![](media/image1.jpeg){width="5.083333333333333in" height="4.85in"}

**[Congressional Submission]{.smallcaps}**

**[FY 2009 Performance Budget]{.smallcaps}**

**Antitrust Division**

**FY 2009 Congressional Budget Submission**

Table of Contents

[I. Overview 2](#__RefHeading___Toc188782049)

[A. Introduction 2](#__RefHeading___Toc188782050)

[B. Issues, Outcomes, and Strategies 5](#__RefHeading___Toc188782051)

[C. Full Program Costs 14](#__RefHeading___Toc188782052)

[D. Performance Challenges 15](#__RefHeading___Toc188782053)

[II. Summary of Program Changes 15](#__RefHeading___Toc188782054)

[III. Appropriations Language and Analysis of Appropriations Language
15](#__RefHeading___Toc188782055)

[IV. Decision Unit Justification 16](#__RefHeading___Toc188782056)

[A. Decision Unit: Antitrust 16](#__RefHeading___Toc188782057)

[1. Program Description 16](#__RefHeading___Toc188782059)

[2. Performance and Resources Table 19](#__RefHeading___Toc188782060)

[3. Performance Measure Table 24](#__RefHeading___Toc188782061)

[4. Performance Measurement Framework 26](#__RefHeading___Toc188782062)

[5. Performance, Resources, and Strategies
27](#__RefHeading___Toc188782063)

[6. Exemplars - Civil 33](#__RefHeading___Toc188782064)

[7. Exemplars -- Criminal 37](#__RefHeading___Toc188782065)

[V. E-Gov Initiatives 43](#__RefHeading___Toc188782066)

[VI. Exhibits 45](#__RefHeading___Toc188782067)

**A. Antitrust Division Organization Chart**

**B. Summary of Requirements**

**C. Program Increases by Decision Unit Not Applicable**

**D. Resources by DOJ Strategic Goal/Objective**

**E. Justification for Base Adjustments**

**F. Crosswalk of 2007 Availability**

**G. Crosswalk of 2008 Availability**

**H. Summary of Reimbursable Resources**

**I. Detail of Permanent Positions by Category**

**J. Financial Analysis of Program Increases/Offsets Not Applicable**

**K. Summary of Requirements by Grade**

**L. Summary of Requirements by Object Class**

**M. Status of Congressionally Requested Studies, Reports, and
Evaluations--**

> **Not Applicable**

[]{#__RefHeading___Toc188782049 .anchor}I. Overview

[]{#__RefHeading___Toc188782050 .anchor}A. Introduction

The Antitrust Division takes very seriously its mission to promote
competition in the U.S. economy through enforcement of, improvements to,
and education about antitrust laws and principles. Its vision is an
environment in which U.S. consumers receive goods and services of the
highest quality at the lowest price and sound economics-based antitrust
enforcement principles are applied. The Division supports the
Department's Strategic Goal II, Objective 2.7, "Vigorously Enforce and
Represent the Interests of the United States in All Matters over Which
the Department has Jurisdiction."

> To perform its mission effectively and achieve its goals in the face
> of an increasingly complex and global economy, the Division must
> expend significant resources. In recent years, the Division has
> aggressively pursued far-reaching criminal cartel activity and
> important civil matters while reviewing a large number of premerger
> filings, many involving complex issues and global conglomerates.
> Although merger volume declined after hitting a record high in 2000,
> recovery in the capital markets and the overall economy spurred a
> significant turn-around in FY 2004 and increases in merger activity
> are expected to continue into FY 2008 and FY 2009. To administer its
> caseload, the Division requests funding of \$150.591 million in FY
> 2009, reflecting an increase of \$2.772 million over the FY 2008
> Enacted level.
>
> The Division's FY 2009 request includes no funding for program
> increases and is essentially a steady-state budget. The requested
> adjustments to base include funding primarily for increases in
> salaries and benefits. It is critical that the Division have adequate
> resources to keep abreast of a workload, which more and more involves
> large, multi-national corporations and anticompetitive behaviors that
> are pervasive and difficult to detect. By protecting competition
> across industries and geographic borders, the Division=s work serves
> as a catalyst for economic efficiency and growth with benefits
> accruing to both American consumers and American businesses.

[Information Technology (IT) Expenditures]{.underline}

> The Antitrust Division's FY 2009 budget request supports several broad
> Information Technology areas essential to carrying out its mission and
> does not include requests for program increases to support planned IT
> enhancements. These Information Technology areas include:

-   *Office Automation* *- -* Providing staff technological tools
    comparable to those used by opposing counsel, thereby ensuring
    equitable technological capabilities in antitrust litigation. These
    tools are used for desktop data review and analysis, computer-based
    communication, the production of time-critical and sensitive legal
    documents, and preparing presentations and court exhibits.

-   *Litigation Support Systems* *- -* Providing litigation support
    technologies that encompass a wide range of services and products
    that help attorneys and economists acquire, organize, develop, and
    present evidence. Providing courtroom presentation and related
    training to the legal staff to develop staff courtroom skills and
    practice courtroom presentations using state-of-the-art technology.
    Providing support for electronic discovery, which is a key process
    in obtaining evidentiary materials and is the process for gathering,
    reviewing, and managing documents originating from computers.

-   *Management Information Systems - -* Developing, maintaining, and
    operating data and information systems which support management
    oversight, direction of work, budget, and resources of the Division.
    Various tracking systems help ensure timely and efficient conduct of
    the Division's investigations through use of automated, web-based
    tools.

-   *Telecommunications - -* Developing, providing, maintaining, and
    supporting networks and services required for voice and data
    communications among the Division's offices and with outside
    parties.

-   *IT Security - -* Measuring and actions to ensure that system
    design, implementation, and operation address and minimize
    vulnerabilities to various threats to computer security, including
    carrying out security planning, risk analysis, contingency planning,
    security testing, intrusion detection, and security training.

-   *IT Architecture - -* Maintaining oversight over all the Division's
    IT systems to ensure their compliance and compatibility with Federal
    and Departmental requirements and models, and with the IT needs of
    the Division, in a well integrated, efficient manner.

-   *IT/Information Resources Management (IRM) Investment - -*
    Developing strategic and tactical plans, and carrying out a
    continuing program of management decision-making and oversight with
    respect to the Division's portfolio of IT investments, considering
    cost/benefits, risks, efficiency, value, security, and compliance
    with Federal and Department requirements.

> During FY 2005, the Antitrust Division was assessed through OMB's
> Program Assessment Rating Tool (PART) along with five other litigating
> components (Civil; Criminal; Civil Rights; Environment and Natural
> Resources; and Tax) collectively named the General Legal Activities
> (GLA) Program. At the end of the assessment, the GLA program received
> a rating of "Effective". Further detailed discussion of additional
> findings and Division follow-up action progress related to the PART
> assessment is included in Part IV; paragraph A5c, of this budget
> submission.
>
> Electronic copies of the Department of Justice's Congressional Budget
> Justifications and Capital Asset Plan and Business Case exhibits can
> be viewed or downloaded from the Internet using the Internet address:
> [**http://www.usdoj.gov/jmd/2009justification/**](http://www.usdoj.gov/jmd/2009justification/).

[]{#__RefHeading___Toc188782051 .anchor}B. Issues, Outcomes, and
Strategies

Fundamental changes continue in the business marketplace, including the
expanding globalization of markets, increasing economic concentration
across industries, rapid technological change, and deregulation. These
factors, added to the existing number and intricacy of our
investigations, significantly impact the Division=s overall workload.
Many current and recent matters demonstrate the increasingly complex,
large, and international nature of the matters encountered by the
Division, as the following table and exemplars indicate.

+------------------------+---------------------------------------------+
| **Enforcement          | **Major Matter Exemplars**                  |
| Program**              |                                             |
+------------------------+---------------------------------------------+
| Criminal               | Airline Passenger and Cargo Pricing         |
|                        |                                             |
| DOJ Strategic Goal II  | (see Exemplar - pg. 37)                     |
|                        |                                             |
| Objective 2.7          | E-Rate Program (see Exemplar - pg. 40)      |
+------------------------+---------------------------------------------+
| Civil -- Merger        | Chicago Mercantile Exchange/Chicago Board   |
|                        | of Trade                                    |
| DOJ Strategic Goal II  |                                             |
|                        | (see Exemplar - pg. 33)                     |
| Objective 2.7          |                                             |
|                        | Exelon Corporation/Public Service           |
|                        | Enterprise Group Incorporated (PSEG) (see   |
|                        | Exemplar -- pg. 35)                         |
+------------------------+---------------------------------------------+

> **Globalization**
>
> Corporate leaders have increasingly come to realize that a global
> presence is necessary for long-term economic success. More and more
> companies from around the world are transacting a significant portion
> of their business in other countries. Nowhere is this more evident
> than in the United States where international trade (defined as
> exports and imports of goods and services) was \$3.9 trillion in FY
> 2007.[^1]
>
> The internationalization of the business marketplace has had a direct
> and significant impact on antitrust enforcement in general, and
> specifically, on the Division=s workload. A significant number of the
> premerger filings received by the Division involve foreign acquirers,
> acquirees, major customers and competitors, and/or divestitures.
> However, it is not just our merger program that has been impacted by
> widespread globalization.
>
> In our criminal enforcement program, the Division has witnessed a
> tremendous upsurge in international cartel activity in recent years.
> The Division places a particular emphasis on combating international
> cartels that target U.S. markets because of the breadth and magnitude
> of the harm that they inflict on American businesses and consumers. Of
> the grand juries opened in FY 2007, **26 percent** were associated
> with subjects or targets located in foreign countries. The Division
> has had great success in ferreting out illegal cartels and bringing
> them to justice. Of the approximate **\$3.9 billion** in criminal
> antitrust fines obtained by the Division between FY 1997 and the end
> of FY 2007, well over **97 percent** were imposed in connection with
> the prosecution of international cartel activity. In addition, the
> Division increased the number of foreign nationals prosecuted and sent
> to jail in connection with its cartel investigations. Approximately
> **31 foreign defendants** from Canada, France, Germany, Japan, South
> Korea, the Netherlands, Norway, Sweden, Switzerland and the United
> Kingdom have served, or have been sentenced to serve prison sentences
> in U.S. jails as a result of the Division's cartel investigations.
>
> A little more than a decade ago, the largest corporate fine ever
> imposed for a single Sherman Act count was \$6 million. However, in
> the past ten years, fines of \$10 million or more have become
> commonplace, with the Division now obtaining fines of more than \$100
> million. Fiscal year 2007 criminal enforcement efforts brought imposed
> fines of \$300 million each for British Airways and Korean Air. These
> fines are eclipsed only by the \$500 million fine imposed against F.
> Hoffmann-La Roche for its participation in the vitamins cartel. In FY
> 2006, as a result of the Division's ongoing investigation of the
> dynamic random access memory (DRAM) market, a fine of \$300 million
> was imposed on Samsung Electronics Company, Ltd., and its U.S.
> subsidiary, Samsung Semiconductor Inc. This fine was the second
> largest criminal fine in Antitrust Division history. In FY 2005, two
> DRAM investigation defendants also were fined \$185 million and \$160
> million respectively. The impact of these heightened penalties has
> been an increase in the participation of large firms in the Division=s
> Corporate Leniency Program, bringing more and larger conspiracies to
> the Division=s attention before they can inflict additional harm on
> U.S. businesses and consumers.
>
> Our work no longer takes place solely within the geographic borders of
> the U.S. In our enforcement efforts we find parties, potential
> evidence, and even impacts abroad, all of which add complexity, and
> ultimately cost, to the pursuit of matters. Whether that complexity
> and cost results from having to collect evidence overseas or from
> having to undertake extensive inter-governmental negotiations in order
> to depose a foreign national, it makes for a very different, and
> generally more difficult investigatory process than would be the case
> if our efforts were restricted to conduct and individuals in the U.S.
> The markets and competitors affecting U.S. businesses and consumers
> are more international in scope, and the variety of languages and
> business cultures that the Division encounters has increased.
> Consequently, the Division must spend more for translators,
> interpreters, and communications, and Division staff must travel
> greater distances to reach the people and information required to
> conduct an investigation effectively and expend more resources to
> coordinate our international enforcement efforts with other countries
> and international organizations.
>
> [International Competition Advocacy]{.underline} - The Antitrust
> Division is actively working with international organizations to
> encourage the adoption, regulation, and enforcement of competition
> laws as worldwide consensus continues to grow that international
> cartel activity is pervasive and is victimizing consumers everywhere.
> Cartels worldwide raise prices about 25 percent, estimates John M.
> Connor, a professor at Purdue University.[^2] The Antitrust Division's
> commitment to detect and prosecute international cartel activity is
> shared with foreign governments throughout the world, resulting in the
> establishment of antitrust cooperative agreements among competition
> law enforcement authorities across the globe. Since 1999, the Division
> has entered into antitrust cooperation agreements with four foreign
> governments -- Brazil, Israel, Japan, and Mexico. These agreements
> complement agreements previously reached with Australia, Canada, the
> European Union, and Germany.
>
> In addition, as encouraged by the Division, antitrust authorities
> around the world are becoming increasingly aggressive in investigating
> and punishing cartels that adversely affect consumers. As effective
> global cartel enforcement programs are implemented and criminal cartel
> penalties adopted, the overall detection of large criminal
> conspiracies increases along with the Division's ability to collect
> evidence critical to its enforcement efforts on behalf of American
> consumers. Successes in this area of competition advocacy include:

-   Landmark antitrust legislation passed by China in August 2007. The
    long anticipated -- drafting began in 1994 -- antimonopoly law will
    take effect in August 2008 and bans monopolistic agreements and
    practices such as cartels and price-fixing and includes practices
    similar to those used in the United States.

-   The European Union and United Kingdom's recently overhauled
    antitrust regulations which reflect more closely the model used in
    the United States.

-   The Australian Government, announcing in February 2005, that it will
    amend its competition law to introduce criminal penalties for
    serious cartel conduct.

-   Japan's adopted major revisions to its Antimonopoly Act in April
    2005.

> One specific area of success has been the use of the Antitrust
> Division's highly effective Corporate Leniency Program as a
> best-practice model for similar corporate leniency programs adopted by
> antitrust authorities around the world. As an example, South Korea
> reformed its existing leniency policy in April 2005 to clarify the
> benefits companies can expect if they self-report about cartel
> involvement and the potential penalties if they are caught as a cartel
> participant. Also, in May 2006, Australia's attorney general announced
> that Australia would amend its immunity policy to give more protection
> to whistleblowers in antitrust investigations.
>
> Efforts such as these help enhance global antitrust enforcement and
> reduce the burden on law abiding companies who operate in
> international markets. In addition, they promote international
> uniformity and help bring cartel prosecution in line with
> international best practices.
>
> The Division continues to make international cooperation and antitrust
> policy convergence a priority and pursues these goals by working
> closely with multilateral organizations, strengthening its bilateral
> ties with antitrust agencies worldwide, and working with countries
> that are in the process of adopting antitrust laws. With support from
> the Antitrust Division, the Organization for Economic Cooperation and
> Development (OECD) and the International Competition Network (ICN) are
> assisting substantially in Division efforts to achieve a more uniform
> worldwide understanding and application of central antitrust
> enforcement principles. With leadership from the Antitrust Division,
> the International Competition Network was initiated in October 2001 as
> a worldwide organization of 13 antitrust agencies formed to promote
> greater substantive and procedural convergence among antitrust
> authorities on sound competition principles and to provide support for
> new antitrust agencies in enforcing their laws and in building strong
> competition cultures. In March 2007, the ICN welcomed its 100^th^
> member and now comprises 100 agencies from 88 jurisdictions. During
> the sixth annual conference held in May 2007, the ICN took significant
> steps toward strengthening antitrust convergence. The Japan Fair Trade
> Commission will host the seventh annual ICN conference in Kyoto, Japan
> in April 2008.

