UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLUMBIA WILDEARTH GUARDIANS, et al. , : : Plaintiffs, : Civil Action No.: 16-1724 (RC) : v. : Re Document Nos.: 30, 37, 39 : JEWELL, et al. , : : Defendants, : : WESTERN ENERGY ALLIANCE, et al. , : : Defendant-Intervenors : MEMORANDUM & ORDER G RANTING THE S TATE OF W YOMING ’ S M OTION TO I NTERVENE ; G RANTING THE S TATE OF C OLORADO ’ S M OTION TO I NTERVENE ; G RANTING THE S TATE OF U TAH ’ S M OTION TO I NTERVENE
I. INTRODUCTION Plaintiffs WildEarth Guardians a nd Physicians for Social Respon sibility initiated this action to challenge the appr oval of oil and gas leases on publi c lands in Colorado, Wyoming, and Utah. Am. Compl. ¶ 1, ECF No. 22. Pl aintiffs sued the Secretaryof the United States Department of the Interior, the D irector of the United States B ureau of Land Management, and the United States Bureau of Land M anagement—collectively, the F ederal Defendants. Plaintiffs allege that the Federal Defendant s violated the National Enviro nmental Policy Act (NEPA), 42 U.S.C. §§ 4321–4370h. Am. Compl. ¶ 1. I n relief, Plaintiffs see k, inter alia , a declaration that the “Federal Defendants’ leas ing authorizations . . . violate N EPA,” that the leasing authorizations and leases be vacated, and an injunction to prev ent the Federal Defendants “from approving or otherwise taking ac tion on any applications for pe rmits to drill on the leases2 included in the lease sales chal lenged herein.” Am. Compl. at 3 9. The Western Energy Alliance (Alliance), Petroleum Associati on of Wyoming (PAW), and AmericaPetroleum Institute (API) sought and received leave to intervene as defendants. See generally Mem. & Order, ECF No. 19. Following that intervention, the C ourt adopted the parties’ cas e management plan, which split the case into separate phases , with the Wyoming phase to be bri efed and decided first. See generally Order, ECF No. 24. The State of Wyoming (Wyoming), the State of Colorado (Colorado ), and the State of Utah (Utah) subsequently moved t o intervene as defendants. Wyo. ’s Mot. Intervene, ECF No. 30; Colo.’s Mot. Intervene, ECF N o. 37; Utah’s Mot. Intervene, ECF No. 39. The proposed intervenors conferred with the existing parties, and no existin g party opposed the intervention. 1 As discussed below, the Court gr ants Wyoming, Colorado, and Utah’s motions to intervene as a matter of right. 2

II. LEGAL STANDARD Federal Rule of Civil Procedure 24(a) provides that [o]n timely motion, the court mu st permit anyone to intervene w ho: claims an interest relating to the property or transaction that is the su bject of the action, and

1 The Alliance and PAW supported Wyoming, Colorado, and Utah’s i ntervention. Wyo.’s Mot. Intervene at 2; Colo.’s Mot. Intervene at 2; Utah’s Mot. I ntervene at 1. API consented to Wyoming’s intervention and did not object to Colorado or Utah’s intervention. Wyo.’s Mot. Intervene at 2; Colo.’s Mot. Int ervene at 2; Utah’s Mot. Interv ene at 1–2. The Plaintiffs and Fe deral Defendants took no position on any s tate’s intervention, although Plaintiffs object to the parti cipation of Colorado and Utah dur ing the briefing stage addressing oil and gas leases within Wyoming. Wyo.’s Mot. Intervene at 2; Colo .’s Mot. Intervene at 2; Utah’s Mot. Intervene at 1–2. Wyoming supports Colorado’s intervention . Colo.’s Mot. Intervene at 2. Wyoming and Colorado support Utah ’s intervention. Utah’s Mot. I ntervene at 1–2. 2 Because the Court finds that Wyoming, Colorado, and Utah may i ntervene as of right, it does not reach their arguments f or permissive intervention unde r Rule 24(b)(1)(B). See Mem. Supp. Wyo.’s Mot. Intervene a t 24–25, ECF No. 30; Mem. Supp. Co lo.’s Mot. Intervene at 16– 17, ECF No. 37-1; Utah’s Mo t. Intervene at 8.3 is so situated that disposing of the action may as a practical matter impair or impede the movant’s ability to p rotect its interest, unless exi sting parties adequately represent that interest. Fed. R. Civ. P. 24(a)(2); see also Roane v. Leonhart , 741 F.3d 147, 151 (D.C. Cir. 2014) (“A district court must grant a timel y motion to intervene that see ks to protect an interest that might be impaired by the action and that is not adequately represente d by the parties.”). According to the D.C. Circuit, Rule 24(a) re quires four distinct elements be satisfied where a party seeks to intervene as a matter of righ t: “(1) the application to interve ne must be timely; (2) the applicant must demonstrate a legally protect ed interest in the action; (3 ) the action must th reaten to impair that interest; and (4) no party t o the action can be an adequat e representative of the applicant’s interests.” Karsner v. Lothian , 532 F.3d 876, 885 (D.C. Cir. 2008) (internal quotation marks omitted). 3

