unless the right to challenge this Order is
waived, may violate confidentiality by releasing, discussing or
circulating this Order. However, confidentiality does not preclude
discussing „ this case-with --an -- attorney art -3aw:- - --
Any person who violates confidentiality of the Ethics Act is
guilty of a misdemeanor subject to a fine of not more than $1,000 or
imprisonment for not more than one year, 65 P.S. 409(e).
ADJDDICATION
1. ALLEGATION: That you, a member of the Lackawanna County Multi -
Purpose Stadium Authority, violated the following provisions of the
Ethics Act, (Act 170 of 1978), when you failed to file statements of
financial interest for the 1985, 1986, 1987, 1988 calendar years by
May 1, of each year; and when you failed to fully disclose sources of
income, financial interest in any legal entity and business for
profit and office or directorship for employment in any business.
Section 4. Statement of financial interests required to
be filed.
(a) Each public employee employed by the
Commonwealth shall file a statement of financial
interests for the preceding calendar year with the
department, agency or bureau in which he is
employed no later than May 1, of each year that he
holds such a position and of the year after he
leaves such a position. Any other public employee
shall file a statement of financial interests with
the governing authority of the political
subdivision by which he is employed no later than
May 1 of each year that he holds such a position
and of the year after he leaves such a position.
65 P.S. §404(a).
§4.4.Incumbent and former public officials.
(b) Incumbent public officials in governmental
bodies other than those specified in subsection
(a) who are not candidates shall file their
Statement of Financial Interests only with their
governmental body. 51 Pa. Code §4.4(b).
Section 5. Statement of financial interests.
(b) The statement shall include the following
information for the prior calendar year with
regard to the person required to file the
statement and members of his immediate family:
(5) The name and address of any person
who is the direct or indirect source of
-1Treom "$500
or more. However, this provision shall
not be construed to require the
divulgence of confidential information
protected by statute or existing
professional codes of ethics.
(8) Any office, directorship, or employment of
any nature whatsoever in any business entity.
Mr. William S. Gilchrist
Page 2
(9) Any financial interest in any
legal entity engaged in business for
profit. 65 P.S. §405(b).
II. FINDINGS:
1. You are presently a member of the Lackawanna County Multi -
Purpose Stadium Authority.
a. You were appointed to this position by the
Lackawanna County Commissioners.
b. You have served in this position for approximately
5 years.
c. Your position with the Stadium Authority is a non -
compensated position.
2. The Stadium Authority was created by the Lackawanna County
Commissioners in April 1985 to finance the construction of a
multi - million dollar baseball stadium.
a. The Stadium Authority continues to exist today as
it oversees the operations of the Stadium.
3. A review of the Statements of Financial Interest on file at
the administrative offices of Lackawanna County found one
statement on file for you. It indicated as follows:
a. It was dated July 7, 1989.
b. You did not list what calendar year it was for.
c. You listed N/A as a source of income in excess of
$500.00. You listed "yes" for having any
financial interest in any legal entity in business
for profit.
4. You are presently the president of Northeast Delivery
Incorporated.
a. On August 26, 1986, you entered into an agreement
to convey land between Northeast Delivery
Incorporated and the Stadium Authority for the
consideration of $1.00.
b. An important element of this consideration was the
transfer of approximately 50 acres for the
construction of a road linking Montage Mountain
Road to Route 502.
Mr. William S. Gilchrist
Page 3
c. In consideration of this agreement the Stadium
Authority agreed to pay you (Northeast Delivery
Incorporated) eight hundred thousand dollars
road together with site the of the
sitepreparation for this
construction.
d. The road could provide a vital link between your
property and Route 502 and Montage Road. It
could greatly increase the value of your
subdivided land parcels.
(1) You assert that any increase in value of
the subdivided land parcels is
speculative and that the purpose of the
roadway was to address certain
exigencies as to necessary approvals and
permits for the stadium.
