ANTITRUST ANNUAL REPORT by wulinqing

VIEWS: 163 PAGES: 24

									 2000
ANTITRUST ANNUAL REPORT

                                  CONTENTS
        A MESSAGE FROM THE ANTITRUST GROUP LEADERSHIP
                                       CASE HIGHLIGHTS
                                  ANTITRUST ATTORNEYS
                                      THE FIRM IN BRIEF
www.howrey.com
 2000
ANTITRUST ANNUAL REPORT

                                  CONTENTS
        A MESSAGE FROM THE ANTITRUST GROUP LEADERSHIP
                                       CASE HIGHLIGHTS
                                  ANTITRUST ATTORNEYS
                                      THE FIRM IN BRIEF
    2000: A YEAR OF ACHIEVEMENT AND GROWTH
    2000 was an extraordinary year at Howrey. The firm experienced significant growth, enriched our
    talent base, and expanded our geographic scope to serve our clients better. We are now over 475
    attorneys. We opened new offices in San Diego and Irvine, California.


    AN ANTITRUST POWERHOUSE - HOWREY AND 25 COLLIER SHANNON ATTORNEYS JOIN FORCES

    Howrey has the largest antitrust practice of any firm in the world. We serve a client base of over 50
    Fortune 250 corporations, and offer clients an unparalleled level of experience in domestic and inter-
    national mergers and acquisitions, government civil and criminal investigations, counseling, and pri-
    vate antitrust litigation.

    In April, Howrey substantially grew the depth and breadth of the Antitrust Practice Group with the
    addition of 25 attorneys from Collier, Shannon, Rill & Scott’s antitrust practice. Notable additions
    included James F. Rill, head of the Antitrust Division of the U.S. Department of Justice (DOJ) under
    former President George Bush, and many other leading practitioners, including: Sean Boland,
    William Henry, Christopher MacAvoy, William Bradford Reynolds, and Timothy Muris, President
    Bush’s nominee for Federal Trade Commission Chairman. These prominent attorneys brought to
    Howrey a wealth of talent and experience, especially in the area of government antitrust, which per-
    fectly complemented Howrey’s existing antitrust practice. In addition to Jim Rill, Howrey’s Antitrust
    Practice Group includes a former FTC Competition and Consumer Protection Bureau Director, three
    former Chairs of the American Bar Association Antitrust Section, and several former and current
    Committee Chairs and Vice-Chairs in the ABA Antitrust Section.


    GLOBAL EXPANSION

    Howrey’s growth was not limited to the domestic front. In light of the increasingly global nature of
    the economy and our clients’ needs, and the related growth in our competition law and foreign intel-
    lectual property practices, Howrey is expanding globally. We anticipate opening a Brussels office in
    2001 that will focus on European-based competition matters and will complement our strong IP pres-
    ence in London. Our London office is spearheaded by three leading European patent and intellectu-
    al property attorneys, including Jacobus “Koos” Rasser, former General Counsel and Vice President
    for Intellectual Property at Procter & Gamble. The London expansion follows our merger in February
    with Arnold, White & Durkee, which substantially expanded our intellectual property practice and
    created the largest intellectual property practice in the world with more than 230 intellectual proper-
    ty attorneys.

    The addition of our London and Brussels offices is the latest step towards fulfilling our vision of
    building the multinational firm of choice for antitrust, intellectual property, and global litigation.




2
A STRONG TRADITION OF SUCCESS

The attorneys in Howrey’s antitrust practice continued the Howrey tradition of successful and high-
profile representations of our clients in important matters and of service to the bar. This strong tra-
dition has resulted in Howrey being recognized as a leading competition and intellectual property
firm:

  " Ranked #1 in Global Competition Review’s survey entitled “The GCR 100: A Survey of the
    World’s Leading Competition Practices;”

  " Ranked #1 in IP Worldwide’s survey entitled “Who Represents the World’s Most Valuable IP
    Rights;”

  " Ranked #2 with a total of 24 mentions in the National Law Journal’s survey entitled “Who
    Represents Corporate America.”

We thank our clients for their confidence in Howrey and their recognition of our accomplishments.
This Report highlights some of the significant competition matters we handled for our clients in 2000.




            John DeQ. Briggs                                   James F. Rill
            Co-Chair,                                          Co-Chair,
            Antitrust Practice                                 Antitrust Practice




Sean F.X. Boland                    Mark C. Schechter                      Margaret M. Zwisler
Vice-Chair,                         Vice-Chair,                            Vice-Chair,
Operations                          Government Antitrust                   Private Antitrust Litigation




                                                                                                          3
    ANTITRUST HIGHLIGHTS: MERGERS AND ACQUISITIONS
    HEINZ / BEECH-NUT (FTC)

    Howrey successfully represented the H.J. Heinz Company in defeating an FTC preliminary injunction action
    challenging Heinz’s proposed acquisition of the Beech-Nut baby food brand on the grounds that the combina-
    tion of the number two and three baby food companies would substantially lessen competition in the jarred baby
    food market. Pushing for the most aggressive trial schedule possible, Howrey brought the case to trial in five
    weeks. The district court ruled in favor of Heinz, finding that the merger would allow the two smaller com-
    petitors to challenge the dominant industry leader, Gerber, and thus, would likely increase rather than lessen
    competition in the market.

    The FTC appealed the court’s order to the D.C. Circuit and oral argument was held on February 12, 2001. This
    case is the first significant merger case in that Court since the landmark United States v. Baker Hughes case.


