SOAH DOCKET NO. 473-99-0224

PUC DOCKET NO. 20292

APPLICATION OF SHARYLAND	§	BEFORE THE STATE OFFICE

UTILITIES, L.P. FOR A CERTIFICATE	§

OF CONVENIENCE AND NECESSITY	§	OF

IN HIDALGO COUNTY TEXAS	§	ADMINISTRATIVE HEARINGS

ORDER NO. 6

PROTECTIVE ORDER

This Protective Order shall govern the use of all information deemed confidential (protected materials) or highly confidential (highly sensitive protected materials) by a party responding to discovery requests, including information whose confidentiality is currently under dispute.

It is ORDERED that:

1.	(a)	Designation of Protected Materials. Upon producing or filing a document, including, but not limited to, records stored or encoded on a computer disk or other similar electronic storage medium in this proceeding, the producing party may designate that document, or any portion of it, as confidential pursuant to this Protective Order by typing or stamping on its face "PROTECTED PURSUANT TO PROTECTIVE ORDER ISSUED IN DOCKET NO. 20292" or words to this effect (hereinafter referred to as "Protected Materials") and consecutively Bates Stamping each page.

(b)	Materials Excluded from Protected Materials Designation. "Protected Materials" shall not include any information or document contained in the public files of the Commission or any other federal or state agency, court, or Local Governmental Authority subject to the Texas Public Information Act. "Protected Materials" also shall not include documents or information which at the time of, or prior to, disclosure in these proceedings, is or was public knowledge, or which becomes public knowledge other than through disclosure in violation of this Protective Order.

2.	Reviewing Party. For the purposes of this Protective Order, a "Reviewing Party" is a party to this Docket.

3.	(a)	(1)	Procedures for Designation of Protected Materials. On or before the date the response to a discovery request containing Protected Materials or Highly Sensitive Protected Materials is due, the producing party shall file with the Commission and deliver to potential Reviewing Parties a written statement, which may be in the form of an objection, indicating: (1) any and all exemptions to the Public Information Act, Tex. Gov't Code Ann., Chapter 552, claimed to be applicable to the alleged Protected Materials, (2) the reasons supporting the providing party's claim that the responsive information is exempt from public disclosure under the Public Information Act and subject to treatment as protected materials, and (3) that counsel for the providing party has reviewed the information sufficiently to state in good faith that the information is exempt from public disclosure under the Public Information Act and merits the Protected Materials designation.

(b)	(1)	Persons Permitted Access to Protected Materials. Except as otherwise provided in this Protective Order, a Reviewing Party shall be permitted access to "Protected Materials" only through its "Reviewing Representatives." Reviewing Representatives of a Reviewing Party include its counsel of record in this proceeding and associated attorneys, paralegals, economists, statisticians, accountants, consultants, or other persons employed or retained by the Reviewing Party and directly engaged in these proceedings. At the request of the PUC Commissioners or their staff, copies of Protected Materials may be produced by the Commission General Counsel or the Office of Policy Development to the Commissioners. The Commissioners and their staff shall be informed of the existence and coverage of this Protective Order, with the intention that those persons observe the restrictions of the Protective Order during their consideration of and deliberation on Docket No. 20292.

(2)	Highly Sensitive Protected Material Described. The term "Highly Sensitive Protected Materials" is a subset of "Protected Materials" and refers to documents or information which a producing party claims is of such a highly sensitive nature that making copies of such documents or information or providing access to such documents to employees of the Reviewing Party (except as set forth below in Subparagraph 3(c)) would expose a producing party to unreasonable risk of harm, including but not limited to: (a) customer-specific information protected by §32.101 of the Public Utility Regulatory Act, (b) contractual information pertaining to contracts that specify that their terms are confidential or which are confidential pursuant to Order entered in litigation to which the producing party is a party, (c) market-sensitive fuel price forecasts, wholesale transactions information and/or market-sensitive marketing plans; and (d) business operations or financial information that is commercially sensitive. Documents or information so classified by a producing party shall bear the designation "HIGHLY SENSITIVE PROTECTED MATERIALS PROVIDED PURSUANT TO PROTECTIVE ORDER ISSUED IN DOCKET NO. 20292" or words to this effect and shall be consecutively Bates Stamped in accordance with the provisions of Subparagraph 1(a) of this Protective Order. The provisions of this Protective Order pertaining to Protected Materials also apply to Highly Sensitive Protected Materials, except where this Protective Order provides for additional protections for Highly Sensitive Protected Materials. In particular, the procedures in Paragraph 10 for challenging the producing party's designation of information as Protected Materials also apply to information that a producing party designates as Highly Sensitive Protected Materials.