III. ANALYSIS A. Intervention as a Matter of Right To determine if a motion to int ervene is timely, “courts should take into account (a) the time elapsed since the incepti on of the action, (b) the probabi lity of prejudice to those already party to the proceedings, (c) the purpose for which interventio n is sought, and (d) the need for intervention as a means for pres erving the putativ e intervenor’ s rights.” WildEarth Guardians v. Salazar , 272 F.R.D. 4, 12 (D.D.C. 2010). H ere, Wyoming, Colorado, and Utah moved to

3 Although “intervenors must demonstrate Article III standing,” Deutsche Bank Nat. Trust Co. v. FDIC , 717 F.3d 189, 193 (D.C. Cir. 2013), in thi s circuit “[t]he st anding inquiry is repetitive in the case of intervention as of right because an i ntervenor who satisfies Rule 24(a) will also have Article III standing.” Akiachak Native Cmty. v. U.S. Dep’t of Interior , 584 F. Supp. 2d 1, 7 (D.D.C. 2008); see also WildEarth Guardians v. Salazar , 272 F.R.D. 4, 13 n.5 (D.D.C. 2010) (“In most instances , the standing inquiry will fo ld into the underlying inquiry under Rule 24(a): generally sp eaking, when a putat ive interveno r has a ‘legally protected’ interest under Rule 24(a), it wi ll also meet constitutional standing requirements, and vice versa .”). The Court thus does not separ ately analyze the movants’ st anding.4 intervene approximately sixteen w eeks after the initial complai nt was filed, and approximately four weeks after the amended com plaint—reflecting the previous intervenors—was filed. Under this Court’s scheduling order, dispositive motions will not be filed until June of 2017, and the Administrative Record will no t be available until March of 2017 . Order, ECF No. 24. No party argues that Wyoming, Colorado, or Utah’s participation would be prejudicial, or opposes their intervention. 4 See generally Wyo.’s Mot. Intervene; Colo.’s Mot. Intervene; Utah’s Mot. Intervene. Without any indication o f potential prejudice, the C ourt thus concludes that intervention by the movants would be timely. See Roane , 741 F.3d at 152 (“[I]n the absence of any indication that [the applicant’s] intervention would give r ise to . . . prejudice, [the applicant’s] motion was timely. . . .”); see also WildEarth , 272 F.R.D. at 14; Karsner , 532 F.3d at 886. As to the second and third factors, this Circuit has explained that the “putative intervenor must have a legally protecte d interest in the action,” WildEarth , 272 F.R.D. at 12 (internal quotation marks omitted), and that the action must threaten to impair the putative intervenor’s proffered interest in the action, Karsner , 532 F.3d at 885. “The test operates in large part as a practical guide, with the aim of disposing of disputes with as many concerned parties as may be compatible with efficiency and due process.” WildEarth , 272 F.R.D. at 12–13. Here, Wyoming benefits financially from federal oil and gas lea ses. See Mem. Supp. Wyo.’s Mot. Intervene (W yo. Mem.) at 11, ECF No. 30 (“In 2009, the State received $460 million in severance and $479 in ad valorem tax revenues from o il and gas activities in Wyoming.”). Of the billions of dollars in royalty revenue gener ated by federal oil and gas leases in Wyoming, about half is return ed to the state. Wyo. Mem. at 1 1. In addition, the Wyoming Oil