    TEXACO / CHEVRON (FTC AND STATE AGS)

    Howrey is currently representing Texaco, Inc. in the proposed acquisition by Chevron Corporation, which is
    being investigated by the FTC and numerous state attorneys general. Virtually all aspects of Texaco’s business-
    es affecting the United States are subject to the review, including exploration and production of crude oil and
    natural gas, the processing and delivery of natural gas and products derived from natural gas, and refining and
    marketing of light petroleum products.


    AMERICAN AIRLINES (DOJ AND STATE AGS)

    Howrey represents American Airlines in its proposed acquisition of certain airline assets that have been offered
    for sale to remedy any concerns by the DOJ and various state attorneys general with the United/US Airways pro-
    posed merger. Howrey also represents American in its closely-related proposed acquisition of a 49 percent equi-
    ty interest in, and marketing alliance with, DC Air.


    TYSON / IBP (DOJ AND STATE AGS)

    Howrey successfully represented Tyson Foods, Inc. in connection with its then-planned acquisition of IBP, Inc.
    Tyson is the largest producer of chicken in the United States, while IBP is the country’s largest beef producer
    and one of the largest pork producers.


    PEPSI / QUAKER OATS (FTC)

    Howrey is representing Pepsi in its proposed acquisition of Quaker Oats, including Quaker’s Gatorade sports
    drink.




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OTHER REPRESENTATIVE ENGAGEMENTS
Albertson’s/American Stores (FTC)

Howrey represented American Stores in its merger with Albertson’s, one of the largest supermarket mergers in
history.


Arbitron/Nielsen (FTC)

Howrey represented Arbitron, the nation’s leading provider of radio audience measurement services, in its joint
venture with Nielsen Media Research and other media.


Assa Abloy AB/Yale Intruder Security Group, Williams plc (FTC)

Howrey represented the world’s leading provider of security products, Assa Abloy AB, in its $1.3 billion acqui-
sition of Yale Intruder Security Group, Williams plc.


Baker Hughes/Schlumberger Seismic Joint Venture (DOJ)

Howrey represented Baker Hughes in connection with the formation of the Western Geco Joint Venture with
Schlumberger Ltd.,which created the largest seismic data acquisition and processing company in the world.


Cargill/Continental (DOJ)

Howrey represented Cargill Inc. and Continental Grain Company in connection with Cargill’s acquisition of
Continental’s grain handling assets.


Continental Airlines, Inc./Northwest Airlines Corp. (DOJ)

Howrey represented Continental Airlines, Inc.’s controlling shareholders in connection with the DOJ’s antitrust
review of their sale of that controlling interest to Northwest Airlines Corp., and during subsequent litigation. The
litigation was resolved by a settlement announced in November 2000 shortly after trial commenced.


Crown Castle International/GTE Wireless Transmission Towers (DOJ)

Howrey represented Crown Castle International, the leading company worldwide in the newly emergent wire-
less transmission tower industry, in a joint venture with GTE involving transmission towers.




                                                                                                                       5
    CSX/Surface Transportation Board Merger Review

    Howrey is representing CSX rail in connection with the STB’s omnibus review of its rail merger policy and stan-
    dards. This review was triggered by the since-abandoned Canadian National/Burlington Northern Santa Fe
    merger.


    Earthgrains/Metz Baking (DOJ)

    Howrey represented Earthgrains in its acquisition of Metz Baking Company, two large producers of baked
    goods.


    Franklin Electric/Marley Pumps (DOJ)

    Howrey represented Franklin Electric in its ultimately successful DOJ court challenge seeking to enjoin the
    acquisition of its only competitor in the petroleum submersible turbine pump market. Howrey was successful in
    establishing an important legal principle that will permit the parties to a merger to present a proposed "curative
    divestiture" to a court for its evaluation over the objections of the DOJ.


    Harnischfeger Industries/Beloit Corporation (DOJ)

    Howrey represented Harnischfeger Industries, Inc. in connection with the divestiture of its Beloit Corporation
    subsidiary, one of the world’s largest manufacturers of papermaking equipment.


    Heinz/Vlasic (FTC)

    Following a Second Request by the FTC to investigate Heinz’s acquisition of the pickles business of Vlasic in
    bankruptcy, Howrey was able to certify compliance in 14 days. Six days later, despite a staff recommendation
    to challenge the acquisition, Howrey was successful in obtaining on a 3-to-1 vote a decision by the FTC to close
    the investigation and allow the acquisition to proceed.


    Hunter Douglass/Comfortex (DOJ)

    Howrey represented Comfortex Corporation in connection with its acquisition by Hunter Douglass NV. Both
    companies were leading manufacturers of high-end window shadings.


    Permanent Federal Savings Bank/Old National Bancorp (DOJ)

    Howrey represented Permanent Federal Savings Bank in its acquisition by Old National Bancorp. The Office of
    the Comptroller of the Currency had regulatory authority and approved the acquisition upon receiving the DOJ
    final recommendation.




6
Primex Technologies, Inc./General Dynamics Corporation (FTC)

Howrey represented Primex, one of two U.S. manufacturers of large and medium caliber ordnance, as well as
other products, in connection with its acquisition by General Dynamics, a large defense contractor and a signif-
icant supplier of gun systems. Howrey also worked with the Under Secretary of Defense for Industrial Affairs
to ensure Department of Defense support of the transaction.

Rockwell/SONY (FTC)

Howrey represented Rockwell Collins in connection with its acquisition of the in-flight entertainment (IFE)
business of SONY Transcom, a subsidiary of SONY, leaving only two IFE producers.


Sensient Technologies/Lesaffre & Cie. (DOJ)

Howrey represented Sensient Technologies in the successful sale of its Red Star Yeast Division to Lesaffre, fol-
lowing an intensive DOJ investigation.


