UNITED STATES OF AMElUCA 

BEFORE FEDERAL TRADE COMMISSION 

) 

In the Matter of ) 

) 

CHICAGO BRIDGE & IRON COMPANY, N.V., ) Public 

a foreign corporation, ) 

) 

CHICAGO BRIDGE & IRON COMPANY, 1 Docket No. 9300 

a corporation, and 1 

1 

PITT-DES MOINES, INC., 1 

a corporation. 1 

To: Coillmissioi~ 

COMPLAINT COUNSEL'S RESPONSE TO 

RESPONDENTS' MOTION FOR IN CAMERA TREATMENT 

B~ motion filed June 30,2005,' Respondents Chicago Bridge & Iron Company N.V. and 

Chicago Bridge & Iron Company (collectively, "CB&I") request in camera treatment of certain 

materials contained in Complaint counsel's June 20 Response2 that reference portions of 

Respondents' F~~rther Biefing on Specific Remedy Issues ("Further Briefi~~g")~ filed ~mder seal 

by CB&I on J~me 6,2005, pursuant to Rule 4.10(g).4 

1 Respondents' Motion for In Camera Treatment of Material Previously Designated 

as Confideiltial, filed J~me 30, 2005 ("CB&Iys In Camera Motion"). 

2 Complaint Co~msel's Response to CB&I Respondents' Further Briefing on 

Specific Remedy Issues ("J~me 20 Response"). 

3 CB&I do not req~zest in camera treatment of materials previously filed ~mder seal 

by Complaint counsel and contained on page 2, the second full paragraph on page 13, and the 

first full paragraph on page 14 of the June 20 Response. These materials relate to the portions of 

the Further Briefing that were filed under seal but do not reveal the confidential material 

contained therein. 

4 CB&I have not filed a motion for in camera treatment of the Further Briefing, as 

required by Rule 4.10(g), and the materials are not covered by any in camera order. 
CB&I fail to provide any justification for irz carneva treatment of the inaterials appearing 

on page 7 of the JLUI~ 20 Response and in Attachment B thereto, and Respondent Pitt-Des 

Moines, Inc. ("PDM") has not moved for irz car7zera treatment of these materials. These 

materials relate solely to the Febiuary 7, 2001, Post-Closing Risk Allocation Agreement between 

CB&I and PDM and do not fall within the justification for irz carnera treatment set fol-th at pages 

3-4 of CB&IYs In Car?zera Motion. Accordingly, these materials should be placed on the public 

record. 

Complaint counsel, however, do not object to CB&IYs req~zest for in camera treatment of 

the following materials: 

t those portions of CB&IYs In Camera Motion and of Exhbit A thereto that CB&I 

filed ~lnder seal on J~zne 30, 2005; 

t materials contained in the first fill1 paragraph on page 13 and in the last fill1 

paragraph on page 14 of the J~me 20 Response that Complaint co~lnsel filed 

temporarily ~mder seal on June 20,2005. 

Further, Complaint counsel do not object to in camera treatment of those portions of the F~lrther 

Briefing that CB&I filed under seal on J~me 6,2005, provided CB&I file a timely motion for in 

camera treatment thereof. 

Complaint co~msel will file, as appropriate on the p~blic record, a new, redacted copy of the 

June 20 Response following ruling by the Commission on CB&IYs In Camera Motion. 

Respectfillly submitted, 

Rhett R. Krulla 

Steven L. Wilensky 

Co~msel S~zpporting the Complaint 
DATED: July 5,2005. 

B~lrea~~ of Coinpetitioll 

Federal Trade Cornrnissioil 

Washington, D.C. 20580 
CERTIFICATE OF SERVICE 

I hereby certify that I today catwed: 

One original and twelve copies of Complaint Co~msel's Response to Respondents' 

Motion for Irz Cnlnern Treatment to be sewed, by hand delivery, and one copy to be 

served, by electronic mail, u~pon: 

Office of the Secretary 

Federal Trade Colnmission 

600 Pennsylvania Aven~~e, NW 

Washington, DC 20580 

And one copy to be served, by f~st-class mail, upon each of the following: 

Clifford H. Aronson 

Skadden, Arps, Slate, Meagher & Flom LLP 

FOLI~ Times Sqt~are 

New York, NY 10036-6522 

(212) 735-2644 

Charles W. Scl~wartz 

Sltadden, Arps, Slate, Meagher & Flom LLP 

1600 Smith, Suite 4400 

Houston, TX 77002-7348 

(713) 655-5160 4 

Counsel for Respondents Chicago Bridge & Iron Company N.V. and Chicago 

Bridge & Iron 

Jennifer L. Gray 

Robert M. Unger 

Brown Raysman Millstein Felder & Steiner LLP 

900 Third Avenue 

New York, NY 10022 

(212) 895-2130 

Counsel for Respondent Pitt-Des Moines, Inc. 

Rhett R. Krulla 

Co~msel Supporting the Complaint 

Dated: July 5,2005