UNITED STATES OF AMERICA 


BEFORE THE FEDERAL TRADE COMMISSION 


) 

In the Matter of ) PUBLIC 

) 

McWANE, INC., ) 

a corporation, and ) 

) DOCKET NO. 9351 

STAR PIPE PRODUCTS, LTD., ) 

a limited partnership. ) 

) 

---------------------------) 

MOTION FOR IN CAMERA TREATMENT 

Pursuant to Rule 3.45 of the Federal Trade Commission's Rules of Practice, 16 c.F.R. § 

3.45(b), non-party Ferguson Enterprises, Inc. ("Ferguson") respectfully submits this motion for 

in camera treatment of certain competitively-sensitive, confidential business documents. These 

documents were produced in response to a third-party subpoena in this matter, and the Federal 

Trade Commission and McWane, Inc. have now notified Ferguson that they intend to introduce 

the documents that are the subject of this motion into evidence at the administrative trial in this 

matter. See Letter from the Federal Trade Commission dated July 17, 2012 (attached as Exhibit 

A); Letter from Counsel for McWane, Inc. dated July 17,2012 (attached as Exhibit B). 

All of the materials for which Ferguson is seeking in camera treatment are confidential 

business documents, such that if they were to become part of the public record, Ferguson would 

be seriously harmed in its ability to compete in the distribution of ductile iron pipe fittings. For 

the reasons discussed in this motion, Ferguson requests that this Court afford its confidential 

business documents in camera treatment for a period of five years. In support of this motion, 

Ferguson relies on the Affidavit of William T. Thees, Jr., attached as Exhibit C, which provides 

additional details on the documents for which Ferguson is seeking in camera treatment. 

J 

I. 	 The Documents for which Protection is Sought 

Ferguson seeks in camera treatment for the following documents, copies of which are 

attached as Exhibit D. 

Exhibit 

No. 

DocumentTitle .... 

, 

..•..... , ,I 

Date 

.... 

~e~inning·· 

Ba.tes 

Erid Bates 

CX0500 Email from Bill Thees to Ruffner 

Page Re: follow up 

611512010 FEI-00002429 FEI-00002430 

CX0502 Spreadsheet: BlendedJImport $ 2010 FEI-00002424 FEI-00002424 

CX0504 Spreadsheet: 2010 MJ Ftg Programs 2010 FEI -00002421 FEI -00002421 

CX0509 McWane Corporate Rebate Program 

for Ferguson 

2009 FEI-00002420 FEI-00002420 

CX0510 2010 McWane Corporate Rebate 

Program for Ferguson 

2010 FEI-00000575 FEI-00000576 

CX2276 Email from Andrea Gayle to Mike 

Yore re: 2012 Wolseley North 

America Corporate Sourcing 

Agreement(s) - McWane, Inc. wi 

Attach: 2012 McWane, Inc. -

Admin. Agreement.pdf; 2012 

McWane, Inc. - Rebate 

5/8/2012 FEI-00003150 FEI-00003158 

Agreement.pdf 

CX2277 Email from Andrea Gayle to Rick 

Tatman re: 2012 Wolseley North 

America Corporate Sourcing 

Agreement(s) - Tyler Union wi 

Attach: 2012 Tyler Union. - Admin. 

Agreement.pdf; 2012 Tyler Union -

Rebate Agreement.pdf 

2113/2012 FEI-00003159 FEI -00003169 

II. 	 Ferguson's Documents are Secret and Material Such That Disclosure Would Result 

in Serious Injury 

Material may be given in camera treatment when its "public disclosure will likely result 

in a clearly defined, serious injury to the person, partnership, or corporation requesting" such 

treatment. 16 c.F.R. § 3.45(b). The proponent of in camera treatment demonstrates serious 

injury by showing that the documents are secret and that they are material to the business. In re 

