Opinion
Civil Action No. 02-1628, c/w 02-1629 Section "E" (1).
November 1, 2004
HEARING ON MOTION
Submitted on briefs
PLAINTIFFS' MOTION FOR AN ORDER COMPELLING DISCOVERY AND FOR CONTINUANCE OF TRIAL (Rec. doc. 46)
GRANTED IN PART AND DENIED IN PART AS TO REQUEST FOR AN ORDER COMPELLING DISCOVERY, AND NO ACTION TAKEN ON REQUEST FOR A CONTINUANCE OF TRIAL
Before the undersigned is the motion of the plaintiffs in these consolidated actions, Williams Land Company, L.L.C. ("Williams") and Rathborne Land Company, L.L.C. ("Rathborne"), for an order compelling discovery and for a continuance of the trial date and for entry of a new scheduling order. The defendant, BellSouth Telecommunications, Inc. ("BellSouth"), opposes the motion.
REQUEST FOR AN ORDER COMPELLING DISCOVERY
A. Mechanized Inventory System.
The plaintiffs contend that certain information is available from BellSouth's mechanized inventory system, which was identified in BellSouth's corporate deposition by its representative Kathy Zimmerman ("Zimmerman"). Rec. doc. 46, exhibit 4 ("Zimmerman deposition") at p. 208. Category no. 1 in the plaintiffs' supplemental request for production is as follows:
All mechanized inventory system data for cable installation/ready for service dates and locations within The Network from 1991 (including calendar year 1991) to the present, along with working or spare and capacity status for both interoffice links in the network and central office spin-offs, and cable miles for both interoffice and central office inventory.
Rec. doc. 46, exhibit 10 at p. 6. "The Network" is a defined term. It includes,
[A]ll interoffice and other fiber cable links or other telecommunications lines, cables, equipment and appurtenant support devices and facilities owned by and/or operated by BellSouth within the BellSouth New Orleans LATA which use or are capable of using The Facilities (refers to fiber optic lines and telecommunication equipment on plaintiffs' land) for the delivery of telecommunication services by BellSouth of any kind or character, including but not limited to basic telephone, 911, caller ID and related speciality services, extended area flat rate calling plans, CDDD, DSL and ADSL, SMARTring, BBS and ICS customer services, long-distance, internet, broadband, cellular and other network uses, including collocation demands.Id. at p. 2. BellSouth reports that it provided the plaintiffs with the following information on the optical cables installed on plaintiffs' property ("the lines"): (1) when the fiber optic lines were laid; (2) when they were placed into service; and (3) the capacity of the lines.
The plaintiffs contend that the information from the mechanized inventory system is relevant to their discovery of the profits derived by BellSouth from the lines. BellSouth contends that the plaintiffs were limited by the District Court's June 6, 2003 order to BellSouth's activities and practices along the Hammond/LaPlace corridor. Rec. doc. 37. The District Court described the essence of the dispute as whether the plaintiffs' damages included BellSouth's profits derived from the fiber optic cables installed on their property. Id. at p. 11. It found that "BellSouth's profits from its operations of its business on the Williams and Rathborne properties is discoverable because those profits may be motive for a bad faith trespass."Id. at p. 19. The district court ruled that plaintiffs are entitled to discovery of BellSouth's profits from the date of BellSouth's initial trespass in 1991. Id. at p. 8. The second issue concerned Bell South's right-of-way practices. The District Court found that, "[p]laintiffs are entitled to discovery as to BellSouth's right-of-way acquisition policies regarding other property in the Hammond/LaPlace corridor." Id. at p. 20. The order references "the profits derived from BellSouth's use of the cables (on plaintiffs' property) for the operation of its business." Id. at p. 6. The particular limitation on discovery to the Hammond/LaPlace corridor applied to the second category of discovery permitted by the June 3, 2003 order. It did not apply to discovery related to BellSouth's profits.
The order provides
[P]laintiffs are entitled to (1) discovery of BellSouth's profits from the date of its initial entry onto Williams' and Rathborne's properties in 1991, and (2) discovery of BellSouth's right-of-way acquisition or expropriation activities and practices only along the Hammond/LaPlace corridor Id at p 24 (emphasis added)
BellSouth argues that the information sought by the plaintiffs is not relevant to their claims. The plaintiffs respond that the lines on their property are part of a valuable fiber optic network ring around Lake Pontchartrain, so that the lines on their property have more value than a mere local distribution line. The plaintiffs urge they are entitled to information reflecting the number and miles of fiber cable that make up the fiber optic network around the lake, when the cables were laid, when they came into service and their working or spare status since December 31, 1960.