**Concentration**

> ![](media/image2.wmf)Hand-in-hand with globalization goes the trend
> toward economic concentration occurring across industries and
> geographic regions. Where there is a competitive relationship between
> or among the goods and/or services produced by the parties, the
> analysis necessary for thorough merger review becomes more complex.
> Competitive issues and efficiency defenses are more likely to surface
> in such reviews, adding complexity and cost to the Division=s work.
>
> Although merger momentum slowed in the years following a record peak
> in 2000, recent indicators reflect a significant rise in merger
> activity and value. U.S. merger transactions for calendar year 2007
> produced the most merger and acquisition activity since the end of
> 2000 with \$1.6 trillion in merger volume.[^3] According to research
> firm Dealogic, merger activity in the United States hit a new record
> in the first half of calendar year 2007 and broke the \$1 trillion
> level; the first time mergers hit that level in the first six months
> of any year and up 36 percent from the same period of FY 2006.^4^
>
> As shown in Figure 1, prior to FY 2001, chargeable filings had been on
> a meteoric rise, but a combination of factors including stock market
> volatility and the deterioration of global economic conditions led to
> a decline in filings for FY 2001 through FY 2003, both domestically
> and internationally.
>
> However, as merger and acquisition activity began to increase in
> calendar year 2004, associated chargeable filings also accelerated. In
> 2006, chargeable filings were 9 percent higher than the same time
> period in 2005, and in 2007 chargeable filings were 21 percent higher
> than the same period in 2006.
>
> Volume was equally impressive on the global front with announced
> *worldwide* mergers and acquisitions of \$4.5 trillion in calendar
> year 2007, a 24 percent increase from 2006.^5^ According to Thomson
> Financial, \$1.65 trillion in merger deals were reached by the end of
> June 2007, a 90 percent increase from the same period in 2006, and a
> total which easily surpassed the first quarter of 2000 as the biggest
> three-month total.^6^ [^4]
>
> **Technological Change and the Changing Face of Industry**
>
> Technological change continues to create new businesses and industries
> virtually overnight, and its impact on the overall economy is
> enormous. Despite the bursting of the high-tech bubble in 2001, the
> emergence of new and improved technologies, such as wireless
> communications, Voice over Internet Protocol (VoIP), biometrics,
> hand-held computing and online security, continues and intensifies.
>
> Certainly, we will see even more advances in technology in coming
> years as the telecommunications upheaval continues to transform
> traditional industry business models. One such transformation is in
> wireless communication and connectivity. There are an estimated 252.7
> million wireless subscribers in the United States as of January 9,
> 2008 according to the Cellular, Telecommunications and Internet
> Association (CTIA).^7^ Although wireless Internet access via a
> notebook computer has shown substantial growth, Internet access via a
> mobile phone is outpacing wireless access from notebook PC's.^8^
>
> Being 'connected' is quickly becoming essential to the American daily
> lifestyle. For example, as more consumers turn to high-speed broadband
> and wireless Internet access, Voice over Internet Protocol (VoIP), or
> what is also known as Broadband Telephony, may be the next emerging
> technology to grow dramatically over the next several years. In
> September 2006, First Glimpse Magazine reported that IDC (a global
> provider of market intelligence for the information technology,
> telecommunications, and consumer technology markets) predicts VoIP
> subscribers in the United States will grow from 10.3 million in 2006
> to 44 million by 2010.^9^
>
> The continuing evolution of technology, as it reshapes both industries
> and business processes worldwide, creates new demands on the Antitrust
> Division=s resources. The economic paradigm is shifting so rapidly
> that the Division must employ new analytical tools, which allow it to
> respond quickly and appropriately. It must be vigilant against
> anticompetitive behavior in the new economy where the Internet and
> cutting-edge information technology may facilitate the rapid entry and
> dominance of emerging markets.
>
> **Technological Change and Information Flows**
>
> Technological change is occurring at a blistering pace, as evidenced
> by the proliferation of wireless communication enhancements; the near
> daily evolution of computer components, peripherals and software; and
> the growing use of video teleconferencing technology to communicate
> globally.
>
> As the tools of the trade become more sophisticated, there appears to
> be a corresponding growth in the subtlety and complexity with which
> prices are fixed, bids are rigged, and market allocation schemes are
> devised. The increased use of electronic mail, and even faster, more
> direct methods of communication, such as text and instant messaging,
> has fostered this phenomenon. Moreover, the evolution of electronic
> communication results in an increase in the amount and variety of data
> and materials that the Antitrust Division must obtain and review in
> the course of an investigation. In addition to hard-copy documents,
> telephone logs, and other information from public sources, including
> the Internet, the Division receives magnetic tapes and CD's of
> companies= e-mail traffic and documents.
>
> **Deregulation**
>
> Recent years have seen an increase in the number of key industries
> deregulated in whole or in part. Deregulation has two major impacts on
> the work of the Antitrust Division. First, in newly deregulated
> industries, the Antitrust Division often shares responsibility for the
> oversight of competitive market development with other federal or
> state agencies. Second, newly deregulated industries, even those whose
> deregulation is initiated via detailed legislation with prescribed
> rules and regulations, face a degree of uncertainty as they venture
> out in a newly competitive environment. The Antitrust Division is
> presented with questions and concerns through its Business Review
> Program, about what will and will not pass antitrust muster in
> industries in which such questions have not previously been asked. The
> Division is thus called upon to devote time and resources to providing
> information and guidance on the application of competitive principals
> in newly emerging markets.
>
> **Results**
>
> While specific GPRA Performance Measures are addressed in the Decision
> Unit Justification section of this submission, several interesting
> statistics relative to the Division's performance include:

-   In FY 2007, as a result of the Division's efforts, \$630 million in
    criminal fines - currently the **second highest annual amount in the
    Division's history -** were assessed against antitrust violators, a
    33% increase over FY 2006, the fourth highest fine year, when \$338
    million in criminal fines were assessed.

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-   In the area of criminal enforcement, the Division continues to move
    forcefully against hard-core antitrust violations such as
    price-fixing, bid rigging and market allocation agreements. A
    significant number of our prosecutions in recent years have involved
    international price-fixing cartels, impacting billions of dollars in
    U.S. commerce. **Since FY 1997, defendants have been sentenced to
    pay nearly \$4 billion in criminal fines to the U.S. Treasury,
    including almost one billion in just the past two years.**

> The Division believes that individual incarceration has a greater
> deterrent effect than fines alone and continues to emphasize prison
> terms for individuals who participate in antitrust criminal behavior.
> The average prison sentence between FY 2000 and the end of FY 2007 was
> more than double the 8-month average sentence of the 1990's, rising to
> an average of 19 months and resulting in 239 years of imprisonment
> imposed on antitrust offenders, with 111 defendants receiving jail
> sentences of one year or longer. Coupled with the increasing frequency
> and duration of defendants= incarceration was a rise in monetary
> restitution by criminal defendants. From FY 2004 through the end of FY
> 2007, restitution generated by the Division was approximately \$36
> million.
>
> Despite a workload of increasingly complex cases, the Antitrust
> Division has made great strides in combating anticompetitive behavior
> across industries and geographic borders, and has saved consumers
> billions of dollars by ensuring a competitive and innovative
> marketplace. **Since FY 1998, the first year for which data is
> available, the Division, through its efforts in all three enforcement
> areas - merger, criminal and civil non-merger is estimated,
> conservatively, to have saved consumers \$20 billion.**
>
> **Revenue Assumptions**
>
> Estimated FY 2008 filings and fee revenue take into account the
> continuing signs of a recovering merger market and the relative
> optimism of current medium-range economic forecasts. The August 2007
> Congressional Budget Office, Budget and Economic Outlook predicts the
> U.S. economy will grow 2.9 percent in calendar year 2008 and projects
> economic growth to average 3.0 percent a year from 2009 to
> 2012.^10^[^5]^2^

![](media/image3.wmf)

> Consistent with statutory direction, pre-merger filing threshold
> amounts are adjusted based on the U.S. Gross Domestic Product Index.
> The affect on fee revenue is anticipated to be
>
> minimal as merger activity is

  -----------------------------------------------------------------------
  **Effective Spring, 2008**

  ***\$63.1M - \<\$126.2M***

  ***\$126.2M - \<\$630.8M***

  ***\$630.8M plus***
  -----------------------------------------------------------------------

> expected to continue growing in FY 2008 and beyond, outpacing filings
> in FY 2007. This upward trend is evident in Figure 2, which depicts
>
> actual filings from FY 2001
>
> through FY 2007, and projects
>
> filings for FY 2008 through FY
>
> 2009\.
>
> In conjunction with estimates calculated by the Congressional Budget
> Office and the Federal Trade Commission (FTC), fee collections of
> \$278 million for FY 2008 and \$341 million for FY 2009 are expected.
> The HSR filing fee revenue is divided evenly between the Antitrust
> Division and Federal Trade Commission (FTC). For FY 2009, the HSR fee
> collection estimate exceeds the Antitrust Division FY 2009
> Congressional Budget request by \$20 million.
>
> **Summary**
>
> The Division is continually challenged by an increasingly
> international and complex workload that spans enforcement areas and
> requires considerable resources to manage. With our children destined
> to inherit the resulting markets, the importance of preserving
> economic competition in the global marketplace cannot be overstated.
> The threat to consumers is very real, as **anticompetitive behavior
> leads directly to higher prices and reduced efficiency and
> innovation**. In recognition of the importance of its mission, the
> Antitrust Division requests a FY 2009 budget increase of \$2.772
> million and a total appropriation of \$150.591 million, in support of
> 880 positions, and 851 work years.
>
> The FY 2009 Antitrust Division budget request of \$150.591 million
> supports Departmental Strategic Goal II: Prevent Crime, Enforce
> Federal Laws and Represent the Rights and Interests of the American
> People. The Division's criminal and civil programs are both included
> in Strategic Objective 2.7: Vigorously Enforce and Represent the
> Interests of the United States in All Matters over Which the
> Department has Jurisdiction.

![](media/image4.wmf)

[]{#__RefHeading___Toc188782052 .anchor}C. Full Program Costs

> The Antitrust Division contains one Decision Unit (Antitrust). Within
> this Decision Unit the Division supports the Department's Strategic
> Goal II: Prevent Crime, Enforce Federal Laws and Represent the Rights
> and Interests of the American People. This Strategic Goal defines the
> two broad program areas:

-   Criminal Enforcement

-   Civil Enforcement

> In recent years, 40 percent of the Division's budget and expenditures
> can be attributed to its criminal program and 60 percent of the
> Division's budget and expenditures can be attributed to its civil
> program. The FY 2009 budget request assumes this same allocation.
>
> This budget request incorporates all costs to include mission costs
> related to cases and matters, mission costs related to oversight and
> policy, and overhead.

[]{#__RefHeading___Toc188782053 .anchor}D. Performance Challenges

[External Challenges]{.underline}

> As detailed in the Issues, Outcomes, and Strategies section, the
> Antitrust Division faces many external challenges that require
> flexibility and adaptability in order to pursue its mission. These
> external challenges include:

-   Globalization of the business marketplace

-   Increasing economic concentration across industries and geographic
    regions

-   Rapid technological change

-   Deregulation of key industries

> [Internal Challenges]{.underline}
>
> Much like its external challenges, highly unpredictable markets and
> economic fluctuations influence the Division's internal challenges. To
> accommodate these ever-changing factors, the Division must
> continuously and diligently ensure proper allocation and prudent use
> of its limited resources.

[]{#__RefHeading___Toc188782054 .anchor}II. Summary of Program Changes

> The Antitrust Division's budget request does not include any program
> changes.

[]{#__RefHeading___Toc188782055 .anchor}III. Appropriations Language and
Analysis of Appropriations Language

**Appropriations Language**

Salaries and Expenses, Antitrust Division

For expenses necessary for the enforcement of antitrust and kindred
laws, \[\$147,819,000\] *[\$150,591,000]{.underline}* to remain
available until expended: Provided, That, notwithstanding any other
provision of law, fees collected for premerger notification filings
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (15
U.S.C. 18a), regardless of the year of collection (and estimated to be
\[\$139,000,000\] *[\$150,591,000]{.underline}* in fiscal year \[2008\]
*[2009]{.underline}*), shall be retained and used for necessary expenses
in this appropriation, and shall remain available until expended:
Provided further, That the sum herein appropriated from the general fund
shall be reduced as such offsetting collections are received during
fiscal year \[2008\] *[2009]{.underline}*, so as to result in a final
fiscal year \[2008\] *[2009]{.underline}* appropriation from the general
fund estimated at \[\$8,819,000\] *[\$0]{.underline}*.

\[ \] - Proposed Deletion *[XXX]{.underline}* -- Proposed New Language

**Analysis of Appropriations Language**

No substantive changes are proposed.

[]{#__RefHeading___Toc188782056 .anchor}IV. Decision Unit Justification

> []{#__RefHeading___Toc188782057 .anchor}A. Decision Unit: Antitrust

![](media/image5.wmf)

[]{#__RefHeading___Toc188782059 .anchor}1. Program Description

> The Antitrust Division promotes competition and protects consumers
> from economic harm by enforcing the Nation=s antitrust laws. Free and
> open competition benefits consumers by ensuring lower prices and new
> and better products. The perception and reality among consumers and
> entrepreneurs that the antitrust laws will be enforced fairly and
> fully is critical to the economic freedom of all Americans. Vigorous
> competition is also critical to assure the rapid innovation that
> generates continued advances in our standard of living and our
> competitiveness in world markets.
>
> At its highest level, the Division has two main strategies - Criminal
> and Civil. All of the Division=s activities can be attributed to these
> two strategies and each strategy includes elements related to
> investigation, prosecution, and competition advocacy. To direct its
> day-to-day activities, the Division has established five supervisory
> Deputy Assistant Attorney General (DAAG) positions reporting directly
> to the Assistant Attorney General. Each of these DAAGs has oversight
> of a specific program including Civil Enforcement, Regulatory Matters,
> Criminal Enforcement, Economic Analysis, and International
> Enforcement.
>
> [Criminal Enforcement]{.underline} - Within the Criminal strategy, the
> Antitrust Division must address the increased globalization of
> markets, constant technological change, and a large number of massive
> criminal conspiracies the Division is encountering. These matters
> transcend national boundaries, involve more technologically advanced
> and subtle forms of criminal behavior, and impact more U.S. businesses
> and consumers than ever before. The requirements \-- whether in terms
> of staff time, travel and translation costs, or automated litigation
> support \-- of fighting massive criminal conspiracies effectively is
> great. Matters such as the Division's recent Airline Passenger and
> Cargo Pricing investigation and E-Rate Program prosecutions exemplify
> the increasingly complex nature of Division workload in the criminal
> area and demonstrate that successful pursuit of such matters takes
> time and resources.
>
> [Civil Enforcement]{.underline} - Under the Civil strategy, the
> Division seeks to promote competition by blocking potentially
> anticompetitive mergers before they are consummated and pursuing
> non-criminal anticompetitive behavior such as group boycotts and
> exclusive dealing. The Division's Civil strategy seeks to maintain the
> competitive structure of the national economy through investigation
> and litigation of instances in which monopoly power is sought,
> attained, or maintained through anticompetitive conduct and by seeking
> injunctive relief against mergers and acquisitions that may tend
> substantially to lessen competition. The Division\'s Merger Review
> work can be divided into roughly three categories:

-   Review of HSR transactions brought to our attention by statutorily
    mandated filings

-   Review of non‑HSR transactions (those not subject to HSR reporting
    thresholds); and

-   Review of bank merger applications.