Univision/USA Networks (DOJ)

Howrey is representing Univision, Inc. in its $1.1 billion acquisition of 17 UHF broadcast stations from USA
Networks. Univision is the largest broadcaster of Spanish language programming in the U.S. and through this
transaction is acquiring additional stations to expand output in a number of the largest television markets in the
U.S.


Winn-Dixie/Jitney Jungle (FTC)

Howrey represented Winn-Dixie Stores, one of the nation’s largest supermarket chains, in its acquisition of
Jitney-Jungle stores. The acquisition was complicated by the fact that Jitney-Jungle was in Chapter 11 bank-
ruptcy.


3M/ESPE Dental AG (FTC)

Howrey represented 3M in its acquisition of ESPE Dental AG, which created one of the dental products indus-
try’s strongest players in direct and indirect restorations.




                                                                                                                     7
    ANTITRUST HIGHLIGHTS: PRIVATE ANTITRUST LITIGATION
    LITTON V. HONEYWELL

    Howrey continued its decade-long representation of Litton Systems, Inc. in its antitrust action against
    Honeywell, Inc. for monopolization and attempted monopolization of the market for certain gyroscope-based
    navigation equipment used in all commercial aircraft. As a result of two lengthy jury trials held in California
    federal court, the firm obtained a judgment against Honeywell of $660 million plus attorneys’ fees. Honeywell’s
    appeal is pending in the Ninth Circuit Court of Appeals.


    INTEL / INTERGRAPH

    Howrey is defending Intel Corporation against antitrust claims brought by Intergraph Corporation, a computer
    manufacturer, in an important case addressing the interface between antitrust and intellectual property law.
    Intergraph alleges that Intel violated the antitrust laws by declining to provide it with advanced microprocessor
    samples and other intellectual property. Howrey obtained a precedent-setting decision from the Federal Circuit
    Court of Appeals, which reversed the district court’s grant of a preliminary injunction and held that the antitrust
    laws do not strip patent holders of their intellectual property rights or require them to license or otherwise deal
    in their intellectual property.


    AMERISTEEL CORP., ET AL. V. THE CARBIDE / GRAPHITE GROUP, INC., ET AL.

    Howrey successfully represented 23 steel companies who opted out of a class action charging the major U.S.,
    European, and Asian producers of graphite electrodes with a long-running conspiracy to fix prices and allocate
    the graphite electrodes markets. The firm conducted extensive formal and informal discovery for more than a
    year, and defeated motions filed by the foreign defendants to dismiss for lack of personal jurisdiction. As coun-
    sel for clients who comprised the majority of members of the creditors’ committee, Howrey also helped obtain
    the dismissal of a Chapter 11 bankruptcy petition filed by one of the U.S. conspirators. All of the defendants
    settled with our clients on terms that are believed to be among the highest pre-trial antitrust settlements in his-
    tory.


    UNIVERSAL AVIONICS V. ROCKWELL INTERNATIONAL

    Howrey represents Rockwell, a manufacturer of aircraft avionics equipment, in a Section 1 and Section 2 actions
    challenging various aspects of its practices of marketing integrated avionics systems. The case is expected to be
    tried before a jury later in 2001 in Tucson, Arizona in the absence of a favorable decision on the pending motions
    for summary judgment.


    TOBACCO ANTITRUST LITIGATION

    Howrey represents seven tobacco growers and quota holders on behalf of a putative class against the four major
    buyers of tobacco, Philip Morris, RJ Reynolds, Brown & Williamson, and Lorillard, and their leaf dealers. The
    central allegation is that these defendants have conspired to depress quota and the price they pay tobacco farm-
    ers for tobacco leaf, fixed the price of tobacco sold at auctions, and allocated the tobacco amongst the bidders
    on a cooperative basis.




8
ANHEUSER-BUSCH / MARIS

Howrey successfully defended Anheuser-Busch in a jury trial brought by a former Florida wholesaler challeng-
ing a contract provision prohibiting the public ownership of Anheuser-Busch distributors. The plaintiff alleged
that the contract provision was an unlawful horizontal and vertical restraint and an unlawful attempt to monop-
olize “equity ownership interests in wholesale beer distributorships.” After Howrey obtained pretrial dismissal
of the horizontal restraint and attempted monopolization claims, the case went to trial on the vertical restraint
claim. After a seven-week jury trial on plaintiff’s $50 million vertical restraint claim, the jury returned a verdict
in favor of Anheuser-Busch.


JOHNSON & JOHNSON

Howrey represents Johnson & Johnson in a multi-district litigation relating to its distribution system for dispos-
able contact lenses through eye doctors and businesses affiliated with eye doctors, including the optical depart-
ments of such stores as Wal-Mart, Sears, and Costco. The plaintiffs -- a national consumer class and 32 states
in their parens patriae capacities -- claim that this distribution system is an attempt to insulate eye doctors from
the competitive pressure provided by companies not employing eye doctors, including many mail order and
Internet businesses.




OTHER REPRESENTATIVE ENGAGEMENTS
Aguilar v. Texaco et al.
Howrey represents Texaco in a case brought by gasoline consumers in the State of California against the major
refiners and marketers of California's new environmentally cleaner gasoline for alleged price fixing of gasoline.
Two lower courts have already held there was no credible evidence of any conspiracy. The case was recently
argued in the California Supreme Court and a decision is expected by the summer of 2001.


Dagher v. Texaco
Howrey represents Texaco in a case brought by a purported class action of all Shell and Texaco dealers in the
US alleging price fixing as a result of the formation of the joint venture of Shell and Texaco, even though it was
approved by the FTC.


GTE/Directories
Howrey represented plaintiff GTE Media Services, Inc. (now Verizon), a telecommunications company, in an
action against the former Bell operating companies, Yahoo, and Netscape alleging conspiracy to monopolize on-
line Internet telephone directory services.