At the break-up of the Bell System, Louisiana was divided into four Local Access and Transport Areas ("LATAs"), one which is in southeastern Louisiana. It includes the New Orleans metropolitan area, including the parishes north of Lake Pontchartrain and portions of the parishes to the south and west of the city. The cables on the plaintiffs' property are part of a loop around the lake. Zimmerman described the cables on the plaintiffs' property as a "link in a very big puzzle." Zimmerman deposition at p. 42. Data is transmitted through the loop around the lake in both directions. Id. Information about when this loop was completed would indicate whether the cables on the plaintiffs' property were the sole means of fiber optic access to the area north of the lake and, if so, for how long that situation existed.
A BellSouth map reflects the four LATAs Rec doc 46, exhibit 1
Zimmerman's testimony indicates that from Ponchatoula to LaPlace a fiber optic cable was laid with twenty-four cables.Id. at 41. SONET rings are connected to the cables. A ring's function is described as an "entry way onto the interstate. It aggregates the local traffic and puts it on the high bandwidth expressway." Id. at p. 102. Each ring requires four fibers to operate. Id. at p. 122-23.
SONET stands for synchronis optical network Id at p 101 It "converts regular voice signals and data signals electrically to optically so they can be traversed on that fiber optic network." Id at p 122.
When the traffic on those rings reached a certain threshold then an additional ring would have been placed requiring two additional fibers wherever the ring traveled. As we continued to place those rings and they filled up, we ran out of fibers to place additional rings. So we required an additional fiber placement.Id. at p. 121. Information on what equipment was connected to the cables on plaintiffs' property, the capacity of the equipment and when that equipment was connected would provide information on the growth in the capacity of the lines. Increased capacity indicates increased use. Zimmerman testified that redundancy was built into the system. The lines on the plaintiff's property are one of two ways for digital data from the north side of the lake to reach the New Orleans main office. Id. at p. 100. The presence of alternate ways to reach the New Orleans main office enhanced the reliability of the system. Id. at 103.
Guy Cochran, the comptroller of BellSouth, testified that its activities in Louisiana are regulated by the Louisiana Public Service Commission ("Commission"). Rec. doc. 46, exhibit 3 ("Cochran deposition") at pp. 61-64. The Commission attempts to guard against imprudent investments by the utilities it regulates. Id. at p. 65. It never denied BellSouth's request for the inclusion of any capital improvements into its rate base.Id. at p. 66. The Commission's action demonstrates that even though some of the capacity in the fiber optic network system in the New Orleans LATA, including the lines on the plaintiffs' property, may not have been fully utilized at all times, BellSouth's investment in the capacity of the entire system.
Zimmerman's testimony suggests that portions of the network have greater importance than do other parts. Without the information sought by the plaintiffs, it would appear that any attempt to evaluate the relative significance of a portion of the network would be speculative. In aid of their discovery of the profits BellSouth derived from the lines, the plaintiffs may discover information concerning the entire network.
BellSouth contends there is no mechanized inventory system, and urges that Zimmerman was referring to a software program known as "TIRKS." It urges that this system does not provide the information requested by plaintiffs. Inasmuch as BellSouth tendered Zimmerman as its corporate representative, it is bound by what she described as available.
BellSouth produced the affidavit of Gerald E Simoneaux, who described the Trunk Information Record Keeping System ("TIRKS") Rec doc. 47, exhibit A Mr Simoneaux described it as a real time system that allows BellSouth to manage the components of the network He stated it did not contain billing or revenue information It is managed as a real time database so there was no historical printed record Id Accepting this as correct, Mr Simoneaux does not contradict what Zimmerman testified was available from what she described as the mechanized inventory system or similar systems.
Zimmerman reported that the fiber optic links in the New Orleans LATA were laid at different times. Id. at 75-76. She did not know when the links between New Orleans and Slidell were completed. Id. at 76. Plaintiffs' counsel asked where they would go in the records to find out the timing for installation of these links. Zimmerman answered:
The mechanized inventory system where the cables when they are completed and are inventoried has the ready for service date. It would generally say the month and the year.Id. at 76 (emphasis added). She described this system as a mechanized database, where report inquiries can be retrieved and printed. Id. She indicated there would be entries for each link in the network around the lake. Id. at 76-77. On the issue of capacity, Ms. Zimmerman testified that the capacity available on the fiber optic cable was a function of the equipment attached to it, id. at p. 78, and there was a separate record that maintained an inventory of the equipment connected to the fiber optic cables. Id. at p. 77.