2 

General Foods Corp., 95 F.T.C. 352, Dkt. No. 9085, 1980 WL 338997, at *3 (Mar. 10, 1980); In 

re Bristol-Myers Co., 90 F.T.C. 455, Dkt. Nos. 8917, 8918, & 8919, 1977 WL 189054, at *2 

(Nov. 11, 1977). In considering both secrecy and materiality the following factors should be 

weighed: (1) the extent to which the information is known outside of the business; (2) the extent 

to which it is known by employees and others involved in the business; (3) the extent of 

measures taken to guard the secrecy of the information; (4) the value of the information to the 

business and its competitors; (5) the amount of effort or money expended in developing the 

information; and (6) the ease or difficulty with which the information could be acquired or 

duplicated by others. In re Bristol-Myers Co., 1977 WL 189054, at *2 (citing Restatement of 

Torts § 757, Comment b at 6 (1939)). Such a showing may be "inferred from the nature of the 

documents themselves." H.P. Hood & Sons, Inc., 58 F.T.C. 1184, Dkt. No. 7709, 1961 WL 

65882, at *4 (Mar. 14, 1961). 

The documents at issue are both secret and material to Ferguson's business. 1 The 

materials at issue contain information of competitive significance to Ferguson, such as rebate 

terms with its suppliers and the share of each supplier's product sold by Ferguson. Such 

information is not widely known outside of the business. Further, when they were produced, 

Ferguson took steps to maintain confidentiality by designating the documents "Confidential." 

Moreover, the information contained in the documents is material to Ferguson's business 

because it is directly related to Ferguson's distribution of ductile iron pipe fitting. As a 

distributor, Ferguson relies on its relationships with its suppliers and its negotiations with them 

to remain competitive. Because of the confidential nature of the information and its materiality 

to Ferguson's business, in camera treatment is appropriate. 

1 For a discussion of each document, see Affidavit of William T. Thees, Jr., attached 

hereto as Exhibit C. 

3 

Further, disclosure of the materials will likely result in the loss of a business advantage. 

See In re Dura Lube Corp., Dkt. No. 9292,1999 FTC LEXIS 255, at *7 (Dec. 23, 1999) ("The 

likely loss of business advantages is a good example of a 'clearly defined, serious injury."') 

(citing In re General Foods Corp., 1980 WL 338997, at *3). The documents at issue are 

material to Ferguson's negotiations with its suppliers. Making such documents public will likely 

result in a loss of any business advantage Ferguson has with those suppliers. 

Finally, Ferguson's status as a third-party is relevant to the treatment of its documents. 

The Commission has held that "[t]here can be no question that the confidential records of 

businesses involved in Commission proceedings should be protected insofar as possible." H.P.. 

Hood & Sons, 1961 WL 65882, at *2. This is especially so in the case of a third-party, which 

deserves "special solicitude" in its request for in camera treatment for its confidential business 

information. See In re Kaiser Aluminum & Chem. Corp., 103 F.T.C. 500, 500 (1984) ("As a 

policy matter, extensions of confidential or in camera treatment in appropriate cases involving 

third party bystanders encourages cooperation with future adjudicative discovery requests."). 

Ferguson's third-party status therefore weighs in favor of granting in camera status to its 

documents. 

III. Conclusion 

For the reasons set forth above and in the Affidavit of William T. Thees, Jr., Ferguson 

respectfully requests that this Court grant in camera treatment for a period of five years for the 

documents identified herein. 

4 

Dated: September 21, 2012 Res. ectfully Submitted, 

ri~ istina VanHorn 

Hunton & Williams LLP 

1751 Pinnacle Drive 

Suite 1700 

McLean, VA 22102 

Phone: (703) 714-7525· 

kvanhorn@hunton.com 

Counsel for Non~Party Ferguson 

Enterprises, Inc. 

