# Opposition Brief — George v. Bethlehem Steel Corp.

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## Record

- **Collection:** Supreme Court brief
- **Document type:** Opposition Brief
- **Published:** January 1, 1994
- **Citation:** 513 U.S. 1043

## Text

}4, Mopreme Ceurt, U.S.

FIED
No. 94-649 1 NOV 14 1994
PIE OF tre tee eK
hectesnteadthrlein®
In The

Supreme Court of the United States

October Term, 1994
+

KENNETH K. GEORGE,

Petitioner,

BETHLEHEM STEEL CORPORATION,

Respondent.
+

Petition For Writ Of Certiorari
To The United States Court Of Appeals
For The Third Circuit

S

BRIEF OF RESPONDENT BETHLEHEM STEEL
CORPORATION IN OPPOSITION TO
PETITION FOR WRIT OF CERTIORARI

¢

Dona S. KAHN*
RicHARD G. TUTTLE
ANDERSON Kitt OLICK
& Osuinsky, P.C.
Fourteenth Floor
1600 Market Street
Philadelphia, Pennsylvania 19103
(215) 568-4202

Counsel for Respondent
Bethlehem Steel Corporation

*Counsel of Record

COCKLE LAW BRIEF PRINTING CO. (800) 225-6964
OR CALL COLLECT (402) 342-2831

COUNTERSTATEMENT OF QUESTIONS
3 PRESENTED FOR REVIEW

1. Whether the granting of a challenge for cause
during civil jury selection causes cognizable prejudice to
the party opposing the challenge, where the jury ulti-
mately impanelled is fair and impartial.

2. Whether the district court abused its discretion in
excluding evidence of employment decisions made by
persons not involved in the decision to terminate the
plaintiff’s employment.

li

TABLE OF CONTENTS

Page

COUNTERSTATEMENT OF QUESTIONS PRE-
oy ee | erry Pret i
See Be CE a bis a6 den ccdacsenanaeinsee ii
TA Re Far ee 6 cc ccacthwineenescenesas iv
STATEMENT OF CORPORATE AFFILIATIONS ..... 1
Ee rr yr reir 1
COUNTERSTATEMENT OF THE CASE ............ 1
Fi. FE TO 6 sek nn td weed ieusnaweens 1
B. Counterstatement of Facts ................... 2
Pr re myn aR R Sys ree ae 6

I. Any asserted error during jury selection was
either harmless or waived by George; and in all
events, the procedures followed by the district
court during jury selection were proper........ 6

A. Procedural Dachqqeuedl. «ooo scscesiecccnss 6

B. The granting of a challenge for cause, even if
erroneous, causes no prejudice to the party
opposing the challenge, so long as the result-

Seat FUE 30 TIO 6 os os ace cantnceseenes 7

C. The assignment of error at issue has been
CN 5 0.5.60 8 cess neon cabo ckaenneasdass 8

D. The procedure by which the jury was
selected was procedurally and substantively
Sot Gi OU Ds in oss cas ccntansvasesnens 9

E. The district court’s rulings during jury selec-
tion were correct on the merits............ 11

iii

TABLE OF CONTENTS - Continued
Page

Il. The district court’s order in limine involved a
routine application of settled law to the facts of
this case. Review by this Court of that decision is
ES Oe Ee re ee 11

ER oS rd aan tds censure neces veeeceae 13

iv

TABLE OF AUTHORITIES

Page
CASES
Brown v. New Jersey, 175 U.S. 172 (1899).............. 7
Consolidated Gas & Equipment Co. v. Carver, 257
Pie BE 8 Ce Ss Si isn ecaeaesapineteneess 11
E.E.0.C. v. United States Steel, 649 F. Supp. 964
te RTE r Pree reer ree Pere 12

Earley v. Champion International Corp., 907 F.2d
Pgh Ee | errr rye rr Te ere rire 12

Ezold v. Wolf, Block, Schorr & Solis-Cohen, 983 F.2d
509 (3d Cir. 1992), cert. denied, 114 S.Ct. 88

CON 5 Fis cea dE RAVE Rede REE RED RRR ARK 12
Fortino v. Quasar Co., 950 F.2d 389 (7th Cir. 1991).... 12
Helvering v. Wood, 309 U.S. 344 (1940)................ 9
Howard v. Kentucky, 200 U.S. 164 (1906) .............. 7
Northern P. R. Co. v. Herbert, 116 U.S. 642 (1886) ..... 7
Price Waterhouse v. Hopkins, 490 U.S. 228 (1989)...... 12
Ridenour v. Lawson Company, 791 F.2d 52 (6th Cir.