Based on this testimony Zimmerman identified the following information as being available from the mechanized inventory system or related systems:
1. For fiber optic cables in each link of the network around the lake: (a) the month and year when the cables were laid; (b) the ready-for-service date for the cables; (c) the number of fibers within each cable; and (d) whether a particular fiber cable was designated as working or spare.
2. For equipment connected to the fiber optic cables: (a) the identification of the equipment; and (b) the capacity of each piece of equipment.
The questioning by plaintiffs and Zimmerman's responses on the information available on the use of the system is confusing. She was asked whether there was a separate record that shows the amount of capacity that is being used on a line at any given time. Id. at p. 77, lines 19-21. She reported the existence of the inventory record of the equipment connected to the lines. Id. at p. 77. She added that, "capacity availability and use is inventoried in a different mechanized system. . . ." Id. at pp. 77-78. It is not clear whether Zimmerman was indicating that the use in terms of the amount of digital data flowing through any particular part of the system is available. The plaintiffs' follow-up questions refer to "capacity usage" of the lines and equipment. Id. at p. 78 at lines 7, 15 and 21. It is not clear whether the plaintiffs' counsel is referring to the capacity of the system in terms of the amount of digital data that may be transmitted through any particular part of the system or the amount of digital data that was actually transmitted. Counsel for BellSouth attempted to clarify this and counsel for plaintiffs' response on page 80 at line 24 of the Zimmerman deposition appears to indicate he was referring to the capacity of the system rather than the amount of digital data that was transmitted through the system.
Later in Zimmerman's deposition the following exchange occurs:
Q. On a daily basis is it possible for BellSouth to know how much data space was used on a fiber cable in that corridor.
A. No, sir.
Q. On a monthly basis is it possible for BellSouth to know how much data capacity was used in that fiber cable between Ponchatoula and LaPlace.
A. No, sir.
Id. at p. 98. Yet, at another point in the deposition, Zimmerman testified, "[w]hen the traffic on those rings reached a certain threshold then an additional ring would have been placed requiring two additional fibers wherever the ring traveled."Id. at p. 121. This indicates that BellSouth, if not Zimmerman, had some means of measuring traffic or the digital data that flowed through either the cable lines themselves or the SONET rings or other equipment attached to them. Further confirmation is found in the January 12, 2001 report of the Infrastructure Planning Group which was managed by Zimmerman ("Infrastructure Report"). Rec. doc. 46, exhibit p-2. It reported that the aggregate of increasing demand of certain types of services on the fiber optic network resulted in a 200% annual growth rate of rings deployed in the New Orleans area in the previous two years. For BellSouth to make this statement it had to have some means of measuring the use or demand of various type of services on the network.
Accordingly, the plaintiffs' motion to compel will be granted as to category no. 1 of the supplemental request for production of documents.
B. LATA specific revenue information.
Category no. 2 of the plaintiffs' supplemental request for production of documents is as follows:
All customer database records showing (1) all customers of BellSouth and affiliated companies . . ., which use, have used, or are capable of using The Network in the provision of services of any kind by BellSouth or such affiliated companies in the period from 1991 to the present date, and (2) service orders, services billed . . ., revenues and tariffs received by BellSouth or such affiliated companies from the Network in the period from 1991 to the present date.
Rec. doc. 46, exhibit 10 at p. 6. The plaintiffs' motion describes this as a request for "[i]nformation on revenues generated by BellSouth Telecommunications, Inc. ("BST") from sale of services permitted or facilitated by the use and operation of the WR Fiber Link within the New Orleans area fiber network and/or from BST services sold and tolls received with the New Orleans LATA from 1991 to date." Rec. doc. 46 at p. 14. BellSouth contends that what plaintiffs seek does not exist. The plaintiffs reply that this is contrary to their presumption and that of the District Court. They also rely on the Infrastructure Report as evidence that the information is available.
WR Fiber Link is the plaintiffs' designation for the fiber optic cables on their property: Williams Rathborne Fiber Link.
The information requested by plaintiffs is relevant to their discovery of BellSouth's profits. For some period of time since 1991 the only fiber optic connection between the New Orleans main office and the Northshore may have been the cables on plaintiffs' property. To the extent that exchanges, for example in Hammond, were receiving services that could only be provided by a fiber optic connection, the lines on plaintiffs' property may have been essential to the provision of those services. When the link around the lake was completed, the fiber lines on plaintiffs' property would no longer be the only means for fiber related services to be delivered to the Northshore.