(3)	Restrictions on Copying and Inspection of Highly Sensitive Protected Material. No copies shall be made of any "Highly Sensitive Protected Materials", except as provided in subparagraphs 3(b)(6) and 3(c)(4) below, and they shall be made available for inspection only at the locations specified in Subparagraph 6(a). Limited notes may be made of Highly Sensitive Protected Materials but are restricted to a description of the document and a general characterization of its subject matter and may not state any substantive information contained in such Highly Sensitive Protected Materials.

(4)	Restricting Persons Who May Have Access to Highly Sensitive Protected Material. With the exception of Commission General Counsel (General Counsel) and the Office of Public Utility Counsel (OPC), and except as provided in Subsection 3(b)(5), the Reviewing Representatives for the purpose of access to Highly Sensitive Protected Materials may be persons who are (i) counsel for the Reviewing Party, (ii) outside consultants for the Reviewing Party working under the direction of Reviewing Party's counsel or, (iii) employees of the Reviewing Party working with and under the direction of Reviewing Party's counsel; PROVIDED, HOWEVER, persons in category (iii) are further limited by Subparagraph 3(b)(5) below. The Reviewing Party shall limit the number of Reviewing Representatives that review each "Highly Sensititive Protected" document to the minimum number of persons necessary. The Reviewing Party is under a good faith obligation to limit access to each portion of any "Highly Sensitive Protected Materials" to two Reviewing Representatitives whenever possible. Reviewing Representatives for Commission General Counsel and OPC for the purpose of access to Highly Sensitive Protected Materials shall consist of their respective counsel of record in this proceeding and associated attorneys, paralegals, economists, statisticians, accountants, consultants, or other persons employed or retained by them and directly engaged in these proceedings.

(5)	Persons Prohibited Access to Highly Sensitive Protected Material. Notwithstanding any other permission granted within this Protective Order, except subparagraph 3(b)(6), a Reviewing Party who (a) is or was a customer of the producing party, (b) is a non-customer of the producing party but a potential competitor of a producing party customer, or (c) is a non-customer of the producing party but a potential competitor of the producing party, shall be permitted access to "Highly Sensitive Protected Materials" only through procedures set forth as follows: No copies shall be made of any "Highly Sensitive Protected Materials" and they shall be made available for inspection only at specified locations. The Reviewing Party's Representatives for the purposes of access to "Highly Sensitive Protected Materials" must be persons who either are counsel for the Reviewing Party, outside consultants for the Reviewing Party working under the direction of Reviewing Party's counsel, or persons mutually agreeable to the Reviewing Party and the producing party. The Reviewing Party's Representatives shall not include persons involved in pricing, marketing or acquiring of fuel supplies or power and shall only include those other persons needed to allow representation of the Reviewing Party's status and interests. Limited handwritten notes may be made of "Highly Sensitive Protected Materials" which are restricted to a description of the document and a general characterization of its subject matter but shall not state any substantive information contained in such "Highly Sensitive Protected Materials." The restrictions contained herein do not apply to General Counsel or the OPC.

(6)	Copies Provided of Highly Sensitive Protected Material Upon Reasonable Request. Upon reasonable request by a Reviewing Party, a producing party shall provide one copy of "Highly Sensitive Protected Materials" specifically designated by the Reviewing Party only for the use of the Reviewing Party's counsel. Outside consultants may review the copy of "Highly Sensitive Protected Materials" at the office of the Reviewing Party's counsel. If the producing party does not find the request for a copy of Highly Sensitive Protected Material to be reasonable (based, for example, on the need to maintain strict limits on access to particularly sensitive material) then the producing party may seek an order denying such request for a copy upon a showing of good cause. Any Highly Sensitive Protected documents provided to a Reviewing Party's counsel pursuant to such a request may not be copied and shall be returned to the producing party within two weeks after the close of the evidence in this proceeding. The restrictions contained herein do not apply to General Counsel or the OPC.