5. Your attorney Brigid Carey forwarded the State Ethics
Commission a Statement dated September 13, 1989 which
disclosed the following information:
a. The Borough of Moosic had placed the entire area
where the Stadium and road were situated in a
planned development zone which would require
approval work or concurrence of the Borough of
Moosic.
b. As a Stadium Authority Member you did not
participate in the decision to contribute to the
cost of the construction of a road or placement of
the Stadium near your property.
c. As the owner of Northeast Delivery Incorporated
the cost of the construction of the Road exceeded
the amount of money contributed by the Stadium
Authority.
d No utilization of your property can occur without
approval of the specific use or development
proposal by the Borough of Moosic.
e. Because of the inaccuracy and availability of
sewage disposal it has forestalled sales on your
land for commercial and residential use near the
Stadium.
Mr. William S. Gilchrist
Page 4
f. The stadium authority was aware of your interest
in the real estate where the stadium is situated
as well as the surrounding real estate.
6. You provided the following information in the presence of
your attorney Brigid Carey on January 8, 1990:
a. You stated that it was not your intention not to
disclose information on your statement of
financial interests.
b. Your reasoning for not disclosing information on
your statement of financial interests was that you
were involved in so many businesses and there was
not enough room on the form to disclose all the
information.
c. You stated that you completed the Statement of
Financial Interests without the benefit of counsel
or other assistance and misunderstood the extent
to which disclosure was required.
7. On January 18, 1990 you were instructed to file amended
statements of financial interest for the calendar year 1985
through 1988 as soon as possible.
8. On February 20, 1990 the State Ethics Commission received
through mail correspondence copies of your statements for
the calendar years 1985, 1987, and 1988.
a. Your 1986 statement was not included due to the
fact that your Attorney Brigid Carey noticed there
was an omission regarding a real estate
transaction or gift with the Stadium Authority
regarding the area of the Stadium at the Montage
property.
b. Your attorney Brigid Carey stated in a letter
dated February 16, 1990 after the revisions were
made a copy of your 1986 statement would be sent
td the . State Ethics ... Commission.
c. As of May 25, 1990 the State Ethics Commission had
not received your amended form for the Calendar
year 1986.
(1) You state that your counsel directed you
to deliver the 1986 statement to
Lackawanna County so that office would
forward the statement to the Commission.
Mr. William S. Gilchrist
Page 5
(2) By letter dated June 26, 1990, the
Administrative Director of Lackawanna
County forwarded your undated 1986
statement which was received at the
Commission on July 2, 1990.
9. Your statement of financial interest for the calendar year
1985 indicate your sources of income as follows:
NAME SOURCES
Northeast Delivery Inc.
105 North Keyser Avenue
Old Forge, Pennsylvania
Montage Construction Co
105 North Keyser Avenue
Old Forge, Pennsylvania
18518
. Inc.
18518
First National Bank of Jermyn
645 North Washington Avenue
Jermyn, Pennsylvania 18433
First National Bank of Jermyn
645 North Washington Avenue
Jermyn, Pennsylvania 18433
Penn Security
Corner of North Washington &
Spruce Streets
Scranton, Pennsylvania 18503
Lake Winola Cottage
Lake Winola, Pennsylvania
850 Third Avenue Partnership
8700 West Bryn Mawr
Chicago, Illinois 60631
Lanai" roper ies
210 Collins Avenue
Apartment 201
Bal Harbor, Florida 33154
Northeast Delivery Incorporated
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
Wages
Wages
Interest Income
Dividend Income
Dividend Income
Capital Gain Income
Partnership Income
Partnership Income
S. Corp Income
Mr. William S. Gilchrist
Page 6
Terminal
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
Cool Springs Complex
107 North Keyser Avenue
Old Forge, Pennsylvania 18518
Barbara Apartments
Main and Oaks Street
Old Forge, Pennsylvania 18518
Lanai Apartments
10210 Collins Avenue
Apartment 201
Bal Harbor, Florida 33154
Terminal
5 South Keyser Avenue
Old Forge, Pennsylvania 18518
10. Your statement of financial interest for the calendar year
1985 indicating office, directorship, employment in any
business entity and financial interest is as follows:
PERCENT
NAME TITLE OWNERSHIP
Northeast Delivery Inc.