4 Although Plaintiffs oppose Colorado and Utah’s involvement in briefing the Wyoming phase, this opposition is not based on timing concerns.5 and Gas Conservation Commission a nd the Wyoming Department of E nvironmental Quality worked with the Bureau of Land Management in developing the reg ulatory framework under which the leases occurred, Wyo. Mem. at 13–14, and Wyoming thus has regulatory interests in the leases. Similarly, Colorado receives millions of dollars from federal o il and gas leases, through both severance tax and its share of federal revenue. Mem. Supp. Colo.’s Mot. Intervene (Colo. Mem.) at 11-12, ECF No. 37-1. Colora do agencies, especially the Colorado Oil and Gas Commission and the Colorado Department of Public Health and Env ironment, are also highly involved in regulating the devel opment of oil and gas resources such as the leases at issue in this case. Colo. Mem. at 7–9. Colorado i dentifies an interest in “pr otecting its comprehensive regulatory scheme” and “preservi ng” what it views as successful regulatory results already obtained in the existi ng leases. Colo. Mem. at 8–9. Utah likewise benefits from fe deral oil and gas leases. Under the federal revenue-sharing system, Utah received $116 million in 2015, “much of which” ori ginated from oil and gas production. Utah’s Mot. Interven e at 4. Indirectly, oil and gas development creates energy jobs in Utah and contributes to income tax and sales tax revenue. Utah’ s Mot. Intervene at 4–5. Utah’s agencies, including the Public L ands Policy Coordinating Office , the Department of Wildlife Resources, the Division of Oil , Gas, and Mining, and the Office of Energy Development are involved in the analysis of pr oposed lease parcels and in regul ating extraction and production once leases are issued. Utah’s Mot. Intervene at 4. Thus, if Plaintiffs were successf ul in this case, the economic and regulatory interests of Wyoming, Colorado, and Utah would likely be impaired. Other cou rts in this jurisdiction have found that similar situations justified intervention. See, e.g. , Akiachak Native Cmty. v. U.S. Dep’t6 of Interior , 584 F. Supp. 2d 1, 7 (D.D.C. 2008) (“Because [granting the pl aintiff’s request] would abrogate Alaska’s taxing and r egulatory authority over the trus t land . . . Alaska’s interest may be impaired by the outcome of this litigation.”); Guardians v. U.S. Bureau of Land Mgmt. , No. 12- 0708, 2012 WL 12870488, at *1–2 (D.D.C. June 7, 2012) (permitti ng Wyoming to intervene in a challenge to federal regulations because “Wyoming has an intere st in regulating coal development activities within its borders and controlling the e ffect of those activities on the state’s environmental quality” and “Wyoming has an economic int erest in the development of coal mining operations in the state”); see also Fund For Animals, Inc. v. Norton , 322 F.3d 728, 737 (D.C. Cir. 2003) (permitting Mongolia to intervene in an ac tion challenging the Secretary of the Interior’s classification of a Mongolia sheep as threatened ). Nor do Plaintiffs suggest that the proposed intervenors do not have an interest in the outcome of this action. The court therefore concludes that Wyoming, Colora do, and Utah have legally protect able interests that may be impaired by this action. See WildEarth Guardians v. National Park Service , 604 F.3d 1192, 1199 (10th Cir. 2010) (recognizing that “the interest of a prospecti ve defendant-intervenor may be impaired where a decision in the plaintiff’s favor would returnthe issue to the administrative decision-making process, notwithst anding the prospective interv enor’s ability to participate in formulating any revised rule or plan”); see also Cnty. of San Miguel , 244 F.R.D. at 44. With respect to the fourth factor , the intervenors must show th at the existing parties do not adequately represe nt their interests. Karsner v. Lothian , 532 F.3d 876, 885 (D.C. Cir. 2008). The burden of showing that the re presentation of the existing p arties “may be inadequate” is “minimal.” Fund For Animals, Inc. v. Norton , 322 F.3d 728, 735 (D.C. Cir. 2003) (quotation marks omitted). Several previous cases have permited interventi on by states when the federal government was already a party. See, e.g. , Akiachak Native Cmty. v. U.S. Dep’t of Interior , 5847 F. Supp. 2d 1, 7 (D.D.C. 2008) (holding t hat “the existing defe ndants, the DOI and the Secretary, have no clear interest in protecting Alaska’s sovereignty or Al aska’s interest”); see also Guardians v. U.S. Bureau of Land Mgmt. , No. 12-0708, 2012 WL 12870488, at *1–2 (D.D.C. June 7, 2012). Accordingly, the Federal Defendants do not adequately represent the interests of Wy oming, Colorado, or Utah. While the Federal Defe ndants’ duty runs to the interes ts of the American people as a whole, the state-intervenors will primarily consider the intere sts of their own citiz ens. Furthermore, Wyoming, Colorado, and Utah may have unique sovereign interests not shared by the federal government. Nor do Plaintiffs argue that any of the other parti es would adequately represent the proposed intervenors interests, in general. 5 It is thus straightforward t o conclude that the Federal Defendants representation of W yoming, Colorado, and Utah “may b e” inadequate. Because Wyoming, Colorado, and Utah satisfy the requirements of Federal Rule of Civil Procedure 24(a), the Court must permit them to intervene and wi ll grant the motions for intervention as a matter of right. B. Limitations on Colorado and Ut ah’s Participation in the Wyo ming Phase Although Plaintiffs do not object to C olorado and Utah’s interv ention in general, Plaintiffs request that Colo rado and Utah be barred from briefi ng the Wyoming phase of the litigation. 6 See generally Pl.’s Resp. Mot. Intervene Col o. (Pl.’s Resp. Colo.), ECF No. 38; Pl.’s Resp. Mot. Intervene Utah (Pl .’s Resp. Utah), ECF No. 42. The A dvisory Committee Notes accompanying the 1966 amendments to Rule 24 state that “[a]n intervention of right under the amended rule may be subject to appropriate conditions or restri ctions responsive among other

