A20914F TRANSCRIPT OF PROCEEDINGS NOVEMBER 14…s3.amazonaws.com/seiuvoice.org/downloads/11-14-08Day...

A20914FTRANSCRIPT OF PROCEEDINGS NOVEMBER 14, 2008

ATKINSON-BAKER, INC. COURT REPORTERS 1 (800) 288-3376

Page 624

1 IN THE MATTER OF THE PRE-TRUSTEESHIP HEARING BETWEEN

2SEIU INTERNATIONAL PRESIDENT ANDREW L. STERN )

3 )and )

4 )SEIU UNITED HEALTHCARE WORKERS-WEST. )

5 _____________________________________________)

6

7REPORTER'S TRANSCRIPT OF PROCEEDINGS

8VOLUME III

9NOVEMBER 12-15, 2008

10SAN JOSE, CALIFORNIA

11FRIDAY, NOVEMBER 14, 2008

12DAY 3

13(Pages 601 through 954)

14

15

16

17

18

19

20

21ATKINSON-BAKER, INC.

22 COURT REPORTERSwww.depo.com

23 (800) 288-3376

24 REPORTED BY: MARYANN P. COSTA RPR, RMR, CSR NO. 5820

25 FILE NO.: A20914F



2 (Pages 625 to 628)

Page 625

1 IN THE MATTER OF THE PRE-TRUSTEESHIP HEARING BETWEEN2

SEIU INTERNATIONAL PRESIDENT ANDREW L. STERN )3 )

and )4 )

SEIU UNITED HEALTHCARE WORKERS-WEST. )5 _____________________________________________)67891011121314151617181920 Transcript of Proceedings taken at San

Jose Hilton, 300 Almaden Boulevard, San Jose, California,21 commencing at 8:30 a.m., Friday, November 14, 2008,

before Maryann P. Costa RPR, RMR, CSR No. 5820.22232425

Page 626

1 A P P E A R A N C E S2 THE HEARING OFFICER:3 SECRETARY RAY MARSHALL

The University Of Texas at Austin4 2315 Red River

P.O. Box Y5 Austin, Texas 78713-8925

(512) 471-62426

FOR THE CATHOLIC HEALTHCARE WORKERS-WEST:7

MORRISON & FOERSTER, LLP8 BY: SOMNATH RAJ CHATTERJEE, ESQ.

GEORGE HARRIS, ESQ.9 JACQUELINE BOS, ESQ.

425 Market Street10 33rd Floor

San Francisco, California 94105-248211 (415) 268-753712 FOR SERVICE EMPLOYEES INTERNATIONAL UNION:13 ROTHNER, SEGALL & GREENSTONE

BY: GLENN ROTHNER, ESQ.14 510 South Marengo Avenue

Pasadena, California 91101-311515 (626) 796-755516 FOR INTERNATIONAL PRESIDENT ANDREW L. STERN:17 BREDHOFF & KAISER, PLLC

BY: LEON DAYAN, ESQ.18 805 Fifteenth Street, N.W.

Suite 100019 Washington, D.C. 2000520

FOR SERVICE EMPLOYEES INTERNATIONAL UNION, CTW, CLC:21

SEIU:22 BY: ORIN BAIRD, ESQ.

DEIRDRE C. FITZPATRICK, ESQ.23 BOB HAUPTMAN

1800 Massachusetts Avenue, N.W.24 Sixth Floor

Washington D.C. 2003625 (202) 730-7451

Page 627

1 I N D E X2 REPORTER'S TRANSCRIPT OF PROCEEDINGS - NOVEMBER 14, 20083 SEIU WITNESSES: PAGE4 1.) MICHAEL TRISTER

5 REDIRECT EXAMINATION6 BY MR. DAYAN 6307 RECROSS-EXAMINATION PAGE8 BY MR. HARRIS 6439 --oOo--10 UNITED HEALTHCARE WORKERS-WEST WITNESSES:11 1.) DANIEL MARTIN12 DIRECT EXAMINATION

13 BY MR. HARRIS 651

14 CROSS-EXAMINATION15 BY MR. DAYAN 67216 REDIRECT EXAMINATION17 BY MR. HARRIS 72018 2.) BARBARA LEWIS19 DIRECT EXAMINATION20 BY MR. CHATTERJEE 72521 CROSS-EXAMINATION

22 BY MR. DAYAN 76623 REDIRECT EXAMINATION24 BY MR. CHATTERJEE 77925

Page 628

1 I N D E X (cont'd.)2 3.) JONATHAN SIEGEL PAGE3 DIRECT EXAMINATION4 BY MR. CHATTERJEE 7855 CROSS-EXAMINATION6 BY MR. ROTHNER 7997 REDIRECT EXAMINATION8 BY MR. CHATTERJEE 8129 4.) PAUL KUMAR10 DIRECT EXAMINATION11 BY MS. BOS 81212 5.) FRED SEAVEY13 DIRECTION EXAMINATION14 BY MR. CHATTERJEE 85615 CROSS-EXAMINATION16 BY MR. DAYAN 88617 6.) SAL ROSSELLI18 DIRECT EXAMINATION19 BY MR. HARRIS 906202122232425



3 (Pages 629 to 632)

Page 629

1 I N D E X (Cont'd.)2 INT'L PRES. EXHIBITS:3 NUMBER PAGE4 118- California Nurses Foundation 710

Address: 1970 Broadway5 Oakland, California6

UNITED HEALTHCARE WORKERS-WEST EXHIBITS:7

NUMBER PAGE8

212- CalNursesFoundation.org Website 7219 Pages10 213- Request for Title and Summary

Initiative Statutory Amendment11 February 5, 2008 83812 214- Nursing Home Alliance Agreement

dated February 6, 2004 84613

215- UHW Petition to SEIU Executive 98014 Board15 216- Letter from UHW-W members dated 982

November 12, 2008 to SEIU16 International Executive Board171819202122232425

Page 630

1 FRIDAY, NOVEMBER 14, 2008 8:30 a.m.2 P-R-O-C-E-E-D-I-N-G-S3 --oOo--4 MICHAEL TRISTER,5 called as a witness on behalf of6 SEIU, having been placed under oath,7 testified as follows:89 REDIRECT EXAMINATION10 BY MR. DAYAN:11 Q. Since you've been re-sworn, why don't you state12 your name for the record, one more time?13 A. Michael Trister. T-R-I-S-T-E-R.14 Q. And you testified on the first day of this15 hearing.16 Do you recall that?17 A. Yes, I do.18 Q. Have you had an opportunity -- have you had an19 opportunity to look at the bylaws of the United20 Healthcare Workers Patients Education Fund?21 A. I looked at them in preparation for my direct22 testimony, yes.23 Q. How would you describe the Board structure of24 the -- we'll call it the PEF -- of the PEF?25 A. It's -- the structure is what we usually refer

Page 631

1 to, in dealing with non-profit corporations, as a2 self-perpetuating Board.3 What that means is that the bylaws provide that, if4 there is a vacancy in any of the positions, the Board,5 itself, fills those vacancies.6 Q. So, if there is an election at UHW, the Union,7 the Union election, and, one or more of the officers of8 the Union, who are also on the Board of the PEF, were9 defeated in their quest for re-election to Union office,10 would that also mean that that person would lose his or11 her seat on the PEF Board?12 A. Not under the bylaws of PEF. They would remain13 on the Board; and, of course, it's per the terms of the14 bylaws.15 And, then, if their terms expire, or whatever, then,16 they would be filled by PEF -- the remainder on the PEF17 Board -- but, they would not -- there would be no link18 between there being an Officer or Director of the Union19 and their continuing as a Director of PEF.20 Q. And, in the event of a trusteeship, would the21 same analysis be true?22 Would those individuals on the PEF Board still be on23 the PEF Board after a trusteeship?24 A. That's my understanding, yes, definitely.25 The -- there would be no -- the trusteeship affects the

Page 632

1 Union; it doesn't affect the PEF, which is a separate2 non-profit corporation.3 Q. And you're familiar with the IRS Form 1023. I4 believe you testified to that on the previous day?5 A. I'm very familiar with it, yes.6 Q. Is the Form 1023 an amendment to the bylaws of7 an organization?8 A. No, a Form 1023 is definitely not an amendment9 to the bylaws. The Form 1023, first of all, requires10 that you attach the bylaws, precisely, because it is not11 an amendment to the bylaws; and it asks questions about12 where in the bylaws certain topics are covered. So, the13 legal document is the bylaws. The Form 1023 is really a14 factual or narrative statement about how the organization15 intends to run at the time it files that form; but, it's16 not a legal document in any sense.17 Q. Okay, I'd like to direct your attention to18 International President Exhibit 29. It's in one of the19 white binders that will be brought to you, I think, in20 just a minute.21 A. Yes.

22 Q. I'm just going to ask you to assume a couple of23 background facts and then we'll talk about the letter.24 Assume that this letter is a response to a letter25 from the International Union to UHW in which the



4 (Pages 633 to 636)

Page 633

1 International Union President asks UHW's President for2 certain documents about the Union and about PEF.3 So, we're looking at a response by the union to that4 letter from the President --5 A. Okay.6 Q. -- and, in the middle of the second paragraph7 of Exhibit 29 --8 A. Yes.9 Q. -- I'm going to read to you a sentence. The10 letter from Mr. Rosselli of UHW says:11 "Moreover the, vast majority of the documents you're12 demanding do not belong to and are not in the possession13 of UHW. Rather, as you recognize, they are records that14 belong to the United Healthcare Workers and Patients

15 Education Fund, which is a separate and independent16 section 501(c)(3) legal entity. Your authority under17 Article 13 Section 6(a) of the SEIU Constitution to audit18 Local Union financial records does not give you the right19 to audit, much less require the production of, its20 records and to insist on compliance within just three21 days.22 But, we'll talk about -- the timeline is a separate23 issue, but -- is that kind of response what you might24 expect in a situation, whether or not it's a trusteeship25 situation, where an outside party is looking for

Page 634

1 documents from a (c)(3), but, is directing that request2 to the entity that set up or donated to the (c)(3)?3 MR. HARRIS: I object to that question. This4 witness is not an expert on the Union Constitution, which5 is implicated here; nor, does this witness have any6 particular insight into what the author of this letter7 meant when he made that response. So, I don't think this8 is an appropriate question for this expert witness.9 SECRETARY MARSHALL: Let him ask it in light of his10 expertise.11 MR. DAYAN: Yeah.12 Q. In light of your expertise with this, just as13 an example, is it --14 A. Well --15 Q. Yeah, without trying to decipher the intent of16 that letter, is that the kind of response that would be17 typical when you have a separate entity -- a (c)(3)18 entity?19 A. Let me answer it this way:20 The second sentence which deals with the SEIU21 Constitution is not something I would be able to comment22 on.23 The first sentence, which speaks to the separation24 between the Union and the (c)(3) is, I would say,25 perfectly consistent with exactly the advice I would give

Page 635

1 to a Union, in this context; that they are separate2 entities and that the Union, if it does not have3 possession and it does not -- should not be provided4 documents on behalf of a separate 501(c)(3) entity.5 Q. And you would expect that whether or not the6 Union was in a trusteeship or not in a trusteeship?7 A. Yes, trusteeship would have no bearing on my8 answer.9 Q. Were you able to hear the testimony of10 Ms. Harmon yesterday?11 A. Yes, I did.12 Q. She testified about the consequences of13 revocation of tax-exempt status in the (c)(3) context.14 Did you hear that testimony?15 A. I did.16 Q. What are the potential consequences of a17 revocation of a (c)(3)'s tax-exempt status?18 A. Well, the first question would be whether the19 revocation is made retroactive. If it's only made20 prospective and there's not likely there'd be any tax21 consequences, unless it becomes a taxable entity going22 forward.23 But, the key question is whether it's going to be24 made retroactive and, contrary to what I think, she25 suggested yesterday, my understanding of the IRS practice

Page 636

1 in this area is that they will always seek to make it2 retroactive to the date of the conduct, which caused them3 to revoke the exemption.4 There is a statutory provision which says that,5 under some narrow circumstances, an organization can6 argue for and not get it to be made retroactive, but, the7 burden is on the organization to avoid retroactive8 complication.9 And the situation in which that applies is whether10 the organization, in its Form 1023, made it known to the11 IRS -- clearly made it known to the IRS -- that it was12 going to undertake the activities which the IRS now says13 it needs to be -- now causes it to have its exemption14 revoked.15 That statute has been involved -- there's a16 pending -- a very important case pending, right now, in17 which the IRS revoked -- retroactively revoked -- the18 exemption of an organization of the Democratic Leadership19 Council and, on review in the U.S. District Court, the20 judge ruled that it should not be retroactive because of21 that statute.22 And, because of the very great detail that the23 organization had presented about its activities or its24 proposed activities, its Form 1023, the Service has not25 accepted that decision by the District Court and is now



5 (Pages 637 to 640)

Page 637

1 appealing it to the D.C. Circuit.2 So, the first question is whether it's retroactive;3 if it is retroactive, then, the question is, is it now a4 taxable entity? It's a non-profit, but, it's a taxable5 non-profit, just as are many statutory organizations.6 And the question is whether, during the relative7 period, the organization had taxable income under Section8 61 of the Tax Code.9 There are some obvious examples where it might be10 some of that kind where the organization had money in the11 bank, it may have earned interest, for example. There12 might be dividends that are received. It might have13 performed services which would be treated as income.14 But, the really important question is whether or not15 the purported contributions to the organization are16 taxable. And that issue, the leading case on that is a17 case called Synanon. Synanon was an organization -- oh,18 thank you -- was an organization started here in19 California in the 1960's. It provided treatment20 facilities and treatment for alcohol and drug abuse21 addicts; but, over the years, it went off into a lot of22 activities which were either to benefit the principals of23 the organization or were actually criminal.24 And the IRS, in the late '70's and early '80's,25 moved to revoke their exemption -- and did revoke their

Page 638

1 exemptions. There was considerable amount of litigation2 over that; but, by the early 80's, it had been resolved,3 and they were losing their exemption retroactive for a4 five-year period. And then there ensued -- since the5 amount of money involved was in the millions of dollars,6 it was a very contentious and hotly-contested litigation,7 resulting in this case -- the Synanon case in the Tax8 Court -- where the Tax Court ruled that the first9 question about the contributions, themselves, also, are10 they a gift? Section 102 of the Tax Code provides that,11 if you get a gift and it really is a gift, then, you12 don't pay tax on that. So, if I walk up to somebody in13 in room and give them $50, just out of the goodness of my14 heart, they don't pay tax on it; and the reason they15 don't pay tax on that is Section 102 of the Code which16 says it's a gift.17 But, what the court said in the Synanon case is that18 they would look to, in this context, to decide whether or19 not the contributions, or reputed contributions, to20 Synanon were, in fact, gifts, they have to look to the21 intent.22 And they were relying on an earlier Supreme Court23 case called Duberstein. And, in Duberstein, the Supreme24 Court had said that you look to -- the gift has to be --25 the donor of a gift has to have what we call donative

Page 639

1 intent; and donative intent means disinterested2 generosity. They have no interest in the sense of3 expecting to get any benefits or expecting to get4 anything out of the so-called gift.5 And, so, that's -- the first question in a6 revocation situation is, were the contributions a gift?7 If they're not a gift, then, they're taxable, even though8 the donors may continue to get a charitable deduction --9 that's an entirely separate question. So, even though10 the donor may continue to get a deduction, the recipient11 of the organization that got these contributions, if they12 did not meet the Duberstein test, then, they're going to13 be taxable to the organization.14 The second thing that the court did in Duberstein --15 I'm sorry -- in Synanon -- was to say, even if it was a16 gift under the Duberstein standards, there's an17 exception; and that exception is where the organization,18 itself, exercised bad faith in raising the money. And,19 if it misrepresented or intended to use the money for20 purposes which were not charitable then, again, they21 cannot invoke Section 102, and the donations would be22 taxable.23 So, those are the kinds of questions that are very24 fact-intensive and -- but, those are the kind of25 questions which the IRS would look at in deciding whether

Page 640

1 to seek to tax the income of a organization whose2 exemption has been revoked.3 After Synanon, which was decided in 1989, there was4 a question whether how far the Service would go in5 applying Synanon.6 And, about a year later, there's what's called a7 General Counsel's memorandum, which is written by the8 Chief Counsel's Office of the IRS, in which they,9 basically, laid out rules that the IRS will follow; and10 they, basically, are the rules that I've just explained,11 and the rules that are set forth in the Synanon case, so,12 that would be the issue.13 Q. Okay, thank you.14 On direct testimony, you testified that15 contributions from unions to (c)(3) organizations come16 with strings attached, and that one of those strings is17 that the monies have to be used for public rather than18 private benefit.19 Is that your testimony?20 A. It was and it is.21 Q. Yeah.

22 Now, does the fact that unions are, themselves,23 tax-exempt non-profit organizations mean that a (c)(3)24 can give money to a Union, or transfer assets to a Union,25 without consideration of the Private Benefit Restriction?



6 (Pages 641 to 644)

Page 641

1 A. No, absolutely not.2 A Union, for purposes of a Private Benefit Doctrine,3 is a private entity. And the reason for that is -- I4 think I explained in my initial testimony, which is --5 the IRS (c)(3)'s have to serve public interests. A Union6 is exempt because -- not for serving public interest,7 but, for advancing the interests of its members -- and8 so, in that sense, it is a private entity, was there to9 advance its members interests, and so the IRS would look10 at -- or does look at -- the Union is a private entity11 for purposes of the Private Benefit Doctrine.12 The fact that it's an entity and not an individual,13 really, is irrelevant. There are cases -- well-known14 cases -- in which one -- in which the IRS supplied15 Private Benefit Doctrines for a (c)(3) that was found to16 benefit the Republican Party, for example, which is,17 clearly, an entity, not any particular candidate or18 Republican Party, but, an entity of the Republican Party.19 That's an entity that didn't take -- it was denied20 exemptions to an organization that was set up where the21 IRS believed it was set up to benefit the Republican22 Party. The organization appealed and it went on.23 Q. Okay.24 A. There's also a union case so --25 Q. Okay, thanks. I just wanted to make it --

Page 642

1 A. Okay.2 Q. And that's a clear point for people in the3 profession; is that right?4 A. I don't think anybody would disagree with that.

5 Q. Okay, so, I mean, to give an example, if a6 Union wanted to set up, say, a Katrina Relief Fund, a7 noble purpose not benefitting the unions officers, none8 of whom were victimized by the hurricane, would the IRS9 permit that if the only recipients of the Relief Fund10 were Union members?11 A. No, and -- because it's limited to Union12 members.

13 And you may recall, when I testified earlier,14 counsel for the Local asked me about a paper I had15 written for Union lawyers and, in that paper, I stated a16 number of cases for that proposition.17 Q. Okay. I just have one or two more questions.18 If a 501(c)(3) received substantial monies from a19 Union, or another tax-exempt donor, is it still able to20 carry out its program while it's waiting for the IRS'

21 determination of tax-exempt status -- excuse me --

22 tax-exempt (c)(3) status?23 A. Yes, it definitely can.24 Once the organization is incorporated under state25 law, it is a legal entity that can carry out the purposes

Page 643

1 that is set forth in its Articles of Incorporation. It2 does not have to wait for a tax exemption to come forth.3 And I, certainly, have many clients, over the years,4 who do exactly that. They do it for a number of reasons:5 One is because they're usually quite anxious to get6 going with the program that brought them in in the first7 place.8 The second reason is, they feel that, in9 fundraising, particularly, to outsiders, that having an10 on-going program, a program that they can point to, that11 they can show to fund -- potential funders -- is a real12 asset.13 And so they will come to me and we will prepare14 the -- we'll start the process of getting them the tax15 exemption; but, once they're incorporated, which happens16 quite quickly, then they are free to open a bank account,17 to hire people, to carry out their program.18 MR. DAYAN: Thank you, very much. I have nothing19 further.20 SECRETARY MARSHALL: Mr. Harris?21 MR. HARRIS: Just a few questions, Mr. Trister.2223 CROSS-EXAMINATION24 BY MR. HARRIS:25 Q. First, just on that last point you talked about

Page 644

1 beginning to conduct operations, I believe, opening a2 bank account, that sort of thing, even before the3 IRS has approved tax-exempt status; correct?4 A. More than opening a bank account. They carry5 out their --6 Q. Maybe hiring consultants, doing operations that7 they were designed to carry out?8 A. Yeah, yeah, absolutely.9 Q. But, it wouldn't be proper for that10 organization to represent to third-party donors that they11 were tax-exempt organization at that time; true?12 A. No. What they usually do is they set --13 Q. So, the most prudent thing -- you, certainly,14 couldn't tell those donors you could be guaranteed that15 your donations would be tax-exempt?16 A. That's right. You could not tell them that.17 Q. Now, I wanted to go back for a minute to the18 1023. You talked about the 1023 and the attachment,19 Articles of Incorporation.20 You're familiar with the question in part 5(3)(b) of21 the 1023 that asks about organizations under common

22 control.23 Are you familiar with that?24 A. Yes.25 Q. Do you want to look at it?



7 (Pages 645 to 648)

Page 645

1 A. Yeah, well, maybe I should.2 Q. Okay. Why don't you look at Exhibit 28 in the3 UHW binder?4 MR. DAYAN: Can we do Exhibit 7 of that binder?5 MR. HARRIS: We can do any 1023 you want to.6 MR. DAYAN: What?7 Do you already have Exhibit 7 in that?8 MR. HARRIS: Okay. So, is page 3 of the 1023 -- you9 have some other page -- I don't know what copy I'm10 looking at, but --11 MR. BAIRD: 39.12 THE WITNESS: I'm sorry. My page 39 is different.13 My page 39 is a power of attorney.14 MR. HARRIS: Okay, well this is --15 THE WITNESS: Give me the cite. Part 5 --16 MR. HARRIS: Part 5 --

17 THE WITNESS: -- on page 3?18 MR. HARRIS: -- page 3 of the 1023.19 Do you see the page numbers in the upper right-hand20 corner?21 A. Yes, I do.22 Q. And you see that's Compensation Under Financial23 Arrangements?24 A. Yes.25 Q. Okay, if you look at question 3(b) there, it

Page 646

1 says:2 "Do any of your officers, directors, trustees,3 highest-compensated employees, highest-compensated4 independent contractors, listed on lines 1-A, 1-B, 1-C,5 receive compensation from other organizations, whether6 tax-exempt or taxable, that are related to you through7 common control?"8 Do you see that?9 A. Yes.10 Q. Okay, so, it's not uncommon that the IRS11 accepts the fact that sometimes a 501(c)(3) and an12 affiliated organization will be under common control?13 A. Yes, if they have the same directors and14 officers.15 Q. Okay, and here, the organization, when asked16 that question said yes; is that correct?17 A. Yes, yes, it did.18 Q. And, in the notes to (3)(b), it identified the19 fact that there was a parent organization and that the20 parent organization appointed the directors of the21 501(c)(3); correct?

22 MR. DAYAN: That's in page 56 of the Bates No. 56.23 THE WITNESS: Right, well, 501(3)(b).24 It says for the members of the Board or employees of25 the parent organization -- it goes on -- with said

Page 647

1 salaries. The other three members of the Board are on2 the Executive Board of the Union, non-compensation for3 employees above as set forth, yeah; so, it describes that4 situation.5 MR. HARRIS: Okay.6 Q. And, in fact, if you look at the note, the7 5(2)(a), on the prior page, it says:8 The members of the Board of Directors of the9 non-profit corporation are selected from the10 approximately 60 officers and members of the Executive11 Board, the parent organization.12 Correct?13 A. Yes, I see where it says that.14 Q. Okay, that's what was disclosed to the IRS in15 answer to these questions?16 A. Yeah, that's what it says. That doesn't speak

17 to what my testimony is about the bylaws.18 Q. Okay.19 A. This is a factual statement.20 Q. Do you have any reason to believe that this21 wasn't a true and correct understanding of those that --22 A. As far as it goes, I think it was an accurate23 saying. I'm just saying it doesn't speak for the24 question of what's in the -- what the rules are under the25 bylaws. It's a factual statement, but -- about who was

Page 648

1 on the Board -- and I have no reason to doubt that.2 Q. Mr. Trister, let's see, I guess, two other

3 things I wanted to talk to you about.4 You talked about public interest and the requirement5 for a 501(c)(3) to have a public purpose; is that right?6 Now, you know, that the courts have held that it's a7 proper charitable purpose for an organization to promote,8 or attempt to protect the federally-protected rights of9 Union members; correct?10 A. I'm aware of a case, yes.

11 Q. Are you familiar with the Steelworker's case in12 that regard?13 A. No, I was thinking of the National Right to14 Work Committee case.15 Q. I'm sorry?16 A. I was thinking of the National Right to Work17 Committee case.18 Q. Okay, but, as far as, you agree, that it's a

19 proper charitable educational purpose to promote

20 education by the Union democracy?21 A. Yes, but, all the cases that I'm familiar with22 are cases in which outsiders, like private foundations or23 individual donors, were paying for that; not the Union.24 Q. Okay, well -- and, if a 501(c)(3) organization25 is promoting the education about the relationship between



8 (Pages 649 to 652)

Page 649

1 Union democracy and healthcare reform, that would be a2 proper educational purpose?3 A. As you framed it, yes.4 Q. Now, the other thing you talked about was5 revocation of taxes and status for the 501(c)(3)

6 organization; correct?7 A. Yes.8 Q. Okay, and so, we're talking then, not about9 issues for the donor, which in this case is the UHW, but,10 we're talking about possible tax issues for the11 organization that receives the donations; correct?12 A. That's correct.13 But, I think, in this situation, those two may

14 overlap. If, in fact, the IRS were to tax the (c)(3)

15 under the Synanon case, then, it might well go and seek16 to get the money to pay those taxes from the Union17 because the (c)(3) had made a transfer to the Union.18 Q. Okay.19 What you talked about was the possibility that the20 501(c)(3) would lose its tax-exempt status; correct?21 A. Yes.22 Q. And that would happen, first of all, only if

23 the IRS made the determination that it had done something24 contrary to its stated purposes?25 A. Contrary to not only its stated purposes, but

Page 650

1 its purposes, the concept of charity and education as the2 IRS understood it, so --3 Q. Well, the stated purposes in this case were4 accepted by the IRS when it granted it tax-exempt status;5 correct?6 A. Yes.7 Q. Okay, and then, there would be a question, even8 if it was -- whether it was prospective on one hand or9 retroactive on the other; correct?10 A. That's true.11 Q. And then there would be a question as to12 whether we would treat donations as income or not treat13 donations as income; correct?14 A. That's correct.15 Q. And, if we didn't treat donations as income, in16 the case of this organization, it had no income; correct?17 A. I don't know that. I don't know that it did,18 but -- I don't know that.19 Q. Okay, assume with me, for a minute, that its

20 interest -- that its expenditures exceeded its interest21 income.22 Then, putting aside the donations, it would have no23 income; correct?24 A. If the IRS accepted those expenditures under25 Section 162 of the Code, yes.

Page 651

1 MR. HARRIS: I have no further questions.2 MR. DAYAN: Okay, thank you.3 SECRETARY MARSHALL: All right. Thank you, Mr.4 Trister.5 THE WITNESS: Thank you everyone.6 MR. DAYAN: And thank you for accommodating that.7 Thank you.8 SECRETARY MARSHALL: All right. Mr. Harris?9 MR. HARRIS: Our first witness, this morning, is Dan10 Martin.1112 DANIEL MARTIN,13 called as a witness on behalf of14 UHW-W, having been placed under oath,15 testified as follows:1617 DIRECT EXAMINATION18 BY MR. HARRIS:19 Q. Good morning, Mr. Martin.20 Could you state your full name for the record,21 please?22 A. Daniel Martin.23 Q. Mr. Martin, do you hold a position at UHW?24 A. I do.25 Q. What's your position?

Page 652

1 A. I'm the Assistant to the President of the2 Union.

3 Q. Do you hold any elected position in the Union?4 A. Yes. I'm an Administrative Vice President.5 Q. How long have you been at UHW?6 A. Approximately 24 years.7 Q. And could you describe for us, just generally,8 how you started out at UHW and what you've done over the9 years?10 A. I started out as a Union organizer, a field

11 representative in nursing homes and hospitals;12 And then we went through a trusteeship, I believe,13 in 1987 -- '86 -- at some point -- and, following that, I14 became a lead representative in the Kaiser division.15 I was there for a couple of years and I was the16 Assistant Director in the Convalescent Division of the17 Union.18 And, then, for the last, I think, 12 years I've been

19 the Assistant to the President.

20 Q. Okay.21 What are your general duties in that position?22 A. Well, I do a lot of different things.23 I do a lot of project work -- projects work --24 helping drive the programs for the Union.25 So, for instance, every year, we have a Leadership



9 (Pages 653 to 656)

Page 653

1 Conference and so I'm responsible for coordinating the2 logistics and all the wherewithal that goes along with3 that.4 Q. Okay, as an elected Administrative Vice5 President, are you a member of the UHW Executive Board?6 A. Yes, I am.7 Q. Were you there at the May 18-19, 2007,8 Executive Board meeting when the United Healthcare9 Workers Patients Education Fund was created?10 A. Yes, I was.11 Q. Do you have any recollection of discussion at12 that meeting as to the purposes of the Fund?13 A. Yes, I do.14 Q. What do you recall about the discussion?

15 A. The discussion centered around 2008 being a16 very big year with our contracts coming up. There was a17 major push on, in 2007, around healthcare reform,18 specifically, in California; and then getting ready for19 the Presidential election in 2008.20 Q. I'd like you to look at Exhibit 14 for a21 minute, which is the minutes of that meeting.22 A. What book am I looking at?23 Q. Oh, I'm sorry. It's UHW Volume I.24 A. 14?25 Q. At the top of page 3 of that exhibit, it

Page 654

1 describes the organization as being created to provide2 education to healthcare workers and patients concerning3 issues related to the healthcare crisis as well as other4 issues of importance to healthcare workers and their5 patients.6 And you mentioned the upcoming coordinated7 bargaining campaign. How would education to healthcare8 workers and their patients be related to the fact that9 there was going to be a bargaining campaign?10 Why would the Patients Education Fund be something11 that was considered -- or an important thing to do -- in12 light of that campaign?13 A. Well, I can speak for myself. I know that14 caregivers are the last line of defense to ensure that15 the patients they serve get the best quality care. So,16 we've been fighting for many years, for our the members17 that we represent, to have a voice on the job for the18 provision of quality patient care and that's why it would19 be important. That's an issue that not just affects UHW

20 members, but, in fact, it affects the communities that21 they serve.22 Q. So, would you consider that an issue of public23 importance?24 A. I take my kids to the hospital, so, yes.25 Q. Now, do you have an understanding of why this

Page 655

1 organization was created as a 501(c)(3) organization2 rather than just pursuing the activities that you talked3 about through the Union itself?4 A. I know that there was some discussion, and I5 had heard that we wanted to involve other coalition6 partners to join in this effort, and so I believe that7 folks felt that this was a good vehicle for others to8 join in this effort.9 Q. At the meeting in May of 2007, did Sal Rosselli10 say that the Fund was going to be used in the event a11 trusteeship was imposed on the International Union?12 A. No, he did not.13 Q. Did anyone at that meeting, you know, make14 comments to that effect that, gee, this will be a Fund15 that's the International Union can't reach?16 A. No, they did not.

17 Q. Were the members of the Board for the Education18 Fund selected at the May 2007 meeting?19 A. I wouldn't say selected. I believe we asked20 for volunteers, and I believe people, whoever volunteered21 wanted to volunteer, wanted to be on the Board, as I22 recall.23 Q. Okay, did you become a Board member?24 A. I did not.25 Q. Okay. Did you serve any role in the operation

Page 656

1 of the Education Fund?2 A. Yes. I volunteered to staff it.3 Q. And what does it mean to staff the Education4 Fund?

5 A. I helped in terms of just start-up operations.6 To staff the meetings; to do the leg work when7 certain documents needed to be completed or signatures8 needed to be gathered.9 Q. Okay.10 Did you attend meetings of the Education Fund Board?11 A. Yes, I did.12 Q. And were you involved in implementing the

13 expenditures approved by the Education Fund?14 A. Yes, I was.15 Q. Okay. I'd like to talk about some of those16 actual expenditures of the Education Fund and to -- for17 that purpose, I'd like you to turn to Exhibit 167, which18 is, actually, in a separate binder that you have, UHW19 Volume II.20 MR. ROTHNER: What number was that?

21 MR. HARRIS: 167.

22 MR. DAYAN: Could you bear with us for just one23 minute? We'll find the right exhibit.24 MR. HARRIS: Sure. I'm sorry. Are you ready?25 SECRETARY MARSHALL: Okay. Have you all got it?



10 (Pages 657 to 660)

Page 657

1 MR. DAYAN: Yeah, we're ready, yeah.2 We've been ready. I'm sorry. I should have said3 something.4 MR. HARRIS: Okay.5 Q. First of all, Mr. Martin, based on your6 staffing of the Education Fund Board, are you familiar7 with the expenditures of the Fund?8 A. Yes, I am.9 Q. And does Chart 167 appear to you to be an10 accurate representation of the expenditures that were11 made by the Fund?12 A. I believe so, yes.13 Q. The first expenditure line $28,000 --14 approximately $28,000 -- is for Edward Garvey, media15 consultant.16 You see that?17 A. I do.18 Q. I'd like you -- in keeping that open, I'd like19 you to turn, for a minute, to SEIU Exhibit 4. If you20 can, just hold on to 167, but, look at that document21 also.22 Do you have that?23 A. I do.24 Q. Okay, sorry to make you -- you recognize25 Exhibit 4 -- SEIU Exhibit 4?

Page 658

1 A. The bylaws.2 Q. You know, my binder has the wrong tabs. That's3 why I was getting them all wrong.4 SECRETARY MARSHALL: Yes, that's what it is, the5 bylaws.6 MR. HARRIS: Exhibit 3 -- I'm looking for the August7 7th Education Fund minutes.8 SECRETARY MARSHALL: Yes, that's 4.9 MR. HARRIS: Any others? Move them one. I'll have10 it right.11 Q. Okay, do you recognize Exhibit 3?12 A. Yes, I do.13 Q. And what's Exhibit 3?14 A. They're the minutes of the Education Fund dated15 August 7, 2007.16 Q. Okay, and, did you attend that meeting?17 A. I did.18 Q. It says:19 "First Meeting of the Board of Directors."20 Is that your recollection?21 Is this the first time that the Board met?22 A. That's my recollection.23 Q. And, if you look partway -- well, at the bottom24 of the first page -- you see paragraph seven?25 A. I do.

Page 659

1 Q. And what does paragraph seven say?2 A. The Board discussed hiring Ed Garvey as an3 independent contractor for the period of two months to4 publicize the work we are doing on behalf of members,5 patients, and the community with respect to healthcare.6 Q. Okay, and, is that consistent with your7 recollection of why Ed Garvey was hired?8 A. Yes, it is.9 Q. Did you have any -- was there further10 discussion, or did you have further understanding, about11 why the Education Fund decided to hire this particular12 consultant?13 A. My understanding is that Ed Garvey is a14 prominent, national progressive leader who publicizes15 progressive causes, important causes, to our members,16 such as he puts on an annual progressive event called

17 "Bob Fest", I believe, where thousands of people come and18 talk about issues of importance to Americans.19 Q. Okay.20 Are you aware of any of the activity by Mr. Garvey21 while he was retained as a consultant to the Education22 Fund?23 A. Yes, I am.24 Q. What are you aware of that he did?25 A. I'm aware that he helped put together a

Page 660

1 presentation that President Sal Rosselli gave at the "Bob2 Fest", which I mentioned, previously.3 He also consulted with us on potential ideas for a4 website and a video to broadcast the issue of healthcare5 reform more broadly across the country.6 Q. Talking about the presentation at the "Bob7 Fest", did Mr. Garvey produce any materials in connection8 with that speech?9 A. You know, I'm not familiar with that. I know10 that he worked on creating and helping us put together11 potential ideas for a video and website ideas, but,12 that's as far as my knowledge on the subject.13 Q. Okay.14 Do you know if he produced a video in connection15 with the talk that was given at the "Bob Fest"?16 A. I don't recall.17 Q. I'd like you to look, now, at -- back to the18 other binder at -- Exhibit 25.19 MR. DAYAN: UHW 25?

20 MR. HARRIS: UHW 25. I'm sorry. It's the third21 binder.22 THE WITNESS: Exhibit 25?23 MR. HARRIS: Volume I.24 THE WITNESS: Exhibit what?25 MR. HARRIS: Q. 25.



11 (Pages 661 to 664)

Page 661

1 A. Okay.2 Q. Okay, and, what's Exhibit 25?3 A. It says:4 Minutes of regular meeting of the Executive Board of5 SEIU United Healthcare Workers-West, November 16th and6 17th, 2007.7 Q. Okay, so, there was a meeting of the Executive8 Board on those days?9 A. I believe so.10 Q. And you attended?11 A. I believe so.12 Q. Now, please look at Exhibit 25-A.13 A. I see it.14 Q. Uh-huh. What's 25-A?15 A. It is the Board of Directors meeting of the16 Education Fund minutes dated November 17, 2007.17 Q. Okay, so, is that a -- and what time did that18 meeting begin?19 A. 8:00 a.m.20 Q. All right, and so, was that a meeting of the21 Education Fund that took place on the same day as the22 second day of the UHW Board meeting?23 A. Yes, it was.24 Q. Were you in attendance at that meeting?25 A. Yes, I was.

Page 662

1 Q. Okay.2 It says, Dan Martin gave a report outlining the work

3 performed by Ed Garvey.4 Do you see that?5 A. Yes, I do.6 Q. And is that something that you did at that7 meeting?8 Do you recall?9 A. Yes, I did.10 Q. Was that just a report on what Mr. Garvey had

11 done up until that point?12 A. Yes, it was.13 Q. It also refers to a motion to hire Bob14 Muehlenkamp to provide P.R. and communications for up to15 $5,000 per month, plus expenses.16 Do you see that?17 A. Yes, I do.18 Q. Was Mr. Muehlenkamp, actually, retained by the

19 Education Fund?

20 A. No, he was not.21 Q. Why not?22 A. I don't recall.23 Q. There's also a motion to hire Scott Treibitz24 and Jamie Horwitz of Tricom, a progressive labor P.R.25 firm to advise the Education Fund on communications for

Page 663

1 up to $20,000.2 Do you see that?3 A. Yes, I do.4 Q. Okay, did that, actually, go forward?5 A. No, it did not.6 Q. Now, if you could look back at Exhibit 167, in7 the first binder, that's the chart of expenditures.8 The next line in the expenditures says -- I'm9 sorry -- do you have it?10 SECRETARY MARSHALL: Yeah.11 MR. HARRIS: Q. Mr. Martin, do you have Exhibit12 167?13 A. I do.14 Q. Okay, the next line is:15 "Weinberg, Legal Filing Fees" and then "Lender App16 Research Filing."17 Do you see that?18 A. I do.19 Q. Do you know what those expenditures were for?20 A. I believe it was billings that were incurred21 for Bill Sokol to file the appropriate papers and do what22 we needed to do for the setting up of the Fund.23 Q. Okay, and, who's Bill Sokol?24 A. Bill Sokol is counsel for UHW.25 Q. And why does it say Weinberg?

Page 664

1 A. Because I believe, now, in the last few years,2 the name of the firm has been changed. It used to be Van

3 Borg, Weinberg, etc., etc.; and, now, the firm name4 begins with Weinberg, and -- so, Bill Sokol works for the5 Weinberg law firm.6 Q. Okay.7 Now, this also shows engagement of Arthur Fox from8 February of 2008.9 Were you involved in the Education Fund retaining10 Arthur Fox?

11 A. Yes, I was.12 Q. Why was Arthur Fox retained in February, 2008?13 A. He -- well, to give legal and consulting14 advice.15 Q. Well, what can you tell us about Arthur Fox?16 Why was he selected to give consulting and legal17 advice to the Education Fund?18 A. Well, on the consulting front, I know that he's

19 an expert -- nationally acknowledged expert -- on the

20 issue of member democracy issues with the unions.21 Q. What was your understanding of the relationship22 between Union democracy and the educational purposes of23 the Education Fund?24 A. Well, it was a major facet of the work that we25 would be doing in the Education Fund, including



12 (Pages 665 to 668)

Page 665

1 membership democracy, etc.2 Q. Looking down the -- well, then, we have Dean3 Fernandez, IT Consultant, for $495.4 Do you know what that was for?5 A. Yes, to set up computers and printers.6 Q. And the next several items are for printers,7 cartridges, laptops, table, connecting cables.

8 Do you see that?9 A. I do.10 Q. Okay, and, would those expenses be related to11 the work that Mr. Fernandez was doing?12 A. Yes, it would.13 Q. Then there's also a charge to Comscape for 10014 cellphones.15 Do you see that?

16 A. I do.

17 Q. And why did the Education Fund -- well, first18 of all, why did the Education Fund require computers and19 phones?20 A. Well, with the year coming and all the work21 that we were looking at, I would assume that we would22 need computers and printers to do the work.23 I know the work that I do, on a daily basis, it24 is -- requires the use of computers and printers, so, it

25 seemed logical that we would need them for this effort.

Page 666

1 Q. There's a purchase of 100 cellphones and what2 were they for?3 Why did the Fund purchase 100 cellphones?4 A. We purchased 100 cellphones for the purposes of5 an exercise that we call "Phones in a Box".6 And, oftentimes, when we're advocating on patient7 care issues or other issues affecting the community, we8 will actually go out into the field so that members of9 the community, including our members, can make phone10 calls to community leaders, elected officials, on issues11 of importance.12 Q. I want you to turn back now to the SEIU binder13 and look at Exhibit 22, please. Of course, I may be14 wrong. I'm sorry. Give me a minute. That's the wrong15 number.16 Let's first look at Exhibit 9 in the SEIU binder,17 which I'm hoping is the February 9, 2008 --18 A. Okay.19 Q. And were you present at that meeting?20 A. Yes, I was.21 Q. And does that show the payments to Mr. Garvey?

22 A. Yes, it does.23 Q. And does it show the payments to the Van Borg24 firm to pay the filing expenses?25 A. Yes, it does.

Page 667

1 Q. And would the Van Borg firm be the same as the2 Weinberg firm referred to in the chart?3 A. Yes, it would.4 Q. Okay, and then the proposed expenditures, and5 does that refer to the payment to Mr. Fox?6 A. Yes, it does.7 Q. And also to the payments for communications8 equipment, including cellphones?9 A. Yes.10 Q. Okay.11 Do you recall that a proposal was made and approved12 by the Education Fund Board for up to $225,000 for13 materials, postage, phone banking, and translation costs14 related to the long-term care election?15 A. Yes, I do.16 Q. And was that proposal approved?

17 A. Yes, it was.18 Q. Were education funds, actually, used to conduct19 the long-term care election?20 A. No, they were not.21 Q. Why not?22 A. It was determined that the carrying out of the23 election would probably not be a -- what's the word I'm24 looking for? An appropriate expenditure for the Fund.25 Q. Okay, if you look back at Exhibit 167, at the

Page 668

1 expenditures, there's a line item for $50,000, mailing to2 membership.3 Do you see that?4 A. I do.5 Q. And what was that for?6 A. That was for a mailing that was done to7 broadcast the results of the election where our long-term8 care members, overwhelmingly, voted that they wanted to9 stay in UHW.10 Q. Why was a distinction made between the conduct11 of the election, on the one hand, and the mailing with12 regard to the election, on the other hand?13 A. I believe that the conduct would be considered14 advocacy. The broadcasting out of the results would be15 educational in nature.16 Q. Was that the determination that was made at17 that time by the Board?18 A. Yes, it was.19 Q. Okay, and then, the last -- well, actually,20 there's a line immediately under that payment and it's21 for $317 for storage in Oakland.

22 Do you see that?23 A. Yes.24 Q. And what was that expenditure for?25 A. Well, I was just starting to get operations



13 (Pages 669 to 672)

Page 669

1 going -- we were looking to set up offices -- we knew2 that we were going to buy equipment. I was looking,3 actually, for donations of furniture, etc., and, I just4 thought that we should have a place to store it.5 Q. So, if you got donations, you'd have a place to6 put them?7 A. That's correct.8 Q. All right, then, there's an AT&T line,9 telephone.10 What's that for?11 A. Setting up phone lines.12 Q. And are these all the expenditures, as far as13 you know, from the Education Fund?14 A. As far as I know.15 Q. Mr. Martin, do you have an understanding of why16 the Education Fund ceased to operate?

17 A. My understanding is that it ceased to operate18 for two reasons:19 Number one, it looked like, at the point, that the20 Education Fund ceased, that the healthcare reform bill in21 the Legislature would not be moving forward -- number22 one;23 But, number two, it was causing great tension24 between UHW and the International Union.25 Q. Did there come a point when the International

Page 670

1 President asked the Fund to stop any expenditures from2 the Fund?3 A. I believe there was.4 Q. Okay, and, what did the Fund do in response to5 that?6 A. They stopped making disbursements.7 Q. And did you know when that was?8 A. I want to say late March, early April; but, I9 don't know for sure.10 Q. Okay.11 I'd like to talk to you about one other issue,12 Mr. Martin, and that's the retention of the Siegel &13 LeWitter law firm.14 A. Okay.15 Q. And, first, if you go back to UHW, Volume No.16 1 --17 A. I'm sorry. What exhibit?18 Q. Give me a moment.19 SECRETARY MARSHALL: Binder No. 1.20 THE WITNESS: I have that.21 MR. HARRIS: Exhibit 53, please.

22 Q. What's Exhibit 53?23 A. It looks to be the minutes from the March 7-824 SEIU United Healthcare Workers Executive Board minutes.25 Q. Okay, and, were you present at that meeting?

Page 671

1 A. I was.2 Q. Okay, and, if you look at page 4 of the minutes3 at the top of the page --

4 A. Yes.5 Q. -- it refers to a motion, unanimously, passed6 to approve immediate payment to Siegel & LeWitter of7 Oakland, California of up to $500,000 to be placed in a8 client trust account.9 Do you see that?10 A. I see that.11 Q. Were you involved in the setting up of the

12 retainer agreement with Siegel & LeWitter?

13 A. Yes, I was.14 Q. What was your role?15 A. Basically, working with counsel -- UHW16 counsel -- and Mr. Siegel to put the retainer agreement17 together.18 Q. Okay, as a result of your involvement, did you19 have an understanding of what would happen to any amount20 remaining in the client trust account if a trusteeship

21 was imposed?22 A. Sure. If the trustee asked for the funds back,23 they would go back to UHW, because they would be in24 control of UHW, and the Trust was in control of UHW.25 MR. HARRIS: I have no further questions at this

Page 672

1 time.2 SECRETARY MARSHALL: All right. Mr. Dayan?

3 MR. DAYAN: Yeah, I'm -- just a moment.4 SECRETARY MARSHALL: All right.56 CROSS-EXAMINATION7 BY MR. DAYAN:8 Q. Okay.9 You attended the May 18-19, 2007 UHW Board meeting;10 is that correct?

11 A. Good morning.12 Yes, I did.13 Q. I'm sorry. I think being unplugged flustered14 me. I usually -- I didn't mean to slight you.15 Good morning.16 You attended the UHW Executive Board meeting?17 A. Yes, I did.18 Q. And, in advance of that meeting, did you

19 participate in discussions about creating the Patients

20 Education Fund?21 A. I don't recall that, no.22 Q. Do you know who did participate in discussions23 about the proposal to creates the Patients Education24 Fund?25 A. No, I don't.



14 (Pages 673 to 676)

Page 673

1 Q. In advance of the UHW May 17 -- excuse me --2 May 18-19 -- Board meeting, was there a senior staff3 meeting?4 A. I believe there was.5 Q. And an Administrative Vice Presidents' meeting?6 A. I believe there was.7 Q. Did you attend both of those?8 A. I believe I did.9 Q. And was there a discussion of the Patients10 Education Fund at -- let's start with the senior staff11 meeting?12 A. I don't recall there being discussion.13 Q. Did you take notes at the -- let's start with14 the Executive Board meeting, May 18-19 2007?15 A. What about it?16 Q. Did you take notes at that meeting?17 A. I don't recall taking notes, no.18 Q. Did you take notes at the senior staff meeting19 in advance?20 A. I don't recall taking notes at the senior staff21 meeting.22 Q. And let's talk about the AVP meeting.23 Did you take notes at the AVP meeting?24 A. I did not.25 Q. And was the topic of the Patients Education

Page 674

1 Fund raised or discussed or mentioned at that meeting?2 A. I don't recall it being discussed.3 Q. Do you recall it being discussed at all in4 advance of the May 18-19 Board meeting?5 A. Not that I'm aware.6 Q. At the May 18-19 Board meeting, was counsel7 present during the Executive Session at which PEF was8 discussed?9 A. Well, I don't recall whether or not counsel was10 there; but, I also don't recall for sure that it was11 discussed in Executive Session. It was probably12 discussed, I believe, in the general session.13 Q. Are you aware of whether the Fund was legally14 vetted before the May 18-19 meeting?15 MR. HARRIS: Objection --16 MR. DAYAN: I'm just asking --17 MR. HARRIS: -- as to vague. I think legally vetted18 is vague and ambiguous.19 MR. DAYAN: Was it vetted by legal counsel in20 advance of the May 18-19 Board meeting?21 MR. HARRIS: You can answer.22 THE WITNESS: I don't recall.23 MR. DAYAN: Q. And, do you recall whether anyone24 asked at the meeting whether it had been vetted or25 reviewed by legal counsel?

Page 675

1 A. I don't recall that being asked.2 Q. Do you recall any questions being asked by any3 of the participants in the Board meeting about the4 Patients Education Fund?5 A. There may have. I don't recall.6 Q. Do you recall any discussion of the reason for7 $6 million as the upward limit of the authority?8 A. No, I do not recall any discussion around that.9 Q. Did you participate in any decision to make10 that number the proposal in advance of the meeting?11 A. I don't recall it being part of any discussion12 such as that.13 Q. Was any business plan prepared for the Patients14 Education Fund in advance of the meeting?15 A. Not that I'm aware of.16 Q. Any budget for the Patients Education Fund --

17 A. Not that I'm aware of.18 Q. And I should finish that question -- in advance19 of the May 18-19 meeting?20 A. Still, not that I'm aware of.21 Q. Was any memorandum, or any other document of22 any kind, prepared in advance of the May 18-19 Board23 meeting that discussed or referred to the Patients24 Education Fund?25 A. Not that I'm aware of.

Page 676

1 Q. Were there materials handed out at the May2 18-19 meeting that referenced the Patients Education3 Fund?4 A. Not that I recall.5 Q. Was the Patients Education Fund discussed at6 any UHW Executive Board meeting, after the May 18th7 meeting, but, before the March 24th letter from President8 Stern?9 A. I don't recall that happening.10 Q. On approximately May 25, 2007, there was a $111 million transfer of funds from UHW to the PEF.12 Are you aware of that transfer?13 A. I'm aware that it's taken place, yes.14 Q. Who made the decision to transfer $1 million on15 that date -- or -- approximately that date?16 A. I believe, ultimately, Sal Rosselli.17 Q. Did you participate in discussions with Sal18 Rosselli about the decision to choose $1 million at the19 times it was transferred?

20 A. No, I did not.21 Q. Do you know who did consult or discuss that22 issue with Sal Rosselli?23 A. No, I do not.24 Q. Do you know if there are any documents25 surrounding that decision?



15 (Pages 677 to 680)

Page 677

1 Memoranda discussing either the amount or the timing2 of the transfer?3 A. No, I do not.4 Q. Could you turn your attention, please, to5 International President Exhibit 6?6 Item 4 on Exhibit 6 states that:7 It was moved/seconded/carried to hire Scott Treibitz8 and Jamie Horwitz of the Tricom, a progressive labor P.R.9 firm to advise UHW-PEF on communications for up to10 $20,000."11 Do you see that?12 A. I do.13 Q. Why --14 MR. HARRIS: I'm sorry. What exhibit are you on?

15 MR. DAYAN: International President Exhibit 6. In16 your book, it might be 7 or 5. It should be 6. It's the17 November 7, 2007 -- November 17, 2007 -- PEF Board18 meeting. You must have a similar exhibit, because you19 questioned the witness on it.20 SECRETARY MARSHALL: I have it as Exhibit 29.21 MR. HARRIS: I have the September 5th, 200722 Franchise Tax Board approval at that tab. I'm sorry.23 It's November --24 SECRETARY MARSHALL: November 17, 2007.25 MR. DAYAN: The witness has the correct one. The

Page 678

1 witness and I are both on the 6.

2 SECRETARY MARSHALL: Yeah, we've got it, too.

3 MR. DAYAN: I think in his direct it was referred

4 to. We should have an extra copy. Just bear with me.

5 Here's one.

6 MR. HARRIS: It's the same as our 25-A.

7 MR. DAYAN: Okay.

8 Q. I think you testified, on direct, that that

9 transaction of paying Tri-Com? up to $20,000 never

10 happened; is that right?

11 A. That's correct.

12 Q. Why did that not happen?

13 A. I don't recall that decision.

14 Q. Are you aware that UHW hired Tri-com?

15 A. I'm aware of that.

16 Q. And that UHW paid Tri-com 175 -- I'm sorry --

17 and that UHW paid Tri-com a $125,000 advanced payment on,

18 approximately, March 31, 2008?

19 A. If you say so. I wasn't involved in that,

20 so --

21 Q. In the decision to pay Tri-com $125,000 advance

22 to the bill?

23 A. I wasn't involved in that decision.

24 Q. And do you know who made it?

25 A. No, I don't.

Page 679

1 Q. And do you know what the purpose of that2 transaction --3 A. No, I don't.4 Q. Are you aware that UHW later hired Bob5 Muehlenkamp or his firm?6 A. Yes, I am.7 Q. Oh, and -- I'm sorry. Let me ask it a8 different way.9 Do you know why the Bob Muehlenkamp proposal, item10 three on the agenda, didn't go through?11 A. No, I don't.12 Q. Do you know what the purpose was for having it13 on the agenda as a possibility to hire Muehlenkamp's firm?14 A. I don't recall.

15 Q. Could you please turn to International16 President's Exhibit 9?17 These are minutes from the Board of Directors of the18 Patient Fund dated February 9, 2008.19 Did you attend this meeting?20 A. I believe so.21 Q. And this meeting was held on the same day that22 Sal Rosselli resigned from the Executive Committee of the23 International Union; is that correct?24 A. I don't recall offhand.25 Q. And the same day that he submitted his

Page 680

1 resignation letter; is that correct?2 A. I don't recall offhand.3 Q. And these minutes recite that the PEF Board4 approved a $75,000 retainer to Arthur Fox retroactive to5 January 1, 2008 to provide advice and counsel; is that6 correct?7 A. I believe that's correct.8 Q. And Arthur Fox is an attorney; is that right?9 A. He's the leading expert on member democracy10 issues, nationally renowned.11 Q. And he's an attorney?12 A. I believe he's an attorney.13 Q. And he's a District of Columbia attorney; is14 that correct?15 A. His office is in Washington, D.C., I believe.16 Q. And he's not an expert on the California17 initiative process; is that correct?18 A. I can only tell you, I know he's an expert on19 member democracy issues. I don't know what other areas20 his expertise is in.21 Q. Now, the retainer was made retroactive to

22 January 1.23 Had he already done some work for PEF prior to that24 authorization on February, 2008?25 A. I don't recall.



16 (Pages 681 to 684)

Page 681

1 Q. Why was the resolution to pay the retainer at2 once?3 It says there in the minutes, retainer payable at4 once to Arthur Fox?

5 A. I don't recall.6 Q. This document also states that, as of the day7 of the meeting, the UHW Executive Board had authorized up8 to $6 million in contributions to the Patients Fund and,9 to date, $3 million of that $6 million has been10 contributed; an initial amount of $1 million and the more11 recent contribution of $2 million.12 Do you see that?

13 A. I do.

14 Q. Did you participate in the decision to move $215 million from UHW to PEF?16 A. No, I did not.17 Q. Do you know who did?18 A. No, I do not.19 Q. Do you know whether Sal Rosselli made that20 decision?21 A. I believe, ultimately, he did.

22 Q. Do you know who he consulted with in making23 that decision?24 A. No, I do not.25 Q. Do you know whether there was backup

Page 682

1 documentation explaining the reason for that transfer?2 A. No, I do not.3 Q. Or back up documentation explaining the reason4 for the amount or the timing of that transfer?5 A. No, I do not.6 Q. Have you spoken with anyone since then about7 the reason why $2 million was transferred on or around8 that date?9 A. No, I have not.10 Q. Exhibit 9, the same one we were on, also talks11 about -- or references -- the authority to purchase IT12 equipment.13 Do you see that?14 A. Yes.15 Q. It says $30,000 -- it says $30,000 payable as16 billed, for the setup of communications, including17 cellphones, computers, and printers.18 Do you see that?19 A. Yes, I do.20 Q. Let's go through some of those items.21 How many cellphones were purchased?22 A. I believe 100.23 Q. And were those cellphones ever used?24 A. I don't believe they were.25 Q. Would you have known if they were used?