Rental Income
Rental Income
Rental Income
Rental Income
Rental Income
President 100%
Gilchrist Trucking Inc.
105 N. Keyser Avenue
Old Forge, PA 18518 President 70%
Montage Construction Co.,
Incorporated
105 N. Keyser Avenue
Old Forge, PA 18518 President 100%
A & B Delivery Inc.
105 -N. Keyser_Avenue
Old Forge, PA 18518 President 100%
Northeast Dispatch Inc.
105 N. Keyser Avenue
Old Forge, PA 18518 President 100%
Alfa Northeast Motors, Inc.
425 Poplar Street
Scranton, PA 18508 Vice President 50%
Mr. William S. Gilchrist
Page 7
First National Bank
of Jermyn
645 N. Washington Ave.
Jermyn, PA 18433 Share Holder N/A
Penn Security Bank
Corner of N. Washington
and Spruce Streets
Scranton, PA 18503 Share Holder N/A
11. Your statement of financial interest for the calendar year
1985 indicates your creditors as follows:
CREDITOR
1st Eastern Bank,
N.A.
1st National Bank
of Jermyn
1st National Bank
of Jermyn
TYPE OF NOTE INTEREST RATE
Mortgage Prime + 1
Mortgage 10%
Mortgage 10%
12. Your statement of financial interest for the calendar year
1987 indicate your sources of income as follows:
NAME SOURCE
Northeast Delivery Incorporated
105 North Keyser Avenue
Old Forge, Pennsylvania 18518 Wages
First National Bank of Jermyn
645 North Washington Avenue
Jermyn, Pennsylvania 18433 Interest Income
Old Forge Bank
216 South Main Street
Old ForgeI 18518 Interest Income
Northeast Delivery Incorporated
105 North Keyser Avenue
Old Forge, Pennsylvania 18518 Interest Income
First National Bank of Jermyn
645 North Washington Avenue
Jermyn, Pennsylvania 18433 Dividend Income
Mr. William S. Gilchrist
Page 8
Penn Security
Corner of North Washington
and Spruce Streets
Scranton, Pennsylvania 18503 Dividend Income
Dean Witter Reynolds
5 World Trade Center
New York, New York 10048
Penn Enterprises Inc.
Dean Witter Reynolds
5 World Trade Center
New York, New York 10048
Meritor Savings
850 Third Avenue Partnership
8700 West Bryn Mawr
Chicago, Illinois 60631
Lanai Properties
10210 Collins Avenue
Apartment 201
Ball Harbor, Florida 33154
Northeast Delivery Incorporated
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
Long Fellow Associates Inc.
600 Linden Street
Scranton, Pennsylvania 18503
Terminal
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
Cool Springs Complex
107 North Keyser Avenue
Old Forge, Pennsylvania 18518
Barbara Apartments
Main and Oaks Streets
Old Forge, Pennsylvania 18518
Lanai Apartments
10210 Collins Avenue
Apartment 201
Bal Harbor, Florida 33154
Dividend Income
Capital Gains
Capital Gains
Partnership Income
S Corporation Income
S Corporation Income
Rental Income
Rental Income
Rental Income
Rental Income
Mr. William S. Gilchrist
Page 9
Lot #9 Oakview Development
Lake Wallenpaupack, PA 18751
Residential Rental
238 Hoover Street
Old Forge, Pennsylvania 18518
Terminal
5 South Keyser Avenue
Old Forge, Pennsylvania 18518
NAME TITLE
105 N. Keyser Avenue
Old Forge, PA 18518
N. E. Dispatch Inc.
105 N. Keyser Avenue
Old Forge, PA 18518
Alfa N. E. Motors
425 Poplar Street
Scranton, PA 18508
President
President
Vice President
Rental Income
Rental Income
Rental Income
13. Your statement of financial interest for the calendar year
1987 indicating office, directorship, employment in any
business, entity at financial interest is as follows:
PERCENT
OWNERSHIP
Northeast Delivery Inc.