5 As discussed below, Plaintiffs do argue that, for the purposes of the Wyoming phase only, Colorado and Utah’s interests will be represented adequat ely by Wyoming and the other parties. Pl.’s Resp. Colo. a t 2; Pl.’s Resp. Utah at 2. 6 Plaintiffs do not object to Wyomi ng’s participation in the Wyo ming phase of the litigation. Cf. Pl.’s Resp. Colo. at 2, ECF No. 38.8 things to the requirements of e fficient conduct of the proceedi ngs.” Fed. R. Civ. P. 24, Advisory Comm. Notes. Other courts in thi s jurisdiction have also found that a court may impose restrictions on an intervenor’s participation “consonant with [ the court’s] inherent power to manage the litigation before it.” Wildearth Guardians v. Salazar , 272 F.R.D. 4, 13 (D.D.C. 2010). Because the Court does not f ind that complete exclusion is necessary for the efficient conduct of this case, the Court declines to bar Colorado and Ut ah from briefing the Wyoming phase. However, the Court does impose moderate restrictions on Colorado and Utah’s participation to avoid duplicative briefing. This Court previously implement ed the proposal of the Plaintiff s and Federal Defendants (with the consent of the existi ng intervenors Alliance, PAW, an d API) to divide the litigation into phases and proceed first with “claims concerning the Wyomi ng leasing decisions.” Order, ECF No. 24 at 1. Plaintiffs reque st that Colorado and Utah be e xcluded from briefing the Wyoming phase, and, presumably, that each be able to participat e in only the phases pertaining to their own states. Pl.’s Res p. Colo. at 1; Pl.’s Resp. Utah a t 1. Plaintiffs marshal three objecti ons to Colorado and Utah’s part icipation in the Wyoming phase. First, Plaintiffs argue that Colorado and Utah’s economi c and regulatory interests are exclusively related t o leases in Colorado or Utah rather than Wyoming. Pl.’s Resp. Colo. at 2; Pl.’s Resp. Utah at 2. Second, to the extent that Colorado and Utah do have an interest in the Wyoming leases, Plaintiffs argue that Wyoming, the trade group intervenors, and the federal defendants will adequately represent Utah’s and Colorado’s inte rests. Pl.’s Resp. C olo. at 2; Pl.’s Resp. Utah at 2. Third, Plainti ffs contend that allowing Colora do or Utah to brief the Wyoming9 phase would result in multiple, duplicative filings that would burden the court. 7 Pl.’s Resp. Colo. at 2–3; Pl.’s Resp. Utah at 3. In response, Colorado argues th at it could be prejudiced if the Court decides the Wyoming phase without its part icipation. Colo.’s Reply Supp. Mo t. Intervene (Colo.’s Reply) at 2–3, ECF No. 44. Similarly, Utah conte nds that a Wyoming decisi on could have “preclusive effect” on the Utah claims. Utah’ s Mot. Intervene at 8, ECF No. 39. As Colorado and Utah note, Plaintiffs’ complaint articulates the same legal challenges to all leases without differentiating by