> [Competition Advocacy]{.underline} - As an advocate of competition,
> the Antitrust Division seeks the elimination of unnecessary regulation
> and the adoption of the most competitive means of achieving a sound
> economy through a variety of activities on the national and
> international stages. Areas in which the Division pursues competition
> advocacy initiatives include:
>
> *Regulatory Issues* - The Antitrust Division actively monitors the
> pending actions of federal, state, and local regulatory agencies
> either as statutorily mandated, as in the case of telecommunication
> and banking markets, or through review of those agencies\' dockets and
> industry or other publications and through personal contacts in the
> industries and in the agencies. Articulation of a pro-competitive
> position may make the difference between regulations that effectively
> do no antitrust harm and actively promote competitive regulatory
> solutions and those that may negatively impact the competitiveness of
> an industry. Examples of regulatory agencies before which the Division
> has presented an antitrust viewpoint include the Federal
> Communications Commission, Securities and Exchange Commission and the
> Federal Energy Regulatory Commission.
>
> *Review of New and Existing Laws* - Given the dynamic environment in
> which the Antitrust Division must apply antitrust laws, possible
> refinements to existing law and enforcement policy are a constant
> consideration. Division staff analyze proposed legislation and draft
> proposals to amend antitrust laws or other statutes affecting
> competition. Many of the hundreds of legislative proposals considered
> by the Department each year have profound impacts on competition and
> innovation in the U.S. economy. For example, the Telecommunications
> Act of 1996 has affected the evolution of an entire industry,
> including impacting the Division\'s workload in assessing the
> competitive consequences of new entry into long distance,
> manufacturing, and video markets. Because the Division is the
> Department\'s sole resource for dealing with competition issues, it
> significantly contributes to the legislative development in areas
> where antitrust law may be at issue.
>
> *Education, Speeches, and Outreach --* The Division seeks to reach the
> broadest audience in raising awareness of competition issues and
> provides guidance through its business review program, outreach
> efforts to business groups and consumers, and the publication of
> antitrust guidelines and policy statements aimed at particular
> industries or issues. In addition, Division personnel routinely give
> speeches addressing these guidelines and policy statements to a wide
> variety of audiences including industry groups, professional
> associations, and antitrust enforcers from international, state, and
> local agencies.
>
> *Participation in International Organizations* -- The Division is
> heavily involved in international organizations in its effort to
> promote and facilitate global convergence regarding antitrust issues.
> One of the most notable examples of the Division's international
> efforts includes its participation in the International Competition
> Network (ICN). In May 2007, the ICN held a conference in Moscow
> attended by more than 350 delegates and competition experts from more
> than 80 antitrust agencies and organizations throughout the world. A
> significant outcome of the conference was the valuable progress made
> toward strengthening antitrust convergence. The conference featured
> the Unilateral Conduct Working Group's (UCWG) presentation of its
> survey report on unilateral conduct laws and also highlighted the
> activity of the Cartel Working Group (CWG), whose mandate is to
> address the challenges of domestic and international cartel
> enforcement by sharing effective investigative techniques and
> examining important legal and policy topics.
>
> [Laws Enforced:]{.underline} There are three major federal antitrust
> laws: the Sherman Antitrust Act, the Clayton Act and the Federal Trade
> Commission Act. The Sherman Antitrust Act has stood since 1890 as the
> principal law expressing the United States' commitment to a free
> market economy. The Sherman Act outlaws all contracts, combinations
> and conspiracies that unreasonably restrain interstate and foreign
> trade. The Department of Justice alone is empowered to bring criminal
> prosecutions under the Sherman Act. The Clayton Act is a civil statute
> (carrying no criminal penalties) that was passed in 1914 and
> significantly amended in 1950. The Clayton Act prohibits mergers or
> acquisitions that are likely to lessen competition. The Federal Trade
> Commission Act prohibits unfair methods of competition in interstate
> commerce, but carries no criminal penalties.

<table style="width:100%;">
<colgroup>
<col style="width: 14%" />
<col style="width: 25%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 4%" />
<col style="width: 6%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 4%" />
<col style="width: 9%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 4%" />
<col style="width: 9%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 3%" />
<col style="width: 5%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 4%" />
<col style="width: 6%" />
<col style="width: 0%" />
</colgroup>
<tbody>
<tr class="odd">
<td colspan="23"><span id="__RefHeading___Toc188782060"
class="anchor"></span>2. Performance and Resources Table</td>
</tr>
<tr class="even">
<td colspan="23"><p><mark></mark></p>
<p><strong>Decision Unit/Program: Antitrust</strong></p></td>
</tr>
<tr class="odd">
<td colspan="23"><p><mark></mark></p>
<p><strong>DOJ Strategic Goal/Objective: Criminal,
Civil</strong></p></td>
</tr>
<tr class="even">
<td colspan="3"><p><mark></mark></p>
<p><strong>WORKLOAD/ RESOURCES</strong></p></td>
<td colspan="5"><strong>Final Target</strong></td>
<td colspan="3"><strong>Actual</strong></td>
<td colspan="5"></td>
<td colspan="4"><strong>Changes</strong></td>
<td colspan="3"><p><strong>Requested</strong></p>
<p><strong>(Total)</strong></p></td>
</tr>
<tr class="odd">
<td colspan="2"><mark></mark></td>
<td colspan="4"><strong>FY 2007</strong></td>
<td colspan="4"><strong>FY 2007</strong></td>
<td colspan="4"><p><strong>FY 2008*</strong></p>
<p><strong>Enacted</strong></p></td>
<td colspan="4"><p><strong>Current</strong></p>
<p><strong>Services</strong></p>
<p><strong>Adjustments and FY 2009 Program Changes</strong></p></td>
<td colspan="4"><p><strong>FY 2009</strong></p>
<p><strong>Request</strong></p></td>
<td></td>
</tr>
<tr class="even">
<td colspan="4"><strong>Workload - Number of HSR Transactions
Received</strong></td>
<td colspan="3">1,635-2,376</td>
<td colspan="5">2199</td>
<td colspan="3">1,635</td>
<td colspan="4">0</td>
<td colspan="4">1,635</td>
</tr>
<tr class="odd">
<td colspan="4"><strong>Total Costs and FTE</strong></td>
<td>FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="3">$000</td>
<td>FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="2">$000</td>
</tr>
<tr class="even">
<td colspan="4"><strong>Antitrust</strong></td>
<td>851</td>
<td colspan="2">$147,819</td>
<td colspan="2">851</td>
<td colspan="3">$147,819</td>
<td>851</td>
<td colspan="2">$147,819</td>
<td colspan="2">0</td>
<td colspan="2">$2,772</td>
<td colspan="2">851</td>
<td colspan="2">$150,591</td>
</tr>
<tr class="odd">
<td><strong>TYPE/ Strategic Objective</strong></td>
<td
colspan="3"><strong>PERFORMANCE</strong>/<strong>RESOURCES</strong></td>
<td colspan="3"><strong>FY 2007</strong></td>
<td colspan="5"><p><mark></mark></p>
<p><mark></mark></p>
<p><mark></mark></p>
<p><mark></mark></p>
<p><mark></mark></p>
<p><mark></mark></p>
<p><mark></mark></p>
<p><mark></mark></p>
<p><mark></mark></p>
<p><strong>FY 2007</strong></p>
<p><mark></mark></p></td>
<td colspan="3"><p><mark></mark></p>
<p><strong>FY 2008</strong></p></td>
<td colspan="4"><p><strong>Current</strong></p>
<p><strong>Services</strong></p>
<p><strong>Adjustments</strong></p></td>
<td colspan="4"><p><strong>FY 2009</strong></p>
<p><strong>Request</strong></p></td>
</tr>
<tr class="even">
<td rowspan="2"><strong>Program Activity</strong></td>
<td colspan="3" rowspan="2"><strong>1. Criminal</strong></td>
<td>FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="3">$000</td>
<td>FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="2">$000</td>
</tr>
<tr class="odd">
<td>298</td>
<td colspan="2">$51,737</td>
<td colspan="2">298</td>
<td colspan="3">$51,737</td>
<td>340</td>
<td colspan="2">$59,128</td>
<td colspan="2"><p><mark></mark></p>
<p><mark></mark></p>
<p>0</p></td>
<td colspan="2"><p><mark></mark></p>
<p>$1,108</p></td>
<td colspan="2">340</td>
<td colspan="2">$60,236</td>
</tr>
<tr class="even">
<td rowspan="4"><strong>Performance Measure – Criminal</strong></td>
<td colspan="3"><ul>
<li><p>Number of Active/Pending Preliminary Investigations</p></li>
</ul></td>
<td colspan="3">60-70</td>
<td colspan="5">90</td>
<td colspan="3">60</td>
<td colspan="4">0</td>
<td colspan="4">60</td>
</tr>
<tr class="odd">
<td colspan="3"><ul>
<li><p>Number of Active Grand Juries Domestic/ International</p></li>
</ul></td>
<td colspan="3">95-100/35-40</td>
<td colspan="5">141/58</td>
<td colspan="3">95/35</td>
<td colspan="4">0</td>
<td colspan="4">95/35</td>
</tr>
<tr class="even">
<td colspan="3"><ul>
<li><p>Pleas/Cases Favorably Resolved</p></li>
</ul></td>
<td colspan="3">Not Projected</td>
<td colspan="5">51</td>
<td colspan="3">Not Projected</td>
<td colspan="4">Not Projected</td>
<td colspan="4">Not Projected</td>
</tr>
<tr class="odd">
<td colspan="3"><ul>
<li><p>Dollar Volume of U.S. Commerce Affected in Relevant Markets Where
Pleas/Cases Successfully Resolved ($ in millions)</p></li>
</ul></td>
<td colspan="3">Not Projected</td>
<td colspan="5">$5,612</td>
<td colspan="3">Not Projected</td>
<td colspan="4">Not Projected</td>
<td colspan="4">Not Projected</td>
</tr>
<tr class="even">
<td><strong>Program Activity</strong></td>
<td colspan="3"><strong>2. Civil</strong></td>
<td>FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="3">$000</td>
<td>FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="2">$000</td>
<td colspan="2">FTE</td>
<td colspan="2">$000</td>
</tr>
<tr class="odd">
<td><mark></mark></td>
<td colspan="3"><mark></mark></td>
<td>553</td>
<td colspan="2">$96,082</td>
<td colspan="2">553</td>
<td colspan="3">$96,082</td>
<td>511</td>
<td colspan="2">$88,691</td>
<td colspan="2"><p><mark></mark></p>
<p><mark></mark></p>
<p>0</p></td>
<td colspan="2"><p><mark></mark></p>
<p>$1,664</p></td>
<td colspan="2">511</td>
<td colspan="2">$90,355</td>
</tr>
</tbody>
</table>

[]{.mark}

<table style="width:100%;">
<colgroup>
<col style="width: 15%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 25%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 10%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 12%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 12%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 10%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 0%" />
<col style="width: 10%" />
<col style="width: 0%" />
<col style="width: 0%" />
</colgroup>
<tbody>
<tr class="odd">
<td colspan="9"><mark></mark></td>
<td colspan="3"><strong>Final Target</strong></td>
<td colspan="5"><strong>Actual</strong></td>
<td colspan="6"></td>
<td colspan="5"><strong>Changes</strong></td>
<td colspan="4"><strong>Requested (Total)</strong></td>
</tr>
<tr class="even">
<td colspan="2"><p><mark></mark></p>
<p><strong>TYPE/ Strategic Objective</strong></p></td>
<td
colspan="5"><strong>PERFORMANCE</strong>/<strong>RESOURCES</strong></td>
<td colspan="4"><strong>FY 2007</strong></td>
<td colspan="5"><strong>FY 2007</strong></td>
<td colspan="5"><strong>FY 2008* Enacted</strong></td>
<td colspan="5"><p><strong>Current Services</strong></p>
<p><strong>Adjustments and FY 2009 Program Changes</strong></p></td>
<td colspan="5"><p><strong>FY 2009</strong></p>
<p><strong>Request</strong></p></td>
<td><mark></mark></td>
</tr>
<tr class="odd">
<td colspan="4" rowspan="7"><strong>Performance Measure –
Merger</strong></td>
<td><ul>
<li><p>Number of HSR Transactions Reviewed</p></li>
</ul></td>
<td colspan="5">1,635-2,376</td>
<td colspan="5">2,199</td>
<td colspan="5">1,635</td>
<td colspan="5">0</td>
<td colspan="5">1,635</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td><ul>
<li><p>Number of HSR Preliminary Investigations</p></li>
</ul>
<p>Opened Domestic/International Aspects</p></td>
<td colspan="5">82-105 / 32-42</td>
<td colspan="5">76/30</td>
<td colspan="5">82 / 32</td>
<td colspan="5">0 / 0</td>
<td colspan="5">82 / 32</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td><ul>
<li><p>Number of Non-HSR Preliminary Investigations Opened
Domestic/International Aspects</p></li>
</ul></td>
<td colspan="5">31-42 / 9-12</td>
<td colspan="5">25/9</td>
<td colspan="5">31 / 9</td>
<td colspan="5">0 / 0</td>
<td colspan="5">31 / 9</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td><ul>
<li><p>Number of Bank Merger Applications</p></li>
</ul></td>
<td colspan="5">1,104-1,322</td>
<td colspan="5">1,028</td>
<td colspan="5">850</td>
<td colspan="5">0</td>
<td colspan="5">850</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td><ul>
<li><p>Pleas/Cases Favorably Resolved</p></li>
</ul></td>
<td colspan="5">8-14</td>
<td colspan="5">12</td>
<td colspan="5">8</td>
<td colspan="5">0</td>
<td colspan="5">8</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td><ul>
<li><p>Dollar Volume of U.S. Commerce Affected in Relevant Markets for
All Merger Wins ($ in millions)</p></li>
</ul></td>
<td colspan="5">Not Projected</td>
<td colspan="5">$2,039</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td><ul>
<li><p>Dollar Volume of Commerce Affected in Relevant Markets for All
Bank Mergers Wins ($ in millions)</p></li>
</ul></td>
<td colspan="5">Not Projected</td>
<td colspan="5">$266</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td colspan="4" rowspan="4"><strong>Performance Measure – Civil
Non-Merger</strong></td>
<td><ul>
<li><p>Number of Active Investigations - Domestic/ International
Aspects</p></li>
</ul></td>
<td colspan="5">77-85 / 18-20</td>
<td colspan="5">52/9</td>
<td colspan="5">77 / 18</td>
<td colspan="5">0 / 0</td>
<td colspan="5">77/ 18</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td><ul>
<li><p>Number of Cases Filed Domestic/International Aspects</p></li>
</ul></td>
<td colspan="5">2-4 / 1-3</td>
<td colspan="5">3/0</td>
<td colspan="5">2/ 1</td>
<td colspan="5">0</td>
<td colspan="5">2/ 1</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td><ul>
<li><p>Pleas/Cases Favorably Resolved</p></li>
</ul></td>
<td colspan="5">0-5</td>
<td colspan="5">8</td>
<td colspan="5">2</td>
<td colspan="5">0</td>
<td colspan="5">2</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td><ul>
<li><p>Dollar Volume of U.S. Commerce Affected in Relevant Markets Where
Pleas/Cases Successfully Litigated ($ in millions)</p></li>
</ul></td>
<td colspan="5">Not Projected</td>
<td colspan="5">$928</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td colspan="4"><strong>Efficiency Measure</strong></td>
<td>Increase in Criminal and Civil active investigations and HSR
(Hart-Scott-Rodino Improvements Act of 1976) transactions reviewed per
FTE</td>
<td colspan="5">14.6</td>
<td colspan="5">16.5</td>
<td colspan="5">15.6</td>
<td colspan="5">.4</td>
<td colspan="5">16.0</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td colspan="6"><strong>Outcome – Criminal, Merger, Civil
Non-Merger</strong></td>
<td colspan="7"></td>
<td colspan="5"></td>
<td colspan="4"></td>
<td colspan="5"></td>
<td colspan="5"></td>
</tr>
<tr class="even">
<td><strong>Consumer Savings</strong></td>
<td colspan="5"><ul>
<li><p>Total Criminal Dollar Value of Savings to U.S. Consumers ($ in
millions)</p></li>
</ul></td>
<td colspan="7">Not Projected</td>
<td colspan="5">$561</td>
<td colspan="4">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
</tr>
<tr class="odd">
<td><mark></mark></td>
<td colspan="5"><ul>
<li><p>Total Civil Merger Dollar Value of Savings to U.S. Consumers ($
in millions)</p></li>
</ul></td>
<td colspan="7">Not Projected</td>
<td colspan="5">$149</td>
<td colspan="4">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
</tr>
<tr class="even">
<td><mark></mark></td>
<td colspan="5"><ul>
<li><p>Total Civil Non-Merger Dollar Value of Savings to U.S. Consumers
($ in millions)</p></li>
</ul></td>
<td colspan="7">Not Projected</td>
<td colspan="5">$17</td>
<td colspan="4">Not Projected</td>
<td colspan="5">Not Projected</td>
<td colspan="5">Not Projected</td>
</tr>
<tr class="odd">
<td><strong>Success Rates (% of Cases Favorably Resolved)</strong></td>
<td colspan="5"><ul>
<li><p>Success Rate for Criminal Matters</p></li>
</ul></td>
<td colspan="7">90%</td>
<td colspan="5">98%</td>
<td colspan="4">90%</td>
<td colspan="5">0</td>
<td colspan="5">90%</td>
</tr>
<tr class="even">
<td><mark></mark></td>
<td colspan="5"><ul>
<li><p>Number of Civil Merger "Successes"/Number of Merger Challenges
and Resolutions During our Investigation</p></li>
</ul></td>
<td colspan="7">80%</td>
<td colspan="5">100%</td>
<td colspan="4">80%</td>
<td colspan="5">0</td>
<td colspan="5">80%</td>
</tr>
<tr class="odd">
<td colspan="3"><mark></mark></td>
<td colspan="5"><ul>
<li><p>Number of Civil Non-Merger “Successes”/ Number of Matters
Challenged Where Division Expressed Concern</p></li>
</ul></td>
<td colspan="6">80%</td>
<td colspan="5">114%</td>
<td colspan="5">80%</td>
<td colspan="5">0</td>
<td colspan="3">80%</td>
</tr>
</tbody>
</table>