105 N. Keyser Avenue 100%
Old Forge, PA 18518 President
Gilchrist Trucking Corp.
105 N. Keyser Avenue 70%
Old Forge, PA 18518 President
Montage Construction
Company Inc.
105 N. Keyser Avenue
Old Forge, PA 18518 President 100%
Long Fellow Associates
Incorporated
600 Linden Street
P. 0. Box 1108
Scranton, PA 18503 President 33.3%
100%
100%
50%
Mr. William S. Gilchrist
Page 10
Pioneer American Bank
41 N. Main Street
Carbondale, PA 18407
1st National Bank of
Jermyn
645 N. Washington Ave.
Jermyn, PA 18433
Penn Security Bank
Corner of N. Washington
and Spruce Street
Scranton, PA 18503
Share Holder
Share Holder
Share Holder
N/A
N/A
N/A
14. Your Statement of Financial Interest for the 1987 calendar
year indicates your creditors as follows:
CREDITOR TYPE OF NOTE INTEREST RATE
1st Eastern Bank,
N.A. Equipment Prime + 1
1st National Bank
of Jermyn Mortgage 10%
1st Eastern Bank
N.A. Mortgage Prime + 1
1st National Bank
of Jermyn Mortgage 10%
15. Your statement of financial interest for the calendar year
1988 indicates your sources of income as follows:
NAME SOURCE
Northeast Delivery Inc.
105 North Keyser Avenue
Old Forge, Pennsylvania 18518 Wages
1st National Bank of Jermyn
645 North Washington Avenue
Jermyn, Pennsylvania 18433 Interest Income
Old Forge Bank
216 South Main Street
Old Forge, Pennsylvania 18518 Interest Income
Mr. William S. Gilchrist
Page 11
Northeast Delivery Inc.
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
1st National Bank of Jermyn
645 North Washington Avenue
Jermyn, Pennsylvania 18433
Penn Security
Corner of North Washington
and Spruce Streets
Scranton, Pennsylvania 18503
Dean Witter Reynolds
5 World Trade Center
New York, New York 10048
Penn Enterprises Incorporated
Dean Witter Reynolds
5 World Trade Center
New York, New York 10048
Pioneer American Holdings
41 N. Main Street
Carbondale, PA 18407
850 Third Avenue Partnership
8700 West Bryn Mawr
Chicago, Illinois 60631
Lanai Properties
10210 Collins Avenue
Apartment 201
Bal Harbor, Florida 33154
Lanai Condo - Unit 308
10210 Collins Avenue
Bal Harbor, FL 33154
Northeast Delivery Inc.
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
Long Fellow Associates Inc.
600 Linden Street
Scranton, Pennsylvania 18503
Interest Income
Dividend Income
Dividend Income
Dividend Income
Capital Gains
Income
Dividend Income
Partnership Income
Partnership Income
Capital Gains
Income
S Corporation Income
S Corporation Income
Mr. William S. Gilchrist
Page 12
Terminal
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
Cool Springs Complex
107 North Keyser Avenue
Old Forge, Pennsylvania 18518
C.G. Realty
155 Third Street
Old Forge, PA 18518
Cable T.V. Fund
96 -97 East Monroe Avenue
Englewood, Colorado 80112
Northeast Delivery Inc.
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
Longfellow Associates Inc.
