UNITED STATES OF AMERICA,          Plaintiff,                   v. DENTSPLY INTERNATIONAL, INC.,                    Defendant.

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Civil Action No. 99-005 (MMS)

Pursuant to Fed. R. Civ. P. 7(b) and D. Del. LR 7.1.1, Plaintiff, the United States, respectfully requests that this Court, pursuant to Fed. R. Civ. P. 26(c)(7), enter a Protective Order, prohibiting Defendant from obtaining the materials requested in its Third Request for Documents, for the reasons stated in the attached brief. Specifically, the United States requests that the Court enter an order that Defendant shall not be able to discover the survey expert materials of the United States until the time for expert discovery, and, consequently, the United States need not produce documents in response to Dentsply's Third Request for Documents. The United States further requests that the Court enter an order that Defendant shall not be entitled, at any time, including during fact and expert discovery, to the identities of the respondents to the survey conducted by the United States' survey expert.

In support of this motion, the United States states that, as shown in the accompanying brief, it has made a reasonable effort to reach agreement with Defendant's attorneys on the subject of this Motion, the result of which was unsuccessful.


Dated: November 8, 1999

Respectfully submitted,

COUNSEL FOR PLAINTIFF UNITED STATES OF AMERICA CARL SCHNEE UNITED STATES ATTORNEY FOR THE DISTRICT OF DELAWARE _______________/s/________________ Judith M. Kinney (DSB #3643) Assistant United States Attorney 1201 Market Street, Suite 1100 Wilmington, DE 19801 Tel.: (302) 573-6277 _______________/s/________________ Mark J. Botti William E. Berlin Sanford M. Adler Frederick S. Young Michael S. Spector Dionne C. Lomax United States Department of Justice Antitrust Division 325 Seventh Street, N.W., Suite 400 Washington, DC 20530 (202) 307-0827