(c)	(1)	Procedures in Subparagraphs 3(c)(1) Through 3(c)(5) Apply to GC and OPC and Control in the Event of Conflict. The procedures set forth in Subparagraphs 3(c)(1) through 3(c)(5) apply to responses to requests for documents or information that the producing party designates as "Highly Sensitive Protected Materials" and provides to the Commission General Counsel or OPC in recognition of the statutory responsibilities assigned to those parties. To the extent the requirements of Subparagraphs 3(c)(1) through 3(c)(5) conflict with any requirements contained in other paragraphs of this Protective Order, the requirements of these Subparagraphs shall control.

(2)	Copy of Highly Sensitive Protected Material to be Provided to General Counsel and OPC. When, in response to a request for information by a Reviewing Party, the producing party makes available for review documents or information claimed to be "Highly Sensitive Protected Materials," the producing party shall also deliver one copy of the "Highly Sensitive Protected Materials" to the Commission General Counsel and to OPC (if OPC is a party) in Austin. PROVIDED HOWEVER, that in the event such "Highly Sensitive Protected Materials" are voluminous, the materials will be made available for review by the Commission General Counsel and OPC (if OPC is a party) at the designated office in Austin, Texas. The Commission General Counsel and OPC (if OPC is a party) may request such copies as are necessary of such voluminous material under the copying procedures set forth in Subparagraph 6(b)(2) below.

(3)	Delivery of the Copy of Highly Sensitive Protected Material to Staff and Outside Consultants. The Commission General Counsel and the OPC's counsel (if OPC is a party) may deliver the copy of "Highly Sensitive Protected Materials" received by it to the appropriate members of their staff for review, provided such staff members first sign the certification set out in Paragraph 4. After obtaining the agreement of the producing party, the Commission General Counsel and the OPC's counsel may deliver the copy of "Highly Sensitive Protected Materials" received by it to the agreed, appropriate members of their outside consultants for review, provided such outside consultants first sign the certification set out in Paragraph 4.

(4)	Restriction on Copying by General Counsel and OPC. The Commission General Counsel and OPC may not make additional copies of the "Highly Sensitive Protected Materials" furnished to them unless the producing party agrees in writing otherwise, or, upon a showing of good cause, the Presiding Officer directs otherwise. Limited notes may be made by the Commission's Office of Regulatory Affairs, General Counsel, and OPC (if OPC is a party) of Highly Sensitive Protected Materials furnished to them and all such handwritten notes will be treated as Highly Sensitive Protected Materials as are the materials from which the notes are taken.

(5)	Public Information Requests. In the event of a request for any of the "Highly Sensitive Protected Materials" under the Public Information Act, an authorized representative of the Commission or OPC may furnish a copy of the requested "Highly Sensitive Protected Materials" to the Attorney General together with a copy of this Protective Order after notifying the producing party that such documents are being furnished to the Attorney General. For the purposes of this Subparagraph 3(c)(5) such notification may be provided simultaneously with the delivery of the Highly Sensitive Protected Materials to the Attorney General.

(d)	Restricting Persons Who May Have Access to Protected Material. In addition to the other restrictions provided in this Protective Order, a Reviewing Party who is a present or potential competitor, supplier or bidder for sales or purchases of fuel or fuel-related transportation services or purchased power to the producing party and/or its corporate affiliates shall be permitted access to Protected Materials only as follows: Access to any Protected Materials shall only be through a Reviewing Party's Representatives who are: (i) counsel for the Reviewing Party, or (ii) outside consultants for the Reviewing Party working under the direction of Reviewing Party's counsel, and (iii) employees of the Reviewing Party working with and under the direction of Reviewing Party's counsel. Persons in category (iii) shall not include persons involved in pricing, marketing or acquiring of fuel supplies or power and shall only include those other persons needed to allow representation of the Reviewing Party's status and interests. Further, a Reviewing Party shall notify the producing party at least 7 days in advance of any proposed review or revealing directly or indirectly of Protected Information to persons in category (iii) so that the producing party and/or competing fuel suppliers may object, if necessary, to the participation of those specific persons. Such notice to the producing party shall contain the name, title and functional department of such person in category (iii) as well as any present or prior involvement of such person in pricing, marketing or acquiring fuel supplies or power. Notwithstanding any other provision of this Protective Order, in no event shall any employees of a Reviewing Party, which is a present or potential competitor as described in this subsection, be permitted access to information pertaining to the producing party's or its affiliates' contractual or business relationships with the Reviewing Party or the Reviewing Party's corporate affiliates/joint ventures. The Reviewing Party Representatives described in this subparagraph shall not disclose such Protected Information to a Reviewing Party as described in this subparagraph 3(d) or others and shall use such Protected Materials only in the instant proceeding. The restrictions contained herein do not apply to General Counsel or the OPC.