5 

UNITED STATES OF AMERICA 


BEFORE THE FEDERAL TRADE COMMISSION 


) 

In the Matter of ) PUBLIC 

) 

McWANE, INC., ) 

a corporation, and ) 

) DOCKET NO. 9351 

STAR PIPE PRODUCTS, LTD., ) 

a limited partnership. ) 

) 

~-------------------------) 

[PROPOSED] ORDER 

Upon consideration of non-party Ferguson Enterprises, Inc.' s Motion for In Camera 

Treatment, it is HEREBY ORDERED that the following documents are to be provided in 

camera treatment for a period of five years from the date of this Order: 

Exhibit 

No...... 

DocumentTitle ..­

. .:. ... 

Date 

••••• 

Beginning ... 

Bates .

EngBate~. 

. .

CX0500 Email from Bill Thees to Ruffner 

Page Re: follow up 

611512010 FEI-00002429 FEI-00002430 

CX0502 Spreadsheet: Blended/lmport $ 2010 FEI-00002424 FEI-00002424 

CX0504 Spreadsheet: 2010 MJ Ftg Programs 2010 FEI-00002421 FEI -00002421 

CX0509 McWane Corporate Rebate Program 

for Ferguson 

2009 FEI-00002420 FEI-00002420 

CX0510 2010 McWane Corporate Rebate 

Program for Ferguson 

2010 FEI-00000575 FEI -0000057 6 

CX2276 Email from Andrea Gayle to Mike 

Yore re: 2012 Wolseley North 

America Corporate Sourcing 

Agreement(s) - McWane, Inc. w/ 

Attach: 2012 McWane, Inc. -

Admin. Agreement.pdf; 2012 

McWane, Inc. - Rebate 

Agreement.pdf 

5/8/2012 FEI-00003150 FEI-00003158 

1 

CX 2277 Email from Andrea Gayle to Rick 

Tatman re: 2012 Wolseley North 

America Corporate Sourcing 

Agreement(s) - Tyler Union wi 

Attach: 2012 Tyler Union. - Admin. 

Agreement.pdf; 2012 Tyler Union -

Rebate Agreement.pdf 

2113/2012 FEI-00003159 FEI -00003169 

ORDERED: 

D. Michael Chappell 

Chief Administrative Law Judge 

_____,2012 

2 

CERTIFICATE OF SERVICE 


I hereby certify that on September 21,2012, I caused the foregoing MOTION FOR IN 

CAMERA TREATMENT and [PROPOSED] ORDER to be filed by hand on the following: 

Office of the Secretary 

Federal Trade Commission 

600 Pennsylvania Ave., N.W. 

RoomH-135 

Washington, D.C. 20580 

. I also certify that I delivered via electronic mail and overnight delivery a copy of the 

foregoing document to: 

The Honorable D. Michael Chappell 

Administrative Law Judge 

Federal Trade Commission 

600 Pennsylvania Ave. N.W. 

RoomH-106 

Washington, D.C. 20580 

Thomas W. Thagard ill, Esq. 

Maynard, Cooper & Gale PC 

1901 Sixth Avenue North 

2400 Regions/Harbert Tower 

Birmingham, AL 35203 

Edward Hassi, Esq. 

Federal Trade Commission 

600 Pennsylvania Ave., N.W. 

RoomH-380 

Washington, DC 20580 

By: 

Counsel for Non-Party Ferguson 

Enterprises, Inc. 

3 

EXHIBIT A 

United States ofAmerica 


FEDERAL TRADE COMMISSION 


WASHINGTON, D.C. 20580 


Andrew Mann, Esq. 

Bureau ofCompetition 

Federal Trade Commission 

601 New Jersey Ave., N.W. 

Washington, D.C. 20580 

(202) 326-2481 

amann@FTC.gov 

July 17,2012 

Via Federal Express 

David Meeker 


Ferguson Enterprises, Inc. 


t2500 Jefferson Avenue 


Newport News, VA 23602 


RE: In the Matter ofMc Wane, Inc. and Star Pipe 

Products, Ltd, Federal Trade Commission Docket No. 