EERE ey PERE Py Eee re hE Seer ee te Pee 12
Sahadi v. Reynolds Chemical, 636 F.2d 1116 (6th Cir.

| LORE EES Fee oie Pere gee raph Oe ree 12
Shettel v. United States, 113 F.2d 34 (D.C. Cir. 1940) ..... 7
Singleton v. Wulff, 428 U.S. 106 (1976)................ 9
Stirone v. U.S., 341 F.2d. 253 (3d Cir.), cert. denied,

ee FR Cr rere Pret ewer rrr ery 9

United States v. Calhoun, 542 F.2d 1094 (9th Cir.
Riana earns ans bh bs kane a Ae eae abo 8

ne

Vv

TABLE OF AUTHORITIES - Continued

Page
United States v. Joseph, 892 F.2d 118 (D.C. Cir. Pee 7
United States v. Mathews, 803 F.2d 325 (7th Cir.
1986), rev’d on other grounds, 485 U.S. 58 (1988) ..... 8
United States v. Puff, 211 F.2d 171 (2d Cir.), cert.
denied, 347 eh UI so kad core as ys xd uiw oes 8
United States v. Zambito, 315 F.2d 266 (4th Cir.
1963), cert. denied, 373 U.S. 924 (1963).............. 8
Vanskike v. ACF Industries, Inc., 665 F.2d 188 (8th
Cir. 1981), cert. denied, 455 U.S. 1000 (1982) ..... 8, 11
Williams v. Williams Electronics, Inc., 856 F.2d 920
3 2: Rae ae ieee 12
STATUTES, CourRT RULES AND REGULATIONS
Pe I 6 2 hs Ck Gas oo dR Ss PRK bmn ddo van 1
Be is ES 555 Ao oo a Food oe bin SLAW ee ew koe beeen 1
Be I SS 55% 550605 6.44.64 hank AS KS Uae doo wae 1
I iors aso wa db kd bao bk eRe ko hiwnnn nee 1
ee Se I os babs fh seca cds one Wise seden 10
RTE NT ia 10
I ao nos ok c ache bok kownkeenen il: 9
en res NS bes ee ee 9

vi

TABLE OF AUTHORITIES - Continued |

Page
MISCELLANEOUS AUTHORITIES
5A Moore’s Federal Practice, { 47.07([2], n.5 (2d ed.
OO aoe Ns subg i b.6u 4405.6 000045 K4088 11
Clerk’s Office Procedure Handbook for the Eastern
District of Pennsylvania, § XXI(J)(2)............+505. 6

Kerr, “Varieties in Jury Selection Methods,” 44
F.R.D. 245 (10th Cir. Jud. Conf. 1967) .............. 9

STATEMENT OF CORPORATE AFFILIATIONS

Pursuant to Supreme Court Rule 29.1, respondent
represents (i) that Bethlehem Steel Corporation is not a
subsidiary of any corporation, and (ii) that Bethlehem
Steel Corporation owns interests in various subsidiaries
as set forth in Appendix 1 hereto.

+

JURISDICTION

The United States District Court for the Eastern Dis-
trict of Pennsylvania had subject matter jurisdiction over
this action under 28 U.S.C. § 1331. Jurisdiction of the
Court of Appeals was based upon 28 U.S.C. § 1291. This
Court's jurisdiction is conferred by 28 U.S.C. § 1254(1).