Hewlett Packard v. Boston Scientific Corp.
Howrey represented Boston Scientific in this private action brought by Hewlett Packard/Agilent, which alleged
that BSC breached a license agreement entered as part of an FTC consent decree, and monopolized or attempt-
ed to monopolize an alleged U.S. market for certain catheter technology.




                                                                                                                        9
     In re Vitamins Antitrust Litigation
     Howrey represents opt-out plaintiffs Foster Poultry Farms and Amway in this treble-damage price-fixing action
     filed against a large group of vitamin manufacturers.


     Land O’Lakes
     Howrey successfully defended Land O’Lakes in the district court and Eighth Circuit Court of Appeals in a price-
     fixing class action that was brought on behalf of all wholesale purchasers of milk products.


     Megadiamond
     Howrey successfully defended SII Megadiamond, Inc. ("Megadiamond"), a manufacturer of industrial diamond
     products, in an action filed in the United States District Court for the District of New Jersey by a former
     Megadiamond distributor, alleging violations of Sections 2(a) and 2(e) of the Clayton Act, as amended by the
     Robinson-Patman Act.


     Pioneer/Soundview
     Howrey represented Pioneer Electronics in a patent infringement and antitrust action brought by the owner of
     patented "chip" technology against Pioneer and other large television set manufacturers.


     RSA Media v. The Ackerley Group, Inc.
     Howrey successfully defended Ackerley, d/b/a AK Media, against charges brought by a competitor that AK
     Media had unlawfully maintained a monopoly in the outdoor advertising market in Metro Boston.


     Schering-Plough/Alabama Brand-Name Prescription Drugs Cases
     Howrey represented Schering-Plough in obtaining dismissal of a multi-defendant consumer class action in
     Alabama state court seeking damages for alleged price fixing of brand name prescription drugs. Howrey also
     headed the joint defense group consisting of over 40 law firms involved in that case.


     State of Hawaii v. Texaco et al.
     Howrey represents Texaco in a case brought by Hawaii, on behalf of its citizens, against the major oil compa-
     nies for alleged price fixing of gasoline.


     Viazis et al. v. GAC International, Inc.
     Howrey successfully defended GAC International, Inc., a subsidiary of Dentsply International Inc., in a $90 mil-
     lion action brought by the inventor of new orthodontic brace technology, alleging that GAC and a trade associ-
     ation had participated in a group boycott to keep this new technology off the market.




10
ANTITRUST HIGHLIGHTS:
GOVERNMENT INVESTIGATIONS: CIVIL NON-MERGER AND CRIMINAL

CHICAGO BOARD OPTIONS EXCHANGE CASES

Howrey represented the Chicago Board Options Exchange, Inc. ("CBOE"), the largest options exchange in the
United States, in an investigation of the four national options exchanges, conducted jointly by the SEC and the
Antitrust Division of the U.S. Department of Justice. The DOJ investigation focused on each exchange's deci-
sion not to list certain equity options that already were listed by another option’s exchange. After extensive
negotiations, the DOJ ended its investigation through a consent decree that prohibits the exchanges from reach-
ing agreements regarding the listing of options, unless expressly authorized to do so by the SEC. The SEC ended
its investigation at the same time through an order requiring the exchanges to undertake certain regulatory
changes.

Howrey also represented CBOE in a follow-on private antitrust class action. The district court granted defen-
dants summary judgment based on the Supreme Court's decision in Gordon v. New York Stock Exchange that
antitrust laws did not apply to the listing conduct at issue because Congress granted jurisdiction over such con-
duct to the SEC, and because the SEC has exercised that jurisdiction by actively regulating the conduct at issue.


UNITED STATES V. DENTSPLY INTERNATIONAL, INC.

Howrey represents Dentsply, the nation's largest manufacturer of dental equipment and supplies, in a civil action
brought by the Antitrust Division of the U.S. Department of Justice. The case challenges Dentsply's policy that
dealers who carry Dentsply's artificial tooth line may not add competing tooth lines to their product offerings.
Although Dentsply does not have contracts with its dental dealers, and although only 30 of the nation's 350 den-
tal dealers carry Dentsply teeth, the staff alleges that Dentsply's high market share transforms this policy into an
unlawful exclusive dealing arrangement. Motions for summary judgment are pending.


UNITED STATES V. BOSTON SCIENTIFIC CORP.

Howrey represents Boston Scientific in a civil penalty action brought by the United States alleging that BSC
failed to comply with an FTC consent decree that permitted BSC to acquire two medical device companies but
required that BSC license its technology to a third party. The case presents significant questions of consent
decree interpretation because the United States claims that BSC failed to comply with the consent decree by
virtue of alleged breaches of the underlying license agreement.


THIRD-PARTY REPRESENTATION IN MICROSOFT

Howrey drew on both its government antitrust and intellectual property expertise in representing and advising a
major domestic manufacturer of personal computers in the lengthy Microsoft litigation initiated by the DOJ and
several State Attorneys General.




                                                                                                                       11
                       FOOD INGREDIENTS INVESTIGATION

                       Howrey attorneys obtained closure of a criminal investigation into an alleged conspiracy in a segment of the food
                       ingredients industry following a rigorous DOJ investigation.


REPRESENTATION AND     MANUFACTURING INPUTS INVESTIGATION
COUNSELING IN THESE    Howrey recently successfully concluded negotiations with the DOJ in an international criminal investigation into
                       alleged price fixing of manufacturing inputs. Howrey counseled the client, which had only recently acquired the
MATTERS HAS UTILIZED   subsidiary under investigation, through a broad range of legal, procedural and corporate governance issues.