9351 

Dear Mr. Meeker: 

By this letter we are providing formal notice, pursuant to Rule 3.45(b) ofthe 

Commission's Rules of Practice, 16 C.F.R. §3.45(b), that Complaint Counsel intend to offer the 

documents and testimony referenced in the enclosed Attachments A and B into evidence in the 

administrative trial in the above-captioned matter. Please note that the list of deposition 

designations in Exhibit B does not include any of Respondent's designations or Complaint 

Counsel's counter-designations, ifany, which are not due until July 24,2012. 

The administrative trial is scheduled to begin on September 4,2012. All exhibits 

admitted into evidence become part of the public record unless in camera status is granted by 

Administrative Law Judge D. Michael Chappell. 

For documents or testimony that include sensitive or confidential information that you do 

not want on the public record, you must file a motion seeking in camera status or other 

confidentiality protections pursuant to 16 C.F.R §§ 3.45, 4.l0(g). Judge Chappell may order that 

materials, whether admitted or rejected as evidence, be placed in camera only after finding that 
their public disclosure will likely result in a clearly defined, serious injury to the person, 

partnership, or corporation requesting in camera treatment. 

Motions for in camera treatment for evidence to be introduced at trial must meet the strict 

standards set forth in 16 C.F.R. § 3.45 and explained in In re Dura Lube Corp., 1999 FTC 

LEXIS 255 (Dec. 23, 1999); In re Hoechst Marion Roussel, Inc., 2000 FTC LEXIS 157 (Nov. 

22,2000); In re Basic Research, Inc., 2006 FTC LEXIS 14 (Jan. 25,2006). Motions also must 

be supported by a declaration or affidavit by a person qualified to explain the confidential nature 

of the material. In re North Texas Specialty Physicians, 2004 FTC LEXIS 66 (April 23, 2004). 

Please be aware that under the current Scheduling Order of February 15, 2012, the 

deadline for filing motions seeking in camera status is July 27,2012. 

Additionally, in lieu of a deposition on the admissibility of the documents listed in 

Exhibit A, we ask that you sign and return the attached declaration regarding the admissibility of 

these documents. Please return the signed declaration to my attention by July 29,2012. 

If you have any questions, please feel free to contact me at (202) 326-2481. 

Sincerely, 

Andrew Mann, Esq. 


Counsel Supporting the Complaint 


'j.. 

Attachments 
FERGUSON ENTERPRISES, INC. 


Attachment A 


Exhibit No, Document Title, Date BegBates EndBates 

CX 0500 

E-mail from Bill Thees to Ruffner Page 

re: follow up 6/15/2010 FEl-00002429 FEI-00002430 

CX OS02 Spreadsheet: Blendedllmport $ 00100/0000 FE1-00002424 FEI-00002424 

CX OS04 Spreadsheet: 2010 MJ Ftg Programs 00/00/2010 FEI-00002421 FE1-00002421 

CX 0506 

E-mail from Butch J. Doane to Bill Thees 

re: Tyler Union Announcement w/Attach: 

McWane Announcement Sept 22nd 

2009.J)df 9/2212009 FEI-00002410 FEI-00002411 

CX 0508 Handwritten notes: AWNA 6/21/2010 FEI-00002514 FEI-00002516 

CX 0509' 

McWane Corporate Rebate Program for 

Ferguson 00100/2009 FEl-00002420 FEI-00002420 

CX 0510 

2010 McWane Corporate Rebate 

Program for Ferguson 00/00/2010 FEI-00000575 FEI-00000S76 

CX 0511 Handwritten notes: Sigma 6/4/2009 FEI-00002532 FEl-00002534· 

CX 2276 

E-mail from Andrea Gayle to Mike Vore 

re: 2012 Wolseley North America 

Corporate Sourcing Agreement(s) -

McWane, Inc. w/Attach: 2012 McWane, 

Inc. - Admin. Agreement.pdf, ~012 

McWane, Inc. - Rebate Agreement.pdf S/8/2012 FEI-00003150 F EI-00003158 

CX 2277 

E-mail from Andrea Gayle to Rick 

Tatman re: 2012 Wolseley North 

America Corporate Sourcing 

Agreement(s) - Tyler Union w/Attach: 

