COMMISSIONERS: 

In the Matter of 

GRACO INC. 

a corporation, 

UNITED STATES OF AMERICA 

BEFORE THE FEDERAL TRADE COMMISSION 

Jon Leibowitz, Chairman 

J. Thomas Rosch 

Edith Ramirez 

Julie Brill 

) 

) 

) 

) 

) 

) Docket No. 9350 

ILLINOIS TOOL WORKS INC. ) 

a corporation, ) PUBLIC 

) 

and ) 

) 

ITW FINISHING LLC ) 

a limited liability company. ) 

) 

RESPONDENT GRACO INC.'S INITIAL DISCLOSURES 

Pursuant the Federal Trade Commission's Rules of Practice, 16 C.F.R. § 3.31, 

Respondent Graco Inc. ("Graco"), by and through counsel, makes the following Initial 

Disclosures: 

PRELIMINARY STATEMENT 

These Initial Disclosures are based on information reasonably available to Graco at this 

time. Discovery and investigation in this case has just commenced. Graco reserves the right to 

make supplemental and subsequent disclosures as information becomes available in the course of 

its investigation and discovery. Graco does not waive any evidentiary objections based upon 

relevance, materiality, competence, privilege, immunity from disclosure, trade secret, or any 
other grounds. All of the disclosures set forth below are made subject to the above limitations 

and qualifications. 

INITIAL DISCLOSURES 

§ 3.31(b)(1) The name and, if known, the address and telephone number of each 

individual likely to have discoverable information relevant to the allegations of the 

Commission's complaint, to the proposed relief, or to the defenses of the respondent, as set

forth in §3.31(c)(1); and 

Name Address and Subjects of Information 

Telephone Number 

Caroline Chambers May be contacted Distributor pricing and accounting 

through undersigned practices. 

counsel for Graco 

Mark Eberlein May be contacted Liquid finishing product lines and 

through undersigned manufacturing; finishing competitors, 

counsel for Graco and potential competitors; the 

decision to pursue the acquisition of 

ITW's finishing business; sales and 

marketing of liquid finishing 

products; and competitive analysis of 

relevant products. 

Mark Hammer Spray Equipment & Knowledge of industrial finishing 

Service Center, Inc. products and distribution. 

311 Pattie, Wichita, KS 

67211 

(316) 264-4349 

Chad Hellwig May be contacted Marketing practices and competitive 

through undersigned analysis of relevant products. 

counsel for Graco 

Mark Jennen May be contacted Engineering and product 

through undersigned development for Industrial Products 

counsel for Graco Division products. 

Bob Lind May be contacted Engineering and product 

through undersigned development for Industrial Products 

counsel for Graco Division products. 

Pat McHale May be contacted Overall management and operations 

through undersigned of Graco Inc.; the decision to pursue 

counsel for Graco the acquisition of ITW' s finishing 

business; competition in, and the 

sales and marketing of, liquid 

finishing products. 

2 
Paul Peterson May be contacted Distributor relationships for the 

through undersigned Industrial Products Division and 

counsel for Graco competition. 

Jerry Powaser May be contacted Competition in, and sales and 

through undersigned marketing of, liquid finishing 

counsel for Graco products. 

Charles Rescorla May be contacted Liquid finishing product lines and 

through undersigned manufacturing. 

counsel for Graco 

Michelle Striggow May be contacted Marketing practices and competitive 

through undersigned analysis of relevant products. 

counsel for Graco 

In addition to the above-listed individuals, Graco reserves the right to rely upon the testimony of 

additional witnesses as may be identified in the course of further discovery and investigation, 

including but not limited to persons disclosed by the FTC. 

§ 3.31(b)(2) A copy of, or a description by category and location of, all documents and 

electronically stored information including declarations, transcripts of investigational 

hearings and depositions, and tangible things in the possession, custody, or control of the 

Commission or respondent(s) that are relevant to the allegations of the Commission's 

complaint, to the proposed relief, or to the defenses of the respondent, as set forth in 

§3.31(c)(1); unless such information or materials are subject to the limitations in 

§3.31(c)(2), privileged as defined in §3.31(c)(4), pertain to hearing preparation as defined in 

§3.31(c)(5), pertain to experts as defined in §3.31A, or are obtainable from some other 

source that is more convenient, less burdensome, or less expensive. A party shall make its 

disclosures based on the information then reasonably available to it and is not excused 

from making its disclosures because it has not fully completed its investigation. 

1. Third-party documents and other documents produced by the FTC. 

2. Documents submitted to the FTC by Graco in connection with Graco's filing 

regarding the proposed acquisition of the finishing business of ITW pursuant to 

the Hart Scott Rodino Antitrust Improvements Act ("HSR") and the FTC's 

request for additional information thereto. 

3. Documents currently sought by subpoena to third parties by Graco, ITW, or the 

FTC. 

All Graco documents in the above-listed categories are located and maintained at Graco's 

headquarters, 88 11th Avenue NE, Minneapolis, Minnesota 55413. All third-party documents 

are maintained by or through Graco' s undersigned outside counsel. 

3 
Dated: Jan. 9,2012 

4 

Respectfully submitted, 

���.elJ� 

Richard G. Parker (D.C. Bar No. 327544) 

Michael E. Antalics (D.C. Bar No. 475218) 

Katrina M. Robson (D.C. Bar No. 989341) 

O'MELVENY & MYERS LLP 

1625 Eye Street, N.W. 

Washington, D.C. 20006-4001 

(202) 383-5300 

Of Counsel: 

John H. Hinderaker 

Richard A. Duncan 

F AEGRE & BENSON LLP 

2200 Wells Fargo Center 

90 South Seventh Street 

Minneapolis, MN 55402 

(612) 766-7000 

(612) 766-1600 (fax) 

Attorneys for Graco Inc. 
CERTIFICATE OF SERVICE 

I hereby certify that on January 9, 2012, I caused to be filed an original and one paper 

copy of the foregoing Initial Disclosures with the Office of the Secretary of the Federal Trade 

Commission at the following address: 

Donald S. Clark 

Secretary of the Commission 

Federal Trade Commission 

600 Pennsylvania Avenue, NW 

Room H-126 

Washington, DC 20580 

I also emailed a copy of the foregoing to secretary@ftc.gov, caused a copy to be filed via 

ECF, and caused a paper copy to be personally served on the following: 

The Honorable D. Michael Chappell 

Chief Administrative Law Judge 

Federal Trade Commission 

Office of Administrative Law Judges 

600 Pennsylvania Avenue, NW 

RoomH-106 

Washington, DC 20580 

I further certify that on January 9,2012, I have caused the foregoing Initial Disclosures to 

be served by email upon Phillip Broyles (pbroyles@ftc.gov), Peter Richman 

(prichman@ftc.gov), Mark Schneider (mschneider@ftc.gov), and Amanda Hamilton 

(ahamilton1@ftc.gov) of the Federal Trade Commission; and upon 1. Robert Robertson 

(robby.robertson@hoganlovells.com) and Logan Breed (logan.breed@hoganlovells.com), 

counsel for Illinois Tool Works Inc. and Illinois Tool Works Finishing LLC. 

���1n,e&� 

Katrina M. Robson