4.	(a)	Required Certification. Each person who inspects the Protected Materials shall, before such inspection, agree in writing to the following certification set forth in the Attachment to this Protective Order:

I certify my understanding that the Protected Materials are provided to me pursuant to the terms and restrictions of the Protective Order in this docket, and that I have been given a copy of it and have read the Protective Order and agree to be bound by it. I understand that the contents of the Protected Materials, any notes, memoranda, or any other form of information regarding or derived from the Protected Materials shall not be disclosed to anyone other than in accordance with the Protective Order. I acknowledge that the obligations imposed by this certification are pursuant to such Protective Order. Provided, however, if the information contained in the Protected Materials is obtained from independent public sources, the understanding stated herein shall not apply.

In addition, Reviewing Representatives who are permitted access to Highly Sensitive Protected Material under the terms of this Protective Order shall, before inspection of such material, agree in writing to the following certification set forth in the Attachment to this Protective Order:

I certify that I am eligible to have access to Highly Sensitive Protected Material under the terms of the Protective Order in this docket.

A copy of each signed certification shall be provided to Counsel for the producing party and served upon all parties of record.

(b)	Disclosures Between Reviewing Representatives and Continuation of Disclosure Restrictions After a Person is no Longer Engaged in the Proceeding. Any Reviewing Representative may disclose Protected Materials, other than Highly Sensitive Protected Materials, to any other person who is a Reviewing Representative provided that, if the person to whom disclosure is to be made has not executed and provided for delivery of a signed certification to the party asserting confidentiality, that certification shall be executed prior to any disclosure. A Reviewing Representative may disclose Highly Sensitive Protected Material to other Reviewing Representatives who are permitted access to such material and have executed the additional certification required for persons who receive access to Highly Sensitive Protected Material. In the event that any Reviewing Representative to whom Protected Materials are disclosed ceases to be engaged in these proceedings, access to Protected Materials by that person shall be terminated. Any person who has agreed to the foregoing certification shall continue to be bound by the provisions of this Protective Order for the duration thereof, even if no longer engaged in these proceedings.

5.	Producing Party to Provide One Copy of Certain Protected Material and Procedures for Making Additional Copies of Such Materials. Except for Highly Sensitive Protected Materials governed by Section 3, and voluminous Protected Materials, the producing party shall provide a Reviewing Party one copy of the Protected Materials. Except for Highly Sensitive Protected Materials governed by Section 3, a Reviewing Party may make further copies of Protected Materials for use in this proceeding pursuant to this Protective Order, but a record shall be maintained as to the documents reproduced and the number of copies made, and upon request the Reviewing Party shall provide the party asserting confidentiality with a copy of that record. Except as limited by Subparagraphs 3(b)(3), 3(b)(5), 3(b)(6) and 3(c)(4), a Reviewing Party may take notes or derive other information from the Protected Materials provided in response to this Paragraph 5.

6.	(a)	Procedures Regarding Voluminous Protected Materials. Production of voluminous Protected Materials will by governed by PUC PROC. R. 22.144(h). Voluminous Protected Materials will be made available in the producing party's voluminous room, in Austin, Texas, at a location to be identified by the producing party 5 days before producing voluminous protected materials, Monday through Friday 9:00 a.m. to 5:00 p.m. (except on state or Federal holidays), and at other mutually convenient times upon reasonable request.

(b)	(1)	Reviewing Period Defined. The Protected Materials may be reviewed only during the "reviewing period," which shall commence upon entry of this Protective Order and continue until the expiration of the Commission's plenary jurisdiction. The reviewing period shall reopen if the Commission regains jurisdiction due to a remand as provided by law.

(2)	Procedures for Making Copies of Voluminous Protected Materials. Other than Highly Sensitive Protected Materials, Reviewing Parties may take notes regarding the information contained in voluminous Protected Materials made available for inspection pursuant to Subparagraph 7(a), or they may make photographic or mechanical copies of the Protected Materials, subject to the conditions provided for in Paragraph 5; provided, however, that before photographic or mechanical copies can be made, the Reviewing Party seeking photographic or mechanical copies must complete a written receipt for copies on the attached form identifying each piece of Protected Materials or portions thereof the Reviewing Party will need.