Page 683

1 I mean, you testified that you were the staff person2 kind of to --3 A. I would imagine I would have known.4 Q. And I'm not as familiar with the term "phones5 in a box".6 Are these pre-paid cellphones where you're not7 billed for each call?8 It's like $100 cellphone and you burn it?9 Is that what it?10 A. No. I believe these were just regular11 cellphones and -- regular cellphones.12 Q. Did PEF ever receive a bill for usage on those13 cellphones?14 A. I don't believe they were ever used. I believe15 we just purchased them as part of setting up the program16 and the operations. I don't believe they were ever used.17 Q. Were the computers and printers ever used?18 A. I believe one of the printers was used.19 Q. Do you know what it was used for?20 A. I believe it was used for the printing up of21 minutes and agendas for the Board meetings.22 Q. Who made the decision that PEF needed 10023 cellphones?24 A. I did, as approved by the Education Fund Board.25 Q. Let me direct your attention to International

Page 684

1 President's Exhibit 15 -- 1-5.2 A. 1-5?3 Q. Do you recognize this document?4 A. Yes. I believe it lists expenditures of the5 Education Fund.6 Q. And it says on the top line, to Joan; and then7 the second line, from Phyllis.8 Do you see that?9 A. Yes, I do.10 Q. Is that Phyllis Willit?11 A. Yes, it is.12 Q. And who is Phyllis Willit?13 A. Phyllis Willit works for UHW.14 Q. And did she purchase the cellphones and other15 IT equipment with her own personal credit card?16 A. Yes, she did.17 Q. And she sought reimbursement from the PEF for18 that -- for those purchases?19 A. From the Education Fund, yes.20 Q. One of the line items is, the bottom one:21 "2/2008 Cash Deposit for Outside Door Entry Fob (In

22 Lieu of Key)."23 Do you know what that is?24 A. Yes.25 Q. What does that refer to? I'm sorry.



17 (Pages 685 to 688)

Page 685

1 A. That's a -- that's, basically, a key to get2 into the front door.3 Q. Of -- of what?4 A. Of the office.5 Q. Did PEF have an office in February of -- excuse6 me -- February or March of 2008?7 A. We had set up an office, yes.8 Q. Where was that office?9 A. There was an office at -- well, the office10 you're referring to with the fob --11 Q. Yes.12 A. -- is in downtown Oakland.13 Q. In a separate building from UHW"s building?14 A. Yes.15 Q. Was a lease negotiated for that space or how16 was it obtained?17 A. It was donated office space.18 Q. Who donated it?19 A. The California Nurses Foundation.20 Q. Is there a letter, or correspondence, between21 PEF or UHW or anyone else and the California Nurses22 Foundation that relates to the donation of the space?23 A. No.24 Q. So, how was that donation arranged?25 A. We -- in our Oakland office, we are, actually,

Page 686

1 very packed right now. We have a lot of staff; and so we2 were looking for an office location in downtown Oakland.3 And I don't know exactly how it came to me, but, I was4 made aware that there was office space available -- or5 that would be made available -- by the California Nurses6 Foundation.7 Q. Did you speak with anyone at the California8 Nurses Foundation about this?9 A. I believe I spoke to their -- their office10 manager -- when I went over to pick up the fob and be let11 into the office space.12 Q. Who was the office manager?13 A. I don't recall the person's name.14 Q. Do you have the address of that office?15 A. No, I don't. It's approximately, I would say,16 on 20th Street -- on Broadway, between 20th and 19th, I17 believe. It's a large office building.18 Q. How many square feet, approximately?19 You said large. How big?20 I mean, you can describe it in square feet or just21 whatever terms you're comfortable describing a large22 space.23 A. It's large. It's much larger than our24 building, I know. I would have to go look at it;25 multiple story building.

Page 687

1 Q. Okay, and, what is the California Nurses2 Foundation?3 A. I don't know exactly what it is. I know -- I4 don't know exactly what it is. I know the name of it.5 Q. Does it have any affiliation with the6 California Nurses Association?7 A. You know, I'm not familiar with the8 organization, other than that they gave us donated office9 space, so, I can't tell -- I can't tell you that they are10 affiliated; I can't tell you that they're not.11 Q. You had heard of the California Nurses12 Association prior to February, 2008; isn't that correct?13 A. I have.14 Q. And you were aware, prior to February, 2008,15 that the California Nurses Association is, at least, in16 some competition with SEIU for healthcare organizing17 and -- healthcare organizing?18 A. Yes, I'm aware of that.19 Q. And did the similarity of the name, California20 Nurses Foundation, California Nurses Association, cause21 you to, at least, inquire as to whether there was, at22 least, some relation between the two entities?23 A. You know what? They offered donated office24 space; that's what I was focused on.25 Q. Does the building say on the outside of it

Page 688

1 California Nurses Association?2 A. No, it does not.3 Q. Is it on 20th and Broadway?4 A. I think I said I believe it's on Broadway5 Street between 20th and 19th Street.6 Q. Did you send a thank you note to the California7 Nurses Foundation for the office space?8 A. Not that I recall.9 Q. Was the offer of the space made, initially, to10 you?11 A. No, I don't recall.12 What I do recall was that they made office space13 available to us and --14 Q. And who told -- oh -- go ahead.15 A. -- and I was given the number of an office16 manager to talk to and that's who I talked to.17 Q. Who told you that kind of exciting news that18 you got free office space of that magnitude?19 A. I really don't recall.20 Q. Let's -- let me direct your attention to the21 International Union's exhibits, Volume I -- and I22 apologize -- there's a tab at the very back that has a23 label, not a number, but, I think it says UHW Minutes24 tab, or something like that at the very end.25 MR. HARRIS: Which binder are you in?



18 (Pages 689 to 692)

Page 689

1 MR. DAYAN: It's the first binder. We have a tab of2 just minutes. We sort of took the minutes out. I don't3 know why we did that, but, there's a complete set of4 minutes.5 SECRETARY MARSHALL: It doesn't have a number.6 MR. DAYAN: Yeah, but, there will be page numbers,7 so, it won't be too hard to find the page.8 Q. If I could direct your attention to page 295?9 A. I'm on page 295.10 Q. And you attended this meeting; correct?11 This is minutes of the March 7-8, 2008 -- 2008 --12 UHW Executive Board meeting -- and you attended this13 meeting; is that correct?14 A. Yes.15 Q. I believe you testified that you were involved16 in the discussions with the Siegel firm about the

17 retainer agreement that's referenced in these minutes?18 A. Yeah.19 And, just to clarify, it was more, you know, making20 sure that our counsel and Mr. Siegel spoke and put21 together the agreement.22 Did I sit down and write the agreement? No, I did23 not.24 Q. Your counsel, meaning Mr. Sokol, who spoke with25 Mr. Siegel? I just got confused there for a second.

Page 690

1 A. I believe your counsel did.2 Q. Mr. Siegel is a lawyer; that's why I'm3 confused. There were two lawyers involved?4 In other words, Mr. Sokol spoke with Mr. Siegel?5 I'm just -- I'm not asking what was said. I'm just6 asking if that was the way that communications occurred?7 A. I believe so.8 Q. Now, the retainer agreement doesn't say that9 the Siegel firm will cease doing work the instant that a10 trusteeship is declared by the International Union; isn't11 that correct?12 A. I don't have the agreement in front of me.13 Q. I think it's International President Exhibit14 17, so, we have to flip back.15 MR. HARRIS: We have a more legible copy at UHW 18016 also.17 MR. DAYAN: We can use UHW 180, too. That's fine.18 MR. DAYAN: You can borrow mine for now.19 THE WITNESS: Okay, I have it.

20 MR. DAYAN: Q. Did you review this agreement before21 Ms. Emslie signed it?22 A. I believe I did.23 Q. And my question was, this agreement does not24 say that Siegel, or the Siegel firm, will cease doing25 work the instant that a trusteeship is declared; isn't

Page 691

1 that correct.2 MR. HARRIS: Are you asking if it had those words,3 or, are you asking it if it has that fact?4 If it's the second, I would suggest it's a legal5 conclusion.6 You can ask this witness his understanding, but, you7 know, he's not going to give a legal opinion.8 MR. DAYAN: Q. Yeah.9 A. You want to know what my understanding was?10 Q. Yes.11 A. My understanding was that UHW controlled the12 money in the trust and, at any time, UHW could ask for13 the money back.14 Q. Okay.

15 Now, around the time that this agreement was signed,16 did UHW have a mandatory staff meeting, sort of a big17 mandatory staff meeting, on a weekend around the time18 this was signed?19 A. I don't recall.20 Q. Roughly, March 13th, 15th, 16th, somewhere in21 that area?22 A. You know, I can't remember last week; so, when23 I said that I don't recall, I don't recall.24 Q. By the way, going back to the May 18-19, 2007,25 Executive Board meeting, was there any discussion at that

Page 692

1 meeting of using the monies in the Patients Education2 Fund to fight the International or oppose the

3 International's programs in any way -- not referencing a4 trusteeship for a moment?5 A. Not that I recall.6 Q. Nothing about fighting the International on7 jurisdiction with the monies?8 A. Not that I recall.9 Q. Did you have discussions among staff as to what10 UHW would do in the event that Andy Stern declared an

11 emergency trusteeship over UHW?12 A. Not that I recall.13 Q. You didn't make any plans or have any14 contingency plans in place for the possibility that that15 might happen?16 A. At what point in time?17 Q. Let's say -- let's start with the day that that18 retainer agreement was signed that mentioned trusteeship

19 in it, March 2008.

20 MR. HARRIS: Could you -- what's the question?21 MR. DAYAN: Yes.22 Q. Let's start with March 7th or -- March 7th --23 which is the date that the Board meeting began, where the24 Siegel & LeWitter retainer agreement was approved -- or25 the Siegel & LeWitter authorization was approved.



19 (Pages 693 to 696)

Page 693

1 A. I don't recall.2 Q. Do you recall whether, shortly after that3 meeting, but, before Andy Stern's March 24th letter,4 there were, at least, discussions about the possibility5 of a trusteeship?6 A. No, not that I recall.7 Q. And no contingency planning for the possibility8 of a trusteeship?9 A. Not that I recall.10 Q. Did UHW post extra security at its buildings11 out of fear that there might be an emergency trusteeship?12 A. I know, at some point, we -- I know, at some13 point, we added extra security. I don't recall the14 dates.

15 Q. And UHW wasn't going to hand the keys of UHW16 over to the International if a trusteeship were declared.17 It was going to make the International go to court18 and get a court order; isn't that correct?19 MR. HARRIS: Objection, calls for speculation and no20 foundation for the question.21 SECRETARY MARSHALL: Yeah, unless you know the22 answer to the question, you can answer, if you know.23 THE WITNESS: I don't know.24 MR. DAYAN: Q. Were there shifts of UHW members, or25 staff people, sleeping in the offices in the event of a

Page 694

1 possible trusteeship?2 A. I know that members and staff took turns3 sleeping and taking shifts to protect our buildings, yes,4 I remember that, to protect the members' building.5 Q. Could I direct your attention to Exhibit 18 --6 International President's Exhibit 18?7 It's in the -- on the next to last page of Exhibit8 18, there's a document request that says, for the time9 period September 1, 2007 to date.10 MR. HARRIS: I don't think the witness has the page11 yet.12 SECRETARY MARSHALL: What page are you on?13 MR. DAYAN: It's the second to last page of the14 exhibit.15 SECRETARY MARSHALL: Does it is say 113 down at the16 bottom?17 MR. DAYAN: Yes, it does. It says 113 down at the18 bottom.19 SECRETARY MARSHALL: Okay, and, where are you20 reading from?21 MR. DAYAN: I'm reading from the last paragraph of22 the page --23 SECRETARY MARSHALL: Okay.24 MR. DAYAN: Q. -- and it says there, for the time25 period of September 1, 2007 to date, please provide

Page 695

1 copies of all minutes of meetings of the UHW Local union2 and Executive Board, including any action taken during3 Executive sessions, and copies of all financial records4 showing the transfer of money in excess of $10,000 from5 the Local during this period.6 Did you have a role in putting together information7 in response to this letter?8 A. I do not recall having done so.9 Q. Are you certain that you didn't or you just10 don't recall either way?11 A. No, I don't recall being involved in that.12 Q. Do you know who was involved?13 A. No, I do not.14 Q. May I direct your attention to International15 President's Exhibit 28?16 Please turn to page 137 in the lower right corner;17 and, if you'd like to flip back to 136, just to see that,18 you know, 137 is a part of a bigger document.19 A. Yeah.20 Q. Okay.21 Did you read this letter when it came into UHW?22 MR. HARRIS: You're talking about the letter23 directed to -- April 7th letter to Sal Rosselli?24 MR. DAYAN: Yeah.25 There's an April 7th letter directed to Sal

Page 696

1 Rosselli, and I think there's a cc to the UHW Executive2 Board in the lower -- in the last page.3 THE WITNESS: I may have. I don't recall for sure.4 MR. DAYAN: Okay.5 Q. And the second page of that letter, the one6 that has 137 -- page number 137 -- do you see there that7 that page requests information of various kinds?8 A. Yes.9 Q. Did you have a role in providing some or all of10 that information?11 A. I don't recall having done so.12 Q. Let me direct your attention to the second full13 paragraph on that page, a little more than halfway down14 that paragraph. There's a sentence that begins:15 In addition, please provide the minutes of the funds16 Board meetings.17 Do you see that? It's a little more than halfway18 down.19 A. Yes, I see that.

20 Q. It says:21 In addition, please provide the minutes of the22 Fund's Board meetings, or, if no meetings have been held,23 or one or more meetings were dispensed with, provide24 documents -- and I won't read the whole thing.25 My question is:



20 (Pages 697 to 700)

Page 697

1 Were you asked, as the staff person for the PEF, to2 put together those documents?3 A. Actually, reading that section, I believe I4 was.5 Q. And then the final paragraph -- well, the final

6 full paragraph that, actually, begins with the word7 finally -- we're back on 137 -- 137, the final full8 paragraph on 137 that begins with finally?9 A. Oh.10 Q. Please provide copies of all other documents11 and records in the possession of UHW or its attorneys or12 agents that relate to the Fund.13 And then it says:

14 This request includes but is not limited to...and

15 then there's a series of specific items -- I'll just read16 one of them as an example:17 Any other notes or records of any kind reflecting18 what was said concerning the Fund at any and all meetings19 attended by one or more UHW officers including not only20 UHW-West Executive Board meetings but also UHW-West21 senior staff meetings or in any of the meetings attended22 by UHW-West officers.

23 Did you attempt to locate whether you had any such24 notes?25 A. I don't recall.

Page 698

1 Q. Do you know whether someone on behalf of UHW2 asked the Executive Board members and staff people to do3 a search to see if they had anything responsive to that?4 A. Not that I recall.5 Q. Allow me to direct your attention to6 International President's Exhibit 29.7 This is a letter from Sal Rosselli to Andy Stern; is8 that correct?9 A. Looks to be.10 Q. Okay, and, there -- this is a response to the11 April -- the re: line is a response to your letter of12 April 7th concerning following up to inquiry and request13 for additional materials.14 Do you see that?15 A. I do.16 Q. Okay, there is a sentence that begins in the17 middle of the second full paragraph that states:18 Moreover, the vast majority of the documents you are19 demanding do not belong to and are not in the possession

20 of UHW.21 Rather, as you recognize, they are records that22 belong to the United Healthcare Workers Patients23 Education Fund which is a separate and independent24 501(c)(3) entity.25 And then the second full paragraph says that Joan

Page 699

1 Emslie was forwarding this letter to the Fund's Board of2 Directors. And the letter says:3 And it is my understanding that she intends to4 schedule a meeting on the evening of April 10th to5 consider your exhaustive request for virtually all of its6 records.7 Were you, in your capacity as sort of a staff person8 for PEF, given a direction of that kind from Joan Emslie9 or Sal Rosselli to put together PEF documents?10 A. Joan may have asked me to do that. I just11 don't recall.12 Q. Okay.13 Can I direct your attention to International14 President Exhibit 33?

15 And this is a letter to Sal Rosselli from President16 Andy Stern, and it acknowledges the receipt of a number17 of documents from UHW and the Patients Education Fund.18 But, then, it identifies certain materials that still19 hadn't been provided.20 Let me direct your attention to the third or fourth21 paragraph of that letter -- the fourth full paragraph --22 where it says:23 Would you also have someone at the Fund describe and24 identify six -- because it was the 6th item in the25 letter -- the location and the purpose of the

Page 700

1 expenditures for office equipment and approximately 1002 cellphones?3 Were you asked to do that around the time of April4 21st or thereafter?5 A. I may have been. I don't recall.6 Q. In all events, no explanation ever was provided7 to Andy Stern about item six until this hearing; isn't8 that correct?9 A. I'm not aware either way.10 Q. Let me ask you this:11 I think you testified on direct that your title is12 Assistant to the President?13 A. I believe I did.14 Q. Do you report directly to the President?15 A. Well, depending on what I work on, I work16 with -- what project I'm working on. I can report -- and17 report is not a good -- I wouldn't call it report, but18 work with a number of senior staff.19 Q. Yeah.

20 And, how many -- I think that there was a witness,21 yesterday -- forgive me if I don't get her name exactly22 right -- I'm blanking a bit, but -- who testified she was23 Assistant to the President; is that correct?24 Is there more than one Assistant to the President?25 A. The name is Pamela Martinez, and, I believe the



21 (Pages 701 to 704)

Page 701

1 answer is yes.2 Q. Thank you. Is there more than you and.3 Ms. Martinez that are Assistants to the President?4 A. Not that I'm aware of.5 Q. I'll direct your attention to International6 President's Exhibit 7. Exhibit 7 actually -- actually --7 is a cover letter from Bill Sokol, the attorney, and some8 other materials.9 And then, beginning on around at exactly page 41 of10 that exhibit, there's a Form 1023, which is the11 application for the Patients Education Fund's tax-exempt12 status.13 Are you aware of this?14 Have you ever seen this document or reviewed this15 document before?16 A. I believe I've seen it. I can't say I reviewed

17 it.18 Q. Did you review it, or, were you asked to review19 it, around the time that this was submitted in November20 of 2007?21 A. I don't recall that. I know that I did leg22 work to get the forms executed. I don't believe anybody23 asked for my legal opinion.24 Q. Just allow me to direct your attention -- I25 just have a couple short questions about this -- page 42,

Page 702

1 towards the bottom, there's a part 5, and then there's2 question 1(a) that asks the filer to list the names,3 titles and mailing addresses of all of your officers,4 directors and trustees.5 So, it's -- question 1(a) says:6 List the names, titles, and mailing addresses of all7 of your officers, directors, and trustees.8 And it lists you down there on the fourth line as a9 Board member.10 Is that just a mistake?11 A. That's a mistake.12 Q. On your direct testimony, you spoke about the13 "Bob Fest" and that Sal Rosselli gave a speech at the14 "Bob Fest"?15 A. I believe that's correct.16 Q. Did you attend that speech or that event?17 A. No, unfortunately, I was not able to go to18 Wisconsin.19 Q. And I think you've put in the record the text20 of the speech that Sal Rosselli delivered there; is that21 right?22 A. I don't think I did anything.23 Q. Just -- UHW. If you're not aware, that's fine.24 One of your exhibits.25 MR. HARRIS: The speech is in Exhibit 21, if you

Page 703

1 want to look at it.2 MR. DAYAN: Q. That's the transcript of the speech3 of Sal Rosselli.4 A. If you're asking me if Sal gave a speech, he5 did give a speech.6 Q. Okay, and, you haven't read a transcript of the7 speech?8 It's okay if you haven't. I'm just --9 A. I hate to admit I have not read it yet.10 Q. Okay.11 A. But, I will tonight.12 Q. Okay, that's good.13 Let me direct your attention to UHW Exhibit 167.14 A. What volume?15 Q. This is the summary of the PEF Fund16 expenditures that we talked about on direct; is that

17 right?18 A. The Education Fund, yes.19 Q. And I asked you earlier about Phyllis Willit20 charging $15,000 or so to her credit card and getting21 reimbursement from the Patients Education Fund; is that22 correct?23 A. Yes.24 Q. Do you know why the transaction was done that25 way instead of just having PEF write a check to the

Page 704

1 vendor?2 A. Yes, because Phyllis assisted me in, actually,3 going out and getting some of this equipment.4 The Fund did not have a credit card, so, Phyllis5 offered to put it on her credit card and be reimbursed by6 the Fund.7 Q. Okay.8 Can I now direct your attention to International9 President's Exhibit 19? It's in the other binder. I'm10 sorry to make you flip back and forth.11 This is a photocopy of a mailer that says, Dear UHW12 member and it announces the results of what's called a13 truly historic election.14 Is this the thing that was mailed with the PEF15 monies?16 A. It was a flier -- not a thing -- and, yes, I17 believe that's what was mailed.18 Q. Okay, and, can you take a look -- do you see19 any identification of the Patients Education Fund on this20 flier or any reference to it on this flier?21 A. Not that I can see.

22 Q. And it has a return address of and a logo of23 SEIU-UHS; is that correct?24 A. That's correct.25 Q. I'd like to direct your attention to



22 (Pages 705 to 708)

Page 705

1 International President Exhibit 36.2 Q. Do you recognize this document?3 A. I see that it's a letter from Sal Rosselli to4 Andy Stern.5 MR. HARRIS: Secretary Marshall, could I inquire how6 much longer Mr. Martin is going to be? We had a7 30-minute direct. It's been an hour on cross already.8 The ground rules were we'd be no longer -- we have a lot9 of witnesses to put on.10 SECRETARY MARSHALL: Can you answer that?11 MR. DAYAN: Five to ten minutes.12 SECRETARY MARSHALL: All right, try to hurry it13 along, please.14 MR. DAYAN: Can I just say this, for the record?15 This is the first witness -- the first witness --16 who claims to have any knowledge of the activities of17 PEF. We haven't had a witness who is on the PEF Board or18 PEF staff person, so, this is -- this is --19 SECRETARY MARSHALL: All right, go ahead.20 MR. DAYAN: -- significant.21 SECRETARY MARSHALL: Move along as fast as you can.22 MR. DAYAN: Sure.23 Q. I just wanted to direct your attention, now, to24 the first full paragraph on that page, page 2, of that25 letter. I'm sorry, page 2 of that letter with the 150 in

Page 706

1 the lower right, the last sentence of that letter states2 that the -- you know, that Mr. Fox was retained in his

3 capacity as an attorney and, therefore, all4 communications between him and the Fund are covered by5 the attorney-client privilege.6 Is that a correct statement?7 Was Mr. Fox retained in his capacity as an attorney?8 A. I have no knowledge of that. I mean, my9 understanding was that he was hired as a consultant and10 as an attorney.

11 Q. And let me direct your attention to12 International President Exhibit 27. And I'd like to13 direct your attention, in particular, to page 4 of the14 document. There's a 126, kind of control number, and, in15 the second paragraph on that page, that's under the16 number one, so, it's really the fourth or fifth17 paragraph.18 The second number under paragraph one, there is an

19 explanation about the Patients Education Fund; and, if

20 you could go down, again, a little more than halfway into21 that paragraph, there is a sentence that says:22 The legality of that Fund was thoroughly vetted by23 outside counsel prior to it's creation.24 Are you following?25 A. Uh-hum.

Page 707

1 Q. And we later secured a legal opinion2 re-affirming its appropriateness.3 Were you involved or did you review or participate4 in that legal vetting process?5 Not as a lawyer, but, as the client?6 MR. HARRIS: I think you already asked that question7 about 45 minutes ago.8 MR. DAYAN: Well, this is -- he said he wasn't sure9 about vetting. Since this is language from UHW --10 MR. HARRIS: You want to refresh my recollection?11 MR. DAYAN: Yes, that's language about legal12 vetting.13 Did you participate in that?14 MR. HARRIS: You can answer the question. Don't15 talk about any discussions you may have had with counsel.16 That would be privileged; but, if you can answer his17 question without doing that, you may do so.18 What was the question?19 SECRETARY MARSHALL: The question is, were you20 involved?21 MR. DAYAN: Yeah.22 Were you part of the client side -- without23 disclosing what was said, were you part of the client24 group in that legal vetting that's referred to in this25 letter?

Page 708

1 MR. HARRIS: Do you understand the question?2 THE WITNESS: No, I don't.3 MR. DAYAN: Did you -- was it explained to you that4 the creation of the Fund had been run by legal counsel5 prior to the creation of the Fund?6 MR. HARRIS: You can answer that question, if you7 know.8 THE WITNESS: I don't know.9 MR. DAYAN: Okay.10 Q. And then that same sentence also says that:11 We later secured a written legal opinion affirming12 its appropriateness.13 And, again, without saying what's in the opinion,14 did you see or read that legal opinion?15 MR. HARRIS: You can answer, if you have any16 recollection of that.17 SECRETARY MARSHALL: I guess the question is, do you18 remember that they had a legal opinion that -- saying the19 Fund was legal?20 THE WITNESS: I believe there was an opinion offered21 that it was an appropriate Fund.22 SECRETARY MARSHALL: Yeah.23 MR. DAYAN: Q. Did you read that written letter?24 A. I don't recall reading it.25 Q. Does the Fund still have that letter, or the



23 (Pages 709 to 712)

Page 709

1 Union still have that letter?2 MR. HARRIS: You can answer that, if you know.3 THE WITNESS: I don't know.4 MR. DAYAN: Okay.5 Q. Do you know who that letter was circulated to6 for their reading interest?7 Do you know who the letter was circulated to?

8 MR. HARRIS: You can answer that question, if you9 know.10 THE WITNESS: Yeah, I think I may have seen it at11 one point.12 MR. DAYAN: Q. At what point?13 When was that letter communicated?14 A. I do not recall.15 Q. Would it have been before the March 24th letter

16 from Andy Stern or after the March 24th letter from Andy

17 Stern?18 A. I really don't recall.19 Q. Is the address of the California Nurses20 Foundation 1970 Broadway, Oakland, California?21 A. I don't know.22 Q. Have you ever been in that building?23 A. Which building again?24 Q. Have you ever been in the office space that you

25 secured?

Page 710

1 A. Of the Foundation?2 Q. Yes.3 A. Yes, I have. I could take you there. I just4 don't know the address.5 Q. That's all right.6 Let me show you an exhibit that will be marked as7 International President's Exhibit 118.8 SECRETARY MARSHALL: 118?9 MR. DAYAN: 118.10 (Int'l Pres. Exhibit No. 11811 marked for identification)12 MR. DAYAN: Q. And, if you look at the left-hand13 column, it says, 1970 Broadway.14 Do you have any reason to think that that's not the15 address of the California Nurses Foundation?16 A. I don't have any reason to think it is.17 Q. Well, I'll represent to you, as it says in the18 lower left, it was downloaded off the California Nurses19 Foundation' website.20 Let me also show you Exhibit 119.21 (Int'l Pres Exhibit No. 119 marked22 for identification)23 MR. DAYAN: Q. Were you aware that the California24 Nurses Foundation has directors -- common directors --25 with the California Nurses Association ?

Page 711

1 A. I have no knowledge of that.2 Q. Okay, and, turning back to Exhibit 118, did3 you --4 A. Wait a minute. That's the first letter.5 Q. Yeah, the first of the two. We're going back6 to that.7 Were you aware that the California Nurses Foundation8 was founded in 1971 by the California Nurses Association?9 A. I wasn't even out of high school yet. I wasn't10 even in high school.11 Q. Did you later learn -- did you later learn that12 the California Nurses Foundation was an affiliated13 501(c)(3) with the California Nurses Association?14 A. I'm not -- I do not have knowledge of that.

15 Q. And did you look into that when you received16 the offer from the California Nurses Foundation for the17 space?18 A. I think I told you, before, no.19 MR. HARRIS: Secretary Marshall, we're over ten20 minutes. Could you heed my request to move on?21 SECRETARY MARSHALL: All right, so, will you,22 please, move along?23 MR. DAYAN: Have you ever -- no, it's okay. I24 think -- oh, yeah, yeah, yeah, one last question on this25 issue.

Page 712

1 Q. Does PEF still hold that office space?2 A. No, it does not.3 Q. Does someone else occupy it now or is it4 vacant?5 A. I can only tell you who does not occupy it.6 Q. Have you visited there in the last two months,7 three months?8 When did it become vacant? is a better question.9 When did it become vacant?10 A. I don't recall offhand. I know that all the11 office equipment has been turned over to UHW, so, it had12 to be at about the time that we did that; and that's some13 number of months ago. I just don't recall.14 MR. DAYAN: Okay, thank you very much. I have15 nothing further.16 MR. HARRIS: I have a short redirect. We've been17 going for two hours and 20 minutes. Would this be a good18 time for a short break?19 SECRETARY MARSHALL: It probably would be. Why20 don't we do that? We'll take a 15-minute break.21 (Recess taken)22 SECRETARY MARSHALL: Would you take your seats,23 please? Would you take your seats, please? Take your24 seats.25 There's been some question raised about the status



24 (Pages 713 to 716)

Page 713

1 of the court reporter. The court reporter is a neutral2 party here, who takes down the proceedings, swears in the3 witnesses, and will make a transcript; but, she's not on4 the side of anybody here except to take down the minutes5 and swear in the witnesses.6 All right, with that, now --7 MR. HARRIS: Secretary Marshall, I just wanted to8 raise one other procedural issue that's been brought to9 my attention.10 It's our understanding that no computers are allowed11 in this room -- that's part of the ground rules -- and12 that people on the either side can't be using computers,13 and -- I guess, for whatever reason, but -- I'm informed14 that these proceedings are being piped into the SEIU15 workroom and that their staff in there, you know, who16 have access to the hearings on the computers and -- any17 way, it doesn't seem fair, and I was asked to bring that18 to your attention.19 SECRETARY MARSHALL: All right.20 MR. DAYAN: Can I ask to bring to the attention that21 it's being piped into another room as well? There's no22 exclusive piping in of the testimony to anyone.23 MR. HARRIS: My understanding is people who are in24 the other rooms are not allowed to use computers or have25 access to research.

Page 714

1 MR. BORSOS: And who is watching the proceedings in2 open as opposed to the people being in a sequestered room3 watching it.4 SECRETARY MARSHALL: It's being piped somewhere?5 MR. ROTHNER: It's being piped across the street to6 a very public room.7 (AUDIENCE REACTING)8 MR. ROTHNER: Well, we weren't aware of that. I9 mean --10 MR. DAYAN: Okay, okay, never mind, but -- wait. I11 mean, I think also people in this room should probably12 be -- I won't speak to the rules since I'm not an expert13 on the logistics. I'll just be quiet.14 SECRETARY MARSHALL: Yeah. I think we read those at15 the offset. There will be no reporting, no cameras, or16 computers. So, if you'll honor that, I'll appreciate it.17 All right, Mr. Harris?18 MR. HARRIS: So, it will no longer be piped into19 another room where people have research capacity and are20 working on the case and were not UHW members?21 Is that the resolution, Secretary Marshall?22 SECRETARY MARSHALL: Yes.23 MR. ROTHNER: Wait, wait, wait. That wasn't part of24 the rules.25 MR. HARRIS: That's what I understood. That's the

Page 715

1 issues we're raising.2 MR. ROTHNER: There's nothing that prohibits either3 party from doing research while the proceedings are going4 on.5 SECRETARY MARSHALL: Yeah, that's right. Research6 can go on as we're proceeding, both sides.7 MR. HARRIS: But, in our case we have to be in the8 hearing room with computers if we're going to do that,9 and, we've been not allowed to do; that that's the issue.10 MR. ROTHNER: Well, so do we, but, nothing has ever11 been said about the inability of the people outside the12 hearing room to do research while the proceedings are13 going on. It helps effectuate the presentation of14 evidence, expedite the procedures.15 MR. HARRIS: Well, as I understand, the people have16 been able to observe the proceeding and do that,17 simultaneously; and we don't have that capacity and18 access to that process.19 MR. ROTHNER: What's your objection?20 MR. DAYAN: Do you have an office on the second21 floor of this -- do you have a room or a suite?22 MR. HARRIS: Yes. We don't have the proceedings23 piped into that room, as you do into your room; that's24 the issue.25 MR. ROTHNER: If you'd like us to arrange that --

Page 716

1 MR. DAYAN: Yeah, this was something that might have2 just been something we didn't realize.3 MR. CHATTERJEE: Oh, that's just not --4 MR. HARRIS: I know I got a -- told you how hard it5 was to get that room. When we inquired, the Hilton told6 us they would answer no questions about SEIU's7 arrangements here. They were told it was a matter8 secrecy and we couldn't find out. It wasn't even easy to9 find out that we could get a room here. So, I don't10 think it was inadvertent that we don't have a coverage of11 the hearing in that room.12 MR. ROTHNER: If they would like to make13 arrangements to have the proceedings piped into their14 room, we can make sure.15 MR. HARRIS: They've had -- their expert witness was16 clearly, you know, listening in that room. We didn't17 know that. We've been told that witnesses were18 excluded -- they couldn't be listening, I mean.19 MR. ROTHNER: Come one, George, it's no different20 than giving your expert witness -- having them read the21 transcript.22 MR. HARRIS: But, I would ask, until the23 arrangements -- parallel arrangements -- could be made,24 that we -- they don't continue, you know, to have it25 broadcast into room.



25 (Pages 717 to 720)

Page 717

1 MR. DAYAN: Can we take, like, just two minutes?2 Because we really -- on our side, we really didn't know3 that and we didn't -- we didn't.4 SECRETARY MARSHALL: All right, let's be quiet. Be5 quiet. Be quiet.6 MR. DAYAN: Can we figure out how to solve this7 problem? Either tell them --8 SECRETARY MARSHALL: Yeah, you all try to work it9 out.10 MR. DAYAN: And I want to say one thing: That the11 witnesses -- I just want one thing for the record -- that12 both sides have had witnesses here who have been,13 obviously, like, at counsel table and otherwise, and14 others who have not, you know, would have been asked15 whether they were sequestered.16 And I can assure you that all of the witnesses we17 asked, were you sequestered? Weren't, you know,18 listening, nor getting anything piped in either. I can19 assure you of that. So, you know -- and I know you've20 had witnesses who weren't, you know, were asked not to21 listen and we both have done that.22 I did not know that for those -- that for attorneys,23 if you wanted to have an attorney or a paralegal, you24 know, getting down the testimony, I didn't know that you25 didn't have that capacity; so, can we take two minutes

Page 718

1 and solve that problem.2 MR. HARRIS: Can we just turn it off until you've3 solved this so we have parallel --4 SECRETARY MARSHALL: All right, go ahead. We'll5 take another break about five minutes.6 MR. HARRIS: Or you can turn it off.7 MR. DAYAN: There's just like headsets, like -- for8 translation headsets.9 MR. HARRIS: If you tell me somebody is going to10 turn it off, I'm going to start the examination of11 Mr. Martin12 MR. DAYAN: Either turn it off or get you the13 capacity to do it; one or the other.14 MR. HARRIS: Can I ask whether you're recording the15 proceedings that are being piped in?16 MR. DAYAN: No, we're not.17 THE REPORTER: Are we off the record?18 SECRETARY MARSHALL: Yeah, we're off now.19 (Discussion off the record)20 MR. HARRIS: Secretary Marshall, I accept that you21 don't know that any recording is being made, but, can we22 inquire and confirm through the A.V. people that no23 recording is being made for the SEIU?24 SECRETARY MARSHALL: Yeah. Does anybody know the25 answer to that?

Page 719

1 MR. ROTHNER: The headsets' capability is -- channel2 1 is English; channel 2 is Spanish.3 MR. BAIRD: That's all they have out there.4 MR. ROTHNER: It's the same thing that's being5 listened to.6 MR. HARRIS: Would you -- whether or not it's7 fruitful for me to use it --8 MR. ROTHNER: You can make use of it.9 MR. HARRIS: I'm hearing -- I'm talking about the10 people in the other room.11 MR. ROTHNER: Send one of your staff out.12 MR. DAYAN: This is something that could be13 straightened out.14 MR. HARRIS: If they turn this on, they hear the15 hearing.16 MR. ROTHNER: Yes, exactly. There's no mystery.17 It's all --18 SECRETARY MARSHALL: That's exactly what they have19 outside.20 MR. HARRIS: Well, let's just make a note that we21 now have this in the third day of the hearing. Okay?22 MR. ROTHNER: Can I make one other request?23 That witnesses on either side not use communications24 devices when they're on the stand?25 I mean, I'm not suggesting anything wrong, but, I

Page 720

1 think that's equal. We heard the text message thing go2 off during the cross-examination. We heard that text3 message beep-beep, so -- and we saw the witness4 checking --5 MR. HARRIS: I would request that everybody turn6 their cellphones off.7 MR. DAYAN: Including the current witness.8 MR. HARRIS: That would be good.9 MR. DAYAN: Including the current witness.10 (Discussion off the record)11 SECRETARY MARSHALL: We're back on the record.12 MR. HARRIS: On the record. Mr. Martin, just a few13 questions, very briefly.1415 REDIRECT EXAMINATION16 BY MR. HARRIS:17 Q. Counsel asked you questions about a retainer18 your with Arthur Fox for $75,000.19 Do you recall that?20 A. I do.21 Q. Was that retainer, actually, used in the full22 amount?23 A. No, it was not.24 Q. How much of that retainer was returned?25 A. I believe it was approximately $52,000.



26 (Pages 721 to 724)

Page 721

1 Q. Okay.2 We heard reference to donated space at the3 California Nurses Foundation; is that right?4 A. Yes, we did.5 Q. Okay, and, was that space ever used?6 A. No.7 Q. Counsel showed you a document about the8 California Nurses Foundation, and that's a 501(c)(3)9 charitable organization.10 You know anything to the contrary?11 Does that sound accurate to you?12 A. That sounds accurate.13 Q. Okay.14 I want to show you one other exhibit with regard to15 what's been marked as -- we'll have marked as -- Exhibit16 212.

17 (UHW Exhibit No.212 marked18 for identification)19 MR. HARRIS: Q. And, while that's being20 distributed, let me ask you, Mr. Martin.21 Do you know who the funders are of the California22 Nurses Foundation?23 A. No, I do not.24 Q. Exhibit 212, I'll represent, is another part of25 the same web page that we're showing you, Exhibit 189,

Page 722

1 which shows the funders for the California Nurses2 Foundation as the The Gordon and Betty Moore Foundation

3 and the California Endowment and The San Francisco4 Foundation.5 Do you have any reason to believe that's not6 correct, Mr. Martin?7 A. I have no reason to believe that's not correct.8 Q. And then you talked about the -- this space9 being turned back to UHW; is that correct?10 A. That's correct.

11 Q. Have all the unused funds of the Education12 Fund, and any assets acquired by the Education Fund, been13 returned to UHW, as far as you know?14 A. As far as I know, yes.15 Q. I want you to look at just a couple of16 documents in that regard. The first is UHW Volume I,17 Exhibit 80.18 Okay, do you recognize Exhibit 80?

19 A. Yes, I do.

20 Q. And what's the date of Exhibit 80?21 A. 10 April 2008.22 Q. And is this a resolution of the Board of23 Directors of the Education Fund?24 A. Yes, it is.25 Q. What action was taken by this resolution on

Page 723

1 April 10, 2008?2 A. I believe it was, in part, to turn over the3 records of the Fund, and also to refrain from making4 further expenditures from the Fund.5 Q. Okay, and, were any new expenditures made from6 the Fund after this date?7 A. I do not believe so.

8 Q. Look now, please, at Exhibit 96.9 What's Exhibit 96?10 A. It's a resolution by the Education Fund to wind11 down operations.12 Q. By the way, I asked you before if they donated13 space -- if the other 501(c)(3) had ever been used. You14 said no.15 Why was it never used?

16 A. Because we were asked to stop making

17 expenditures from the Fund and so we just -- we set up18 the office, but, we never moved in.19 Q. Now, I'd like you to look -- there are two more20 exhibits: One is 99-A -- actually, let's just -- a21 little shortcut. Let's just look at one more. Let's22 look at SEIU Exhibit 45. I think this is all we need.23 Do you have Exhibit 45?24 A. Yes, I do.

25 Q. Okay, and, this is a June 10th letter to Andy

Page 724

1 Stern from Joan Emslie.2 It says: On April 29, 2008, President Rosselli

3 informed the UHW-West had received back from the United4 Healthcare Workers Patients Education Fund the sum of5 $2,800,000 and some change.6 Do you see that?7 A. Yes, I do.8 Q. Is that accurate, to your knowledge?9 A. Yes, it is.10 Q. It says:

11 "On May 30, UHW Patients Education Fund returned an12 additional $122,700 to UHW-West."13 Is that accurate, to your knowledge?14 A. Yes, it is.15 Q. And, then, additionally, the Education Fund16 turned over to UHW newly purchased office equipment17 valued at $15,000 and a little more.18 Is that what it says?

19 A. Yes, it does.

20 Q. Is that accurate?21 Was the purchased office equipment, actually, turned22 over to UHW?23 A. Yes, it was.24 MR. DAYAN: I have no further questions. We're25 done. Thank you. We have nothing further.



27 (Pages 725 to 728)

Page 725

1 MR. CHATTERJEE: Secretary Marshall, we call Barbara2 Lewis to the stand.3 SECRETARY MARSHALL: Barbara Lewis.45 BARBARA LEWIS,6 called as a witness on behalf of7 UHW-W, having been placed under oath,8 testified as follows:910 DIRECT EXAMINATION11 BY MR. CHATTERJEE:12 Q. Good morning, Ms. Lewis.13 Could you please state your name, for the record?14 A. I'm Barbara Lewis.15 Q. Ms. Lewis, could you, please, give us your16 educational background, briefly?17 A. I have a Bachelor's Degree from the University18 of California Berkeley.19 Q. When did you obtain it?20 A. In 1982.21 Q. What was it in?22 A. Social Science with an emphasis on third world23 development.24 Q. While you were at Berkeley, did you join the25 labor movement?

Page 726

1 A. Yes, I did.2 Q. And what did you do after you graduated?3 A. I joined the labor movement, and I worked with4 the Hotel and Restaurant Employees Local Union 2 in San5 Francisco.6 Q. And how long were you there?7 A. I worked at Local 2 in San Francisco from 19818 until 1985;9 And then I moved to Chicago where I worked for the10 International Union of the Hotel and Restaurant Employees11 for organizing in Chicago;12 And then, in 1987, I moved to Las Vegas where I was13 recruited by SEIU.14 Q. So, 1987, you worked for the International?15 A. Yes, I did.16 Q. And what did you do for the International when17 you started working there?18 A. I, initially, started working for the19 International Union in Las Vegas; and I organized the20 first hospital in Nevada and stayed in Las Vegas for a21 couple years and did organizing there of healthcare22 workers and public sector work.23 Q. How long did you work for the International?24 A. For 18 years.25 Q. And, during those 18 years, were you mainly an

Page 727

1 organizer?2 A. Yes, in various capacities.3 Q. What position did you hold?4 A. I was, initially, an organizer; and,5 eventually, I was organizing coordinator and oversaw our6 organizing in California.7 I did healthcare organizing in California, Las8 Vegas, Colorado, Florida, and worked with our national9 Union on their national organizing around registered10 nurses.11 Q. At some point, did you start working for UHW?12 A. Yes, I did.13 Q. When was that?14 A. It was February or March, 2005.15 Q. How was it that you came to work for UHW in16 2005?17 A. Well, I had been in Los Angeles from about 199718 through 2005, working with Local 399 and Local 250 on our19 Catholic Healthcare West organizing and our Tenet20 organizing.21 In 2004, there were discussions about creating a22 statewide healthcare workers Union. I had spent from23 2000 to 2004, really, doing all of our organizing in24 Tenet healthcare and other organizing, specifically, in25 Southern California; and we had really built up the Union

Page 728

1 in a very significant way, statewide.2 And, so, when there were discussions about forming a3 statewide Union, I made a decision that I wanted to stay4 and help create that in California.5 Q. And is that UHW?6 A. Yes.7 Q. What's your job right now?8 A. I'm Administrative Vice President, which is an9 elected position, and Director of the Hospital Division.10 Q. And what are your responsibilities?11 A. I oversee our work in the Hospital Division;12 The representation and our program -- particular13 work in terms of our building up our shop steward14 program;15 Our joint work with employers on patient care16 issues;17 Training and education;18 I oversee the staff and negotiate contracts.19 Q. What's your role in negotiating contracts?

20 A. I bid subcontracts;21 I lead, collectively, to the negotiations;22 In other situations, I advise the staff on proposal23 development and strategy.24 Q. I want to turn your attention to May 8, 2007.25 Did you attend the May 2007 Executive Board meeting?



28 (Pages 729 to 732)

Page 729

1 A. Yes, I did.2 Q. And do you recall any discussion regarding the3 Patients Education Fund at that time?4 A. Yes, I did.5 Q. What do you recall?6 A. I recall two frameworks that we were thinking7 of.8 Actually, in 2007, what we were trying to figure9 out, as a Union, is, one, we were going into 200810 bargaining, and, I believe it was in August of '07 that11 we were holding our first Leadership Conference where we12 were going to develop proposals for 2008. And one of the13 things that we tried to figure out is where we're going14 to go on our next level of standards; so, 2008 was going15 to mark how we were going to achieve beyond where we,16 currently, were at. So, in '07 of May, we were preparing17 for the August conference; that was one piece.18 The other thing is, we really believed that we were19 going to win healthcare reform in California. We really20 had a shot this year to win it; and so that was the other21 piece we were figuring out.22 And, then, finally, there was the Presidential23 elections;24 But, the sort of fourth one of, what I remember that25 conversation is, we had been engaged in conversations

Page 730

1 with Kaiser Healthcare, Catholic Healthcare West, and2 other employers, about how we were going to unite on3 fighting for the universal coverage in California;4 because the biggest issues facing our employers is the5 uninsured. And so, when we talked about it, I, actually,6 remember a discussion about how, through the creation of7 the Fund, we'd be able to solicit donations and be able8 to connect with the -- with our employers, that we were9 working with, to try to bring home healthcare reform this10 year, and, posing a massive public education campaign was11 what it was going to take to win, and that this was going12 to be a vehicle for us to figure out donations and grants13 and what-not; but, I have an actual sense of a memory of14 that.15 Q. At that session in May of 2007, did Mr. Sal16 Rosselli discuss anything regarding potential17 trusteeship?18 A. No, no, he did not.19 Q. Did he say that he wanted to create this20 Patients Education Fund to set aside the money in case a21 trusteeship was imposed?

22 A. No, he did not.23 Q. Do you recall whether trusteeship -- well, was24 trusteeship even an issue in May of 2007?25 A. No, not at all.

Page 731

1 Q. Ms. Barbara Lewis, do you know someone named2 Amado David?3 A. Yes, I do.4 Q. How long have you known him?5 A. About 16 years.6 Q. How did you first come to meet him?7 A. Well, Amado and I both worked for the8 International Union, and so we met at various national9 conferences, at meetings with the International10 organizers.11 And then I -- my first recollection of working with12 Amado was in Nevada, in the early 1990's, when we were13 organizing state workers in Nevada.14 Q. After the Executive Board meeting in May of15 2007, did Mr. David approach you and ask you any16 questions about the Patients Education Fund?

17 A. No, he did not.18 Q. Did he talk to you about how he thought the19 Patients Education Fund was a pretext for some other20 purposes?21 A. No, he did not.22 Q. At any time, since May 2007, has Amado David23 talked to you about his concerns about the Patients24 Education Fund?25 A. No. I've never had a conversation with him

Page 732

1 about the Patients Education Fund.2 Q. Let me take you to January 2008. Did you have

3 a discussion with Mr. David about whether he was planning4 to resign from UHW?5 A. Yes, I did.6 Q. How did that discussion happen?7 A. Amado called me on the phone and said that he8 was going to fly up to Northern California and meet with9 Sal and tell Sal that he was going to be resigning.10 Q. Did he say why he was going to resign?

11 A. Yes, he did.12 Q. What did he tell you?13 A. He told me that he disagreed with the decision14 to go public about our concerns, and that he disagreed15 with the direction that Sal was taking the Union, and16 that he was -- wanted to go work for SEIU and build the17 National Healthcare Unit.18 Q. Did he say he was going to work for SEIU after

19 he resigned?

20 A. He said he was going -- yeah, he said he was21 going to work for SEIU to build a national healthcare22 union.23 Q. To be clear, did he indicate to you that,24 before he resigned from UHW, he already had a job lined25 up with SEIU?



29 (Pages 733 to 736)

Page 733

1 Did he indicate that to you?2 A. Yeah, he said that's what he was going to do.3 He was going to work for SEIU to build a national4 healthcare union.5 Q. Now, do you recall the evening after Amado6 David resigned from UHW?7 A. Yes, I do.8 Q. On that evening, did you go to see him?9 A. I did. I went to his house.10 Q. Why did you go to his house?11 A. I wanted to talk to him about it.12 Q. Who was there?13 A. When I got there, there were about seven or14 eight other organizers at his house.15 Q. What did Mr. Amado David tell the people that16 were at his house?17 A. He said that he disagreed with the direction18 that Sal was leading the Union;19 That he disagreed with the decision to go public20 about our concerns around the -- around the Nursing Home21 Alliance agreements;22 Around our issues with Tenet Healthcare;23 That he disagreed -- that he thought that going24 public about those concerns would be harmful to25 organizing;

Page 734

1 And that he was not going to be part of that;2 And he was going to go work for the National3 Healthcare Union;4 That he wanted to go organize and build a national5 healthcare union.6 Q. Did he say anything about his intentions7 towards UHW?8 A. Well, he said that he wasn't going to do9 anything to harm UHW. He had spent a lot of years here.10 He wasn't going to do anything to harm it UHW; but, that11 he made a decision that he was going to go off and12 build -- organize and build -- a healthcare unit.13 Q. Did you have a second meeting with Mr. David14 after this meeting that you just discussed?15 A. Yes, I did.16 Q. Roughly, when was that?17 A. It was either the following night or two nights18 later. I can't recall exactly; but, it was shortly19 after -- if not the next, night, the following night.20 Q. Did you go to his house?21 A. I did.22 Q. Why did you go to his house again?23 A. You know, I went there because Amado and I had24 worked together side by side for -- we worked together in25 Los Angeles at Local 399, together, since 1997, and he

Page 735

1 was, really, my partner. And I was actually really2 devastated that he was leaving and that he was going to3 leave all that we had built, and that we were on this4 dream to create what we said we always wanted to be able5 to do. So, I was pretty upset that he -- and I wanted to6 talk to him about it.7 Q. And, when you talked to him, did he say8 anything about Sal Rosselli?9 A. Yeah.10 Q. What did he say?11 A. He said that Sal had to be stopped;12 That the direction he was taking the union was13 dangerous;14 That -- he asked me he -- said he --

15 Q. Let me ask you --16 A. He --17 Q. Did -- when -- as you were talking to him, did18 he say anything to you about what he thought you should19 do?20 A. Yeah, he did.21 Q. What did he say to you?22 A. He asked me to resign from the Union. He said23 that, please quit. If you quit, it will send a strong24 message to the International that the Union is going in25 the wrong direction.

Page 736

1 And, can you imagine if you leave what it will do to2 Southern California?3 And, you should take a stand.4 Please leave.5 We can build a national union;6 That the direction Sal was leading the Union was7 wrong;8 And that would send a strong message to SEIU.9 Q. Did he say anything to you about what he10 thought would happen in Southern California if you left11 UHW?12 A. He said -- the words I remember were:13 Could you imagine what would happen if you leave?14 That Southern California would be destroyed.15 Q. What did you say in response?16 A. You know, what I said, was -- I said, Amado,17 there are real live consequences to the strategies that18 are being played out in SEIU. That is not just a matter19 of rhetoric; that there's real consequences in workers --20 for workers' -- lives.21 And I described the experience with Tenet -- this22 was in January or February of '08. We had settled our23 Tenet contract in October of '07, and we had gone through24 one year of really horrendous negotiation.25 And I told him, I said, the workers that are in



30 (Pages 737 to 740)

Page 737

1 Tenet now -- there were 7,000 workers -- they would not2 have what they have now if we had not stood up. That is3 for sure. That is for certain they would not have had4 that.5 And that I could not agree with the direction that6 the International was going;7 That it was crossing the line;8 And that it didn't have to be this way.9 And the nursing home agreements, 25-year contracts,10 50-year contracts, it just wasn't right.11 And then about our members going into Tyrone's12 Local, I mean, what I -- everybody knew Tyrone --13 everybody knew Tyrone was not -- was not a good labor14 leader. Everybody knew that.15 And I said, Amado, how can we have our nursing home16 and homecare workers go into that Local?17 And, you know, it was pretty emotional. That's --18 but, that's what I told him -- Amado.19 Q. Did you choose to stay with UHW?20 A. Yes, I did. Yes.21 Q. Where was the next place that you Mr. Amado22 David after this meeting?23 A. The next time I saw him was at our24 International Union convention in Puerto Rico.25 Q. Did you see him in the lobby area of a

Page 738

1 particular building?2 A. At the -- in the convention center, in the

3 lobby.4 Q. Describe to me your interaction with Mr. Amado5 David in the lobby of the convention center.6 What were you doing?7 A. It was, maybe, the third day -- I didn't see8 him the first couple days -- maybe the third or fourth9 day there, and we kind of passed each other and locked10 eyes, but didn't say anything.

11 And then I turned around and I went up to him and I12 told him, I said, I'm going to tell the reason that I'm13 never going to talk to you again.14 Q. And what did he say?15 A. And, I said, you lied to me.16 Q. And he said, no, I didn't.17 And I said, yes, you did. You sat at your kitchen18 table and you told me you would never do anything to harm

19 UHW, and you lied and you did.

20 Q. What did he say in response?21 A. He walked away.22 Q. How do you know that he lied to you?23 A. How do I know?24 Q. Yeah.25 A. Because I know, shortly after he left that, he

Page 739

1 started contacting leaders, rank-and-file leaders, to2 solicit their dissatisfaction with UHW and to talk about3 how Sal was taking the Union in the wrong direction.4 Q. Now, you have many many years as a Union5 organizer; right?6 A. Yes.7 Q. Are you familiar with tactics that Union8 organizers use to organize workers?9 A. Yes.10 Q. Are you familiar with tactics that Union11 organizers use to mobilize dissent in organizations?12 A. Yes.13 Q. Are you familiar with tactics that organizers14 use to turn people away from leaders in organizations?15 A. Yes.16 Q. Could you turn to Exhibit 209, please?17 A. In UHW's exhibits?18 Q. Yes.19 SECRETARY MARSHALL: It's 209. It's one that was20 just handed out.21 MR. CHATTERJEE: It was marked today, so it might be22 loose up there.23 MR. CHATTERJEE: Q. Ms. Lewis, take a look at24 Exhibit 209.25 A. Okay.

Page 740

1 Q. Exhibit 209 is an E-mail from Amado David to2 Raymond Cano dated March 24, 2008. Do you see that?3 A. Yes. Yes, I do.4 Q. March 24th was after Mr. Amado resigned;5 correct?6 A. Yes, it was.7 Q. And it was after you had a discussion with him8 at his kitchen table; right?9 A. Yes.10 Q. And Raymond Cano testified, yesterday, and --11 you know who he is?12 A. Raymond?13 Q. Yeah.14 A. Yes.15 Q. He's a member of -- he's a shop steward at16 St. Mary's Medical Center?17 A. Correct.18 Q. Would you describe that as somewhat of a19 leadership position?20 A. He is the leader at St. Mary's.21 Q. And, attached to this E-mail is a letter dated

22 March 24, 2008 from Andrew Stern to Sal Rosselli.23 You see that?24 A. Yes.25 Q. And the letter describes allegations against



31 (Pages 741 to 744)

Page 741

1 Sal Rosselli; you see that?2 A. Yes.3 Q. Are one of the tactics Union organizers use to4 mobilize dissent against leaders of organizations is5 sending material like this?6 A. Yes.7 Q. Is this an example of trying to organize8 workers against Sal Rosselli and UHW?9 A. Yeah -- I mean -- organizers do, typically,10 three things.11 Q. Right.12 A. The job of organizers, one, is to find the13 leaders. You have to find the leaders;14 Two, is to agitate, to create -- to agitate them15 around certain issues, or against certain things, or for16 certain things;17 And then to get people to act, to take action.18 Q. And is that what was happening here by Amado19 David sending this E-mail and to Raymond Cano?20 A. I believe that's, exactly, what was happening.21 Q. You referred to Tenet Healthcare -- change22 topics all together.23 A. Okay.24 Q. What is Tenet?25 A. Tenet Healthcare is a -- it was the second or

Page 742

1 third largest for-profit hospital corporation in the2 country.3 Q. Does Tenet Healthcare have hospitals in4 California?5 A. Yeah, their biggest market is in California;6 and UHW represented 14 out of the 17 hospitals.7 Q. Were you part of a bargaining team at UHW that8 was bargaining with Tenet Healthcare in 2006?9 A. Yes, I was.10 Q. I want to take you to August 2006.11 Do you recall a meeting in preparation for the12 bargaining with Tenet?13 A. Yeah. In August -- July and August -- there14 were meetings with the company -- there were a couple15 things happening:16 There were meetings with Tenet with our Local and17 the International Union, because we were going into18 bargaining with Tenet -- this is in the summer of '06 --19 the contract expired December 31st of '06, so, there were20 two goals that we, collectively, had.21 One of the goals was that we wanted to win22 organizing rights, expand the organizing rights in Tenet23 Healthcare in California and nationally;24 And then the second goal was, we wanted to raise25 standards for the Tenet Healthcare workers in California,

Page 743

1 because their initial first contract was a template, and2 there were certain things in the initial first contract3 that they were prohibited from negotiating.4 So, we were trying to accomplish two goals at the5 same time. So, we did meetings with the company and the6 upshot of those meetings is Tenet asked us, in California7 and SEIU represented that Tenet would be willing to8 expand national organizing rights if the California9 workers, or members, were willing to forego negotiating10 pension and retiree health benefits.11 So, in August of '06, we did a meeting with our12 leaders from -- statewide from -- all of our Tenet13 hospitals; and we represent hospitals from Modesto to14 central coast to out in Indio to Orange County, L.A.15 County -- so, we did a meeting in August and met with our16 leaders about the vision of trying to organize the entire17 company and that, in exchange for that, this round would18 people be willing to forego negotiating pension and19 retiree health.20 People at that meeting in August made the decision21 that they would do that as long as all the other benefits22 that we accomplished in California with our other23 employers could be up for negotiations; that there24 wouldn't be any restrictions on that; and that was the25 agreement. Our members voted for that. That was

Page 744

1 communicated and that's how we thought we would proceed2 forward.3 Q. And did negotiation with Tenet proceed,4 roughly, around October of 2006?5 A. We began negotiations in California with our 146 hospitals in October of '06 and, at the same time, the7 national union was doing parallel negotiations around how8 the organizing would -- how the organizing agreement9 would come together.10 Q. And were there hospitals outside of California11 that you're familiar with that were in play during those12 negotiations?13 A. At that time, I believe there were two14 hospitals in Florida that are Tenet hospitals, that were15 Union, and, they may or may not have started negotiations16 yet.17 Q. So, were negotiations going on parallel tracks18 at the outset?19 California on one track and nationwide bargaining on20 the second track?21 A. Yes, that's correct.