   THE EXPERTISE OF
                       BASIC CHEMICALS INVESTIGATION
   SEVERAL HOWREY
                       Howrey represents a large corporation in an ongoing criminal grand jury investigation into the production and
  PRACTICE GROUPS,     sale of a basic chemical. The investigation is international in scope, examining conduct spanning several coun-
                       tries over a period of more than 10 years.
      INCLUDING THE
ANTITRUST PRACTICE     STATE ATTORNEY GENERAL INVESTIGATION: ROAD CONSTRUCTION

        GROUP, THE     Howrey was retained to defend a substantial road construction material supplier in connection with a state attor-
                       ney general’s investigation into price fixing, territorial allocation, and other alleged collusion.

      INTELLECTUAL
                       INVESTIGATION OF LITIGATION SETTLEMENTS
  PROPERTY GROUP,
 THE WHITE COLLAR
                       Howrey represented several companies from a wide range of industries, including pharmaceutical companies
                       and chemical companies, in investigations by the Antitrust Division and the Federal Trade Commission of poten-
                       tially anticompetitive and collusive litigation settlements. These investigations have focused on settlements
    GROUP, AND THE     between patent holders and potential competitors.


    ENVIRONMENTAL      DOJ LICENSING INVESTIGATION
            GROUP.     A team of Howrey attorneys from both the Los Angeles and Washington, D.C. offices successfully represented
                       a high technology client in a confidential investigation by the DOJ for alleged antitrust violations arising out of
                       the client’s patent acquisition and licensing practices.




 12
ANTITRUST HIGHLIGHTS: INTERNATIONAL
GTE
Howrey represented GTE (now Verizon) and Genuity before the European Commission and the U.S. Department of
Justice in opposition to MCI WorldCom’s proposed acquisition of Sprint’s Internet backbone business. Following a
second phase investigation, the EC prohibited the transaction in its entirety based on its conclusion that the merger
would create or strengthen a dominant position in the Internet backbone market, and that a divestiture of Sprint’s
Internet business would not be a sufficient remedy. The DOJ also filed suit alleging Clayton Act violations relating to
the Internet backbone market and a number of other telecommunications markets.

CABLE & WIRELESS USA, INC. V. MCI WORLDCOM, INC.
Howrey obtained settlement payments of $248 million for Cable & Wireless from MCI WorldCom, Inc. following an
                                                                                                                          HOWREY HAS NOW
arbitration trial in connection with Cable & Wireless’ acquisition of the Internet business of MCI Corp. MCI and
WorldCom, Inc. had committed to divest MCI’s Internet business in order to gain approval for their merger from            PUBLISHED A REVISED
European and U.S. regulators. Cable & Wireless alleged that MCI WorldCom failed to provide personnel, information,
and support necessary to maintain the competitiveness of the iMCI backbone as a stand-alone business. Howrey filed        EDITION OF ITS
complaints before the European Commission and the DOJ, instituted an action against MCI WorldCom in U.S. District
Court in Delaware, and initiated two arbitration proceedings pursuant to the sale agreements.
                                                                                                                          WORLDWIDE
PHARMACEUTICALS
Howrey is defending one of the world’s largest pharmaceutical manufacturers in an antitrust investigation initiated by    COMPETITION FILINGS
                                                                                                                          SURVEY.
the South Africa Competition Commission. Based upon complaints lodged by various distributors, the Competition
Commission is investigating a distribution joint venture formed by twelve competing pharmaceutical manufacturers,
including several U.S.-based companies. Working closely with the company’s counsel and the Competition
Commission staff, Howrey attorneys appeared before the Competition Commission (based near Johannesburg) and are
playing a major role in responding to the agency inquiry and addressing the agency’s concerns.

CORNING
Howrey represents Corning, Inc. in proceedings in the U.S. and Japan asserting that a Japanese competitor has attempt-
ed to monopolize the world market for certain high technology glass materials used in the production of semiconduc-
tors.

OILFIELD SERVICES
Howrey represented a major oilfield service company in a transaction which raised significant competition issues in
the European Union. Working closely with the European Commission, Howrey was able to address the EU’s concerns
about the transaction.

INDUSTRIAL PRODUCTS
Howrey worked with the Brazilian competition authorities on a number of transactions involving industrial products,
successfully addressing competition concerns.

AIRLINE AND COMPUTER RESERVATION SYSTEMS
Howrey represented airlines and CRSs in various competition matters in the European Union and South and Central
America.

FOREIGN COMPETITION FILINGS
Howrey handles foreign filings in dozens of countries around the world on behalf of numerous clients and has exten-
sive experience with competition filings on a worldwide basis. Howrey has now published a revised edition of its
Worldwide Competition Filings Survey, a handbook which summarizes competition filing requirements on a country-
by-country basis around the world.




                                                                                                                                       13
HOWREY INTERNATIONAL CLIENT LOCATIONS
NORTH & SOUTH AMERICA                                                          AFRICA
CANADA                                   MEXICO                                SOUTH AFRICA                                    1-13
 1 Alcatel Canada                        14 Quimica Penwalt                    18 Synergistic Alliance Investments Ltd.
 2 Alis Technologies, Inc.
 3 Commercial Alcohols Inc.              ARGENTINA
 4 Inco, Ltd.                            15 Telemat S.A.
 5 Infowave Software, Inc.
 6 Noranda Forest Sales, Inc.
 7 Optimum Public Relations
                                         BRAZIL                                MIDDLE EAST
 8 QC Data Petroleum Svc, Ltd.           16 Compania NitroQuimica Brasiliera   ISRAEL
 9 Quadrex Consulting, Inc.                                                    19 Makhteshim Chemical Works
10 Rogers Communications, Inc.           PANAMA                                20 Yam Thetis Partnership
11 Rogers Wireless Communications Inc.   17 Baterias Nacionales, SA
12 Shato Holdings Ltd.                                                         UNITED ARAB EMIRATES                       14
13 TrizecHahn Corporation                                                      21 Emirates Airlines


