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              MOTION TO COMPEL DENIED:  December 30, 1998
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                             GSBCA 12070-P
 
                    UNISYS GOVERNMENT SYSTEMS, INC.,
 
                                           Protester,
 
                                   v.
 
                    ENVIRONMENTAL PROTECTION AGENCY,
 
                                           Respondent,
 
                                  and
 
 
               MARTIN MARIETTA TECHNICAL SERVICES, INC.,
 
                                           Intervenor.
 
        James A. Bensfield,  John Lloyd Rice,  Mary Lou Soller,  and
   Willard L. Boyd of Miller & Chevalier, Chartered, Washington, DC,
   counsel for Protester.
 
        Kenneth R.  Pakula, Avital  G. Zemel,  and Bruce  S. Binder,
   Office  of  General  Counsel,  Environmental  Protection  Agency,
   Washington, DC, counsel for Respondent.
 
        W.  Stanfield Johnson,  Marc F.  Efron,  Raymond F.  Monroe,
   Robert P. Davis, David Z.  Bodenheimer, and Peter J. Lipperman of
   Crowell & Moring, Washington, DC, counsel for Intervenor.
 
   BORWICK, Board Judge.
 
                               Background
 
        Intervenor Martin Marietta  Technical Services, Incorporated
   (Martin   Marietta)  filed  a  motion  to  compel  production  by
   protester  Unisys  Government  Systems  Incorporated (Unisys)  of
   notes of a Government debriefing conducted after the award of the
   contract  to Martin  Marietta.  The  notes were  taken by  one of
   protester's  employees.  Unisys objects  to the motion to compel;
   it  claims that  the notes  are privileged  work-product made  in
   anticipation  of litigation.   We deny Martin  Marietta's motion,
   concluding  that debriefing  notes  fall within  the work-product
   privilege.
 
        Unisys's attorney has represented in a declaration that: (1)
   on September 29, 1992, he  attended a debriefing conducted by the
   Government and (2) he instructed  employees of Unisys who were to
   attend the  debriefing to  take notes for  the attorney's  use in
   advising Unisys on  a bid protest that Unisys anticipated filing.
   Declaration  dated October  28,  1992,  of  James  A.  Bensfield,
   Counsel for Unisys,    3-4.  
 
        Our  rules  provide  that in  our  proceedings,  parties may
   obtain discovery  regarding any matter, not  privileged, relevant
   to the subject matter involved in the pending case.  Rule  15(b).
   The  Federal Rules  of Civil  Procedure, which  serve as  a guide
   where  our rules  are silent,  provide  that a  party may  obtain
   discovery  of documents prepared in anticipation of litigation by
   or for another party or by the other party's attorney only upon a
   showing of substantial need.  Fed. R. Civ. P. Rule 26(b)(3). This
   is  the work-product  privilege,  which  protects from  discovery
   documents  otherwise  discoverable  if  they  were  prepared   in
   anticipation of  litigation or for  trial by or for  the opposing
   party  or  his representative.    Ingalls Shipbuilding  Division,
   Litton Systems Inc.,  ASBCA 17717, 73-2 BCA    10,205, at 48,104.
   Here Unisys's attorney requested compilation of the notes for his
   use in contemplated litigation, which, of course, materialized on
   October  2.    Not  only  was  litigation  contemplated,  it  was
   imminent. Cf. Travelers Indemnity Co. v. Allied  Signal Inc., 124
   F.R.D.  101,  102  (D.C.  MD.  1989)  (litigation  over  scope of
   hazardous  waste   pollution  coverage  described   as  virtually
   inevitable).  Martin Marietta has not shown a substantial need to
   defeat the  privilege, because it  can glean the contents  of the
   debriefing from the Government.  
 
                                Decision
 
        Intervenor's motion to compel is DENIED.
 
                       ________________________________
                       ANTHONY S. BORWICK
                       Board Judge