7.	(a)	Protected Materials to be Used Solely for the Purposes of These Proceedings. All Protected Materials shall be made available to the Reviewing Parties and their Reviewing Representatives solely for the purposes of these proceedings. Access to the Protected Materials may not be used in the furtherance of any other purpose, including, without limitation, (1) any other pending or potential proceeding involving any claim, complaint, or other grievance of whatever nature, except appellate review proceedings that may arise from or be subject to these proceedings, or (2) any business or competitive endeavor of whatever nature.

(b)	Procedures for Confidential Treatment of Protected Materials and Information Derived from those Materials. Protected Materials, as well as a Reviewing Party's notes, memoranda, or other information regarding or derived from the Protected Materials are to be treated confidentially by the Reviewing Party and shall not be disclosed or used by the Reviewing Party except as permitted and provided in this Protective Order. Information derived from or describing the Protected Materials shall be maintained in a secure place and shall not be placed in the public or general files of the Reviewing Party except in accordance with the provisions of this Protective Order. A Reviewing Party must take all reasonable precautions to insure that the Protected Materials are not viewed or taken by any person other than a Reviewing Representative of a Reviewing Party.

8.	(a)	Procedures for Submission of Protected Materials. If a Reviewing Party tenders for filing any Protected Materials, including Highly Sensitive Protected Materials, or any written testimony, exhibit, brief, motion or other type of pleading or other submission at the Commission or before any other judicial body that quotes from Protected Materials or discloses the content of Protected Materials, the confidential portion of such submission shall be filed and served in sealed envelopes or other appropriate containers endorsed to the effect that they are sealed pursuant to this Protective Order. If filed at the Commission, such documents shall be marked "PROTECTED MATERIAL" and shall be filed under seal with the Presiding Officer and served under seal to the counsel of record for the Reviewing Parties. The Presiding Officer may subsequently, on his/her own motion or on motion of a party, issue a ruling respecting whether or not the inclusion, incorporation or reference to Protected Materials is such that such submission should remain under seal. If filing before a judicial body, the filing party (1) shall notify the party which provided the information within sufficient time so that the providing party may seek a temporary sealing order, and (2) shall otherwise follow the procedures set forth in Rule 76a, Texas Rules of Civil Procedure.

9.	Maintenance of Protected Status of Materials During Pendency of Appeal of Order Holding Materials are not Protected Materials. In the event that the Presiding Officer at any time in the course of this proceeding finds that all or part of the Protected Materials are not confidential or proprietary, by finding, for example, that such materials have entered the public domain or materials claimed to be Highly Sensitive Protected Materials are only Protected Materials, those materials shall nevertheless be subject to the protection afforded by this Protective Order for three (3) full working days, unless otherwise ordered, from the date the party asserting confidentiality receives the Presiding Officer's order. The party asserting confidentiality will notify the Commission General Counsel that it has received the Presiding Officer's order within three (3) full working days of the receipt of said order. Such notification will be by written communication. This provision only establishes a deadline for appeal of a Presiding Officer's order to the Commission. In the event an appeal to the Commissioners is filed within those three (3) working days, the Protected Materials shall be afforded the confidential treatment and status provided in this Protective Order during the pendency of such appeal. Neither the party asserting confidentiality nor any Reviewing Party waives its right to seek additional administrative or judicial remedies after the Commission's denial of any appeal; further deadlines with respect to such appeals and attendant confidentiality protections are set forth in Subparagraph 10(d) below.

10.	(a)	Notice of Intent to Use Protected Materials or Change Materials Designation. Parties intending to use Protected Materials shall make a reasonable effort, if practicable, to notify the other parties prior to offering them into evidence or otherwise disclosing such information into the record of the proceeding. During the pendency of Docket No. 20292 at the Commission, in the event that a Reviewing Party wishes to disclose Protected Materials to any person to whom disclosure is not authorized by this Protective Order, or wishes to have changed the designation of certain information or material as Protected Materials by alleging, for example, that such information or material has entered the public domain, such Reviewing Party shall first file and serve on all parties written notice of such proposed disclosure or request for change in designation, identifying with particularity each of such Protected Materials. A Reviewing Party shall at any time be able to file a written notice by Motion to challenge the designation of information as Protected Materials.