EUROPE                                                                         ASIA
                                                                               BANGLADESH                                                                          17
BELGIUM                                  GERMANY
                                                                               62 HRC Lamps, Ltd.
22 Unilin N. V.                          44 BMW, AG
                                         45 Boehringer Ingelheim Int’l GmbH
DENMARK                                  46 Hugo Boss AG                       JAPAN
                                         47 Kracht GmbH                        63 Ebara Corp.
23 Skandinavisk Tobakskompagni
                                         48 Merck KGaA                         64 Itochu Corp.
                                         49 Papst, G. Licensing GmbH           65 Japan Synthetic Rubber Co., Ltd.
ENGLAND                                  50 Preussag, AG                       66 Maruman Golf Co. Ltd.
24 British Steel, plc                    51 Rammax Maschinenbau GmbH           67 NGB Corp
25 Cable & Wireless, plc                 52 Softlab GmbH                       68 Nikko Research Center
26 Cambridge Antibody Tech.              53 Ticona GmbH                        69 Nippon Kayayu Co. Ltd.
27 Cantab Pharmaceuticals Plc.                                                 70 Pioneer Electronic Corp.
28 Caradon, plc                                                                71 Richmill Manufacture Co. Ltd.
29 Cookson, plc
                                         ITALY
                                                                               72 Sugiyama Chain Co. Ltd.
30 GB Gas Holdings Ltd.                  54 Atlantic Research Group
                                                                               73 Toho Titanium Co.                                               15
31 Goldjobs.com                          55 Marzotto, S.p.A.
                                                                               74 Tomen Corp.
32 ICI PLC
33 Oil Comp. Int’l Marine Forum          NORWAY                                SINGAPORE
34 Pilkington Aerospace                  56 Kvaerner National, Inc.
                                                                               75 Aztech Labs, Inc.
35 Scotia Pharmaceuticals, Ltd.
                                                                               76 Aztech Systems, Ltd.
36 Thomas Cook                           SWEDEN                                77 Vikay Industrial Ltd.
37 Travelex Holdings Limited             57 AB Volvo
38 United Distillers & Vintners, Inc.    58 Avesta Sheffield AB
39 Vendome Luxury Group                                                        SOUTH KOREA
                                                                               78 Korea Telecom
                                         SWITZERLAND                           79 Samsung Aerospace Industries, Ltd.
FRANCE                                   59 Credit Suisse Group                80 Samsung Electronics Co., Ltd.
40 Atofina S.A.                          60 Leica AG
41 Elf Alto Chemical, NA                 61 Nestle S.A.                        AUSTRALIA &
42 Nomai, S.A.
43 Perrier                                                                     NEW ZEALAND
                                                                               81 Airservices Australia
                                                                               82 ICI Australia
                                                                               83 Nufarm, Ltd.

                                                                                                                                 * Map lists clients that are located outside th




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                                                                                                                     81-83

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he United States. Map excludes U.S. companies that have significant foreign operations.




                                                                                                                     15
     LEADERSHIP AND EXPERIENCE

     RAY S. BOLZE, ABA Public Utility, Communications and Transportation Law
     Section: Section Vice-Chair and Chair, Antitrust Committee

     JOHN DEQ. BRIGGS, former Chair, ABA Section of Antitrust Law; Advisory
     Board Member, Bureau of National Affairs, Antitrust and Trade Regulation Report

     BARBARA O. BRUCKMANN, ABA Section of Antitrust Law: Delegate and former
     Chair, Robinson-Patman Act Committee

     MICHAEL G. COWIE, Senior Editor, Antitrust Law Journal, ABA Section of
     Antitrust Law

     W. NEIL EGGLESTON, former Chief Appellate Attorney, Office of the U.S.
     Attorney for the Southern District of New York; former Associate Counsel to The
     President, The White House

     LISA JOSE FALES, former Chair, D.C. Bar Consumer Protection Committee

     ROXANN E. HENRY, Co-Chair, Criminal Practice and Procedure Committee,
     ABA Section of Antitrust Law

     CHRISTOPER J. MACAVOY, ABA Section of Antitrust Law: Council Member;
     former Chair, Robinson-Patman Act Committee, former Vice-Chair, Sherman Act
     Section 1 Committee

     TIMOTHY J. MURIS, former Executive Associate Director, Executive Office of
     The President, Office of Management and Budget; former Director, FTC Bureau of
     Competition; former Director, FTC Bureau of Consumer Protection; President
     Bush’s nominee for Federal Trade Commission Chairman

     JOHN W. NIELDS, JR., President, D.C. Bar




16
JAMES W. OLSON, former Chief, Competition Division of the Federal
Communications Commission; Co-Chair of the Federal Communications Bar
Association’s Ad Hoc Committee on Telecommunications Competition Issues; for-
mer Assistant to the Director of the FTC’s Bureau of Competition; former Editor-in-
Chief, CCH Power & Telecom Law

WILLIAM BRADFORD REYNOLDS, former Counsellor to the Attorney General,
U.S. Department of Justice; former Assistant Attorney General, Civil Rights
Division, U.S. Department of Justice; former Assistant to the Solicitor General of the
United States

JAMES F. RILL, former Assistant Attorney General, Antitrust Division, U.S.
Department of Justice; former Co-Chair, U.S. Department of Justice International
Competition Policy Advisory Committee; former Chair, ABA Section of Antitrust
Law; Advisory Board Member, Bureau of National Affairs, Antitrust and Trade
Regulation Report; Editorial Board Member, Antitrust Bulletin; Board of Editors
Member, Antitrust Report (Matthew Bender & Co.); Vice-Chairman, International
Business and Advisory Committee, OECD Law and Policy Committee