+

COUNTERSTATEMENT OF THE CASE
A. Procedural History

The complaint in this action was filed by petitioner
Kenneth K. George (“George”) on October 15, 1991, in the
United States District Court for the Eastern District of
Pennsylvania. George asserted a claim against respondent
Bethlehem Steel Corporation (“Bethlehem Steel”) under
Section 4 of the Age Discrimination in Employment Act
of 1967, 29 U.S.C. § 623, as amended (“ADEA”). The
district court conducted a bifurcated trial in which the
issue of the timeliness of George’s claim was tried first,
followed by a trial on the merits. The jury found during
the first phase that George’s complaint was timely, but
found in the second phase that Bethlehem Steel did not

discriminate against George on the basis of his age. The
district court awarded judgment in favor of Bethlehem
Steel on the merits in accordance with the jury’s verdict.

By judgment order dated July 19, 1994, the Court of
Appeals for the Third Circuit affirmed the district court’s
judgment in favor of Bethlehem Steel. George’s Petition
for Certiorari (hereafter, “George Pet.”) followed.

B. Counterstatement of Facts.

Petitioner Kenneth George was employed by
Bethlehem Steel in various accounting positions from
1957 until his termination in 1989. On January 27, 1988,
Bethlehem Steel notified George and others working in
the Home Office of Bethlehem Steel’s Marine Construc-
tion Division that their positions were to be eliminated.
That decision was made by Robert Funk, President of the
company’s Steel-Related Group. (Court of Appeals Joint
Appendix (hereafter, “Ct. App. Jt. App.”), Vol. 5, 336-38;
Vol. 6, 357-58). George was offered the position of Con-
troller, Freight Car Division, which he declined on Febru-
ary 1, 1988. (Ct. App. Jt. App., Vol. 7, 482). During the
next twenty-one months, George worked on various tem-
porary assignments within Bethlehem Steel, while he
searched unsuccessfully for another permanent position
within the company. George’s employment terminated in
October, 1989, at the conclusion of his final temporary
assignment.

Bethlehem Steel disagrees with various statements of
fact made by George in his Petition for Certiorari. George

in — eesti !

suggests that “Bethlehem Steel intentionally failed to pro-
vide [George] with alternative employment which
Bethlehem Steel provided younger employees.” (George
Pet. at 13). In fact, all five professional employees affected
by the elimination of the Home Office of the Marine
Construction Division were in their fifties at the time of
the restructuring, and only one of those persons, an engi-
neer, accepted permanent alternative employment within
the company.

George asserts that “Bethlehem Steel [followed a]
defacto policy of promoting and hiring younger
employees to the exclusion of older workers.” (George
Pet. at 13). No such policy existed, and the jury con-
cluded that Bethlehem Steel had not discriminated
against George on the basis of his age.

George avers that he “explicitly asked all persons in
decision-making positions to inform him of job openings
so he could be considered.” (George Pet. at 15). The
deposition testimony on which George relies for that
statement (Ct. App. Jt. App., Vol. 2, 126) was not a part of
the trial record, and, in all events, does not support the
statement for which it is cited. Moreover, George’s asser-
tion is implausible, given the hundreds of persons
entrusted with employment decisions within Bethlehem
Steel Corporation.

George describes a “Personnel Committee” (George
Pet. at 8-9, 12-13) that allegedly adopted a promotion
policy which discriminated against older workers. The
committee that George describes, however, merely made
recommendations, not decisions, on intra-company

assignments of accountants. Moreover, the committee dis-
banded in 1986, some two years before the decision was
made to eliminate the Home Office of the Marine Con-
struction Division.

George repeatedly, and unsuccessfully, sought to
show at trial that Lonnie Arnett participated in the deci-
sion to terminate George’s employment. He avers in this
Court (i) that “Lonnie Arnett . . . was employer’s corpo-
rate controller who was supervising all of employer’s
accounting positions” (George Pet. at 7-8); (ii) that
“Arnett was a key person in the decision to terminate
[George] as set forth in employer’s termination letter”
(George Pet. at 9); and (iii) that “Arnett dictated the
employer’s retention and promotion policy which dis-
criminated against older employees” (George Pet. at 10).
In fact, Mr. Arnett did not supervise all, or even most, of
Bethlehem Steel’s accounting positions; Arnett had no
role in the decision to terminate George other than to
advise Mr. Funk, when asked, that there were no open
positions in Mr. Arnett’s unit (Trial Exhibit P-24); and Mr.
Arnett did not dictate Bethlehem Steel’s retention and
promotion policies.