22 Q. In November 2006, were the negotiations23 stalled?24 A. We did not make -- we did not make any progress25 in October and November; and I think it was at the end of



32 (Pages 745 to 748)

Page 745

1 November or the very beginning of December we -- our2 bargaining team recommended, and we held votes for the3 members, that we would begin informational picketing at4 the 14 Tenet hospitals in California.5 Q. Soon after that, what did Tenet decide to do?6 A. They agreed to the organizing rights --7 actually, what Tenet did is, they said that the8 International was having the same identical problems;9 they weren't getting anywhere.10 So, in December, when we initiated that we were11 begin informational picketing, Tenet did not want that to12 happen, and they -- Tenet -- ended up agreeing that they13 would give organizing rights -- national organizing14 rights -- and that part of the condition is that all the15 parties came together at the same table -- so, Florida,16 California and the International Union -- all negotiate17 so we could all settle, comprehensively, at the same18 time.19 Q. So, did Tenet, basically, combine the20 negotiations into one track that the point?21 A. Well, I wouldn't say they combined it.22 I would say that they ended up recognizing that23 there were two goals that we all wanted, and that they24 needed to figure out how those goals were accomplished.25 Q. Did UHW, initially, agree to having one

Page 746

1 bargaining track?2 A. Yeah, what we -- yeah. This was in December,3 so, what we actually did is, we had a meeting with all of4 the bargaining team, with our rank-and-file bargaining5 team, and gave -- you know, talked about what Tenet had6 said, which was that they would move on the organizing7 rights if we had national bargaining, so, our8 bargaining -- but, there was a issue that came up with9 that.10 Q. Was there a condition that UHW required?11 A. There was a big issue, yes.12 Q. What were the conditions?13 A. The condition was that SEIU said, we had to14 reduce the size of our bargaining team. We have 1415 hospitals. We represent professionals. We represent16 technical workers. We represent service workers. So, if17 you imagine a hospital, there could be 600-700 people18 with all different bargaining units, and so our19 bargaining team -- we try very hard to get the best20 representation possible, so, the bargaining team was21 about 40 people. And SEIU said that they would not --22 they would not bargain with 40 people; that we had to23 reduce the size of our bargaining team, which we ended up24 doing. We reduced it to about 14.25 Q. But, the UHW -- the condition was required that

Page 747

1 UHW have seat at the bargaining table, at least?2 A. Well, that was our understanding when we said3 we would begin negotiations.4 Q. Right.5 A. Right.6 Q. Now, after combining the negotiations and7 after -- did SEIU agree that UHW would have a spot in the8 bargaining table?9 A. Yeah.10 Q. After that, was there a meeting in December of11 2006 in Washington, D.C.?12 A. Yeah. In mid-December, the agreement to13 combine the bargaining and to -- for SEIU to get the14 organizing rights, was early December.

15 So, there was a meeting, maybe, December 12, 13, 14,16 '06 where that was -- that was going to be an initial17 meeting to lay out sort of the framework around how the18 bargaining would proceed.19 So, it was, really, the principals that were there.20 I was there representing UHW;21 There was someone there representing SEIU;22 Someone there representing SEIU registered nurses in23 Tenet;24 And someone representing Florida.25 So, we went back for the meeting.

Page 748

1 Q. What happened at that meeting?2 A. We were not allowed to meet with the company.3 Q. Who would not allow you to meet with Tenet?4 A. SEIU had two staff people negotiating Tenet and5 dealing with Tenet, and they said that they would not6 bring us into the room. We were not allowed to meet with7 the company. We stayed in a conference room, in SEIU8 headquarters, while they met down the street at a hotel9 with the company, and they would not let us meet with the10 company.11 Q. So, the International froze UHW out of that12 meeting then?13 A. Completely.14 Q. Did the International's representatives come15 back to you after the meeting?16 A. Yeah. Either the end of the first day or the17 second day -- I can't remember which day it was -- we18 were there, I think, for two days -- the International19 came back and said that they had a framework for -- they20 had a framework for going forward, and the framework for21 going forward was a seven-year contract with no right to22 strike at the end of seven years;23 That the wages would be negotiated only for the24 first four years;25 And that there'd be a reopener on wages with no



33 (Pages 749 to 752)

Page 749

1 right to strike;2 And that the company -- that the first four years3 would be across-the-board wage increases;4 And then we would have the opportunity, in the fifth5 year, to negotiate wage scales.6 Q. You might have touched on this, but, was there7 a three-year renewing of the no-right-to-strike clause?8 A. It was a seven-year contract with no right to9 strike at the end of seven years.10 Q. What does that mean?11 A. Well, this is -- it's a little complicated, so,12 let me take just a moment to explain.13 The first contract was, basically, a template14 contract, which we did not have full bargaining rights,15 but, it was a -- it came with expansive organizing16 opportunities for the members.17 And the very, very -- the first contract, which was18 2003 to 2006 contract, at the end of that contract, we19 did not have the right to strike. There was what was20 called a Board of Inquiry arbitration process; and we21 agreed to -- we had agreed to that process. Our members22 had voted for that. We had all agreed to that process,23 but -- so, now, we were negotiating that the end of that24 first contract and for the following contract, we wanted25 full bargaining rights, which included the right to

Page 750

1 strike.2 Because, if you think, if you just sort of time it3 out from '03 to '06, which is a four-year contract, there4 was no right to strike in that first contract. If we5 agreed to the proposal that SEIU put forward, which was a6 seven-year contract with no right to strike, that took us7 to 11 years; and then the contract would have expired in8 2013, but, we would not have had the right to strike in9 2013. We would have negotiated a new contract in 201310 that would have been, say, three years.11 So, we would have gone -- the Tenet members would12 have gone -- 13 to 14 years, under three contracts,13 without the right to strike. In my mind, it's an entire14 generation of workers that wouldn't have had that15 opportunity.16 Q. How important is the right to strike for UHW's17 members?18 A. It's critical. It's not just for UHW members;19 for all workers. I mean, that's our -- that is our20 ultimate weapon. And the power dynamics -- I mean, the21 truth is, we try -- you know, most of our agreements, we22 can reach working with the employer; but, we -- unless we23 have that weapon, unless we have the abilities to24 mobilize members and build the leadership and get members25 to the point that they're willing to take that dramatic

Page 751

1 action, we have a really difficult time settling the2 contracts. Can I just add one thing?3 Q. Sure.4 A. The right to strike is a fundamental right for5 workers in this country, and it's not -- and, as I said,6 the first contracts provided a provision that didn't7 allow the right to strike.8 So, we could have arbitration, but, when we met in9 August, and our members had already agreed in August to10 give up the right to negotiate pension and retirement11 benefits, which our Kaiser members have, our Catholic12 Healthcare West members have, our members at much smaller13 systems have, our members voted to give that up.14 To go to have our members then go and give up their

15 ultimate power, their right to strike, was just something16 we were never going -- I mean, that was not going to be17 okay.18 Q. So, when the International's representatives19 came back to you after this meeting with Tenet where you20 were frozen out of, did they tell you what the21 International reaction was to this proposal made by22 Tenet?23 A. What the International's proposal was?24 Q. What the International's reaction was to these25 terms that were discussed at that meeting.

Page 752

1 A. Yeah. It was late. I am telling you what was2 proposed was the framework that they had worked out with3 Tenet for a proceeding.4 Q. Yeah, did the International agree to5 recommend --6 A. Yes, they --7 Q. -- that framework that you described?8 A. Oh, absolutely.9 Q. So, after -- what happened after the December10 meeting in the next stage of these negotiations?11 I'm taking you to between January and May in the12 negotiations.13 A. Between December -- between December and14 January, we -- it was the holidays, so, we worked some --15 worked, jointly, on beginning to develop some of the16 proposals for the national negotiations.17 But, then, negotiations started -- I don't remember18 the exact date -- some time in January -- I think towards19 the end of January -- and they went, basically, through20 the end of April; and, in my mind, that was a very21 painful time for our members, actually.22 Q. Why was that?23 A. Well, it was painful for a lot of reasons, but,24 there were really five things that took place in that25 time period:



34 (Pages 753 to 756)

Page 753

1 One is, we reduced the size of our bargaining team,2 which was a hard experience for our members, in the first3 place. You know, I just think that for members who sit4 in bargaining and deal, directly, with their employer --5 and we have bargaining teams of 25-30 people -- it's how6 we build leadership in the Union; it's how workers get to7 express their voice; it's how they go from being timid8 and afraid to being bold and willing and courageous --9 so, it was a hard thing because people want to10 participate; they want to be involved; but, we did reduce11 the size of the bargaining team.12 And then what happened though is, our bargaining13 team, our rank-and-file bargaining team, including14 myself, were -- never once, not a single solitary time,15 allowed to be in the negotiations.16 Q. And who made that decision?17 A. The International staff that did the18 bargaining.19 Q. So, what else happened?20 A. So, for that whole time -- so, the way21 negotiations -- we would go to D.C., we would go to San22 Francisco, we would be in L.A. No matter where we were,23 the bargaining team was never allowed to sit across the24 table or be in any meetings with the employer -- that was25 number one.

Page 754

1 The second thing that happened is that they -- the2 International staff -- consistently misrepresented the3 proposals. So, they would come back from their meeting4 and they would say, here is what we have. Tenet --5 here's what we have agreement on -- we have conceptual6 agreement on this. We got them to agree do this.7 They've agreed that this, whatever they represented to us8 that they agreed to, never turned out to be the case.9 Q. How do you know that?10 A. Because, then, these agreements would be put in11 writing for proposals and so we would see the proposals12 and it was never reflective and I don't -- and,13 Mr. Marshall, you can probably tell this is a little14 difficult for me, because I've actually worked side by15 side with people for many years, but -- and I don't mean16 to be overly disrespectful, but -- but, they were really17 incompetent, because there was no knowledge base at all18 about what was important; why something was important,19 what the issue is. There was a total inability to20 articulate to the employer what the concerns were of the21 members, because there was not a single solitary member22 in the room. There was not their representative in the23 room, so, they couldn't make anything happen, whatsoever,24 because they didn't understand the issues at all to the25 level -- and, in some particular issues, they, I believe

Page 755

1 didn't care, about those issues, but -- so, that was2 another piece that happened.3 So, no matter what got represented -- so, as a4 result, why I say this was a painful time for our5 members, because this was a painful time for our members,6 because they saw their International Union lying to them;7 that's why it was a painful time. They saw their Union8 trying to shove things down that were not true. That's9 what happened. That's the truth of what happened.10 Then, the final thing is -- well, not final thing --11 is they signed T.A.'s -- they signed tentative12 agreements -- in negotiations behind our back, never told13 us, at all. And they signed two of them: One around14 allowing subcontracting of our work. They --15 Q. Could you turn to Exhibit 8 in the UHW's16 binder?17 SECRETARY MARSHALL: What exhibit number?18 MR. CHATTERJEE: Exhibit 8.19 SECRETARY MARSHALL: 8.20 MR. CHATTERJEE: Q. Ms. Lewis, do you have Exhibit21 8?22 A. I do.23 Q. We've already had testimony about Exhibit 8,24 but, is Exhibit 8 one of those tentative agreements you25 were referring to?

Page 756

1 A. Yes.2 Q. What is Exhibit 8?3 A. Exhibit 8 is Article 22 of the contract4 subcontracting, and it's a tentative agreement that was

5 signed on February 8, 2007, by Tenet Healthcare and SEIU.6 Q. Were you told about this tentative agreement7 before SEIU signed it?8 A. No.9 Q. And what does the tentative agreement provide?10 A. The tentative agreement allows the company to11 subcontract 12 percent of the bargaining unit between12 January of '07 and December 31, 2014.

13 Q. So, this was done without your knowledge and14 without your -- SEIU entered into this tentative15 agreement without your knowledge or your participation;16 is that right?17 A. Correct.18 Q. When did you find out about this?19 A. I don't recall the exact date. I want to20 say --

21 Q. Roughly?

22 A. -- probably the end of February or in March.23 It was either toward the end of February or in April, to24 tell the truth.25 Q. Sometime after this?



35 (Pages 757 to 760)

Page 757

1 A. Yeah, it was after.2 Q. How did you react?3 A. We told them that, how could they possibly have4 done this? Subcontracting was one of our key issues we5 had. You can see the top sentence says here that the ban6 on subcontracting shall continue to apply in the north.7 We had subcontracting for our members in the north and we8 wanted to win it for the south because we believed that9 the members in the south should have that as well.10 Q. What do you mean you had it in the north?11 A. We already had a ban on subcontracting with12 Tenet for subcontracting in Northern California13 hospitals -- for three hospitals in the north -- and we14 wanted me to win this in the south.15 Q. You wanted to win a ban on subcontracting in16 the south?17 A. Yeah, exactly. We wanted to win a ban for the18 rest of our members; so, instead of winning the ban for19 the rest of our members, they -- this language is worse20 than our first contract.21 Q. Was there any tentative agreements regarding22 strike clauses?23 Do you recall?24 A. There were two tentative agreements that were25 signed without our knowledge. The second one was on

Page 758

1 income and retirement security. There was a -- we have2 in our -- do you want me to explain?3 Q. Before you proceed, do you know whether a ban4 on subcontracting is standard in the industry?

5 A. For our Union contracts?6 Q. Yes.7 A. Yes, it is.8 Q. It is standard?9 A. Yes, it's one of the things we have in almost10 every single contract.11 Q. What was the other tentative agreement you were12 discussing?

13 A. They signed a tentative agreement on an article14 on income and employment security; so, we had -- we15 already had, in our existing contract that was going to16 expire in '06, we had language in that contract, that we17 have in our other contracts, that provides that the18 employer in our industry -- patient census goes up and19 down. Our members experience, sometimes, daily20 call-offs. It's really a difficult job because, while

21 some of our paychecks are the same every week for our

22 members, they can get called off. So, one of the things23 we really strive for is what's called employment24 security. What that language provides for is that,25 before someone is called off, or, before there's a

Page 759

1 layoff, the employer will make every effort to try to get2 other -- either create other positions or cross-train or3 provide other employment for our members; and it is a4 standard that we have in all of our contracts and that we5 work with.6 Well, what Tenet did -- we had that in the Tenet7 contract. We already had it. We had an arbitration on8 this issue, because we believed Tenet was writing the9 contract, so, we had a class action arbitration. Tenet10 signed an agreements that said, if the Union wins the11 class action grievance and, therefore, the arbitrator12 upholds the language in our contract, how it should be13 interpreted, that the Union will renegotiate the language14 with Tenet in Tenet's favor.15 Q. So, was the International Union giving away16 sections of UHW contracts without telling you?17 A. In that case, they did.18 Q. In the Tenet contract?19 A. In the Tenet contract; in those two.20 Q. I want to take you to May of 2007.21 What was the status of the negotiations at that22 point in time?23 A. Well, the other piece that was happening is,24 there wasn't progress being made in the national25 negotiations, for the reasons that I outlined; that there

Page 760

1 was no progress being made and we had increasing work2 site actions at our facilities. We couldn't picket. You3 know, we didn't picket, but, we had different actions --4 delegations, petitions, at the facility -- and so5 activity was escalating there.6 Ultimately, at the end of April, Tenet said that7 they wanted to come back to California to try settle the8 contract.9 Q. Did the International fail at settling the10 contract with Tenet?11 A. We did not -- yes -- I mean, yeah, there was no12 contract that was settled, no progress made between13 January and the end of April.14 Q. So, after the International failed, did Tenet15 come back to UHW to do negotiations?16 A. Yes.17 Q. And, roughly, what time period was that?18 A. Early May, we had our first -- I think -- a two19 or three-day bargaining session in early May.20 Q. So, from that point on, you and your team were21 able to negotiate, directly, with Tenet?22 A. Yeah, from that point on, we reconstituted the23 entire bargaining team; not just the smaller national --24 we reconstituted the entire bargaining team and we25 bargained, directly, with Tenet, in the same room, across



36 (Pages 761 to 764)

Page 761

1 the table, from May; and, we, ultimately, settled the2 contract -- I think it was around October 13th -- and it3 was ratified October 26th of '07.4 Q. And did you get a ban on subcontracting?5 A. We did.6 Q. And how about employment and income security?7 What did you achieve?8 A. We kept the same language we have in the first9 contract, which is our language -- our standard language.10 Q. Did you get the standards that UHW wanted from11 the outset in 2006?12 A. We got every single standard that we wanted,13 with the exception of our agreement, previously, to not14 negotiate pension or improvements in retiree health.15 Every single other standard we won in this contract.16 Q. How about the right to strike?

17 A. Got the right to strike.18 Q. What's the Unity Council?19 A. The Unity Council was created at -- not last20 convention -- the convention prior -- so, I think that21 might be 2002 -- 2004 -- I can't remember. It was22 created at one of the International conventions -- not23 the last one -- the previous one -- and what the Unity24 Council was -- is -- it was an attempt to coordinate25 bargaining among Locals that represented -- that were in

Page 762

1 the same employer and sop it was -- it was a Council that2 had all of the Locals who were negotiating with the same3 employer, who had come together as the Unity Council.4 And the concept was that the Unity Council would create5 the bargaining.6 I actually led the Unity Council for two years with7 Tenet, with our Tenet members, where we created our goals8 with the rank and file members of what we wanted to9 accomplish, nationally, with Tenet.10 Q. What's the role of rank-and-file members in the11 Unity Council?12 A. The Unity Council is made up of rank-and-file13 member who -- like, when we did the Tenet Unity Council,14 as an example, we had California and Florida members come15 together, and those members would work on determining16 what their bargaining priorities are; and it would also17 be an opportunity to unite our members, nationally,18 around strategies in the company.19 So, for example, one of the reasons, I believe, that20 our members in California understood how important21 organizing rights were is because they met, two years in22 a row, with Florida members and were able to talk to23 Florida members about what they were facing. So, it was24 a way for rank-and-file members to come together in25 different Locals with the same employer and discuss the

Page 763

1 goals; and then there was a of leadership structure of2 elected leaders who would represent those goals to the3 employer.4 Q. So, the Unity Council is one way that5 rank-and-file members can participate in the bargaining6 process with their employers?7 A. Yeah.8 Q. Is that fair?9 A. Yeah, well, it's a way to establish the goals10 and participate in the bargaining process through the11 negotiations.12 Q. Was the Unity Council involved in the Tenet13 negotiations?14 A. Well, we did two years of meetings with15 rank-and-file members about the goals, and then our16 members -- I'm not sure how to answer that. Our members

17 were present and we did a few meetings where we had the18 Florida bargaining team members present, but, none of19 the -- when we united -- when we had Florida members20 present and California members present, we never went to21 bargaining with Tenet. Our members never went to22 bargaining with Tenet on the -- a national level -- and23 neither did the Florida members -- never.24 Q. After the Tenet episode was over, what did the25 International decide to do with the Unity Council?

Page 764

1 A. They abolished the Unity Council. The Unity2 Council construct no longer exists; and they created a3 different structure that came out of the last convention.4 Q. Who led the proposal to abolish the Unity5 Council?6 A. The International Union. It was a resolution.7 Q. Under the direction of Andy Stern?8 A. I believe so.9 Q. And, in the place of this Unity Council that10 will allow rank-and-file participation, what was put in11 instead?12 A. What was put instead is, actually, a very -- is13 what's called a National -- a National Bargaining14 Council. The National Bargaining Council is appointed --15 the chair of the National Bargaining Council is appointed16 by the International Union President, and who serves on17 the National Bargaining Council, which locals serve on18 the Bargaining Council, is determined by the19 International President.20 And then is a very complicated system where,21 depending on which employer you're negotiating with,22 whether they -- people -- whether there'll be a Local on23 a Council that doesn't represent any members whatsoever24 that serve on the Council;25 Or, if you have members, depending on how many you



37 (Pages 765 to 768)

Page 765

1 have, you may or may not be able to serve on the Council.2 It's -- but, it's all an appointed structure by the3 international President.4 Q. Ms. Lewis, I asked you before if you chose to5 reject Mr. Amado David's request that you resign from UHW

6 and stay with UHW.7 Are you proud of your decision to stay with UHW?8 A. Yes, I'm very proud.9 MR. CHATTERJEE: Nothing further at this time.10 SECRETARY MARSHALL: All right. We got 12:25. Do11 y'all want to break for lunch now?12 MR. ROTHNER: I think that would be a good idea.13 SECRETARY MARSHALL: All right, let's do that.

14 We'll come back at 1:25.

15 (Recess taken)16 SECRETARY MARSHALL: Take your seats, please. Take17 your seats, please. We'll get underway with this18 session.19 All right, Mr. Harris, are you ready?20 MR. HARRIS: Yes. One second, your Honor.21 MR. CHATTERJEE: Secretary Marshall, we're ready to22 proceed.

23 SECRETARY MARSHALL: All right. Mr. Dayan?24 MR. DAYAN: Yes, I'll proceed.25 /

Page 766

1 CROSS-EXAMINTION2 BY MR. DAYAN:3 Q. Good afternoon.4 A. Good afternoon.

5 Q. You testified, earlier, I believe, that you6 attended the May 2007 UHW Executive Board meeting?7 A. Yes.8 Q. In advance of that meeting, did you participate9 in any discussions about the proposal to create the10 United Healthcare Workers Patients and Education Fund?11 A. No, I don't recall any discussions to that12 effect.

13 Q. Did you see any business plan or budget for the14 organization in advance of that meeting?15 A. No, I did not.16 Q. Did you see one at the meeting as a document17 handed out at the meeting to describe either the budget18 or the business plan?19 A. No, I don't recall seeing that.20 Q. Did you see any memorandum or document of any

21 kind in advance of the meeting about the Patients

22 Education Fund?23 A. Prior to the meeting?24 Q. Let's start with prior to the meeting.25 A. I don't recall seeing any prior in advance of

Page 767

1 the meeting.2 Q. And how about the meeting itself?3 Any document?4 A. I believe there was a resolution, but, I'm not5 sure if it was at that meeting or a subsequent meeting.6 Q. I mean, the resolution might have been adopted7 at a meeting after the one where the proposal was first8 discussed?9 A. I know there was a resolution. I don't10 recall -- that's the only other document I saw about it.11 Q. And the resolution just reflected what's in the12 minutes of the May 2007 to 2008 Board meeting?13 A. I'd have to look at the resolution. I can't14 recall it off the top of my head.

15 Q. So, you recall there was a separate resolution16 document?17 A. I think there's a resolution somewhere that was18 around.19 Q. Did you take notes at the May 18-19, 2007 Board20 meeting?21 A. May 18th and 19th meeting?22 Q. If I said anything other than May 18-19,23 before, I left an unclear record. It's a matter of the24 record there was a meeting on May 18-19, 2007 and that's25 the meeting I've been referring to throughout, even if I

Page 768

1 stated the date wrong.2 Are you with me?3 A. Yes.4 Q. And your answers would change?5 A. Right.6 Q. We don't having to go back and change?7 A. Right. We don't have to go back.8 Q. Okay, so, at the May 18-19 Board meeting, did9 you take any notes?10 A. Yes.11 Q. You did?12 A. Uh-hum -- yes.13 Q. Do you still have those notes?14 A. No.15 Q. When did you discard them?16 A. The notes I take are a to-do list based on17 whatever we're talking about, if I have to follow up, and18 then I -- it just gets done. It's just -- that's all it19 is.20 Q. So, when did you discard them?21 Shortly after of the meeting when your to-do list22 was checked off?23 A. When it was checked off.24 Q. So, that would be just -- give me a ballpark.25 Within a couple of months of the meeting?



38 (Pages 769 to 772)

Page 769

1 A. Probably much sooner than a couple months.2 Q. Okay.3 Did you hold on to any other materials passed out at4 the meeting, like, the agenda, for example?5 A. No.6 Q. Do you recall the Patients Education Fund being7 discussed at any other meeting than the May 2007 one?8 A. I don't have any specific recollection of it9 being discussed anywhere else.10 Q. Do you remember, at any other meeting, at any11 other Board meeting, or, at any other time?12 A. There was a discussion when we -- when we13 dissolved it.14 Q. Okay.15 A. But, I don't really remember any other16 discussion other than when we established it and when we

17 dissolved it.18 Q. You dissolved it, roughly, April 2008?19 A. I don't remember. Whatever the exact date is,20 that has been documented. I don't have -- I don't even21 know what the date is.22 Q. Fair enough.23 In advance of the meeting, did you attend the senior24 staff meeting that sort of precedes the Board meeting?25 A. I do not know if I attended that meeting.

Page 770

1 Q. Do you know if you attended the Administrative2 Vice Presidents' meeting that precedes the Board meeting?3 A. No, I do not know if I attended.4 Q. Were you consulted about a $1 million transfer5 that was made from the UHW to the Patients Education Fund6 in May of 2007?7 A. No, I was not.8 Q. Were you informed of the decision to do that in

9 May -- late May -- 2007?10 A. We voted to transfer up to a certain amount of11 money, but, I don't -- that's what we voted on.12 Q, and after you voted on that authorization, did13 you receive any information update that said, pursuant to14 that resolution, the first million dollars of the $615 million has been transferred?16 A. I don't recall either way.

17 Q. And would the same be true of a $2 million

18 transfer that occurred in February, 2008?19 A. Yes, the same would be true.20 Q. So, is it your testimony that, other than the21 discussion at the Executive Board meeting in May of 2007,22 you don't recall any other discussions about the23 Education Fund until around the time it was dissolved; is24 that correct?25 A. Yes, to the best of my knowledge.

Page 771

1 Q. And you don't recall seeing any other documents2 except for the resolution at the meeting?3 A. Correct.4 Q. Ms. Lewis, do you believe that Sal Rosselli's5 ideas about the proper balance between growth and

6 standards are good ideas, but -- he has the right vision7 for the balance between growth and standards?8 A. Yes, I do.9 Q. And do you believe that, had that vision been10 adopted by the International, itself, that the11 International Union would be in a better place right now?12 A. I don't know what you mean by better place.13 Q. Would be a better union, would be a better

14 International Union?

15 That it would have been better if the International16 Union -- the International Union -- adopted the balance17 between growth and standards that's been advanced by Sal18 Rosselli.19 MR. CHATTERJEE: Objection. It's a vague and20 ambiguous question.21 SECRETARY MARSHALL: All right. Answer if you can.22 Otherwise --

23 MR. DAYAN: Do you understand the question?.24 SECRETARY MARSHALL: Yeah, explain it.25 MR. DAYAN: Do you understand the question? I'll

Page 772

1 make it really simple.2 Q. Do you believe the International would be3 better if it followed the model of the Sal Rosselli4 vision for the balance of growth and standards?5 A. Well, the International is a big organization6 with multiple components, so, that's just one piece of7 the component.8 I believe that the vision that Sal Rosselli has, and9 that UHW members share, I believe in that vision, and I10 think that's an appropriate way to go.11 I don't know -- I'm not sure how to answer your12 question for the whole entire International Union.13 Q. Okay, fair enough.14 And you're aware that, at a certain point, that15 President Rosselli began to criticize the International16 Union's priorities; isn't that correct?17 A. Yes.18 Q. And it's your belief that, in making that19 decision to criticize the International Union's20 priorities, Sal Rosselli was trying to help the21 International Union; isn't that right?22 A. I think that -- when are you talking about? I23 don't understand the time.24 MR. CHATTERJEE: You're asking the witness what Sal25 Rosselli intended? Because, if you are, your question



39 (Pages 773 to 776)

Page 773

1 lacks foundation and calls for speculation.2 MR. DAYAN: No, no.3 Q. I'm just asking that, by criticizing the4 International Union's priorities and the practices of5 some of its leaders, you don't believe that Sal Rosselli6 is doing that in bad faith; do you?7 A. Well, I don't necessarily agree that we're8 criticizing.9 Q. Don't believe that there have been criticisms10 coming from -- I won't make it personal about President11 Rosselli.12 You don't believe that criticisms coming from UHW13 about the policies and practices of the International14 Union have been made?15 A. I believe there's legitimate differences in16 direction on strategy and opinion; that's what I believe.

17 And I believe that we tried for two years straight,18 years that I, personally, was involved in, to try to19 address those issues;20 And that the differences have real-life consequences21 in people's lives;22 And that there should be a way to have a discussion23 about those issues;24 And, if you get locked out from discussing those25 issues within your own union, you are left with no choice

Page 774

1 but to have a way to talk about those issues in the2 broader community.3 Q. And you believe that it's good for the Union,4 as a Local, to have that lively discussion; isn't that5 correct?6 A. I think that there's -- that I, actually, think7 that having discussion and having debate builds stronger8 organizations, and that nobody has a lock on the right9 direction, and that debate is a positive thing.10 Q. Okay.11 Now, I just want to speak for a moment about the12 Tenet situation that you described in late 2006 through13 2007.14 Ultimately, UHW was able to achieve all of UHW's15 goals in the Tenet negotiations by around October 2007, I16 believe you testified, with one exception of retirement17 benefits; is that correct?18 A. Retiree health benefits and pension.19 Q. Now, could I direct your attention to UHW

20 Exhibit 8?21 A. 8.22 Q. 8?23 A. You testified that this was a tentative24 agreement that the International Union had signed in25 approximately like February 2007; is that correct?

Page 775

1 A. Yes.2 Q. Now, in exchange for tentatively agreeing to3 this proposal that's Exhibit 8, the International was --4 obtained organizing rights -- or would have obtained5 organizing rights -- if the tentative agreement became

6 final at 23 hospitals that weren't organized throughout7 the country, including in Tennessee and Texas; isn't that8 correct?9 A. No, that's not correct.10 Q. Well, isn't it correct that this was offered --11 that Exhibit 8 was offered -- as part of an effort by the12 International Union to obtain organizing rights at,13 approximately, 23 hospitals?

14 A. Are you asking me if Article 22,

15 subcontracting -- if the union agreed to it?16 If the International would obtain organizing rights17 for 23 hospitals?18 Is that your question?19 Q. Well, let me ask it -- I don't think that was,20 exactly, my last my question.21 My exact question was, this was the goal of the22 International Union in agreeing to what you have attached

23 as Exhibit 8 to obtain subcontracting -- well,24 subcontracting is what the subject article is, so, let me25 try the question again.

Page 776

1 Was it the goal of the International Union, in2 tentatively agreeing to the subcontracting proposal, in3 Exhibit 8, to obtain organizing rights at 23 non-union4 Tenet hospitals?5 MR. CHATTERJEE: Your Honor, I'm going to object the6 question. Asks the witness what the International Union7 bargainer intended in their mind this lacks foundation,8 calls for speculation.9 If you want to ask the witness --10 SECRETARY MARSHALL: Yeah.11 MR. CHATTERJEE: -- whether the goal would have been12 realized --13 MR. DAYAN: Q. And the goal -- was it your14 understanding that the goal of the International Union15 was to obtain organizing rights at 23 non-union Tenet16 hospitals in different parts of the country?17 A. Separate from this issue about this article?18 Q. Yes. Was that the goal of the International19 Union in the negotiations that included, obviously, some

20 discussions about this article?21 A. This was the goal of UHW, the International,22 and the Florida Local.23 Q. I think you testified that, at a certain point,24 the International kind of left the table and then UHW was25 back to the table; is that correct?



40 (Pages 777 to 780)

Page 777

1 A. The International was not successful in being2 able to negotiate an agreement with Tenet between January3 and the end of April, and Tenet came to California to4 negotiate the contract.5 Q. Right.6 And then you reached an agreement in, approximately,7 October of 2007; is that correct?8 A. Correct.9 Q. And that agreement did not include organizing10 rights at 23 hospitals; isn't that correct?11 A. The California contract?12 Q. That's right.13 A. The California contract did not include14 organizing rights at 23 hospitals. The California

15 contract included organizing rights for hospitals in16 California, and the national Union was negotiating the17 national organizing rights.18 Q. So, that joint goal of 23 hospitals wasn't19 achieved; isn't that correct?20 A. Ultimately, the International Union negotiated21 organizing rights, and so I don't know exactly how many22 hospitals. I think it was less than 23, what they agreed23 to.24 Q. As an SEIU organizer, have you been involved in25 situations where the California Nurses Association has

Page 778

1 tried to undermine SEIU's organizing agreements?2 A. Yes, I have.3 Q. And one such situation was, in 2003, SEIU had4 obtained an agreement to organize all Tenet hospitals in5 California and two in Florida and CNA tried to undermine6 that; isn't that correct?7 A. Yes, that is correct.8 Q. And Rose Anne DeMoro was the President of the9 California Nurses Association --excuse me -- was the10 Executive Director of the California Nurses Association;11 is that correct?12 A. Yes.13 Q. And isn't she also the Executive Director of14 the California Nurses Foundation?15 A. I have no idea.16 Q. We'll just introduce an exhibit, for the17 record.18 What's the next International President's number?19 This will be 120, International President's 120.20 This is the Form 990 filed for the California Nurses21 Foundation.

22 (Int'l Pres Exhibit No. 120 marked23 for identification)24 MR. CHATTERJEE: Your Honor, there's no foundation25 for this. This witness, obviously, has no foundation

Page 779

1 about this document they want to put --2 MR. DAYAN: It's a publicly-filed document and I3 won't ask the witness about it. I'll just put it in the4 record. It's a matter of public record. It's a5 publicly-filed document and it reflects that Rose Anne6 DeMoro is the Executive Director of the California Nurses7 Foundation.8 I've got no further questions of this witness.9 SECRETARY MARSHALL: All right. You want to discuss10 this or --11 MR. DAYAN: I believe I said I had no further12 questions.13 MR. CHATTERJEE: Your Honor, I have a few questions14 on redirect for the witness.15 SECRETARY MARSHALL: You have questions?16 Oh, good. I didn't realize it. I thought you were17 still looking for something else to ask her.18 MR. DAYAN: It wouldn't be out of the character,19 but, no.20 SECRETARY MARSHALL: Go ahead.2122 REDIRECT EXAMINATION23 BY MR. CHATTERJEE:24 Q. Ms. Lewis, I want to take you back to the May25 2007 Board meeting.

Page 780

1 You mentioned that a written resolution -- that you2 think you might have seen at that meeting.

3 Were there other issues discussed at that May 20074 Board meeting other than the Patients Education Fund?5 A. Yes. I didn't -- I don't know if it was a6 resolution at that meeting.7 Q. Okay.8 A. I don't know; but, yes, there are other -- were9 other -- issues discussed.10 Q. You were asked questions about the California

11 Tenet contract.12 Does the California Tenet contract cover hospitals13 in California?14 A. Yes, it does.15 Q. Does it cover contracts only in California?16 A. Yes, only in California.17 Q. Ms. Lewis, as part of the Tenet negotiations --18 well, take you back to February 2007 when -- and focus on

19 Exhibit 8.

20 First of all, who is Jim Philliou?21 A. Pardon?22 Q. I'm sorry. Jim Philliou?23 A. Jim Philliou was the chief spokesperson in the24 Tenet negotiations and is an International staff --25 senior staff.



41 (Pages 781 to 784)

Page 781

1 Q. In February of 2007, when Exhibit 8 was reached2 between the International and Tenet, as a tentative3 agreement, had Mr. Philliou represented to you that the4 International had attained organizing rights for 235 hospitals, nationally?6 A. Yes.7 SECRETARY MARSHALL: I missed the name. What's the8 name of the person you're.9 MR. CHATTERJEE: I believe it's Jim Philliou. I'm10 not sure if my spelling is correct. P-H-I-L-L-O-I-O-U.11 SECRETARY MARSHALL: All right. Got it. Excuse me.12 MR. CHATTERJEE: I want to take you to June 2007.13 Q. Have you ever heard the word "roll up to the14 table" in the context of organizing?15 A. Yeah.16 Q. What does that mean?

17 A. June 2007 --18 Q. What is roll up the table?19 A. Roll up the table means that we were extremely20 close to reaching an agreement and the parties walked21 away from the agreement.22 Q. Okay.23 In June 2007, in the course of bargaining with24 Tenet, did workers in California roll up the table to25 protect the fight for organizing rights in hospitals

Page 782

1 outside of California?2 A. Yes, we did.3 Q. Can you explain what that means?4 A. Yeah.5 We had been in negotiations with our entire6 bargaining team for probably about four days -- around7 the clock negotiations in Santa Ana -- we had not left8 the hotel in four days.9 It was, I think, a Saturday morning -- probably some10 people in here will remember -- and we had actually11 reached a tentative agreement with the company.12 The tentative agreement that we reached with the13 company included all of our standards except the pension14 and retiree health. It included -- all the wages were15 done -- it included maintenance of benefits -- excellent16 benefit package -- and the company came to the bargaining17 table -- we were done -- the company came to the18 bargaining table and said, there's one more thing you19 have to sign before we wrap everything up.20 So, we said -- we knew what they were asking. We21 said, what's that?22 They said, you have to sign the Labor Peace Accord.23 The Labor Peace Accord was part of a national agreement,24 but, there was a California Labor Peace Accord. What the25 Labor Peace Accord meant was that our members could not,

Page 783

1 under any circumstances, protest against the company,2 speak out against the company, put any materials out3 disparaging the company; could not do any legislative4 work that would be contra to the interests of the5 company. And what it meant is that the power of our6 members in California, which we had always committed to7 using to help when organizing rights, nationally, would8 be hindered -- because, in June of '07, we were -- we9 were the power in Tenet. We were the largest group of10 workers -- organized workers -- in the entire country --11 and so it meant that our members could not advocate,12 fight, do actions, do anything to support national13 organizing rights that would be disparaging to Tenet.14 And this is -- this, Mr. Marshall, is when I said,15 earlier, about how painful it is, because we spent -- and16 I worked for our International Union for 18 years -- we17 spent five months, and I, as the leader of that18 committee, was on the front line every moment of it,19 but -- we spent five months trying to juggle the real20 outrageous behavior on how the International had lied to21 us, and told us one thing, and it turned out to be22 something else. And our members -- not just our23 bargaining team, but, our members -- and Tenet knew what24 was happening, and they were furious at the International25 Union. And we had to stand up -- and we did stand up --

Page 784

1 and we proudly stood up -- and our members -- we asked2 our members to vote not to accept the contract, to walk3 away from the bargaining table, and that we would not4 sign the Labor Peace Accord; and we did not sign the5 Labor Peace Accord and we walked away from the table.6 And that was in early June and we ended up not settling7 until October 13th of that year. And when we settled our8 contract, we got less in wages and we got less in9 benefits.10 Q. So, let me understand this.11 UHW's members workers in California used their power12 and sacrificed some of their benefits to help win13 organizing rights for workers outside of California?14 A. Yes, that's what our members did.15 Q. Nothing further.16 SECRETARY MARSHALL: All right.17 MR. DAYAN: Okay, we have nothing further.18 SECRETARY MARSHALL: Okay. Thank you, very much.19 SECRETARY MARSHALL: All right, Mr. Harris?

20 MR. HARRIS: Mr. Secretary, we'll call --21 MR. CHATTERJEE: Yeah. UHW calls Jonathan Siegel.22 /23 /24 /25 /



42 (Pages 785 to 788)

Page 785

1 JONATHAN H. SIEGEL,2 called as a witness on behalf of3 UHW-W, having been placed under oath,4 testified as follows:56 DIRECT EXAMINATION7 BY MR. CHATTERJEE:8 Q. Good afternoon, Mr. Siegel.9 A. Mr. Chatterjee.10 Q. How are your today?11 A. Fine.12 Q. Now, for the record, would you state your name?13 A. Jonathan H. Siegel.14 Q. Mr. Siegel, could you give me your educational15 background, briefly?16 A. Sure.17 I graduated from Wesleyan University, in Middletown,18 Connecticut in 1973. I graduated from Golden Gate19 University School of Law in 1977.20 Q. And what do you do?21 A. I'm a labor lawyer.22 Q. Do you have your own firm?23 A. I do.24 Q. What's the current name of your firm?25 A. Siegel & LeWitter.

Page 786

1 Q. And for how many years have you had your2 firm -- it might be by various names, but, how long have3 you had your own practice?4 A. Well, I've had the current practice, or the5 earlier versions of it, since about 1982.6 Q. You describe yourself as a labor lawyer.7 Do you have a specialty?8 A. Yes. Our firm is exclusively devoted to9 representing working people. We represent labor unions10 and we represent working people in employment litigation,11 either individual or class action.12 Q. At some point, in 2008, did your firm enter13 into an attorney-client relationship with UHW?14 A. Yes.15 Q. Would you turn to Exhibit 180, please, of16 UHW's --17 A. Which book?18 Q. UHW's 180.19 MR. HARRIS: Volume II.20 SECRETARY MARSHALL: 180?21 MR. HARRIS: 180.

22 SECRETARY MARSHALL: 180.23 MR. HARRIS: Volume II.24 SECRETARY MARSHALL: Got it.25 THE WITNESS: Okay.

Page 787

1 MR. CHATTERJEE: Q. Mr. Siegel, you see Exhibit2 180?3 A. I do.4 Q. What is it?5 A. It's the retainer agreement between United6 Healthcare Workers-West and my law firm.7 Q. Does the retainer agreement in the 180 govern8 the business relationship between your law firm as a9 lawyer and United Healthcare Workers-West?10 A. Yes, it does.11 Q. Does your firm have any other business12 arrangements with UHW?13 A. No, no.14 Q. I want to discuss the nature of the15 relationship, what kinds of legal services are covered by16 this agreement, and I want to turn your attention to

17 paragraph A-1.18 A. Right. I was going to say it's set forth in19 the agreement.20 Basically, we were retained by UHW to render advice21 and possible litigation services and counseling22 concerning internal Union governments matters, issues23 relating to the relationship between the Union and its24 International parent or other subordinate bodies of the25 SEIU and any other matters without limit to be agreed

Page 788

1 upon...that the Union requested we render services on,2 and we agreed to render services on; so, anything that3 relates to the union's business.4 Q. Is Siegel & LeWitter required to take on any

5 particular engagement under this agreement?6 A. No, we're not.7 Q. I just want to be clear.8 Who's the client under this retainer agreement?9 A. UHW-West.10 Q. Turning to page 2 of Exhibit 180 --11 A. Okay.12 Q. -- in Section B it says, initial retainer and

13 monthly billing.14 Your retainer agreement calls for a retainer; is15 that right?16 A. That's correct.17 Q. And it says that the money shall be held -- I'm18 quoting this -- quote -- second sentence in paragraph B-119 quote this money shall be held in trust by seeing.20 Paragraph B-1 states:

21 "This money shall be held in trust by Siegel &

22 LeWitter until earned."23 You see that?24 A. I do.25 Q. And the money there, does that refer to any



43 (Pages 789 to 792)

Page 789

1 retainers paid to -- paid by UHW?2 A. It refers to any funds paid to us by UHW that3 we haven't earned. It's money -- that's UHW's money that4 we are holding in trust for them.5 Q. So, when UHW pays money to the client trust6 account, who owns that money?7 A. UHW owns the money.

8 Q. Who controls that money?9 A. UHW.10 Q. Could UHW demand that money back at will?11 A. Absolutely. The agreement says that it's their12 money. It's held in our trust account which, you know, I13 think we all know as lawyers, that's something you learn14 about in law school. It's a fundamental thing. It's15 their money. It's held in trust for them, with the

16 operative word being trust.

17 Q. Now, how does that money get earned and applied18 to any other accounts with that process?19 In order for the money in the client trust account20 to go to some other account, what has to happen?21 A. We have to earn it; and what that means is --22 do you want me to explain?23 Q. Yeah -- well, what does it mean to earn money?24 A. Well, we have various matters that we advise

25 and represent UHW on; and, like lawyers, we keep

Page 790

1 contemporaneous time records. We keep a normal monthly2 billing system. We have to do the work. We have to3 record the time. If there are any expenses, we have to4 record it. We have to produce a bill for our month's5 services, and we have to send it to the UHW.6 Q. And, then, after you send the bill to UHW, what7 happens?8 A. Then we're entitled to apply the amount in the9 trust account that we have earned to our business10 account.11 Q. And, is it fair that, only then, can money from12 the client trust account move to the firm's account?13 A. That's absolutely correct.14 Q. Has the money that UHW deposited into Siegel &15 LeWitter client trust account, in 2008, been applied only16 under the means you've described?17 A. Yes, definitely.18 Q. Does Siegel & LeWitter send out bills monthly?19 A. Yes, we do.20 Q. Can you turn to Exhibit 25 in International21 Exhibits -- SEIU 25?

22 A. Okay.23 MR. ROTHNER: I'm sorry? Which exhibit is it?24 THE WITNESS: 25.25 MR. CHATTERJEE: SEIU 25.

Page 791

1 THE WITNESS: Okay, I'm there.2 MR. CHATTERJEE: Okay.3 Q. Do you see Exhibit 25 in the International4 exhibits?5 A. I do.6 Q. Okay, now, it's got Siegel & LeWitter on the7 top, in the corner. Do you see that?8 A. I do.9 Q. Is that the address of your firm?10 A. Yes.11 Q. What's Exhibit 25?12 A. Exhibit 25 is a redacted version of the first13 page of a monthly bill from my firm. It's a redacted14 version of the April 1, 2008 bill. It doesn't go out15 alone. It goes out with some other material; but, this16 is the first page -- what we call the summary page.17 Q. So, Exhibit 25 is something that your office18 sends so UHW; correct?19 A. That's correct.20 Q. Look at the bottom left-hand corner. It says,21 4/2/00 trust summary. You see that?22 A. Right-hand corner?23 Q. Bottom right-hand corner.24 A. Yeah.25 Q. Does that identify the amount in the client

Page 792

1 trust account that had been placed by UHW?2 A. Right. That indicates that, at the start of3 the month, there was $500,000 -- I don't know if the4 start of the month, but -- at the start of the billing --5 because, actually, I recall, this is -- we received this6 money in the middle of March, but, that indicates that7 the initial balance was $500,000, yes.8 Q. And is it identified -- the amount that's been9 applied to fees and costs?10 A. Right, it indicates that we've applied $10,91111 and change to fees and costs.12 Q. And does it identify the remaining amount in13 the client trust account?14 A. It does. It shows that that leaves, you know,15 $489,000 and change in the client trust account.16 Q. And your office sends a cover bill like this17 every month to UHW?18 A. Right; but, also specific bills attached to it19 for each of the files you see indicated on the cover20 bill.21 Q. Right.22 Every month you identify to UHW the amount that is23 in the balance of the client trust account; right?24 A. Correct.25 Q. So, anyone at UHW's offices who looks through



44 (Pages 793 to 796)

Page 793

1 the bills would be able to identify how much money UHW2 has that's left in the client trust account; right?3 A. That's correct.4 Q. Mr. Siegel, the retainer agreement calls for an5 initial retainer of $25,000; is that right?6 A. That's right.7 Q. Do you recall a UHW payment for the -- around

8 March 12, 2008?9 A. That sounds right.10 Q. Now, around March 31, 2008, UHW also put in11 $475,000 into the trust account; is that right?12 A. That's correct.13 Q. Was the transfer of $475,000 into Siegel &14 LeWitter trust account prohibited by the retainer15 agreement?

16 A. I don't believe so.

17 Q. Now, does the client trust agreement require18 the payment of $475,000 into the client trust account?19 A. Well, the document is in there for all to see,20 but, I read it as requiring minimum balance of $25,000;21 but, it doesn't set a maximum balance.22 Q. It doesn't require the $475,000 and it doesn't23 prohibit the $475,000?24 A. That would be my understanding of the

25 arrangement.

Page 794

1 Q. Under this retainer agreement, what kind of2 work could the money in the client trust account be used3 for?4 A. Well, I should probably open it up, but, it --5 Q. Please do.6 A. The work that is assigned to us by UHW that7 could be lawfully paid by UHW is -- my paraphrasing --8 I'll look at it.9 I'm sorry. What number was it?10 Q. It's UHW Exhibit 180. I believe it's in our11 supplemental --12 A. Oh, so, it is in this one?13 Q. -- exhibits. I believe it's No. 2 --14 A. Yeah, there it is. Okay. I'm sorry.15 What section -- were you referring me to a section?16 Q. I was asking you what kind of services could17 the client trust account be used for.18 A. Well, the services in the client trust account,19 as we indicated earlier, could be used for advice and20 counseling and litigation that is appropriate and lawful,21 in my estimation, for the UHW to retain me for.

22 Q. Are you familiar with a case called Collins23 vs. Sal Rosselli pending in the United States District24 Court Case No. CV 08-3330?25 A. I'm very familiar with that. That's an action

Page 795

1 in the Central District of California Los Angeles that2 was brought by these counsel against -- against various3 members of the Executive Board of the UHW. They sued4 everyone who was a member of the PEF Executive Board and5 everyone who was an Administrative Vice President who are6 Executive Board members of the UHW.7 And it was -- this was a case -- was the second of8 two cases brought that are, in my estimation, related9 cases in Los Angeles, which relate to Title V fiduciary10 duty cases.11 Q. Are you representing the defendants in that12 action?13 A. I'm representing the defendants in that action.14 Q. Have any of the monies that UHW placed in the15 Siegel & LeWitter client trust account been used to16 defend the defendants in the Collins vs. Rosselli action?17 A. No, they haven't. It's my understanding that18 that would be inappropriate, so, we are not doing that.19 Q. You mentioned a second related action.20 Are you familiar with an action called Service21 Employees International Union vs. Sal Rosselli, et al?22 It's pending in U.S. District Court of California Case23 NO. CV08-02777.24 A. Yeah, I'm very familiar with that case. Just a25 correction, counsel. It's not actually pending anymore

Page 796

1 in the Central District of California. Just in2 background, that was the case that, on April 29, the SEIU3 had a press conference about. We, ultimately, had that4 case dismissed and it's now on appeal to the 9th Circuit.

5 Q. I stand corrected. It's been dismissed?6 A. It's been dismissed; but, it's still pending in7 the 9th Circuit.8 Q. So, are you representing the defendants in that9 action as well?10 A. I am.11 Q. Have any of the monies that have been placed in12 the Siegel & LeWitter trust account been used to defend

13 that action?14 A. No.15 Q. Does the client trust account speak to what16 would happen if the attorney-client relationship between17 UHW and Siegel & LeWitter ended?18 A. The retainer agreement, you mean?19 Q. The retainer agreement, yes.20 A. The retainer agreement, very specifically,

21 speaks to that. It's section B-2. And it says that, if

22 we are terminated for any reason by anyone who speaks on23 behalf of the UHW, that all the client trust money is24 returned to the UHW -- or -- you know, I would say25 because, it's always their money, I don't know if return



45 (Pages 797 to 800)

Page 797

1 is the right word, but -- we send it back to the UHW to2 hold directly, instead of indirectly, through our trust3 account.4 Q. Would it matter which individual's controlling5 UHW?6 A. No, it wouldn't. Whoever has the right to7 speak for UHW, can terminate our firm and demand the

8 money sent back.9 Q. I want to just attain your understanding of how10 the retainer works in a certain context.11 If a trusteeship is imposed and there's balance of12 UHW's money in the client trust account, who had control13 of that money?14 A. The trustee, I presume, would control the15 money. The trustee speaks for UHW in that circumstance.

16 Q. So, whoever speaks for UHW would control the

17 money?18 A. Correct.19 Q. So, if a trustee takes over UHW, could the20 trustee demand the money back?21 A. Certainly.22 Q. Is it -- would it be possible to use any of the23 money in the client trust account against UHW controlled24 by a trustee?

25 A. Only if the trustee asked me to, which I'm not

Page 798

1 hoping for. So, the answer is -- the answer is no. I2 would have to follow the trustee's instruction --3 absolutely -- and I would expect to.4 Q. Have you, in the past, had situations where5 your clients had new individuals that took over the6 client?7 A. Sure, that happens in a labor movement, yeah.8 Q. And how have you dealt with a situation where9 you have a Union client, or corporate, or association10 client, when new individuals have taken over?11 How have you dealt with the situation?12 A. Well, as a practical matter, we reach out to13 the new leadership. We make sure they know about us --14 usually, they do, but -- we make sure they do and we give15 them a report on what's pending, what the cases are that16 are filed on behalf of the Union, different members of17 the Union. We let them know what's going on and ask for18 their direction.19 Q. What is your understanding that you would do if20 a trusteeship is imposed on UHW?21 A. Well, if you really want my opinion, I would22 expect the trustee would contact me and fire me; that's23 what I would anticipate.24 But, if that were not to occur, I would contact the25 trustee and apprise the trustee of my existence, what

Page 799

1 we're working on, the existence of a trust account, how2 much money we have. I would, you know, honestly, convey3 all of the information.4 Q. Did you ever have an understanding that monies5 in UHW's client trust accounts can be used by a trustee6 after a trusteeship is imposed?7 A. No, I never have that expectation.8 MR. CHATTERJEE: No further questions.9 SECRETARY MARSHALL: All right. Mr. Rothner?10 MR. ROTHNER: Give me just one minute.11 SECRETARY MARSHALL: All right.1213 CROSS-EXAMINATION14 BY MR. ROTHNER:15 Q. Mr. Siegel?16 A. Mr. Rothner.17 Q. Good afternoon. We've met before.18 When did you first begin performing legal services19 for UHW-W?20 MR. HARRIS: Could you speak into your microphone?21 MR. ROTHNER: I thought I was, but, I'll give it22 another try.23 Q. When did you first begin performing legal24 services for UHW-W?25 A. I believe it was a couple of days -- a few

Page 800

1 days -- before the date on the retainer agreement.2 Q. Is it fair to say, then, if that's true, that3 exhibit -- International President's Exhibit No. 25 --4 was your first bill to bill for professional services for5 UHW-W?6 A. That's right. That's absolutely right.7 Q. That's a bill dated April 1st?8 A. Yes.9 Q. And it's for services performed during March?10 A. Correct.11 Q. And, by your statement, the entries in there --12 which we don't have detail on -- and I understand the13 reason for that -- that describe hours billed would all14 be entries from the latter half of March?15 A. You know, I can't say to a certainty,16 Mr. Rothner, if they would stem from March 10 or March17 12, you know, somewhere in there. I think somewhere18 around March 10 would be the earliest.19 Q. Okay, thanks.

20 So, for two-thirds of the month of March, you billed21 UHW-W $10,911?22 A. That's right.23 Q. And at the time that you entered into this24 retainer agreement, which is UHW-W Exhibit 180, you had25 already provided some of those services; isn't that



46 (Pages 801 to 804)

Page 801

1 right?2 A. As I say, I think I, actually, began counseling3 the client a few days before the dates on the retainer4 agreement. I think I trusted UHW for it.5 Q. And you're the one who drafted the retainer6 agreement; aren't you?7 A. Yes.8 Q. And you're the one who inserted the amount of9 the retainer payment; didn't you?10 A. I prepared the entire draft, so, that's a fair11 conclusion.12 Q. And you did that on the basis of your13 expectation of what would be necessary to serve this14 client based upon your initial conversations with them?15 MR. CHATTERJEE: I'm going to object to the extent16 that he's asking what the -- what Mr. Siegel -- the work17 Mr. Siegel anticipated doing calls for.18 MR. ROTHNER: I couldn't hear the objection. It was19 a speaking objection.20 SECRETARY MARSHALL: Well, go ahead and ask it21 again.22 MR. ROTHNER: Okay. Would you, please, read it23 back?24 (Record read)25 MR. CHATTERJEE: I'm objecting on the

Page 802

1 attorney-client privilege; that he's asking Mr. Siegel2 what kind of work he anticipated doing when he prepared3 this.4 MR. ROTHNER: I didn't ask him what kind of work.5 Would you, please, read the question?6 (Record read)7 THE WITNESS: Let me just say, I'm sensitive to8 attorney-client issues, and to Mr. Chatterjee's9 instructions not to answer, I will not answer.10 So, do you want me to answer?11 MR. CHATTERJEE: You can go ahead.12 THE WITNESS: Okay.13 I think your question assumes more precision in my14 thinking than is real, Mr. Rothner. I think it was an15 estimate. I had tremendous faith and trust in UHW and I16 thought, if it turned out that I was wrong that they17 would deal with me in good faith; so, it wasn't a very18 precise estimate, no.19 MR. ROTHNER: All right.

20 Q. Well, lacking precision, perhaps, at the time21 of the creation of the initial retainer agreement, some22 time in March -- the latter half of March, because this23 was signed on March 15 and 17 by you and UHW's24 Secretary-Treasurer, Joan Emslie, respectively -- did you25 have any kind of conversation with UHW about the volume

Page 803

1 of work that you might be expected to perform on their2 behalf?3 MR. CHATTERJEE: I'm going to object. This calls4 for attorney-client privilege information.5 MR. ROTHNER: I'm not asking him for advice he gave6 or advice he was asked for. I'm just asking about volume7 of work. There was a fantastic jump.8 SECRETARY MARSHALL: Yeah, I think -- go ahead.9 MR. CHATTERJEE: You can answer this question.10 THE WITNESS: I spoke to UHW about the work, but not11 the volume.12 MR. ROTHNER: Okay.13 Q. Did you ask for an additional retainer of14 $475,000?15 A. No.16 Q. Just came to you?

17 A. It did.18 Q. You sound surprised?19 A. Well, you know, I first learned of it when I20 learned that a transfer had been made.21 Q. Okay, you say a transfer.22 Did it come in the form of a check?23 A. It came in the form of a wire transfer.24 Q. So, someone must have gotten your wire transfer25 information?

Page 804

1 A. I, subsequently, learned that, yes.2 Q. Oh, you didn't even provide the wire transfer3 information?4 A. My firm did; I didn't.5 Q. And when you learned that there had been this6 wire transfer, did you consult with your client about7 revising the retainer that you had just a couple of weeks8 earlier executed?9 A. No.10 Q. I understand that you believe that the $25,00011 retainer is a minimum -- the word minimum isn't used12 anywhere in that retainer agreement; is it?13 A. No, the word initial is used.14 Q. Uh-huh, and, in the next sentence after the use15 of the word initial, it refers to this money being held16 in trust until; doesn't it?17 A. It says this money shall be held in trust.18 Q. And this money is a reference to the $25,000?19 A. Correct.20 Q. And this money, $25,000, was to be replenished,21 monthly, right, under this retainer agreement?