**\* To align itself with the performance measure data format required
of JPPRS (Justice Performance Planning and Reporting System), ATR
modified its use of performance measure target ranges to specific
numerical target values.**

**Program Activity Data Definition, Validation, Verification, and
Limitations:**

**Dollars and FTE**: HSR related performance measures for FY 2008
through FY 2009 projections are based on an analysis of FY 2001 through
FY 2006 actual amounts. The projected performance measures were
re-estimated in FY 2007 to more accurately reflect trends, the current
state of the economy, and expected future growth in merger activity.

**Criminal Performance Measure:**

When a complaint or referral initially is received, or the Antitrust
Division identifies a matter, we develop information from the
complainant and from trade publications and other sources. Once we
develop a sufficient factual and legal basis for further investigation,
a **Preliminary Inquiry (PI)** may be authorized. Once approved, a PI
may take from a few weeks to several months to conduct, and at that
point we make a determination about whether to proceed by grand jury or
to close the PI. Thus a PI is often more than a quick assessment, which
is usually done when a matter is initially received or identified, and
less than a formal grand jury investigation. The number of active PIs is
indicative of the Division=s baseline workload. (Note that a PI is not a
necessary pre-grand jury stage; if the Division has sufficient factual
and legal basis from the complaint or referral, a decision may be made
to proceed immediately by grand jury without further investigation
through a PI.)

[]{.mark}

During the course of the year, if the Antitrust Division subpoenas
individuals to, questions witnesses before, presents information to, or
otherwise has contact with a grand jury for one of our investigations,
it is considered an **Active Grand Jury**. In some instances, the
Division may conduct an investigation during the course of the year, but
not bring witnesses before or present evidence to the applicable grand
jury until a subsequent year. For example, it may require a significant
amount of investigatory time or coordination with foreign enforcement
authorities to obtain critical evidence for presentation to a grand
jury. Such instances are also considered Active Grand Juries. A grand
jury investigation is considered international when the conduct under
investigation involves possible adverse impact on U.S. domestic or
foreign commerce and any one of the following criteria is met: (1) one
or more of the subjects, targets, or witnesses in the investigation is
not a U.S. citizen or U.S. business organization; (2) one or more of the
subjects, targets, or witnesses in the investigation, although a U.S.
citizen or U.S. business organization, is not located in the U.S.; (3)
relevant information or evidence is located outside the U.S.; (4)
conduct potentially illegal under U.S. law occurred outside the U.S.; or
(5) substantive foreign government consultation or coordination is
undertaken in connection with the investigation. **Number of Active
International Grand Juries** demonstrates the scope of our international
investigations, which generally are more complex and require more
resources than domestic investigations.

[]{.mark}

**Pleas / Cases Favorably Resolved** includes those defendants charged
during the fiscal year pursuant to a plea agreement, or indicted in any
fiscal year and who pled guilty or were found guilty at trial this
fiscal year.

The **Dollar Volume of U.S. Commerce Affected** is estimated by the
Antitrust Division based upon the best available information from
investigative and public sources. It serves as a proxy for the potential
effect of anticompetitive behavior. Suspect conspiracies are more
extensive, sometimes far more extensive, than are formally charged in an
indictment, hence we believe that the Dollar Volume of U.S. Commerce
Affected is an underestimate of the actual value. In estimating the
Dollar Volume of Commerce Affected in a criminal investigation, staffs
include the sales of all products affected by the conspiracy.

**Civil Performance Measure:**

The Antitrust Division=s Merger Enforcement Strategy can be roughly
divided into three categories: review of **Hart‑Scott‑Rodino (HSR)**
transactions brought to our attention by statutorily‑mandated filings;
review of **Non‑HSR** transactions, [i.e.]{.underline}, those not
subject to HSR reporting thresholds; and review of bank merger
transactions. Section 7 of the Clayton Act, as amended by the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, requires certain
enterprises that plan to merge or to enter into acquisition transactions
to notify the Antitrust Division and the FTC of their intention, and to
submit certain information to us. These HSR premerger notifications
provide advance notice of potentially anticompetitive transactions and
allow the Division to identify and attempt to block such transactions
before they are consummated. The **Number of HSR Transactions Reviewed**
includes all HSR filings the Division reviews. HSR and Non‑HSR
transactions may be investigated and prosecuted under Section 7 of the
Clayton Act, or under Sections 1 and 2 of the Sherman Act. Referrals for
Non‑HSR matters come from outside the Division, via competitors or
consumers, and are generated from within the Division, based on staff
knowledge of industries and information about current events. **Bank
Merger Applications**, brought to our attention statutorily via the Bank
Merger Act, the Bank Holding Company Act, the Home Owners Loan Act, and
the Bridge Bank section of the Federal Deposit Insurance Act, are
reviewed through a somewhat different process. It is the Division=s
statutory responsibility, under three of the four statutes, to provide
appropriate bank regulatory authorities with a report on the competitive
effects of all depository institution merger and acquisition
transactions that are submitted to those agencies for approval.

Given the increasing globalization of today=s marketplace, much of the
Division=s workload involves HSR and non-HSR mergers which have
international aspects. The following definition addresses the Division=s
international work in general and includes some references that are not
directly applicable to the Merger Enforcement Strategy. Generally, cases
are determined to have **International Aspects** if they have the
potential to adversely impact U.S. domestic or foreign competition, and
if any one of five criteria is met, leading to increased complexity and
greater resource requirements. A case is considered international when:
(a) one or more involved parties (where \"involved party\" may be an
individual or corporation that is the subject or target, or potential
subject or potential target, of an HSR or non-HSR merger investigation
or case; or otherwise a participant or potential participant in an
investigation or case) is not a U.S. citizen or a U.S. business; (b) one
or more involved parties is not located in the U.S.; (c) potentially
relevant information is located outside the U.S.; (d) conduct
potentially illegal under U.S. law occurred outside the U.S.; or (e)
substantive foreign government consultation or coordination is
undertaken in connection with the matter.

When a merger filing initially is received through the HSR process, or
the Antitrust Division identifies a potentially anticompetitive Non-HSR
merger, we develop information from the filing, the parties or
complainant, trade publications, and other public sources. Once we
develop a sufficient factual and legal basis for further investigation,
a **Preliminary Inquiry (PI)** may be authorized. Once authorized, we
investigate further and make a determination about whether to proceed by
Second Request or Civil Investigative Demand (CID), or to close the PI.
A PI may take from a few weeks to several months to conduct. Thus a PI
is often more than a quick assessment, which is usually done when a
matter is initially received or identified, and necessarily precedes a
Second Request or CID investigation. It is

a critical step in the investigatory process, and the **Number of PIs
Opened** is indicative of the Division=s baseline workload.

The **Dollar Volume of U.S. Commerce Affected in Relevant Markets for
All Merger Wins** and the **Dollar Volume of Commerce Affected in
Relevant Markets for All Bank Mergers Wins** are estimated by the
Antitrust Division based upon available, credible information. They
serve as proxies for the potential effects of possibly anticompetitive
merger transactions given our Strategy and ultimately our Vision. This
indicator has been revised to reflect only those HSR and Non-HSR merger
cases in which the Division=s efforts led to a reduction in
anticompetitive behavior. This indicator includes the Dollar Volume of
U.S. Commerce Affected in instances where we have counted an HSR,
Non-HSR and bank merger wins. While we have used existing data sources
in the Division to compile the **Dollar Volume of U.S. Commerce Affected
in Relevant Markets for All Merger Wins**, we acknowledge some
limitations in our data that result in the cumulative underestimate of
the value presented here. In the HSR merger and bank merger areas, we
are required to review a significant number of applications, many of
which are determined to pose no competitive issues. No Preliminary
Inquiry is opened in these cases, but Division resources are still
employed to ensure that the transactions being proposed will do no harm
to the competitive environment.

**Number of Active Investigations** is indicative of Division=s baseline
civil non‑merger workload. Staff identifies and investigates alleged
violations of Section 1 and 2 of the Sherman Act and Section 3 of the
Clayton Act. Many times, civil non‑merger investigations take more than
a year to develop sufficient evidence to file a case or close the
investigation. Because staff may be working on an investigation for more
than a year, this indicator accounts for the number of investigations
with hours actually reported during the fiscal year, as opposed to the
number of open investigations during the fiscal year.

**Pleas / Cases Favorably Resolved** includes the Number of Matters in
Which Practices Changed After Investigation Initiated, Number of Cases
Filed with Consent Decrees, Number of Cases Not Settled at Filing but
Settled During Litigation, and Number of Cases Litigated to Judgment
Successfully. In general, adequate relief in a civil antitrust case is
relief that will: (1) stop the illegal practices alleged in the
complaint, (2) prevent their renewal, and (3) restore competition to the
state that would have existed had the violation not occurred.

**Total Dollar Volume of U.S. Commerce Affected** **Where Pleas / Cases
Favorably Resolved** is estimated by the Antitrust Division based upon
the best available information from investigative and public sources.
The volume of commerce serves as a proxy for the potential effect of
anticompetitive behavior. In estimating the Dollar Volume of U.S.
Commerce Affected in a civil non-merger case, staffs estimate an
aggregate volume of commerce for each relevant domestic market affected
by the anticompetitive practice or agreement. Obviously, many
anticompetitive practices or agreements are more extensive, sometimes
far more extensive, than are formally charged; hence we believe that the
Dollar Volume of U.S. Commerce Affected is an underestimate of the
actual value.

**Efficiency Measure:**

ATR will realize efficiency with an increase in activities (Criminal and
Civil active investigations and HSR transactions reviewed) utilizing the
same or fewer FTE. These activities play an essential role in relation
to the long-term outcome measure, "Percent of cases favorably resolved."

**Outcome:**

It is difficult to fully or precisely capture in a single number, or
even a variety of numbers, the ultimate outcome of our Enforcement
Strategy. It is not always clear just how far‑reaching the effects of a
particular conspiracy are; it is not always possible to determine the
magnitude of the price increase that relates directly to a particular
conspiracy; we cannot consistently translate into numbers the
competitive impact of a given conspiracy; nor can we gauge the deterrent
effects of our enforcement efforts, though we and those who have written
on the subject believe that such effects exist and are strong.
Nonetheless, we believe that an end outcome, if not the ultimate
outcome, of our work in this area is the **Savings to U.S. Consumers**
that arise from our successful elimination and deterrence of criminal
conspiracies, the protection of competition in the U.S. economy, and our
deterrence of anticompetitive behavior.

[Criminal]{.underline}: There are two components to our estimate of
**consumer savings**: the price effect of the conspiracy and the annual
volume of commerce affected by the conspiracy. Volume of commerce is
estimated based on the best available information from investigative and
public sources. This results in an underestimate of consumer savings, as
the vast majority of conspiracies exist for well over a year. We are
more limited in our ability to estimate price effect, and thus in most
cases rely on the 10 percent figure in the U.S. Sentencing Guidelines
Manual (November 1, 1997; Section 2R1.1; Application Note 3; page 227)
as the \"average gain from price‑fixing\" (used in determining fines for
convicted organizations) for our estimate in price fixing, bid rigging,
and other criminal antitrust conspiracies. Although there are
significant limitations to this estimate (as with any estimate), we
believe it goes a long way toward describing the outcome of our work and
ties directly to our vision of an environment in which U.S. consumers
receive goods and services of the highest quality at the lowest price
and sound economics-based antitrust enforcement principles are applied.