(b)	Procedures to Contest Disclosure or Change in Designation. In the event that the party asserting confidentiality wishes to contest such proposed disclosure or request for change in designation, the party asserting confidentiality shall file with the appropriate Presiding Officer its objection to such proposal, with supporting affidavits, if any, within five (5) working days after receiving such notice of proposed disclosure or change in designation. Failure of the party asserting confidentiality to file such an objection within this period shall be deemed a waiver of objection to the proposed disclosure or request for change in designation. Within five (5) working days after the party asserting confidentiality files its objection and supporting materials, the party challenging confidentiality may respond. Any such response shall include a statement by counsel for the party challenging such confidentiality that he or she has reviewed all portions of the materials in dispute and believes in good faith that they should not be held to be confidential under current legal standards, or alternatively that the party asserting confidentiality for some reason did not allow such counsel to review such materials. If either party wishes to submit the material in question for in camera inspection, it shall do so no later than five (5) working days after the party challenging confidentiality has made its written filing.

(c)	Procedures for Presiding Officer Determination Regarding Proposed Disclosure or Change in Designation. If the party asserting confidentiality files an objection, the appropriate Presiding Officer will determine whether the proposed disclosure or change in designation is appropriate. The burden is on the party asserting confidentiality to show that such proposed disclosure or change in designation should not be made. If the Presiding Officer determines that such proposed disclosure or change in designation should be made, disclosure shall not take place earlier than three (3) full working days after such determination unless otherwise ordered. No party waives any right to seek additional administrative or judicial remedies concerning such Presiding Officer's ruling.

(d)	Maintenance of Protected Status During Periods Specified for Challenging Various Orders. Any party electing to challenge, in the courts of this state, a Commission or Presiding Officer determination allowing disclosure or a change in designation shall have a period of ten (10) days from: (i) the date of an unfavorable Commission order or (ii) if the Commission does not rule on an appeal of an interim order, the date an appeal of an interim order to the Commission is overruled by operation of law, to obtain a favorable ruling in state district court. Any party challenging a state district court determination allowing disclosure or a change in designation shall have an additional period of ten (10) days from the date of the order to obtain a favorable ruling from a state appeals court. Finally, any party challenging a determination of a state appeals court allowing disclosure or a change in designation shall have an additional period of ten (10) days from the date of the order to obtain a favorable ruling from the state supreme court, or other appellate court. All Protected Materials shall be afforded the confidential treatment and status provided for in this Protective Order during the periods for challenging the various orders referenced in this Subparagraph.

11.	Other Grounds for Objection to Use of Protected Materials Remain Applicable. Nothing in this Protective Order shall be construed as precluding any party from objecting to the use of Protected Materials on grounds other than confidentiality, including the lack of required relevance. Nothing in this Protective Order shall be construed as an acknowledgment by any party that the Protected Materials (including Highly Sensitive Protected Materials) are entitled to confidential treatment.

12.	Protection of Materials from Unauthorized Disclosure. All notices, applications, responses or other correspondence shall be made in a manner which protects Protected Materials from unauthorized disclosure.

13.	Return of Copies of Protected Materials and Destruction of Information Derived from Protected Materials. Following the conclusion of these proceedings, each Reviewing Party must, no later than thirty (30) days following receipt of the notice described below, return to the party asserting confidentiality all copies of the Protected Materials provided by that party pursuant to this Protective Order and all copies reproduced by a Reviewing Party pursuant to Paragraph 5 or Subparagraph 6(b)(2), and counsel for each Reviewing Party must provide to the party asserting confidentiality a letter by counsel that, to the best of his or her knowledge, information, and belief, all copies of notes, memoranda, and other documents regarding or derived from the Protected Materials (including copies of Protected Materials) that have not been so returned, if any, have been destroyed, other than notes, memoranda, or other documents which contain information in a form which, if made public, would not cause disclosure of the substance of Protected Materials. As used in this Protective Order, "conclusion of these proceedings" refers to the exhaustion of available appeals, or the running of the time for the making of such appeals, as provided by applicable law. If, following any appeal, the Commission conducts a remand proceeding, then the reviewing period for the remanded proceedings is extended to the exhaustion of available appeals, or the running of the time for making such appeals, as provided by applicable law. Promptly following the conclusion of these proceedings, counsel for the party asserting confidentiality will send a written notice to all other parties, reminding them of their obligations under this Paragraph. Nothing in this Paragraph shall prohibit counsel for each Reviewing Party from retaining two (2) copies of any filed testimony, brief, application for rehearing, hearing exhibit or other pleading which refers to Protected Materials provided that any such Protected Materials retained by counsel shall remain subject to the provisions of this Protective Order.