22 A. Under section B-2, if it -- the balance went23 below $25,000, it had to be brought back up to $25,000.24 Q. And, as of April 1st, when you sent UHW a bill,25 you still had all of the $25,000 initial retainer except



47 (Pages 805 to 808)

Page 805

1 for $10,911 and change; right?2 A. Well, I had, as of that time, $500,000 minus3 $10,000.4 Q. Okay, you're right.5 Under this agreement, though, they would have simply6 had to give you an additional $10,911 and change?7 A. If I had started in on this bill, the beginning8 balance was $25,000; you're correct.9 Q. Okay.10 A. But, it wasn't.11 Q. You referred to a press conference held by SEIU12 in regard to the filing of a lawsuit by it against some13 of the Executive Board members of UHW-W.14 That lawsuit was preceded, wasn't it, by a lawsuit

15 that you filed?16 A. That's correct.17 Q. And you filed that lawsuit on behalf of Rosie18 Meyers and others.19 And who did you file that lawsuit against?20 A. That lawsuit was filed against the Service21 Employees International Union and certain officers. I'm22 not sure that that was originally filed Andy Stern. I'm23 certain Anna Burger. I would assume, ultimately, Tom24 DeBruin and others. There's others that are defendants,25 but, that's what remember, as I sit here.

Page 806

1 Q. And do you remember when you filed that2 lawsuit?3 A. I don't, actually; although, I heard someone4 put a date on it here, yesterday, which I don't5 challenge.6 Q. It was in March.7 A. I thought someone said April 7.8 Q. April 8th?9 A. April 8th? Well, you know, I would have to10 look at my file; but, that doesn't sound wrong.11 Q. Okay, and, you held a press conference in12 regard to the filing of your lawsuit on April 8th; didn't13 you?14 A. I and the plaintiffs, Miss Rayford and others,15 had a press conference -- and other plaintiffs who are16 here in the room today. I don't want to leave out Ella.17 Q. Mr. Siegel, have you seen a copy of a legal18 opinion concerning the legality of the creation of the19 United Healthcare Workers Patients Education Fund?20 A. I have.21 Q. And do you have it here today?22 A. I do not.23 Q. Did you -- are you the one who authored the24 legal opinion?25 A. No.

Page 807

1 Q. Who authored the legal opinion?2 A. Am I to answer?3 MR. CHATTERJEE: Yes.4 SECRETARY MARSHALL: Yes.5 THE WITNESS: Okay.6 The legal opinion that I've seen, that I think7 you're referring to, Mr. Rothner, was authored by Bill8 Sokol.9 SECRETARY MARSHALL: By -- who was it?10 THE WITNESS: Bill Sokol --11 SECRETARY MARSHALL: Bill Sokol?12 THE WITNESS: -- of the Weinberg firm that was13 mentioned earlier.14 SECRETARY MARSHALL: Yeah, yeah.15 MR. ROTHNER: And, are you willing to provide us16 with a copy of the legal opinion authored by Mr. Sokol17 that you have?18 MR. CHATTERJEE: Your Honor, we're going to object19 on attorney-client grounds.20 MR. ROTHNER: Well, I didn't ask him to describe the21 contents. I started with whether he's willing to provide22 the content.23 MR. CHATTERJEE: The client -- I think you24 understand it. The client is UHW and the client has25 asserted the attorney-client privilege, and I'm

Page 808

1 instructing the the witness not to divulge2 attorney-client information.3 THE WITNESS: You're aware, Mr. Rothner, that this4 very issue is the subject of the dispute in the Collins

5 litigation, and you're trying to end run on this6 litigation here.7 If you want to raise it in the Collins case -- we've8 already argued about it in the Collin's case. There's no9 resolution in the Collins, and I think it should be heard10 by the Federal Court; and I really do, actually, question11 raising it here.12 MR. ROTHNER: Okay, thank you.

13 Q. Have you ever discussed with a client what you14 would do with funds in your client trust account -- which15 is a labor union client -- were there to be an emergency16 trusteeship that the Local Union contested and viewed as17 unlawful, if the trustee who had been declared trustee18 asked for the return of funds from your law firm client19 trust account?20 A. It sounds like you're asking me for a

21 privileged discussion with some client.

22 You don't want to know the content?23 You want to know if I ever discussed that subject?24 Q. Right, right.25 MR. HARRIS: Could you read back the question,



48 (Pages 809 to 812)

Page 809

1 please?2 (Record read)3 MR. CHATTERJEE: Yeah, that asks for the contents of4 communication.5 SECRETARY MARSHALL: No, it doesn't. It doesn't ask6 for the content of this one. It's asked -- as I7 understand it, asked -- for any client.8 MR. ROTHNER: And I didn't ask for the content. I9 just asked whether he ever had such a conversation.10 MR. CHATTERJEE: But, a conversation of detailed --11 calls for the contents of the conversation -- and if12 it's -- certainly, UHW -- I'm instructing the client --13 moving not to answer.14 Assume the witness has other clients who have15 attorney-client privilege rights that might be related by16 this question, as well.17 Frankly, under California law, Mr. Siegel has an18 obligation to assert the privilege on behalf of his19 clients, whether or not UHW.20 THE WITNESS: Well, I will follow instruction of UHW21 counsel.22 MR. ROTHNER: So, you won't answer the question?23 THE WITNESS: I've been instructed not to answer and24 I won't.25 MR. ROTHNER: Okay.

Page 810

1 Q. Getting back to this jump in the retainer2 amount, did you prepare -- I don't want you to give me3 the details of it -- I just want to know whether you4 prepared any kind of a litigation budget, even if not5 characterized as such, for UHW-W, that would have6 suggested that a $500,000 retainer was in order?7 A. I'm sorry? What was the last word?8 Q. In order.9 A. In order?10 MR. CHATTERJEE: I'm going to object. That's a work11 product.12 THE WITNESS: Yes, that would be.13 Litigation budget is work product and, counsel, you14 know better than that.15 MR. ROTHNER: I didn't ask for the contents of the16 budget. I just asked whether one had been prepared.17 MR. CHATTERJEE: The presentation of a budget in the18 course of litigation, what lawyers do, is work product.19 You know that.20 MR. HARRIS: Would you read back the question,21 please?22 (Record read)23 MR. CHATTERJEE: That also calls for the contents of24 the budget; but, that's privilege. It's work product.25 SECRETARY MARSHALL: You say it is privileged?

Page 811

1 MR. CHATTERJEE: I didn't hear a thing he said.2 MR. HARRIS: He can ask if he prepared a budget,3 but, not the contents.4 MR. CHATTERJEE: You know, he's asking what5 amount --6 MR. ROTHNER: Just tell me. Are you instructing him7 not to answer?8 MR. CHATTERJEE: Yes.9 MR. ROTHNER: Okay. I have no further questions.10 Are you going to answer the question?11 MR. DAYAN: I just want to make sure.12 Was Mr. Harris saying that, if the question was13 rephrased to say, was a budget prepared? then you won't14 instruct him not to answer that?15 MR. HARRIS: Yes.16 MR. DAYAN: Okay.17 MR. ROTHNER: Q. Was a budget prepared prior to the18 time the $475,000 wire transfer hit your law firm's19 account -- to your surprise?20 A. No.21 MR.ROTHNER: Thank you. I have no further22 questions.23 SECRETARY MARSHALL: Y'all have follow-up questions?24 /25 /

Page 812

1 REDIRECT EXAMINATION2 BY MR. CHATTERJEE:3 Q. Mr. Siegel, counsel for the International asked4 you about paragraph B-1 -- refers to this money -- right?5 A. Yes.6 Q. I just want to be clear.7 Any monies that UHW has put into Siegel & LeWitter8 client trust account will be held in trust for UHW in the9 manner that you described; right?10 A. That's absolutely true; and, any of the money11 that's in trust is treated the same. It's UHW's money to12 be used at their discretion and their direction. It13 doesn't matter what the amount is.14 MR. CHATTERJEE: No further questions.15 SECRETARY MARSHALL: All right. Thank you, Mr.16 Siegel.17 MR. HARRIS: UHW next witness is Paul Kumar.18 K-U-M-A-R.19 MR. ROTHNER: Before we begin with the witness, it's20 50 to 3:00. Should we have a conversation about21 scheduling, because we're running past the time that we

22 had.23 SECRETARY MARSHALL: Yeah, I think we've got this24 room for as long as we want it; right?25 MR. BAIRD: Today, yes.



49 (Pages 813 to 816)

Page 813

1 SECRETARY MARSHALL: Yes.2 MR. ROTHNER: So, does that mean we're not going to3 be able to begin our rebuttal case today?4 SECRETARY MARSHALL: Well, you can begin it if they5 finish with their --6 MR. HARRIS: I don't think we can finish today; in7 fact, I think we'll need tomorrow morning -- sometime8 tomorrow morning -- to finish our case.9 MR. ROTHNER: Well, that leaves us far less than we10 thought we were going to have. We need the entire day11 tomorrow for our case, so, they're going to have to12 finish their case today, as far as I'm concerned.13 MR. HARRIS: You've taken far more time on14 cross-examination than we've taken on direct-examination.15 SECRETARY MARSHALL: I'll tell you what. Let's try16 and get as far as we can and we'll give you as much time17 tomorrow as you need.18 MR. ROTHNER: I'm fairly certain we'll need the19 whole day tomorrow.20 SECRETARY MARSHALL: Well, we'll make it a long day.2122 PAUL KUMAR,23 called as witness on behalf of24 UHW-W, having been placed under oath,25 testified as follows:

Page 814

1 DIRECT EXAMINATION2 BY MS. BOS:3 Q. Good afternoon, Mr. Kumar.4 A. Good afternoon.5 Q. Could you state your full name, for the record,6 please?7 A. Yes. It's Paul Kumar. K-U-M-A-R.8 Q. And what's your position at United Healthcare9 Workers-West?10 A. I'm Administrative Vice President and I'm the11 Director of the union's government affairs work.12 Q. How long have you been there?13 A. I've been with UHW since 1999. It's14 predecessor Local, Local 250, that is, until the merger15 occurred between 250 and 399.16 Q. And where did you go to university?17 A. I went to University at Wesleyan University in18 Middletown, Connecticut.19 Q. What's your degree in?20 A. Baccalaureate.21 Q. And what do you do?22 Where did you work before you were at the United23 Healthcare Workers-West?24 A. For the nine years, prior, approximately, I was25 first, starting in 1991, the Assistant to the President;

Page 815

1 And then the Political Director of SEIU District2 1199 New England in the states of Connecticut and Rhode3 Island;4 And then worked, first, as a consultant and then on5 staff as a Senior Health Policy Specialist at the Service6 Employees International Union in Washington, D.C.7 Q. What are your key responsibilities at UHW?8 A. I am the person, primarily, responsible for the9 development of the union's legislative intellectual10 programs, as well as its programs of engagement with key11 community allies, as well as antagonists -- as a matter12 of fact, our -- the non-strictly communications part of13 our public affairs work.14 Q. And does your work have a strong healthcare15 focus?16 A. Absolutely. All of our work is driven by17 supporting the union's organizing and bargaining18 objectives.19 And, as you've heard, you know, we think of that20 work as geared both to improve the lives of healthcare21 workers and to ensure that patients, residents, and22 consumers, get the care they need, and that all23 Californians can have access to affordable quality24 healthcare.25 Q. Mr. Kumar, were you involved in the California

Page 816

1 Governor's Healthcare Initiative over 2007 and --2 A. Yes, I was very actively involved in, you know,3 UHW's work around that initiative and, more broadly, with4 the SEIU State Council.5 Q. Who were you working with at the SEIU State6 Council during 2007 and 2008?7 A. Primarily, two individuals:8 The contract lobbyist who leads SEIU healthcare9 work, directly, with legislators. Her name is Beth10 Capell -- C-A-P-E-L-L -- and the Executive Director of11 the State Council at that time who's named Dean Tipps.12 T-I-P-P-S.13 Q. And was your involvement in the healthcare14 initiative with other interests of interested parties and15 organizations?16 A. Yes, very much -- so much, a couple of17 different things.18 As you've heard, tangentially, in other testimony, a19 lot of other healthcare reform works involving our other20 coalitions. It's a creation called It's our Healthcare,21 which involved many other grass roots, for lack of a22 better term, healthcare advocates -- community based23 organizations, not-for-profit organizations, etc. -- who24 were integral to the field organizing work to support25 healthcare reform.



50 (Pages 817 to 820)

Page 817

1 And, equally, and more important, a coalition called2 Together for Healthcare, which was composed of major3 constitutional players, and two which we brought the4 relationships we have with two key employers, Catholic5 Healthcare West and Kaiser Permanente, which were6 significant funders of the legislation, as well as7 collaborators in the development of the policy work.8 Q. So, when the SEIU State Council spoke with all9 of these other parties and spoke with the Governor's10 office, what was the protocol for putting together the11 position of the SEIU State Council?12 A. Well, you know, historically, the protocol on13 all public affairs matters involving legislation in the14 State of California, at the state level, at least, that15 is, the President of the State Council and the State16 Council staff and the Executive Director on matters that17 aren't already encoded in State Council policy develop18 proposed positions, convene discussions, as necessary,19 with other members of the State Council's Executive20 Board, to determine a collective position for SEIU, but,21 that all of the official position-taking is run through22 the State Council process.23 Q. So, all of the member unions put together their24 unified position with the State Council?25 A. Yes. You may often hear it said in SEIU, we

Page 818

1 attempt to speak with one voice.2 Q. Okay.3 What happened during the healthcare reform in the4 summer of 2006?

5 A. Well, you know --6 Q. I'm sorry?7 Q. Sorry.8 What happened in healthcare reform in the summer of9 2006?10 A. Well, you know, the summer of 2006 sort of11 marked a new opening -- just -- if I can give a little12 bit of context:

13 Starting in early 2006, the SEIU State Council had14 begun the process of developing its approach toward a15 comprehensive reform of California's healthcare system.16 We had begun, over the course of that year, you know, an17 extremely developed process of both public opinion,18 research, and policy about research, to develop potential19 propose at, and determine what could be achieved,20 politically, as well.

21 And, in the summer of 2006 we had, you know, a first

22 surprise, which is that Governor Schwarzenegger who, you23 know, hitherto had been disinterested, at best, and24 hostile most of the time towards healthcare expansion25 efforts and healthcare improvement efforts, announced, in

Page 819

1 the midst of his campaign for re-election, that he was2 going to convene a healthcare summit to deal with the,3 you know, extreme healthcare crisis that he -- prior, he,4 previously, had shown no interest in.5 Q. And was the SEIU State Council going to6 participate in that summit?7 A. You know, we, obviously, discussed the question8 of the gubernatorial invitation and it was our9 determination, along with that of the majority of the10 labor movement, that, if the Governor wanted to have a11 discussion about healthcare, we would be happy to; but,12 not to provide him with the opportunity to stage a press13 event that had no meaningful preparation towards the14 development of a change -- a significant change -- in15 policy. We didn't want to be part of a campaign show for16 him, when we were actively supporting his opponent, Phil17 Angelides, the State Treasurer at the time.18 Q. So, is it the case that the labor movement did19 not end up participating?20 A. You know, by and large, ultimately, not. But,21 there were a couple of exceptions, most notably SEIU's22 International President, Andy Stern -- you know, Andy23 Stern, in direct communication with the Governor's24 office, through his Chief of Staff, Susan Kennedy -- I25 don't know what more direct communications may have

Page 820

1 occurred between Mr. Stern and the governor, himself,2 but -- determined that it was important to fly the flag3 for, you know, sitting at any table, at any time, to talk4 about healthcare reform, regardless of the value it had5 for the governor's position and demonstrated commitment6 to change.7 And, while we discussed with Mr. Stern reasons why8 we thought that was not the best choice, at the time,9 ultimately, he decided to participate.10 Q. And what happened after that?11 A. In the months immediately --12 Q. Yeah, in the months after that in 2006.13 A. We went on about our development work and then14 were pleasantly surprised, late in 2006, when, you know,15 as often happens in politics at that level, the Governor,16 through various staff people, started to leak both to the17 press and to key decision-makers -- or -- excuse me --18 stakeholders -- in the state news of forthcoming19 healthcare initiative that the Governor, you know,20 through his staff, you know, began reaching out to21 people.22 And, ultimately, you know, we at UHW got a call from23 a staff assistant of a gubernatorial liaison named Herb24 Shultz, who was charged with some of the tangential25 relationships around health care reform.



51 (Pages 821 to 824)

Page 821

1 Q. And when you got that invitation, what were you2 told had been going on?3 A. Well, one of the things that they were told is4 they'd already held a meeting with Tyrone Freeman about5 healthcare reform, because they'd been pointed to him as6 an appropriate primary interlocutor by SEIU.7 Q. And was Tyrone Freeman's union represented by

8 the SEIU State Council or a member of the State Council?9 A. Well, you know, that's an interesting question,10 because he was so frequently, during that period of time,11 behind on his per capita payments, that whether or not he12 was formally represented is, I guess -- I suppose -- an13 open question.14 But, for purposes of SEIU's legislative position in15 Sacramento, the official policy of SEIU was to unify its

16 representation of that level of government through the

17 State Council process, which would have meant, first and18 foremost, Sal Rosselli, the President, and Dean Tipps,19 the Executive Director, then, through that to the20 Executive Board -- I mean, for my purposes the pattern21 that began to be shown here is one of, you know, Andy22 Stern seeking, individually, to create a channel around23 the official democratic decision-making process of the24 SEIU state Council of which Sal was the leader.

25 Q. Okay, and, did the Governor, ultimately, bring

Page 822

1 out a healthcare reform proposal after these meetings?2 A. Yes, he did. In early 2007, he made a proposal3 that was very similar in its basic contents to the4 healthcare reform package that had been passed in the5 State of Massachusetts.6 Q. And what was SEIU's State Council's response to7 that Governor's proposal in January 2007?8 A. The State Council's response was, you know,9 first to laude the Governor for taking a major step10 toward the achievement of healthcare reform by breaking11 from, you know, sort of high ground Republican opposition12 to these kinds of reforms; but, to note a number of very13 serious concerns.14 It did not allow us to support the proposal as it15 had been made and, to nail down a lot into very little,16 but, most important of those concerns was a lack of17 appropriate affordability protections for families and18 individuals that might be mandated to take up health19 insurance.20 Secondly, the lack of sufficient guarantees that the21 insurance that they were carrying would actually meet22 their needs effectively;23 And the third was the structure of the mandated24 employer contribution towards their employees' healthcare25 costs, which was insufficient, and also structured in a

Page 823

1 way, we believed, would cause a lot of crowding with2 people out of the employer-sponsored insurance.3 Q. And what, ultimately, happened to the January4 2007 proposal?5 A. The Governor could not garner any support from6 anyone in the Legislature -- not a single individual --7 to actually sponsor that proposal as a bill.8 So, the policy making process moved to the9 democratic leadership of the Legislature, specifically,10 Speaker of the Assembly, Fabian Nunez and the President11 Pro Tem of the Senate, Don Perrata, who, initially,12 introduced competing bills, which they then worked very13 closely with us to shape into what they thought was the14 best legislation that could pass without Republican votes15 that would be necessary to access, you know, additional16 financing for the plan. That bill became AB8.17 Q. Okay, and, what happened, ultimately, to AB8 in18 2007?19 A. Well, AB8 was passed by both houses of the20 Legislature and placed on the Governor's desk and the21 Governor vetoed the bill.22 Q. So, the Governor vetoed the bill?23 A. Yes, he did veto the bill.24 Q. Did you hear on, September 27, when the25 International President's expert on healthcare, Mr.

Page 824

1 Zelman, was testifying?2 A. Yes, I was present and heard his testimony.

3 Q. Did you hear that he testified that AB8,4 actually, was a regular session bill and it had just5 expired because the two-year session was over in6 September 2007?7 A. Yes, I did hear him say that, and that's,8 factually, incorrect.9 The bill was vetoed and -- you know, the second10 falsehood in the testimony it was, in fact, the first

11 year of two-year session, so, it couldn't have expired on12 the calendar. It's a misstatement of the fact.13 Q. Okay, but, regardless of whether Mr. Zelman's14 description was incorrect about what had happened to AB8,15 do you agree that AB8 was no longer going ahead?16 A. Yes, that is absolutely correct. AB8 was17 rejected by the Governor.18 Q. So, even though AB8 was dead, did UHW give up

19 on healthcare reform at that time?

20 A. Absolutely not. You know, we were more21 committed than ever to try to find a bridge between, you22 know, AB8 and, you know, the concerns the Governor had23 raised in vetoing it.24 Q. So, after AB8 was vetoed, what was the next25 step?



52 (Pages 825 to 828)

Page 825

1 A. Well, in some ways, since it was vetoed, the2 politics of the moment would be that the Governor would3 make the next move. First, in private, he circulated4 what was referred to amongst, you know, sort of Capitol5 insiders, as the working draft of the September 29, 2007,6 which was then, ultimately, issued as public proposal on7 October 9, 2007.8 And it was a proposal that, in most respects, simply9 replicated his initial January proposal with only minor10 changes. So, it didn't really meet the criteria that the11 Legislature had set or its objectives in healthcare12 reform.13 Q. And you said earlier that the speaker had not14 supported the January proposal?15 A. No. The speaker, in fact, had gone about16 developing his own proposal and that was also --17 Q. So, this time, did you hear whether the Speaker18 was prepared to take the October proposal, which was19 similar to the January proposal, seriously?20 A. We were very surprised to learn from the21 Speaker's Chief staff Person on this matter that he was,22 you know, apparently, willing to look, seriously, at23 pursuing a healthcare reform process, you know, based on24 the Governor's proposal; although, it was so, you know,25 wildly at variance with his own proposal.

Page 826

1 Q. And well -- why would the Speaker have2 supported something that varied so much from AB8?3 MR. ROTHNER: Objection. It calls for speculation.4 MS. BOS: Q. Did you hear anything -- did you hear5 anything about whether the Speaker had discussions6 about -- had discussions with anyone about the October7 proposal?8 A. Yes. The same two individuals I mentioned9 earlier, Beth Capell and Dean Tipps, informed me and our10 Policy Director, Richard Thomason, that they had been11 informed by the Speaker's staff person that discussions12 between the Speaker and International President Stern had13 resulted in the Speaker being urged to get the deal done14 and work off of the Governor's proposal to try and15 accomplish reform on that model.16 Q. And was Stern representing the SEIU State17 Council when he was talking to the Speaker's office in18 giving assurances?19 A. Well, the word representing, I guess, is what's20 at issue. I mean, he's the International President, so,21 if I were the Speaker of the Assembly, I'd be listening;22 except, it was outside of the process that is normally23 utilized to determine SEIU's public policy positions in24 the State of California, which I outlined for you25 earlier.

Page 827

1 Q. In fact, had the State Council formed its2 opinion on its reaction to the October proposal at this3 stage?4 A. No, it was a very complicated question, not5 only in terms of the substance of the proposal, but what6 our political judgment might or might not be about the7 capacity to achieve something better; so, that's a8 deliberate process. It takes time to convene9 discussions; and, you know, frankly, look, UHW is the10 healthcare union, so, we live, breathe healthcare every11 day. We do healthcare. Not every other Local does12 healthcare in that manner. So, they need more time to13 get a grip on the details of legislation, to give it a14 fair examination. For us, this is second nature. It's15 not for some of the other SEIU Locals.16 Q. So, the SEIU State Council was still

17 deliberating what its response would be while Stern was18 talking to the Speaker's office -- giving assurances to19 the Speaker's office?20 A. You know, my recollection of the discussion, I21 reported to you from Tipps and Capell, was very early on22 in this process, you know, either, you know, on or about23 the public announcement of a proposal; not much after24 that, if at all.25 Q. And what did the State Council do in response

Page 828

1 to that?2 A. Well, you know, I would class our response --3 and now I speak in the sort of -- when I saw our -- my4 response to Sal Rosselli, the President of the State5 Council, and the response of Dean Tipps and Beth Capell,6 as trying to work to elucidate all of the issues that we7 believed required this bill to be rejected, in the best8 interests of our members and the people they serve.9 And, you know, we went through an exhaustive10 process, as we should have, of having group discussions11 with others about the deficiencies in the bill.12 And, you know, Tipps also reported, over the time --13 over that period of time -- as it became apparent that we14 were organizing opposition to the position that we15 understood Stern to hold, that Stern was in communication16 with him trying to push him back off of that position.17 Q. So, and, was that dispute between the State18 Council and Stern at this state over what the approach19 would be?20 A. Yes, I would characterize it -- I think it's21 characterized, fairly, as a dispute. It's our22 understanding from the discussions, you know, Stern had23 with Dean Tipps, that he would have preferred us to use a24 phrase that he often uses: Not to let pretext be the25 enemy of the good. Step out of the way.



53 (Pages 829 to 832)

Page 829

1 This proposal, although it failed basic tests we had2 set up for what constituted appropriate healthcare reform3 and, you know, to cut a long story short, ultimately,4 there were so many deficiencies in the bill and,5 specifically, deficiencies that would have drastically6 harmed some of Stern's strongest supporters, who were7 leading -- were appointed leaders of the public sector8 Locals in California -- that the State Council9 determined, in fact, to formally oppose the bill,10 regardless of Stern's direction to the contrary.11 Q. And did Stern react to that?12 A. Well, you know, I don't -- let me just note13 what I know, what happened at that time. I believe it14 was at that time, during the process of debate and15 deliberation over where to move on this healthcare issue,16 is the exact period of time in which the process began17 that led to the removal of Sal Rosselli as the State18 Council President, with the revocation of the State19 Council charter happening, directly, within that time20 window, some time in the middle of October.21 Q. Okay, could you turn to Exhibit 176 in the UHW22 exhibits?23 MR. HAUPTMAN: Volume 2?24 MS. BOS: Volume 2.25 THE WITNESS: Got it.

Page 830

1 MS. BOS: Q. Do you recognize this document?2 A. I do.3 Q. And what is it?4 A. It is the letter of October 30, 2007, stating5 the then-adopted formal position of the SEIU California6 State Council opposing the Governor's October 9th7 proposal. It's a 19 page enumeration of the faults in8 that proposal.9 Q. Okay, so even though Stern had spoken with the10 Speaker's office, previously, about this bill,11 ultimately, the State Council sent in an objection to the12 October proposal?13 A. You know, once again, it's a pattern here. The14 International Union President attempts to cut a cheap15 deal on a matter of importance to our members and people16 they serve, and we succeed, you know, despite, you know,17 subversion of the democratic process in organizing people18 to demand a better outcome, and we secure it. That's19 what this represents.20 Q. Now, I'll take you to January 2008.21 A. Certainly.22 Q. Oh, yeah, and, can you clarify what this23 Exhibited 176 is?24 This just -- is this a UHW letter or --25 A. No. Once again, it is the formal position of

Page 831

1 the SEIU California State Council.2 Q. And the State Council -- who does the State3 Council represent?4 A. It represents the collective voice of all of5 the SEIU Local unions in the State of California.6 Q. Okay.7 On September 27, did you hear Mr. Zelman testify8 that -- oh, actually, so -- wait -- so, what happened9 after the Governor's proposal?10 What happened after your response to the Governor's11 proposal?12 A. You know -- you know, what happened is, that we13 have to work very hard to get Speaker Nunez over his14 discouragement about the prospects of removing the15 reform. I mean, this is yet another moment in which one16 could have declared reform is dead. There is no other

17 option. AB-8 has been rejected. This is now rejected.18 There's nowhere to go.19 But the coalition in which SEIU State Council and20 UHW was a local -- was pivotal major institutional21 players, including Kaiser, Catholic Healthcare West, Blue22 Shield, Healthnet, AARP, you know, worked to begin23 isolating the specific sets of policy differences that24 divided the Governor and the Speaker, largely, off to the25 side on our own to develop solutions that might allow

Page 832

1 them to craft a new approach that both of them could2 support.3 And that process, ultimately, yielded what became4 known as ABXI-I, the Nunez-Schwarzenegger healthcare5 reform proposal.6 Q. Okay, and, we heard Mr. Zelman discuss ABXI-I7 on September 27; right?8 A. Yes, we did.9 Q. And did you hear him testify that the bill had10 been defeated in the Senate Health Committee on January11 28, 2008?12 A. Yes, I heard him testify; and, yes, it was13 defeated on January 28 in the State Senate Health14 Committee.15 Q. And, at the time that ABXI-I died, did you, and16 did UHW, think that healthcare reform was dead?17 A. Absolutely not.18 As I just told you, there were several junctures19 before when healthcare reform was dead and couldn't be

20 revived and nothing could be done and it wasn't possible.21 And we were entirely prepared for the eventuality22 that ABXI-I might fail in the Senate and had already, you23 know, begun preparations for, you know, both trying to24 determine whether there were any policy moves we could25 make to secure majority support in the Senate, or, the --



54 (Pages 833 to 836)

Page 833

1 whether working with Speaker Nunez and Governor2 Schwarzenegger, we could move directly to the ballot3 without any legislative action.4 Q. In fact -- and, what -- was the SEIU State5 Council's position, also, that it was going to move6 forward?7 A. Yeah, certainly. Let me be very specific.8 You know, I don't recollect the group discussion of9 the elected leaders of the State Council. I know, at the10 staff leadership level of Tipps and Capell, and, by their11 actions, they absolutely continued to look, you know, for12 ways, with the expectation of trying to accomplish, you13 know, a comprehensive healthcare reform package in 2008.14 Q. In fact, can you turn to Exhibit 40, please?15 A. Yes.16 Q. It's in Volume I.17 Can you turn to page 30 -- well, what is this18 document?19 A. It is the transcript of remarks made at a press20 conference held by Governor Schwarzenegger and Speaker21 Nunez on January 29, 2008, the day after ABXI-I was22 defeated in the Senate Health Committee.23 Q. And, can you turn to page 3 of that document?24 So, a little bit further than halfway down, it starts --25 it's got in capital letters "DEAN TIPPS" -- it's the

Page 834

1 fourth paragraph from the bottom.2 Is this referring to what Dean Tipps was saying at3 the conference?4 A. Yes. I believe it's a transcript of his

5 remarks.6 Q. And the third paragraph down in his remarks he7 said:8 Our Union made healthcare reform its number one9 priority this year and, actually, the year before and10 said, this is our goal and we will not stop until we11 achieve comprehensive healthcare reform. That is our12 position now. It's our position now and until we achieve

13 comprehensive healthcare reform.14 Was that your understanding of what Dean Tipps and15 the SEIU State Council's and UHW's --16 MR. ROTHNER: We'll be happy to stipulate that's17 what he said. This document is in evidence as it is.18 MS. BOS: Q. And was UHW's intent the same as Dean19 Tipps?20 A. Yes, it was to continue fighting for healthcare

21 reform, you know, immediately, without cease.

22 Q. And can you turn to page 7 of this document23 and, halfway down the document, there's remarks by the24 Governor.25 The second remark by the Governor is in response to

Page 835

1 this question:2 In regards to your regrouping, what's that gonna3 look like?4 I mean, a new bill?5 Are you going to go to the ballot?6 What do you mean regrouping?7 What are you going to do?8 MR. ROTHNER: In the interest of time, Secretary9 Marshall, we are prepared to stipulate what follows is,10 in fact, what the Governor said on that day. This is in11 evidence any way.12 MS. BOS: Okay, ignoring what he -- you know, we13 don't need to read the contents of what he said, but, Mr.14 Kumar, are there any observations about what he says in15 response to that question?16 THE WITNESS: Yes, I do. If you'll look at the17 answer, you know, besides restating his commitment to18 pursue healthcare reform and to do so with the coalition19 that had joined him in supporting ABXI-I, he, very20 specifically, does not answer in the negative to the two21 specific questions that were asked above.22 When asked whether there would be a new bill or23 whether he intended to go to the ballot, there is no mark24 anywhere in that paragraph, or anywhere else, in which he25 states an intention not to move forward to the ballot or

Page 836

1 to move back to the Legislature with comprehensive reform2 legislation.3 MS. BOS: Q. Okay, and, you said that, you know,4 Dean Tipps' statement was in accord with what UHW and the5 State Council was intending to do with regard to6 healthcare reform.7 Did you actually do anything further?8 A. Yes, we did -- and, very actively.9 You know, immediately following the defeat of the10 bill, you know, after first making a round of condolence11 calls to people just to commiserate on, you know, all the12 hard effort.13 Q. On yet another death of healthcare?14 A. Yes, right. It's the cat of nine lives; right?15 The immediate question was -- well, exactly as the16 reporter posed it:17 What's next?18 What do we do now?19 And, you know, very quickly, the key coalition20 partners we were working with, that I mentioned before,21 especially, you know, the CHW -- Catholic Healthcare22 West -- Kaiser Permanente and their lead staff people,23 along with the State Council's lead staff people, and us,24 began a lightening round of communications with other25 institutional players, as well as directly with the



55 (Pages 837 to 840)

Page 837

1 Speaker's office and the Governor's office, about the2 possibility of bringing an initiative forth in either one3 of these manners. We discussed either a new bill4 combined with the ballot initiative or simply taking the5 entire matter to the ballot; and that activity continued,6 you know, through the end of the following week, through7 the work week that ends on Friday, February 8th.8 Q. In fact, did you have calls or meetings on9 February the 8th?10 A. Yes. You know, we had both internal calls and11 external calls. The final one was with our most12 interlocutor, Kaiser Permanente, where the common13 judgments of people who had been in direct discussions14 with the Speaker's office and the Governor's office was15 that the political will did not exist at the end of that16 week, despite many discussions throughout the course of17 that week, to try to move forward, immediately -- from18 their end any way -- to the ballot with an initiative.19 Q. And so did that mean that healthcare education20 would need less funding?21 A. No; in fact, in many ways, it means that it22 will require more effort to set the stage for, you know,23 a plan moving forward.24 The political demand did not exist, sufficiently,25 that they could allow this reform effort to lapse.

Page 838

1 That's something that needs fixing. It needs fixing by2 public education.3 Q. Okay, and, in fact, Mr. Zelman testified that4 it -- that there were going to be some components of the

5 universal healthcare reform that would -- that may come6 into process in 2008; and, in fact, specifically, he7 testified about a proposal to expend universal healthcare8 coverage for children.9 Do you recall that?10 A. I do recall his mentioning that, and, I also11 recall the fact of it.12 Q. And, in fact, I'm going to show you something

13 that we're marking as Exhibit 213.14 (UHW Exhibit No.213 marked15 for identification)16 MS. BOS: Q. So, have you seen this document17 before?18 A. I have.19 Q. And do you know what it is?20 A. Yes. It's a filing for title and summary for,

21 you know, a children's healthcare expansion ballot

22 measure, you know, filed as received by the Attorney23 General's Office on February 6, 2008.24 Q. Mr. Zelman testified that he'd been at a25 meeting on, or he went to a meeting on, February the 6th

Page 839

1 about healthcare reform; and he also testified that2 people were discussing a limited -- were discussing a3 proposal to expand coverage for children.4 So, was this still a proposal to expand coverage for5 children on February the 6th?6 A. This had the formal status of a filed title and7 summary of an initiative that could be actively taken8 out, then, to petition -- you know, it was a live matter9 in the initiative process as of February 6, 2008, when it10 was received.11 Q. So, even though ABXI-I was a month longer being12 pursued, this universal children's healthcare coverage13 initiative was going forward?14 A. Yes; and I just want to be clear:15 From my end, obviously, there's a difference between16 universal healthcare for children and, you know, a

17 universal healthcare proposal in California.18 But, to minimize this in any way in terms of the19 effort it would have taken to achieve is huge error. I20 mean, this is a massive undertaking and no one would have21 filed -- excuse me -- title and summary for a ballot22 initiative in this small of a time unless they believed,23 fully, that it was, you know, possible at that moment to24 move forward effectively with the efficient process and25 gets something on the ballot and execute a campaign.

Page 840

1 That would require enormous resources to accomplish this,2 especially, in a budget downturn.3 Q. Okay, and, that wasn't the only example of4 parts of the comprehensive reform effort that was still5 on-going in separate legislation; is that correct?6 A. That is correct.7 Q. In fact, can you turn to Exhibit 202 in the8 second binder?9 And, so, what are these documents in Exhibit 202?10 A. You'll give me one sec'. They all appear to11 be, you notice, chronicles of the history of various12 bills before the State Legislature of California.13 Q. So, the first one is Bill number -- Senate Bill14 No. 1440; is that correct?15 A. That is correct.16 Q. And it's a Bill regarding medical loss ratios?17 A. Yes. It would establish minimum medical loss18 ratios. I recognize the Bill.19 Q. And was minimum -- medical loss ratio was part20 of the comprehensive reform effort?21 A. Yes, it was an element in ABXI-I.22 Q. And what date was this Bill introduced?23 A. If you look at the very bottom line of this24 first page, you'll see it was the introduced on February25 21, 2008.



56 (Pages 841 to 844)

Page 841

1 Q. And the second page --2 MR. ROTHNER: Secretary Marshall?3 SECRETARY MARSHALL: Yeah?4 MR. ROTHNER: These are in evidence, just as each --5 the first page --6 SECRETARY MARSHALL: Are you all going to7 stipulate --8 MS. BOS: Yeah, I would stipulate these all, except9 one, are part of the comprehensive reform effort, but --10 they're all healthcare bills, but, there's just one --11 MR. ROTHNER: That wasn't the stipulation. The12 stipulation is these speak for themselves. They're an13 accurate representation of what happened in the14 Legislature.15 SECRETARY MARSHALL: Yeah.16 MS. BOS: And there's one that UHW is actively17 involved in drafting. UHW was involved in all of them,18 but, there's one UHW was involved, actively, in that one,19 so, may we turn to that one?20 SECRETARY MARSHALL: All right, turn to that one.21 MS. BOS: Q. Could you turn to the third page?22 A. Certainly.23 Q. It's Assembly Bill 2967?24 A. Correct.25 Q. And it's on cost and quality transference;

Page 842

1 correct?2 A. What? Yes.3 Q. Was UHW involved in this Bill?4 A. Yes, the primary drafter of the bill Was our5 Policy Director, Richard Thomason; and the Bill, itself,6 replicates, you know, almost exactly, you know, the way7 these issues were at the time within ABXI-I.8 Q. Okay, and, what date was this Bill introduced?9 A. On February 22, 2008.10 Q. But, it was part of the ABXI-I reform if it11 would have gone through?12 A. Yes, it was. It was a critical part of that13 package.14 Q. Okay, and, we can leave the others -- what was15 our stipulation?16 SECRETARY MARSHALL: That these are all in evidence17 and they have no objection to them.18 MR. ROTHNER: And they're accurate reflections of19 what happened in the Legislature.20 SECRETARY MARSHALL: Yeah.21 THE WITNESS: Did I might make an observation from,22 point of view -- something worth noting on this is --23 these items that we're all stipulating to, you know,24 being record here, were all part of ABXI-I.25 You also may note that, however, during the course

Page 843

1 of the Legislative session, none of them, ultimately,2 ended up as law in the State of California. All of them3 were either vetoed or failed in the Legislature.4 It required enormous effort to move them through the5 process. These were not foregone conclusions by any6 stretch of the imagination. They remained hotly debated7 matters that required, you know, extraordinary attention,8 grass roots lobbying, public pressure, in order to, you9 know, achieve progress.10 MS. BOS: Okay, and, can we enter our stipulation11 that six of them were filed in February, 2008?12 MR. ROTHNER: We'll, they already have the date on13 them.14 MS. BOS: Okay.15 SECRETARY MARSHALL: Yeah, well --16 MS. BOS: Q. Now, Mr. Zelman testified in September17 that it would be very hard to get the signatures18 necessary to put an initiative on the ballot in time for19 November 2008 because there would only be a few months20 available.21 Could you turn to Exhibit 175, please?22 A. Yes, I have it.23 Q. And what's this document?24 A. This document is a summary flier, from early25 2006, prepared by the SEIU California State Council,

Page 844

1 setting forth a full two-year plan to try to achieve2 comprehensive healthcare reform in California by November

3 2008.4 Q. And it talks about how the effort had been --5 in the first line how the effort had been -- going since6 2004; is that correct?7 A. Yes. I mean, that was -- 2004 was only the8 most immediate previous chapter to the effort.9 SEIU, at a minimum, for 20 years, has been directly10 involved in the big picture of healthcare reform efforts

11 in the State of California.12 Q. So, in the 20 years that SEIU has been13 involved, would the fact that it would take longer than a14 few months to get a new Bill on to the ballot be15 important in the scheme of SEIU's and UHW's healthcare16 reform effort?17 A. You know, it's important as matter of media18 tactics, but, not as a matter of strategy and long-term

19 lead for more, rather than less, resources to achieve the

20 healthcare reform that we all are committed to achieving.21 Q. Okay.22 You talked about a number of conference calls and23 meetings that you had with the State Council and24 employers with the government and other working groups?25 A. Right.



57 (Pages 845 to 848)

Page 845

1 Q. Did Mr. Zelman attend any of those conference2 calls and working group meetings?3 A. He was not present for the any discussion, that4 I know of, amongst SEIU or its allies involving the5 preparation or pursuit of healthcare reform in the year6 2007 or 2008.7 Q. And did he prepare any proposals or items that8 were considered by those groups?9 A. He issued no work product whatsoever that was10 under consideration in the development of our approach to11 healthcare reform.12 Q. You were UHW's point person on healthcare13 reform; is that correct?14 A. That is correct.15 Q. And did Mr. Zelman ever contact you to find out16 what UHW was doing in healthcare reform?

17 A. No, he did not.18 Q. Did he contact any of your staff members?19 A. No, he did not.20 Q. And Ms. Capell -- Beth Capell -- you testified21 that Beth Capell was very involved in the State Council's22 effort in healthcare reform?23 A. Yeah, she was the day-to-day lead inside the24 State Capitol; that is correct.25 Q. Did you ask her whether she would come to

Page 846

1 testify here today?2 A. I did.3 Q. And what did she say?4 A. She said she would have to check with her5 client, the SEIU California State Council.6 Q. And, ultimately, did she agree to testify?7 A. She did not. She reported that she was8 directed by the current Executive Director of the SEIU9 California State Council not to testify in this10 proceeding.11 Q. I'm going to mark a new document as Exhibit12 214.13 (UHW Exhibit No. 214 marked14 for identification)15 MS. BOS: Q. Did you hear John Vellardita testify,16 yesterday, that UHW had not been happy with the Nursing17 Home Alliance agreement?18 A. I did.19 Q. And what is Exhibit 214?20 A. It's a copy of the Nursing Home Alliance21 agreement.22 Q. Let me show you some of the provisions in here,23 firstly, regarding tort reform.24 MR. ROTHNER: We'll stipulate to the introduction of25 the exhibit. It's already going to be in evidence.

Page 847

1 You've offered it. We haven't observed the niceties of,2 actually, admitting everything. We assume that3 everything is in the record. The document speaks for4 itself; and, in the interest of time, I really do urge5 that we move forward.6 MS. BOS: And so I understand that, yesterday, you,7 actually, wanted to know where the gag order was in the8 Alliance agreement --9 MR. ROTHNER: I can find it myself and you can refer10 to it in the brief.11 MR. HARRIS: You raised this, yesterday, in12 cross-examination and we have an opportunity to respond.13 MR. DAYAN: If you identify that one provision, I14 know there's a lot of provisions, the one provision on15 the gag order, if you can give the page cite and then the16 rest --17 MR. HARRIS: I think we're entitled to put on our18 case.19 SECRETARY MARSHALL: All right, go ahead.20 MR. DAYAN: It's just to save time.21 SECRETARY MARSHALL: Go ahead. If you can get that,22 do this as fast as you can.23 MS. BOS: Okay. Well, let's move first to the gag24 order in this document.25 Can you turn to page ten --or, actually, start on

Page 848

1 page 9 -- sorry. The heading is on page 9.2 THE WITNESS: I'm sorry. These are -- yes.3 MS. BOS: Okay.4 Q. At the very bottom of that page is a title5 called negative rhetoric?6 A. Correct.7 Q. Do you see that?8 A. Yeah.9 Q. And then turn to page 10.10 You know, in the interest of time, I'll just read11 you some of the provisions in this, but, for example, at12 the bottom of the second paragraph there it says:13 "The employer shall not express opinions about the14 merit of the unionization and the Union shall not express15 opinions about the employers' operations of its16 facilities."17 What is this?18 A. Well, it's the first part of, you know, a19 two-part --20 Q. Well, actually, can we hold on?21 Has everyone found it?

22 SECRETARY MARSHALL: I think so.23 MS. BOS: Okay, good.24 Q. Sorry.25 A. Oh, no, nothing -- it's one of several



58 (Pages 849 to 852)

Page 849

1 prohibitions on speech that are particularly damaging for2 workers and the Union that helps represent them in3 nursing homes that are, you know, renowned for having4 quality of care problems, and where frail seniors and5 people with disabilities, many of whom cannot advocate,6 effectively, for themselves, are at risk.7 It's one of several notches provisions in this8 document that inhibit the free speech of Union members to9 protect their residents.10 Q. And in the next paragraph in the third line11 down it says:12 ...nor will the union attempt to leverage employer13 acquiescence through voluntary adverse reporting..."14 What is voluntary adverse reporting?15 A. Basically, if you go and say anything to, you16 know, any outside third party, that's bad. That has17 not -- you know, that is not actually required as a18 mandate of state or federal law; right?19 And then I would, just to be very clear, I mean,20 there are, obviously, many instances in which labor and21 management agree to some rules of engagement.22 But, in the case of a nursing home where, once23 again, there are very vulnerable people who require, as24 people have already said, on caregivers to be their last25 line of defense against abuse and neglect to make it

Page 850

1 onerous, if not impossible, to engage in any public2 reporting of bad care except if the, you know, incident3 rises to a level where that report is required by law,4 allows people to suffer, you know, without complicity5 and -- it's not acceptable.6 Q. And I'll just point out -- don't need to see7 them all -- you can just look at the first one a few of8 the examples of the discussion of the provisions of the9 tort reform in the agreement?10 A. Sure.11 Q. There's a page 3, the second last line where it12 starts -- D is one.13 A. Uh-hum.14 Q. It says, tort reform -- page 5 says that --15 page 5, #4 is a benchmark saying that the parties will16 seek consumer support for the tort reform strategies17 throughout the life of the agreement, and there are18 similar provisions on page 6 and the first paragraph of19 page 7?20 A. Right.21 Q. But, just looking at #4 on page 5, what was22 UHW's issue or issues with the provisions requiring the23 parties to seek consumer support for tort reform?24 A. The issue, both in this documents and the25 working practice of the Alliance, is the extraordinary

Page 851

1 priority that tort reform took as an objective of our2 relationship with nursing home employers in California.3 The fundamental issue with tort reform, once again,4 is, it's often the only in an industry that not only has5 bad employers, but that has deficient regulatory6 structure, that's well-known not to protect frail and7 vulnerable people, well, the threat of bringing suit and8 access to the courts for redress is one of the only9 effective means of holding sub-standard providers in10 check; and, you know, any effort to try to weaken11 people's access to the courts, that does not substitute,12 you know, a really robust system, both regulation and13 alternative, you know, penalties, and, you know, monetary14 compensation for people suffering abuse and neglect is15 unacceptable.16 But, more to the point and for the broad interests17 of our members, residents, and also all of SEIU, is a18 fundamentally principal issue for many of our most19 important, progressive coalition partners, senior20 advocates, disability advocates, you know, very often on21 the state level, trial lawyers work closely with us on22 issues of progressive importance to the labor movement.23 And to take up a sweeping tort reform on the model24 that employers wanted and tried to jam us into -- and25 would abort our capacity to achieve all of our other

Page 852

1 goals.2 And just to give you an instance of just how3 prominent this began the structure -- John Vellardita4 explained to everybody yesterday where decisions were,

5 ultimately, made on the bargaining group by a two-to-one6 vote. Ultimately, the tradeoff was made in this Alliance7 relationship in which the number of new nursing homes8 that would be turned over to SEIU for organizing purposes9 that was attached to its Union tort reform was higher10 than the number attached to achieving reform of the11 nursing home reimbursement system. It became the most12 lucrative goal, so to speak, for SEIU to help nursing

13 home employers achieve. It's not the way our14 relationship should work in the interest of our members15 and the public.16 Q. Okay, can you turn to a page 54 of the17 agreement?18 And, what's this document?19 A. This is, you know, a model template facility20 Collective Bargaining Agreement, and it is appendix to

21 the overall Alliance agreements. They are coupled as

22 one.23 Q. So, is this an example of the template24 agreements that Mr. Vellardita was discussing yesterday?25 A. It is.



59 (Pages 853 to 856)

Page 853

1 Q. And does it need to be read?2 You know, does it need to be read together with the3 Alliance Agreement?4 A. It does. It's referenced within the Alliance5 Agreement that the two are paired. It is the fundamental6 model for the relationship.7 And, you know, as you heard yesterday, our8 expectation, you know, begrudgingly, in accepting the9 Alliance Agreement, to begin with, was that it was a10 graduate to a change in full collective bargaining11 relationship in which our members' rights and the rights12 of the residents would be respected and protected; and,13 in fact, over the course of the relationship, it became14 clear that this model represented -- this template was,15 in fact, expected by the employers to be permanent, and16 that they were getting assurances of that kind, you know,17 from SEIU staff leaders -- at the very least.18 Q. Okay, and, I just want to point out one other19 thing and see what UHW's reaction to this is, but, on20 page 5 of Agreement --21 A. Of?22 Q. Of the main agreement?23 A. Okay, hold on one second.24 Q. Yes.25 Very last bullet point at the bottom discusses --

Page 854

1 oh -- it says that the primary objectives of LMC -- and2 what's the LMC?3 A. The Labor Management Committee which is the4 legal form that the Alliance took.5 Q. So, it's referring to the Alliance?6 So, it's --7 A. Yes.8 Q. -- saying the objectives of the Alliance shall9 be to oppose any long-term care specific staffing and10 reimbursement legislation or regulation that fails to11 meet mutually-agreed objectives.12 What does that mean?13 A. Well, you, know what it means -- and I believe14 there's a companion --15 Q. Oh, yeah, and, that's on page 7, #54. You can16 read that first.17 A. Yeah, there's a companion benchmark that reads18 that, you know, it's a requirement for satisfaction that19 the LMC and SEIU, separately, support -- supported --20 during this period of time only long-term care regulatory21 strategies;22 That all parties agreed were expected to effectively23 recruit palliative and long-term care provided in24 California's nursing homes;25 Put together these requirements of the Alliance

Page 855

1 Agreement;2 Constitute the public policy equivalent of gag3 order;4 They do not allow SEIU to take any meaningfully5 independent position on any matter related to the6 regulation and the reimbursement of nursing homes, no7 matter what harm we may believe could befall residents or8 workers as a result;9 Only things on which we are free to take a position10 are things in which there's agreements with employers.11 It ties our hands almost entirely.12 Q. And you said that it ties SEIU's hands.13 Do you mean it ties UHW's hands?14 A. You know, I mean, in this instance, that it15 ties the corporate body of SEIU and the two participant16 Locals in the Nursing Home Alliance, including that UHW17 and what was started off as 434-B and became Local 6434.18 MS. BOS: I have no more questions.19 MR. ROTHNER: We have no questions.20 SECRETARY MARSHALL: All right. Thank you, very21 much. You're excused.22 MR. HARRIS: Our next witness is Fred Seavey.23 SECRETARY MARSHALL: How do spell his last name?24 MR. HARRIS: S-E-A-V-E-Y.25 SECRETARY MARSHALL: S-E-A-B-E-Y?

Page 856

1 MR. HARRIS: S-E-A-V-E-Y with a "V".2 SECRETARY MARSHALL: Oh, "V"?34 FRED SEAVEY,5 called as a witness on behalf of6 UHW-W, having been placed under oath,7 testified as follows:89 DIRECT EXAMINATION10 BY MR. CHATTERJEE:11 Q. Good afternoon, Mr. Seavey.12 Could you, please, state your name, for the record?13 A. Fred Seavey.14 Q. Mr. Seavey, could you please provide your15 educational background, please?16 A. I have a Bachelor's in Arts in Political17 Science from Princeton University and a Masters in Urban18 Planning and Regional Development from UCLA.19 Q. When did you get your Master's?20 A. I graduated in 1994.21 Q. What did you do after that?22 A. After that, I took a job as a community23 organizer with the Industrial Areas Foundation. I could24 have worked in California, but chose to go to Arizona25 where I spent a year -- I wanted to work in the southwest



60 (Pages 857 to 860)

Page 857

1 network of IEF because of the reputation of Cortes who2 had built a very effective and dynamic organization3 throughout the southwest.4 Q. What did you do there?5 A. I was a community organizer. I worked in the6 south and west side of Phoenix; and we built a7 county-wide organization to create political power among8 communities that didn't have political power.9 Q. And, after that, did you work for the10 International SEIU?11 A. Yes, afterwards, I returned to Los Angeles and12 I took a job doing contract research for SEIU, for the13 International. I researched healthcare issues in Los14 Angeles and I also worked for the Los Angeles Living Wage15 campaign.16 Q. And how long did you do that?17 A. For approximately a year.18 Q. At some point, did you join UHW?19 A. Yes. In 1996, I joined one of UHW's20 predecessor unions, Local 250. I -- there was an opening21 in -- a research opening in Local 250, and having grown22 up in the Bay Area, I knew of Local 250's long history of23 being a very progressive and militant union that24 accomplished huge gains for workers and had a wonderful25 reputation as a union and I wanted to be a part of it.

Page 858

1 Q. And what did you do as part of UHW?2 A. I became a researcher; and I've spent the last3 12 years as a researcher. Currently, I direct UHW's4 Research Department.5 Q. Have you, in the course of doing research,6 analyzed non-profit corporations and non-profit7 corporations?8 A. Yes, we commonly do. The reason why is a large9 portion of California's hospital industry is structured10 as non-profit corporations, so, think about Sutter11 Health -- it's a $5 billion company, the largest hospital12 corporation in Northern California. It is a 501(c)(3)13 and it's organized with a parent corporation at the top14 and then dozens -- literally dozens and dozens -- of15 for-profit an non-profit subsidiaries -- so octopus-like16 array of subsidiary corporations that make up its entire17 structure.18 Q. In all your time as consulting on the SEIU,19 have you done other work for the International?20 A. Yes. In 2006, I took a leave of absence from21 UHW and worked as a researcher for SEIU -- for the22 International Union.23 Q. And where was that?24 A. I worked as part of SEIU's global team.25 There's an effort in SEIU to partner with

Page 859

1 international -- with unions in other countries that are2 organizing in the same three core industries of SEIU --3 so I worked in Germany to help the European Union and to4 have an exchange with European unions that are organizing5 workers in the property services industry; that is,6 janitors and security officers, primarily.7 Q. Mr. Seavey, could you turn to Exhibit 206,8 which is part of our Volume 3 -- UHW Hearing Volume 3?9 MR. ROTHNER: I'm sorry? What was the number?10 MR. CHATTERJEE: 206. I believe it's the entire11 binder.12 SECRETARY MARSHALL: Mine ends at 205.13 MR. CHATTERJEE: It's binder #3.14 MR. HARRIS: It's all of binder #3.15 SECRETARY MARSHALL: Got it.16 MR. CHATTERJEE: Q. Mr. Seavey, the first document

17 in binder #3, Exhibit 206, is entitled "Analysis of18 SEIU's 501(c)(3) and Other Organizations".19 You see that?20 What is this document?21 A. Yes.22 Q. What is that document?23 A. This is a report that I and other researchers24 at SEIU of UHW prepared the report 501(c)(3) study of25 other affiliates of SEIU and three of SEIU's largest

Page 860

1 Local unions across the country.2 Q. This was prepared under your supervision?3 A. Yes.4 And, essentially, the aim of this paper is to look5 at a number of core questions:6 Is it common for unions to set up 501(c)(3)7 subsidiaries and other affiliates?8 How do they fund subsidiaries and affiliates?9 How much money do they provide them?10 How are their Boards structured?11 What sort of the governing structure do they have?12 What are the missions and purposes of these13 subsidiaries and affiliates?14 Do the missions and purposes change over time?15 Do they carry out activities that are consistent16 with the missions and purposes?17 And what sort of public and transparency activities18 do the parent corporation subsidiaries and affiliates19 carry out related to these -- again -- these20 subsidiaries?21 Q. Describe for me the methodology that you and22 your team undertook in preparing this document -- this23 report?24 A. So, again, this is an area of research that25 we're very well familiar with because of our -- so, I



61 (Pages 861 to 864)

Page 861

1 mentioned the Sutter Health, but, there are -- so, this2 is an area that our research team was very familiar with,3 because many of our employers in our industry are4 structured as non-profits.5 So, in addition to Sutter Health, Catholic6 Healthcare West, St. Joseph Health System, numerous7 others, are structured as non-profits.8 So, in terms of our methodology, we first try to set9 boundaries on the research;10 Looked at the subsidiaries and affiliates during a11 few-year's time period, beginning January 1, 2005 to12 December 31 2007;13 Analyze the subsidiaries and affiliates, excluding14 health and welfare subsidiaries.15 Q. What kind of documents did you review in16 preparing this report?17 A. We looked at IRS forms 1023 and 1024. These18 are the applications that 501(c)'s filed with the IRS to19 secure their exempt status.20 We look at IRS forms 990, which are the annual tax21 returns that, again, 501(c)'s file with the IRS.22 We looked at audit financial statements, Articles of23 Incorporation.24 We looked at organizational websites.25 We looked at news articles, press releases, other

Page 862

1 reports.2 And, finally, we looked at Department of Labor forms3 LM-2. These are the annual reports that unions file with4 the U.S. Department of Labor to capture their activities.5 Q. And is your methodology further described in6 the first page of the report?7 A. Yes, it is. We describe it here.8 Q. Now, the report attaches a number of9 appendices, exhibits, I believe, A through V.10 Generally, what are these exhibits?11 A. So, essentially, this report -- there are 912 pages of the report and then five charts and tables that13 are attached to it; and all the rest of this these are14 the substantiating documents, the source documents:15 The tax returns;16 The applications for tax exempt, that substantiate17 all of the facts contained in this report;18 And you'll see it very highly footnoted because we19 wanted to sort of point the reader to all of the

20 documents -- the source documents -- that substantiate21 the facts here.22 Q. So, the exhibits are the source document side23 of the report, and some of the documents you reviewed in24 your preparation of the report?25 A. Exactly.