600 Linden Street
Scranton, Pennsylvania 18503
Terminal
105 North Keyser Avenue
Old Forge, Pennsylvania 18518
Cool Springs Complex
107 North Keyser Avenue
Old Forge, Pennsylvania 18518
Barbara Apartments
Main and Oak Streets
Old Forge, Pennsylvania 18518
Lanai Apartments
10210 Collins Avenue
Apartment 201
Bal Harbor, Florida 33154 Rental Income
Lot #9
Oakview Development
Lake Wallenpaupak, PA
Residential Rental
238 Hoover Street
Old Forge, Pennsylvania 18518
Rental Income
Rental Income
Partnership Income
Partnership Income
S Corporation Income
S Corporation Income
Rental Income
Rental Income
Rental Income
Rental Income
Rental Income
Mr. William S. Gilchrist
Page 13
Terminal
480 Wilson Avenue Rental Income
Newark, New Jersey 07105
Terminal
5 South Keyser Avenue Rental Income
Old Forge, Pennsylvania 18518
16. Your statement of financial interest for the calendar
year 1988 indicating office, directorship, employment in any
business entity and financial interest is as follows:
NAME
Northeast Delivery
Incorporated
105 N. Keyser Ave. President
Old Forge, PA 18518
Gilchrist Trucking
Incorporated
105 N. Keyser Ave. president
Old Forge, PA 18518
Penn Security Bank
Corner of N. Washington
and Spruce Streets Share Holder
Scranton, PA 18503
Montage Construction
Co., Inc.
105 North Keyser Avenue president
Old Forge, PA 18518
Longfellow Associates
Incorporated
600 Linden Street
P. 0. Box 1108
Sc ranton, PA 18503 President
A & B Delivery Inc.
105 North Keyser Avenue
Old Forge, PA 18518
PERCENT
TITLE OWNERSHIP
100%
70%
N/A
100%
33.3%
President 100%
Northeast Dispatch, Inc
105 North Keyser Avenue President 100%
Old Forge, PA 18518
Mr. William S. Gilchrist
Page 14
WSG, LTD
238 Hoover Street
Old Forge, PA 18518 President
C.G. Realty
155 Third Street
Old Forge, PA 18518 Partner
Alfa Northeast Motors
425 Poplar Street
Scranton, PA 18508 Vice President
Pioneer American Bank
41 North Main Street
Carbondale, PA 18407 Shareholder
First National Bank
of Jermyn
645 N. Washington Ave.
Jermyn, PA 18433 Shareholder N/A
Penn Security Bank
Corner of N. Washington
and Spruce Streets
Scranton, PA 18503 Shareholder N/A
17. Your statement of financial interest for the calendar year
1988 indicates your creditors as follows:
CREDITOR
1st Eastern Bank
N.A.
1st Eastern Bank
N.A.
1st Eastern Bank
N.A.
1st National Bank
of Jermyn
1st Eastern Bank
N.A.
1st National Bank
of Jermyn
INTEREST
TYPE OF NOTE RATE
Equipment Prime + 1
Mortgage Prime + 1
Mortgage Prime + 1
Mortgage 10%
Mortgage Prime + 1
Mortgage 10%
100%
50%
50%
NIA
Mr. William S. Gilchrist
Page 15
III. DISCUSSION: As a member of the Lackawanna County, Multi -
Purpose Stadium Authority, hereinafter Authority, William S.
Gilchrist, hereinafter Gilchrist is a public official as that term is
defined under the Public Official and Employee Ethics Law. 65 P.S.
Section 402; 51 Pa. Code Section 1.1. As such, Gilchrist's conduct is
subject to the provisions of the Ethics Law and the restrictions
therein are applicable to him.
Initially, it is noted that Section 5 of Act 9 of June 26, 1989
provides, in part, as follows:
"This amendatory act shall not apply to violations
committed prior to the effective date of this act,
and causes of action initiated for such violations
shall be governed by the prior law, which is
continued in effect for that purpose as if this
act were not in force. For the purposes of this
section, a violation was committed prior to the
effective date of this act if any elements of the
violation occurred prior thereto."
Since the occurrences in this case transpired prior to the
effective date of Act 9 (June 26, 1989), we must apply the provisions
of Act 170 of October 4, 1978, P.L. 883 to determine whether the
Ethics Act was violated.