2012 Tyler Union - Admin. 

Agreement.pdf, 2012 Tyler Union ­

Rebate Agreement.pdf 2/13/2012 FEI-00003159 FEI-00003169 

CX2503 

RESERVED FOR Designated 

Investigational Hearing Transcript of Bill 

Thees 11/16/2010 CX 2503-001 CX 2S03-001 

CX2504 

RESERVED FOR Designated Deposition 

TranscriQt of Bill Thees 6/1/2012 CX2504-001 CX 2504-001 

.( 

Confidential FTC Docket No. 9351 
FERGUSON ENTERPRISES, INC. 


Attachment B 


ex 2503 - Thees, BillU/16/2010 Investigational Hearing 

6:1 - 3 

8:4 - 13:9 

14:20 - 19:25 

21:5 - 24:2 

24:16 - 26:19 

26:24 - 28:24 

29:6 - 9 

29:14 - 30:10 

31:20 - 33:5 

34:24 - 37:9 

38:2-16 

39:1 - 21 

41:18 -42:17 

44:8 - 45:4 

46:20 - 47:6 

47:11- 20 

48:12 - 20 

49:14-23 

57:8 - 9 

58:11-15 

58:24 - 59:7 

59:16 - 25 

66:13 - 20 

68:19 - 69:10 

69:23 - 70: 18 

70:23 -75:14 

76:9 - 78:3 

78: 15 - 82:25 

87:9 - 89:24 

91: 14 - 94:11 

99:25 - 103:7 

104:1 - 9 

105:14 - 106:12 

106:23 - 107:17 

107:22 - 110:8 

110:22 - 111 :11 

111:19 - 113:11 

114:9-15 

115:24 - 117:20 

120:21 - 123:20 

127:15 - 129:19 

130: 1 0 - 131:7 

137:22 - 138:20 

139:12 -141:6 

Confidential FTC Docket No. 9351 
FERGUSON ENTERPRISES, INC. 


Attachment B 


" 

144:7 - 145:4 

145:6 - 147:25 

149:22 -151:14 

156:3 - ] 58:4 

158:20 - 160:10 

162:5 - 163:25 

164:15 -165:3 

173:22 - 175:11 


176:10- 177:13 


177:24-179:11 


184:17 - 185:8 

208:23 - 210:5 


210:10-211:1 


211:14-21 


212:6 - 16 

213:2 - 18 

ex 2504 - Thees, William 06/0112012 Deposition 

5:1 - 3 

5:6 - 8 

6:25 - 8:20 

8:23 - 10: 1 

10:5 - 12:25 

13:8 - 15:14 

15:17 

15:25 - 17:15 

18:20 - 19:19 

20:6 - 23 

21:18 - 22:9 


50:10-5]:7 


63:13 - 64:14 

67:9 - 69:13 

71:11 - 19 

73:6 -74:15 

75:7 - 14 


75:16-17 


77:5 -14 

78:15 -79:22 

79:25 - 80:5 


81:20- 82:18 


83:9 - 18 


84::.t - 86:2 


86:5 - 87:21 

87:24 - 88:21 

. 88:24 - 89:4 

Confidential 2 FTC Docket No. 9351 
FERGUSON ENTERPRISES, INC. 