MARK C. SCHECHTER, Antitrust Division, U.S. Department of Justice: former
Deputy Director of Operations, former Chief of Transportation, Energy, and
Agriculture Section, former Assistant Chief of Litigation II Section, and former
Assistant Chief of Intellectual Property Section

MARC G. SCHILDKRAUT, former Assistant Director, FTC Bureau of
Competition; ABA Section of Antitrust Law: Co-Chair, Computer Industry
Committee; former Chair, Federal Trade Commission Committee; former Chair,
Clayton Act Section 7 Committee, Federal Bar Association Section of Antitrust Law

ROBERT P. TAYLOR, former Chair, ABA Section of Antitrust Law; former
Member, Secretary of Commerce’s Commission on Patent Law Reform

MARGARET M. ZWISLER, Vice-Chair, Robinson-Patman Act Committee, ABA
Section of Antitrust Law




                                                                                         17
     HOWREY ANTITRUST PRACTICE
     ANTITRUST LEADERSHIP                  Charles J. Engel         Edward B. Schwartz
     John DeQ. Briggs, Co-Chair            Lisa Jose Fales          Laura S. Shores
     James F. Rill, Co-Chair               Thomas D. Fina           William Daniel Sullivan
     Mark C. Schechter,                    Scott E. Flick           John M. Taladay
        Vice-Chair, Government Antitrust   John G. Froemming        Robert P. Taylor
     Margaret M. Zwisler,                  Jerrold J. Ganzfried     Mark D. Wegener
        Vice-Chair, Private Antitrust      Dale J. Giali            Edwin H. Wheeler
           Litigation                      Charles E. Graf          Alan M. Wiseman
     Sean F.X. Boland,                     Robert L. Green          Carmine R. Zarlenga
        Vice-Chair, Operations             Alan M. Grimaldi
                                           Edward Han               OF COUNSEL
     Karen S. Rodd,                        Stuart H. Harris         Victor L. Cohen
        Executive Director                 Edward P. Henneberry     Gregory F. Intoccia
     Nancy T. Lacey,                       Roxann E. Henry          Stephen D. Miller
        Marketing Manager                  William A. Henry         Timothy J. Muris
                                           Thomas N. Heyer          Hillary L. Snyder
                                           Thomas A. Isaacson
     PARTNERS                              James G. Kress           SPECIAL COUNSEL
     Robert G. Abrams                      Joseph P. Lavelle        Kenneth C. Anderson
     Eva Almirantearena                    Mark I. Levy
     Scott Arnold                          Karen M. Lockwood        ASSOCIATES
     Gregory L. Baker                      Charles A. Loughlin      Timothy K. Armstrong
     J. Douglas Baldridge                  Christopher J. MacAvoy   Candace Beck
     Darren B. Bernhard                    Elizabeth B. McCallum    Diane E. Bieri
     John Bodner, Jr.                      Rosemary McEnery         Deana L. Cairo
     Timothy E. Boyle                      Virginia R. Metallo      Dylan M. Carson
     Jeffrey W. Brennan                    David G. Meyer           Elizabeth J. Chandler
     Robert J. Brookhiser                  Victor J. Miller         Jillian E. Charles
     John F. Bruce                         Peter E. Moll            Kathryn R. Colburn
     Barbara O. Bruckmann                  John W. Nields           Alexander R. Collins
     Robert M. Bruskin                     Thomas J. Nolan          Stephen R. Cook
     Patricia G. Butler                    William R. O’Brien       Chris P. Cooper
     Stephen H. Cagle                      James W. Olson           Robert H. Cox
     John G. Calender                      Joseph A. Ostoyich       Paul C. Cuomo
     Joanne E. Caruso                      John C. Peirce           Keri R. Curtis
     Michael N. Clark                      Dianne S. Pickersgill    Jeffery S. Davidson
     Kelly A. Clement                      W. Bradford Reynolds     Kenneth W. Donnelly
     William S. Coats                      Richard A. Ripley        Stephen G. Dormer
     Michael P.A. Cohen                    Howard T. Rosenblatt     Amy R. Fitzpatrick
     Richard T. Colman                     John J. Rosenthal        Stuart Ford
     Michael G. Cowie                      Robert F. Ruyak          Julie S. Gabler
     Martin Cunniff                        Marc G. Schildkraut      Sarah H. Garb
     W. Neil Eggleston                     John S. Schuster         Ann Grant