14.	Applicability of Other Law. This Protective Order is subject to the requirements of the Public Information Act, the Open Meetings Act, and any other applicable law, provided that parties subject to those acts will give the party asserting confidentiality notice, if possible under those acts, prior to disclosure pursuant to those acts.

15.	(a)	Procedures for Release of Information Under Order. If required by order of a governmental or judicial body, the Reviewing Party may release to such body the confidential information required by such order; provided, however, that (1) the Reviewing Party shall notify the party asserting confidentiality of such order at least five (5) calendar days in advance of the release of the information in order for the party asserting confidentiality to contest any release of the confidential information; (2) the Reviewing Party shall notify the producing party that there is a request for such information within five (5) days of the date the Reviewing Party is notified of the request for information; and (3) the Reviewing Party shall use its best efforts to prevent such materials from being disclosed to the public. The terms of this Protective Order do not preclude the Reviewing Party from complying with any valid and enforceable order of a state or federal court with competent jurisdiction specifically requiring disclosure of Protected Materials earlier than contemplated in this Subparagraph.

(b)	Best Efforts Defined. The term "best efforts" as used in the preceding paragraph requires that the Reviewing Party's attempt to ensure that disclosure is not made unless such disclosure is pursuant to a final order of a Texas governmental or Texas judicial body or written opinion of the Texas Attorney General which was sought in compliance with the Public Information Act. The Reviewing Party is not required to delay compliance with a lawful order to disclose such information but is simply required to timely notify the party asserting confidentiality, or its counsel, that it has received a challenge to the confidentiality of the information and that the Reviewing Party will either proceed under the provisions of §552.301 of the Public Information Act, or intends to comply with the final governmental or court order.

(c)	Notification Defined. "Notification" in subsection (a) above shall constitute written notice to the party asserting confidentiality at least five (5) calendar days prior to release; including when Reviewing Party receives a request under the Public Information Act. However, the Commission or OPC may provide a copy of Protected Materials to the Attorney General as provided in Subparagraph 3(c)(5).

16.	Breach of Protective Order. In the event of a breach of the provisions of this Protective Order, the producing party, if it sustains its burden of proof required to establish the right to injunctive relief, shall be entitled to an injunction against such breach without any requirements to post bond as a condition of such relief. The producing party shall not be relieved of proof of any element required to establish the right to injunctive relief.

SIGNED AT AUSTIN, TEXAS the ______ day of ___________________1999.

STATE OFFICE OF ADMINISTRATIVE HEARINGS

________________________________________________

LILO D. POMERLEAU

ADMINISTRATIVE LAW JUDGE

SOAH DOCKET NO. 473-99-0224

PUC DOCKET NO. 20292

APPLICATION OF SHARYLAND	§	BEFORE THE STATE OFFICE

UTILITIES, L.P. FOR A CERTIFICATE	§

OF CONVENIENCE AND NECESSITY	§	OF

IN HIDALGO COUNTY TEXAS	§	ADMINISTRATIVE HEARINGS

Protective Order Certification

I certify my understanding that the Protected Materials are provided to me pursuant to the terms and restrictions of the Protective Order in this docket, and that I have been given a copy of it and have read the Protective Order and agree to be bound by it. I understand that the contents of the Protected Materials, any notes, memoranda, or any other form of information regarding or derived from the Protected Materials shall not be disclosed to anyone other than in accordance with the Protective Order. I acknowledge that the obligations imposed by this certification are pursuant to such Protective Order. Provided, however, if the information contained in the Protected Materials is obtained from independent public sources, the understanding stated herein shall not apply.

__________________________________	__________________________________

Signature	Party Represented

__________________________________	__________________________________

Printed Name	Date

I certify that I am eligible to have access to Highly Sensitive Protected Material under the terms of the Protective Order in this docket.

__________________________________	__________________________________

Signature	Party Represented

__________________________________	__________________________________

Printed Name	Date

DOCKET NO. 20292

I request to view/copy the following documents:

Document requested

# of Copies

Non-
Confidential

Confidential &/or H.S.

__________________________________	__________________________________

Signature	Party Represented

__________________________________	__________________________________

Printed Name	Date