The remaining issue is the availability of the information. Zimmerman's testimony indicates that the fiber optic network, including the equipment attached to the lines, like SONET rings, was expanded in response to growth in the volume of digital data transmitted through the network. Zimmerman testified:
I would get a notice from the capacity management organization that would say we're running out. And when they tell me that I would say, "Here is a 24-fiber cable. Twenty of them are in use. We need to do a relief plan."
Zimmerman at p. 43, lines 6-11. She reported that the second cable was laid on plaintiffs' property because the traffic on the initial cable was close to its capacity. Id. at 55, lines 6-11. Zimmerman denied that revenue played any role in her work. Id. at p. 209, line 2. Revenue was not a factor in evaluating which technology to add to the network. Id. at p. 209, lines 4-9. Thus, Zimmerman's testimony demonstrates that BellSouth built out the network in response to demand and revenue was not a factor in this process.
The purpose of the Infrastructure Report was to request more funding for the purchase of lines and equipment for the network than Zimmerman's department normally received. Zimmerman at p. 172, lines 8-14. With one exception the report reveals that it was based on growth in demand. The exception concerned the increasing sales of broadband services. Rec. doc. 46, exhibit 2 at p. 3. This one exception does not contradict the thrust of either the report or Zimmerman's testimony that BellSouth built out the network in response to demand and revenue was not a factor in the process. Confirmation of this is found in Zimmerman's testimony concerning the report. See p. 121, lines 3-21 and p. 168, lines 7-24. Cochran also testified that revenue was not a factor in BellSouth's decisions concerning the purchase of equipment for the fiber optic network. Cochran at p. 61, lines 1-4.
Among the statements in the report on demand are the following "New Orleans LATA has recently experienced exponential growth in demand," "significant increases in collocation (CLEC and ISP) demands," "new OC12 and OC3 demand," "infrastructure was inadequate to handle the unprecedented demand," and "the explosive demand on the New Orleans area network" Rec doc 46, exhibit 2.
Cochran testified that BellSouth is subject to regulation by the Commission and the Federal Communications Commission ("FCC"). The latter imposes on BellSouth a uniform system of accounts.Id. at p. 59, lines 22-24. The FCC requires that BellSouth maintain its records on revenues, expenses and investments by state. Id. at pp. 59-60. The LATA boundaries within a state are intended to act as service boundaries and they never became revenue units within BellSouth. Id. at p. 60, lines 16-20 and p. 73, lines 1-5. The Commission allows BellSouth a return on its invested capital. Id. at pp. 61 and 62 and p 64, lines 15-22. BellSouth can provide plaintiffs the cost of the cables laid on their property, an estimate of the depreciation charged against that investment and the rate of return allowed by the Commission over certain years. Id. at pp. 66-68. Cochran also indicated that a very broad estimate could be made of the revenue from the New Orleans LATA fiber optic network. Id. at p. 138-40.
Cochran described the process of bill preparation for BellSouth. Id. at p. 159, line 16 through p. 166, line 24. He described a highly automated system. For example, he said,
So that call, we would record that call within the switch. The switch would record that call and keep up with how many minutes. And then the switch would report to an auxiliary computer system that says this phone number generated five calls for two or three minutes apiece and then that would get on the bill.Id. at p. 164, lines 8-15. The plaintiffs asked whether the computer generated hard copy records and, if so, the availability of those copies. Cochran believed that BellSouth did not generate hard copy individual call records, but believed they were on computer disks. Id. at pp. 165-66. The only hard copies generated off of the computer were the bills to the customers.Id. at p. 166. Cochran was not sure how long the billing information was stored for use in the computer, but believed it was less than three years. Id. at p. 177, lines 1-13. There is nothing in the record on the motion that contradicts the lack of hard copy or digital computer records for a period longer than three years. BellSouth cannot be ordered to produce what does not exist.
The remaining issue is whether the plaintiffs' request can be satisfied as to the last three years. Cochran testified that he could go into the records and view, for example, all the customers with a 566-prefix (downtown New Orleans), determine how much BellSouth bills them and cumulate the totals for the 566-prefix. Id. at p. 79. He explained that BellSouth bills on twenty different periods in a month. The bills for all of the customers in a particular prefix are not aggregated into one billing period but rather customers within a particular prefix would be spread throughout the twenty periods. Id. at pp. 76-77. To accumulate the totals for one prefix would be "a heck of job" and a separate program would have to be written. Id. at p. 79, lines 5-8. See also p. 167, lines 12-20.