Attachment n 


89:9 - 15 

89: 19 - 90:23 

91:21 - 92:24 

93: 12 - 94:9 

94:11-18 

95:20 - 96:7 

96:11-20 

96:23 

97:10 - 12 

97:14 - 98:1 

98:5 - 13 

98:16 -17 

98:19 - 21 

98:23 - 99:5 

99:7 - 12 

99:14 - 25 

100:15 - 16 

100:19 - 20 

100:22 - 101:9 

101:19 - 22 

101:24 - 102:22 

102:25 - 103:19 

105:14 - 22 

105:25 - 106:1 

106:3 -14 

107:5 - 24 

108:1 - 9 

109:20 - 111:4 

113:12 - 116:18 

116:21 - 117:22 

118:5 -120:8 ~ 

120:14 - 121:12 

124:2 - 125:12 

125:25 - 126:7 

126:20 - 128:15 

129:8 - 130:10 

130:15 - 133:4 

133:8 - 16 

134:3 - 135:4 

135:19 - 136:7 

137:5 - 9 

138:25 -141:2 

141:6 -143:6 

143:14 - 144:7 

144:9 - 13 

144:15 - 146:9 

Confidential 3 FTC Docket No. 9351 
FERGUSON ENTERPRISES, INC. 

Attachment B 

148:3-21 

148:24 - 149:1 

149:3 - 12 

149:25 - 150:6 

150:8 - 151:7 

151:9 - 152:6 

160:12 - 161:17 

c. 

Confidential 4 FTC Docket No. 9351 
UNITED STATES OF AMERICA 


BEFORE THE FEDERAL TRADE COMMISSION 


) 

In the Matter of ) PUBLIC 

) 

McWANE, INC., ) DOCKET NO. 9351 

Respondent ) 

) 

DECLARATION 

I, , pursuant to 28 U.S.C. § 1746, make the following 

statement: 

1. 	 I am an employee of Ferguson Enterprises, Inc. I have personal knowledge ofthe facts set 

forth in this declaration, and if called as a witness I could and would testify competently 

under oath to such facts. 

2. 	 I have reviewed the documents referenced in Attachment A to this Declaration, which have 

been identified by Complaint Counsel with CX numbers for use as exhibits in the abovecaptioned matter. 

3. 	 I hereby certify that each document referenced in Attachment A herein: (a) was made at or 

near the time ofthe occurrence ofthe matters set forth by, orfrom information transmitted 

by, a person with knowledge ofthose matters; (b) was kept in the course ofregularly 

conducted activity; and (c) was made by the regularly conducted activity as a regular 

practice. 

1 
Pursuant to 28 U.S.C. § 1746, I declare, under the penalty ofperjury, that the foregoing is 

true and correct to the best of my knowledge, information, and beJief. 

Executed on: 

Name: 

Title: 

2 
EXHIBITB 

MAYNARD COOPER 

Thomas W. Thagard HI & GALE PC DIRECT 205.254.1091 

ATTORNEYS AT LAW EMAil..tthagard@maynardcooper.com 

July 17,2012 

VIA FEDERAL EXPRESS 

Ferguson Enterprises, Inc. 

c/o Kristina Van Hom 

HWlton & Williams 


1751 Pinnacle Drive, Suite 1700 


McLean, Virginia 22102 

Re: In the Matter ofMcWane. Inc. and Star Pipe Products Ltd.. Docket No. 9351 

Dear Ms. Van Hom: 

By this letter, we are providing formal notice, pursuant to § 3.45(b) of the Commission's 

Rules ofPractice, 16 C.F.R. § 3.45(b), that cOWlsel for Respondent McWane, Inc. (McWane) has 

placed the documents referenced in Attachment A on its exhibit list and intends to offer these 

documents into evidence at the administrative trial in this Matter, which is scheduled to begin on 

September 4,2012. Attachment B includes transcripts ofdepositions taken during this and 

related litigations that Respondent McWane also intends to offer into evidence. All exhibits and 

depositions admitted into evidence become part ofthe public record unless in cQlnera status is 

granted by the Administrative Law Judge. 