Page 863

1 Q. First, I want to turn to Attachment 2 of your2 report -- just -- you know, you need that chart.3 SECRETARY MARSHALL: Is that --4 MR. CHATTERJEE: It's a staff chart at the top that5 says SEIU.6 SECRETARY MARSHALL: Oh, okay, got it. Got it.7 Need the front page and then the page that --8 MR. CHATTERJEE: Is mentioning, now, Attachment 2.9 SECRETARY MARSHALL: Oh, I see. It's an attachment.10 MR. CHATTERJEE: Right, right.11 SECRETARY MARSHALL: Okay.12 MR. CHATTERJEE: Q. Now, Mr. Seavey, Attachment 213 is a chart with SEIU in a box on top and a number of14 boxes and a few ovals below?15 A. Yes.16 Q. What does this chart mean?17 A. This is the organizational web of SEIU. It18 indicates SEIU at the top, the parent corporation SEIU19 has formed, and it currently operates 12 subsidiaries and20 affiliate corporations, and these are a six of21 501(c)(3)'s.22 Q. First, what do you mean by subsidiary and23 affiliates?24 A. Subsidiary, in the report, is meant to indicate25 corporations that are holding control;

Page 864

1 Affiliates indicates corporations that are partially2 controlled;3 And, in terms of their partial control, it might be4 in the form of a governing structure, but -- partial, yet5 significant -- to control through either governance or6 financing.7 Q. So, does this chart identify the8 International's subsidiary and affiliate 501(c)9 organizations you've identified?10 A. Yes. This is a portion of them. There are11 other health and welfare funds that are not contained12 here, such as pension funds; but, in terms of our13 universe --14 Q. You have some of these -- for example, what was15 the Five Stones?16 What does that mean?17 A. Five Stones is a 501(c)(4) corporation founded18 by SEIU that works in tandem with a second 501(c)(3)19 called Center for Community and Corporate Ethics.20 Working in tandem, these organizations constitute21 Wal-Mart watch.

22 Q. What is SEIU Education & Support Fund?23 A. SEIU Education & Support Fund is a 501(c)(3)24 corporation set up by SEIU, and it carries out a variety25 of educational activities.



62 (Pages 865 to 868)

Page 865

1 Q. You have something called Inc. with an oval.2 What does that mean?3 A. The ovals indicate for-profit's subsidiaries.4 SEIU operates not only non-profits subsidiaries, but5 two for-profits subsidiaries, as well -- Qvisory6 Services, Inc. is one of a collection of three7 subsidiaries that, together, create this -- constitute8 this operation that was set up in 2006 by SEIU called9 Qvisory. It's sort of an initiative, I believe, of Andy10 Stern to create an online community for young people,11 people aged 18 to 32. It sort of serves as like an12 online community for young people and an advocacy13 organization for them.14 Q. Now, what's Institute for Change?15 A. Institute for Change is a 501(c)(3) corporation16 set up by SEIU that serves as their Leadership

17 Development Institute. Its offices are the same18 identical offices of the SEIU -- 1,800 -- massive.19 Q. We're not going to go through all of them, but,20 understand that they're identified in the report.21 Now, in the course of your review of the document,22 in the source documents attached, did you make certain23 findings?24 A. Yes.25 Q. I want to start with -- go through page 2 of

Page 866

1 your report.2 First, you found that SEIU has 12 subsidiaries and3 affiliates, including 501(c)(3)'s, 501(c)(2)'s,4 501(c)(4)'s; is that right?5 A. Yes.6 Q. I want to turn to Finding No. 2.7 What findings did you make in terms of unions,8 including SEIU International, providing substantial9 funding to subsidiaries and affiliates that are10 501(c)(3)'s?11 A. We examined the LM-2 forms and extracted every12 sort of financial-supported funding that was provided to13 these subsidiaries.14 We found, over a three-year period, again,15 2005-2007, SEIU had $21.8 million in funding to its 1216 subsidiaries and affiliates -- $21.8 million.17 Q. That's a lot of money.18 A. It's a lot of money.19 Q. What do you mean by funding?20 A. Funding and financial support, we define in21 this report, to mean grants, contributions, extension of22 loans, purchase of services, and extension of, or payment23 for, services and goods, and salary and wages and24 benefits, for some of the staff of their subsidiaries and25 affiliates.

Page 867

1 Q. By the way, you're somewhat familiar with the2 way the International obtains funds?3 A. Right.4 Q. Does the International obtain funds from the5 members?6 A. Yes.7 Q. So, are you saying that members' money has been8 spent by SEIU to fund about $21.8 million in 501(c)(3)'s9 501(c) organizations?10 A. Exactly.11 Q. Could you turn to the Attachment 1 of your12 report?13 Let's see, where is that?14 THE WITNESS: Attachment 1 looks like this.15 MR. CHATTERJEE: Q. Now, just overall, what is --16 the Attachment 1 is a chart; right?

17 A. Say that again.18 Q. Attachment 1 is a chart?19 A. Yes.20 Q. Overall, what is this chart?21 A. This is a chart -- it's a grid -- and it lays22 out, in each of the rows, the 12 subsidiary and23 affiliates of SEIU.24 It identifies their corporate status;25 Whether they're a 501(c)(3) or a (501(c)(2), etc.;

Page 868

1 The employer identification number;2 The description of the main purpose of the3 corporation;4 And, then, finally, the financial support and5 funding that SEIU provided during each of the three-year6 period that we studied -- 2005, 2006, 2007.7 Q. And these different organizations, you and your8 team looked not only at the amount of money, but the9 different ways they were funded; is that right?10 A. Exactly.11 Q. Now, I want to turn your attention to Five12 Stones.13 According to your report, is it the case that the14 International funded Five Stones, the 501(c)15 organization, $8.9 million?16 A. Yes, $8.9 million during the three-year period.17 Q. Now, that $8.9 million, what form did that take18 in terms of funding?19 A. These came in the form of grants and20 contributions -- straight-up contributions -- to Five21 Stones.22 Q. That's $8.9 million in cash?23 A. Yes.24 Q. Take a look at My Life, Inc. dba Qvisory.25 You see that?



63 (Pages 869 to 872)

Page 869

1 A. Yes.2 Q. Is that the same Qvisory report you referred to3 earlier?4 A. Yes.5 Q. Now, according to your chart, your team found6 that the International funded about $1.87 million over a7 three-year period to My life, Inc.8 Is that fair?9 A. Yes.10 Q. And what form did that Fund take?11 A. I have $1.8 million. $1.34 million was in the12 form of grants -- again, just a granting of monies13 over -- the International Union also extended a half14 million dollars loan to Qvisory, but, the loan came on15 very favorable terms -- 0 percent interest.16 Furthermore, Qvisory is not required to make any

17 repayment of the loans until Qvisory has profitable18 operations for two consecutive quarters; then, in the19 quarter that follows those two profitable quarters, they20 must begin to make repayments of the loan on the order of21 $34,000.22 Q. So, is it fair to say that the International23 just gave away $1.3 million?24 A. Exactly.25 Q. And, basically, gave away -- do the math --

Page 870

1 about $400,000 in very, very big --2 A. It's a half million dollars loan, but -- yeah,3 for example, if Qvisory never operates at a profit, SEIU,4 and SEIU members, will never receive this money back.5 Q. Turn to page 3 of your report, Mr. Seavey. I6 wanted to draw your attention to Roman numeral III.7 Did you and your team make any findings to whether8 the International -- SEIU International -- established a9 subsidiary 501(c) organization that had a Board of10 Directors that was comprised entirely of the parent11 union's officers and staff?12 A. Yes, we did.13 Q. What did you find?14 A. We found that two of their subsidiaries have15 Board of Directors that are composed, entirely, of the16 officers of the Union; in other words, the elected17 officers and then staff of SEIU.18 So, for example, SEIU Education & Support Fund --19 it's a 501(c)(3) organization -- its Board of Directors20 is composed of:21 President Andy Stern;

22 Secretary-Treasurer Anna Burger;23 The Assistant to President Stern, Mary Ann Collins;24 And the Executive Assistant to President Stern, Kirk25 Adams.

Page 871

1 So, those are the four Board members that make up2 the entire Board.3 Q. How did SEIU Services Corp --4 A. SEIU Services Corp is a non-profit corporation5 that's been established only in the District of Columbia.6 It hasn't, apparently, filed for tax-exempt status from7 the IRS. Its Board is composed of three people:8 SEIU Secretary-Treasurer Anna Burger;9 T. Michael Kerr, who's the Assistant to10 Secretary-Treasurer Burger;11 And Louis Malone, who is a Fund Director and a staff12 member of SEIU.13 Q. Turn to page 4 of your report.14 Did you compare the Board structure of the Patients15 Education Fund with the Shirley Ware Fund?16 A. Yeah.17 You know, during the course of our research, we also18 looked at the Board structure, and we found that,19 interestingly, that the Board of Directors, the structure20 of the Board of Directors of the Patients Education Fund,21 is, virtually, identical to the structure of the Board of22 Directors of the Shirley Ware Education Center.23 Shirley Ware Education Center was set up a decade24 ago by Local 250, and they're identical in the following25 information on the Board is comprised of the top officers

Page 872

1 of the Union, as well as a subset of its Executive Board.2 So, for example, the Board of the Shirley Ware3 Education Center is composed of:4 The President;

5 The Secretary-Treasurer;6 And three members of the Executive Board.7 Q. You're referring to structure of when the8 Shirley Ware Fund was first established; right?9 A. Exactly, when it was first established.10 Q. So, you're comparing the Board structure of the11 Patients Education Fund, which was at its infancy stages,12 with the Board structure of the Shirley Ware Fund, when

13 the Shirley Ware Fund was in its infancy; is that right?14 A. Exactly.15 Q. Did the International ever challenge the16 structure of the Shirley Ware Fund structure?17 A. No.18 Q. Did you find, in the course of any documents,19 in your review of documents, any organization the20 International established that had educational purposes?

21 A. Yes.

22 Q. What did you find?23 A. We found that, for example, SEIU Education &24 Support Fund -- I mean, education is in the title of the25 organization in its filings with the IRS. They describe



64 (Pages 873 to 876)

Page 873

1 as their purpose to provide educational opportunities to2 workers and their families in the service industry.3 We also found that My life, Inc., a 501(c)(4), which4 constitutes the core part of Qvisory, it also identifies5 in its tax documents -- or its IRS filings -- that6 education is one of its main activities.7 Q. Did you find -- were there any SEIU's, the8 International subsidiaries, that modified its primary9 purpose over the course of time?10 A. Yes.11 The SEIU Education & Support Fund, the 501(c)(3) has12 made substantial modifications to its primary exempted13 purpose over the last few years.14 Q. In particular, did you find any 501(c)(3)'s15 that, when they started, had no business plans?16 A. Yes, fundraising plans.17 Q. Well, fundraising is how 501(c)'s, generally,18 raise money?19 A. Right.20 Q. Did you find any 501 established by the21 International Union that had no fundraising plan?22 A. Yes. They're described there in that -- their23 1023-1021 forms.24 Q. Could you turn to Tab L?25 What is Tab L?

Page 874

1 A. Tab L is the IRS Form 1023 that was filed by2 the Institute for Change.3 Institute for Change is a 501(c)(3) corporation set4 up by SEIU.5 Q. Could you turn to -- it's not Bates numbered,6 so, I believe it's page 4 of 5 of Form 1023 attachment.7 SECRETARY MARSHALL: That go under the same tab?8 MR. CHATTERJEE: Yes, it's under the same tab.9 THE WITNESS: Yeah, it's under the same tab. It's10 kind of halfway through. If you look at this certificate11 page, here -- actually, you got it right there.12 MR. CHATTERJEE: It's a O to the document, page 4 of13 5 of attachments.14 Q. Do you see a heading that says line 4-A15 fundraising program?16 Do you see that?17 A. Yes.18 Q. And what does that say?19 A. 501(c) -- their application for tax status --20 and it reads:21 The Institute does not yet have a concrete22 fundraising plan. When the Institute begins fundraising,23 it will, most likely, be personal or directed at24 foundations.25 Q. Could you turn to the Form 8718, which is an

Page 875

1 attachment? It's part of Exhibit L.2 A. Say that again?3 Q. It's a Form 8717, described as user fee for4 exempt organizations for termination letter request.5 A. That before --6 Q. Form 8718.7 A. Is it before that page or --8 Q. It's before -- well, let's just look it up.9 A. Okay.10 Q. It says 8718 on the top right-hand corner.11 Just keep going.12 SECRETARY MARSHALL: 8718? Got it.13 MR. CHATTERJEE: Q. Now, turn two pages over. Keep14 turning the pages.15 A. Before or back behind it?16 Q. Before. The other way -- the other way.17 Turn to -- you see a form 2848?18 A. Oh, right.19 Q. It's a power of attorney. You see that?20 A. Yes.21 Q. Could you turn to the next page, which is part22 of Form 2848?23 You want to flip back?24 Do you see form 2848, Mr. Seavey?25 A. Yes.

Page 876

1 Q. Okay, on the next page, could you tell me who2 signed the power of attorney declaration of3 representations for this organization we've been4 discussing?5 A. Anna Burger.6 Q. And who else?7 A. Michael B. Trister.8 Q. Now, in the course of your investigation of9 these documents, you looked at not just what some of the10 organizations described their function to be, but, did11 you also look at how they spent their money?12 A. Yes.13 Q. How they told the government they spent their14 money?15 A. Yes.16 Q. Did you and your team find any names as to17 whether any of the 501(c)(3) organizations spent monies18 that just did not appear on the face to be consistent19 with the purpose of the organization?

20 A. Yes, we did.21 Again, this 501(c)(3) SEIU Education & Support Fund,22 during the period from 2003 to 2006, spent more than $1.523 million on activities that aren't, on their face,24 consistent with the tax-exempt purpose.25 Q. What did you find?



65 (Pages 877 to 880)

Page 877

1 A. So, again, 501(c)(3) that was set up to provide2 education on health and safety issues to service workers,3 and we found, for example, that they spent $71,000 to4 identify --5 MR. BAIRD: Where are you?6 THE WITNESS: This is page 5 of this initial report7 MR. CHATTERJEE: We're back on the report, page 5.8 SECRETARY MARSHALL: All right.9 THE WITNESS: So, yeah, if you look down at the10 bottom of this page, there are several bullet points; and11 that's what I'm reading from.12 So, they spent $71,000 -- the dollar figure is noted13 in the footnote -- to identify and train qualified14 candidates for seats on the Boards of public pension15 funds.16 So, again, how is this related to workplace safety17 and training of workers?18 They spent $600,000 to educate children and their19 families about the importance of voting.20 So, again, how is this consistent with workplace21 safety, which is the primary exempt purpose for this22 corporation?23 This spent $721,000 on public -- increasing24 public -- awareness of immigrant rights.25 They spent $100,000 to build coalition to push for

Page 878

1 national health reform.2 And, actually, they spent $11,000 to help engage the3 public for SEIU's Sliced Bread Contest. This is a4 contest that, I think, International President Stern was5 involved in was to set up to try to solicit the best6 ideas for how to improve the U.S. economy.7 And they gave out $200,000 in prize money to the8 general public for ideas about the best way, sort of a9 publicity thing, they tried to promote it through this10 organization, sort of another venture that they set up11 called the Purple Ocean. The purpleocean.org was an12 effort to try to build some sort of a non-union general13 public attachment to SEIU.14 Q. In the course of your review of the document15 research, did you and your team find whether any of the16 SEIU's 501(c)(3) organizations had spent substantial17 portion of its budgets on public advocacy activities?18 A. Yes, we did.19 We found that, in 2004, SEIU Education & Support20 Fund provide $310,000 to two organizations.21 Q. Actually, are you on page 6 of your report?

22 A. Yeah, I'm on page 6.23 So, again, this is non-profit, has a budget of about24 $1.5 million that year, and they spent $310,000 of that25 budget on public advocacy campaigns.

Page 879

1 $210,000 was contributed to Arizona United for2 Immigration Reform, which was the largest contributor to3 a campaign to defeat Proposition 200 in Arizona. It was4 on the Arizona ballot in 2004.5 They also granted -- donated -- $100,000 to6 Americans for Healthcare -- and this is actually a7 project of SEIU to build state-based grass roots8 campaigns and coalitions to fight for health reform at9 both the state and national levels, spending on health10 reform to advocate for health reform.11 Q. Did you find any SEIU subsidiaries that spent,12 substantially, over this "net assets"?13 A. Yes.14 When you look at the most recent year, 2007, all15 together, SEIU contributed funding and financial support16 of $10.5 million to its dozen subsidiaries and17 affiliates. This makes up about 16.4 percent of SEIU's18 net assets.19 Q. Did you find situations where 501(c)(3)20 organizations were established by SEIU's affiliates and21 subsidiaries, in which case you were unable to find22 publicity surrounding those organizations?23 A. Yes.24 In the beginning, I mentioned, you know, one of the25 questions that we sought to answer was what sorts of

Page 880

1 publicity and transparency activities does SEIU and other2 Local unions carry out with respect to their subsidiaries3 and non-profits?4 And so we found, just for two examples, for example,5 the SEIU Services Corp was the most untransparent. It6 has no website -- is not mentioned on the SEIU website.7 Q. Are you focusing on page 8 of your report?8 A. Yeah, now, I'm on page 8.9 There's a table here that sort of lays out the10 dimension of our sort of investigation of publicity and11 transparency activities; so, again, no website. We did12 Lexis searches for any mention of --13 Q. What's Lexis?14 A. Lexus is sort of a widely-used legal service15 that many attorneys use to gather public documents and16 news clips from across the country. It's very17 comprehensive and very expensive.18 Q. Did you look through various news files that19 are available on that site?20 A. Yes; and, we found no mention at all of SEIU21 Services Corp. There's no mention; although, this is a22 subsidiary that's received $2.4 million of funding from23 SEIU. There's no mention at all on SEIU's website.24 We searched on Google. There's no mention at all;25 in fact, we -- the thing is set up in such a way that,



66 (Pages 881 to 884)

Page 881

1 because it's incorporated only in the District of2 Columbia, and not with the IRS, the normal sorts of3 reporting and documentation that it would have to make4 that are then available to the public, IRS Form 990, it5 doesn't make. So, we had great difficulty, you know,

6 even figuring out what the heck this thing is.7 And, you know, the second example, SEIU Education &8 Support Fund, which has been around for more than a9 decade -- perhaps, two decades -- it has no website. We10 looked for press releases that it might have issued, or11 SEIU might have issued, to talk about its formation,12 purposes, structure, governance, and funding. We found13 no record of SEIU ever having issued press releases about

14 it. The only -- we looked on the SEIU website -- the

15 only mention of this SEIU Education & Support Fund is a16 passing reference to a scholarship that the SEIU17 Education & Support Fund helped to pay for.18 Q. Mr. Seavey, during what period of time did you19 and your team do this research for this reports?20 A. We've just done it in the last number of weeks.21 Q. In the course of obtaining some of the source22 documents, and the types of documents you included in the

23 exhibits to the attachments to your report, did you ask24 SEIU for information?25 A. Yes, we did.

Page 882

1 Q. Now, they provided you some information; right?2 A. They provided some.3 Q. Did they set up any hurdles and fail to provide4 you certain information?5 A. Absolutely.6 Q. What did they do?7 A. So, for example, we -- and it's contained here8 as exhibits, so -- we spent -- a lot of these9 documents -- they're requirements under federal law that10 they make them available to any member of the public.11 So, for example, IRS Form 1023, their application12 for tax-exempt status, under federal law, any member of13 the public, any of us, would walk into a non-profit's14 office and ask for a copy of this, and they're required15 to give it to you during normal business days; or, you16 can also fax or call or request it. We requested that17 document more than 30 days ago from SEIU, and they failed18 to provide it to us.19 Q. Which organization?20 A. This is SEIU Education & Support Fund. They21 say -- the reason they gave us for not providing it, they

22 say, we can't find it. They can't find their Form 1023.23 This is their application for tax-exempt status.24 The other -- we had even greater difficulties in25 getting information about SEIU Services Corp. The only

Page 883

1 reference we've seen -- well, we, initially, saw this2 thing, because we looked through SEIU's audited financial3 statements. This is something that they handed out at4 the 2008 convention.5 And, if you look into the footnotes, footnote number6 2, and they make a brief mention, SEIU Services Corp.7 We'd never seen this thing before; didn't know it8 existed. So, we began to ask questions about it -- and9 it's not registered with the federal government -- not10 registered with the IRS. We sent a substantial11 information request. This is our Union -- our national12 Union. They should be able to tell us what kinds of --13 you know.14 If they set up a corporation, what is this15 corporation?16 How much money do they give to it?17 Who are the Board of Directors?18 Again, more than 30 days ago we requested this19 question, and they failed to provide us with any20 information about it.21 Q. Is anyone investigating this?22 A. Well, you know, we had such difficulty getting23 information about it that we engaged a document search24 firm in D.C., and we asked them -- one of my25 co-workers -- another researcher -- we sent multiple

Page 884

1 faxes, multiple E-mails, multiple requests for2 information, in fact, to Mr. Hauptman's colleague, T.3 Michael Kerr. He's the Assistant to Anna Burger, the4 Secretary-Treasurer -- sent letters directly to him;5 phoned him; E-mailed him. And this search firm, they6 also made multiple calls, multiple faxes, over and over,7 again, to people who work in Mr. Hauptman's division of8 SEIU. They stonewalled. I mean, this is what this9 professional research firm told us. We're getting10 stonewalled. We got stonewalled, as well.11 So, finally, we went to the District of Columbia and12 tried to rush them to provide us with any documents they13 might have. When we finally got the documents, we14 finally were able to get Articles of Incorporation from15 the District of Columbia, and we learned that this guy T.16 Michael Kerr, who we'd been writing letters to and17 letters to, wouldn't call for 30 days, he actually sits18 on the Board of Directors of this. He sits on the Board19 and refused to give us any information about it.20 So, we still don't have the sorts of things we asked21 for in terms of financial statements, a bunch of other22 records; but, yeah, they've stonewalled us. They've made23 it very difficult for us to understand their practices24 with respect to setting up and running subsidiary25 corporations.



67 (Pages 885 to 888)

Page 885

1 Q. Now, what's the name of that corporation again?2 A. SEIU Services Corp.3 Q. If you look in your report, how much money has4 SEIU funded to that subsidiary?5 A. They've given it $2.8 million dollars.6 Q. In one year?7 A. 2007.

8 Q. One year?9 A. One year.10 Q. Now, to put it in perspective, is it fair to11 say that UHW's members contribute about $2.5 million in12 dues to the International every year?13 A. Yes.14 Q. And those dues are going to fund the15 organizations that you identified?

16 A. Yeah, I imagine.

17 Clearly, a portion of these dues must be spent on18 these activities that -- a portion of all SEIU members'19 dues, theoretically, are going to these subsidiaries and20 affiliates.21 Q. Do you know if UHW's members have also written22 to Anna Burger and others asking for information about23 501(c)(3)'s?24 A. Well, some of our -- I think if you'll -- I

25 could look at it, you know, one of my co-workers and

Page 886

1 colleagues -- they're members as well of SEIU -- they're2 dues-paying members -- and have written in and requested3 information and, you know, described in terms of the --4 Q. Turn to Tab S.5 A. It just says, I was -- look -- we have this6 information request that laid out five sets of7 information that we sought from T. Michael Kerr, the8 Assistant to Anna Burger; but, it notes that these9 documents offer information about the company's mission,10 its Board of Directors, its finances, and other11 organizational values. And, you know, we seek them --12 you know, it's fair.13 I mean, as I said, our members paid $25 million a14 year to SEIU, and they won't provide us with information15 about how, you know, these corporations have been set up16 by Anna Burger and T. Michael Kerr and others.17 MR. CHATTERJEE: No further questions.18 SECRETARY MARSHALL: All right. Mr. Dayan?1920 CROSS-EXAMINATION21 BY MR. DAYAN:22 Q. I'd like to direct your attention to the23 principal document, you know, the analysis document?24 A. sure.25 Q. And, before I ask you about that, did you

Page 887

1 attempt to investigate whether, at the Union Board2 meeting, where any of these organizations was authorized,3 or where funding to any of them was authorized, the4 resolution that came out of the Board meeting misstated5 the intended purpose of the organization?

6 Did you look into -- did you try to get minutes of7 Board meetings that authorized any of the entities that8 you studied?9 A. I don't believe that we have. I mean, if you'd10 like to provide us with comprehensive minutes --11 MR. CHATTERJEE: We'll make that request, on the12 record, counsel. I'll make that request right now for13 the Board minutes.

14 MR. DAYAN: My question is, did you request them

15 during your investigation?16 THE WITNESS: Yes.17 MR. CHATTERJEE: For the record, I'm making that18 request right now.19 THE WITNESS: They'd be wonderful to look at it. I'd20 be very interested in them.21 MR. DAYAN: Okay. You know, we can talk about that22 after the hearing. This is a cross-examination.

23 MR. CHATTERJEE: Yes, but, I'm making the request.24 SECRETARY MARSHALL: Yeah, make it after.25 MR. DAYAN: Q. The question is that you didn't ask

Page 888

1 for the meeting?2 A. Ask for meeting minutes?3 Q. You didn't ask for the meeting minutes; is that4 right?5 A. We didn't.6 Q. Okay.7 A. But, now that you raise it, it's a good idea.8 I'd like to see them.9 Q. And let's now turn to the report and, if you'll10 turn to page 3 of the report, there's a chart right at11 the top -- a table -- you see that?12 A. Yes.13 Q. And that table reports that SEIU funded-- it14 says Funding/Financial Support to Subsidiary and15 Affiliates.16 You see that?17 A. Right.18 Q. And Funding/Financial Support means19 contributions -- outright gifts or loans -- isn't that --20 A. Exactly.21 Q. Yeah; and you report $21.8 million for SEIU.22 Now, just skip down to the fourth line, SEIU-UHW.23 That number, $57,486, that is a totally artificial24 number; isn't it?25 It's an apples-to -oranges comparison?



68 (Pages 889 to 892)

Page 889

1 A. No.2 MR. CHATTERJEE: Objection. It's argumentative.3 SECRETARY MARSHALL: Ask him what it is.4 MR. DAYAN: Yeah, let's talk about it.5 Q. What you did was, you subtracted -- you knew6 that $3 million had been contributed --7 A. No.8 Q. Wait. Let's answer my question.9 MR. CHATTERJEE: No, let him finish his answer.10 MR. DAYAN: I haven't finished my question. How can11 he answer it?12 MR. CHATTERJEE: You're asking four questions. He's13 trying to answer one.14 MR. DAYAN: I'm restating the question asked by the15 Hearing Officer.16 SECRETARY MARSHALL: Okay.

17 MR. DAYAN: Okay.18 Q. You know that UHW transferred $1 million to the19 PEF in year 2007 and $2 million in year 2008; isn't that20 correct?21 A. I think this is why you're not a researcher.22 Q. No. I'm asking you a question. I'm asking you23 a question, first --24 MR. CHATTERJEE: He's answering your question.25 MR. DAYAN: No, he's not.

Page 890

1 MR.CHATTERJEE: Yes, he is.2 MR. DAYAN: Q. Did they contribute $2 million in3 2007? Let's make this go quicker.4 A. We wanted to do an apples-to-apples comparison;5 and we derived this data from the 2006-2007 LM-2's.6 Q. Okay.7 A. 2008 LM-2's are not yet available, so, we8 looked at the funding to the subsidiaries and affiliates9 during this three-year period.10 During this three-year period, UHW, as you said,11 transferred a $1 million to the Patients Education Fund.12 The Patients Education Fund later reimbursed that money.13 Q. Outside of year 2007; isn't that correct?14 And it's not on the LM-2 statement.15 MR. CHATTERJEE: Let him answer the question.16 MR. DAYAN: You're going to submit a document that's17 misleading --18 MR. CHATTERJEE: Let him answer the question.19 SECRETARY MARSHALL: Let's him answer it. Don't20 argue with him.21 MR. DAYAN: Q. Go ahead.22 A. So, we followed the protocols that are set out23 in LM-2 forms.24 And, if you look at LM-2 forms, you'll find, in some25 cases, SEIU has contributed monies to its subsidiaries,

Page 891

1 and those subsidiaries have reimbursed the SEIU some of2 those monies, so, we wanted to net out the money.3 While UHW contributed a $1 million to PEF, PEF later4 returned the unspent portion of those monies; and the5 portion of monies that was actually expended -- and this6 is -- we wanted to be very clear and transparent about7 that, so, that's why footnote 9 is there -- and, as8 you'll see, footnote 9 reads;9 These are the monies that were, actually, expended10 by PEF during 2007. The remainder was returned to UHW.11 I don't disagree with you about sort of the pattern12 of facts here.13 Q. Okay, fair enough.14 So, $1 million was transferred in calendar year

15 2007. That $1 million transfer is on the 2007 LM-2 form;16 isn't that correct?17 A. Yes.18 Q. And the reason there was money paid back in19 2008 -- and, by the way, did you look for money paid back20 for SEIU 1199 for 2007?21 A. Yes, yes; but, not for 2008.22 Q. But, don't know whether any 1199 funds for23 2007; isn't that correct?24 A. We had sort of this additional information25 about which --

Page 892

1 Q. Okay, so, it isn't apples-to-apples? That's2 all I'm saying.3 A. It's apples-to-apples, I mean, I can tell you,4 for certain, that SEIU provided $21.8 million to its 125 subsidiaries and affiliates during this three-year6 period.7 How does that compare to --8 Q. And, in 2008, you don't know whether SEIU may9 have received -- because some of these are loans are full10 or partial repayments of those contributions --11 A. It's possible they have.12 I know, however, the biggest 501(c)(3) and 501(c)(4)13 that have received contributions from SEIU are Five14 Stones and the Center for Community & Corporate Ethics.15 They've given roughly $3 million a year, and those monies16 are burned up, because we can look at the IRS Form 990 --17 Q. We'll talk about that in a minute.18 So, one other thing about the $57,000 figure. You19 took the $1 million that was reported as contributed in20 1999, and then you deducted the amount that the PEF21 returned after President Stern wrote a letter to your

22 Board, and to your President, questioning the legitimacy23 of that transfer; isn't that correct?24 A. We returned it after SEIU began a multi-million25 dollar disinformation campaign to attack and smear our



69 (Pages 893 to 896)

Page 893

1 Union and threatened us with legal action.2 Q. Fair enough.3 You know, the point is that -- the point is that --4 the money was returned because Andy Stern began an5 investigation into whether that Fund was properly set up?6 A. You know, you should know, as well, that part7 of this disinformation and implosion campaign is being8 carried out by your firm filing frivolous lawsuits9 against our Union to smear its name.10 Q. Okay, let me ask you one more question.11 Do you know who prepared the LM-2?12 A. No.13 Q. Do you know the LM-2 can't act as an accrual14 system?

15 A. Yes.16 Q. You do know that?17 A. Yes.18 Q. So, you know LM-2 cash goes out and then19 payment is made later, there is no netting because it's20 not an accrual system?21 A. We computed the netting in order to give an22 accurate representation of the filing.23 Q. But, the LM-2 doesn't report that -- well, this24 is a small dispute. Let's move on. Let's move on.25 Let's move on.

Page 894

1 You mentioned Wal-Mart Watch and Five Stones and you2 said $3 million was contributed and it was burned

3 through. That was your testimony?4 A. Right.5 Q. Right?6 Wal-Mart watch is a -- you know what Wal-Mart Watch7 is?8 A. Yes.9 Q. It's a program that's designed to put pressure10 on Wal-Mart; isn't that correct?

11 A. Yes.12 Q. Okay, and, isn't it a good thing when an13 organization makes a contribution to another organization14 that the monies, actually, spent and that it's not put in15 a bank account and just left there?16 Isn't that a good thing?17 MR. CHATERJEE: That's argumentative.18 MR. DAYAN: Well, I shouldn't say good thing.

19 Q. Isn't that an expected consequence of making a

20 contribution?21 A. I was responding to your question about whether22 some of the monies contributed to Five Stones might have23 been returned in subsequent years.24 And we examined the tax returns for Five Stones and25 found that the monies that had been contributed were

Page 895

1 expend and -- by the organization -- so, I don't believe2 that, you know, we're using net-out of transfers.3 Q. I'm talking about the fact that --4 MR. CHATTERJEE: He's just making an argument.5 MR. DAYAN: No, I'm off the topic of netting. I'm

6 off that chart now. Just -- I'm just talking about other7 things.8 Q. You're talking about -- and thank you9 clarifying that.10 The $3 million was transferred to Wal-Mart Watch and11 it was spent on Wal-Mart Watch activities; isn't that a12 fact?13 A. As far as I can tell, in the terms of the 990

14 Forms expenditures.

15 Q. Now, let me direct your attention to page 4 of16 your report.17 You have a heading of at least one subsidiary18 substantially modified its primary purpose?19 A. Yes.20 Q. And there are a series of footnotes on page 421 where you describe the, you know, the primary tax-exempt22 purpose -- and you cite to the -- you know -- excuse

23 me -- to the Form 990 that supports your points; is that24 correct?25 A. Correct.

Page 896

1 Q. Now, if you turn to page -- when you -- in2 supporting -- I'm having trouble finding the exact3 footnote -- see if you can follow along with me.4 In supporting your statements in the different

5 places that the purpose of the organization changed, you6 cite to a box that's checked on the Form 990 that asks,7 has your purpose changed during the reporting year?8 Is that right?9 A. And also there's expression of primary taxes10 and purpose.11 Q. And, in each instance, you learned that the12 purpose had changed because the person filling out the

13 form, on behalf of the organization, checked the box and14 identified the change?15 A. I looked, rather, at the -- there's a place16 where it, actually, merits -- the description of the17 primary exemption's purpose is contained there.18 So, you know, what happened in this case is that,19 from 2004 through 2006, this entity had a consistent20 misrepresentation of its primary exempt purpose which was

21 all related to work -- three -- there were sort of three

22 main purposes.23 In 2003, there was, actually, a fourth purpose,24 which was protecting human rights and promoting health in25 other countries.



70 (Pages 897 to 900)

Page 897

1 It appears that primary exempt purpose was removed,2 entirely, from the purpose of this organization.3 Q. So, you learned about that fourth purpose from4 the form 995 itself; isn't that correct?5 A. From the representation of its purposes.6 Q. Yeah.7 And you're not a tax lawyer, I take it?

8 A. No, I'm not.9 Q. And you are not aware of, as a matter of tax10 law and tax-exempt organization law, it's entirely proper11 for a (c)(3) organization to change its purpose and12 disclose that to the IRS, at which point the IRS can13 conduct a process similar to the 1023 process.14 Isn't it a fact you just don't know that?15 MR. CHATTERJEE: It's not -- facts not in evidence.

16 MR. DAYAN: Yeah.

17 Q. You're not aware whether that statement is an18 accurate statement of the law or not; isn't that right?19 A. I'm not a tax attorney.20 Q. Now, let me direct your attention to page 5 of21 your report, and there's footnote 20 on page 5.22 You see that?23 A. Yes.24 Q. And it states:

25 In 2003 the organization spent $600,514 to conduct

Page 898

1 activities to educate children and their families about2 the importance of voting.3 Are you aware -- first of all, if you look at --4 first of all, did you determine SEIU's contribution to5 the Education & Support Fund for that year 2003?6 A. It's noted in the chart.7 Q. And what is that number?8 What did SEIU contribute to that organization in9 2003?10 A. This organization has sort of a different11 function. It's a little bit like the way our Shirley12 Ware Education Center functions in terms of applying for13 grants from government agencies to carry out education14 and training -- things about blood borne passages,15 workplace safety, needle sticks, etc. -- so that it has a16 different -- it's different from Five Stones. It's $317 million of contributions and grants each year. This has18 a relatively small contribution by SEIU, according to the19 LM-2 forms; so, over the three-year period, SEIU provided20 $74,910 to --21 Q. And do you have the number for 2003?22 A. We didn't, in terms of our doing our23 apple-to-apple comparison.24 Q. Well, let's take the three years you gave us,25 $70,000?

Page 899

1 A. Right.2 Q. Let's say that was all in one year. You have3 to give the benefit of the doubt that SEIU made the4 maximum possible contribution of $70,000; therefore,5 $530,000 of that $600,514, therefore, could not have been

6 attributable to the SEIU $400,000 contribution; isn't7 that a fact?8 A. I don't understand what you're saying.9 Q. Your footnote 20 talks about the organization,10 meaning the tax-exempt organization --11 A. Right.12 Q. -- spending $600,000 on that program?13 A. Right.

14 Q. And I just wanted to be clear:

15 You're not saying that that SEIU contributed16 $600,000 to fund that program; isn't that correct?17 A. She's pointing -- the video stopped working --18 Q. We can proceed. We have our transcript. Let19 them work on it while we do the examination.20 SECRETARY MARSHALL: Yes. We don't need it. Go21 ahead.22 MR. DAYAN: Yeah, let's go ahead.

23 THE WITNESS: Say that again.24 MR. DAYAN: Q. I want the record to be clear that25 you're not testifying that, in 2003, SEIU contributed

Page 900

1 $600,000 and change to conduct activities to educate2 children and their families about the importance of

3 voting?4 A. No. I think what we're trying -- you know,5 what this report indicates, and what the records6 indicate, is that SEIU Education & Support Fund spent a7 substantial portion of its revenues on purposes that, on8 their face, are not consistent with the corporation's9 purposes.10 Where did this money originate?

11 In 2003, the Education & Support Fund had a total12 budget of about $1.5 million; whether those monies came13 from SEIU, I couldn't tell you, unless I reviewed the14 LM-2 forms, or, you were to provide me with that15 information.16 Q. Yeah, and, it's possible that a grant of around17 $600,000 came from a completely different organization --18 not even a Union; isn't that correct?

19 A. That's possible.

20 Q. It may be a foundation, say, the Sierra Club21 Foundation contributed about $600,000?22 A. And I think the purpose of the Education Fund's23 501(c)(3), like it is, is to go out and do precisely the24 thing you're talking about: To go out and gather monies25 that can fund public education activities.



71 (Pages 901 to 904)

Page 901

1 Q. Yeah, and, if -- just hypothetically -- the2 Sierra Club --3 A. You're right; absolutely.4 Q. -- gave it to the fund, then, none of these5 members contributed a substantial amount, if anything, to6 that particular program?7 A. You're right. The -- one's a educational8 purpose. Organizations like Sierra Club, they are9 charitable contributions, and use them to educate -- in10 this case, this organization educated the public about11 the need for health reform.12 Q. Again, you're not an expert on (c)(3)'s; isn't13 that correct?14 A. I'm not a tax attorney.

15 Q. And you are also not an expert on the wide16 array of (c)(3)'s; isn't that correct?17 A. Again, I'm not a tax attorney.18 Q. And some (c)(3)'s actively raise private19 contributions and some (c)(3)'s depend on a handful of20 donors; isn't that correct?21 A. You know, I don't have direct knowledge of22 that; but, maybe, you do.23 Q. Are you familiar with the concept of a24 non-profit, but non-tax-exempt organization?25 A. SEIU Services Corp has received a tax -- its

Page 902

1 tax status from the District of Columbia, the Division of2 Corporations. It has not applied for a federal tax3 exemption.4 So, I think it has an exemption from property taxes5 in the District of Columbia, but, it does not have6 federal tax exemption. It's failed to submit --7 Q. Well, it's not a failure if there's --8 A. Yeah, you're absolutely right. It can continue9 to pay out federal tax exemptions.10 Q. It's not uncommon, but -- this is all very11 complicated stuff -- unions are, for example, not12 (c)(3)'s?13 A. Correct.14 Q. (c)(5)'s?15 A. Correct.16 Q. They're tax-exempt; isn't that correct?17 A. Unions are (c)(5)'s --18 Q. That's non-profit or tax exempt?19 A. Right.20 Q. There are non-profits that are allowed to make21 charitable contributions and deduct them; and there are

22 non-profits that don't have any federal tax benefits.23 Isn't that true?24 A. In terms of exemption from income taxes,25 property tax exemptions as to charity, to bonds, grants,

Page 903

1 etc., you're right. It varies across the Internal2 Revenue Code. You're right3 Q. Then -- you testified you're not a tax lawyer.4 Let's go point by point.5 You testified a bit about the SEIU Education Support6 Fund, and, I believe you said that that organization may7 be as many as 20 years old; is that right?8 A. You know, we see records, at least, dating back9 to 1992 and, perhaps, earlier -- I imagine earlier.10 Q. Yeah, and, are you aware, before 1997, when11 Congress adopted an amendment to the Tax Code, (c)(3)'s12 were not required to maintain copies of their 1023, nor13 were they required to provide them to the public on14 demand, the way they are after 2007?

15 A. But, they are required to today.16 Are you saying SEIU Education & Support Fund no17 longer -- it doesn't have its copy of its application to18 the IRS?19 Q. I can talk to your counsel about that later,20 but, I'm asking you a question.21 You weren't aware that, prior to 1997, there was no22 requirement to hold or provide -- you're not a lawyer.23 You didn't know there was an amendment when you24 testified on direct?25 A. Again, I'm not a tax attorney, but, I would

Page 904

1 just imagine -- you know, I mean, if you set up a2 corporation, that you would keep the foundational3 documents -- your application for tax-exempt status.4 Q. Right.5 A. You know, you talk about people taking minutes.6 I mean, this rises to much greater threshold, actual7 application to a federal agency for tax-exempt status and8 you're saying you shredded it or --9 Q. No.10 What I'm saying is that, first of all, the current11 leadership of SEIU which, you know, we're looking into12 it, and, as soon as -- if we can find it, we will provide13 it, but -- in 1992, you would acknowledge that SEIU was14 under different leadership than it is now; isn't that a15 fact?16 A. Yeah.17 I know that both Anna Burger and Andy Stern held18 senior staff positions in 1992.19 Q. Not in the fields of holding on to records and20 adopting best practices for recordkeeping; isn't that21 correct?

22 A. In fact, I think Anna Burger was on the Board23 of the SEIU Education & Support Fund in 1992.24 Q. That may be.25 The point -- I don't know that, but, the point is --



72 (Pages 905 to 908)

Page 905

1 we don't have to get into a long debate.2 You have no proof that SEIU ever, deliberately,3 shredded the 1023?4 A. Oh, yeah, no. That was a -- but, it's sort of5 troubling that you can't find the document application to6 a federal tax agency.7 Q. Well, we can talk about what's troubling. We8 can talk about transfers of $2 million and have no9 documents whatsoever to support it, but, we won't.10 SECRETARY MARSHALL: Good.11 MR. DAYAN: Let's move on. Let's move on.12 MR. CHATTERJEE: Can we have an estimate on cross?13 Can we have -- it's going to take -- we're trying to14 finish today, but --15 SECRETARY MARSHALL: Yeah. Are you about through?16 MR. ROTHNER: The direct was 45 minutes. We've been17 on cross for 25 minutes.18 MR. DAYAN: Yeah, the last witness was close to an19 hour. To not allow no more cross --20 SECRETARY MARSHALL: Okay, just go ahead in a timely21 fashion.22 MR.DAYAN: Thank you. I have nothing further.23 SECRETARY MARSHALL: All right.24 MR. HARRIS: UHW calls its final witness, Sal25 Rosselli.

Page 906

1 SAL ROSSELLI,2 called as a witness on behalf of3 UHW-W, having been placed under oath,4 testified as follows:56 DIRECT EXAMINATION7 BY MR. HARRIS:8 Q. Could you state your full name, for the record,9 please?10 A. Sal Rosselli.11 Q. What is your current position, Mr. Rosselli?12 A. I'm the privileged and proud President of SEIU13 United Healthcare Workers-West.14 Q. How long have you been President of UHW?15 A. Since 2005.16 Q. And, prior to that time, were you the President17 of the -- of Local 250?18 A. Yes.19 Q. And for how long?20 A. Since 1988.21 Q. How many times total have you been elected22 President of Local 250 or UHW?23 A. Seven or eight times.24 Q. Okay, and when will the next UHW officer25 elections be held?

Page 907

1 A. Just in a couple months; this coming February.2 Q. Could you tell us a little bit about how you3 first got involved with SEIU and the labor movement?4 A. Sure.5 In the late 70's, I was taking prerequisites for6 medical school, and working my way through school at7 night as a janitor, and happened to be an SEIU janitor8 position, the Local Union called SEIU Local 9, first SEIU9 Local on the West Coast, that was founded in the early10 1900's by Charles Hardy and his son, George Hardy, and11 some organizers of unions of SEIU on the west coast.12 Q. Did Local 250 engage in strike against Kaiser13 in 1986?14 A. Yes. Yes, we did.15 Q. And who was exercising administrative control16 over Local 250 at the time of the strike?17 A. The International Union.18 Q. What was the outcome of that strike?19 A. We lost that strike. It was a strike about20 two-tier wages, and the Union did a pretty effective job21 of organizing our Kaiser members against this two-tier22 system. The Union underestimated the resolve of Kaiser23 to accomplish it; and it was a long bitter strike that24 bankrupted Local 250.25 Q. Were elections scheduled to take place in 1987?

Page 908

1 A. Yes, they were.2 Q. Did they take place?3 A. No, they didn't.4 Q. Why not?5 A. The Local 250 was put into a trusteeship.6 Q. Now, Amado David testified, earlier in this7 proceeding, that you, Sal Rosselli, fought the8 trusteeship and lodged a campaign against the9 trusteeship; is that true?10 A. No, it's not true; in fact, the leadership of11 Local 250 at that time did not impose the trusteeship,12 and I, and staff, and other rank-and-file leaders, that13 were part of our collective, supported the trusteeship.14 Q. And did you continue to work for Local 25015 during the trusteeship?16 A. Yes. Initially, I was directing the East Bay17 Region of Local 250; and the first six months or so of18 the trusteeship we, organized the Union -- collectively,19 we wrote a new Constitution and organized from20 geographical divisions to industry divisions:21 Kaiser;22 Acute care hospitals;23 And nursing homes.24 I think, in about the middle of the first year of25 trusteeship, I was promoted to the Director of the



73 (Pages 909 to 912)

Page 909

1 Hospital Division.2 Q. Okay.3 When was it anticipated that the trusteeship would4 end and new elections would take place?5 A. End of '87, with elections in the beginning of6 '88.7 Q. Did you announce that you would be a candidate8 for officer?9 A. Yes.10 Q. Did you have a slate that you ran with?11 A. We were organizing a slate -- rank-and-file12 leaders and my Union partner, staff leader of the Union13 at that time, Shirley Ware, was running for14 Secretary-Treasurer as part of our slate.15 Q. And who opposed you in those elections?16 A. The International Union did. The trustee at17 that time, Phil Rizzo, was also running for President of18 the Union. It's a pretty common thing, I know, at least19 in SEIU, that, when trusteeships happen, the person20 that's appointed the trustee, most normally, is the21 intended President of the Union.22 Q. Did you continue in your position at Local 25023 after you had announced your candidacy?24 A. Yes, for two to three months.25 Q. And then what happened?

Page 910

1 A. Well, frankly, we showed up with a few too many2 cards, and it became clear to the International Union3 that we may win that election.4 The International President extended the trusteeship

5 into 1988 and dismissed the current trustee and elected a6 new trustee.7 Q. Did Amado David have a position in Local 250 at8 this time?9 A. Yes, he did.10 Q. Did he support one side or the other in the11 1988 election?12 A. He supported the International Union's slate.

13 Q. When did the next elections take place?14 A. They took place in November of 1988.15 Q. Okay, and, what was the outcome of that16 election?17 A. Well, ultimately, we won the election. When18 the ballots started to be counted, it became clear that19 our slate was going to win the election and the trustee20 stopped the counting.

21 Q. Just to be clear, when you said that you had

22 worked for some time for Local 250, after you announced23 candidacy, did there come a point where you were fired?24 A. Yes. In February -- I believe the beginning of25 February of '88 -- the first day that the new trustee

Page 911

1 took over, I was fired.2 Q. And were other Local 250 staffers who supported3 your candidacy fired?4 A. Yes, several others.5 Q. Okay. When were all the votes, finally,6 counted in the 1988 election?7 A. About a month after the election took place,8 our members did quite a lot of activity organizing9 rallies and against -- or -- to force the vote count --10 phone calls into the International Union -- and then, a11 month after the election, because of the pressure of our12 members on the International, the Trustee decided to13 count the rest of the ballots, and we won the election14 and we were installed.15 Q. Amado David testified -- and this is a quote --16 that a number of us staff people, including myself, were

17 terminated by Sal Rosselli because of our opposition to18 his candidacy.19 Is that accurate?20 A. No.21 Q. What happened?22 What happened?23 A. Well, first of all, about 45 of the 50 staff of24 the Union at that time were opposed to our candidacy. We25 dismissed three people, including Amado for incompetency.

Page 912

1 Q. Mr. David also testified that he went to2 Washington State to work for SEIU.3 Did he do that, immediately?4 A. No, for about six months after our5 installation, Amado organized against the new6 administration of the union, including attempting to7 decertify some of our nursing home members, organize8 picket lines against the leaders, and other activity.9 Q. Who was the President of SEIU when you became10 President of Local 250 in 1988?11 A. John Sweeney.12 Q. Did you have any differences of opinions on the13 policy directions of the Union at that time with Mr.14 Sweeney?15 A. Yes, ironically, many of the same issues that16 we're dealing with today were the same 20 years ago:17 Rank-and-file democracy;18 Member control of their Union;19 Empowering members to make decisions and have a real20 voice in determining the direction of their Union;21 And the relationship with their employers;

22 That's what we ran on at that time.23 At that time, it was the largest healthcare Union in24 the country, and a very important Union, and Brother25 Sweeney, at that time, thought it was very, very



74 (Pages 913 to 916)

Page 913

1 important for the leadership in D.C. to control us.2 Q. Did you make efforts to work out those3 differences with President Sweeney?4 A. Oh, yes, absolutely.5 I -- actually, I remember my first meeting with him.6 After Shirley and I were installed, he asked us to come7 to Washington, D.C. to meet with him. And the Union had8 so little money, at that time, we were in very deep debt,9 we had to ask him to pay for our plane ticket to Dulles10 Airport -- which he did -- and we met him in the Red11 Carpet Club of the Dulles Airport -- a memorable event.12 I remember Shirley and I getting off the plane and13 walking in the Red Carpet Club and there was John Sweeney14 and Andy Stern.15 Q. What was the nature of that meeting?16 What was the gist of that meeting?17 A. President Sweeney was very concerned that it18 was our intention to lead Local 250 outside of SEIU --19 so, that was their primary concern, what they wanted to20 discuss -- and we assured him that the opposite was true.21 Back then, as today, we love SEIU. It's our Union.22 It's been our Union for many, many years, and just want23 to work constructively with the International Union to24 achieve common goals of changing the lives of workers.25 Q. After 1998, did you come to hold any positions

Page 914

1 with the International at -- check that.2 When did you first --3 A. Yeah, it took a couple years of real internal4 focus to make our Union get out of debt. We had major5 expenditures with Kaiser. The second year we were in --6 you know, it was after a horrible, horrible strike, so,7 we focused in on that.8 1991, got more involved in the Healthcare Division9 of SEIU and, actually, '91, John Sweeney asked me to be a10 member of the Executive Board.11 Q. Now, I want to talk for a minute about the 199212 SEIU convention.13 Did you present a platform for change at that 199214 convention?15 A. In coalition with a bunch of other Local Union16 leaders, yes; it was called "Make the Best Better". It17 was a the platform around:18 Union democracy;19 Single-payer healthcare;20 Getting more resources;21 And organizing workers to help organize other22 workers.23 The big issue was elimination of multiple salaries24 that International Union officers and executive people25 had.

Page 915

1 Q. What was the multiple salary issue?2 Could you explain to me a little bit?3 A. Practice of paying second salary to Local Union4 leaders for being members of an Executive Board and going5 to two or so meetings a year.6 Q. Okay.7 Now, you had positions with both the Local and the8 International during that period of time; correct?9 A. Yes.10 Q. Did you then get a double salary as a result of11 that?12 A. I didn't accept the second salary. I donated13 to it to the Local 250 general fund.14 Q. How long did John Sweeney continue to be15 President of SEIU?16 A. 1995.17 Q. And what did he do after that?18 I think most people now know, but, what did he do19 then?20 A. He became President of AFL-CIO.21 Q. And who became President of the SEIU in 1996?22 A. Rich Carson was the temporary President that23 year and Andy Stern.24 Q. Do did you support that election?25 A. I supported Andy Stern.

Page 916

1 Q. Did you have any policy differences with Andy2 Stern at that time?3 A. We did -- had -- with the administration, and4 Andy Stern was, by far, the progressive candidate, and we5 wanted to support him. We continued to have a major6 problem -- this is our coalition -- with the7 double-salary issue, so we, actually, negotiated with8 Andy Stern at the 1996 -- we'd be allowed the opportunity9 to openly debate and have a convention vote to eliminate10 multiple salaries.11 Q. Did that actually happen with regard to the12 double salary issue?13 A. It did. We had a very, very good and spirited14 debate, and it was coming to a vote, and it became clear15 to us and Brother Stern that we were going to win that16 vote, so, he recessed the convention before the vote and17 it worked.18 His team -- and there was a lots of pressure on some19 delegates -- and my recollection is we narrowly lost that20 vote on the double salary issue; however, we continued to21 work it through the International Executive Board.22 I'm proud to announce that, as of the end of this23 year, there will be no more double salaries.24 Q. Were you able to work, cooperatively, with25 President Stern after that 1996 election?



75 (Pages 917 to 920)

Page 917

1 A. Absolutely. We left that convention with full2 energy, enthusiasm, to be part of the new administration;3 and, in fact, shortly after the convention, President4 Stern appointed a President's Committee I was privileged5 to be appointed to that Committee.6 Q. You said, in your opening statement, that, in7 1997, Andy Stern asked you to help him process a8 transformation in our Union and you said yes.9 Is that what you were talking about?10 A. That's correct.11 The President's Committee, in 2000, came up with a12 new Strength in Unity program which called on Local13 unions to start investing money in new organizing --14 because there were many that did not -- and it's15 5, 10, 15, 10, 15, 20 percent goal of increasing the16 amount of money we need for organizing each year.17 There was a program put in place to encourage unions18 to coordinate bargaining with employers and organizing19 represented workers in common geographies.20 And there was a recommendation and a conclusion to21 recommend to the convention that we, dramatically,22 increase dues to implement the programs that I'm23 describing now.24 And we helped lead the convention and coalition,25 I spoke about earlier, to accept this new Strength in

Page 918

1 Unity program, which included a dues increase of about2 $4.50 per member, per month, for each of the five years,

3 so, after five years, a $20 member dues increase, again,4 to win better things for members; so, we were leaders in5 that campaign.6 Q. And did that finance organizing programs across7 the country?8 A. Yeah -- organizing and bargaining and -- yes.9 Q. And why did you support that initiative?10 A. Because people believe that organizing is

11 fundamentally important for members to increase their12 standards, change their lives. You know, it's just13 fundamentally important.14 Q. You also said, in your opening statement, that,15 in 2003, Andy Stern asked you to lead the California16 Nursing Home Alliance and the reorganization of homecare17 workers, and, you said yes.18 What did that reorganization involve?

19 A. Well, since the early -- well, since the

20 mid-90's, Local 250 leaders were trying to get the21 nursing home industry to work more collaboratively with22 us. We believed we had some common goals in terms of23 changing this -- you know, we call the nursing home24 industry the sweat shop of the healthcare industry -- and25 were rejected -- so, he asked that we give it another

Page 919

1 shot.2 And we had some opportunities and I helped lead the3 initial discussions around the California Nursing Home4 Alliance, where the intention was to -- the vision was to5 get them to agree to some common goals with us and to6 work together to reform nursing home reimbursement in7 California.8 And the discussions and agreement were around the9 relationship evolving from one of extreme adversary to10 one of collaboration, much like Local 250 had led with11 Kaiser Permanente in the '90's.12 And we actually reached an agreement with the13 industry, and we were united around three goals -- three14 common goals:15 One, to increase funding to provide a better life16 for nursing home residents;17 Two, to help change the working conditions for18 nursing home workers, to make it more like acute care19 hospital standards -- right?20 And, three, to establish a reasonable, predictable21 rate of return for these employers.22 Worked very hard over a period to increase or change23 the whole rate system through Sacramento, because 7524 percent of the funding comes from Sacramento to the25 nursing home industry.