The revenue information sought by the plaintiffs is not available for the period from January 1, 1991 through December 31, 2000 or perhaps December 31, 2001 in any form whatsoever. For the subsequent period the revenue information is not available without imposing undue expense on BellSouth. Moreover, without the information for the prior years, the information for the subsequent years would have little value. The plaintiffs request for the billing information will be denied.
C. Economic studies.
The plaintiffs seek:
Economic studies performed by Infrastructure Planning or other BST organizational units, personnel or consultants in connection with fiber and equipment deployments within the New Orleans LATA interoffice network . . . [and] the Planning Management Tools developed by BST in connection with such facilities. . . .
Rec. doc. 46 at p. 15. BellSouth responds that there are no such economic studies. The plaintiffs, however, contend that such information was developed for the Commission. In support, it refers to portions of the depositions of Cochran and Zimmerman and the 1991 BellSouth 10-K report. The only information identified by Cochran pertains to reports on rates-of-return that were presented to the Commission as part of BellSouth's public filings. Cochran at pp. 180-189. Inasmuch as these are part of the public filings, they will be addressed in part G below. Parenthetically it is noted that BellSouth's rate-of-return information for its Commission filings is statewide information and not responsive to a request for economic studies concerning the New Orleans LATA network. Id. at pp. 181-82. Zimmerman's deposition does not identify any economic studies responsive to the plaintiffs' request. A review of the portions of the pages from the 1991 10-K cited by the plaintiffs does not reveal the identification of any responsive studies. The plaintiffs' request for an order requiring BellSouth to produce any economic studies other than those that appear in its Commission filings is denied.
The source for the term Planning Management Tools is not identified by the plaintiffs. BellSouth's opposition is not clear as to whether it is denying the existence of any such documents developed by it in connection with fiber and equipment deployments within the New Orleans LATA interoffice network. BellSouth shall be required to either produce such documents or state that it has no such documents.
D. Annual reports and 10-K filings from 1985-1990.
The plaintiffs request:
Annual reports and Form 10-K filings for BellSouth Corporation, South Central Bell Telephone Company and Southern Bell Telephone Company for calendar and/or fiscal years 1985 through 1990.
Rec. doc. 47 at p. 15. The plaintiffs contend that the reports and filings immediately preceding the 1991 trespass are relevant to motive for bad faith trespass. BellSouth contends that the plaintiffs have not demonstrated that the information is relevant to their claims and that the District Court limited discovery of profits to the period from 1991 forward. However, the annual reports and 10-Ks from 1985 through 1990 contain background information that may be relevant to the plaintiffs' claims. For good cause, the court may order discovery of any matter relevant to the subject matter involved in the action. Fed.R.Civ.P. 26(b)(1). The plaintiff's request for the annual reports and Form 10-K filings for 1985-through 1990 will be granted.
E. BellSouth's right-of-way practices between Hammond and LaPlace.
The plaintiffs request the private rights-of-way acquired by BellSouth or lands affected by the DOTD right-of-way. Rec. doc. 46 at p. 15. This was authorized by the District Court's order of June 3, 2003. Rec. doc. 37 at p. 24. BellSouth responded that it did not obtain any rights-of-way from private landowners along the Ponchatoula/LaPlace corridor. Rec. doc. 47 at p. 8. The plaintiffs' request is granted in that BellSouth must also respond for the portion of the corridor between Ponchatoula and Hammond.
F. BellSouth's right-of-way acquisition policies and practices, including legal opinions.
The plaintiffs request:
BST and/or its predecessor's right-of-way acquisition policies and practices in Louisiana identified by BST's Steven Chancellor, including legal opinions and risk evaluations by or for the company from in-house counsel regarding company practices within highway rights-of-way in Louisiana independent of this proceeding.
Rec. doc. 46 at pp. 6-7. BellSouth contends that Steven Chancellor is the BellSouth employee responsible for developing and implementing right-of-way policies and practices. At Chancellor's deposition it produced its right-of-way manual for its nine state territory. It objects to providing any further information sought by the plaintiffs on the ground that such information is protected from disclosure by the attorney-client privilege. The plaintiffs respond that one of BellSouth's defenses is that it was in good faith in the installation of the cables as it relied upon the DOTD permit. Although a privilege may exist, a waiver of the privilege may occur when the privileged communications are placed at issue by an affirmative pleading of a claim or defense that requires the introduction of the privileged communication. See Boyd v. St. Paul Fire Marine Insurance Company, 775 So.2d 649, 656 (La.App. 3rd Cir. 2000), citing Succession of Smith v. Kavanaugh, Pierson Talley, 513 So.2d 1138, 1143-44 (La. 1987). BellSouth's objection to the requested documents cannot be resolved until it prepares a privilege log that identifies the documents that it contends are protected from disclosure and that fully complies with the requirements of Fed.R.Civ.P. 26(b)(5).