Under Section 4(a), of the Ethics Law quoted above, this provision
of law requires that each public employee and public official (Kremer
vs. SEC, 56 Pa. Commonwealth 160, 425 A.2d, 968 (1981), affirmed 503
Pa. 358, 469 A.2d 593 (1983)), must file a Statement of Financial
Interests for the preceding calendar year of each year that he holds a
public position as well as for the year after he leaves such a
position.
Sections 5b(5), (8) and (9) of the Ethics Law require disclosure
of the name and address of any person who is a direct or indirect
source of income of $500 or more in aggregate; of any office,
directorship or employment in any business entity and any financial
interest in any legal entity engaged in business for profit.
In the instant matter, Gilchrist was required but failed to file
the Statement of Financial Interests for the 1985 through 1988
calendar years. The only statement filed by Gilchrist at the
administrative offices of Lackawanna County was dated July 7, 1990 and
did not specify a calender year. That statement listed "N /A" in the
category of sources of income and "Yes" for the category of financial
interest in any legal entity in business for profit.
After Gilchrist was directed to file in January 1990, he filed
statements for the calendar years 1985, 1987 and 1988 copies of which
Mr. William S. Gilchrist
Page 16
were received by the Commission on February 20, 1990. The 1986
calendar year statement was not received by the Commission until July
2, 1990 which delay was attributed to an omission in the completion of
the statement as to a real estate matter between Gilchrist and the
Stadium Attorney which was "noticed" by Gilchrist's attorney.
In reviewing the totality of circumstances in the case, we find
a violation of Section 4(a) and 5(b) of the Ethics Law. The violation
of Section 4(a) of the Ethics Law results from the failure to timely
file the statements. The violation of Section 5(b) relates to the
failure to list his sources of income and his position or financial
interest in business entities as to the statement dated July 7, 1990.
We are concerned about the cavalier manner in which his one and only
statement was filed. Gilchrist argues that he completed the statement
without the benefit of counsel and he misunderstood the extent to
which disclosure was required. Although we might accept that argument
as to the sources of income, absent any other circumstances, it is
difficult to comprehend how the category of financial interest in
business entities could be completed in good faith by merely inserting
the word "yes ". A review of the form reflects that line 15 specifies
"Name and Address of Business" and secondly "Interest Held ". The
foregoing are not only in the instructions but are actually set forth
within line 15 in the category of financial interest in any legal
entity in business for profit. It is rudimentary that when the
statement directs a listing of the name, address and interest, that
financial information is obviously required to be included. Based
upon the above, we can not accept the argument of Gilchrist that he
did not understand the extent to which the disclosure was required.
This matter will be referred to the appropriate law enforcement
authority for review and appropriate action.
IV. CONCLUSIONS OF LAW
1. William S. Gilchrist, as a member of the Lackawanna County Multi -
Purpose Stadium Authority, is a public official subject to the
provisions of the Ethics Law.
2. Gilchrist violated Section 4(a) of the Ethics Law by failing to
timely file Statements of Financial Interests for the calendar years
1985 through 1988:
3. Gilchrist violated Section 5(b) of the Ethics Law by failing to
list sources of income and financial interests and positions in
business entities as to the statement dated July 7, 1990.
In re: William S. Gilchrist
: File Docket: 89 -011 -C
: Date Decided: August 16, 1990
: Date Mailed: Aug 24.199D
ORDER NO. 761
1. Gilchrist, as a member of the Lackawanna County Multi -
Purpose Stadium Authority, violated Section 4(a) of the
Ethics Law by failing timely r file
1985 Statements
l9g . Financial
calendar Interests for the years
2. Gilchrist violated Section 5(b) of the Ethics Law by failing
to list sources of income and financial interests and
positions in business entities as to the statement dated
July 7, 1990.
3. This matter will be referred to the appropriate law
enforcement authority for review and appropriate action.
BY THE COMMISSION,
'HELENA G. HUGHES, CHAIR
Commissioner James M. Howley did not participate in the consideration
of this matter.