Under § 4.10(g) ofthe Commission's Ru1es ofPractice, 16 C.F.R. § 4.10(g), you have 

"an opportunity to seek an appropriate protective or in camera order." Pursuant to the 

Commission's Ru1es, the Administrative Law Judge may order that material, whether admitted 

or rejected as evidence, be placed in camera only after a finding that its public disclosure will 

likely result in a clearly defmed, serious injury to the person or company requesting in camera 

treatment. For the standards applicable to the granting of in camera treatment, please see 16 

C.F.R. § 3.45(b) as well as the decisions ofthe Commission in H P. Hood & Sons, Inc., 58 

F.T.C. 1184, 1188 (1961); Bristol-Myers Co., 90 F.T.C. 455, 456 (1977); General Foods Corp., 

95 F.T.C. 352, 355 (1980). 

Motions for in camera treatment for evidence to be introduced at trial must meet the strict 

standards set forth in 16 C.F.R. § 3.45 and explained In re Dura Lube Corp., 1999 FTC LEXIS 

255 (Dec. 23, 1999); In re Hoechst Marion Roussel, Inc., 2000 FTC LEXIS 157 (Nov. 22, 2000) 

and 2000 FTC LEXIS 138 (Sept. 19,2000); In re Basic Research, Inc., 2006 FTC LEXIS 14 

(Jan. 25, 2006). Motions also must be supported by a declaration or affidavit by a person 

qualified to explain the confidential nature ofthe documents In re North Texas Specialty 

Physicians, 2004 FTC LEXIS 66 (Apri123, 2004). Each party or non-party that files a motion 

for in camera treatment shall provide one copy ofthe documents for which in camera treatment 

1901 SIXTH AVENUB NORTH 2400 REGIONS HARBERT PLAZA BIRMINGHAM, ALABAMA 35203-2618 205.254.1000 FAX 205.254.1999 

02392148.1 WWW.MAYNARCCOOPER.COM 
July 17,2012 

Page 2 

is sought to Judge Chappell. Finally, examples of motions requesting in camera treatment can 

be found by searching the FTC website (i.e., www.ftc.gov). 

Please be aware that under the current Scheduling Order, the deadline for filing motions 

seeking in camera status is July 27, 2012. By that date, an original and two copies ofyour 

motion should be filed with the Office ofthe Secretary, Room H-135, 600 Pennsylvania Avenue, 

N.W., Washington D.C. 20580. Also, serve copies of your motions as follows: (1) Send two 

copies overnigbt/hand-delivery and e-mail a copy to Honorable D. Michael Chappell, 

Administrative Law Judge, Federal Trade Commission, 600 Pennsylvania Avenue, NW, H-I06, 

Washington, DC 20580 (oali@ftc.gov); (2) Send copies ovemightlhand-delivery and e-mail a 

copy to counsel for Respondent McWane: Thomas W. Thagard III, Maynard, Cooper & Gale, 

P.C., 1901 Sixth Avenue North, 2400 RegionslHarbert Tower, Birmingham, AL 35203, 

tthagard@maynardcooper.com; and (3) Send copies overnightlhand-delivery and e-mail a copy 

to Complaint Counsel: Edward Hassi, Federal Trade Commission, 600 Pennsylvania Ave., NW, 

Washington DC 20580 (ehassi@ftc.gov). 

If you have any questions, please call me at (205) 254-1000. 

TWTIIIIshl 

Attachment 

MAYNARD COOPER ___ & GALE pc 

ATTORNEYS AT LAW 

02392148.1 
ATTACHMENT A 


FERGUSON ENTERPRISES, INC. 


02390592.1 
ATTACHMENT B 


FERGUSON ENTERPRISES, INC. 


The following deposition is attached hereto as Attachment B: 

02390592.1 
EXHIBITC 

(REDACTED - CONFIDENTIAL INFORMATION) 
EXHIBITD 

(REDACTED - CONFIDENTIAL INFORMATION)