[Civil:]{.underline} Our estimates of **consumer savings** derive
initially from our best measurement of volume of commerce in the
relevant markets with which we were concerned. For the majority of
merger matters, we calculated consumer savings by also using a formula
that makes a realistic assumption about the oligopolistic interaction
among rival firms and incorporates estimates of pre-merger market shares
and of market demand elasticity. In a few merger wins, primarily
vertical mergers and those in which the anticompetitive effects included
predicted reductions in innovation or other special considerations, it
would not have been appropriate to apply that formula. For those wins,
we developed conservative estimates of consumer benefits drawing on the
details learned in the investigation. We note that the volume of
commerce component of the calculation is estimated based on the best
available information from investigative and public sources, and it is
annualized and confined to U.S. commerce. Given the roughness of our
methodology, we believe our consumer savings figure to be a conservative
estimate in that it attempts to measure direct consumer benefits. That
is, we have not attempted to value the deterrent effects (where our
challenge to or expression of concern about a specific proposed or
actual transaction prevents future, similarly-objectionable transactions
in other markets and industries) of our successful enforcement efforts.
While these effects in most matters are very large, we are unable to
approach measuring them. Although there clearly are significant
limitations to this estimate (as with any estimate), we believe it goes
a long way toward describing the outcome of our work and ties directly
to our Vision of an environment in which U.S. consumers receive goods
and services of the highest quality at the lowest price and sound
economics-based antitrust enforcement principles are applied. The end
outcome of our work in the Civil Non-Merger Enforcement Strategy is the
**Savings to U.S. Consumers** that arise from our successful elimination
and deterrence of anticompetitive behavior. There are two components to
our estimate of consumer savings: the volume of commerce affected by the
anticompetitive behavior and the price effect of the behavior. Volume of
commerce is estimated based on the best available information from
investigative and public sources, and it is annualized and confined to
U.S. commerce. We are more limited in our ability to estimate price
effect, and thus rely on a conservative one percent figure for our
estimate. We believe our consumer savings figure to be a very
conservative estimate.

The **Success Rate for Criminal Matters** provides an overall view of
the Division=s record, looking at situations where the Division
determines there to be anticompetitive issues and noting our Asuccess
rate@ in the outcomes for those situations. The Success Rate for
Criminal Matters was calculated using the following formula: the
denominator includes the sum total of the following: (1) all cases filed
in the given fiscal year in which there was either a guilty plea,
conviction at trial, acquittal at trial, directed verdict, dismissal of
charges or other final disposition of the matter in the same fiscal
year, plus (2) all cases filed in prior years in which there was either
a guilty plea, conviction at trial, acquittal at trial, directed
verdict, dismissal of charges or other final disposition of the matter
in the given fiscal year. The numerator includes only those cases from
the denominator that resulted in guilty pleas or convictions at trial,
subtracting those cases that resulted in acquittals, directed verdicts,
or the dismissal of charges. Cases are defined here as every individual
or corporation charged by either information or indictment. Note that
these statistics do not include cases that are pending, such as pending
indictments of foreign nationals who remain fugitives in our
international cartel prosecutions. **This measure is part of a
consolidated DOJ litigating component data element and actual
performance is reported as a consolidated measure in the annual
Performance & Accountability Report and PART.**

**Number of Merger ASuccesses@/Challenges** provides an overall view of
the Division=s record, looking at situations where the Division
determines there to be anticompetitive issues and noting our Asuccess
rate@ in the outcomes for those situations. A success in this context
may be any one of the positive outcomes that includes the Number of
Mergers Abandoned Due to Division Actions Before Compulsory Process
Initiated, Number of Mergers Abandoned Due to Division Actions After
Compulsory Process Initiated Without Case Filed, Number of Mergers
AFixed First@ without Case Filed, Number of Mergers Cases Filed with
Consent Decree, Number of Merger Cases Filed but Resolved Prior to
Conclusion of Trial, and Number of Merger Cases Litigated Successfully
to Judgment with No Pending Appeals. **This measure is part of a
consolidated DOJ litigating component data element and actual
performance is reported as a consolidated measure in the annual
Performance & Accountability Report and PART.**

**Matters Challenged Where the Division Expressed Concern** include
those in which: a complaint has been filed; the subject or target of an
investigation has been informed that the Assistant Attorney General
(AAG) has authorized the filing of a complaint; the subject or target of
an investigation has been informed that the staff is recommending that a
complaint be filed, and the subject or target changes its practices in a
way that causes the matter to be closed before the AAG makes a decision
whether to file a complaint; or the subject or target of an
investigation has been informed that the staff has serious concerns
about the practice, and the subject or target changes its practices in a
way that causes the matter to be closed before the staff makes a
recommendation to file a complaint. **This measure is part of a
consolidated DOJ litigating component data element and actual
performance is reported as a consolidated measure in the annual
Performance & Accountability Report and PART.**

  -----------------------------------------------------------------------
  []{#__RefHeading___Toc188782061 .anchor}3. Performance Measure Table

  **Decision Unit/Program: Antitrust**
  -----------------------------------------------------------------------

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<tbody>
<tr class="odd">
<td colspan="3"><strong>Performance Report and Performance Plan
Targets</strong></td>
<td colspan="4"><strong>FY 2001</strong></td>
<td colspan="4"><strong>FY 2002</strong></td>
<td colspan="4"><strong>FY 2003</strong></td>
<td colspan="4"><strong>FY 2004</strong></td>
<td colspan="4"><strong>FY2005</strong></td>
<td colspan="4"><strong>FY 2006</strong></td>
<td colspan="7"><strong>FY 2007</strong></td>
<td colspan="4"><strong>FY 2008*</strong></td>
<td colspan="4"><strong>FY 2009</strong></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td><strong>TYPE/ Strategic Objective</strong></td>
<td
colspan="3"><strong>PERFORMANCE</strong>/<strong>RESOURCES</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="3"><strong>Target</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Target</strong></td>
<td colspan="4"><strong>Target</strong></td>
<td></td>
</tr>
<tr class="odd">
<td colspan="2">Performance Measure – Criminal</td>
<td colspan="3"><ul>
<li><p>Number of Active/Pending Preliminary Investigations</p></li>
</ul></td>
<td colspan="4">82</td>
<td colspan="4">120</td>
<td colspan="4">144</td>
<td colspan="4">121</td>
<td colspan="4">131</td>
<td colspan="4">103</td>
<td colspan="3">60-70</td>
<td colspan="4">90</td>
<td colspan="4">60</td>
<td colspan="4">60</td>
</tr>
<tr class="even">
<td colspan="2" rowspan="3"></td>
<td colspan="3"><ul>
<li><p>Number of Active Grand Juries Domestic/ International</p></li>
</ul></td>
<td colspan="4">107/53</td>
<td colspan="4">144/44</td>
<td colspan="4">145/56</td>
<td colspan="4">147/63</td>
<td colspan="4">155/63</td>
<td colspan="4">152/66</td>
<td colspan="3">95-100/35-40</td>
<td colspan="4">141/58</td>
<td colspan="4">95/35</td>
<td colspan="4">95/35</td>
</tr>
<tr class="odd">
<td colspan="3"><ul>
<li><p>Pleas/Cases Favorably Resolved</p></li>
</ul></td>
<td colspan="4">48</td>
<td colspan="4">37</td>
<td colspan="4">42</td>
<td colspan="4">44</td>
<td colspan="4">44</td>
<td colspan="4">53</td>
<td colspan="3">Not Projected</td>
<td colspan="4">51</td>
<td colspan="4">Not Projected</td>
<td colspan="4">Not Projected</td>
</tr>
<tr class="even">
<td colspan="3"><ul>
<li><p>Dollar Volume of U.S. Commerce Affected in Relevant Markets Where
Pleas/Cases Successfully Litigated ($ in millions)</p></li>
</ul></td>
<td colspan="4">$2,082</td>
<td colspan="4">$450</td>
<td colspan="4">$915</td>
<td colspan="4">$1,162</td>
<td colspan="4">$3,307</td>
<td colspan="4">$550</td>
<td colspan="3">Not Projected</td>
<td colspan="4">$5,612</td>
<td colspan="4">Not Projected</td>
<td colspan="4">Not Projected</td>
</tr>
<tr class="odd">
<td>Performance Measure – Merger</td>
<td colspan="5"><ul>
<li><p>Number of HSR Transactions Reviewed</p></li>
</ul></td>
<td colspan="4">2,376</td>
<td colspan="4">1,526</td>
<td colspan="4">990</td>
<td colspan="4">1,458</td>
<td colspan="4">2,121</td>
<td colspan="4">1,890</td>
<td colspan="3">1,635-2,376</td>
<td colspan="4">2,199</td>
<td colspan="4">1,635</td>
<td colspan="3">1,635</td>
</tr>
<tr class="even">
<td rowspan="6"></td>
<td colspan="5"><ul>
<li><p>Number of HSR PIs Opened Domestic/</p></li>
</ul>
<p>International Aspects</p></td>
<td colspan="4">105/42</td>
<td colspan="4">73/26</td>
<td colspan="4">65/22</td>
<td colspan="4">71/14</td>
<td colspan="4">83/28</td>
<td colspan="4">73/23</td>
<td colspan="3">82-105/32-42</td>
<td colspan="4">76/30</td>
<td colspan="4">82/32</td>
<td colspan="3">82 /32</td>
</tr>
<tr class="odd">
<td colspan="5"><ul>
<li><p>Number of Non-HSR PIs Opened Domestic/</p></li>
<li><p>International Aspects</p></li>
</ul></td>
<td colspan="4">42/16</td>
<td colspan="4">27/10</td>
<td colspan="4">27/6</td>
<td colspan="4">17/12</td>
<td colspan="4">23/5</td>
<td colspan="4">23/3</td>
<td colspan="3">31-42/9-12</td>
<td colspan="4">25/9</td>
<td colspan="4">31/9</td>
<td colspan="3">31/9</td>
</tr>
<tr class="even">
<td colspan="5"><ul>
<li><p>Number of Bank Merger Applications</p></li>
</ul></td>
<td colspan="4">1,322</td>
<td colspan="4">1,080</td>
<td colspan="4">966</td>
<td colspan="4">1,112</td>
<td colspan="4">943</td>
<td colspan="4">1042</td>
<td colspan="3">1,104-1,322</td>
<td colspan="4">1,028</td>
<td colspan="4">1,104</td>
<td colspan="3">1,104</td>
</tr>
<tr class="odd">
<td colspan="5"><ul>
<li><p>Pleas/Cases Favorably Resolved</p></li>
</ul></td>
<td colspan="4">34</td>
<td colspan="4">9</td>
<td colspan="4">14</td>
<td colspan="4">8**</td>
<td colspan="4">4</td>
<td colspan="4">16***</td>
<td colspan="3">8-14</td>
<td colspan="4">12</td>
<td colspan="4">8</td>
<td colspan="3">8</td>
</tr>
<tr class="even">
<td colspan="5"><ul>
<li><p>Dollar Volume of U.S. Commerce Affected in Relevant Markets for
All Merger Wins ($ in millions)</p></li>
</ul></td>
<td colspan="4">$18,102</td>
<td colspan="4">$6,758</td>
<td colspan="4">$29,280</td>
<td colspan="4">$733</td>
<td colspan="4">$1,696</td>
<td colspan="4">$100,707</td>
<td colspan="3">Not Projected</td>
<td colspan="4">$2,039</td>
<td colspan="4">Not Projected</td>
<td colspan="3">Not Projected</td>
</tr>
<tr class="odd">
<td colspan="5"><ul>
<li><p>Dollar Volume of Commerce Affected in Relevant Markets for All
Bank Mergers Wins ($ in millions)</p></li>
</ul></td>
<td colspan="4">$5,927</td>
<td colspan="4">$98</td>
<td colspan="4">$28</td>
<td colspan="4">$135</td>
<td colspan="4">$0</td>
<td colspan="4">$0</td>
<td colspan="3">Not Projected</td>
<td colspan="4">$266</td>
<td colspan="4">Not Projected</td>
<td colspan="3">Not Projected</td>
</tr>
<tr class="even">
<td>Performance Measure – Civil Non-Merger</td>
<td colspan="5"><ul>
<li><p>Number of Active Investigations Domestic/ International
Aspects</p></li>
</ul></td>
<td colspan="4">89/26</td>
<td colspan="4">82/22</td>
<td colspan="4">81/16</td>
<td colspan="4">92/14</td>
<td colspan="4">80/21</td>
<td colspan="4">73/16</td>
<td colspan="3">77-85/18-20</td>
<td colspan="4">52/9</td>
<td colspan="4">77/18</td>
<td colspan="3">77/18</td>
</tr>
<tr class="odd">
<td rowspan="3"></td>
<td colspan="5"><ul>
<li><p>Number of Cases Filed Domestic/</p></li>
<li><p>International Aspects</p></li>
</ul></td>
<td colspan="4">0/0</td>
<td colspan="4">4/1</td>
<td colspan="4">5/0</td>
<td colspan="4">4/0</td>
<td colspan="4">9/1</td>
<td colspan="4">4/0</td>
<td colspan="3">2-4/1-3</td>
<td colspan="4">3/0</td>
<td colspan="4">2/1</td>
<td colspan="3">2/1</td>
</tr>
<tr class="even">
<td colspan="5"><ul>
<li><p>Pleas/Cases Favorably Resolved</p></li>
</ul></td>
<td colspan="4">5</td>
<td colspan="4">8</td>
<td colspan="4">8</td>
<td colspan="4">4**</td>
<td colspan="4">15</td>
<td colspan="4">7</td>
<td colspan="3">0-5</td>
<td colspan="4">8</td>
<td colspan="4">2</td>
<td colspan="3">2</td>
</tr>
<tr class="odd">
<td colspan="5"><ul>
<li><p>Dollar Volume of U.S. Commerce Affected in Relevant Markets Where
Pleas/Cases Successfully Litigated ($ in millions)</p></li>
</ul></td>
<td colspan="4">$7,210</td>
<td colspan="4">$81</td>
<td colspan="4">$88,485</td>
<td colspan="4">$44,200</td>
<td colspan="4">$6,554</td>
<td colspan="4">$125</td>
<td colspan="3">Not Projected</td>
<td colspan="4">$928</td>
<td colspan="4">Not Projected</td>
<td colspan="3">Not Projected</td>
</tr>
<tr class="even">
<td colspan="3"><strong>Performance Report and Performance Plan
Targets</strong></td>
<td colspan="4"><strong>FY 2001</strong></td>
<td colspan="4"><strong>FY 2002</strong></td>
<td colspan="4"><strong>FY 2003</strong></td>
<td colspan="4"><strong>FY 2004</strong></td>
<td colspan="4"><strong>FY2005</strong></td>
<td colspan="4"><strong>FY 2006</strong></td>
<td colspan="7"><strong>FY 2007</strong></td>
<td colspan="4"><strong>FY 2008</strong></td>
<td colspan="4"><strong>FY 2009</strong></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td><strong>TYPE/ Strategic Objective</strong></td>
<td
colspan="3"><strong>PERFORMANCE</strong>/<strong>RESOURCES</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="3"><strong>Target</strong></td>
<td colspan="4"><strong>Actual</strong></td>
<td colspan="4"><strong>Target</strong></td>
<td colspan="4"><strong>Target</strong></td>
<td></td>
</tr>
<tr class="even">
<td>Efficiency Measure</td>
<td colspan="5">Increase in Criminal and Civil active investigations and
HSR (Hart-Scott-Rodino Improvements Act of 1976) transactions reviewed
per FTE</td>
<td colspan="4">N/A</td>
<td colspan="4">N/A</td>
<td colspan="4">N/A</td>
<td colspan="4">16.9</td>
<td colspan="4">18.6</td>
<td colspan="4">17.4</td>
<td colspan="3">14.6</td>
<td colspan="4">16.5</td>
<td colspan="4">15.6</td>
<td colspan="3">16.0</td>
</tr>
<tr class="odd">
<td>Outcome – Criminal, Merger, Civil Non-Merger</td>
<td colspan="5"><strong>Consumer Savings</strong></td>
<td colspan="4"></td>
<td colspan="4"></td>
<td colspan="4"></td>
<td colspan="4"></td>
<td colspan="4"></td>
<td colspan="4"></td>
<td colspan="3"></td>
<td colspan="4"></td>
<td colspan="4"></td>
<td colspan="3"></td>
</tr>
<tr class="even">
<td rowspan="6"></td>
<td colspan="5"><ul>
<li><p>Total Criminal Dollar Value of Savings to U.S. Consumers ($ in
millions)</p></li>
</ul></td>
<td colspan="4">$260</td>
<td colspan="4">$45</td>
<td colspan="4">$91</td>
<td colspan="4">$115.7</td>
<td colspan="4">$330</td>
<td colspan="4">$55</td>
<td colspan="3">Not Projected</td>
<td colspan="4">$561</td>
<td colspan="4">Not Projected</td>
<td colspan="3">Not Projected</td>
</tr>
<tr class="odd">
<td colspan="5"><ul>
<li><p>Total Civil Merger Dollar Value of Savings to U.S. Consumers ($
in millions)</p></li>
</ul></td>
<td colspan="4">$1,875</td>
<td colspan="4">$480</td>
<td colspan="4">$1,420</td>
<td colspan="4">$15</td>
<td colspan="4">$99</td>
<td colspan="4">$1,951</td>
<td colspan="3">Not Projected</td>
<td colspan="4">$149</td>
<td colspan="4">Not Projected</td>
<td colspan="3">Not Projected</td>
</tr>
<tr class="even">
<td colspan="5"><ul>
<li><p>Total Civil Non-Merger Dollar Value of Savings to U.S. Consumers
($ in millions)</p></li>
</ul>
<p><strong>Success Rates (% of Cases Favorably
Resolved)</strong></p></td>
<td colspan="4">$490</td>
<td colspan="4">$1</td>
<td colspan="4">$888</td>
<td colspan="4">$0</td>
<td colspan="4">$65</td>
<td colspan="4">$1.3</td>
<td colspan="3">Not Projected</td>
<td colspan="4">$17</td>
<td colspan="4">Not Projected</td>
<td colspan="3">Not Projected</td>
</tr>
<tr class="odd">
<td colspan="5"><ul>
<li><p>Success Rate for Criminal Matters</p></li>
</ul></td>
<td colspan="4">94%</td>
<td colspan="4">91%</td>
<td colspan="4">97%</td>
<td colspan="4">88%</td>
<td colspan="4">96%</td>
<td colspan="4">100%</td>
<td colspan="3">90%</td>
<td colspan="4">98%</td>
<td colspan="4">90%</td>
<td colspan="3">90%</td>
</tr>
<tr class="even">
<td colspan="5"><ul>
<li><p>Number of Civil Merger "Successes"/Number of Merger Challenges
and Resolutions During our Investigation</p></li>
</ul></td>
<td colspan="4">100%</td>
<td colspan="4">100%</td>
<td colspan="4">93%</td>
<td colspan="4">80%</td>
<td colspan="4">100%</td>
<td colspan="4">100%</td>
<td colspan="3">80%</td>
<td colspan="4">100%</td>
<td colspan="4">80%</td>
<td colspan="3">80%</td>
</tr>
<tr class="odd">
<td colspan="5"><ul>
<li><p>Number of Civil Non-Merger “Successes”/ Number of Matters
Challenged Where Division Expressed Concern</p></li>
</ul></td>
<td colspan="4">100%</td>
<td colspan="4">100%</td>
<td colspan="4">100%</td>
<td colspan="4">100%</td>
<td colspan="4">100%</td>
<td colspan="4">100%</td>
<td colspan="3">80%</td>
<td colspan="4">114%</td>
<td colspan="4">80%</td>
<td colspan="3">80%</td>
</tr>
</tbody>
</table>