George argues that “the trial court erroneously
decided as a matter of law that Lonnie Arnett was not
involved in Bethlehem Steel’s decision to terminate
[George] ....” (George Pet. at 10). That decision by the
district court, however, was carefully explained by the
district court (Ct. App. Jt. App., Vol. 5, 313-14), and
amply supported by record evidence.

Bethlehem Steel also takes issue with parts of
George’s recitation of the procedural history of the case.

George asserts that he “complained on the record about
this in absentia process [by which the jury was selected by
counsel outside the presence of the trial judge,] which
had the effect of giving the employer two extra peremp-
tory challenges.” (George Pet. at 6). Most civil juries in
the Eastern District of Pennsylvania are selected by coun-
sel without the trial judge or a stenographer present, and
George made no objection to that procedure in this case.
George did, indeed, complain about the district court’s
decision to grant two challenges for cause made by
Bethlehem Steel, but at no point did George object to the
absence of the trial judge during jury selection.

George also suggests that he made a “request for a
transcript at time of voir dire questions to preserve the
jurors [sic] answers for appellate review.” (George Pet. at
6). George, in fact, demanded that two prospective jurors
who were challenged for cause be asked to re-state their
answers to voir dire questions on the record, but at no
time did George request that voir dire as a whole be
recorded.

George avers that he “appealed to the United States
Court of Appeals for the Third Circuit . . . arguing that
the in absentia jury selection process was unconstitu-
tional.” (George Pet. at 11). George’s briefs on appeal
described the district court’s rulings during jury selection
as having been made “in absentia,” but George did not
argue to the court of appeals that the process was for that
reason unconstitutional or otherwise defective. Rather,
George argued only that the trial court’s rulings on
Bethlehem Steel’s challenges for cause were erroneous on
the merits, and that a reconstructed transcript of the
questions and answers at issue should have been made.

+

ARGUMENT

I. Any asserted error during jury selection was either
harmless or waived by George; and in all events, the
procedures followed by the district court during
jury selection were proper.

A. Procedural background.

George’s Petition for Certiorari (George Pet. 18-20)
argues that the district court denied George due process
of law by its decisions during jury selection. Voir dire was
conducted by counsel in Philadelphia in the presence of a
deputy clerk of court and without a stenographer pres-
ent, pursuant to the normal practice in the district for
civil cases. See Clerk’s Office Procedure Handbook for the
Eastern District of Pennsylvania, § XXI(J)(2). At the time of
voir dire, the district court judge was in Reading, Pennsyl-
vania, awaiting the selection of jurors from the district’s
central juror pool in Philadelphia. Bethlehem Steel chal-
lenged two prospective jurors for cause, one whose claim
against his employer for handicap discrimination was
then pending in the same court (Ct. App. Jt. App., Vol. 8,
572-73), and another who had had a serious dispute with
a former employer about which she consulted an attor-
ney. (Ct. App. Jt. App., Vol. 8, 569-70). The district judge
was advised of the basis of the challenges by the deputy
clerk by telephone, and sustained both. George then
asked to have each of the two excluded jurors repeat their
answers for the record. That request was denied by the
court, also by telephone. The next day, before the jury
was sworn, George renewed his objections to the granting
of challenges for cause, and again objected to the court’s
refusal to order transcription of the excluded jurors’

responses. The court denied the renewed objections, and
explained the reasons for its rulings on the record. (Ct.
App. Jt. App., Vol. 8, 570-71, 573-74).

B. The granting of a challenge for cause, even if
erroneous, causes no prejudice to the party
opposing the challenge, so long as the resulting
jury is impartial.