Page 920

1 I think John Vellardita gave good testimony about2 that.3 We took off from there.4 Q. Okay.5 I want to talk with you a minute about the 20046 convention.7 Was there an issue at that convention, or a proposal8 at that convention, about mandatory coordination of9 bargaining?10 A. Yes.11 You know, while the New Strength Unity Plan had some12 progress, you know, the best example, meaning what we led13 among the five Locals that represented workers for Kaiser14 in terms of it evolving into a labor-management15 partnership, it's just like the most extraordinary16 example of corroboration that was -- and the best17 contract in the healthcare industry in the country.18 There was frustration with many unions, including19 us, because the coordination was voluntary. We weren't20 realizing the potential for success that we imagined21 could happen.22 So, at that convention, we helped lead on23 constitutional amendments that made coordination among24 Locals that represented workers with the same employer,25 or the same kinds of employers and geography, mandatory



76 (Pages 921 to 924)

Page 921

1 in bargaining, and, actually, amend the Constitution to2 accomplish that and create Unity Councils.3 Q. And you joined with Andy Stern to support that4 mandatory coordination of bargaining units?5 A. Absolutely, we helped lead on that change.6 And, the year after that convention, I, actually,7 spent a year in their building, with leaders of the8 International Union, and representatives of political9 unions, and wrote a Constitution and bylaws to govern10 these Unity Councils, that encouraged consensus-building.11 And the fundamental part of it was that it had to12 involve rank-and-file members in a representative way to13 come together to establish the plans for organizing, to14 establish contract campaigns, and the priorities in15 contracts -- and, most important to note that -- if16 consensus continues be reached -- and there were lots of17 hoops to jump through -- that a final decision had to be18 made by a vote of the members.19 Q. Okay, and, that's the Unity Council process20 that came out of that convention?21 A. Yes, yes.22 Q. What was --23 A. Then, after that convention, the International24 Executive Board appointed leaders of Local 250 to leaders25 of the Unity Councils for Kaiser and Sutter, Tenet,

Page 922

1 Catholic Healthcare West.2 Q. And, in those Unity Councils, you,3 successfully, coordinated bargaining with other Local4 unions; is that right?5 A. And organizing -- yes -- bargaining and6 organizing.7 Q. What was the California Home Care Council?8 A. There were multiple Local unions in California9 that represented homecare workers by different counties,10 and California Home Care Council was established to11 coordinate standards among the different Locals to assure12 that standards -- minimum standards -- were reached --13 and they would continue to increase.14 I was also a leader on that Council; and that15 Council, too, was governed in a similar way as the Unity16 Councils in terms of a per capita vote for17 decision-making, if necessary.18 Q. Have UHW organizers worked to organize19 healthcare workers in other states?20 A. Yes. Yes. I'm very proud of that.21 In multiple states, you know, as much as any Union22 in this country, we sent dozens of staff and23 rank-and-file organizers to Florida, to Nevada -- you24 know, we helped organize Catholic Healthcare West25 Nevada -- and HCA. We sent organizers to Minnesota and

Page 923

1 Massachusetts. Actually, to this day, we're funding two2 full organizers of Local 49 in Oregon to help with their3 contracts campaign.4 So, we're very proud of our member in-step

5 organizers going to other states to build SEIU across the6 country and to help with collective bargaining.7 And I also say that we have the most advanced8 training and education program of any Local Union in the9 country, and dozens and dozens of staff from other Local10 unions have come to California to participate in our many11 staff training programs.12 Q. I wanted to talk to you a little bit, now, just

13 about sort of the processes of change, you know, from

14 1988 to the present in Local 250 and UHW.15 How many members, approximately, did Local 250 have16 when you became President in 1988?17 A. About 25,000.18 Q. And about how many contracts did you have at19 that time?20 A. Oh, maybe, around 100.21 Q. And how large -- how many members does UHW have

22 and how many contracts does it have?23 A. Just over 150,000 members; more than 22024 contracts.25 Q. You talked about the circumstances after the

Page 924

1 1986 strike with Kaiser.2 What's the current state of UHW representation of3 Kaiser workers?4 A. UHW leads the Kaiser coalition of unions, which5 is about 29 different Local unions, across the country,6 in eight states, from eight International Unions, and a7 number of independent unions, covering 90,000 workers --8 under a single National Master Agreement, UHW represents9 45,000 of those workers and leads its coalition.10 Q. And what kind of contract standards have you11 obtained for Kaiser workers?12 A. It's the top hospital workers-clinical workers13 contract in the country.14 Employment and income security is guaranteed;15 The highest wages;16 The best retiree health coverage;17 The best pension in the hospital industry;18 The best healthcare dental-vision coverage in the19 hospital industry in the country;20 And Kai-check recognition for any unorganized21 workers in the system;22 And, perhaps, most important to our members, an23 absolute voice in determining how care is given and how24 their lives -- their work lives -- are governed in the25 system.



77 (Pages 925 to 928)

Page 925

1 Q. I'm not going to go through all of the2 different things and, you know, we've heard quite a bit3 from John Vellardita, and some others, but, were you4 able to organize the Catholic Healthcare Workers?5 A. Yes. In partnership with Local 399 and SEIU,6 again, right after Andy Stern was elected, Local 250, at7 that time, you know, went to him and Eliseo Medina, too,8 who was here in the state with this vision to organize9 Catholic Healthcare West.10 Local 250 had represented only three of about 3011 hospitals in this largest system in the State of12 California and, because of that low density, and because13 of the will of our members to continue to progress their14 standards, every contract cycling they were up for15 strikes.16 So, we agreed to this partner with 399 and SEIU;17 and, in a very short number of years, organized about18 14,000 workers in about 30 hospitals, and then19 bargained-up pretty incredible contracts the second round20 of those contracts.21 We're very proud of the fact that we -- it was a22 Master Agreement and achieved the second best contract --23 private sector hospital contract -- in the state.24 So, it's quite a proud thing for us that five -- in25 just a short five-year period 13,000 hospital workers,

Page 926

1 who had no union at all, had to pay hundreds of dollars2 for health insurance for their kids, and had no voice on3 the job, no retiree health, etc., etc., in just a period4 of five years, achieved one of the second highest5 standards in the country.6 Q. You said a little bit about this already, but,7 could you tell me a little bit about how you were able to8 organize the nursing home workers?9 A. Through this Alliance Agreement -- I think John10 covered this pretty well -- you know, initially, through11 this transactional relationship, we were allowed to12 organize some homes -- and I think we organized about 2013 over a couple of years -- John Vellardita's testimony, I14 think, covered it in depth.15 I think the important thing to note is that, now,16 just a couple weeks ago, we settled with the three chains17 of for-profit nursing home employers without any18 transactional relationship, with the ability to organize19 more homes in those three chains, with a number of other20 large ones to go until we organize the entire Alliance21 than where we were seven years.22 Q. Did Local 250 merge with Local 399, effective23 January, 2005?24 A. Yes.25 Q. How did that come about, this merger between

Page 927

1 the two Locals that formed UHW?2 A. Right. Actually, I'm on the Executive Board of3 399 and 250 -- both Executive Boards.4 In the year 2000, right after that convention, where5 we, unanimously, voted to seek merger between our two6 unions -- common employers, common members -- we could7 work together -- Andy Stern rejected that request back8 then and suggested that Los Angeles County was only five9 percent organized at that time and challenged the Local10 250 and 399 to organize the County with the help of SEIU,11 and challenged the whole 250 to prioritize its staff and12 researchers to go to Southern California and organize in13 L.A. And, in four years, that density changed from about14 five percent to 50 percent.15 Then, in 2004, our Executive Boards voted on this16 idea of joining together, and Andy Stern okayed it. We17 spent about a year having hundreds and hundreds of18 meetings, going deep into our membership, around the19 platform called Stronger as One.20 And, at the end of 2004, our unions voted,21 separately, on this vision of one United Healthcare22 Workers Union; and each Union voted over 95 percent with23 great turnout to merge.24 I think it's important to point that out, because25 these separate votes -- you know, it's a very democratic

Page 928

1 vote, and it was very important to do that because, at2 the time, Local 250 was about 90,000 members and Local

3 399 was about 25,000 members -- so, having separate votes4 was important to have a clear mandate from each5 individual unions.6 Q. How is that process of merging different from7 other mergers of SEIU California Locals that occurred in8 recent years such as the merger that created 1021 or some9 of the other unions?10 A. The construct of SEIU in California in 2006 was

11 constructed in a very different way, where there were 1912 public sector unions that were merged into four. Some of13 these unions were 1,000 and 2000 members -- 3,00014 members -- at least -- one of the unions was about15 60,000, another was 30,000, and all the votes were put16 into one ballot box so-to-speak. So, they were pooled17 together, so that it wasn't truly democratic and,18 consequently, has caused lots of problems that exist to

19 this day.

20 Q. Mr. Rosselli, you've talked about, you know,21 the success you had with Unity Councils and multi-union22 bargaining.23 Did there come a time when you disagreed with the24 conduct of multi-year union bargaining and the25 International's role in that bargaining?



78 (Pages 929 to 932)

Page 929

1 A. Yes. I think they've been explained in this2 hearing. The big disagreements started in 2005-06 with3 the Nursing Home Alliance and Tenet Healthcare.4 Q. So, the process with the Nursing Home Alliance,5 that John Vellardita described, that's one of the things6 that you disagreed with the International about?7 A. Yes, it was an undemocratic process. You know,8 I explained the rules of how Unity Councils are governed9 in the hospitals, and how it was governed in the Home10 Care Council, where we strive to reach consensus -- in11 fact, always did.12 Kaiser's another example of where I can't remember a13 single per capita vote in any of these Unity Councils,14 with the exception of 110 -- which is another story --15 but, the nursing homes, to get the desired outcome from16 some leaders in Washington, D.C., the rules got17 changed -- and it was described by John Vellardita where18 Local 250 -- or UHW -- represented almost 80 percent of19 the organized nursing home workers in the California20 Alliance, compared to 25 percent from Local 430.21 Andy Stern appointed a Bargaining Committee where22 each of the two Locals got one vote each, and the third23 vote went to his personal representative; so, obviously,24 that wasn't a democratic way to go about collective25 bargaining. We lost many votes two to one. I remember,

Page 930

1 we lost many votes two to one.2 Q. And you consider that anti-democratic?3 A. Yes, I consider it false democracy.4 Q. Now, Barbara Lewis talked about Tenet5 negotiations -- and we won't go through all of that,6 but -- you talked in your opening statement about how7 there was a top-down deal that was being negotiated in8 Washington.9 Did you disagree with the conduct of the Tenet10 negotiations in 2007?11 A. Yes. You know, I guess, a couple of things to12 add to those Tenet negotiations regarding my personal13 involvement.14 You know, in the fall when that campaign started,15 Tenet reached out to SEIU and said they were interested16 in a different relationship; and it's a for-profit17 company. The main reason was they were having economic18 problems and needed economic relief.19 And so I was part of the meeting with the top20 corporate Tenet folks and leaders of SEIU -- and it was21 the 1021 Local -- and, in that meeting, Tenet was saying

22 they may be interested in agreeing to opening up the rest23 of their corporation to organizing, if they could achieve24 economic relief among the California workers, where the25 lion's share of the Tenet folks -- organized folks --

Page 931

1 were -- and to make a long story short, we came to the2 conclusion that, if UHW Tenet members postponed their3 desire to negotiate reform on health coverage and a4 pension plan, that Tenet would agree to neutrality for5 the rest of its hospitals in Florida and Texas and other6 places.7 It's important to note that the process for8 resolving that contract -- it was the first Tenet9 contract, and there was no right to strike -- it was a10 binding arbitration process. And the decision of the,11 you know, arbitration process would be based on Tenet's12 competitors' standards established, you know, between the13 there Tenet hospitals and retiree health coverage and14 fund the pensions were standard with almost all of15 Tenet's competitors.16 So, as Barbara described, we went to the Tenet17 leadership -- and this one of the most memorable meetings18 of my career -- these workers understood that, if they19 were ever to achieve the best standards in the hospital20 industry, which we describe as Kaiser Permanente, they21 had to organize the whole Tenet system; and our Kaiser22 contract is the best -- virtually, all the Kaiser workers23 are in our Union, and our power has made it the best24 contract.25 So, when they went to their constituencies and,

Page 932

1 actually, voted to postpone the entire health coverage2 and pension so that Tenet workers, outside California,3 would have an opportunity to unionize -- an incredible4 thing. Barbara described the rest of the story. It -- I5 mean, the point that I want to make here is that we had6 an opportunity, because of the California workers, to win7 it all.8 Because of Barbara Lewis' story that she described,9 we lost that opportunity and, at the same time, delegated10 a lot of great members against the International Union.11 Q. Did there come a time when the International12 instituted jurisdictional hearings with regard to13 lawsuits?14 A. Yeah, that was in 2006.15 Q. Did you disagree with the International16 conducted those hearings?17 A. Yes, I mean, on a number of fronts.18 First of all, we, clearly, understood that the19 conclusion of these jurisdictional hearings, before they20 even happened, was pre-determined.21 Q. Tell me what you mean by that.22 A. It was disingenuous. You know, it wasn't a23 real process.24 Q. Tell me what you mean by pre-determined?25 A. Well, on a couple of fronts.



79 (Pages 933 to 936)

Page 933

1 You know, first of of all, it was the intention of2 the International Union to create a statewide union of,3 exclusively, long-term care members.4 We know that there was an agreement with AFSCME that5 by, I think, the end of this year, that would happen,6 that was signed even before these jurisdictional hearings7 happened; and, yep, we disagreed with that.8 We had a vision that all healthcare workers need to9 be united in the same union, the same industry; and the10 only way that long-term care members are going to ever11 achieve acute care hospital wages and other benefits are12 to be united in the same union as hospitals.13 We have this vision, or this belief, that, if you're14 a nursing assistant -- for example, you have a set of15 skills and those skills are the same, whether you work in16 a hospital or in a nursing home, or someone's home, so,

17 you should receive the same wages and benefits for --18 nursing homeworkers and homecare workers have far fewer19 wages and benefits than our hospital workers -- at least20 until this year -- in at least three of our chains, we21 have made giant steps forward -- to finally get there.22 Q. And then, in the public sector side, we,23 actually, learned, before the hearing started, that there24 was a plan to organize 19 public sector workers into four25 unions. They were calling them "four eggs" at that time.

Page 934

1 And the map of California was already drawn before the2 hearing even started, so, it there wasn't a real process.3 It was a very, very political process. The determination4 of the outcome of that hearing was pre-determined before5 we even started.6 Q. Is that another example of false --7 A. Yes.8 Q. What was the Catholic Healthcare West Unity9 Council?10 A. As I described, earlier, at the 200411 convention, Unity Councils were formed and established by12 the SEIU Executive Board.13 There was one for Catholic Healthcare West;14 Local 1107 in the State of Nevada;15 And Catholic Healthcare West and UHW led that Unity16 Council because we were --17 Q. Did that and the other Unity Council still18 exist?19 A. No.

20 Q. Why not?21 A. Well, first of all, I think, in the beginning22 of this year, actually, just before we're to go to23 bargaining for 16,000 CHW workers, Andy Stern dissolved24 the CHW Unity Council, unilaterally.25 And then, later this year, at the June convention,

Page 935

1 the Constitution was amended to do away with Unity2 Councils and replace them with a different system of3 coordinating bargaining that's, you know, dominated by4 the International Union President's appointed folks.5 Q. Mr. Rosselli, what's the SEIU State Council?6 A. It's the coordinating body in California, that7 every SEIU Local is required to be a member of, to8 coordinate SEIU's legislative political action, public9 policy work, in the state.10 Q. Have you served on SEIU's State Council?11 A. Yes, I have.12 Q. Was there any discussion of the California13 State Council at the 2004 SEIU convention, that you14 recall?15 A. Yes.16 I recall that, the last day of the convention, Andy17 Stern convened a meeting of the President's leaders of18 the Locals that were in the California State Council,19 with Anna Burger.20 And the purpose of the meeting was to transition to21 an -- a coordination of California -- because it was22 about to be restructured -- and making Anna Burger kind23 of in charge of California.24 And what he told us that we had to do, before she25 made that transition, was to replace the then-elected

Page 936

1 leader of the State Council named Dean Tipps.2 Q. Did that happen at that time?3 A. No.4 With the exception of the leader of 434-B, we,5 collectively, appreciated the leadership of Dean Tipps,6 you know, and rejected that request.7 Q. Did this issue about firing Dean Tipps come up8 again?9 A. It did, about the end of 2006.10 In 2005, I was elected President of the State11 Council; end of 2006, we were -- I believe we were12 putting together our program for 2007, and it was to13 focus on healthcare reform, spending huge dollars on14 public policy work and voter research work, and just15 getting the program up and running for the coming year.16 And we were having a problem with two Locals, 434-B17 and 1877, who were far behind -- significantly behind --18 in their per capita payments -- and this was a chronic19 thing.20 And, so, at the request of the other leaders in the21 Council, I went to Anna Burger to ask for help, because22 she had great influence to get these two unions to pay23 their fair share, and I'll never forget it, because she24 started screaming at me that she wasn't going to help25 until we fired Dean Tipps.



80 (Pages 937 to 940)

Page 937

1 Q. What was your position on the SEIU State2 Council in 2007?3 A. I was the President of the State Council.4 Q. And what was the focus of the State Council's5 work in 2007?6 A. The number one priority was healthcare reform.7 Again, '06, '07, we were doing significant public policy8 and voter research to -- with the goal of, in 2008,9 accomplishing, hopefully, legislative -- legislation to10 achieve equal access to quality care; and, if we couldn't11 accomplish it for the Legislature, we were preparing to12 go to the ballot in November 2008 to accomplish it.13 Q. Now, we've heard about this from Paul Kumar.14 I'm not going to go through all, you know, what was going

15 on with the healthcare reform efforts at that time.16 But, in the fall of 2007, did the SEIU State Council17 agree with the position of Governor Schwarzenegger on18 healthcare reform legislation?19 A. No.20 Q. And did there come a time, in the middle of21 this process, with regard to healthcare reform22 legislation, that you were removed from your position as23 President?24 A. Yes.25 Q. How did that come about?

Page 938

1 A. Well, as part of the restructuring of the2 California -- there was a technical thing where the3 charter of the old State Council had to be revoked and4 the International President had to initiate a new5 charter.6 And, in that process Anna Burger, actually, led on7 removing me as President and replacing me with another8 leader, Annelle Grajeda, who they decided they wanted to9 be the President of the State Council.10 Q. I want you to look for a minute in the UHW11 Volume I of the exhibits at Exhibit 22.12 Have you seen that document before?13 A. Yes.14 Q. What's Exhibit 22?15 A. It's the order revoking the charter of the16 State Council.17 Q. And, if you could look just, two tabs over, at18 Exhibit 24, there's a cover letter, but then, what's19 attached to the cover letter in Exhibit 24?20 A. It's Andy Stern establishing the new State21 Council charter and naming a list of Executive Board22 members of the new State Council.23 Q. And then, if you look at page 7 of the attached24 document, in section five and six called Good Standing?25 A. Yes.

Page 939

1 Q. Was that a change from the old Constitution or2 was that the same as the old Constitution?3 A. Actually, same kind of -- same intent in terms4 of, if you're not in good standing, you don't have a5 vote.6 First of all, the old Constitution and the new7 Constitution are almost identical. One thing that was8 changed was the strengthening of the intent, because of9 the frustration that we had with a number of Locals over10 the years not paying per capita and still voting,11 strengthening of that intent and being specific about --12 I think it says, if you're two months in arrears, you get13 notified and, "X" weeks after that, you get suspended and14 are not allowed to vote.15 Q. Okay, and, despite the strengthening of that16 section, and the concern about that issue, was this17 section, actually, followed?18 A. Well, it was -- actually, you know, first of19 all, the new leaders that were appointed to the State20 Council -- there were a number of situations where21 several of the folks didn't have any membership, or were22 leaders of organizing Locals, so, they didn't pay any per23 capita to the State Council.24 But, despite this, you know, pretty extraordinary25 manipulation of moving me out as President, and replacing

Page 940

1 me, I still had the votes, if you played by the rules of2 the current -- of the new Constitution.3 I believe Tyrone Freeman sent a request to a4 waiver -- request to suspend the rules of the State5 Council -- and Andy Stern did that and applied rules6 that, you would get to vote the number of members -- you7 would get the number of votes per your per capita with8 the International Union as opposed to the State Council.9 Q. Okay, so, even though Local 6434 was not in10 compliance, they were still allowed to vote because of a11 waiver by Andy Stern?12 A. Correct.13 Q. And, if you look at Exhibit 27, just quickly,14 is this the memo from President Stern that adopted the15 waiver that allowed the waiver for the per capita16 requirement?17 A. Correct.18 Q. Did the Council change its position on19 healthcare reform legislation after you were no longer20 President?21 A. You know, I would describe it this way:22 You know, throughout this whole couple-of-year23 process of achieving healthcare reform, it was a most --24 from my point of view -- unprecedented collaboration25 among all the unions in California, working together to



81 (Pages 941 to 944)

Page 941

1 accomplish this huge feat -- unanimity, you know, of2 programs and goals -- and we were coming down to the3 wire, you know, when this change happened.4 I think that Paul Kumar addressed that earlier.5 And, the simplest way I can discuss the final vote that I6 led on, and consensus that I led on, was that we would7 support the new legislation, conditional on two primary8 things -- you know, with lots of complications, but, two9 primary things:10 One, that no legislation had an individual mandate11 requiring all Californians to purchase health insurance.12 If this were to be a part of it, that insurance had to be13 affordable so that it was real. You know, workers could14 afford it; people could afford it.15 And, secondly, the benefits that one would get when16 you're required to buy that insurance had to be17 defined -- you know, clearly defined so it was real.18 And then the change happened and that got19 compromised. That's the simple way I can describe it.20 Q. If you would look at Exhibit 29 for a minute?21 A. Yes.22 Q. What's Exhibit 29?23 A. It's an E-mail letter -- E-mail from me to Andy24 Stern.25 Q. And what is the purpose of sending that E-mail?

Page 942

1 A. Just to withdraw from consideration your note2 to run for President of the State Council because of the3 system he set in place.4 Q. Okay, and so, you were just addressing the5 issues you just discussed in this E-mail to Andy Stern?6 A. Yes.7 Q. Did you consider this another instance where8 there was less than a true democratic process within the9 Union?10 A. Yes, and, you know, another example of, you11 know, retaliation for disagreeing.12 (Recess taken)13 SECRETARY MARSHALL: Mr. Harris?14 MR. HARRIS: Q. Mr. Rosselli, I want to talk to15 you, briefly, now, about the International Executive16 Committee.17 What's the International Executive Committee?18 A. Kind of kitchen cabinet appointed by the19 International President.20 Q. Have you served on the International Executive21 Committee?

22 A. Yes.23 Q. When did you serve?24 A. After the '04 convention, Andy Stern appointed25 all of the Vice Presidents of SEIU on the Executive

Page 943

1 Committee and I was the Vice President.2 SECRETARY MARSHALL: Which convention was that?3 THE WITNESS: '04.4 SECRETARY MARSHALL: '04?5 MR. HARRIS: I'd like you to turn to Exhibit 44.6 SECRETARY MARSHALL: Got it.7 MR. HARRIS: Q. Mr. Rosselli, what's Exhibit 44?8 A. It's a letter to me from Andy Stern.9 Q. And why did you send the letter?10 A. It's a resignation from the Executive Committee11 that we sent in -- our Executive Board sent.12 Q. So, you say we sent this.13 Was your -- you were resigning from the14 International Executive Committee; is that right?15 A. That's correct.16 Q. And was this an individual decision on your17 part?18 A. No, it was a decision of our Executive Board --19 a very, very hard decision. We had been struggling20 inside SEIU for, oh, the beginning -- it started in '05,21 but, especially, two years preceding this letter, trying22 to get our members' voices to be heard, unsuccessfully.23 Q. And what was your intent -- and, when I say24 that -- the intent of the UHW Executive Board going25 forward after your resignation -- well, let me back up

Page 944

1 for a second.2 Why did you feel -- tell us, as best you can, why3 you felt it was necessary to resign from the4 International Executive Committee at that time?5 A. Well, you heard the Tenet and nursing home6 examples in a lot of testimony, among those, to very7 frustrating situations, where Andy Stern was leading the8 International Union to make top-down deals about9 rank-and-file -- about worker involvement without member10 voice -- and we tried, you know, very constructively,11 inside SEIU, to constructively resolve these issues, and12 where the reaction was increasing retaliation; and,13 actually, a number of months before we decided to do this14 resignation, the rules set in the Executive Committee,15 there was a gag order established.16 Q. Tell me what you mean by a gag order on the17 Executive Committee?18 A. Well, we weren't allowed to discuss what19 happened in the Executive Committee outside the Executive20 Committee. If there was vote, everyone had to support21 it.22 And there were -- you know, we had examples of what23 we described as false democracy, like the nursing home24 example where we represented a majority of workers, but25 they didn't have a real voice in determining their



82 (Pages 945 to 948)

Page 945

1 relationship with their employers.2 So, we decided to resign to shed light on these3 problems, because we felt like we had no alternative,4 but -- you know, as the last sentence of the letter, you5 know, I resign, not walk away, but, to stay involved and6 to be able to speak more freely, but, clearly, we wanted7 to, as constructively as possible, work inside SEIU to8 help workers unite to change their lives.9 Q. Is that still your desire and intent to work10 within SEIU to bring about reform?11 A. Absolutely. Absolutely.12 Q. You talked about retaliation for taking13 dissenting views prior to this time.14 Did that retaliation increase after you took the15 step of publicly opposing the policy and direction of the16 International Union?17 A. Yes.18 The initial reaction was, you know, personal attacks19 against me, trying to define the dispute as "Rosselli20 power trip, you know, versus Andy Stern". Nothing could21 be further from the truth. It was not about me. It was22 all about workers having a legitimate democratic voice in23 determining their future, in determining their24 relationship with their employer, in determining the25 direction of the Union.

Page 946

1 Then there was what we describe, as far as we know,2 unprecedented campaign siege against our members with3 multiple mailings, E-mails -- you know, the International4 had given other Local unions our E-mail lists and member5 phone lists and member addresses -- and I believe all the6 documents are in the binder -- multiple attacks trying to7 discredited elected leadership of UHW.8 Q. I'd like you to look for a minute at Exhibit9 37.10 A. Got it.11 Q. What's Exhibit 37?12 A. It's called our Platform for Change. It's a13 set of principles -- a platform -- that we debated and14 came up with inside UHW, our Executive Board adopted, our15 division Steward Councils adopted.16 You know, the main elements are:17 Union democracy;18 Organizing the unorganized in our core industry,19 you know, by participation of worksite leaders, raising20 standards for workers.21 Our fundamental responsibility is to unite UHW, is22 to unite healthcare workers to change their lives, and23 accomplish -- hand-in-hand with that is accomplishing24 universal access to quality healthcare for everyone, in25 other things important to working people in this country.

Page 947

1 Q. Is this a platform that you took to the 20082 SEIU convention?3 A. Yes.4 Q. And was it contrary to the platform proposed by5 President Stern?6 A. Yes.7 Q. What was the reaction of the International to8 UHW's taking an opposing position with regard to9 proposals at the convention?10 A. Extreme major, major working drive across the11 country;12 Internally, inside UHW, trying to discredit the13 elected leaders of UHW;14 A lot of untruth;15 Externally organizing, pretty much, the leaders of16 the rest of the unions in the country, either with17 carrots or sticks, to oppose UHW and support the18 International's program.19 Q. I'd like to talk to you, now, about the20 Education Fund.21 Could you turn to Exhibit 14?22 A. Got it.23 Q. And we've looked at this a lot, and I'll, you24 know, not go through the identification of it.25 This is the minutes of the meeting that created the

Page 948

1 United Healthcare Workers Patients Education Fund and --2 but, just focusing on the description of the purpose of3 that, at the top of page 3, it says:4 To provide education to healthcare workers and5 patients concerning issues related to the healthcare6 crisis, as well as other issues of importance to7 healthcare workers and their patients.8 Can you tell me what your understanding was of those9 words and the purpose of the Education Fund?10 A. The purpose of the Education Fund was to11 educate healthcare workers and consumers, you know, of12 healthcare around the concerns -- the problems -- in the13 industry to accomplish real reform; and Union member14 democracy is, fundamentally, important, tied15 hand-in-hand, to achieve quality healthcare.16 Q. What's the relationship between Union democracy17 and healthcare reform?18 A. Well, it's fundamental. I'll describe it this19 way -- and what the situations -- we're talking about how

20 to motivate this.21 See, in the late '90's, early part of this century,22 with the restructuring of healthcare, there was a race to23 the bottom line of the industry and -- just for a little24 bit of background -- and we would -- we had a saying --25 as the last line of defense -- organized healthcare



83 (Pages 949 to 952)

Page 949

1 workers are the last line of defense between the2 healthcare industry making decisions based on the bottom3 line as opposed to providing adequate patient care --4 right -- and that became a high priority for our members.5 In fact, in the early part of this century, the6 number one goal in collective bargaining switched from7 traditional wages and benefits to accomplish a real voice8 in determining how care is given, a real voice in9 staffing levels -- right?10 So, the struggles that, you know, we were having11 inside SEIU were taking away that voice. So, it just12 accentuated the need for member decision-making,13 rank-and-file democracy, so that members had control over14 the relationship with their employer, and they could15 prioritize their goals.16 You know, that, in bargaining, you know, their --17 and part of that is being able to determine, you know, in18 a very democratic way, what their priorities are, so19 rank-and-file members can stand up for their residents in20 nursing homes and people that are cared for in their own21 home. It's a very fundamental goal.22 Q. Did you see that relationship as part of the23 issue in accordance with healthcare workers and their24 patients?25 A. Absolutely, fundamental.

Page 950

1 Q. How did you see this Fund developing in the2 future?

3 A. We had a great experience -- and it was4 something parallel to our experience in '98, I think --5 we established a 501(c)(3) called the Shirley Ware Center6 to, you know, access government grants to do training for7 healthcare workers; and, in just a few short years, it's8 evolved into a most extraordinary training program --9 targeted training program.10 So, it has a similar vision of it, eventually,

11 becoming something that we could use not only in12 California, but across the country to access dollars not13 traditionally available to unions, to partner with14 coalition partners, to evolve into a vehicle to help15 accomplish universal access to quality care for everyone16 that lives in this country, and to help educate workers17 about the importance of having a real voice, right, with18 their employer.

19 Q. You mention the the Shirley Ware Fund. Let me

20 ask you this:21 How did the financial condition of UHW, in May of22 2007, compare with 1998, when the Shirley Ware Fund was23 started?24 A. Like night and day. You know, throughout the25 late 90's and early part of the century, our -- from year

Page 951

1 to year so to speak -- operated with deficit budgets,2 just barely made it.3 By the time we got to 2007, you know, increasing4 every year, the Union was in extraordinarily great5 financial shape and -- I don't have the numbers in my6 head, but, I know cash at the end of the year, a couple7 hundred thousand in '88 to $19-20 million, something like8 that -- you know, by the time we got to 2007 -- so,9 everything is -- you know, too, in terms of security --10 Q. Did you discuss your understanding of the11 purposes -- the reasons -- for creating the Education12 Fund at the May 2007 Executive Board Meeting?13 A. Yes.14 Q. Okay, and, did you also discuss that with other15 leadership of the Union prior to the Union?16 A. Yes, I -- I'm sure I did.

17 Q. And after the meeting?18 A. Yes.19 Q. Now, at this same period of time, you also were20 beginning to have concerns -- or already had concerns --21 about undemocratic practices within SEIU; is that true?22 A. Yes.23 Q. And you expressed some of those concerns in a24 June 1st letter to Andy Stern?25 A. Yes.

Page 952

1 Q. Was there -- did you see any connection between2 those concerns and the creation of the Education Fund?3 A. Yes. Yes. I mean, it's not why we created the4 Education Fund, but, there's an overlap that, so --

5 Q. What was the overlap that you saw?6 A. Well, what I just talked about:7 You know, rank-and-file democracy being8 fundamentally important;9 Achieving quality patient care;10 Taking care of consumers;11 So, educating people around democracy is important.12 Q. Amado David testified, in this trusteeship

13 proceeding -- I'm going to quote -- that you -- Sal14 Rosselli -- this is talking about the May 2007 meeting --15 spoke and approached that million of dollars be moved to16 a fund that was to be used in the event of a trusteeship17 was imposed by the International Union -- and quote:18 That it was also made clear that this Fund is to be19 set up in such a way that the Trustee of UHW will not be20 able to access the Fund.

21 Did you say that -- or words to that effect -- at

22 the May 2007 Executive Board Meeting?23 A. No, that's not true.24 Q. Have you said that, or words to that effect, on25 other occasions?



84 (Pages 953 to 956)

Page 953

1 A. No.2 Q. Did you have any reason to believe, in May of3 2007, that the International would attempt to put UHW in4 trusteeship?

5 A. We did not.6 Q. Did Mr. David ever tell you that he objected to7 the creation of the Fund?8 A. He never discussed the Fund with me.9 Q. Or make any complaints about the purposes or10 the operation or any of that of the Fund?11 A. No, no.12 Q. Mr. David also testified that he resigned after

13 the January 2008 UHW Executive Board meeting because he

14 didn't agree, publicly, opposing the International.15 Did he talk to you about this, or about anything,16 before that meeting of the Executive Board in January of17 2008?18 A. No; in fact, just the opposite.19 Q. Did you have a discussion with him before the20 meeting?21 A. Yes.

22 One of our rank-and-file leaders on the Executive23 Board approached me before the meeting, and she expressed24 concern that, you know, we're getting into this very25 complicated and controversial struggle with the

Page 954

1 International Union, and expressed insecurity that Amado2 David was not in support of the struggle that we were3 having, and the direction that we were going.4 And, I, without skipping a beat, assured her that5 that was not true, so -- because I believed it, so -- I6 went to Amado, before the meeting, and I -- just to give7 him a heads-up, warn him that this member said there8 were -- a couple of other folks were concerned also --9 you know, give him a heads-up that this was happening,10 and I assured her that we're all totally united on this;11 that I had no -- I had heard nothing from Amado objecting12 to the direction that we were going here.13 So, I had that discussion with him before the14 meeting time.15 Q. Okay, and, did Mr. David then later call you16 after he returned to Southern California?17 A. Yes.18 Q. What did he say?19 A. He said that he needed to talk to me. He said20 that -- I think I had a meeting in Southern California,21 you know, like soon after. He said, no, I need to talk22 to you right away. So, we made an appointment and he23 decided to fly to Oakland.24 Q. And what did you discuss with him when -- after25 you had him fly up to Oakland?

Page 955

1 A. At the meeting, he told me that he didn't have2 the stomach for an internal struggle with SEIU and so he3 had decided to resign.4 Q. Okay.5 I'd like you to look at Exhibit 177. It's in Volume6 II.7 A. Got it.8 Q. Okay.9 This is a February 1, 2008, letter. It says:10 Resignation -- re resignation from United Healthcare11 Workers-West.12 It's addressed to you and signed by Amado David.13 Do you see that?14 A. I do see it.15 Q. Okay k.16 Was this letter sent, directly, to you or how did --17 A. I never, personally, received this letter.18 I -- you know, I got it secondhand from other folks19 that received it. I never, personally, received a copy.20 Q. All right, and, do you have any knowledge as to21 whom it was sent to?22 A. Yeah, it was pretty broadly sent to staff and23 other rank-and-file leaders.24 Q. Okay.25 I'd like you to look for a minute at Exhibit 178.

Page 956

1 What's Exhibit 178?2 A. 178 is a letter from Jorge Rodriguez, our3 Executive Vice President, who was the former President of4 Local 399, who worked with Amado for a long time, when5 Amado was the Organizing Director of 399, reacting to his6 letter.7 Because, throughout Amado's resignation letter, he8 brings up things that simply are not true, that we had9 never heard before from Amado.10 You know, my -- in my several year relationship with11 Amado inside UHW or 250, or 399, in the later years, the12 only disagreements that we had -- the only criticism that13 he ever gave me was around -- not was around -- his14 desire to have more resources going to Southern15 California -- more talent, especially -- not money --16 that the need to transfer more experienced organizers and17 staff to Southern California because of the great18 potential to organize in Southern California -- which19 were, totally, legitimate, you know, like desires --20 totally legitimate.21 So all of these other issues were first time hearing22 them; in fact, you know, I would like to say that, right23 after UHW was formed -- in fact, I think our first24 meeting -- there were a couple of vacancies in25 Administrative Vice Presidents in the new UHW, and I



85 (Pages 957 to 960)

Page 957

1 appointed Amado as Administrative Vice President right2 out of the box -- right -- and it was with significant3 opposition from some of the rank-and-file leaders, and4 really stood up at this beginning of the relationship to5 vouch for Amado and encourage people to support him.6 Q. I'd like you to turn now to Exhibit 28 in UHW7 Volume I.8 A. I'm there.9 Q. Okay, and, you'll see there's a cover letter10 from William Sokol.11 Who's William Sokol?12 A. UHW attorney.13 Q. And there are some forms attached to that14 letter, including a -- first -- power of attorney and15 then a 1023 application for recognition of exemption16 under section 501(c)(3).17 Do you see that?18 A. Yes.19 Q. Did you play any part in the creation of this20 document?21 A. I'm sure that I consulted with them.22 Q. Did you provide any information for the23 creation of this document?24 A. Yes.25 Q. I'd like you to look at Part 9, which is on

Page 958

1 page 9 of the 1023 form.2 A. Got it.3 Q. Okay, and, you see in there there's a chart and4 the first box shows projected gifts, grants, and5 contributions over a four-year period of time?6 Do you see that?7 A. Yes.8 Q. And it shows a $1 million contribution in 2007?9 A. Yes.10 Q. And was there, in fact, a $1 million11 contribution made to the Fund in 2007 in May?12 A. Yes.13 Q. And then it shows -- it projects there would be14 another $1 million contribution in 2008.15 Do you see that?16 A. Yes.17 Q. Okay.18 Now, we've heard testimony that there was a $219 million contribution in February of 2008 -- February 5th20 of 2008.21 Why was the $2 million dollars contribution made at22 that time?23 Well, let me ask you first:24 Whose decision was that to do that?25 A. It was mine.

Page 959

1 Q. And why, in February of 2008, did you make that2 $2 million contribution into the Education Fund?3 A. Because we had the money.4 I also remember some of the discussions/requests,5 you know, just generally -- not specifically -- in6 talking to John Borsos, who was about to lead --7 launching bargaining with the hospital's -- CHW -- up8 front, you know, where we wanted to set the standard,9 first -- and some discussion around a proposal that we're10 putting on the table with all the hospitals about an11 advocacy -- a joint patient care advocacy fund that he12 was hopeful of getting employers to buy into.13 And discussion around, you know, it would look good14 for us to be able to demonstrate we have this Patients15 Education Fund that we were establishing, UHW was willing16 to contribute significantly to and its other bargaining17 units. I don't remember anything more specific than18 that.19 But, just contrast it with us accomplishing the20 Joint Employer Education Fund that we have, where UHW put21 very little money into it; so, that's a memory.22 You know, the Healthcare Reform Fund was going to be23 continuing. We still had hope for real reform in '0824 and, certainly, had -- we only had this vision that, in25 the next Presidential -- this is a multi-year vision now

Page 960

1 that goes back four or five years -- and, specifically2 focused on this when the next President of the United3 States was sworn in January, 2009, the first thing that4 he, or she, would say is, we're going for the healthcare5 system in this country, to get quality health care for6 everyone. So, healthcare reform was a big issue for us7 in February 2008; that's why.8 Q. Let's look at Exhibit 23 for a minute, because9 you talked about the fact that you were going to be10 having -- your bargaining campaign was about to begin in11 February, 2008.12 What was Exhibit 43?13 A. It's, I think, a leaflet, a campaign kickoff14 flier, you know, to let people know about this15 campaign -- nursing homes, Kaiser, and the hospitals.16 Q. And when was the kickoff of this?17 We've heard a lot about the coordinated campaign18 and, you know, contracts for 75,000 workers --19 A. It was kicked off on February 9th. We had a

20 big rally at Summit Medical Center in Oakland and a march21 to one of our nursing homes; so the beginning of22 February.23 Q. You see there's a subheading there that says24 Working Together for Quality Care.25 What did that mean?



86 (Pages 961 to 964)

Page 961

1 A. Again, as I mentioned a few minutes ago, you2 know, we're healthcare workers, and people are in this3 career to provide quality healthcare for patients and4 residents. It's fundamentally important.5 So, in this campaign, educating the community,

6 consumers, elections, other coalition workers,7 decision-makers, right, to understand that UHW, you know,8 healthcare workers that work in a stable workplace --9 right -- you find the best care when you or your loved10 one gets sick -- right -- major part of our contract11 campaign.12 Q. So, did you -- and, did you see a connection13 between the educational activities of the Education Fund

14 and this general philosophy of quality care?

15 A. Yes.16 Q. Now, was it, actually, February 20th that that17 contract campaign was kicked off?18 A. I'm not sure what you mean by kicked off.19 I thought it was the beginning of February, so, I20 don't know.21 Q. Okay.22 Now, you also resigned from the International

23 Executive Committee -- we saw that -- in February, 200824 -- and expressed concern about the undemocratic practices25 in SEIU.

Page 962

1 Did you see any relationship between those concerns2 and the activities of the Education Fund?3 A. No, not really.4 I mean, obviously, you know, it was somewhat of an5 overlap or a -- I would say that the struggles around it6 was distracting from -- we were having with SEIU -- were7 somewhat, but, not a direct correlation.8 Q. Why don't you turn back to Exhibit 28, again,9 and to the 1023 that's included in Exhibit No. 28.10 SECRETARY MARSHALL: What exhibit is that?11 MR. HARRIS: Exhibit 28.12 SECRETARY MARSHALL: UHW Volume I?13 THE WITNESS: Where do you want me to go? I'm14 sorry.15 MR. HARRIS: Q. At the end of the 1023, there's a16 narrative description of activities. The heading says:17 Part 4 Narrative Description of Activities?18 A. Yes, got it.19 Q. Now, this includes a description of some20 specific programs and activities being discussed at this21 stage, and there's sort of -- ask you about them all

22 together, but -- it talks about conferences and websites23 and research papers and bulletins, all those different24 programs.25 Do you see that?

Page 963

1 A. Yes.2 Q. Did you expect to do those things with the3 Education Fund?4 A. Yes.5 Q. And were those things done by the Education6 Fund?7 A. No.8 Q. Why not?9 A. Well, a lot was going on, you know, around this10 time, and we just never got up and running before the11 controversy with SEIU. Then there was --12 Q. Okay, and, the final paragraph of this13 narrative description, on the second page of the14 narrative description -- and we've seen this before -- I15 won't read it all multiple times, but, it starts:16 "This non-profit educational organization expects17 that it will emphasize in its educational material the18 importance of full and open and democratic labor19 organizations in addressing and solving the current20 healthcare crisis..."21 And it goes on to talk about achieving this through22 full democratic participation by healthcare workers in23 making decisions about healthcare24 Q. Do you see that?25 A. Yes.

Page 964

1 Q. And was this consistent with your understanding2 about the relationship between the workers' voice in the3 workplace and healthcare reform?4 A. Yes.5 Q. Just one other thing -- or -- I want to look at6 in the 1023 -- and we looked at this before -- and I7 understand that this was a form that Mr. Sokol did, but,8 if you look at Part 5, which is page 3 of the 1023 --9 A. I see several pages in Part 5.10 Q. Okay.11 If you look in the upper right-hand corner at page 312 -- you have to go back to the 1023 Form itself -- it's13 actually the third page of the 1023 itself and it's14 labeled Part 5. I'm sorry. Go --15 A. Got it.16 Q. Okay, and, just to sort of do this as quickly17 as possible, there's a question 3(b) here, that asks18 whether this organization, the 501(c)(3) is under the19 common control of another organization and the box is20 checked "yes" there.21 First of all, was it your understanding that the

22 Education Fund was a separate organization?23 A. Yes, it's a separate organization.24 Q. Okay, but here, the box says that the25 organization is under common control.



87 (Pages 965 to 968)

Page 965

1 Is that consistent with your understanding?2 A. Yes.3 Q. And, if we look back in the notes to this4 section, there's a description part on 5(2)(a), and also5 on 5(3)(b), that reference to UHW as the parent6 organization, and says that the members of the Board of7 Directors of this non-profit are selected from the8 approximately 60 officers and members of the Executive9 Board of the parent organization of UHW.10 Is that consistent with your understanding?11 A. Yes.12 Q. If you look back at Exhibit 43, for just one13 minute, on the second page of the document, it says:14 Contract Campaign Kickoff Rally, February 20th?15 A. Got it.16 Q. Does that refresh your recollection that that

17 was the beginning of the campaign?18 A. Yes. Yep, that's what it says.19 Q. Okay.20 Did there come a time that the International Union21 asked you to go stop any expenditures to the Education22 Fund --23 A. Yes.24 Q. -- and to return funds to UHW?25 A. Yes.

Page 966

1 Q. Was that done?2 A. Yes.

3 Q. And have those funds been put in a separate4 account?5 A. Yes.6 Q. If all the issues were resolved with the7 International Union, with regard to this Fund, would you8 have made a recommendation to the Executive Board as to9 what should be done with those segregated funds that have10 been put in that account?

11 A. Yes, I would.12 Q. What would it be?13 A. I'd like to do exactly what we've been talking14 about and build a 501(c)(3) to educate healthcare workers15 and consumers, and use it to help with issues of a16 democracy; and, some small number of years from now, have17 it have the same kind of success that we've achieved with18 the Shirley Ware Education Fund.

19 Q. Would you look at Exhibit 59, which is a letter

20 we've looked at a lot?21 It's the March 24, 2008 letter to you from Andy22 Stern.23 First of all --24 A. Got it.25 Q. -- were the charges in this letter communicated

Page 967

1 just to you --2 A. No.3 Q. -- or just to Executive Board members at UHW?4 A. No.5 Q. How do you know that?6 A. I recall, when we got the letter, getting7 multiple phone calls, E-mails, from other -- hearing from

8 other folks that received it, simultaneously.9 Q. Okay, and, if you look at Exhibit 61 --10 A. Got it.11 Q. -- is this a letter from you to Andy Stern on12 March 27th?13 A. Yes, requesting that he gave us access to the14 same "list" that was the E-mail blast, if I remember15 correctly, that -- and I sent this letter out asking him

16 access to the same list so we can kind of give our sides

17 to these charges.18 Q. All right, and, did you ever get any response19 about the list to which this letter was sent?20 A. Not that I recall.21 Q. Okay.22 Going back to 59, there's a request on the bottom of23 page 4. Andy Stern asked for certain documents -- we've24 all looked at this before. I won't take the time to read

25 through it, but -- minutes of the meetings, all financial

Page 968

1 records in excess of $10,000 -- asked they be produced no2 later than the close of business on March 27th.3 What did you do to respond to this request when you4 received this letter?5 A. Yeah, I asked folks to do it all, to get it6 together -- even though the timeline of this was7 unreasonable, but -- we sent him the documents.8 Q. Okay, and, when you say you sent him the9 documents, could you look, for just a minute, at the10 first SEIU binder at Exhibit 21?11 A. Got it.12 Q. There's actually two letters here in SEIU13 Exhibit 21.14 There's a March 27th cover letter from you and the15 March 26th cover letter from Annelle Grajeda.16 Do you see that?17 A. Yes.18 Q. And did you have an understanding of what was19 enclosed?

20 Were those letters sent together or separately?21 Do you know?22 A. I don't know.23 Q. Do you have an understanding --24 A. They have different dates on them. I mean --25 Q. Do you have an understanding of what was



88 (Pages 969 to 972)

Page 969

1 enclosed with those letters that were sent on March 27th2 and on March 26th?3 A. My understanding is the requested information.4 Q. The information that President Stern had5 requested in his March 24th letter?6 A. Correct; correct.7 Q. Now, I want you to look, now, at -- let me ask

8 you about one other thing first -- and let's look at9 Exhibit 53 in the UHW binder.10 A. I'm there.11 Q. And what is Exhibit 53?12 A. I'm there.13 Oh, what is it?14 It's minutes of the Executive Board meeting of15 March 7-8, 2008.

16 Q. Okay, and, if you look at the top of page 4, it

17 says:18 Motion, seconded, passed, unanimously, to approve19 immediate payment to Siegel & LeWitter of Oakland,20 California, of up to $500,000, to be placed in a client21 trust account.22 Do you see that?23 A. Yes.24 Q. Why did the Executive Board decide to retain

25 Siegel & LeWitter at that time?

Page 970

1 A. Because I felt like we needed personal legal2 help.3 Q. Why was there a need for legal counsel at that4 time, or, additional legal counsel at that time?5 A. We were under siege by the International Union,6 and folks were reacting. Our E-Board members were7 reacting that we needed to do something about it. We8 were threatened.9 Q. Was there discussion about how much should be10 authorized for payment to the client trust account?11 A. Yes.12 Q. What do you recall about that discussion?13 A. I recall recommending that we send $250,000;14 and I recall Tony Dukas, one of our Vice Presidents --15 Q. Who is Tony Dukas?16 A. He's a Vice President of UHW -- rank-and-file17 Vice President -- and this was like a very emotional18 discussion, because of this siege by our International19 Union, that folks were experiencing, you know, dozens of20 phone calls and mailings and they're -- these leaders --21 obviously, getting hundreds of questions from their22 constituents:23 What's going on?24 We want explanations, etc.25 So, it was very emotional kind of -- and Tony is

Page 971

1 saying, that's not enough. Litigation is -- second2 sentence I have -- let's make it $500,000 -- and he made3 that motion and it was adopted.4 Q. Okay.5 Was $25,000 transferred to Siegel & LeWitter shortly6 after the meeting?7 A. Yes.8 Q. And who made the decision to do that?9 A. I did.10 Q. And, at the end of March, was an additional11 transfer of $475,000, the rest of the authorized amount12 for the client trust account, transferred to Siegel &13 LeWitter?14 A. Yes.15 Q. Who made the decision to do that?16 A. I did.

17 Q. Why did you decide to transfer the remainder of18 the authorized amount at the end of March in 2008?19 A. To the best of my, you know, recollection, or,20 thinking we had the money budgeted, we wanted to -- it21 was a trust fund that didn't get spent unless we billed22 against it; and, also, we were talking to the firm about23 doing a lawsuit on our account.24 Q. And was a lawsuit, actually, filed by Siegel &25 LeWitter, shortly, thereafter?

Page 972

1 A. Yes.2 Q. And you said you talked about being under siege3 from the International Union.4 Had that siege intensified from the beginning of5 March to the end of March?6 A. Yes.7 Q. And was President Stern's March 24th letter a8 part of the in intensification(sic) -- (Amy, I don't9 think that's a word, but that's what he said) of that10 siege?11 A. Yes.12 Q. Okay.13 Looking back at the resolution for a minute, in the14 March minutes, it says:15 To the greatest extent allowed by law. Do you see16 that?17 A. Yes.18 Q. Do you have an understanding of whether these19 funds could be used after imposition of a trusteeship in20 order to resist the trusteeship?21 A. I, clearly, understand that they would not be22 able to be used if the trusteeship was imposed by --23 Q. Well, you were here when Jonathan Siegel24 testified, previously, about what the situation would be25 if a trusteeship was imposed; you were here then?



89 (Pages 973 to 976)

Page 973

1 A. Actually, I was only here for part of it. I2 was only here for part of his testimony, I'm sorry to3 say.4 Q. Okay.5 Did you hear his testimony with regard to what he6 thought his obligations would be with regard to the7 client trust account in the event that trusteeship was8 imposed?9 A. Yes, I think he -- yes, yes.10 Q. And is your understanding consistent with that11 testimony?12 A. Yes, it is.13 Q. I want you to look at Exhibit 74 --14 SECRETARY MARSHALL: Same book?15 MR. HARRIS: Yes.16 Q. -- which is an April 3rd letter from you to17 Andy Stern.18 Is this a response to what Andy Stern had asked for19 and the charges that he had made in the March 24th20 letter?21 A. Yes.22 Q. Okay.23 I don't want to take time to go through all of the24 matters that are raised in the March 24th letter, here,25 but, I wanted to direct your attention to just a couple

Page 974

1 parts and -- let's just turn right to page 8.2 A. Got it.

3 Q. At the very top of that page, it says:4 "Under no circumstances would we ever attempt to5 operate a 'shadow union' in competition with UHW during a6 trusteeship."7 Do you see that?8 A. I do.9 Q. Was that an accurate statement?10 A. Absolutely, yes.

11 Q. Now, the next sentence continues:12 "However, we do believe that if a trusteeship were13 to be imposed, the underlying purpose would be to14 retaliate against UHW for our public criticisms of SEIU's15 policies and would, accordingly, be unlawful."16 And you go on to say:17 "As a consequence, we have every right to retain18 legal counsel to defend our members' right to participate

19 in the governance of their union through their

20 democratically elected leaders - a right that a trustee21 might attempt to quash by denying access to the funds22 needed to exercise that right."23 Do you see that?24 A. I do.25 Q. What did you mean by that statement in the

Page 975

1 letter?2 A. I don't know.3 Q. Did you draft that statement?4 A. No, I'm sure I didn't. I'm sure -- no -- I'm5 sure I didn't write this letter. Obviously, I signed the6 letter. I'm not sure what it means; but, my absolute7 understanding is that, if there were a trusteeship8 imposed, the Trustee of the Union -- UHW -- would have9 control of these funds. I understand that.10 Q. The last thing I want to talk to you about is11 the mediation process.12 Was there a proposal ever made for mediation13 differences between the International and the UHW?14 A. Yes. Yes, there was.15 Q. And who proposed the mediation process?16 A. I think Dennis Rivera, on behalf of the17 Healthcare Division Steering Committee.18 Q. Okay, did UHW agree to mediate?19 A. Yes, we did.20 Q. And why did you agree to mediate?21 A. Because we have absolute hope, to this day, of22 mediating this dispute; in fact, before that letter,23 before that request, we had put out there that we were24 interested in mediation.25 Q. And did the mediation take place?

Page 976

1 A. Yes, it did.2 Q. Approximately when?3 A. A couple days in April -- I think.4 Q. Okay, and, who was the mediator?5 A. Larry Fox.6 Q. And who proposed the mediator?7 A. SEIU did.8 SECRETARY MARSHALL: Who was the mediator?9 THE WITNESS: Larry Fox.10 MR. HARRIS: Do you know Larry Fox?11 SECRETARY MARSHALL: Yeah.12 MR. HARRIS: Q. And so it was broached by the13 International and the UHW agreed to that proposal?14 A. Yes, we did.15 Q. Did the mediator make any proposal to bring16 about reconciliation between the parties?17 A. Yes.18 Q. Did UHW agree to that proposal?19 A. It was a package proposal that he recommended20 both to SEIU and to UHW, that both agree take the next21 steps towards reconciliation of the dispute.22 And UHW -- we had a committee that included three of23 our rank-and-file Vice Presidents there -- accepted that24 proposal.25 Q. And did the International agree to that



90 (Pages 977 to 980)

Page 977

1 proposal?2 A. They did not.3 Q. Mr. Rosselli, the SEIU Constitution gives the4 SEIU President the authority to appoint a trustee, when5 necessary, to protect the interests of the membership.6 In your view, is a trusteeship necessary to protect7 the interests of the members of UHW?8 A. No.9 Q. Why not?10 A. Well, we've been through two hearings, now,11 and, Secretary Marshall, I hope that the evidence that12 you've seen, from the last hearing, 8,000+ members,13 organized in less than two weeks, that came to San Mateo,14 to stick up for their Union -- I know that you had to be15 moved -- everyone had to be moved by the testimony of our16 members, you know, at that hearing, 70+ folks spoke about17 their support of this Union and the leaders of this18 Union.19 The multiple examples of organizing success and20 contract standards, you know, throughout this Union, over21 the last years.22 Now, 2008 was supposed to be the greatest year of23 our union's history. Our nursing home workers had been24 working for 20 years, some of them sacrificing25 retroactivity striking, working without a contract, some

Page 978

1 for 18 months -- some of our nursing home workers, 182 months without a contract -- and paying dues to a common3 expiration date.4 2008, we have more contracts expiring than in the5 history of the labor movement in healthcare, and it's6 supposed to be a moment where we could pull that power to7 take giant steps forward and accomplish healthcare reform8 and other things that were important to working people.9 That's where we're at now. And, while we're making10 great strides and some of that is coming together -- it's11 not done yet, so -- not only is trusteeship not necessary12 to protect the interests of these workers, but,13 trusteeship will interrupt the progress that these14 healthcare workers have been making over the last 2015 years, to this point of the greatest potential.16 You know, I would say that it's my understanding,17 Secretary Marshall, throughout the SEIU's history of18 SEIU, to the present, that there has never been a19 trusteeship hearing where a hearing officer recommended a20 trusteeship and it didn't happen.21 So, I would ask you to, please, please, think of the22 experiences that you've had seeing these healthcare23 workers and the hundreds of letters that you're getting24 and recommend no trusteeship; because, if you do that, I25 commit to you, despite the threats that lots of folks in

Page 979

1 anger -- you know, I gotta say that, one of the most2 awful things in this conflict is that a lot of our3 members hate SEIU, and you've heard the resentment from4 homecare workers who are being forced out of this Union5 into a Union that's replete with problems.6 You've heard about the expectation and the success7 of our nursing home members, you know, etc., etc. It8 just caused such resentment.9 But, speaking for our Executive Board, I believe10 that the super majority of our leaders love this Union11 and want to work constructively with other elected12 leaders in this Union to do -- to continue to do -- what13 we've done so successfully in recent years.14 And, finally, I'd say that, you know, despite the15 fact that some International leaders have tried to16 accomplish -- and have accomplished on some levels --17 this fight is not about me, it's not about any of us as18 individuals, it's not about our entire Executive Board.19 It's about this workers' movement, changing lives20 for themselves, and the patients they care for; and, just21 a couple months from now, 150,000 members of this Union22 are going to have a once-every-three-year opportunity to23 elect their Local leaders. They should be given that24 opportunity to determine who they want to lead this25 Union.