\* See note regarding change of target ranges to specific numerical
values on page 21.

\*\* The FY 2004 actual figures for the indicated performance measures
were incorrectly reported in the FY 2006 Congressional Budget
Submission, *Performance Measure Table*. Data has been corrected to
comport with figures accurately reported in the FY 2006 Congressional
Budget Submission, Performance and Resources Table.

\*\*\* The FY 2006 actual figure for the indicated performance measure
was incorrectly reported in the FY 2008 Congressional Budget Submission,
*Performance and Resource Table and Performance Measure Table.* Data has
been corrected and does not affect the FY 2006 Success Rate Outcome
measure.

[]{#__RefHeading___Toc188782062 .anchor}4. Performance Measurement
Framework

[]{#__RefHeading___Toc188782063 .anchor}5. Performance, Resources, and
Strategies

> The Antitrust Decision Unit contributes to the Department's Strategic
> Goal II: Prevent Crime, Enforce Federal Laws and Represent the Rights
> and Interests of the American People. Within this Goal, the Decision
> Unit's resources specifically address Strategic Objective 2.7:
> Vigorously Enforce and Represent the Interests of the United States in
> All Matters over Which the Department has Jurisdiction.

a\. Performance Plan and Report for Outcomes

**Prosecute International Price Fixing Cartels**

> The charts below illustrate the Criminal Outcome Performance Measures
> for the Antitrust Decision Unit, to include: Success Rate for
> Antitrust Criminal Cases and Savings to U.S. Consumers (as a result of
> the Antitrust Division's criminal enforcement efforts). It is the
> Division's goal to achieve a successful outcome in every case it
> tries. The Antitrust Division has been aggressive in its pursuit of
> criminal anticompetitive behavior.
>
> ![](media/image6.wmf)
>
> ![](media/image7.wmf)In the criminal enforcement area, the Division
> continued to provide economic benefits to U.S. consumers and
> businesses in the form of lower prices and enhanced product selection
> by dismantling international private cartels and restricting other
> criminal anticompetitive activity. The Division surpassed its target
> in FY 2007 and successfully resolved 98 percent of criminal matters,
> and expects to meet or exceed its goals for FY 2008 through FY 2009.
>
> The estimated value of consumer savings generated by the Division's
> criminal efforts is contingent upon the size and scope of the matters
> encountered and thus varies significantly.
>
> **Civil Enforcement**
>
> The charts below illustrate the Civil Outcome Performance Measures for
> the Antitrust Decision Unit, to include: Success Rate for Civil
> Antitrust Cases and Savings to U.S. Consumers (as a result of the
> Antitrust Division's Civil enforcement efforts).
>
> ![](media/image8.wmf)The success rate for civil
> [non-merger]{.underline} matters includes investigations in which
> business practices were changed after the investigation was initiated,
> a case was filed with consent decree, or a case was filed and
> litigated successfully. The Division's success in preventing
> anticompetitive behavior in the civil non-merger area has been
> notable. The Division successfully resolved every matter it challenged
> in FY 2007 and expects to meet or exceed its goals for FY 2008 through
> FY 2009.
>
> The success rate for [merger]{.underline} transactions challenged
> includes mergers that are abandoned, fixed before a complaint is
> filed, filed as cases with consent decrees, filed as
>
> ![](media/image9.wmf)cases but settled prior to litigation, or filed
> and litigated successfully. Many times, merger matters involve complex
> anticompetitive behavior and large, multinational corporations and
> require significant resources to review. Similar to Civil Non-Merger,
> Civil Merger successfully resolved 100 percent of the matters it
> challenged in FY 2007 and expects to meet or exceed its goals for FY
> 2008 through FY 2009.
>
> The estimated value of consumer savings generated by the Division's
> civil enforcement efforts in any given year depends upon the size and
> scope of the matters encountered and thus varies considerably.
> Targeted levels of performance are not projected for this indicator.
>
> **b. Strategies to Accomplish Outcomes**

**Prosecute International Price Fixing Cartels**

> Utilizing seven geographically dispersed Field Offices and one Section
> in Washington, DC, the Antitrust Division deters private cartel
> behavior by investigating and challenging violations of Section 1 of
> the Sherman Act, including such *[per se]{.underline}* (in and of
> themselves, clearly illegal) violations as price fixing, bid rigging,
> and horizontal customer and territorial allocations. Wide ranges of
> investigatory techniques are used to detect collusion and bid rigging,
> including joint investigations with the FBI and grand jury
> investigations. When businesses are found actively to be engaged in
> bid rigging, price fixing, and other market allocation schemes that
> negatively affect U.S. consumers and businesses (no matter where the
> illegal activity may be taking place), the Division pursues criminal
> investigations and prosecutions.
>
> The global reach of modern cartels and the significant effects on U.S.
> consumers highlights the critical importance of international advocacy
> and coordination efforts. Increased cooperation and assistance from
> foreign governments continues to enhance the Division's ability to
> detect and prosecute international cartel activity. In addition, the
> Division's Individual and Corporate Leniency Programs, revised in
> recent years for greater effectiveness, have proven critical in
> uncovering criminal antitrust violations. Greater time and resources
> are devoted to investigation-related travel and translation, given the
> increasingly international operating environment of the criminal
> conspiracies being encountered. In all instances, if the Division
> ultimately detects market collusion and successfully prosecutes, the
> Division may obtain criminal fines or injunctive relief.
>
> **Civil Enforcement**
>
> The Division=s Civil strategy is comprised of two key activities -
> Merger Review and Civil Non-Merger work. Six Washington, DC, Sections
> and two Field Offices participate in the Division's civil work. This
> activity serves to maintain the competitive structure of the national
> economy through investigation and litigation of instances in which
> monopoly power is sought, attained, or maintained through
> anticompetitive conduct and by seeking injunctive relief against
> mergers and acquisitions that may tend substantially to lessen
> competition.
>
> Section 7 of the Clayton Act, as amended by the Hart‑Scott‑Rodino
> Antitrust Improvements Act of 1976 (HSR), requires certain enterprises
> that plan to merge or to enter into acquisition transactions to notify
> the Antitrust Division and the Federal Trade Commission (FTC) of their
> intention and to submit certain information. These HSR premerger
> notifications provide advance notice of potentially anticompetitive
> transactions and allow the Division to identify and block such
> transactions before they are consummated. HSR premerger reviews are
> conducted under statutorily mandated time frames. This workload is not
> discretionary; it results from the number of premerger filings we
> receive.

The number of merger transactions reviewed includes all HSR filings the
Division receives and reviews of recently consummated mergers that are
below HSR filing thresholds, but which present possible anti-competitive
issues. HSR and non‑HSR transactions may be investigated and prosecuted
under Section 7 of the Clayton Act, or under Sections 1 and 2 of the
Sherman Act. Referrals for non‑HSR matters come from both outside the
Division, via competitors or consumers, and from within the Division,
based on staff knowledge of industries and information about current
events. Bank merger applications, brought to the Division's attention
statutorily via the Bank Merger Act, the Bank Holding Company Act, the
Home Owners Loan Act, and the Bridge Bank Section of the Federal Deposit
Insurance Act, are reviewed through a somewhat different process. It is
the Division\'s statutory responsibility, under three of the four
statutes, to provide appropriate bank regulatory authorities with a
report on the competitive effects of all depository institution merger
and acquisition transactions that are submitted to those agencies for
approval.

> The majority of the Division=s Civil Non-Merger work is performed by
> four litigating sections in Washington, DC, although other Washington
> sections and some field offices provide support when necessary. Our
> Civil Non-Merger activities pick up, to some degree, where the
> Antitrust Division=s Criminal strategy leaves off, pursuing matters
> under Section 1 of the Sherman Act in instances in which the allegedly
> illegal behavior falls outside bid rigging, price fixing, and market
> allocation schemes, the areas traditionally covered by criminal
> prosecutory processes. Other behavior, such as group boycotts or
> exclusive dealing arrangements, that constitutes a \"\...contract,
> combination in the form of trust or otherwise, or conspiracy, in
> restraint of trade or commerce\...\" is also illegal under Section 1
> of the Sherman Act. It is typically prosecuted through the Division=s
> Civil Non-Merger Enforcement Strategy.
>
> A distinction between the Criminal and Civil Non-Merger activities is
> that conduct prosecuted through the Criminal strategy is considered a
> *[per se]{.underline}* violation of the law, whereas conduct reviewed
> under the Civil Non-Merger activity may constitute a *[per
> se]{.underline}* violation of the law or may be brought using a
> rule-of-reason analysis. *[Per se]{.underline}* violations are
> violations considered so clearly anticompetitive that the Division
> must prove only that they occurred. Violations brought under a
> rule-of-reason analysis, on the other hand, are those that may or may
> not, depending on the factual situation, be illegal. In these
> instances, the Division must not only prove that the violation
> occurred, but must also demonstrate that the violation resulted in
> anticompetitive effects. In addition to pursuing matters under Section
> 1 of the Sherman Act, the Division's Civil Non-Merger component also
> prosecutes violations of Section 2 of the Sherman Act, which prohibits
> monopolization and attempted monopolization, and Section 3 of the
> Clayton Act, which prohibits tying. Tying is an agreement by a party
> to sell one product on the condition that the buyer also purchase a
> different or *tied* product, or at least agree that he will not
> purchase that *tied* product from any other supplier. Whether
> addressing matters under Sections 1 or 2 of the Sherman Act or Section
> 3 of the Clayton Act, our Civil Non-Merger enforcement activities rely
> upon civil compulsory process to investigate the alleged violation.

c\. Program Assessment Rating Tool (PART)

[]{.mark}

> During FY 2005, the Antitrust Division was assessed through OMB's
> Program Assessment Rating Tool (PART) along with five other litigating
> components (Civil; Criminal; Civil Rights; Environment and Natural
> Resources; and Tax) collectively named the General Legal Activities
> (GLA) Program. At the end of the assessment, the GLA program received
> a rating of "Effective".
>
> Other findings showed that:

-   The Program effectively achieves its goal of resolving cases in
    favor of the government. Favorable resolutions, in turn, punish and
    deter violations of the law; ensure the integrity of federal laws
    and programs; and prevent the government from losing money through
    unfavorable settlements or judgments.

-   The Program collaborates effectively with its partners, notably the
    US Attorneys Offices. The two programs work closely to share
    expertise, make referrals, and designate cases for prosecution,
    while minimizing any overlap of responsibilities.

-   The Program exhibits good management practices. This includes strong
    financial management, collecting and using performance information
    to make decisions, and holding managers accountable for program
    performance.

> Additionally, to exhibit continual improvement of our practices, the
> Program will perform the following follow-up actions:

-   Seek regular, independent evaluations of the Program's effectiveness
    at resolving cases in favor of the government.

> [STATUS:]{.underline} In FY 2006, Justice Management Division offered
> a proposal to Management and Planning Staff and the Office of the
> Inspector General to perform an independent evaluation of the GLAs.
> However, due to lack of resources, the OIG was unable to add the GLA
> evaluation to its FY 2007 docket. The Justice Management Division is
> reaching out to the Federal Consulting Group at the Department of
> Treasury. The FCG assists federal agencies in building an
> organization\'s program evaluation and performance measurement
> capacity.