This Court long ago established that the decision to
grant a challenge for cause, even if erroneous, causes no
prejudice to the party favoring retention of the juror, so long
as the jurors who ultimately hear the case are fair and
impartial. “The right to challenge is the right to reject, not to
select, a juror. If, from those who remain, an impartial jury is
obtained, the constitutional right of the accused is main-
tained.” Howard v. Kentucky, 200 U.S. 164, 174 (1906), quoting,
Brown v. New Jersey, 175 U.S. 172, 175 (1899). The rule applies
equally in civil cases. Northern P. R. Co. v. Herbert, 116 US.
642, 646 (1886).

The requirements of due process are satisfied by the
impanelling of an impartial jury even if the decision to
grant a challenge for cause was error:

[While it is true, as appellant argues, that the
Constitution guarantees to an accused the right
to a speedy trial by an impartial jury, it does not
follow that the rejection of qualified persons for
insufficient cause would deprive appellant of
that right; or that any useful or legitimate pur-
pose would be served by remanding the case for
a new trial before another impartial jury.

Shettel v. United States, 113 F.2d 34, 36 (D.C. Cir. 1940)
(footnotes omitted); see also, United States v. Joseph, 892

F.2d 118, 123-24 (D.C. Cir. 1989). Various other circuits
have acknowledged the same principle. United States v.
Mathews, 803 F.2d 325, 328-29 (7th Cir. 1986), rev’d on other
grounds, 485 U.S. 58 (1988); Vanskike v. ACF Industries, Inc.,
665 F.2d 188, 207 (8th Cir. 1981), cert. denied, 455 U.S. 1000
(1982); United States v. Calhoun, 542 F.2d 1094, 1103 (9th
Cir. 1976); United States v. Puff, 211 F.2d 171, 184-85 (2d
Cir.), cert. denied, 347 U.S. 963 (1954). Accord, United States
v. Zambito, 315 F.2d 266, 269 (4th Cir. 1963), cert. denied,
373 U.S. 924 (1963). Bethlehem Steel has found no cases
holding to the contrary.

George’s claim of a due process violation is thus
without merit. The case was tried before an impartial
jury, and the district court’s rulings on Bethlehem Steel’s
challenges for cause, even if erroneous, caused no preju-
dice to George.

C. The assignment of error at issue has been
waived.

In all events, George has waived the claim of error he
makes in this Court. Until his Petition for Certiorari,
Ge. ‘ge never argued that it is error, constitutional or
otherwise, for a district judge to rule upon a challenge for
cause without observing the veniremen.

In the district court, George opposed Bethlehem’s
challenges for cause on the grounds (i) that the prospec-
tive jurors at issue had affirmed their willingness to
decide the case on the basis of the evidence and instruc-
tions at trial, and (ii) that the court had failed to order the
creation of a transcript of the two prospective jurors’
responses. (Ct. App. Jt. App., Vol. 8, 569-74).

George’s briefs in the court of appeals noted that the
district court made its rulings in absentia, but his briefs
neither suggested nor argued that the district court's
unwillingness to examine prospective jurors in person
was error. As was the case in the district court, George
argued only that the district court’s rulings on
Bethlehem’s challenges for cause were incorrect, and that
the district court erred in failing to order the creation of a
transcript, post hoc, of the disqualified jurors’ responses.

This Court generally will not rule on issues that are
raised for the first time on appeal. Singleton v. Wulff, 428
U.S. 106, 120 (1976); Helvering v. Wood, 309 U.S. 344,
348-49 (1940). George’s claim that the trial judge should
have been present at voir dire has been waived.

