UNITED STATES OF AMERICA

BEFORE FEDERA TRAE COMMISSION

OR'G'NAL

In the Matter of

CHICAGO BRIGE & IRON COMPAN, N. Public

a foreign corporation

CHICAGO BRIGE & IRON CaMP AN

a corporation, and

Docket No. 9300

PITT-DES MOINS, INC.

a corporation.

To: Commission

COMPLAINT COUNSEL'S RESPONSE TO

RESPONDENTS' MOTION FOR IN CAMERA TREATMENT

By motion fied June 30, 2005,1 Respondents Chicago Bridge & Iron CompanyN.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 

Respondents' Further Briefing on Specific Remedy Issues (" Furher Briefing )3 fied under seal

by CB&I on June 6 2005, pursuant to Rule 4. l0(g).

Respondents ' Motion for In Camera Treatment of Material Previously Designated

as Confidential, filed June 30, 2005 ("CB&I's In Camera Motion

Complaint Counsel' s Response to CB&I Respondents' Furher Briefing on

Specific Remedy Issues ("June 20 Response

CB&I do not request in camera treatment of materials previously fied under 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 Furher Briefing that were fied under seal but do not reveal the confidential material

contained therein.

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

required by Rule 4. 1 O(g), and the materials are not covered by any in camera order.
CB&I fail to provide any justification for in camera treatment of the materials appearng

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

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

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

CB&I and PDM and do not fall within the justification for in camera treatment set forth at pages

4 ofCB&I's In Camera Motion. Accordingly, these materials should be placed on the public

record.

Complaint counsel, however, do not object to CB&I's request for in camera treatment of

the following materials:

those portions ofCB&I's In Camera Motion and of Exhibit A thereto that CB&I

filed under seal on June 30, 2005;

materials contained in the first full paragraph on page 13 and in the last full

paragraph on page 14 ofthe June 20 Response that Complaint counsel filed

temporarily under seal on June 20 2005.

Furher, Complaint counsel do not object to in camera treatment of those portions of the Further

Briefing that CB&I fied under seal on June 6, 2005, provided CB&I fie a timely motion for 

camera treatment thereof.

Complaint counsel will file, as appropriate on the public record, anew, redacted copy of the

June 20 Response following ruling by the Commission on CB&I's In Camera Motion.

Respectfully submitted

Rhett R. Krlla

Steven L. Wilensky

Counsel Supporting the Complaint
DATED: July 5 2005.

Bureau of Competition

Federal Trade Commission

Washington, D.C. 20580
CERTIFICATE OF SERVICE

I hereby certify that I today caused:

One original and twelve copies of Complaint Counsel' s Response to Respondents

Motion for In Camera Treatment to be served, by hand delivery, and one copy to be

served, by electronic mail, upon:

Office of the Secretary

Federal Trade Commission

600 Pennsylvania Avenue, NW

Washington, DC 20580

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

Clifford H. Aronson

Skadden, Ars, Slate, Meagher & Flom LLP

Four Times Square

New York, NY 10036-6522

(212) 735-2644

Charles W. Schwarz

Skadden, Ars, Slate, Meagher & Flom LLP

1600 Smith, Suite 4400

Houston, TX 77002-7348

(713) 655-5160

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.

Dated: July 5, 2005

Rhett R. Krlla 

. ::: .

Counsel Supportingifhe Coirplaint '

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