-   Establish a leadership training and mentoring program to continue
    improving the quality of the program's management.

> [STATUS:]{.underline} The Antitrust Division realizes the importance
> of developing organizational intellectual capital by providing
> mentoring, career broadening and management training opportunities as
> well as a structured career progression program. The Division has
> compiled a comprehensive list of leadership training courses and is in
> the process of rating and assessing the value of each course listed.
> Managers will be required to attend courses from this list on a
> recurring basis to fulfill established work plan requirements.

-   Work with the Department's Chief Information Officer to evaluate and
    purchase litigation software that will improve productivity and
    efficiency.

> [STATUS:]{.underline} The Antitrust Division, along with the other
> litigating Divisions and the Executive Office for United States
> Attorneys (EOUSA) are working jointly on a project led by the Justice
> Management Division to develop a new Litigation Case Management System
> (LCMS) with the objective of providing an efficient and effective
> means of tracking all the prosecutorial and defensive litigation
> handled by the Department.
>
> The prime LCMS contractor, Computer Sciences Corp. (CSC) has been
> selected. EOUSA and the Divisions are collaborating with the
> Department\'s Chief Information Officer to lay a foundation of
> fundamental departmental and component requirements for the design and
> development of the LCMS software.
>
> The Division is participating in two LCMS Working Groups, The Cross
> Component Issues (CCI) Working Group and the Stage 2 Working Group
> (S2WG). The CCI working group is addressing issues related to ensuring
> efficient collaboration between components which share matters, common
> definitions for key litigation management concepts, and common
> mechanisms for measuring and counting matter outcomes. The S2 working
> group is working on the development of specifications for the LCMS
> time reporting system. In addition, the LCMS contractor is working
> with Stage 2 Divisions to complete a requirements tool to project
> resources & timeline for implementing LCMS. Requirements planning
> begin in the Spring of 2008, with deployment targeted for 2009.

[]{#__RefHeading___Toc188782064 .anchor}6. Exemplars - Civil

> **A. [Merger -- Chicago Mercantile Exchange Holdings Inc. (CME) /
> Chicago Board of Trade Holdings Inc. (CBOT)]{.underline}**

**Introduction and Background**

Futures markets help manage the risks that are part of doing business
both within the United States and internationally. Consumers benefit
because the fewer risks a business has to take, the lower the end price
it needs to make a profit.

> A futures contract is defined as an agreement to buy or sell a
> standardized amount of a standardized quality of a product at a set
> price on a future date. Over the decades, futures have expanded from
> farm products into many other areas including additional commodity
> products (e.g. oil and gold), foreign currency exchange products,
> interest rate products, and equity index products.
>
> Futures markets began in 1848, when grain merchants formed the Chicago
> Board of Trade (CBOT) to provide buyers and sellers with a central
> meeting place to conduct business. The success of CBOT inspired the
> formation of additional exchanges. The Chicago Mercantile Exchange
> (CME) began in 1874 as the Chicago Produce Exchange, later named the
> Chicago Butter and Egg Board and then in 1919, the CME.
>
> At the time the merger was announced in October 2006, CME and CBOT
> were the largest and second largest, respectively, futures exchanges
> in the United States. In 2006, 1.403 billion futures contracts were
> traded at CME, valued at \$827 trillion.

**Investigation**

The Antitrust Division's investigation of the proposed merger included
meetings with the parties, review of over two million pages of
electronic documents and 150 boxes of paper documents, 123 interviews,
and 22 depositions. The Division interviewed customers (e.g. global
investment banks, firms representing institutional investors, and
commodity trading advisors), representatives from exchanges and
representatives from clearinghouses. The Division also consulted with
the Commodities Futures Trading Commission (CFTC) and retained industry
and economic experts.

> Four theories of harm were considered. The Division investigated
> whether the merger would:

-   eliminate direct horizontal competition between certain CME and CBOT
    interest rate futures products;

-   preclude CME's potential competition with CBOT in Treasury futures;

-   limit innovation; and

-   foreclose competition from rival exchanges by erecting significant
    barriers to entry.

Based upon the evidence, the Division determined that the transaction
was unlikely to reduce competition substantially. More specifically, the
Division determined that although the two exchanges account for most
financial futures (and in particular, interest rate futures) traded on
exchanges in the United States:

-   their products were not close substitutes and seldom competed head
    to head, but rather provided market participants with the means to
    mitigate different risk; and

-   they were, absent the merger, unlikely to introduce new products
    that competed directly with the other's entrenched products.

The Division also looked carefully at whether the combination would lead
to less innovation and fewer new products. While the evidence suggested
that competition between CME and CBOT had, at times, provided an
incentive for them to develop and offer new products, it did not
indicate that continued innovation depended on competition between the
parties. Finally, the Division investigated whether the merger might
prohibit entry by other exchanges into financial futures as a result of
the integration of virtually all financial future contracts into a
single clearinghouse. The evidence indicated that the transaction would
not foreclose entry by other exchanges. Indeed, the New York Stock
Exchange announced its intention to offer futures products, and the
Intercontinental Exchange (ICE) stated its intent to offer interest rate
futures.

**Conclusion**

> After a comprehensive investigation, the Division's decision to close
> its investigation cleared the way for the July 2007 completion of the
> merger making the combined company, named the CME Group, the world's
> largest and most diverse exchange. CME's final offer to acquire CBOT
> was valued at \$11.9 billion.
>
> In connection with its investigation, the Division relied on the CFTC
> as a resource concerning the nature and regulation of futures markets.
> Congress created the CFTC in 1974 as an independent agency with the
> mandate to regulate commodity futures and option markets in the United
> States. The information provided by the CFTC helped the Division
> understand current regulatory policy, and the Division will continue
> its work with the CFTC on an on-going basis to ensure continued
> competition in futures markets.
>
> **B. [Merger - Exelon Corporation / Public Service Enterprise Group
> Incorporated (PSEG)]{.underline}**
>
> **Introduction**
>
> The Antitrust Division is committed to protecting consumers' rights to
> fair and competitive prices for products and services. The cost of
> utilities, specifically electricity, is an important issue for any
> American responsible for paying to heat, cool, illuminate, and operate
> appliances in their homes. In December 2004, Exelon and PSEG, two of
> the largest utility companies in the United States, announced a \$16
> billion proposed merger. As part of its effort to protect consumers,
> the Division initiated an investigation of the proposed merger and
> eventually filed a complaint against the two companies.
>
> Exelon is a Pennsylvania corporation headquartered in Chicago,
> Illinois. Exelon owns electric generating plants located primarily in
> the Mid-Atlantic and Midwest regions of the United States with a total
> electricity generating capacity of more than 25,000 megawatts ("MW").
> Exelon also owns two utilities that buy wholesale electricity and
> resell it to consumers in the Philadelphia area and in northern
> Illinois.
>
> PSEG is a New Jersey corporation, with its headquarters in Newark, New
> Jersey. PSEG owns electric generating plants located primarily in New
> Jersey with a total generating capacity of more than 15,000 MW. PSEG
> also owns a gas and electric utility that serves customers in New
> Jersey.
>
> If the merger were allowed to proceed as proposed, it would have
> created the nation's largest electric utility, Exelon Electric & Gas
> ("EEG"), which would have served seven million electricity customers,
> two million natural gas customers and have 52,000 MW of capacity, \$79
> billion in assets, \$27 billion in annual sales and \$3.2 billion in
> annual earnings. Depending on many factors, one MW of generating
> capacity is capable of providing electricity to somewhere between 200
> and 1,000 homes.
>
> **Background and Investigation**
>
> Electricity supplied to retail customers is generated at electric
> generating plants, which consist of one or more generating units. An
> individual generating unit uses any one of several types of generating
> technologies to transform energy, typically from fuels or the force of
> flowing water, into electricity.
>
> Once electricity is generated at a plant, an extensive set of
> high-voltage lines and equipment, known as a transmission grid,
> transports the electricity to distribution lines that relay the power
> to homes and businesses. Transmission grid operators closely monitor
> the amount of electricity flowing over the grid in order to prevent
> damage to the grid and to prevent widespread blackouts from disrupting
> electricity service.
>
> In the Mid-Atlantic, the transmission grid is overseen by PJM
> Interconnection LLC ("PJM"), a private non-profit organization whose
> members include transmission line owners, generating plant owners,
> distribution companies, retail customers, and wholesale and retail
> electricity suppliers. The transmission grid administered by PJM is
> the largest in the United States, providing electricity to
> approximately 51 million people in an area encompassing New Jersey,
> Pennsylvania, Delaware, Maryland, Virginia, West Virginia, the
> District of Columbia, and parts of North Carolina, Kentucky, Ohio,
> Indiana, Michigan, Tennessee, and Illinois.
>
> []{.mark}
>
> PJM oversees daily auctions for the sale and purchase of wholesale
> electricity. Demand in these auctions is determined by buyers
> (typically electricity retailers) who submit their requirements to
> PJM; supply is determined by sellers (typically generators) who submit
> the amount of electricity and the price at which they are willing to
> sell. At times, transmission constraints prevent sellers with the
> lowest offers from meeting demand in a particular area within the PJM
> control area. When that happens, PJM often calls on more expensive
> units located within the smaller area bounded by the transmission
> constraints (a "constrained area"), with the result that prices for
> the buyers in that area will be higher.
>
> The Division's investigation focused on two of these constrained
> areas: PJM East, which includes the densely populated northern New
> Jersey and Philadelphia areas, and PJM Central/East, which includes
> PJM East and central Pennsylvania. Together, these two constrained
> areas accounted for \$19 billion in wholesale electricity sales to
> nearly 9 million retail customers during 2005. After the proposed
> merger, EEG would have owned approximately 49 percent of the total
> generating capacity in PJM East and approximately 40 percent of the
> total generating capacity in PJM Central/East.
>
> **Importance of the Investigation**
>
> The Division argued that Exelon's proposed merger with PSEG, if
> consummated, would substantially lessen competition for wholesale
> electricity in PJM East and PJM Central/East in violation of Section 7
> of the Clayton Act, 15 U.S.C. § 18. Unless restrained, the transaction
> would likely have the following effects, among others:

-   Competition in the market for wholesale electricity in PJM East
    would be substantially lessened;

-   Prices for wholesale electricity in PJM East would increase;

-   Competition in the market for wholesale electricity in PJM
    Central/East would be substantially lessened; and

-   Prices for wholesale electricity in PJM Central/East would increase.

> **Conclusion**
>
> In June 2006, to address the Division's concerns and to settle the
> formal complaint filed by the Division, Exelon and PSEG, through a
> consent decree, agreed to divest their interest in six power plants:
> two plants in Pennsylvania and four in New Jersey. These six plants
> represent 5,600 MW of generating capacity and the merged company were
> required to reach agreements on selling the plants within 150 days of
> closing the merger. Ultimately, however, the merger was terminated
> because the merging parties refused to meet the requirements of the
> New Jersey Board of Public Utilities.
>
> Approving the merger as it was originally structured would have
> spurred higher wholesale electricity prices, ultimately increasing
> prices paid by millions of electricity consumers in the Mid-Atlantic
> region. The divestitures required by the consent decree helped ensure
> that customers will continue to benefit from competitive markets for
> electricity.

[]{#__RefHeading___Toc188782065 .anchor}7. Exemplars -- Criminal

**A. [International Airline Passenger and Cargo Pricing ]{.underline}**

> **Introduction and Background**
>
> International air transportation costs, for both passengers and cargo,
> affect every American either through the purchase of airline tickets
> or the purchase of consumer goods. Air cargo alone generated worldwide
> revenues of \$50 billion in 2005, accounting for 12% of the airline
> industry's revenues.
>
> In investigations covering three continents and involving many
> governmental entities including the Department of Justice, the
> European Commission and the United Kingdom's Office of Fair Trading,
> price fixing conspiracies were uncovered setting prices for air cargo
> rates and passenger fares.
>
> The investigations are far-reaching and ongoing. In August 2007, the
> Antitrust Division announced that two airlines, British Airways (based
> in the United Kingdom) and Korean Air Lines (based in South Korea)
> agreed to plead guilty and each pay a fine of \$300 million for their
> roles in these price fixing conspiracies.
>
> **Investigation**
>
> The Antitrust Division's investigations are focused on the period of
> January 2000 through February 2006 for air cargo and passenger
> services. In February 2006, the Department of Justice, with the
> support of international competition authorities, raided various
> airline offices in Asia, Europe, and the United States.
>
> The investigations include international air cargo flights and
> long-haul international passenger flights, including flights in and
> out of the United States. Air transportation costs for both passengers
> and cargo include a base rate plus various surcharges, such as fuel
> and post-September 11^th^ security surcharges. The base rate plus
> various charges for air cargo are collectively referred to as 'cargo
> rates' and the base rate plus various charges for air passengers is
> known as 'passenger fare'.
>
> Specifically, the Division is investigating price fixing for air cargo
> rates and passenger fares.
>
> **Results**

To date, the Department has successfully obtained guilty pleas from
three airlines: British Airways, Korean Air Lines and Quantas Airways
Limited.

In addition to agreeing to plead guilty and each pay \$300 million
criminal fines for their role in the price fixing conspiracies, British
Airways and Korean Air Lines have agreed to cooperate with the
Department's ongoing investigation. The two airlines are among the top
10 largest international air cargo carriers. During the conspiracy,
their combined United States-related cargo revenue has been reported to
total more than \$1 billion annually. Additionally, Korean Air is the
largest passenger carrier from the United States to Korea and averages
more than \$250 million a year in revenue on those flights. British
Airways is the largest passenger carrier from the United Kingdom to the
United States and had \$14 billion in total passenger revenues in 2006.

***British Airways***

British Airways was charged with engaging in a conspiracy to suppress
and eliminate competition by fixing the rates charged to customers for
international air shipment of cargo, including shipments to and from the
United States between March 2002 and February 2006. British Airways and
its competitors in the air cargo industry ship billions of dollars of
consumer goods including produce, clothing, electronics and medicines.

The Department also charged that between August 2004 and February 2006,
British Airways engaged in a conspiracy to suppress and eliminate
competition by fixing the fuel surcharge charged to passengers on
long-haul international flights, including flights between the United
States and the United Kingdom. In 2004, British Airways' fuel surcharge
for round-trip passenger tickets was approximately \$10 per ticket. By
the time the passenger conspiracy was uncovered in 2006, the surcharge
was nearly \$110 per ticket -- a more than 10-fold increase.

British Airways was also fined 121.5 million British pounds
(approximately \$246 million) by Britain's Office of Fair Trading
bringing its total fines close to \$550 million.

***Korean Air***

The Department charged that between January 2000 and July 2006, Korean
Air participated in a conspiracy to fix fares charged passengers and
certain travel agents for flights from the United States to Korea.
Korean Air was also charged with engaging in a conspiracy to suppress
and eliminate competition by fixing the rates charged to customers in
the U.S. and elsewhere for international air cargo shipments from at
least January 2000 to February 2006. Korean Air and its conspirators
agreed to increase the fuel surcharge over time from 10 cents per
kilogram to as high as 60 cents per kilogram of cargo shipped from the
U.S., to fix the security surcharge imposed after the September 11
terrorist attacks, and to increase the base rates charged for certain
types of cargo shipments.