state. See, e.g. , Am. Compl. ¶ 6, ECF No. 22 (argui ng that “in each of [the 473 new leases], BLM” failed to take the same three steps); id. ¶ 91 (“Although some variation exists among challenged individual leasing [e nvironmental assessments], each[] includes the same two fundamental deficiencies regardi ng BLM’s treatment of direct im pacts of GHG emissions . . .”). In contrast, Plaintiffs argue that Colorado and Utah will not b e prejudiced by the resolution of the Wyoming issues because each state’s regulations are unique and each leasing agreement has a separate administrative record, therefore “a decision that a particular lease sal e authorization in Wyoming did not comply with [NEPA ] would not ‘equally affect’ alease sale authorization in Utah, which is supported by a diffe rent administrative record.” Pl.’s Resp. Utah at 2–3. Given the apparent similarity of Plaintiffs’ claims regarding the leases in each state, the Court is concerned that Colora do and Utah may be prejudiced if they are not permitted to participate in briefing the Wyo ming phase. Although, as Plainti ffs note, each lease involves a different administrative recor d, the leasing process also appea rs to include many points of similarity. Furthermore, Plainti ffs’ arguments appear to focus on the actions of the federal

7 Colorado argues that, to the contrary, relitigating the legal issues in the Wyoming phase again at the Colorado phase would actually result in more duplicative briefing. Colo.’s Reply at 3.10 defendants—which are more likely to be similar across states—th an the vagaries of each state’s process. Although Plaintiffs argue that Colorado and Utah have direct interests only in the leases in their own states, to the exte nt that Colorado and Utah are p rejudiced by the resolution of the Wyoming phase, their interests w ill indeed be impaired. In addi tion, the Court rejects Plaintiffs suggestion that other parties wi ll adequately represent Colorad o or Utah’s interests for the reasons explained above. While the Court shares Plaintiffs’ con cerns about the potential for duplicative or burdensome filings, these concerns can be addres sed short of excluding Colorado and Utah from participation ent irely. Colorado and Utah are eac h directed to comply with the following page limits: no more th an 30 pages for memoranda of p oints and authorities in support of or in opposition to motions, and no more than 20 pages for r eply memoranda. And, prior to any filings, the three states shall confer with one another to consolidate their briefing and avoid duplicative arguments to the ext ent practical. If Colorado or U tah finds it necessary to file separately, the separate filing s hall include a c ertificate of compliance with this requirement that briefly describes the nee d for a separate filing. Cf. Wildearth Guardians v. Salazar , 272 F.R.D. 4, 21 (D.D.C. 2010).

IV. CONCLUSION For the foregoing reasons, the State of Wyoming’s motion to int ervene is hereby GRANTED ; the State of Colorado’s motion to intervene is hereby GRANTED ; and the State of Utah’s motion to intervene is hereby GRANTED

. It is FURTHER ORDERED that the caption in this case is amended to reflect the same. It is FURTHER ORDERED that Wyoming, Colorado, and Uta h shall coordinate to the extent practical to avoid dup licative briefing by consolidating their filings and avoiding repetitive arguments.11 It is FURTHER ORDERED that a separate filing by Color ado or Utah shall include a certificate of compliance with this Memorandum & Order that bri efly describes the need for the separate filing. It is FURTHER ORDERED that Colorado and Utah shall limit the length of any memoranda supporting or opposing motions to at most 30 pages, a nd shall limit the length of any reply memoranda to at most 20 pages. It is FURTHER ORDERED that the State of Wyoming’s proposed Answer, attached to its Motion to Intervene, is hereby accepted as filed. It is FURTHER ORDERED that the State of Colorado’ s proposed Answer, attached to its Motion to Intervene, is hereby accepted as filed. It is FUTHER ORDERED that the State of Utah’s pr oposed Answer, attached to its Motion to Intervene, is he reby accepted as filed.

SO ORDERED

. Dated: February 14, 2017 RUDOLPH CONTRERAS United States District Judge