D. The procedure by which the jury was selected
was procedurally and substantively fair to both
parties.

The procedures employed by the district court dur-
ing jury selection were proper. Under Fed. R. Civ. P. 47(a),
the court “may permit the parties or their attorneys to
conduct the examination of prospective jurors ....” Rule
47(a) does not expressly require the continued presence
of the judge during jury selection, and district courts in
Pennsylvania have long followed the practice of having
counsel conduct voir dire in the presence of a deputy clerk
but without the trial judge present. See, Kerr, “Varieties in
Jury Selection Methods,” 44 F.R.D. 245, 285-86 (10th Cir.
Jud. Conf. 1967) (civil voir dire); Local Rule 47.1 of the
Western District of Pennsylvania; cf. Stirone v. U.S., 341
F.2d. 253, 255-56 (3d Cir.), cert. denied, 381 U.S. 902 (1965)

10

(upholding use of the same practice in criminal voir dire).
Similarly, the state courts in New York encourage counsel
to conduct voir dire in civil cases in the absence of the trial
judge, at least where, as here, neither party insists that
the trial judge be present at all times during questioning.
See New York C.P.L.R. 4107 (McKinney’s 1992).!

The trial judge’s denial of the plaintiff’s request for a
transcript was proper, because counsel for the parties
were in full agreement about what the prospective jurors’
responses had been. (Ct. App. Jt. App., Vol. 8, 569,
571-72). Moreover, a juror’s recitation of what he or she
said in response to voir dire questions is not intrinsically
more reliable than the summaries of counsel, to which
both sides agreed. In such circumstances, a transcript is
unnecessary, and certainly not needed for effective appel-
late review. Indeed, the Federal Rules of Appellate Pro-
cedure expressly contemplate that federal appeals courts
may review untranscribed proceedings where counsel
have agreed on the contents of the record, Fed. R. App. P.
10(d); and the district court is responsible for declaring
the contents of the record where agreement cannot be
reached, Fed. R. App. P. 10(c).2 The district court was

1 Bethlehem Steel need not address whether voir dire may
be conducted in the absence of the trial judge where one party
has insisted on the judge’s presence during all phases of voir
dire. This case does not present that issue. Nor does this case
involve a question of whether the trial judge must interview
jurors as to whom a challenge for cause has been made, because
George did not timely request such interviews.

2 The district court noted on the record that the plaintiff
failed to request that voir dire be recorded. (Ct. App. Jt. App.,
Vol. 8, 571).

11

entirely justified in accepting the parties’ fully consistent
representations as to what had occurred at voir dire, and
ruling on that basis.

E. The district court’s rulings during jury selec-
tion were correct on the merits.

Finally, the trial judge’s rulings on Bethlehem Steel’s
challenges for cause were correct on the merits. The dis-
trict court has wide discretion in ruling on challenges for
cause and wili be reversed only if there is a manifest
abuse of such discretion. 5A Moore’s Federal Practice,
{ 47.07[2], n.4 (2d ed. 1994). A prospective juror’s
involvement in a dispute similar to that being tried is a
proper basis for granting a challenge for cause. Vanskike v.
ACF Industries, Inc., supra, 665 F.2d at 207; accord Consoli-
dated Gas & Equipment Co. v. Carver, 257 F.2d 111 (10th Cir.
1958) (new trial required where one of the jurors who
participated in the verdict was a party plaintiff in a
similar lawsuit). In this case, the district court carefully
articulated the reasons for its rulings (Ct. App. Jt. App.,
Vol. 8, 570-71, 573-74), and there is no reasonable argu-
ment that the district court’s decision was an abuse of the
broad discretion vested in the district court in ruling on
challenges for cause.

II. The district court’s order in limine involved a rou-
tine application of settled law to the facts of this
case. Review by this Court of that decision is not
warranted.

The district court properly ruled that evidence about
other employment decisions made by persons not

12

involved in the decision to terminate George’s employ-
ment would not have assisted the jury in resolving
George’s claim of discriminatory termination. (See George
Pet. 4a-21a). Such evidence would not have tended to
show that Robert Funk, the person who terminated
George, intentionally discriminated on the basis of age.
Price Waterhouse v. Hopkins, 490 U.S. 228, 277 (1989)
(O’Connor, J., concurring); Ezold v. Wolf, Block, Schorr &
Solis-Cohen, 983 F.2d 509, 545 (3d Cir. 1992), cert. denied,
___ U.S. ___, 114 S.Ct. 88 (1993); Fortino v. Quasar Co., 950
F.2d 389, 395 (7th Cir. 1991); Williams v. Williams Elec-
tronics, Inc., 856 F.2d 920, 925 (7th Cir. 1988).