18
Regina M. Grattan        Evan J. Werbel          RESEARCH ANALYSTS
Gurbir S. Grewal         T. Jason White          Sarah Bauers
Jacqueline I. Grise      Christine C. Wilson     Donna J. Loop
Melissa Gunthner         Ramsey J. Wilson        Derick Rill
Danielle D. Hallcom      John H. Zacharia
Melissa Handrigan                                LEGAL ASSISTANTS
Brian A. Howie           STAFF ATTORNEYS         Thomas M. Burger
James K. Kaleigh         Anu S. Baron
                                                 Barbara Carr
Pamela S. Kane           Susanne C. Blume
                                                 David Chase
John R. Keville          Sharon E. Connaughton
                                                 Margaret E. Cheney
Melissa B. Kimmel        Buchi Enechionyia
                                                 Nathan M. Cihlar
Mark Klapow              Stephen J. Faherty
                                                 Jane Comer
Suzannah Land            Danyll W. Foix
                                                 Meghan A. DeBerry
Eric J. McCarthy         Elizabeth A. Horton
                                                 Robert Dunne
Jennifer K. McDannell    Heather Huff
                                                 Geneva Eaddy
Michael J. McGaughey     Phillip M. Ingeneri
                                                 Lisa Farber
Laura C. Miller          Julianne Jaffe
                                                 Mark Ferragamo
Celisa J. Morin          Dennis L. James
                                                 Cindy L. Fiorina
Adam J. Murray           Betty D. Lee
                                                 Bethany Frye
John M. O’Connor         Donald S. Lee
                                                 Diedre Fuller
Danielle R. Oddo         Daniel P. Maerten
                                                 Dennis Grinstead
Douglas S. Onley         Kathleen A. Maloney
                                                 Joseph Harrison
Jeffrey Pearlman         Kristan McMahon
                                                 Beverley Irwin
Jason C. Raofield        Gregory S. McPolin
                                                 Rebecca S. Isomoto
Michael L. Resch         Albert F. Mikulencak
                                                 Annessa S. Kalloo
Edward I. Richards       Elise N. Milstein
                                                 Tyler King
Christina Sarchio        Thomas Murphy
                                                 Lauren Lewis
Bradley J. Schlozman     Polly A. Myers
                                                 Leslie Lohr
Donald M. Scotten        Edward H. Oh
                                                 Carlamaria Mata
Alessandra P. Serano     Natalie A. Posey
                                                 David Nichols
Jason D. Smith           Linda A. Powell
                                                 Kristen A. Parillo
Timothy Smith            Susan L. Rabinowitz
                                                 Timothy Petre
Terry Sullivan           Sara L. Ralston
                                                 Rhonda L. Pruss
Steven Susswein          Thomas J. Reardon
                                                 Thomas Skeeter
Courtney P. Taylor       Brenda E. Riel
                                                 Natesha L. Smith
Tina M. Tran             Kevin Salamat
                                                 Bradley J. Sparks
Jennifer A. Tunick       Jennifer E. Samolyk
                                                 Michael Stroud
Michael L. Turrill       Hugh B. Stuart
                                                 Robin Terry
Margaret M. Vierbuchen   Stacy Turner
                                                 Kimberly Verruso
Mary F. Walters          Vincent E. Verrocchio
                                                 Cynthia Wachtel
Scott F. Weisman         Pradeep Victor
                                                 R. Patrick Walters
Stephen Weissman         Eric J. Wieder




                                                                      19
     HOWREY WHERE LEADERS GO
                                                               TM




     HOWREY SIMON ARNOLD & WHITE: CORPORATE AMERICA’S LAW FIRM OF CHOICE

     "    Ranked #1 in IP Worldwide’s 2000 survey entitled “Who Represents the World’s Most
          Valuable IP Rights,” a survey of the largest and most influential intellectual property
          companies in the world.

     "    Ranked #1 in Global Competition Review’s 1999 survey entitled “The GCR 100: A Survey of
          the World’s Leading Competition Practices.”

     "    Ranked #2 with a total of 24 mentions in the National Law Journal’s 2000 survey entitled
          “Who Represents Corporate America,” a survey of Fortune 250 companies.

     "    Has a client base that, at last count, included 78 Fortune 500 companies, 58 Global companies,
          and numerous emerging high-technology firms. Howrey Simon Arnold & White is where
          leaders go to meet their legal service needs.


     HOWREY SIMON ARNOLD & WHITE: WHERE LEADERS GO FOR LEGAL EXPERTISE

     "    Offers Antitrust; Commercial Trial; Environmental; Government Contracts, Fraud and
          International Contracting; International Arbitration; Insurance; Intellectual Property;
          International Trade; Supreme Court & Appellate; and White Collar Criminal Defense
          capabilities.

     "    Has the largest antitrust practice in the world, including former FTC officials, DOJ
          employees, and ABA Antitrust Section chairs.

     "    Employs the largest intellectual property practice in the world.

     "    One of the nation’s largest complex business litigation practices including 100 partners who
          possess an average of 15 years of litigation experience in the United States and
          internationally.


     HOWREY SIMON ARNOLD & WHITE: UNPARALLELED TRIAL AND REGULATORY EXPERIENCE

     "    Is known for being “in court or before regulatory agencies every day.”

     "    Has litigated in the federal courts of 49 states over the past 5 years.

     "    Has represented clients in over 1,500 federal and state court cases since 1995.

     "    Has been involved in nearly 405 Supreme Court and Appellate litigation cases since 1995.




20
www.howrey.com
   WASHINGTON, DC                             MENLO PARK, CA
1299 Pennsylvania Ave, NW                    301 Ravenswood Ave.
  Washington, DC 20004                       Menlo Park, CA 94025
   Phone: 202 783 0800                       Phone: 650 463 8100
    Fax: 202 383 6610                         Fax: 650 463 8400

     HOUSTON, TX                               SAN DIEGO, CA
    750 Bering Drive                         4225 Executive Square
   Houston, TX 77057                               Suite 1400
  Phone: 713 787 1400                          La Jolla, CA 92037
   Fax: 713 787 1440                          Phone: 858 622 5100
                                               Fax: 858 622 5199

   LOS ANGELES, CA                           ORANGE COUNTY, CA
  550 South Hope Street                         2020 Main Street
        Suite 1400                                  Suite 1000
  Los Angeles, CA 90071                         Irvine, CA 92614
   Phone: 213 892 1800                        Phone: 949 721 6900
    Fax: 213 892 2300                          Fax: 949 721 6910


                       LONDON, ENGLAND
                       One Ropemaker Street
                     London, England EC2V 9AW
                     Phone: 011 44 20 8895 4006
                      Fax: 011 44 20 8895 4001

								
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