Page 980

1 (UHW Exhibit No. 215 marked2 for identification)3 MR. HARRIS: Q. Mr. Rosselli, I'd like to show you4 what we've marked as Exhibit 215.5 What is Exhibit 215?6 A. It's a petition to the SEIU International7 Executive Board, copying the Secretary Ray Marshall.8 Q. And what does it urge the International9 Executive Board to do?10 A. Say no to trusteeship;11 To give these members -- allow these members to12 continue determining their own destiny;13 And also to boycott what we believe is a sham14 election that, apparently, some leaders in SEIU want to15 do as the next attack against our leaders.16 Q. And what else does it urge the International17 Executive Board to do?18 A. Stop the attacks on UHW, whether by a sham19 election, a trusteeship, or any other means, and to20 commence mediation, immediately, to resolve the political21 crisis between our Union -- UHW -- and our International22 Union -- SEIU -- and allow us to focus on all of our23 energies on winning contracts, igniting more workers, and24 changing the course of our nation.25 And I would just say that this petition, at this



91 (Pages 981 to 983)

Page 981

1 point, has been signed by over 80,000 UHW members, with2 thousands more that have come in this week that haven't3 been processed.4 Q. Secretary Marshall, we'd like to present those5 petitions and ask they be part of the record in the6 trusteeship proceeding; and we'll provide the others as7 they continue to come in.8 SECRETARY MARSHALL: Please take your seats. I hope9 y'all don't want me to read all these tonight.10 MR. HARRIS: They've been signed 80,000 times.11 SECRETARY MARSHALL: I'm assured, if I just read one12 of them, they all say the same thing.13 MR. HARRIS: That's correct; but, they've been14 signed 80,000 times.15 MR. HARRIS: Just one final exhibit I'd like to16 present.17 SECRETARY MARSHALL: Let me ask you a question. I'm18 not sure I understand Exhibit 215.19 It says "Boycott the SEIU sham election".20 What is that?21 MR. HARRIS: Mr. Rosselli, can you respond to that?22 THE WITNESS: Sure.23 The International Executive Board, as a result of a24 recent jurisdictional hearing, that I described earlier,25 about the future of long-term care workers in California,

Page 982

1 had adopted a plan to have the long-term care and2 hospital clinic workers in California vote, and the3 ballot would have two options:4 One being to move all long-term care workers into a5 separate statewide Union of long-term care workers, where6 Andy Stern would appoint the leaders of that Union;7 Or, to unite all healthcare workers into a new8 healthcare workers Union in California and to withdraw9 the charter of United Healthcare Workers-West and to have10 Andy Stern appoint the new leaders of that Union.11 SECRETARY MARSHALL: I understand that now.12 MR. HARRIS: Right.13 Just one last document be marked as Exhibit 216.14 (UHW Exhibit No. 216 marked15 for identification)16 MR. HARRIS: Q. Mr. Rosselli, what's Exhibit 216?17 A. It is the letter to the International Executive18 Board and Secretary Marshall signed by about three dozen19 leaders. These are not yet Union members.20 The committee of the largest hospital organizing21 drive going on in the United States to organize 10,00022 hospital workers throughout California in the St. Joseph23 Health System, it's been going on now for almost three24 years, and, on the verge of fruition, with a similar25 statement, asking that the attacks against UHW, which

Page 983

1 they now know and love, and want to join, cease and2 desist.3 MR. HARRIS: I have no further questions at this4 time.5 SECRETARY MARSHALL: All right. Well, it's a little6 after 7:00 -- 7 after 7:00 -- and our court reporter --7 she's about out of tape -- so, we probably ought to8 continue this in the morning.9 MR. ROTHNER: We agree.10 SECRETARY MARSHALL: All right, so, why don't we11 start at 8:30 in the morning?12 All right, we'll adjourn until 8:30 in the morning.13 (Hearing adjourned at 7:10 p.m.)141516171819202122232425



Page 1

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agreement 629:12671:12,16 689:17,21689:22 690:8,12,20,23691:15 692:18,24743:25 744:8 747:12754:5,6 756:4,6,9,10756:15 758:11,13761:13 774:24 775:5777:2,6,9 778:4 781:3781:20,21 782:11,12782:23 787:5,7,16 ,19788:5,8,14 789:11793:4,15,17 794:1796:18,19,20 800:1,24801:4,6 802:21 804:12804:21 805:5 846:17846:21 847:8 850:9,17852:17,20 853:3,5,9,20853:22 855:1 919:8,12924:8 925:22 926:9933:4

agreements 733:21737:9 750:21 754:10755:12,24 757:21,24759:10 778:1 852:21852:24 855:10

ahead 688:14 705:19718:4 779:20 801:20802:11 803:8 824:15847:19,21 890:21899:21,22 905:20

aim 860:4Airport 913:10,11al 795:21alcohol 637:20allegations 740:25Alliance 629:12 733:21

846:17,20 847:8850:25 852:6,21 853:3853:4,9 854:4,5,8,25855:16 918:16 919:4926:9,20 929:3,4,20

allies 815:11 845:4allow 698:5 701:24 748:3

751:7 764:10 822:14831:25 837:25 855:4905:19 980:11,22

allowed 713:10,24 715:9748:2,6 753:15,23902:20 916:8 926:11939:14 940:10,15944:18 972:15

allowing 755:14allows 756:10 850:4Almaden 625:20almost 758:9 842:6

855:11 929:18 931:14939:7 982:23

alone 791:15along 653:2 705:13,21

711:22 819:9 836:23896:3

already 645:7 680:23705:7 707:6 732:24751:9 755:23 757:11758:15 759:7 800:25808:8 817:17 821:4832:22 843:12 846:25849:24 926:6 934:1951:20

alternative 851:13 945:3although 806:3 825:24

829:1 880:21always 636:1 735:4

783:6 796:25 929:11Amado 731:2,7,12,22

732:7 733:5,15 734:23736:16 737:15,18,21738:4 740:1,4 741:18765:5 908:6 910:7911:15,25 912:5952:12 954:1,6,11955:12 956:4,5,9,11957:1,5

Amado's 956:7ambiguous 674:18

771:20amend 921:1amended 935:1amendment 629:10

632:6,8,11 903:11,23amendments 920:23Americans 659:18 879:6among 692:9 761:25

857:7 920:13,23922:11 930:24 940:25944:6

amongst 825:4 845:4amount 638:1,5 671:19

677:1 681:10 682:4

720:22 770:10 790:8791:25 792:8,12 ,22801:8 810:2 811:5812:13 868:8 892:20901:5 917:16 971:11971:18

Amy 972:8Ana 782:7analysis 631:21 859:17

886:23Analyze 861:13analyzed 858:6Andrew 624:2 625:2

626:16 740:22Andy 692:10 693:3 698:7

699:16 700:7 705:4709:16,16 723:25764:7 805:22 819:22819:22 821:21 865:9870:21 893:4 904:17913:14 915:23,25916:1,4,8 917:7 918:15921:3 925:6 927:7,16929:21 934:23 935:16938:20 940:5,11941:23 942:5,24 943:8944:7 945:20 951:24966:21 967:11,23973:17,18 982:6,10

Angeles 727:17 734:25795:1,9 857:11,14,14927:8

Angelides 819:17anger 979:1Ann 870:23Anna 805:23 870:22

871:8 876:5 884:3885:22 886:8,16904:17,22 935:19,22936:21 938:6

Anne 778:8 779:5Annelle 938:8 968:15announce 909:7 916:22announced 818:25

909:23 910:22announcement 827:23announces 704:12annual 659:16 861:20

862:3another 642:19 713:21

714:19 718:5 721:24755:2 799:22 831:15836:13 878:10 883:25894:13 918:25 928:15929:12,14 934:6 938:7942:7,10 958:14964:19

answer 634:19 635:8647:15 674:21 693:22693:22 701:1 705:10707:14,16 708:6,15709:2,8 716:6 718:25763:16 771:21 772:11798:1,1 802:9,9,10803:9 807:2 809:13,22809:23 811:7,10 ,14835:17,20 879:25889:8,9,11,13 890:15890:18,19

answering 889:24answers 768:4antagonists 815:11anticipate 798:23anticipated 801:17 802:2

909:3anti-democratic 930:2anxious 643:5anybody 642:4 701:22

713:4 718:24anymore 795:25anyone 655:13 674:23

682:6 685:21 686:7713:22 792:25 796:22823:6 826:6 883:21

anything 639:4 698:3702:22 717:18 719:25721:10 730:16 734:6,9734:10 735:8,18 736:9738:10,18 754:23767:22 783:12 788:2826:4,5 836:7 849:15901:5 953:15 959:17

anywhere 745:9 769:9804:12 835:24,24

apologize 688:22App 663:15apparent 828:13apparently 825:22 871:6

980:14appeal 796:4appealed 641:22appealing 637:1appear 657:9 840:10

876:18appears 897:1appendices 862:9appendix 852:20apples-to 888:25apples-to-apples 890:4

892:1,3apple-to-apple 898:23application 701:11

874:19 882:11,23903:17 904:3,7 905:5957:15

applications 861:18862:16

applied 789:17 790:15792:9,10 902:2 940:5

applies 636:9apply 757:6 790:8applying 640:5 898:12appoint 977:4 982:6,10appointed 646:20 764:14

764:15 765:2 829:7909:20 917:4,5 921:24929:21 935:4 939:19942:18,24 957:1

appointment 954:22appreciate 714:16appreciated 936:5apprise 798:25approach 731:15 818:14

828:18 832:1 845:10approached 952:15

953:23appropriate 634:8

663:21 667:24 708:21

772:10 794:20 821:6822:17 829:2

appropriateness 707:2708:12

approval 677:22approve 671:6 969:18approved 644:3 656:13

667:11,16 680:4683:24 692:24,25

approximately 647:10652:6 657:14 676:10676:15 678:18 686:15686:18 700:1 720:25774:25 775:13 777:6814:24 857:17 923:15965:8 976:2

April 670:8 695:23,25698:11,12 699:4 700:3722:21 723:1 724:2752:20 756:23 760:6760:13 769:18 777:3791:14 796:2 800:7804:24 806:7,8,9,12973:16 976:3

arbitration 749:20 751:8759:7,9 931:10,11

arbitrator 759:11area 636:1 691:21

737:25 857:22 860:24861:2

areas 680:19 856:23argue 636:6 890:20argued 808:8argument 895:4argumentative 889:2

894:17Arizona 856:24 879:1,3,4around 653:15,17 675:8

682:7 691:15,17 700:3701:9,19 727:9 733:20733:20,22 738:11741:15 744:4,7 747:17755:13 761:2 762:18767:18 770:23 774:15782:6 793:7,10 800:18816:3 820:25 821:22881:8 900:16 914:17919:3,8,13 923:20927:18 948:12 952:11956:13,13 959:9,13962:5 963:9

arrange 715:25arranged 685:24arrangement 793:25arrangements 645:23

716:7,13,23,23 787:12array 858:16 901:16arrears 939:12Arthur 664:7,10,12,15

680:4,8 681:4 720:18article 633:17 756:3

758:13 775:14,24776:17,20

articles 643:1 644:19861:22,25 884:14

articulate 754:20artificial 888:23Arts 856:16aside 650:22 730:20



Page 3

asked 642:14 646:15655:19 670:1 671:22674:24 675:1,2 697:1698:2 699:10 700:3701:18,23 703:19707:6 713:17 717:14717:17,20 720:17723:12,16 735:14,22743:6 765:4 780:10784:1 797:25 803:6808:18 809:6,7,9810:16 812:3 835:21835:22 883:24 884:20889:14 913:6 914:9917:7 918:15,25965:21 967:23 968:1,5973:18

asking 674:16 690:5,6691:2,3 703:4 772:24773:3 775:14 782:20794:16 801:16 802:1803:5,6 808:20 811:4885:22 889:12,22,22903:20 967:15 982:25

asks 632:11 633:1644:21 702:2 776:6809:3 896:6 964:17

Assembly 823:10 826:21841:23

assert 809:18asserted 807:25asset 643:12assets 640:24 722:12

879:12,18assigned 794:6assistant 652:1,16,19

700:12,23,24 814:25820:23 870:23,24871:9 884:3 886:8933:14

Assistants 701:3assisted 704:2association 687:6,12,15

687:20 688:1 710:25711:8,13 777:25 778:9778:10 798:9

assume 632:22,24650:19 665:21 805:23809:14 847:2

assumes 802:13assurances 826:18

827:18 853:16assure 717:16,19 922:11assured 913:20 954:4,10

981:11ATKINSON-BAKER

624:21attach 632:10attached 640:16 740:21

775:22 792:18 852:9852:10 862:13 865:22938:19,23 957:13

attaches 862:8attachment 644:18 863:1

863:8,9,12 867:11,14867:16,18 874:6 875:1878:13

attachments 874:13881:23

attack 892:25 980:15attacks 945:18 946:6

980:18 982:25attain 797:9attained 781:4attempt 648:8 697:23

761:24 818:1 849:12887:1 953:3 974:4,21

attempting 912:6attempts 830:14attend 656:10 658:16

673:7 679:19 702:16728:25 769:23 845:1

attendance 661:24attended 661:10 672:9

672:16 689:10,12697:19,21 766:6769:25 770:1,3

attention 632:17 677:4683:25 688:20 689:8694:5 695:14 696:12698:5 699:13,20 701:5701:24 703:13 704:8704:25 705:23 706:11706:13 713:9,18,20728:24 774:19 787:16843:7 868:11 870:6886:22 895:15 897:20973:25

attorney 645:13 680:8,11680:12,13 701:7 706:3706:7,10 717:23838:22 875:19 876:2897:19 901:14,17903:25 957:12,14

attorneys 697:11 717:22880:15

attorney-client 706:5786:13 796:16 802:1,8803:4 807:19,25 808:2809:15

attributable 899:6AT&T 669:8AUDIENCE 714:7audit 633:17,19 861:22audited 883:2August 658:6,15 729:10

729:17 742:10,13,13743:11,15,20 751:9,9

Austin 626:3,5author 634:6authored 806:23 807:1,7

807:16authority 633:16 675:7

682:11 977:4authorization 680:24

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887:7 970:10 971:11971:18

available 686:4,5 688:13843:20 880:19 881:4882:10 890:7 950:13

Avenue 626:14,23avoid 636:7AVP 673:22,23aware 648:10 659:20,24

659:25 674:5,13675:15,17,20,25

676:12,13 678:14,15679:4 686:4 687:14,18700:9 701:4,13 702:23710:23 711:7 714:8772:14 808:3 897:9,17898:3 903:10,21

awareness 877:24away 738:21 739:14

759:15 781:21 784:3,5869:23,25 935:1 945:5949:11 954:22

awful 979:2A-1 787:17a.m 625:21 630:1 661:19A.V 718:22A20914F 624:25

Bb 646:18 788:12 876:7Baccalaureate 814:20Bachelor's 725:17

856:16back 644:17 660:17

663:6 666:12 667:25670:15 671:22,23682:3 688:22 690:14691:13,24 695:17697:7 704:10 711:2,5720:11 722:9 724:3747:25 748:15,19751:19 754:3 755:12760:7,15 765:14 768:6768:7 776:25 779:24780:18 789:10 797:1,8797:20 801:23 804:23808:25 810:1,20828:16 836:1 870:4875:15,23 877:7891:18,19 903:8913:21 927:7 943:25960:1 962:8 964:12965:3,12 967:22972:13

background 632:23725:16 785:15 796:2856:15 948:24

backup 681:25bad 639:18 773:6 849:16

850:2 851:5BAIRD 626:22 645:11

719:3 812:25 877:5balance 771:5,7,16

772:4 792:7,23 793:20793:21 797:11 804:22805:8

ballot 833:2 835:5,23,25837:4,5,18 838:21839:21,25 843:18844:14 879:4 928:16937:12 982:3

ballots 910:18 911:13ballpark 768:24ban 757:5,11,15,17,18

758:3 761:4bank 637:11 643:16

644:2,4 894:15banking 667:13bankrupted 907:24Barbara 627:18 725:1,3

725:5,14 731:1 930:4931:16 932:4,8

barely 951:2bargain 746:22bargained 760:25bargained-up 925:19bargainer 776:7bargaining 654:7,9

729:10 742:7,8,12,18744:19 745:2 746:1,4,4746:7,8,14,18,19,20 ,23747:1,8,13,18 749:14749:25 753:1,4,5,11 ,12753:13,18,23 756:11760:19,23,24 761:25762:5,16 763:5,10,18763:21,22 764:13,14764:15,17,18 781:23782:6,16,18 783:23784:3 815:17 852:5,20853:10 917:18 918:8920:9 921:1,4 922:3,5923:6 928:22,24,25929:21,25 934:23935:3 949:6,16 959:7959:16 960:10

base 754:17based 657:5 768:16

801:14 816:22 825:23931:11 949:2

basic 822:3 829:1basically 640:9,10

671:15 685:1 745:19749:13 752:19 787:20849:15 869:25

basis 665:23 801:12Bates 646:22 874:5Bay 857:22 908:16bear 656:22 678:4bearing 635:7beat 954:4became 652:14 775:5

823:16 828:13 832:3852:11 853:13 855:17858:2 910:2,18 912:9915:20,21 916:14923:16 949:4

become 655:23 712:8,9becomes 635:21becoming 950:11beep-beep 720:3befall 855:7before 625:21 644:2

674:14 676:7 690:20693:3 701:15 709:15711:18 723:12 732:24756:7 758:3,25,25765:4 767:23 782:19799:17 800:1 801:3812:19 814:22 832:19834:9 836:20 838:17840:12 875:5,7,8,15 ,16883:7 886:25 903:10916:16 932:19 933:6933:23 934:1,4,22935:24 938:12 944:13953:16,19,23 954:6,13956:9 963:10,14 964:6967:24 975:22,23

began 692:23 744:5772:15 801:2 820:20821:21 829:16 836:24852:3 883:8 892:24893:4

begin 661:18 745:3,11747:3 799:18,23812:19 813:3,4 831:22853:9 869:20 960:10

beginning 644:1 701:9745:1 752:15 805:7861:11 879:24 909:5910:24 934:21 943:20951:20 957:4 960:21961:19 965:17 972:4

begins 664:4 696:14697:6,8 698:16 874:22

begrudgingly 853:8begun 818:14,16 832:23behalf 630:5 635:4

651:13 659:4 698:1725:6 785:2 796:23798:16 803:2 805:17809:18 813:23 856:5896:13 906:2 975:16

behavior 783:20behind 755:12 821:11

875:15 936:17,17being 631:18 653:15

654:1 672:13 673:12674:2,3 675:1,2,11695:11 713:14,21714:2,4,5 718:15,21,23719:4 721:19 722:9736:18 753:7,8 759:24760:1 769:6,9 777:1789:16 804:15 826:13839:11 842:24 857:23893:7 915:4 930:7939:11 949:17 952:7962:20 972:2 979:4982:4

belief 772:18 933:13believe 632:4 644:1

647:20 652:12 655:6655:19,20 657:12659:17 661:9,11663:20 664:1 668:13670:3 673:4,6,8 674:12676:16 679:20 680:7680:12,15 681:21682:22,24 683:10,14683:14,16,18,20 684:4686:9,17 688:4 689:15690:1,7,22 697:3700:13,25 701:16,22702:15 704:17 708:20720:25 722:5,7 723:2,7729:10 741:20 744:13754:25 762:19 764:8766:5 767:4 771:4,9772:2,8,9 773:5,9,12773:15,16,17 774:3,16779:11 781:9 793:16794:10,13 799:25804:10 829:13 834:4854:13 855:7 859:10862:9 865:9 874:6887:9 895:1 903:6



Page 4

910:24 918:10 936:11940:3 946:5 953:2974:12 979:9 980:13

believed 641:21 729:18757:8 759:8 823:1828:7 839:22 918:22954:5

belong 633:12,14 698:19698:22

below 804:23 863:14benchmark 850:15

854:17benefit 637:22 640:18,25

641:2,11,15,16,21782:16 899:3

benefits 639:3 743:10,21751:11 774:17,18782:15 784:9,12866:24 902:22 933:11933:17,19 941:15949:7

benefitting 642:7Berkeley 725:18,24besides 835:17best 654:15 746:19

770:25 818:23 820:8823:14 828:7 878:5,8904:20 914:16 920:12920:16 924:16,17,18925:22 931:19,22,23944:2 961:9 971:19

Beth 816:9 826:9 828:5845:20,21

better 712:8 771:11,12771:13,13,15 772:3810:14 816:22 827:7830:18 914:16 918:4919:15

Betty 722:2between 624:1 625:1

631:18 634:24 648:25664:22 668:10 669:24685:20 686:16 687:22688:5 706:4 752:11,13752:13 756:11 760:12771:5,7,17 777:2 781:2787:5,8,23 796:16814:15 820:1 824:21826:12 828:17 839:15926:25 927:5 931:12948:16 949:1 952:1961:13 962:1 964:2975:13 976:16 980:21

beyond 729:15bid 728:20big 653:16 686:19

691:16 746:11 772:5844:10 870:1 914:23929:2 960:6,20

bigger 695:18biggest 730:4 742:5

892:12bill 663:21,23,24 664:4

669:20 678:22 683:12701:7 790:4,6 791:13791:14 792:16,20800:4,4,7 804:24 805:7807:7,10,11 823:7,16823:21,22,23 824:4,9

828:7,11 829:4,9830:10 832:9 835:4,22836:10 837:3 840:13840:13,16,18,22841:23 842:3,4,5,8844:14

billed 682:16 683:7800:13,20 971:21

billing 788:13 790:2792:4

billings 663:20billion 858:11bills 790:18 792:18 793:1

823:12 840:12 841:10binder 645:3,4 656:18

658:2 660:18,21 663:7666:12,16 670:19688:25 689:1 704:9755:16 840:8 859:11859:13,14,17 946:6968:10 969:9

binders 632:19binding 931:10bit 700:22 818:12 833:24

898:11 903:5 907:2915:2 923:12 925:2926:6,7 948:24

bitter 907:23blanking 700:22blast 967:14blood 898:14Blue 831:21Board 629:14,16 630:23

631:2,4,8,11,13,17,22631:23 646:24 647:1,2647:8,11 648:1 653:5,8655:17,21,23 656:10657:6 658:19,21 659:2661:4,8,15,22 667:12668:17 670:24 672:9672:16 673:2,14 674:4674:6,20 675:3,22676:6 677:17,22679:17 680:3 681:7683:21,24 689:12691:25 692:23 695:2696:2,16,22 697:20698:2 699:1 702:9705:17 722:22 728:25731:14 749:20 766:6767:12,19 768:8769:11,24 770:2,21779:25 780:4 795:3,4,6805:13 817:20 821:20870:9,15,19 871:1,2,7871:14,18,19,20,21,25872:1,2,6,10,12 883:17884:18,18 886:10887:1,4,7,13 892:22904:22 914:10 915:4916:21 921:24 927:2934:12 938:21 943:11943:18,24 946:14951:12 952:22 953:13953:16,23 965:6,9966:8 967:3 969:14,24979:9,18 980:7,9,17981:23 982:18

Boards 860:10 877:14

927:3,15Bob 626:23 659:17 660:1

660:6,15 662:13 679:4679:9 702:13,14

bodies 787:24body 855:15 935:6bold 753:8bonds 902:25book 653:22 677:16

786:17 973:14Borg 664:3 666:23 667:1borne 898:14borrow 690:18Borsos 714:1 959:6BOS 626:9 628:11 814:2

826:4 829:24 830:1834:18 835:12 836:3838:16 841:8,16 ,21843:10,14,16 846:15847:6,23 848:3,23855:18

both 673:7 678:1 715:6717:12,21 731:7815:20 818:17 820:16823:19 832:1,23837:10 850:24 851:12879:9 904:17 915:7927:3 976:20,20

bottom 658:23 684:20694:16,18 702:1791:20,23 834:1840:23 848:4,12853:25 877:10 948:23949:2 967:22

Boulevard 625:20boundaries 861:9box 626:4 666:5 683:5

863:13 896:6,13928:16 957:2 958:4964:19,24

boxes 863:14boycott 980:13 981:19Bread 878:3break 712:18,20 718:5

765:11breaking 822:10breathe 827:10BREDHOFF 626:17bridge 824:21brief 847:10 883:6briefly 720:13 725:16

785:15 942:15bring 713:17,20 730:9

748:6 821:25 945:10976:15

bringing 837:2 851:7brings 956:8broached 976:12broad 851:16broadcast 660:4 668:7

716:25broadcasting 668:14broader 774:2broadly 660:5 816:3

955:22Broadway 629:4 686:16

688:3,4 709:20 710:13Brother 912:24 916:15brought 632:19 643:6

713:8 795:2,8 804:23817:3

budget 675:16 766:13,17810:4,13,16,17,24811:2,13,17 840:2878:23,25 900:12

budgeted 971:20budgets 878:17 951:1build 732:16,21 733:3

734:4,12,12 736:5750:24 753:6 877:25878:12 879:7 923:5966:14

building 685:13,13686:17,24,25 687:25694:4 709:22,23728:13 738:1 921:7

buildings 693:10 694:3builds 774:7built 727:25 735:3 857:2

857:6bullet 853:25 877:10bulletins 962:23bunch 884:21 914:15burden 636:7Burger 805:23 870:22

871:8,10 876:5 884:3885:22 886:8,16904:17,22 935:19,22936:21 938:6

burn 683:8burned 892:16 894:2business 675:13 766:13

766:18 787:8,11 788:3790:9 873:15 882:15968:2

buy 669:2 941:16 959:12bylaws 630:19 631:3,12

631:14 632:6,9,10,11632:12,13 647:17,25658:1,5 921:9

B-1 788:18,20 812:4B-2 796:21 804:22

Cc 626:1,22 634:1,2,17,24

635:13,17 640:15,23641:5,15 642:22649:14,17 897:11901:12,16,18,19902:12,14,17 903:11

cabinet 942:18cables 665:7calendar 824:12 891:14California 624:10 625:20

626:10,14 629:4,5637:19 653:18 671:7680:16 685:19,21686:5,7 687:1,6,11,15687:19,20 688:1,6709:19,20 710:15,18710:23,25 711:7,8,12711:13,16 721:3,8,21722:1,3 725:18 727:6,7727:25 728:4 729:19730:3 732:8 736:2,10736:14 742:4,5,23,25743:6,8,22 744:5,10 ,19745:4,16 757:12 760:7

762:14,20 763:20777:3,11,13,14,16,25778:5,9,10,14,20 779:6780:10,12,13,15,16781:24 782:1,24 783:6784:11,13 795:1,22796:1 809:17 815:25817:14 826:24 829:8830:5 831:1,5 839:17840:12 843:2,25 844:2844:11 846:5,9 851:2856:24 858:12 918:15919:3,7 922:7,8,10923:10 925:12 927:12928:7,10 929:19930:24 932:2,6 934:1935:6,12,18,21,23938:2 940:25 950:12954:16,20 956:15,17956:18 969:20 981:25982:2,8,22

Californians 815:23941:11

California's 818:15854:24 858:9

call 630:24 638:25 666:5683:7 700:17 725:1784:20 791:16 820:22882:16 884:17 918:23954:15

called 630:5 637:17638:23 640:6 651:13659:16 704:12 725:6732:7 749:20 758:22758:23,25 764:13785:2 794:22 795:20813:23 816:20 817:1848:5 856:5 864:19865:1,8 878:11 906:2907:8 914:16 917:12927:19 938:24 946:12950:5

calling 933:25calls 666:10 693:19

773:1 776:8 784:21788:14 793:4 801:17803:3 809:11 810:23826:3 836:11 837:8,10837:11 844:22 845:2884:6 905:24 911:10967:7 970:20

call-offs 758:20CalNursesFoundation....

629:8came 686:3 695:21

727:15 745:15 746:8748:19 749:15 751:19764:3 777:3 782:16,17803:16,23 868:19869:14 887:4 900:12900:17 917:11 921:20931:1 946:14 977:13

cameras 714:15campaign 654:7,9,12

730:10 819:1,15839:25 857:15 879:3892:25 893:7 908:8918:5 923:3 930:14946:2 960:10,13,15,17



Page 5

961:5,11,17 965:14,17campaigns 878:25 879:8

921:14candidacy 909:23

910:23 911:3,18,24candidate 641:17 909:7

916:4candidates 877:14Cano 740:2,10 741:19capability 719:1capacities 727:2capacity 699:7 706:3,7

714:19 715:17 717:25718:13 827:7 851:25

Capell 816:10 826:9827:21 828:5 833:10845:20,20,21

capita 821:11 922:16929:13 936:18 939:10939:23 940:7,15

capital 833:25Capitol 825:4 845:24capture 862:4card 684:15 703:20

704:4,5cards 910:2care 654:15,18 666:7

667:14,19 668:8728:15 755:1 815:22820:25 849:4 850:2854:9,20,23 908:22919:18 922:7,10924:23 929:10 933:3933:10,11 937:10949:3,8 950:15 952:9952:10 959:11 960:5960:24 961:9,14979:20 981:25 982:1,4982:5

cared 949:20career 931:18 961:3caregivers 654:14

849:24Carpet 913:11,13carried 893:8carries 864:24carrots 947:17carry 642:20,25 643:17

644:4,7 860:15,19880:2 898:13

carrying 667:22 822:21Carson 915:22cartridges 665:7case 636:16 637:16,17

638:7,7,17,23 640:11641:24 648:10,11,14648:17 649:9,15 650:3650:16 714:20 715:7730:20 754:8 759:17794:22,24 795:7,22,24796:2,4 808:7,8 813:3813:8,11,12 819:18847:18 849:22 868:13879:21 896:18 901:10

cases 641:13,14 642:16648:21,22 795:8,9,10798:15 890:25

cash 684:21 868:22893:18 951:6

cat 836:14Catholic 626:6 727:19

730:1 751:11 817:4831:21 836:21 861:5922:1,24 925:4,9 934:8934:13,15

cause 687:20 823:1caused 636:2 928:18

979:8causes 636:13 659:15

659:15causing 669:23cc 696:1cease 690:9,24 834:21

983:1ceased 669:16,17,20cellphone 683:8cellphones 665:14 666:1

666:3,4 667:8 682:17682:21,23 683:6,11,11683:13,23 684:14700:2 720:6

census 758:18center 738:2,5 740:16

864:19 871:22,23872:3 892:14 898:12950:5 960:20

centered 653:15central 743:14 795:1

796:1century 948:21 949:5

950:25certain 632:12 633:2

656:7 695:9 699:18737:3 741:15,15,16743:2 770:10 772:14776:23 797:10 805:21805:23 813:18 865:22882:4 892:4 967:23

certainly 643:3 644:13797:21 809:12 830:21833:7 841:22 959:24

certainty 800:15certificate 874:10chains 926:16,19 933:20chair 764:15challenge 806:5 872:15challenged 927:9,11change 724:5 741:21

768:4,6 792:11,15805:1,6 819:14,14820:6 853:10 860:14865:14,15 874:2,3896:14 897:11 900:1914:13 918:12 919:17919:22 921:5 923:13939:1 940:18 941:3,18945:8 946:12,22

changed 664:2 896:5,7896:12 927:13 929:17939:8

changes 825:10changing 913:24 918:23

979:19 980:24channel 719:1,2 821:22chapter 844:8character 779:18characterize 828:20characterized 810:5

828:21charge 665:13 935:23charged 820:24charges 966:25 967:17

973:19charging 703:20charitable 639:8,20

648:7,19 721:9 901:9902:21

charity 650:1 902:25Charles 907:10chart 657:9 663:7 667:2

863:2,4,13,16 864:7867:16,18,20,21 869:5888:10 895:6 898:6958:3

charter 829:19 938:3,5938:15,21 982:9

charts 862:12CHATERJEE 894:17Chatterjee 626:8 627:20

627:24 628:4,8,14716:3 725:1,11 739:21739:23 755:18,20765:9,21 771:19772:24 776:5,11778:24 779:13,23781:9,12 784:21 785:7785:9 787:1 790:25791:2 799:8 801:15,25802:11 803:3,9 807:3807:18,23 809:3,10810:10,17,23 811:1,4,8812:2,14 856:10859:10,13,16 863:4,8863:10,12 867:15874:8,12 875:13 877:7886:17 887:11,17,23889:2,9,12,24 890:15890:18 895:4 897:15905:12

Chatterjee's 802:8cheap 830:14check 703:25 803:22

846:4 851:10 914:1checked 768:22,23

896:6,13 964:20checking 720:4Chicago 726:9,11chief 640:8 780:23

819:24 825:21children 838:8 839:3,5

839:16 877:18 898:1900:2

children's 838:21 839:12choice 773:25 820:8choose 676:18 737:19chose 765:4 856:24chronic 936:18chronicles 840:11CHW 836:21 934:23,24

959:7Circuit 637:1 796:4,7circulated 709:5,7 825:3circumstance 797:15circumstances 636:5

783:1 923:25 974:4cite 645:15 847:15

895:22 896:6

claims 705:16clarify 689:19 830:22clarifying 895:9class 759:9,11 786:11

828:2clause 749:7clauses 757:22CLC 626:20clear 642:2 732:23 788:7

812:6 839:14 849:19853:14 891:6 899:14899:24 910:2,18,21916:14 928:4 952:18

clearly 636:11 641:17716:16 885:17 932:18941:17 945:6 972:21

client 671:8,20 707:5,22707:23 788:8 789:5,19790:12,15 791:25792:13,15,23 793:2,17793:18 794:2,17,18795:15 796:15,23797:12,23 798:6,9,10799:5 801:3,14 804:6807:23,24,24 808:13808:14,15,18,21 809:7809:12 812:8 846:5969:20 970:10 971:12973:7

clients 643:3 798:5809:14,19

clinic 982:2clips 880:16clock 782:7close 781:20 905:18

968:2closely 823:13 851:21Club 900:20 901:2,8

913:11,13CNA 778:5coalition 655:5 817:1

831:19 835:18 836:19851:19 877:25 914:15916:6 917:24 924:4,9950:14 961:6

coalitions 816:20 879:8coast 743:14 907:9,11Code 637:8 638:10,15

650:25 903:2,11collaboration 919:10

940:24collaboratively 918:21collaborators 817:7colleague 884:2colleagues 886:1collection 865:6collective 817:20 831:4

852:20 853:10 908:13923:6 929:24 949:6

collectively 728:21742:20 908:18 936:5

Collins 794:22 795:16808:4,7,9 870:23

Collin's 808:8Colorado 727:8Columbia 680:13 871:5

881:2 884:11,15 902:1902:5

column 710:13

combine 745:19 747:13combined 745:21 837:4combining 747:6come 640:15 643:2,13

659:17 669:25 716:19731:6 744:9 748:14754:3 760:7,15 762:3762:14,24 765:14803:22 838:5 845:25910:23 913:6,25921:13 923:10 926:25928:23 932:11 936:7937:20,25 965:20981:2,7

comes 919:24comfortable 686:21coming 653:16 665:20

773:10,12 907:1916:14 936:15 941:2978:10

commence 980:20commencing 625:21comment 634:21comments 655:14commiserate 836:11commit 978:25commitment 820:5

835:17committed 783:6 824:21

844:20committee 648:14,17

679:22 783:18 832:10832:14 833:22 854:3917:4,5,11 929:21942:16,17,21 943:1,10943:14 944:4,14,17,19944:20 961:23 975:17976:22 982:20

common 644:21 646:7646:12 710:24 837:12860:6 909:18 913:24917:19 918:22 919:5919:14 927:6,6 964:19964:25 978:2

commonly 858:8communicated 709:13

744:1 966:25communication 809:4

819:23 828:15communications 662:14

662:25 667:7 677:9682:16 690:6 706:4719:23 815:12 819:25836:24

communities 654:20857:8

community 659:5 666:7666:9,10 774:2 815:11816:22 856:22 857:5864:19 865:10,12892:14 961:5

companion 854:14,17company 742:14 743:5

743:17 748:2,7,9,10749:2 756:10 762:18782:11,13,16,17 783:1783:2,3,5 858:11930:17

company's 886:9



Page 6

compare 871:14 892:7950:22

compared 929:20comparing 872:10comparison 888:25

890:4 898:23compensation 645:22

646:5 851:14competing 823:12competition 687:16

974:5competitors 931:12,15complaints 953:9complete 689:3completed 656:7completely 748:13

900:17compliance 633:20

940:10complicated 749:11

764:20 827:4 902:11953:25

complication 636:8complications 941:8complicity 850:4component 772:7components 772:6

838:4composed 817:2 870:15

870:20 871:7 872:3comprehensive 818:15

833:13 834:11,13836:1 840:4,20 841:9844:2 880:17 887:10

comprehensively 745:17comprised 870:10

871:25compromised 941:19computed 893:21computers 665:5,18,22

665:24 682:17 683:17713:10,12,16,24714:16 715:8

Comscape 665:13concept 650:1 762:4

901:23conceptual 754:5concern 913:19 939:16

953:24 961:24concerned 813:12

913:17 954:8concerning 654:2

697:18 698:12 787:22806:18 948:5

concerns 731:23 732:14733:20,24 754:20822:13,16 824:22948:12 951:20,20,23952:2 962:1

conclusion 691:5 801:11917:20 931:2 932:19

conclusions 843:5concrete 874:21condition 745:14 746:10

746:13,25 950:21conditional 941:7conditions 746:12

919:17condolence 836:10

conduct 636:2 644:1667:18 668:10,13897:13,25 900:1928:24 930:9

conducted 932:16conference 653:1 729:11

729:17 748:7 796:3805:11 806:11,15833:20 834:3 844:22845:1

conferences 731:9962:22

confirm 718:22conflict 979:2confused 689:25 690:3Congress 903:11connect 730:8Connecticut 785:18

814:18 815:2connecting 665:7connection 660:7,14

952:1 961:12consecutive 869:18consensus 921:16

929:10 941:6consensus-building

921:10consequence 894:19

974:17consequences 635:12

635:16,21 736:17,19773:20

consequently 928:18consider 654:22 699:5

930:2,3 942:7considerable 638:1consideration 640:25

845:10 942:1considered 654:11

668:13 845:8consistent 634:25 659:6

860:15 876:18,24877:20 896:19 900:8964:1 965:1,10 973:10

consistently 754:2constituencies 931:25constituents 970:22constitute 855:2 864:20

865:7constituted 829:2constitutes 873:4Constitution 633:17

634:4,21 908:19 921:1921:9 935:1 939:1,2,6939:7 940:2 977:3

constitutional 817:3920:23

construct 764:2 928:10constructed 928:11constructively 913:23

944:10,11 945:7979:11

consult 676:21 804:6consultant 657:15

659:12,21 665:3 706:9815:4

consultants 644:6consulted 660:3 681:22

770:4 957:21

consulting 664:13,16,18858:18

consumer 850:16,23consumers 815:22

948:11 952:10 961:6966:15

contact 798:22,24845:15,18

contacting 739:1contained 862:17 864:11

882:7 896:17contemporaneous 790:1content 807:22 808:22

809:6,8contentious 638:6contents 807:21 809:3

809:11 810:15,23811:3 822:3 835:13

contest 878:3,4contested 808:16context 635:1,13 638:18

781:14 797:10 818:12contingency 692:14

693:7continue 639:8,10

716:24 757:6 834:20902:8 908:14 909:22915:14 922:13 925:13979:12 980:12 981:7983:8

continued 833:11 837:5916:5,20

continues 921:16 974:11continuing 631:19

959:23contra 783:4contract 736:23 742:19

743:1,2 748:21 749:8749:13,14,17,18 ,18,24749:24 750:3,4,6,7,9756:3 757:20 758:10758:15,16 759:7,9,12759:18,19 760:8,10,12761:2,9,15 777:4,11,13777:15 780:11,12784:2,8 816:8 857:12920:17 921:14 924:10924:13 925:14,22,23931:8,9,22,24 961:10961:17 965:14 977:20977:25 978:2

contractor 659:3contractors 646:4contracts 653:16 728:18

728:19 737:9,10750:12 751:2,6 758:5758:17 759:4,16780:15 921:15 923:3923:18,22,24 925:19925:20 960:18 978:4980:23

contrary 635:24 649:24649:25 721:10 829:10947:4

contrast 959:19contribute 885:11 890:2

898:8 959:16contributed 681:10

879:1,15 889:6 890:25

891:3 892:19 894:2,22894:25 899:15,25900:21 901:5

contribution 681:11822:24 894:13,20898:4,18 899:4,6 958:8958:11,14,19,21 959:2

contributions 637:15638:9,19,19 639:6,11640:15 681:8 866:21868:20,20 888:19892:10,13 898:17901:9,19 902:21 958:5

contributor 879:2control 644:22 646:7,12

671:24,24 706:14797:12,14,16 863:25864:3,5 907:15 912:18913:1 949:13 964:19964:25 975:9

controlled 691:11797:23 864:2

controlling 797:4controls 789:8controversial 953:25controversy 963:11cont'd 628:1 629:1Convalescent 652:16convene 817:18 819:2

827:8convened 935:17convention 737:24 738:2

738:5 761:20,20 764:3883:4 914:12,14 916:9916:16 917:1,3,21,24920:6,7,8,22 921:6,20921:23 927:4 934:11934:25 935:13,16942:24 943:2 947:2,9

conventions 761:22conversation 729:25

731:25 802:25 809:9809:10,11 812:20

conversations 729:25801:14

convey 799:2cooperatively 916:24coordinate 761:24

917:18 922:11 935:8coordinated 654:6 922:3

960:17coordinating 653:1

935:3,6coordination 920:8,19

920:23 921:4 935:21coordinator 727:5copies 695:1,3 697:10

903:12copy 645:9 678:4 690:15

806:17 807:16 846:20882:14 903:17 955:19

copying 980:7core 859:2 860:5 873:4

946:18corner 645:20 695:16

791:7,20,22,23 875:10964:11

Corp 871:3,4 880:5,21882:25 883:6 885:2

901:25corporate 798:9 855:15

864:19 867:24 892:14930:20

corporation 632:2 647:9742:1 858:12,13860:18 863:18 864:17864:24 865:15 868:3871:4 874:3 877:22883:14,15 885:1 904:2930:23

corporations 631:1858:6,7,10,16 863:20863:25 864:1 884:25886:15 902:2

corporation's 900:8correct 644:3 646:16,21

647:12,21 648:9 649:6649:11,12,20 650:5,9650:13,14,16,23 669:7672:10 677:25 678:11679:23 680:1,6,7,14,17687:12 689:10,13690:11 691:1 693:18698:8 700:8,23 702:15703:22 704:23,24706:6 722:6,7,9,10740:5,17 744:21756:17 770:24 771:3772:16 774:5,17,25775:8,9,10 776:25777:7,8,10,19 778:6,7778:11 781:10 788:16790:13 791:18,19792:24 793:3,12797:18 800:10 804:19805:8,16 824:16 840:5840:6,14,15 841:24842:1 844:6 845:13,14845:24 848:6 889:20890:13 891:16,23892:23 894:10 895:24895:25 897:4 899:16900:18 901:13,16,20902:13,15,16 904:21915:8 917:10 940:12940:17 943:15 969:6,6981:13

corrected 796:5correction 795:25correctly 967:15correlation 962:7correspondence 685:20corroboration 920:16Cortes 857:1cost 841:25Costa 624:24 625:21costs 667:13 792:9,11

822:25Council 636:19 761:18

761:19,24 762:1,3,4,6762:11,12,13 763:4,12763:25 764:1,2,5,9,14764:14,15,17,18,23,24765:1 816:4,6,11 817:8817:11,15,16,17,22,24818:13 819:5 821:8,8821:17,24 826:17827:1,16,25 828:5,18



Page 7

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CROSS-EXAMINTION766:1

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Page 8

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Page 9

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Page 10

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Page 11

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625:2 626:12,16,20629:16 632:18,25633:1 655:11,15669:24,25 677:5,15679:15,23 683:25688:21 690:10,13692:2,6 693:16,17694:6 695:14 698:6699:13 701:5 704:8705:1 706:12 710:7726:10,14,16,19,23731:8,9 735:24 737:6737:24 742:17 745:8745:16 748:11,18751:21 752:4 753:17754:2 755:6 759:15760:9,14 761:22763:25 764:6,16,19765:3 771:10,11,14,15771:16 772:2,5,12,15772:19,21 773:4,13774:24 775:3,12,16,22776:1,6,14,18,21,24777:1,20 778:18,19780:24 781:2,4 783:16783:20,24 787:24790:20 791:3 795:21800:3 805:21 812:3815:6 819:22 823:25826:12,20 830:14857:10,13 858:19,22859:1 866:8 867:2,4868:14 869:6,13,22870:8,8 872:15,20873:8,21 878:4 885:12907:17 909:16 910:2,4910:12 911:10,12913:23 914:1,24 915:8916:21 921:8,23 924:6929:6 932:10,11,15933:2 935:4 938:4940:8 942:15,17,19,20943:14 944:4,8 945:16946:3 947:7 952:17953:3,14 954:1 961:22965:20 966:7 970:5,18972:3 975:13 976:13976:25 979:15 980:6,8980:16,21 981:23982:17

International's 692:3748:14 751:18,23,24864:8 928:25 947:18

interpreted 759:13

interrupt 978:13introduce 778:16introduced 823:12

840:22,24 842:8introduction 846:24Int'l 629:2 710:10,21

778:22investigate 887:1investigating 883:21investigation 876:8

880:10 887:15 893:5investing 917:13invitation 819:8 821:1invoke 639:21involve 655:5 918:18

921:12involved 636:15 638:5

656:12 664:9 671:11678:19,23 689:15690:3 695:11,12 707:3707:20 753:10 763:12773:18 777:24 815:25816:2,21 841:17,17,18842:3 844:10,13845:21 878:5 907:3914:8 945:5

involvement 671:18816:13 930:13 944:9

involving 816:19 817:13845:4

in-step 923:4ironically 912:15irrelevant 641:13IRS 632:3 635:25 636:11

636:11,12,17 637:24639:25 640:8,9 641:5,9641:14,21 642:8,20644:3 646:10 647:14649:14,23 650:2,4,24861:17,18,20,21 871:7872:25 873:5 874:1881:2,4 882:11 883:10892:16 897:12,12903:18

Island 815:3isolating 831:23issue 633:23 637:16

640:12 654:19,22660:4 664:20 670:11676:22 711:25 713:8715:9,24 730:24 746:8746:11 754:19 759:8776:17 808:4 826:20829:15 850:22,24851:3,18 914:23 915:1916:7,12,20 920:7936:7 939:16 949:23960:6

issued 825:6 845:9881:10,11,13

issues 649:9,10 654:3,4659:18 664:20 666:7,7666:10 680:10,19715:1 728:16 730:4733:22 741:15 754:24754:25 755:1 757:4773:19,23,25 774:1780:3,9 787:22 802:8828:6 842:7 850:22

851:22 857:13 877:2912:15 942:5 944:11948:5,6 956:21 966:6966:15

item 668:1 677:6 679:9699:24 700:7

items 665:6 682:20684:20 697:15 842:23845:7

JJACQUELINE 626:9jam 851:24Jamie 662:24 677:8janitor 907:7,7janitors 859:6January 680:5,22 732:2

736:22 752:11,14,18752:19 756:12 760:13777:2 822:7 823:3825:9,14,19 830:20832:10,13 833:21861:11 926:23 953:13953:16 960:3

Jim 780:20,22,23 781:9Joan 684:6 698:25 699:8

699:10 724:1 802:24job 654:17 728:7 732:24

741:12 758:20 856:22857:12 907:20 926:3

John 846:15 852:3912:11 913:13 914:9915:14 920:1 925:3926:9,13 929:5,17959:6

join 655:6,8 725:24857:18 983:1

joined 726:3 835:19857:19 921:3

joining 927:16joint 728:15 777:18

959:11,20jointly 752:15Jonathan 628:2 784:21

785:1,13 972:23Jorge 956:2Jose 624:10 625:20,20Joseph 861:6 982:22judge 636:20judgment 827:6judgments 837:13juggle 783:19July 742:13jump 803:7 810:1 921:17junctures 832:18June 723:25 781:12,17

781:23 783:8 784:6934:25 951:24

jurisdiction 692:7jurisdictional 932:12,19

933:6 981:24just 632:20,22 633:20

634:12 637:5 638:13640:10 641:25 642:17643:21,25 647:23652:7 654:19 655:2656:5,22 657:20662:10 668:25 669:3672:3 674:16 678:4

683:10,15 686:20689:2,19,25 690:5,5695:9,17 697:15699:10 701:24,25702:10,23 703:8,25705:14,23 710:3712:13 713:7 714:13716:2,3 717:1,11 718:2718:7 719:20 720:12722:15 723:17,20,21734:14 736:18 737:10739:20 749:12 750:2750:18 751:2,15 753:3760:23 767:11 768:18768:18,24 772:6 773:3774:11 778:16 779:3783:22 788:7 795:24796:1 797:9 799:10802:7 803:6,16 804:7809:9 810:3,16 811:6811:11 812:6 818:11824:4 829:12 830:24832:18 836:11 839:14841:4,10 847:20848:10 849:19 850:6,7850:21 852:2,2 853:18863:2 867:15 869:12869:23 875:8,11 876:9876:18 880:4 881:20886:5 888:22 894:15895:4,6,6 897:14899:14 901:1 904:1905:20 907:1 910:21913:22 918:12 920:15923:12,23 925:25926:3,16 934:22936:14 938:17 940:13942:1,4,5 948:2,23949:11 950:7 951:2952:6 953:18 954:6959:5,19 963:10 964:5964:16 965:12 967:1,3968:9 973:25 974:1979:8,20 980:25981:11,15 982:13

Kk 955:15Kaiser 626:17 652:14

730:1 751:11 817:5831:21 836:22 837:12907:12,21,22 908:21914:5 919:11 920:13921:25 924:1,3,4,11931:20,21,22 960:15

Kaiser's 929:12Kai-check 924:20Katrina 642:6keep 789:25 790:1

875:11,13 904:2keeping 657:18Kennedy 819:24kept 761:8Kerr 871:9 884:3,16

886:7,16key 635:23 684:22 685:1

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keys 693:15



Page 15

kicked 960:19 961:17,18kickoff 960:13,16 965:14kids 654:24 926:2kind 633:23 634:16

637:10 639:24 675:22683:2 688:17 697:17699:8 706:14 738:9766:21 776:24 794:1794:16 802:2,4,25810:4 853:16 861:15874:10 924:10 935:22939:3 942:18 966:17967:16 970:25

kinds 639:23 696:7787:15 822:12 883:12920:25

Kirk 870:24kitchen 738:17 740:8

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833:13 834:21 835:12835:17 836:3,9,10,11836:19,21 837:6,10,22838:19,21,22 839:8,16839:23 842:6,6,23843:7,9 844:17 845:4847:7,14 848:10,18849:3,16,17 850:2,4851:10,12,13,13,20852:19 853:2,7,8,16854:13,18 855:14863:2 871:17 879:24881:5,7 883:7,13,22885:21,25 886:3,11,12886:15,23 887:21889:18 891:22 892:8892:12 893:3,6,6,11,13893:16,18 894:6 895:2895:21,22 896:18897:14 900:4 901:21903:8,23 904:1,5,11,17904:25 909:18 914:6915:18 918:12,23920:11,12 922:21,24923:13 925:2,7 926:10927:25 928:20 929:7930:11,14 931:11,12932:22 933:1,4 935:3936:6 937:14 939:18939:24 940:21,22941:1,3,8,13,17 942:10942:11 944:10,22945:4,5,18,20 946:1,3946:16,19 947:24948:11 949:10,16,16949:17 950:6,24 951:3951:6,8,9 952:7 953:24954:9,21 955:18956:10,19,22 959:5,8959:13,22 960:14,14960:18 961:2,7,20962:4 963:9 967:5968:21,22 970:19971:19 975:2 976:10977:14,16,20 978:16979:1,7,14 983:1

knowledge 660:12705:16 706:8 711:1,14724:8,13 754:17756:13,15 757:25770:25 901:21 955:20

known 636:10,11 682:25683:3 731:4 832:4

Kumar 628:9 812:17813:22 814:3,7 815:25835:14 937:13 941:4

K-U-M-A-R 812:18 814:7

LL 624:2 625:2 626:16

873:24,25 874:1 875:1label 688:23labeled 964:14labor 662:24 677:8

725:25 726:3 737:13782:22,23,24,25 784:4784:5 785:21 786:6,9798:7 808:15 819:10819:18 849:20 851:22

854:3 862:2,4 907:3963:18 978:5

labor-management920:14

lack 816:21 822:16,20lacking 802:20lacks 773:1 776:7laid 640:9 886:6language 707:9,11

757:19 758:16,24759:12,13 761:8,9,9

lapse 837:25laptops 665:7large 686:17,19,21,23

819:20 858:8 923:21926:20

largely 831:24larger 686:23largest 742:1 783:9

858:11 859:25 879:2912:23 925:11 982:20

Larry 976:5,9,10Las 726:12,19,20 727:7last 643:25 652:18

654:14 664:1 668:19691:22 694:7,13 ,21696:2 706:1 711:24712:6 761:19,23 764:3775:20 810:7 849:24850:11 853:25 855:23858:2 873:13 881:20905:18 935:16 945:4948:25 949:1 975:10977:12,21 978:14982:13

late 637:24 670:8 752:1770:9 774:12 820:14907:5 948:21 950:25

later 640:6 679:4 707:1708:11 711:11,11734:18 890:12 891:3893:19 903:19 934:25954:15 956:11 968:2

latter 800:14 802:22laude 822:9launching 959:7law 642:25 664:5 670:13

785:19 787:6,8 789:14808:18 809:17 811:18843:2 849:18 850:3882:9,12 897:10,10,18972:15

lawful 794:20lawfully 794:7lawsuit 805:12,14,14,17

805:19,20 806:2,12971:23,24

lawsuits 893:8 932:13lawyer 690:2 707:5

785:21 786:6 787:9897:7 903:3,22

lawyers 642:15 690:3789:13,25 810:18851:21

lay 747:17layoff 759:1lays 867:21 880:9lead 652:14 728:21

836:22,23 844:19

845:23 913:18 917:24918:15 919:2 920:22921:5 959:6 979:24

leader 659:14 737:14740:20 783:17 821:24909:12 922:14 936:1,4938:8

leaders 666:10 739:1,1739:14 741:4,13,13743:12,16 763:2 773:5829:7 833:9 853:17908:12 909:12 912:8914:16 915:4 918:4,20921:7,24,24 929:16930:20 935:17 936:20939:19,22 946:19947:13,15 953:22955:23 957:3 970:20974:20 977:17 979:10979:12,15,23 980:14980:15 982:6,10,19

leadership 636:18652:25 729:11 740:19750:24 753:6 763:1798:13 823:9 833:10865:16 904:11,14908:10 913:1 931:17936:5 946:7 951:15

leading 637:16 680:9733:18 736:6 829:7944:7

leads 816:8 924:4,9leaflet 960:13leak 820:16learn 711:11,11 789:13

825:20learned 803:19,20 804:1

804:5 884:15 896:11897:3 933:23

lease 685:15least 687:15,21 ,22 693:4

747:1 817:14 853:17895:17 903:8 909:18928:14 933:19,20

leave 735:3 736:1,4,13806:16 842:14 858:20

leaves 792:14 813:9leaving 735:2led 762:6 764:4 829:17

919:10 920:12 934:15938:6 941:6,6

left 710:18 736:10738:25 767:23 773:25776:24 782:7 793:2894:15 917:1

left-hand 710:12 791:20leg 656:6 701:21legal 632:13,16 633:16

642:25 663:15 664:13664:16 674:19,25691:4,7 701:23 707:1,4707:11,24 708:4,11,14708:18,19 787:15799:18,23 806:17,24807:1,6,16 854:4880:14 893:1 970:1,3,4974:18

legality 706:22 806:18legally 674:13,17

legible 690:15legislation 817:6,13

823:14 827:13 836:2840:5 854:10 937:9,18937:22 940:19 941:7941:10

legislative 783:3 815:9821:14 833:3 843:1935:8 937:9

legislators 816:9Legislature 669:21 823:6

823:9,20 825:11 836:1840:12 841:14 842:19843:3 937:11

legitimacy 892:22legitimate 773:15 945:22

956:19,20Lender 663:15LEON 626:17less 633:19 777:22 784:8

784:8 813:9 837:20844:19 942:8 977:13

let 634:9,19 679:7 683:25686:10 688:20 696:12699:20 700:10 703:13706:11 710:6,20721:20 732:2 735:15748:9 749:12 775:19775:24 784:10 798:17802:7 828:24 829:12833:7 846:22 889:9890:15,18 893:10895:15 897:20 899:18943:25 950:19 958:23960:14 969:7 981:17

letter 629:15 632:23,24632:24 633:4,10 634:6634:16 676:7 680:1685:20 693:3 695:7,21695:22,23,25 696:5698:7,11 699:1,2,15,21699:25 701:7 705:3,25705:25 706:1 707:25708:23,25 709:1,5,7,13709:15,16 711:4723:25 740:21,25830:4,24 875:4 892:21938:18,19 941:23943:8,9,21 945:4951:24 955:9,16,17956:2,6,7 957:9,14966:19,21,25 967:6,11967:15,19 968:4,14,15969:5 972:7 973:16,20973:24 975:1,5,6,22982:17

letters 833:25 884:4,16884:17 968:12,20969:1 978:23

let's 648:2 666:16 673:10673:13,22 682:20688:20 692:17,17,22717:4 719:20 723:20723:21,21 765:13766:24 813:15 847:23867:13 875:8 888:9889:4,8 890:3,19893:24,24,25 898:24899:2,22 903:4 905:11



Page 16

905:11 960:8 969:8971:2 974:1

level 729:14 754:25763:22 817:14 820:15821:16 833:10 850:3851:21

levels 879:9 949:9979:16

leverage 849:12Lewis 627:18 725:2,3,5

725:12,14,15 731:1739:23 755:20 765:4771:4 779:24 780:17930:4 932:8

LeWitter 670:13 671:6671:12 692:24,25785:25 788:4,22790:15,18 791:6793:14 795:15 796:12796:17 812:7 969:19969:25 971:5,13,25

Lexis 880:12,13Lexus 880:14liaison 820:23lied 738:15,19,22 783:20Lieu 684:22life 850:17 868:24 869:7

873:3 919:15light 634:9,12 654:12

945:2lightening 836:24like 632:17 648:22

653:20 656:15,17657:18,18 660:17669:19 670:11 683:8688:24 695:17 704:25706:12 715:25 716:12717:1,13 718:7,7723:19 741:5 762:13769:4 774:25 789:25792:16 808:20 835:3865:11 867:14 886:22887:10 888:8 898:11900:23 901:8 919:10919:18 920:15 943:5944:23 945:3 946:8947:19 950:24 951:7954:21 955:5,25956:19,22 957:6,25966:13 970:1,17 980:3981:4,15

likely 635:20 874:23limit 675:7 787:25limited 642:11 697:14

839:2line 654:14 657:13 663:8

663:14 668:1,20 669:8684:6,7,20 698:11702:8 737:7 783:18840:23 844:5 849:10849:25 850:11 874:14888:22 948:23,25949:1,3

lined 732:24lines 646:4 669:11 912:8link 631:17lion's 930:25list 702:2,6 768:16,21

938:21 967:14,16,19

listed 646:4listen 717:21listened 719:5listening 716:16,18

717:18 826:21lists 684:4 702:8 946:4,5literally 858:14litigation 638:1,6 786:10

787:21 794:20 808:5,6810:4,13,18 971:1

little 696:13,17 706:20723:21 724:17 749:11754:13 818:11 822:15833:24 898:11 907:2913:8 915:2 923:12926:6,7 948:23 959:21983:5

live 736:17 827:10 839:8lively 774:4lives 736:20 773:21

815:20 836:14 913:24918:12 924:24,24945:8 946:22 950:16979:19

Living 857:14LLP 626:7LMC 854:1,2,19LM-2 862:3 866:11

890:14,23,24 891:15893:11,13,18,23898:19 900:14

LM-2's 890:5,7loan 869:14,14,20 870:2loans 866:22 869:17

888:19 892:9lobby 737:25 738:3,5lobbying 843:8lobbyist 816:8local 633:18 642:14

695:1,5 726:4,7 727:18727:18 734:25 737:12737:16 742:16 764:22774:4 776:22 808:16814:14,14 827:11831:5,20 855:17857:20,21,22 860:1871:24 880:2 906:17906:22 907:8,8,9,12,16907:24 908:5,11,14,17909:22 910:7,22 911:2912:10 913:18 914:15915:3,7,13 917:12918:20 919:10 921:24922:3,8 923:2,8,9,14923:15 924:5 925:5,6925:10 926:22,22927:9 928:2,2 929:18929:20 930:21 934:14935:7 940:9 946:4956:4 979:23

locals 761:25 762:2,25764:17 827:15 829:8855:16 920:13,24922:11 927:1 928:7929:22 935:18 936:16939:9,22

locate 697:23location 686:2 699:25lock 774:8

locked 738:9 773:24lodged 908:8logical 665:25logistics 653:2 714:13logo 704:22long 652:5 726:6,23