The district court also correctly ruled that Bethlehem
Steel’s obligation under the ADEA was to avoid discrimina-
tion in the termination decision it actually made, and that the
company had no obligation to permit George to “bump”
younger employees or otherwise find him alternative
employment. Earley v. Champion International Corp., 907 F.2d
1077, 1083 (11th Cir. 1990); Ridenour v. Lawson Company, 791
F.2d 52, 57 (6th Cir. 1986); Sahadi v. Reynolds Chemical, 636
F.2d 1116, 1117 (6th Cir. 1980); E.E.0.C. v. United States Steel,
649 F. Supp. 964, 966 n.1 (W.D. Pa. 1986).

The district court’s rulings were well within the
bounds of the discretion afforded the trial court in decid-
ing upon the admissibility of evidence. Since the court’s
rulings on relevance involved only the application of
settled law to the special facts of this case, discretionary
review of those decisions by this Court is neither neces-
sary nor warranted.

13

CONCLUSION

For the foregoing reasons, Respondent Bethlehem
Steel Corporation respectfully requests that the Court
deny George’s Petition for Writ of Certiorari.

Respectfully submitted,

Dona S. KAHN*
RIcHARD G. TuTTLE
ANDERSON Kit Otuick &
OsHinsky P.C.
Fourteenth Floor
1600 Market Street
Philadelphia, Pennsylvania 19103
(215) 568-4202

Counsel for Respondent
Bethlehem Steel Corporation

* Counsel of Record for Respondent
Dated: November 10, 1994

App. 1

BETHLEHEM STEEL CORPORATION
SUBSIDIARY COMPANIES
Included in the Consolidated Accounts
September 30, 1994

Organized Subsidiary
Under the of
Name Laws of Company(s)

1 BGA Drill Rig

Corporation Delaware 12
2 Belem-

Administracoes e

Participacoes Ltda. Brazil 12
3 BethEnergy Mines

Inc. West Virginia 12
4 BethFargo, Inc. Pennsylvania 12
5 Bethintermodal, Inc. Delaware 39
6 Bethlehem Blank

Welding, Inc. Delaware 12
7 Bethlehem

Development

Corporation Delaware 12
8 Bethelehem Hibbing

Corporation Minnesota 12
9 Bethelehem

Industries

Corporation Delaware 12
10 Bethelehem Rail

Corporation Delaware 12
11 Bethelehem Rail

Corporation Delaware 12
12 Bethelehem Steel

Corporation Delaware (b)

13. Bethelehem Steel de
Mexico, S.A. de
C.V. Mexico 15

14

15

16

17
18
19
20
21
22
23
24
25
26
27

28
29

(c)

30
31

App. 2

Bethelehem Steel
Export Company of
Canada, Limited
Bethelehem Steel
Export Corporation
Bethelehem Steel
International
Corporation
Bethelehem Steel
(Thailand) Limited
Bethelehem
Structural Products
Corporation
BethSystems, Inc.
BETHTRAN, Inc.
Cambria and
Indiana Railroad
Company
CARRIER EXPRESS,
INC.

Chesapeake Energy
Services, Inc.
Conemaugh & Black
Lick Railroad
Company

EGL Steel Inc.
Eagle Nest Inc.
Greenwood Mining
Corporation

HPM Corporation
Hibbing Land
Corporation
Hibbing Taconite
Company

IPV Inc.

Interocean Shipping
Company

Delaware

Delaware

Delaware
Delaware
Pennsylvania
Delaware
Delaware
Pennsylvania
Delaware
Delaware
Pennsylvania
Delaware
Delaware

Pennsylvania
Delaware

Delaware

Minnesota
Delaware

Liberia

12

12

App. 3

32 Kenacre Land

Corporation Delaware 12
33. Manufacturers

Water Company,

The Pennsylvania 12
34 Marmoraton Mining
Company, Ltd. Delaware 12
35 Mississippi Coatings
Limited Corporation Delaware 12 |
36 Mississippi Coatings |
Line Corporation Delaware 12

37 Patapsco & Back
Rivers Railroad

Company Maryland 12
38 Pennsylvania Steel
Technologies, Inc. | Pennsylvania 12

39 Philadelphia,
Bethlehem and New
England Railroad

Company Pennsylvania 12
40 Primeacre Land

Corporation Delaware 12
41 South Buffalo

Railway Company New York 12

42 Steelton &
Highspire Railroad
Company Pennsylvania 12

(a) 100% owned unless otherwise indicated.
(b) Parent Corporation; stock held by the public.

