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           UNITED STATES DISTRICT COURT
       DISTRICT OF SOUTH DAKOTA
SOUTHERN DIVISION



UNITED STATES OF AMERICA      )    CRIMINAL ACTION NO.: 96-40056
                              )    
          vs.                 )    
                              )    FILED: [6/18/96]
GILLETTE DAIRY OF THE         )
BLACK HILLS, INC.,            )              
                              )    JUDGE: PEARSALL
               Defendant.     )


                       INFORMATION


     The United States of America, acting through its attorneys,
charges:
                               I.
                 DESCRIPTION OF THE OFFENSE
     1.    Gillette Dairy of the Black Hills, Inc. is hereby
made a defendant on the charge stated below.
     2.   The defendant and others entered into and engaged in a
combination and conspiracy to suppress and eliminate competition
by fixing prices, allocating customers, and rigging bids
submitted for the award and performance of publicly bid contracts
to supply milk products to certain customers in the State of
South Dakota.  The charged conspiracy began at least as early as
1987 and continued until at least 1991, the exact dates being
unknown to the United States.  The combination and conspiracy,
engaged in by the defendant and its co-conspirators in
unreasonable restraint of interstate trade and commerce, violated
Section 1 of the Sherman Act (15 U.S.C. § 1).

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     3.   The charged combination and conspiracy consisted of a
continuing agreement, understanding, and concert of action among
the defendant and its co-conspirators, the substantial terms of
which were:
          (a)  to allocate among the co-conspirators contracts
               with certain customers for the supply of milk
               products to those accounts;
          (b)  to refrain from submitting bids or to submit
               collusive, noncompetitive, and rigged bids to
               certain customers for the supply of milk products
               to those accounts; and
          (c)  to have the designated co-conspirators supply milk
               products to certain customers at noncompetitive
               prices and receive compensation therefor. 
     4.   For the purpose of forming and carrying out the charged
combination and conspiracy, the defendant and its co-conspirators
did those things that they combined and conspired to do, among
other things:
          (a)  discussing among themselves the submission of
               prospective bids to certain customers;
          (b)  designating which co-conspirator would be the low,
               responsive bidder for contracts to supply milk
               products to certain customers;
          (c)  refraining from bidding, or submitting
               intentionally high, complementary bids for
               contracts to supply milk products to certain
               
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customers;

          (d)  having the designated co-conspirators supply milk
               products to certain customers and receive
               compensation therefor; and
          (e)  concealing and attempting to conceal the
               conspiracy.
                               II.
               DEFENDANT AND CO-CONSPIRATORS
     5.   Defendant Gillette Dairy of the Black Hills, Inc. is a
corporation organized and existing under the laws of the State of
South Dakota with its corporate headquarters in Rapid City, South
Dakota.  During the period covered by this Information, Gillette
Dairy of the Black Hills, Inc. was engaged in the sale and
distribution of dairy products in various locations within the
State of South Dakota and elsewhere.
     6.   Various corporations and individuals, not made
defendants in this Information, participated as co-conspirators
in the offense charged and performed acts and made statements in
furtherance of it.
     7.   Whenever in this Information reference is made to any
act, deed, or transaction of any corporation, the allegation
means that the corporation engaged in the act, deed, or
transaction by or through its officers, directors, employees,
agents, or other representatives while they were actively engaged
in the management, direction, control, or transaction of its
business or affairs.
                              III.
                   TRADE AND COMMERCE
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     8.   The business activities of the defendant and its 
co-conspirators that are the subject of this Information were
within the flow of, and substantially affected, interstate trade
and commerce.
                              IV.
                   JURISDICTION AND VENUE
 9.   The combination and conspiracy charged in this
Information was carried out, at least in part, in the District of
South Dakota, and is not barred by the Statute of Limitations.
     
     ALL IN VIOLATION OF TITLE 15 U.S.C. SECTION 1.



____________"/s/"________________       ____________"/s/"_______
ANNE K. BINGAMAN                        DAN W. GOLDFINE
Assistant Attorney General    
Antitrust Division




____________"/s/"________________       ____________"/s/"________
GARY R. SPRATLING                       MICHAEL G. PATEYUK
Deputy Assistant Attorney General                                
                                        Attorneys
                                        Antitrust Division
                                        U.S. Department of Justice
                                        209 S. LaSalle Street    
"/s/"_________________                  Suite 600
JAMES M. GRIFFIN                        Chicago, Illinois 60604  
MARVIN PRICE                            (312) 353-7530
          
Attorneys                          
Antitrust Division                 
U.S. Department of Justice