BellSouth also argues that Louisiana law supports its position that it was only required to obtain a DOTD permit to install the cables on plaintiffs' property. It cites the legislative history for La.Rev.Stat.Ann. § 48:381(A)(5). The District Court reached a contrary conclusion in its June 3, 2003 order. Rec. doc. 37 at p. 10. BellSouth's remedy is to seek reconsideration of that order.
G. Louisiana Public Service Commission Rate Filings.
The plaintiffs request "[c]omplete Louisiana Public Service Commission rate filings by BST, including rate of return and plant investment justifications, for the period 1991 to date identified by BST's Guy Chancellor. . . ." Rec. doc. 46 at p. 16. BellSouth contends that these filings are extremely voluminous and would require a truck to deliver the documents. BellSouth reports that it produced the portions of the 1996 filing that provided financial information on the allowed rate of return. The 1996 filing was the last filing by BellSouth under incentive based regulation. BellSouth indicates its willingness to produce similar information for other filings.
The plaintiffs report that this was ten page document.
Cochran identified reports on rates-of-return that were presented to the Commission as part of BellSouth's public filings. Cochran at pp. 180-189. BellSouth shall produce the reports on rates-of-return that were presented to the Commission for the years 1991 through the present.
REQUEST FOR AN ORDER CONTINUING THE TRIAL
This issue must be presented to the District Court. However, it is recommended that the trial be continued and a new scheduling order issued in order that the parties may complete this discovery
IT IS ORDERED as follows:
1. The plaintiffs' motion for an order compelling discovery (Rec. doc. 46) is GRANTED in PART and DENIED in PART and unless otherwise specified BellSouth, shall supplement its discovery responses within thirty (30) calendar days in accord with the terms of this order.
2. The plaintiffs' request for a continuance of the trial is deferred to the District Court.
3. BellSouth shall provide the information sought in Category no. 1 of the supplemental request for production of documents for the period from January 1, 1991 through the present, including the following:
a. For all fiber optic cables in the New Orleans LATA: (a) the month and year in which the cables were laid; (b) the ready for service date of the cables; (c) the number of fibers within each cable; and (d) whether a particular fiber cable was designated as working or spare.
b. For equipment connected to the fiber optic cables in the New Orleans LATA: (a) the identification of the equipment; and (b) the capacity of each piece of equipment; and (c) current information on the usage of that capacity.
c. Any records that inventory the use of the equipment that is connected to the fiber optic lines. See Zimmerman deposition at p. 78, lines 22-25 and p. 78, lines 1-2. In this question "use" includes but is not limited to the quantity of digital data that is processed by the particular piece of equipment.
d. Any records of the demand on the fiber optic network within the New Orleans LATA.
4. The plaintiffs' request for LATA specific revenue information is denied.
5. The plaintiffs' request for the Planning Management Tools is granted. BellSouth shall either produce such documents or state that it has no such documents.
6. The plaintiffs' request for the following is granted in accord with the terms of this minute entry: (a) annual reports and 10-Ks from 1985 through 1990; (b) private rights-of-way acquired by BST in Louisiana or lands affected by DOTD highway right-of-way between Hammond and Ponchatoula; and (c) the reports on rate-of-return included in the Louisiana Public Service Commission filings.
7. Within ten (10) working days of the entry of this order and in accord with the terms of this minute entry, BellSouth shall serve a privilege log for all documents that it contends are protected from disclosure in response to plaintiffs' request for BellSouth's right-of-way acquisition policies and practices in Louisiana, including legal opinions and risk evaluations by or for BellSouth from in-house counsel regarding company practices within highway rights-of-way in Louisiana independent of this proceeding.
a. Within ten (10) working days of the receipt of the privilege log and only after fully complying with L.R. 37.1, the plaintiffs shall file a motion to compel production of any documents identified on the privilege log that they contend are not protected from disclosure. The supporting memorandum shall separately address each document that plaintiffs contend should be produced.
b. BellSouth's opposition memorandum shall separately address each document that the plaintiffs contend should be produced. When it submits its opposition, BellSouth shall produce the contested documents for in camera inspection.