(c) A joint venture, 70.3083% owned by Bethelehem
Hibbing Corporation, including indirect owners through
Hibbing Development Company, a partnership.

App. 4

BETHLEHEM STEEL CORPORATION

ENTERPRISES NOT CONSOLIDATED

(Interest owned, except where noted or ancicated)
September 30, 1994

Name

DIRECT OWNERSHIP - (Interest

owned by Bethelehem Steel

Corporation or a consolidated

susidiary)

50% or Less Owned:
1 Chiles-Alexander
International Inc.
2 Double G Coatings
Company, L.P.
3. Double G Coatings,

Inc.

4 Empreendimentos

Brasileiros de

Minaracao S.A.-
E.B.M.

5 G&A Limited

Partnership III - A

6 Griffin-Alexander
International, Inc.
India Offshore Inc.
Indiana Pickling and
Processing Company,
an Indiana General

CoN]

Partnership

9 Iron Ore Company

of Canada

10 CENTEC Company, a

Joint Venture

Organized Percent of
Under Voting
the Laws of Securities
Delaware 2.97 (a)
Delaware 50 (j)
Delaware 50 (k)
Brazil 9.898 (b)
Texas - (a)(20%
owned)
Delaware 40 (a)
Delaware 40 (a)
Indiana 20 (i)
Delaware 34.51 (c)
Pennsylvania 50 (d)

11

12

13
14

15

Over 50% Owned:
Ontario Iron

1

2

Precision Blank
Welding, L.L.C.

Presque Isle
Corporation
Scadrill, Inc.

App. 5

Michigan

Delaware
Delaware

Walbridge Coatings,

an Illinois
Partnership

Rig V Limited

Partnership

Company

Rig VI Limited

Partnership

Illinois

Delaware

Minnesota

Delaware

Bethlehem Singapore

Private Limited

Singapore

INDIRECT OWNERSHIP-

(Percentage indicated

with reference to

direct owner’s interest)

Carol Lake Company, Ltd. Canada

Gulf Power Company

Canada

Quebec North Shore and

Labrador Railway

Company Inc.

Ratty Metals, Ltd.

Canada
Canada

Northern Land Company,
Limited

Schefferville Power

Company

Canada

Canada

50 (i)

16.5

19

- (e)(37.5%

owned)

* (a)(27%
owned)

90 (f)

- (a)(78.95%
owned)

70 (c)

100 (g)
100 (g)

100 (g)
100 (g)
50 (g)

50 (g)

App. 6

Twin Falls Power

Corporation Limited Canada 49.61 (g)
Mineracoes Brasileiras
Reunidias-MBR Brazil 51 (h)

(k)
(1)

Owned by BGA Drill Rig Corp.

Owned by Belem-Administracoes a Participacoes Ltda.
Owned by Bethlehem Steel International Corporation.
Owned by Bethlehem Roll Corporation.

Owned by EGL Steel Inc.

Owned by Bethlehem Hibbing Corporation.

Owned by Iron Ore Company of Canada.

Owned by Empreendimentos Brasileiros de Mineracao
S.A.-E.B.M.

Owned by IPV Inc.

49% owned by Mississippi Coatings Limited
Corporation, and 1% through Double G Coatings, Inc.

Owned by Mississippi Coatings Line Corporation.
Owned by Bethlehem Blank Welding, Inc.

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Source: Frix Law Library, https://www.frixlaw.com/law-library/documents/brief%3Amicro_IA40386012_0604%3A2. Public record. Not legal advice.