***Qantas Airways Limited***

Australian-based Qantas Airways Limited was charged with engaging in a
conspiracy to eliminate competition by fixing the rates for shipments of
cargo to and from the United States and elsewhere from at least January
2000 to February 2006. During the time period covered by the felony
charge, Qantas was the largest carrier of cargo between the United
States and Australia and earned more than \$600 million from its cargo
flights to and from the United States.

In November 2007, Qantas agreed to plead guilty and pay a \$61 million
criminal fine for its role in the air cargo shipment conspiracy. Qantas
also agreed to cooperate with the Department's ongoing investigation.

***Virgin Atlantic and Lufthansa AG***

Both Virgin Atlantic and Lufthansa AG have been conditionally accepted
into the Antitrust Division's Corporate Leniency Program. The Division's
Corporate Leniency Program allows a qualifying company that is the first
to voluntarily disclose its participation in an antitrust crime and
which fully cooperates in the subsequent investigation to avoid criminal
conviction and a heavy fine. Virgin Atlantic entered the program after
reporting its participation with British Airways in the passenger fuel
surcharge conspiracy. The United Kingdom's Office of Fair Trading also
has a leniency policy and has indicated that Virgin is not expected to
face a fine. Lufthansa was conditionally accepted into the Division's
program after it disclosed its role in the international air cargo
conspiracy in which British Airways and Korean Air were participants.

**Conclusion**

As a result of the price fixing conspiracy in the airline industry,
American consumers and businesses paid more for air transportation
costs. Passengers pay hundreds of millions of dollars in ticket prices
each year, and the conspiracy raised the price on virtually every ticket
purchased between 2004 and 2006 for the conspirators' long-haul
international flights.

This exemplar demonstrates the ever-increasing international scope of
the Division's investigations and highlights the importance of
international law enforcement cooperation in prosecuting global cartels.

**B. [E-Rate Program]{.underline}**

> **Introduction and Background**
>
> In an effort to protect federal programs aimed directly at improving
> the education of the Nation's children, the Division's involvement in
> investigating and prosecuting abuses in the Federal Communication
> Commission's (FCC) E-Rate program is an interesting and important
> example.
>
> In 1998, the federal government implemented a program to provide
> subsidies to schools and libraries for use in the purchase and
> installation of Internet access and telecommunications services, as
> well as internal computer and communication networks. This is known as
> the E-Rate program. E-Rate is administered under contract with the
> federal government by a not-for-profit company called the Universal
> Service Administrative Company (USAC) and by a subdivision of USAC
> called the Schools and Libraries Division (SLD). The FCC oversees and
> regulates USAC and SLD.
>
> One of the principal objectives of the E-Rate program is to encourage
> economically disadvantaged schools to install and upgrade their
> Internet and communications infrastructure and to provide their
> students with access to the Internet as a learning tool. To further
> this objective, the federal government offers to pay a large portion
> of the infrastructure enhancement costs of each eligible school
> participating in the E-Rate program.
>
> A core requirement for participation in the E-Rate program is that
> each applicant school must pay some percentage of the infrastructure
> enhancement cost, ranging from ten to eighty percent, depending on the
> neediness of each applicant school. In addition, applicant schools
> must seek competitive bids for the desired infrastructure
> enhancements.
>
> **Investigation**
>
> The Division's initial investigation into unlawful practices by
> private sector entities involved with the E-Rate program began over
> three years ago and additional abuses continue to be uncovered as a
> result of diligent investigation and prosecution. The investigations
> involve many government agencies in addition to the Antitrust
> Division's Washington D.C. and field offices. Other agencies include
> the Federal Bureau of Investigation's (FBI) San Francisco, Los
> Angeles, Fresno, Milwaukee, Rapid City and Detroit field offices; the
> Internal Revenue Service's (IRS) Milwaukee and Fresno field offices;
> the United States Attorney's Office for the Northern District of
> California and District of South Dakota; the Department of Justice's
> Civil Division; the San Francisco City Attorney's Office; and the
> Federal Communication Commission's Office of Inspector General (OIG).
>
> This investigation is far-reaching and includes a wide variety of
> potential charges including conspiracy, mail fraud, money laundering,
> contract allocation, bid rigging, wire fraud, bank fraud, inflating
> bids, and making false statements.

**Results**

In August 2003, a Colorado man, acting on behalf of his employer, pled
guilty to participating in bid rigging on an E-Rate contract for the
West Fresno Elementary School District in California. The defendant
admitted to conspiring with school district representatives to ensure
that his company would be the successful bidder for the project. The
defendant agreed to assist the government in its investigation of the
E-Rate program.

In March 2004, five individuals were indicted on criminal charges
involving E-Rate contracts for schools in Milwaukee and Chicago. The
defendants were paid \$1.3 million for goods and services never provided
to the schools. Two of the individuals, both Pakistani nationals, agreed
in October 2004 to plead guilty to charges of conspiracy, fraud and
money laundering and were sentenced to terms of imprisonment of 72 and
63 months and to pay \$1.3 million in restitution. After serving their
sentences, the two individuals will be removed to Pakistan and will not
be permitted to re-enter the United States.

In May 2004, NEC-Business Network Solutions Inc. (NEC/BNS), agreed to
plead guilty and pay \$20.6 million in settlement of a criminal fine,
restitution, and a civil settlement in the E-Rate program. NEC/BNS was
charged with collusion at five different school districts and fraud at a
sixth school district. The illegal activity took place in Michigan,
Wisconsin, Arkansas, and South Carolina.

In December 2004, Inter-Tel Technologies Inc., agreed to plead guilty
and pay a fine of \$8.721 million (\$1.721 million in criminal fines and
\$7 million in restitution and civil settlement) relating to criminal
charges of collusion at two school districts and fraud at a third school
district. The E-Rate programs affected were in Michigan, California, and
San Francisco.

In April 2005, a federal grand jury in San Francisco returned a 22-count
indictment against six corporations and five individuals in the
Division's largest E-Rate matter to date, U.S. v. Video Network
Communications, Inc. (VNCI), et al. Included were nine counts of
collusion and eleven counts of fraud in the E-Rate program at schools in
seven states including Arkansas, California, Michigan, New York,
Pennsylvania, South Carolina, and Wisconsin. Also included were one
count of collusion and one count of conspiracy to defraud for E-Rate
funded projects at fifteen additional projects in these states.

> In November 2005, a federal grand jury in San Francisco returned a
> superseding indictment in the VNCI matter that added another
> individual, a former vice president of NEC/BNS, to the previously
> indicted group of defendants. One of the corporate defendants,
> Expedition Networks, Ltd., pled guilty in January 2006 to the charges
> in the indictment and agreed to pay a \$5 million fine. Charges
> against another corporation, Howe Electric, Inc., are pending. All six
> individuals have either plead guilty or were found guilty at trial.
> Sentencing for the individual defendants is scheduled to take place in
> February and March 2008.

In May 2006, several companies and individuals, including a school
official and his wife in Ecorse, Michigan were indicted on fraud and
related charges, one of which involved abuse of the E-Rate program. The
indictment charges that the defendants manipulated the E-Rate system to
purchase and install ineligible and inappropriate equipment from
companies associated with the defendant school official while that
defendant managed the E-Rate program on behalf of the school system. The
allegations of fraud to the E-Rate program amount to well over \$1
million in loss.

In April 2006, NextiraOne pled to one count of wire fraud and was
sentenced to pay a \$1.9 million criminal fine, \$2.678 million civil
fine and restitution of approximately \$400,000 to the schools on the
Pine Ridge reservation in South Dakota. NextiraOne and its predecessor,
Williams Communications, committed fraud through the waiver of the
school\'s co-pay, the installation of inappropriate equipment, and the
submission of ineligible \"consulting\" contracts with the Pine Ridge
reservation and other Native American schools. In addition, NextiraOne
failed to advise the tribe they would need to re-apply each year under
the E-Rate program to pay for their large, recurring network costs. As a
result, the tribe owed their local telecommunications company hundreds
of thousands of dollars for mostly unused network capacity.

In December 2006, a federal grand jury in McAllen, Texas, returned a
nine-count indictment alleging that the former president and owner of
ATE Tel Solutions Inc. committed wire fraud in a scheme to defraud the
federal E-Rate program. The charges stemmed from fraudulent applications
for payment submitted on behalf of ATE Telecom Solutions Inc. to the
FCC's USAC. In November 2007, the former president and owner of ATE was
sentenced to serve three years in prison following his conviction for
his involvement in the scheme and will also pay \$106,000 in restitution
to the USAC.

In all, 14 individuals and 12 companies have been charged as part of the
Division's investigation. Six companies and eleven individuals have been
found guilty at trial, pleaded guilty, agreed to plead guilty, or have
entered civil settlements. The defendants have agreed to pay criminal
and civil fines and restitution totaling more than \$40 million.
Individual defendants have collectively been sentenced to serve almost
20 years in prison.

**Conclusion**

> Criminal activity within the E-Rate program, such as bid-rigging,
> takes much needed and important federal funding from our economically
> disadvantaged schools and libraries and diverts it to the pockets of
> criminals, resulting in a profound and adverse impact on the education
> of our Nation's children. The restitution payments made by those
> companies who have pled guilty provides full recovery to the E-Rate
> program for the funds those companies received inappropriately. By
> continuing to investigate and prosecute criminal abuses of the E-Rate
> program, the Antitrust Division sends a strong message that this type
> of activity will not be tolerate.

[]{#__RefHeading___Toc188782066 .anchor}V. E-Gov Initiatives

The Justice Department is fully committed to the President's Management
Agenda (PMA) and the E-Government initiatives that are integral to
achieving the objectives of the PMA. The E-Government initiatives serve
citizens, business, and federal employees by delivering high quality
services more efficiently at a lower price. The Department is in varying
stages of implementing E-Government solutions and services including
initiatives focused on integrating government wide transactions,
processes, standards adoption, and consolidation of administrative
systems that are necessary tools for agency administration, but are not
core to DOJ's mission. To ensure that DOJ obtains value from the various
initiatives, the Department actively participates in the governance
bodies that direct the initiatives and we communicate regularly with the
other federal agencies that are serving as the "Managing Partners" to
ensure that the initiatives meet the needs of the Department and its
customers. The Department believes that working with other agencies to
implement common or consolidated solutions will help DOJ to reduce the
funding requirements for administrative and public-facing systems,
thereby allowing DOJ to focus more of its scarce resources on higher
priority, mission related needs. DOJ's modest contributions to the
Administration's E-Government projects will facilitate achievement of
this objective.

**A. Funding and Costs**

The Department of Justice participates in the following E-Government
initiatives and Lines of Business:

  --------------------- ----------------- ----------------- ----------------
  Business Gateway      E-Travel          Integrated        Case Management
                                          Acquisition       LoB
                                          Environment       

  Disaster Assistance   Federal Asset     IAE - Loans &     Geospatial LoB
  Improvement Plan      Sales             Grants - Dunn &   
                                          Bradstreet        

  Disaster Assist.      Geospatial        Financial Mgmt.   Budget
  Improvement Plan -    One-Stop          Consolidated LoB  Formulation and
  Capacity Surge                                            Execution LoB

  E-Authentication      GovBenefits.gov   Human Resources   IT
                                          LoB               Infrastructure
                                                            LoB

  E-Rulemaking          Grants.gov        Grants Management 
                                          LoB               
  --------------------- ----------------- ----------------- ----------------

The Department of Justice E-Government expenses -- i.e. DOJ's share of
e-Gov initiatives managed by other federal agencies -- are paid for from
the Department's Working Capital Fund. These costs, along with other
internal E-Government related expenses (oversight and administrative
expenses such as salaries, rent, etc.) are reimbursed by the components
to the WCF. The Antitrust Division reimbursement amount is based on the
anticipated or realized benefits from an e-Government initiative. As
such, the Antitrust Division E-Government reimbursement to the Working
Capital Fund is \$155,000 for FY2008 and \$55,000 for FY2009.

**B. Benefits**

The Antitrust Division established baseline cost estimates for each IT
investment being (or planned to be) modified, replaced, or retired due
to the Department's use of an E-Government or Line of Business
initiative. The Antitrust Division is measuring actual costs of these
investments on an ongoing basis. As the Antitrust Division completes
migrations to common solutions provided by an E-Government or Line of
Business initiative, the Antitrust Division expects to realize cost
savings or avoidance through retirement or replacement of legacy systems
and/or decreased operational costs. The table below represents only
those E-Government initiatives and Lines of Businesses where the
Antitrust Division expects to realize benefits in FY2008 and FY2009.

***(dollars in thousands)***

  ----------------- ------------ ------------- -----------------------------------
  **E-Gov           **FY 2008    **FY 2009     **Comments**
  Initiative**      Benefits**   Anticipated   
                                 Benefits**    

  Business Gateway  \$6          \$6           Amounts are based on the cost
                                               development exercise required by
                                               OMB M-06-22 Memo: Cost Savings
                                               Achieved Through E-Government and
                                               Line of Business Initiatives
                                               -8/8/2006

  Financial Mgmt.   \$102        \$104         Amounts are based on the cost
  Consolidated LoB                             development exercise required by
                                               OMB M-06-22 Memo: Cost Savings
                                               Achieved Through E-Government and
                                               Line of Business Initiatives
                                               -8/8/2006

  Human Resource    \$460        \$470         Amounts are based on the cost
  LoB                                          development exercise required by
                                               OMB M-06-22 Memo: Cost Savings
                                               Achieved Through E-Government and
                                               Line of Business Initiatives
                                               -8/8/2006
  ----------------- ------------ ------------- -----------------------------------

[]{#__RefHeading___Toc188782067 .anchor}VI. Exhibits

[^1]: United States Department of Commerce, Bureau of Economic Analysis,
    AU.S. International Trade in Goods and Services@,
    <http://www.bea.gov/newsreleases/international/trade/2007/pdf/trad1007.pdf>,
    October 2007, p. 4

[^2]: 2 Kanter, James. "A Crackdown on Cartels By European Regulators",
    *The New York Times,* December 27, 2005, Late Edition, Final, p.3

[^3]: 3 Karnitschnig, Matthew. "Year-End Review of Markets & Finance
    2007", *The Wall Street Journal,* January 2, 2008, p. R10.

    ^4^ Hall, Jessica. "U.S. merger volume hits record despite soft
    June", *Reuters.com,* June 28, 2007.

[^4]: 7^5^ Karnitschnig, Matthew. "Year-End Review of Markets & Finance
    2007", *The Wall Street Journal,* January 2, 2008, p. R10.

    ^6^ Cimilluca, Dana. "Stock Market Quarterly Review: Private Equity
    Fuels Record Merger........", *The Wall Street Journal,* July 2,
    2007, p. C.8

    ^7^ CTIA Home Page. "Estimated Current US Wireless Subscribers",
    *ctia.org*, <http://www.ctia.org/> , January 9, 2008.

    ^8^ Wright, Adam. "Mobile Phones Could Soon Rival the PC....",
    *Ipsos-na.com,*
    [www.ipsos-na.com/news/pressrelease.cfm](http://www.ipsos-na.com/news/pressrelease.cfm),
    April 18, 2006.

    9 "CE News - Tidbits", *First Glimpse Magazine*,
    [www.firstglimpsecom](http://www.firstglimpsecom/), September 2006.

[^5]: 1^0^ "The Budget and Economic Outlook: An Update." *Congressional
    Budget Office*, August 2007, c.2, p.1.