731:4 743:21 786:2812:24 813:20 814:12829:3 857:16,22 905:1906:14,19 907:23915:14 931:1 956:4

longer 705:6,8 714:18764:2 824:15 839:11844:13 903:17 940:19

long-term 667:14,19668:7 844:18 854:9,20854:23 933:3,10981:25 982:1,4,5

look 630:19 638:18,20638:24 639:25 641:9641:10 644:25 645:2645:25 647:6 653:20657:20 658:23 660:17661:12 663:6 666:13666:16 667:25 671:2686:24 703:1 704:18710:12 711:15 722:15723:8,19,21,22 739:23767:13 791:20 794:8806:10 825:22 827:9833:11 835:3,16840:23 850:7 860:4861:20 868:24 874:10875:8 876:11 877:9879:14 880:18 883:5885:3,25 886:5 887:6887:19 890:24 891:19892:16 898:3 938:10938:17,23 940:13941:20 946:8 955:5,25957:25 959:13 960:8964:5,8,11 965:3,12966:19 967:9 968:9969:7,8,16 973:13

looked 630:21 669:19861:10,17,22,24 ,25862:2 868:8 871:18876:9 881:10,14 883:2890:8 896:15 947:23964:6 966:20 967:24

looking 633:3,25 645:10653:22 658:6 665:2,21667:24 669:1,2 686:2779:17 850:21 904:11972:13

looks 670:23 698:9792:25 867:14

loose 739:22Los 727:17 734:25 795:1

795:9 857:11,13 ,14927:8

lose 631:10 649:20losing 638:3loss 840:16,17,19lost 907:19 916:19

929:25 930:1 932:9lot 637:21 652:22,23

686:1 705:8 734:9752:23 816:19 822:15

823:1 847:14 866:17866:18 882:8 911:8932:10 944:6 947:14947:23 960:17 963:9966:20 979:2

lots 916:18 921:16928:18 941:8 978:25

Louis 871:11love 913:21 979:10 983:1loved 961:9low 925:12lower 695:16 696:2

706:1 710:18lucrative 852:12lunch 765:11lying 755:6L.A 743:14 753:22

927:13

Mmade 634:7 635:19,19

635:24 636:6,10,11649:17,23 657:11667:11 668:10,16676:14 678:24 680:21681:19 683:22 686:4,5688:9,12 716:23718:21,23 723:5 728:3734:11 743:20 751:21753:16 759:24 760:1760:12 762:12 770:5773:14 803:20 822:2822:15 833:19 834:8852:5,6 873:12 884:6884:22 893:19 899:3920:23 921:18 931:23933:21 935:25 951:2952:18 954:22 958:11958:21 966:8 971:2,8971:15 973:19 975:12

magnitude 688:18mailed 704:14,17mailer 704:11mailing 668:1,6,11 702:3

702:6mailings 946:3 970:20main 853:22 868:2 873:6

896:22 930:17 946:16mainly 726:25maintain 903:12maintenance 782:15major 653:17 664:24

817:2 822:9 831:20914:4 916:5 947:10,10961:10

majority 633:11 698:18819:9 832:25 944:24979:10

make 636:1 641:25655:13 657:24 666:9675:9 692:13 693:17704:10 713:3 716:12716:14 719:8,20,22744:24,24 754:23759:1 772:1 773:10798:13,14 811:11813:20 825:3 832:25842:21 849:25 858:16865:22 866:7 869:16

869:20 870:7 871:1881:3,5 882:10 883:6887:11,12,24 890:3902:20 912:19 913:2914:4,16 919:18 931:1932:5 944:8 953:9959:1 971:2 976:15

makes 879:17 894:13making 670:6 681:22

689:19 723:3,16772:18 823:8 836:10887:17,23 894:19895:4 935:22 949:2963:23 978:9,14

Malone 871:11management 849:21

854:3manager 686:10,12

688:16mandate 849:18 928:4

941:10mandated 822:18,23mandatory 691:16,17

920:8,25 921:4manipulation 939:25manner 812:9 827:12manners 837:3many 637:5 643:3

654:16 682:21 686:18700:20 739:4,4 754:15764:25 777:21 786:1816:21 829:4 837:16837:21 849:5,20851:18 861:3 880:15903:7 906:21 910:1912:15 913:22,22917:14 920:18 923:10923:15,18,21,22929:25 930:1

map 934:1march 670:8,23 676:7

678:18 685:6 689:11691:20 692:19,22,22693:3 709:15,16727:14 740:2,4,22756:22 792:6 793:8,10800:9,14,16,16,18,20802:22,22,23 806:6960:20 966:21 967:12968:2,14,15 969:1,2,5969:15 971:10,18972:5,5,7,14 973:19,24

Marengo 626:14mark 729:15 835:23

846:11marked 710:6,11,21

721:15,15,17 739:21778:22 818:11 838:14846:13 980:1,4 982:13982:14

market 626:9 742:5marking 838:13Marshall 626:3 634:9

643:20 651:3,8 656:25658:4,8 663:10 670:19672:2,4 677:20,24678:2 689:5 693:21694:12,15,19,23 705:5705:10,12,19,21



Page 17

707:19 708:17,22710:8 711:19,21712:19,22 713:7,19714:4,14,21,22 715:5717:4,8 718:4,18,20,24719:18 720:11 725:1,3739:19 754:13 755:17755:19 765:10,13,16765:21,23 771:21,24776:10 779:9,15,20781:7,11 783:14784:16,18,19 786:20786:22,24 799:9,11801:20 803:8 807:4,9807:11,14 809:5810:25 811:23 812:15812:23 813:1,4,15 ,20835:9 841:2,3,6,15,20842:16,20 843:15847:19,21 848:22855:20,23,25 856:2859:12,15 863:3,6,9,11874:7 875:12 877:8886:18 887:24 889:3889:16 890:19 899:20905:10,15,20,23942:13 943:2,4,6962:10,12 973:14976:8,11 977:11978:17 980:7 981:4,8981:11,17 982:11,18983:5,10

Martin 627:11 651:10,12651:19,22,23 657:5662:2 663:11 669:15670:12 705:6 718:11720:12 721:20 722:6

Martinez 700:25 701:3Mary 870:23Maryann 624:24 625:21Mary's 740:16,20Massachusetts 626:23

822:5 923:1massive 730:10 839:20

865:18Master 924:8 925:22Masters 856:17Master's 856:19Mateo 977:13material 741:5 791:15

963:17materials 660:7 667:13

676:1 698:13 699:18701:8 769:3 783:2

math 869:25matter 624:1 625:1 716:7

736:18 753:22 755:3767:23 779:4 797:4798:12 812:13 815:11825:21 830:15 837:5839:8 844:17,18 855:5855:7 897:9

matters 787:22,25789:24 817:13,16843:7 973:24

maximum 793:21 899:4may 637:11 639:8,10

642:13 649:13 653:7655:9,18 666:13 672:9

673:1,2,14 674:4,6,14674:20 675:5,19,22676:1,6,10 691:24695:14 696:3 699:10700:5 707:15,17709:10 724:11 728:24728:25 729:16 730:15730:24 731:14,22744:15,15 752:11759:20 760:18,19761:1 765:1,1 766:6767:12,19,21,22,24768:8 769:7 770:6,9,9770:21 779:24 780:3817:25 819:25 838:5841:19 842:25 855:7892:8 900:20 903:6904:24 910:3 930:22950:21 951:12 952:14952:22 953:2 958:11

maybe 644:6 645:1738:7,8 747:15 901:22923:20

mean 631:10 640:23642:5 656:3 672:14683:1 686:20 706:8714:9,11 716:18719:25 737:12 741:9749:10 750:19,20751:16 754:15 757:10760:11 767:6 771:12781:16 789:23 796:18813:2 821:20 826:20831:15 835:4,6 837:19839:20 844:7 849:19854:12 855:13,14863:16,22 864:16865:2 866:19,21872:24 884:8 886:13887:9 892:3 904:1,6932:5,17,21,24 944:16952:3 960:25 961:18962:4 968:24 974:25

meaning 689:24 899:10920:12

meaningful 819:13meaningfully 855:4means 631:3 639:1

781:19 782:3 789:21790:16 837:21 851:9854:13 888:18 975:6980:19

meant 634:7 782:25783:5,11 821:17863:24

measure 838:22media 657:14 844:17mediate 975:18,20mediating 975:22mediation 975:11,12,15

975:24,25 980:20mediator 976:4,6,8,15medical 740:16 840:16

840:17,19 907:6960:20

Medina 925:7meet 639:12 731:6 732:8

748:2,3,6,9 822:21825:10 854:11 913:7

meeting 653:8,12 ,21655:9,13,18 658:16,19661:4,7,15,18,20,22,24662:7 666:19 670:25672:9,16,18 673:2,3,5673:11,14,16,18 ,21,22673:23 674:1,4,6,14,20674:24 675:3,10 ,14,19675:23 676:2,6,7677:18 679:19,21681:7 689:10,12 ,13691:16,17,25 692:1,23693:3 699:4 728:25731:14 734:13,14737:22 742:11 743:11743:15,20 746:3747:10,15,17,25 748:1748:12,15 751:19,25752:10 754:3 766:6,8766:14,16,17,21 ,23,24767:1,2,5,5,7,12,20,21767:24,25 768:8,21,25769:4,7,10,11,23,24,24769:25 770:2,2,21771:2 779:25 780:2,4,6821:4 838:25,25 887:2887:4 888:1,2,3 913:5913:15,16 930:19,21935:17,20 947:25951:12,17 952:14,22953:13,16,20,23 954:6954:14,20 955:1956:24 969:14 971:6

meetings 656:6,10683:21 695:1 696:16696:22,22,23 697:18697:20,21,21 731:9742:14,16 743:5,6753:24 763:14,17822:1 837:8 844:23845:2 887:7 915:5927:18 931:17 967:25

member 653:5 655:23664:20 680:9,19 702:9704:12 740:15 754:21762:13 795:4 817:23821:8 871:12 882:10882:12 912:18 914:10918:2,3 923:4 935:7944:9 946:4,5 948:13949:12 954:7

members 629:15 641:7,9642:10,12 646:24647:1,8,10 648:9654:16,20 655:17659:4,15 666:8,9 668:8693:24 694:2,4 698:2714:20 737:11 743:9743:25 745:3 749:16749:21 750:11,17,18750:24,24 751:9,11,12751:12,13,14 752:21753:2,3 754:21 755:5,5757:7,9,18,19 758:19758:22 759:3 762:7,8762:10,14,15,17 ,20,22762:23,24 763:5,15,16763:16,18,19,20 ,21,23764:23,25 772:9

782:25 783:6,11,22,23784:1,2,11,14 795:3,6798:16 805:13 817:19828:8 830:15 845:18849:8 851:17 852:14853:11 867:5,7 870:4871:1 872:6 885:11,18885:21 886:1,2,13901:5 907:21 911:8,12912:7,19 915:4 918:4918:11 921:12,18923:15,21,23 924:22925:13 927:6 928:2,3928:13,14 931:2932:10 933:3,10938:22 940:6 943:22946:2 949:4,13,19965:6,8 967:3 970:6974:18 977:7,12,16979:3,7,21 980:11,11981:1 982:19

membership 665:1668:2 927:18 939:21977:5

memo 940:14memorable 913:11

931:17Memoranda 677:1memorandum 640:7

675:21 766:20memory 730:13 959:21mention 880:12,20,21,23

880:24 881:15 883:6950:19

mentioned 654:6 660:2674:1 692:18 780:1795:19 807:13 826:8836:20 861:1 879:24880:6 894:1 961:1

mentioning 838:10863:8

merge 926:22 927:23merged 928:12merger 814:14 926:25

927:5 928:8mergers 928:7merging 928:6merit 848:14merits 896:16message 720:1,3 735:24

736:8met 658:21 731:8 743:15

748:8 751:8 762:21799:17 913:10

methodology 860:21861:8 862:5

Meyers 805:18Michael 627:4 630:4,13

871:9 876:7 884:3,16886:7,16

microphone 799:20middle 633:6 698:17

792:6 829:20 908:24937:20

Middletown 785:17814:18

midst 819:1mid-December 747:12mid-90's 918:20

might 633:23 637:9,12637:12 649:15 677:16692:15 693:11 716:1739:21 749:6 761:21767:6 780:2 786:2803:1 809:15 822:18827:6,6 831:25 832:22842:21 864:3 881:10881:11 884:13 894:22974:21

militant 857:23million 675:7 676:11,14

676:18 681:8,9,9,10,11681:15 682:7 770:4,14770:15,17 866:15,16867:8 868:15,16,17,22869:6,11,11,14,23870:2 876:23 878:24879:16 880:22 885:5885:11 886:13 888:21889:6,18,19 890:2,11891:3,14,15 892:4,15892:19 894:2 895:10898:17 900:12 905:8951:7 952:15 958:8,10958:14,19,21 959:2

millions 638:5mind 714:10 750:13

752:20 776:7mine 690:18 859:12

958:25minimize 839:18minimum 793:20 804:11

804:11 840:17,19844:9 922:12

Minnesota 922:25minor 825:9minus 805:2minute 632:20 644:17

650:19 653:21 656:23657:19 666:14 711:4799:10 892:17 914:11920:5 938:10 941:20946:8 955:25 960:8965:13 968:9 972:13

minutes 653:21 658:7,14661:4,16 670:23,24671:2 679:17 680:3681:3 683:21 688:23689:2,2,4,11,17 695:1696:15,21 705:11707:7 711:20 712:17713:4 717:1,25 718:5767:12 887:6,10,13888:2,3 904:5 905:16905:17 947:25 961:1967:25 969:14 972:14

misleading 890:17misrepresentation

896:20misrepresented 639:19

754:2Miss 806:14missed 781:7mission 886:9missions 860:12,14 ,16misstated 887:4misstatement 824:12mistake 702:10,11



Page 18

mobilize 739:11 741:4750:24

model 772:3 826:15851:23 852:19 853:6853:14

Modesto 743:13modifications 873:12modified 873:8 895:18moment 670:18 672:3

692:4 749:12 774:11783:18 825:2 831:15839:23 978:6

monetary 851:13money 637:10 638:5

639:18,19 640:24649:16 691:12,13695:4 730:20 770:11788:17,19,21,25 789:3789:3,5,6,7,8,10,12,15789:17,19,23 790:11790:14 792:6 793:1794:2 796:23,25 797:8797:12,13,15,17,20,23799:2 804:15,17,18,20812:4,10,11 860:9866:17,18 867:7 868:8870:4 873:18 876:11876:14 878:7 883:16885:3 890:12 891:2,18891:19 893:4 900:10913:8 917:13,16956:15 959:3,21971:20

monies 640:17 642:18692:1,7 704:15 795:14796:11 799:4 812:7869:12 876:17 890:25891:2,4,5,9 892:15894:14,22,25 900:12900:24

month 662:15 792:3,4,17792:22 800:20 839:11911:7,11 918:2

monthly 788:13 790:1,18791:13 804:21

months 659:3 712:6,7,13768:25 769:1 783:17783:19 820:11,12843:19 844:14 907:1908:17 909:24 912:4939:12 944:13 978:1,2979:21

month's 790:4Moore 722:2more 630:12 631:7

642:17 644:4 660:5681:10 689:19 690:15696:13,17,23 697:19700:24 701:2 706:20723:19,21 724:17782:18 802:13 813:13816:3 817:1 819:25824:20 827:12 837:22844:19 851:16 855:18876:22 881:8 882:17883:18 893:10 905:19914:8,20 916:23918:21 919:18 923:23926:19 945:6 956:14

956:15,16 959:17978:4 980:23 981:2

Moreover 633:11 698:18morning 651:9,19

672:11,15 725:12782:9 813:7,8 983:8,11983:12

MORRISON 626:7most 644:13 750:21

818:24 819:21 822:16825:8 837:11 844:8851:18 852:11 874:23879:14 880:5 909:20915:18 920:15 921:15923:7 924:22 931:17940:23 950:8 979:1

motion 662:13,23 671:5969:18 971:3

motivate 948:20move 658:9 681:14

705:21 711:20,22746:6 790:12 825:3829:15 833:2,5 835:25836:1 837:17 839:24843:4 847:5,23 893:24893:24,25 905:11,11982:4

moved 637:25 723:18726:9,12 823:8 952:15977:15,15

moved/seconded/carri...677:7

movement 725:25 726:3798:7 819:10,18851:22 907:3 978:5979:19

moves 832:24moving 669:21 809:13

837:23 939:25MR.CHATTERJEE 890:1MR.DAYAN 905:22MR.ROTHNER 811:21much 633:19 643:18

686:23 705:6 712:14720:24 751:12 769:1784:18 793:1 799:2813:16 816:16,16826:2 827:23 855:21860:9 883:16 885:3904:6 919:10 922:21947:15 970:9

Muehlenkamp 662:14,18679:5,9

Muehlenkamp's 679:13multiple 686:25 772:6

883:25 884:1,1,6,6914:23 915:1 916:10922:8,21 946:3,6963:15 967:7 977:19

multi-million 892:24multi-union 928:21multi-year 928:24 959:25must 677:18 803:24

869:20 885:17mutually-agreed 854:11myself 654:13 753:14

847:9 911:16mystery 719:16

NN 626:1 627:1 628:1

629:1nail 822:15name 630:12 651:20

664:2,3 686:13 687:4687:19 700:21,25725:13 781:7,8 785:12785:24 814:5 816:9855:23 856:12 885:1893:9 906:8

named 731:1 816:11820:23 936:1

names 702:2,6 786:2876:16

naming 938:21narrative 632:14 962:16

962:17 963:13,14narrow 636:5narrowly 916:19nation 980:24national 648:13,16

659:14 727:8,9 731:8732:17,21 733:3 734:2734:4 736:5 743:8744:7 745:13 746:7752:16 759:24 760:23763:22 764:13,13,14764:15,17 777:16,17782:23 783:12 878:1879:9 883:11 924:8

nationally 664:19 680:10742:23 762:9,17 781:5783:7

nationwide 744:19nature 668:15 787:14

827:14 913:15necessarily 773:7necessary 801:13

817:18 823:15 843:18922:17 944:3 977:5,6978:11

need 665:22,25 723:22813:7,10,17,18 815:22827:12 835:13 837:20850:6 853:1,2 863:2,7899:20 901:11 917:16933:8 949:12 954:21956:16 970:3

needed 656:7,8 663:22683:22 745:24 930:18954:19 970:1,7 974:22

needle 898:15needs 636:13 822:22

838:1,1negative 835:20 848:5neglect 849:25 851:14negotiate 728:18 745:16

749:5 751:10 760:21761:14 777:2,4 931:3

negotiated 685:15748:23 750:9 777:20916:7 930:7

negotiating 728:19743:3,9,18 748:4749:23 762:2 764:21777:16

negotiation 736:24744:3

negotiations 728:21743:23 744:5,7,12,15744:17,22 745:20747:3,6 752:10,12,16752:17 753:15,21755:12 759:21,25760:15 763:11,13774:15 776:19 780:17780:24 782:5,7 930:5930:10,12

neither 763:23net 879:12,18 891:2netting 893:19,21 895:5network 857:1net-out 895:2neutral 713:1neutrality 931:4Nevada 726:20 731:12

731:13 922:23,25934:14

never 678:9 714:10723:15,18 731:25738:13,18 751:16753:14,23 754:8,12755:12 763:20,21,23799:7 870:3,4 883:7936:23 953:8 955:17955:19 956:9 963:10978:18

new 723:5 750:9 798:5798:10,13 815:2818:11 832:1 835:4,22837:3 844:14 846:11852:7 908:19 909:4910:6,25 912:5 917:2917:12,13,25 920:11938:4,20,22 939:6,19940:2 941:7 956:25982:7,10

newly 724:16news 688:17 820:18

861:25 880:16,18next 663:8,14 665:6

694:7 729:14 734:19737:21,23 752:10778:18 804:14 812:17824:24 825:3 836:17849:10 855:22 875:21876:1 906:24 910:13959:25 960:2 974:11976:20 980:15

niceties 847:1night 734:17,19,19 907:7

950:24nights 734:17nine 814:24 836:14noble 642:7nobody 774:8none 642:7 763:18 843:1

901:4non-compensation

647:2non-profit 631:1 632:2

637:4,5 640:23 647:9858:6,6,10,15 871:4878:23 901:24 902:18963:16 965:7

non-profits 861:4,7865:4 880:3 902:20,22

non-profit's 882:13non-strictly 815:12non-tax-exempt 901:24non-union 776:3,15

878:12normal 790:1 881:2

882:15normally826:22 909:20north 757:6,7,10 ,13Northern 732:8 757:12

858:12notably 819:21notches 849:7note 647:6 688:6 719:20

822:12 829:12 842:25921:15 926:15 931:7942:1

noted 877:12 898:6notes 646:18 673:13,16

673:17,18,20,23697:17,24 767:19768:9,13,16 886:8965:3

nothing 643:18 692:6712:15 715:2,10724:25 765:9 784:15784:17 832:20 848:25905:22 945:20 954:11

notice 840:11notified 939:13noting 842:22not-for-profit 816:23November 624:9,11

625:21 627:2 629:15630:1 661:5,16 677:17677:17,23,24 701:19744:22,25 745:1843:19 844:2 910:14937:12

nowhere 831:18no-right-to-strike 749:7No.212 721:17No.213 838:14number 629:3,7 642:16

643:4 656:20 666:15669:19,21,23 675:10688:15,23 689:5 696:6699:16 700:18 706:14706:16,18 712:13753:25 755:17 778:18794:9 822:12 834:8840:13 844:22 852:7852:10 859:9 860:5862:8 863:13 868:1881:20 883:5 888:23888:24 898:7,21911:16 924:7 925:17926:19 932:17 937:6939:9,20 940:6,7944:13 949:6 966:16

numbered 874:5numbers 645:19 689:6

951:5numeral 870:6numerous 861:6Nunez 823:10 831:13

833:1,21Nunez-Schwarzenegger

832:4



Page 19

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N.W 626:18,23

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offer 688:9 711:16 886:9offered 687:23 704:5

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offhand 679:24 680:2712:10

office 631:9 640:8680:15 685:4,5,7,8,9,9685:17,25 686:2,4,9,11686:12,14,17 687:8,23688:7,12,15,18 700:1709:24 712:1,11715:20 723:18 724:16724:21 791:17 792:16817:10 819:24 826:17827:18,19 830:10837:1,1,14,14 838:23882:14

officer 626:2 631:18889:15 906:24 909:8978:19

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offices 669:1 693:25792:25 865:17,18

official 817:21 821:15,23officials 666:10offset 714:15often 817:25 820:15

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okay 632:17 633:5640:13 641:23,25642:1,5,17 645:2,8,14645:25 646:10,15647:5,14,18 648:18,24649:8,18 650:7,19651:2 652:20 653:4655:23,25 656:9,15,25657:4,24 658:11,16659:6,19 660:13 661:1661:2,7,17 662:1 663:4663:14,23 664:6665:10 666:18 667:4667:10,25 668:19

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once-every-three-year979:22

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opinions 848:13,15912:12

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828:14 911:17 957:3option 831:17options 982:3Orange 743:14oranges 888:25order 693:18 789:19

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Oregon 923:2organization 632:7,14

636:5,7,10,18,23 637:7637:10,15,17,18,23639:11,13,17 640:1641:20,22 642:24644:10,11 646:12,15646:19,20,25 647:11648:7,24 649:6,11650:16 654:1 655:1,1687:8 721:9 766:14772:5 857:2,7 865:13868:15 870:9,19872:19,25 876:3,19878:10 882:19 887:5894:13,13 895:1 896:5896:13 897:2,10,11,25898:8,10 899:9,10900:17 901:10,24903:6 963:16 964:18964:19,22,23,25 965:6965:9

organizational 861:24863:17 886:11

organizations 637:5640:15,23 644:21646:5 739:11,14 741:4774:8 816:15,23,23859:18 864:9,20 867:9868:7 875:4 876:10,17878:16,20 879:20,22885:15 887:2 901:8963:19

organize 734:4,12 739:8741:7 743:16 778:4912:7 914:21 922:18922:24 925:4,8 926:8926:12,18,20 927:10927:12 931:21 933:24956:18 982:21

organized 726:19 775:6783:10 858:13 908:18908:19 912:5 925:17926:12 927:9 929:19



Page 20

930:25 948:25 977:13organizer 652:10 727:1,4

739:5 777:24 856:23857:5

organizers 731:10733:14 739:8,11,13741:3,9,12 907:11922:18,23,25 923:2,5956:16

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originally 805:22originate 900:10ORIN 626:22other 645:9 646:5 647:1

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980:19others 655:7 658:9

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642:20,25 643:17644:5,7 652:8,10 666:8667:22 668:14 676:1689:2 693:11 704:3711:9 716:8,9 717:6,9719:3,11,13 729:9,13729:21 730:12 736:18739:20 742:6 743:14745:24 747:17 748:11750:3 751:20 752:2754:8 756:18 764:3766:17 769:3 773:24779:18 783:2,2,21790:18 791:14,15798:12 802:16 806:16820:20 822:1 823:2828:25 839:8 845:15850:6 853:18 860:15860:19 864:24 867:22878:7 880:2,9 881:6883:3 886:6 887:4890:22 891:2 893:8,18896:12 898:13 900:23900:24 902:9 913:2914:4 921:20 927:24930:15 939:25 957:2967:15 975:23 979:4983:7

outcome 830:18 907:18910:15 929:15 934:4

outlined 759:25 826:24outlining 662:2outrageous 783:20outright 888:19outset 744:18 761:11outside 633:25 684:21

687:25 706:23 715:11719:19 744:10 782:1784:13 826:22 849:16890:13 913:18 932:2944:19

outsiders 643:9 648:22oval 865:1ovals 863:14 865:3over 637:21 638:2 643:3

652:8 686:10 692:11693:16 711:19 712:11723:2 724:16,22763:24 797:19 798:5798:10 816:1 818:16824:5 828:12,13,18829:15 831:13 852:8853:13 860:14 866:14869:6,13 873:9,13875:13 879:12 884:6,6898:19 907:16 911:1919:22 923:23 926:13927:22 938:17 939:9949:13 958:5 977:20978:14 981:1

overall 852:21 867:15,20overlap 649:14 952:4,5

962:5overly 754:16oversaw 727:5oversee 728:11,18overwhelmingly 668:8own 684:15 773:25

785:22 786:3 825:16825:25 831:25 949:20980:12

owns 789:6,7

PP 624:24 625:21 626:1,1package 782:16 822:4

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pages 624:13 629:9862:12 875:13,14964:9

paid 678:16,17 789:1,1,2794:7 886:13 891:18891:19

painful 752:21,23 755:4755:5,7 783:15

paired 853:5palliative 854:23Pamela 700:25paper 642:14,15 860:4papers 663:21 962:23paragraph 633:6 658:24

659:1 694:21 696:13696:14 697:5,6,8698:17,25 699:21,21705:24 706:15,17,18706:21 787:17 788:18788:20 812:4 834:1,6835:24 848:12 849:10850:18 963:12

paralegal 717:23parallel 716:23 718:3

744:7,17 950:4

paraphrasing 794:7Pardon 780:21parent 646:19,20,25

647:11 787:24 858:13860:18 863:18 870:10965:5,9

part 644:20 645:15,16675:11 683:15 695:18702:1 707:22,23713:11 714:23 721:24723:2 734:1 742:7745:14 775:11 780:17782:23 815:12 819:15840:19 841:9 842:10842:12,24 848:18857:25 858:1,24 859:8873:4 875:1,21 893:6908:13 909:14 917:2921:11 930:19 938:1941:12 943:17 948:21949:5,17,22 950:25957:19,25 961:10962:17 964:8,9,14965:4 972:8 973:1,2981:5

partial 864:3,4 892:10partially 864:1participant 855:15participants 675:3participate 672:19,22

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participating 819:19participation 756:15

764:10 946:19 963:22particular 634:6 641:17

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pattern 821:20 830:13891:11

Paul 628:9 812:17813:22 814:7 937:13941:4

pay 638:12,14 ,15 649:16666:24 678:21 681:1881:17 902:9 913:9926:1 936:22 939:22

payable 681:3 682:15paychecks 758:21paying 648:23 678:9

915:3 939:10 978:2payment 667:5 668:20

671:6 678:17 793:7,18801:9 866:22 893:19969:19 970:10

payments 666:21,23667:7 821:11 936:18

pays 789:5Peace 782:22,23,24,25

784:4,5PEF 630:24,24 631:8,11

631:12,16,16,19,22,23632:1 633:2 674:7676:11 677:17 680:3680:23 681:15 683:12683:22 684:17 685:5685:21 697:1 699:8,9703:15,25 704:14705:17,17,18 712:1795:4 889:19 891:3,3891:10 892:20

penalties 851:13pending 636:16,16

794:23 795:22,25796:6 798:15

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Page 21

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891:10 971:17remained 843:6remaining 671:20 792:12remark 834:25remarks 833:19 834:5,6

834:23remember 691:22 694:4

708:18 729:24 730:6736:12 748:17 752:17761:21 769:10,15,19782:10 805:25 806:1913:5,12 929:12,25959:4,17 967:14

removal 829:17removed 897:1 937:22removing 831:14 938:7render 787:20 788:1,2renegotiate 759:13renewing 749:7renowned 680:10 849:3reopener 748:25reorganization 918:16

918:18repayment 869:17repayments 869:20

892:10rephrased 811:13replace 935:2,25replacing 938:7 939:25replenished 804:20replete 979:5replicated 825:9replicates 842:6report 662:2,10 700:14

700:16,17,17 798:15850:3 859:23,24860:23 861:16 862:6,8862:11,12,17,23,24863:2,24 865:20 866:1866:21 867:12 868:13869:2 870:5 871:13877:6,7 878:21 880:7881:23 885:3 888:9,10888:21 893:23 895:16897:21 900:5

reported 624:24 827:21

828:12 846:7 892:19reporter 713:1,1 718:17

836:16 983:6REPORTERS 624:22REPORTER'S 624:7

627:2reporting 714:15 849:13

849:14 850:2 881:3896:7

reports 862:1,3 881:19888:13

represent 644:10 654:17710:17 721:24 743:13746:15,15,16 763:2764:23 786:9,10789:25 831:3 849:2

representation 657:10728:12 746:20 821:16841:13 893:22 897:5924:2

representations 876:3representative 652:11

652:14 754:22 921:12929:23

representatives 748:14751:18 921:8

represented 742:6 743:7754:7 755:3 761:25781:3 821:7,12 853:14917:19 920:13,24922:9 925:10 929:18944:24

representing 747:20,21747:22,24 786:9795:11,13 796:8826:16,19

represents 830:19 831:4924:8

Republican 641:16,18641:18,21 822:11823:14

reputation 857:1,25reputed 638:19request 629:10 634:1

694:8 697:14 698:12699:5 711:20 719:22720:5 765:5 875:4882:16 883:11 886:6887:11,12,14,18,23927:7 936:6,20 940:3,4967:22 968:3 975:23

requested 788:1 882:16883:18 886:2 969:3,5

requesting 967:13requests 696:7 884:1require 633:19 665:18

793:17,22 837:22840:1 849:23

required 746:10,25788:4 828:7 843:4,7849:17 850:3 869:16882:14 903:12,13,15935:7 941:16

requirement 648:4854:18 903:22 940:16

requirements 854:25882:9

requires 632:9 665:24requiring 793:20 850:22



Page 24

941:11research 663:16 713:25

714:19 715:3,5,12818:18,18 857:12,21858:4,5 860:24 861:2,9871:17 878:15 881:19884:9 936:14 937:8962:23

researched 857:13researcher 858:2,3,21

883:25 889:21researchers 859:23

927:12resentment 979:3,8residents 815:21 849:9

851:17 853:12 855:7919:16 949:19 961:4

resign 732:4,10 735:22765:5 944:3 945:2,5955:3

resignation 680:1943:10,25 944:14955:10,10 956:7

resigned 679:22 732:19732:24 733:6 740:4953:12 961:22

resigning 732:9 943:13resist 972:20resolution 681:1 714:21

722:22,25 723:10764:6 767:4,6,9,11,13767:15,17 770:14771:2 780:1,6 808:9887:4 972:13

resolve 907:22 944:11980:20

resolved 638:2 966:6resolving 931:8resources 840:1 844:19

914:20 956:14respect 659:5 880:2

884:24respected 853:12respectively 802:24respects 825:8respond 847:12 968:3

981:21responding 894:21response 632:24 633:3

633:23 634:7,16 670:4695:7 698:10,11736:15 738:20 822:6,8827:17,25 828:2,4,5831:10 834:25 835:15967:18 973:18

responsibilities 728:10815:7

responsibility 946:21responsible 653:1 815:8responsive 698:3rest 757:18,19 847:16

862:13 911:13 930:22931:5 932:4 947:16971:11

restating 835:17 889:14Restaurant 726:4,10Restriction 640:25restrictions 743:24restructured 935:22

restructuring 938:1948:22

result 671:18 755:4855:8 915:10 981:23

resulted 826:13resulting 638:7results 668:7,14 704:12retain 794:21 969:24

974:17retained 659:21 662:18

664:12 706:2,7 787:20retainer 671:12,16 680:4

680:21 681:1,3 689:17690:8 692:18,24720:17,21,24 787:5,7788:8,12,14,14 793:4,5793:14 794:1 796:18796:19,20 797:10800:1,24 801:3,5,9802:21 803:13 804:7804:11,12,21,25 810:1810:6

retainers 789:1retaining 664:9retaliate 974:14retaliation 942:11 944:12

945:12,14retention 670:12retiree 743:10,19 761:14

774:18 782:14 924:16926:3 931:13

retirement 751:10 758:1774:16

retroactive 635:19,24636:2,6,7,20 637:2,3638:3 650:9 680:4,21

retroactively 636:17retroactivity 977:25return 704:22 796:25

808:18 919:21 965:24returned 720:24 722:13

724:11 796:24 857:11891:4,10 892:21,24893:4 894:23 954:16

returns 861:21 862:15894:24

Revenue 903:2revenues 900:7review 636:19 690:20

701:18,18 707:3861:15 865:21 872:19878:14

reviewed 674:25 701:14701:16 862:23 900:13

revising 804:7revived 832:20revocation 635:13,17,19

639:6 649:5 829:18revoke 636:3 637:25,25revoked 636:14,17,17

640:2 938:3revoking 938:15re-affirming 707:2re-election 631:9 819:1re-sworn 630:11rhetoric 736:19 848:5Rhode 815:2Rich 915:22Richard 826:10 842:5

Rico 737:24right 633:18 636:16

642:3 644:16 646:23648:5,13,16 651:3,8656:23 658:10 661:20669:8 672:2,4 678:10680:8 686:1 695:16700:22 702:21 703:17705:12,19 706:1 710:5711:21 713:6,19714:17 715:5 717:4718:4 721:3 728:7737:10 739:5 740:8741:11 747:4,5 748:21749:1,8,19,25 750:4,6750:8,13,16 751:4,4,7751:10,15 756:16761:16,17 765:10,13765:19,23 768:5,7771:6,11,21 772:21774:8 777:5,12 779:9781:11 784:16,19787:18 788:15 792:2792:10,18,21,23 793:2793:5,6,9,11 797:1,6799:9,11 800:6,6,22801:1 802:19 804:21805:1,4 808:24,24812:4,9,15,24 832:7836:14,14 841:20844:25 847:19 849:18850:20 855:20 863:10863:10 866:4 867:3,16868:9 872:8,13 873:19874:11 875:18 877:8882:1 886:18 887:12887:18 888:4,10 ,17894:4,5 896:8 897:18899:1,11,13 901:3,7902:8,19 903:1,2,7904:4 905:23 919:19922:4 925:6 927:2,4931:9 943:14 949:4,9950:17 954:22 955:20956:22 957:1,2 961:7,9961:10 967:18 974:1974:17,18,20,22982:12 983:5,10 ,12

rights 648:8 742:22,22743:8 745:6,13,14746:7 747:14 749:14749:25 762:21 775:4,5775:12,16 776:3,15777:10,14,15,17 ,21781:4,25 783:7,13784:13 809:15 853:11853:11 877:24 896:24

right-hand 645:19791:22,23 875:10964:11

rises 850:3 904:6risk 849:6River 626:4Rivera 975:16Rizzo 909:17RMR 624:24 625:21robust 851:12Rodriguez 956:2role 655:25 671:14 695:6

696:9 728:19 762:10928:25

roll 781:13,18,19,24Roman 870:6room 638:13 713:11,21

714:2,6,11,19 715:8,12715:21,23,23 716:5,9716:11,14,16,25719:10 748:6,7 754:22754:23 760:25 806:16812:24

rooms 713:24roots 816:21 843:8 879:7Rose 778:8 779:5Rosie 805:17Rosselli 628:17 633:10

655:9 660:1 676:16,18676:22 679:22 681:19695:23 696:1 698:7699:9,15 702:13,20703:3 705:3 724:2730:16 735:8 740:22741:1,8 771:18 772:3,8772:15,20,25 773:5,11794:23 795:16,21821:18 828:4 829:17905:25 906:1,10,11908:7 911:17 928:20935:5 942:14 943:7945:19 952:14 977:3980:3 981:21 982:16

Rosselli's 771:4Rothner 626:13,13 628:6

656:20 714:5,8,23715:2,10,19,25 716:12716:19 719:1,4,8,11 ,16719:22 765:12 790:23799:9,10,14,16,21800:16 801:18,22802:4,14,19 803:5,12807:7,15,20 808:3,12809:8,22,25 810:15811:6,9,17 812:19813:2,9,18 826:3834:16 835:8 841:2,4841:11 842:18 843:12846:24 847:9 855:19859:9 905:16 983:9

roughly 691:20 734:16744:4 756:21 760:17769:18 892:15

round 743:17 836:10,24925:19

row 762:22rows 867:22RPR 624:24 625:21ruled 636:20 638:8rules 640:9,10,11 647:24

705:8 713:11 714:12714:24 849:21 929:8929:16 940:1,4,5944:14

run 632:15 708:4 808:5817:21 942:2

running 812:21 884:24909:13,17 936:15963:10

rush 884:12

Ss 626:1 635:17 641:5

755:11 886:4 901:12901:16,18,19 902:12902:14,17 903:11

Sacramento 821:15919:23,24

sacrificed 784:12sacrificing 977:24safety877:2,16,21

898:15Sal 628:17 655:9 660:1

676:16,17,22 679:22681:19 695:23,25698:7 699:9,15 702:13702:20 703:3,4 705:3730:15 732:9,9,15733:18 735:8,11 736:6739:3 740:22 741:1,8771:4,17 772:3,8,20,24773:5 794:23 795:21821:18,24 828:4829:17 905:24 906:1906:10 908:7 911:17952:13

salaries 647:1 914:23916:10,23

salary866:23 915:1,3,10915:12 916:12,20

same 631:21 646:13661:21 667:1 678:6679:21,25 682:10708:10 719:4 721:25743:5 744:6 745:8,15745:17 758:21 760:25761:8 762:1,2,25770:17,19 812:11826:8 834:18 859:2865:17 869:2 874:7,8,9912:15,16 920:24,25932:9 933:9,9,12,15,17939:2,3,3 951:19966:17 967:14,16973:14 981:12

San 624:10 625:20,20626:10 722:3 726:4,7753:21 977:13

Santa 782:7sat 738:17satisfaction 854:18Saturday782:9save 847:20saw 720:3 737:23 755:6

755:7 767:10 828:3883:1 952:5 961:23

saying 647:23,23 708:13708:18 811:12 834:2850:15 854:8 867:7892:2 899:8,15 903:16904:8,10 930:21948:24 971:1

says 633:10 636:4,12638:16 646:1,24 647:7647:13,16 658:18661:3 662:2 663:8681:3 682:15,15 684:6688:23 694:8,17,24696:20 697:13 698:25699:2,22 702:5 704:11



Page 25

706:21 708:10 710:13710:17 724:2,10,18757:5 788:12,17789:11 791:20 796:21804:17 835:14 848:12849:11 850:14,14854:1 863:5 874:14875:10 886:5 888:14939:12 948:3 955:9960:23 962:16 964:24965:6,13,18 969:17972:14 974:3 981:19

scales 749:5schedule 699:4scheduled 907:25scheduling 812:21scheme 844:15scholarship 881:16school 711:9,10 785:19

789:14 907:6,6Schwarzenegger 818:22

833:2,20 937:17Science 725:22 856:17Scott 662:23 677:7screaming 936:24search 698:3 883:23

884:5searched 880:24searches 880:12seat 631:11 747:1seats 712:22,23,24

765:16,17 877:14981:8

Seavey 628:12 855:22856:4,11,13,14 859:7859:16 863:12 870:5875:24 881:18

sec 840:10second 633:6 634:20

639:14 643:8 661:22684:7 689:25 691:4694:13 696:5,12698:17,25 706:15,18715:20 734:13 741:25742:24 744:20 748:17754:1 757:25 765:20788:18 795:7,19 824:9827:14 834:25 840:8841:1 848:12 850:11853:23 864:18 881:7914:5 915:3,12 925:19925:22 926:4 944:1963:13 965:13 971:1

seconded 969:18secondhand 955:18secondly 822:20 941:15secrecy 716:8Secretary 626:3 634:9

643:20 651:3,8 656:25658:4,8 663:10 670:19672:2,4 677:20,24678:2 689:5 693:21694:12,15,19,23 705:5705:10,12,19,21707:19 708:17,22710:8 711:19,21712:19,22 713:7,19714:4,14,21,22 715:5717:4,8 718:4,18,20,24

719:18 720:11 725:1,3739:19 755:17,19765:10,13,16,21,23771:21,24 776:10779:9,15,20 781:7,11784:16,18,19,20786:20,22,24 799:9,11801:20 803:8 807:4,9807:11,14 809:5810:25 811:23 812:15812:23 813:1,4,15,20835:8 841:2,3,6,15,20842:16,20 843:15847:19,21 848:22855:20,23,25 856:2859:12,15 863:3,6,9,11874:7 875:12 877:8886:18 887:24 889:3889:16 890:19 899:20905:10,15,20,23942:13 943:2,4,6962:10,12 973:14976:8,11 977:11978:17 980:7 981:4,8981:11,17 982:11,18983:5,10

Secretary-Treasurer802:24 870:22 871:8871:10 872:5 884:4909:14

section 633:16,17 637:7638:10,15 639:21650:25 697:3 788:12794:15,15 796:21804:22 938:24 939:16939:17 957:16 965:4

sections 759:16sector 726:22 829:7

925:23 928:12 933:22933:24

secure 830:18 832:25861:19

secured 707:1 708:11709:25

security 693:10,13 758:1758:14,24 761:6 859:6924:14 951:9

see 645:19,22 646:8647:13 648:2 657:16658:24 661:13 662:4662:16 663:2,17 665:8665:15 668:3,22 671:9671:10 677:11 681:12682:13,18 684:8695:17 696:6,17,19698:3,14 704:18,21705:3 708:14 724:6733:8 737:25 738:7740:2,23 741:1 754:11757:5 766:13,16,20787:1 788:23 791:3,7791:21 792:19 793:19840:24 848:7 850:6853:19 859:19 862:18863:9 867:13 868:25874:14,16 875:17,19875:24 888:8,11,16891:8 896:3 897:22903:8 948:21 949:22

950:1 952:1 955:13,14957:9,17 958:3,6,15960:23 961:12 962:1962:25 963:24 964:9968:16 969:22 972:15974:7,23

seeing 766:19,25 771:1788:19 978:22

seek 636:1 640:1 649:15850:16,23 886:11927:5

seeking 821:22seem 713:17seemed 665:25seen 701:14,16 709:10

780:2 806:17 807:6838:16 883:1,7 938:12963:14 977:12

SEGALL 626:13segregated 966:9SEIU 624:2,4 625:2,4

626:21 627:3 629:13629:15 630:6 633:17634:20 657:19,25661:5 666:12,16670:24 687:16 713:14718:23 723:22 726:13732:16,18,21,25 733:3736:8,18 743:7 746:13746:21 747:7,13 ,21,22748:4,7 750:5 756:5,7756:14 777:24 778:3787:25 790:21,25796:2 805:11 815:1816:4,5,8 817:8,11,20817:25 818:13 819:5821:6,8,15,24 826:16827:15,16 830:5 831:1831:5,19 833:4 834:15843:25 844:9,12 845:4846:5,8 851:17 852:8852:12 853:17 854:19855:4,15 857:10,12858:18,21,25 859:2,24859:25 863:5,13 ,17,18863:18 864:18,22,23864:24 865:4,8,16,18866:2,8,15 867:8,23868:5 870:3,4,8,17,18871:3,4,8,12 872:23873:11 874:4 876:21878:13,19 879:7,11,15880:1,5,6,20,23 881:7881:11,13,14,15 ,16,24882:17,20,25 883:6884:8 885:2,4,18 886:1886:14 888:13,21890:25 891:1,20 892:4892:8,13,24 898:8,18898:19 899:3,6,15,25900:6,13 901:25 903:5903:16 904:11,13,23905:2 906:12 907:3,7,8907:8,11 909:19 912:2912:9 913:18,21 914:9914:12 915:15,21923:5 925:5,16 927:10928:7,10 930:15,20934:12 935:5,7,13

937:1,16 942:25943:20 944:11 945:7945:10 947:2 949:11951:21 955:2 961:25962:6 963:11 968:10968:12 976:7,20 977:3977:4 978:18 979:3980:6,14,22 981:19

SEIU's 716:6 778:1819:21 821:14 822:6826:23 844:15 855:12858:24 859:18,25873:7 878:3,16 879:17879:20 880:23 883:2898:4 935:8,10 974:14978:17

SEIU-UHS 704:23SEIU-UHW 888:22selected 647:9 655:18

655:19 664:16 965:7self-perpetuating 631:2Senate 823:11 832:10,13

832:22,25 833:22840:13

send 688:6 719:11735:23 736:8 790:5,6790:18 797:1 943:9970:13

sending 741:5,19 941:25sends 791:18 792:16senior 673:2,10,18,20

697:21 700:18 769:23780:25 815:5 851:19904:18

seniors 849:4sense 632:16 639:2

641:8 730:13sensitive 802:7sent 797:8 804:24

830:11 883:10,25884:4 922:22,25 940:3943:11,11,12 955:16955:21,22 967:15,19968:7,8,20 969:1

sentence 633:9 634:20634:23 696:14 698:16706:1,21 708:10 757:5788:18 804:14 945:4971:2 974:11

separate 632:1 633:15633:22 634:17 635:1,4639:9 656:18 685:13698:23 767:15 776:17840:5 927:25 928:3964:22,23 966:3 982:5

separately 854:19927:21 968:20

separation 634:23September 677:21 694:9

694:25 823:24 824:6825:5 831:7 832:7843:16

sequestered 714:2717:15,17

series 697:15 895:20serious 822:13seriously 825:19,22serve 641:5 654:15,21

655:25 764:17,24

765:1 801:13 828:8830:16 942:23

served 935:10 942:20serves 764:16 865:11,16service 626:12,20

636:24 640:4 746:16795:20 805:20 815:5873:2 877:2 880:14

services 637:13 787:15787:21 788:1,2 790:5794:16,18 799:18,24800:4,9,25 859:5 865:6866:22,23 871:3,4880:5,21 882:25 883:6885:2 901:25

serving 641:6session 674:7,11,12

730:15 760:19 765:18824:4,5,11 843:1

sessions 695:3set 634:2 640:11 641:20

641:21 642:6 643:1644:12 647:3 665:5669:1 685:7 689:3723:17 730:20 787:18793:21 825:11 829:2837:22 860:6 861:8864:24 865:8,16871:23 874:3 877:1878:5,10 880:25 882:3883:14 886:15 890:22893:5 904:1 933:14942:3 944:14 946:13952:19 959:8

sets 831:23 886:6setting 663:22 669:11

671:11 683:15 844:1884:24

settle 745:17 760:7settled 736:22 760:12

761:1 784:7 926:16settling 751:1 760:9

784:6setup 682:16seven 658:24 659:1

733:13 748:22 749:9906:23 926:21

seven-year 748:21 749:8750:6

several 665:6 832:18848:25 849:7 877:10911:4 939:21 956:10964:9

shadow 974:5sham 980:13,18 981:19shape 823:13 951:5share 772:9 930:25

936:23shed 945:2Shield 831:22shifts 693:24 694:3Shirley 871:15,22,23

872:2,8,12,13,16898:11 909:13 913:6913:12 950:5,19,22966:18

shop 728:13 740:15918:24

short 701:25 712:16,18



Page 26

829:3 925:17,25 931:1950:7

shortcut 723:21shortly 693:2 734:18

738:25 768:21 917:3971:5,25

shot 729:20 919:1shove 755:8show 643:11 666:21,23

710:6,20 721:14819:15 838:12 846:22980:3

showed 721:7 910:1showing 695:4 721:25shown 819:4 821:21shows 664:7 722:1

792:14 958:4,8,13shredded 904:8 905:3Shultz 820:24sick 961:10side 707:22 713:4,12

717:2 719:23 734:24734:24 754:14,15831:25 857:6 862:22910:10 933:22

sides 715:6 717:12967:16

siege 946:2 970:5,18972:2,4,10

Siegel 628:2 670:12671:6,12,16 689:16,20689:25 690:2,4,9,24,24692:24,25 784:21785:1,8,13,14,25 787:1788:4,21 790:14,18791:6 793:4,13 795:15796:12,17 799:15801:16,17 802:1806:17 809:17 812:3,7812:16 969:19,25971:5,12,24 972:23

Sierra 900:20 901:2,8sign 782:19,22 784:4,4signatures 656:7 843:17signed 690:21 691:15,18

692:18 755:11,11,13756:5,7 757:25 758:13759:10 774:24 802:23876:2 933:6 955:12975:5 981:1,10,14982:18

significant 705:20 728:1817:6 819:14 864:5937:7 957:2

significantly 936:17959:16

similar 677:18 822:3825:19 850:18 897:13922:15 950:10 982:24

similarity 687:19simple 772:1 941:19simplest 941:5simply 805:5 825:8 837:4

956:8simultaneously 715:17

967:8since 630:11 638:4 682:6

707:9 714:12 731:22734:25 786:5 814:13

825:1 844:5 906:15,20918:19,19

single 753:14 754:21758:10 761:12,15823:6 924:8 929:13

Single-payer 914:19sit 689:22 753:3,23

805:25site 760:2 880:19sits 884:17,18sitting 820:3situation 633:24,25

636:9 639:6 647:4649:13 774:12 778:3798:8,11 972:24

situations 728:22 777:25798:4 879:19 939:20944:7 948:19

six 699:24 700:7 843:11863:20 908:17 912:4938:24

Sixth 626:24size 746:14,23 753:1,11skills 933:15,15skip 888:22skipping 954:4slate 909:10,11,14

910:12,19sleeping 693:25 694:3Sliced 878:3slight 672:14small 839:22 893:24

898:18 966:16smaller 751:12 760:23smear 892:25 893:9Social 725:22Sokol 663:21,23,24

664:4 689:24 690:4701:7 807:8,10,11,16957:10,11 964:7

solicit 730:7 739:2 878:5solitary 753:14 754:21solutions 831:25solve 717:6 718:1solved 718:3solving 963:19some 636:5 637:9,10

645:9 652:13 655:4656:15 680:23 682:20687:16,22 693:12,12696:9 701:7 704:3712:12,25 724:5727:11 731:19 752:14752:15,18 754:25758:21 773:5 776:19782:9 784:12 786:12789:20 791:15 800:25802:21 805:12 808:21820:24 825:1 827:15829:6,20 838:4 846:22848:11 849:21 857:18862:23 864:14 866:24876:9 878:12 881:21882:1,2 885:24 890:24891:1 892:9 894:22901:18,19 907:11910:22 912:7 916:18918:22 919:2,5 920:11925:3 926:12 928:8,12

929:16 951:23 957:3957:13 959:4,9 962:19966:16 977:24,25978:1,10 979:15,16980:14

somebody 638:12 718:9someone 698:1 699:23

712:3 731:1 747:21,22747:24 758:25 803:24806:3,7

someone's 933:16something 634:21

649:23 654:10 657:3662:6 688:24 716:1,2719:12 751:15 754:18779:17 783:22 789:13791:17 826:2 827:7838:1,12 839:25842:22 865:1 883:3950:4,11 951:7 970:7

sometime 756:25 813:7sometimes 646:11

758:19somewhat 740:18 867:1

962:4,7somewhere 691:20

714:4 767:17 800:17800:17

SOMNATH 626:8son 907:10soon 745:5 904:12

954:21sooner 769:1sop 762:1sorry 639:15 645:12

648:15 653:23 656:24657:2,24 660:20 663:9666:14 670:17 672:13677:14,22 678:16679:7 684:25 704:10705:25 780:22 790:23794:9,14 810:7 818:6,7848:1,2,24 859:9962:14 964:14 973:2

sort 644:2 689:2 691:16699:7 729:24 747:17750:2 769:24 818:10822:11 825:4 828:3860:11,17 862:19865:9,11 866:12 878:8878:10,12 880:9,10,14891:11,24 896:21898:10 905:4 923:13962:21 964:16

sorts 879:25 881:2884:20

sought 684:17 879:25886:7

sound 721:11 803:18806:10

sounds 721:12 793:9808:20

source 862:14,20,22865:22 881:21

south 626:14 757:8,9,14757:16 857:6

Southern 727:25 736:2736:10,14 927:12954:16,20 956:14,17

956:18southwest 856:25 857:3so-called 639:4so-to-speak 928:16space 685:15,17,22

686:4,11,22 687:9,24688:7,9,12,18 709:24711:17 712:1 721:2,5722:8 723:13

Spanish 719:2speak 647:16,23 654:13

686:7 714:12 774:11783:2 796:15 797:7799:20 818:1 828:3841:12 852:12 945:6951:1

speaker 823:10 825:13825:15,17 826:1,5,12826:13,21 831:13,24833:1,20

Speaker's 825:21 826:11826:17 827:18,19830:10 837:1,14

speaking 801:19 979:9speaks 634:23 796:21

796:22 797:15,16847:3

Specialist 815:5specialty 786:7specific 697:15 769:8

792:18 831:23 833:7835:21 854:9 939:11959:17 962:20

specifically 653:18727:24 796:20 823:9829:5 835:20 838:6959:5 960:1

speculation 693:19773:1 776:8 826:3

speech 660:8 702:13,16702:20,25 703:2,4,5,7849:1,8

spell 855:23spelling 781:10spending 879:9 899:12

936:13spent 727:22 734:9

783:15,17,19 856:25858:2 867:8 876:11,13876:17,22 877:3,12,18877:23,25 878:2,16,24879:11 882:8 885:17894:14 895:11 897:25900:6 921:7 927:17971:21

spirited 916:13spoke 686:9 689:20,24

690:4 702:12 803:10817:8,9 917:25 952:15977:16

spoken 682:6 830:9spokesperson 780:23sponsor 823:7spot 747:7square 686:18,20St 740:16,20 861:6

982:22stable 961:8staff 656:2,3,6 673:2,10

673:18,20 683:1 686:1691:16,17 692:9693:25 694:2 697:1,21698:2 699:7 700:18705:18 713:15 719:11728:18,22 748:4753:17 754:2 769:24780:24,25 815:5817:16 819:24 820:16820:20,23 825:21826:11 833:10 836:22836:23 845:18 853:17863:4 866:24 870:11870:17 871:11 904:18908:12 909:12 911:16911:23 922:22 923:9923:11 927:11 955:22956:17

staffers 911:2staffing 657:6 854:9

949:9stage 752:10 819:12

827:3 837:22 962:21stages 872:11stakeholders 820:18stalled 744:23stand 719:24 725:2

736:3 783:25,25 796:5949:19

standard 758:4,8 759:4761:9,12,15 931:14959:8

standards 639:16 729:14742:25 761:10 771:6,7771:17 772:4 782:13918:12 919:19 922:11922:12,12 924:10925:14 926:5 931:12931:19 946:20 977:20

standing 938:24 939:4start 643:14 673:10,13

692:17,22 718:10727:11 766:24 792:2,4792:4 847:25 865:25917:13 983:11

started 637:18 652:8,10726:17,18 739:1744:15 752:17 805:7807:21 820:16 855:17873:15 910:18 929:2930:14 933:23 934:2,5936:24 943:20 950:23

starting 668:25 814:25818:13

starts 833:24 850:12963:15

start-up 656:5state 630:11 642:24

651:20 725:13 731:13785:12 814:5 816:4,5816:11 817:8,11,14,14817:15,15,17,19,22,24818:13 819:5,17820:18 821:8,8,17,24822:5,6,8 826:16,24827:1,16,25 828:4,17828:18 829:8,17,18830:6,11 831:1,2,2,5831:19 832:13 833:4,9



Page 27

834:15 836:5,23840:12 843:2,25844:11,23 845:21,24846:5,9 849:18 851:21856:12 879:9 906:8912:2 924:2 925:8,11925:23 934:14 935:5,9935:10,13,18 936:1,10937:1,3,4,16 938:3,9938:16,20,22 939:19939:23 940:4,8 942:2

stated 642:15 649:24,25650:3 768:1

statement 632:14 647:19647:25 706:6 800:11836:4 890:14 897:17897:18 917:6 918:14930:6 974:9,25 975:3982:25

statements 861:22 883:3884:21 896:4

states 677:6 681:6698:17 706:1 788:20794:23 815:2 835:25897:24 922:19,21923:5 924:6 960:3982:21

statewide 727:22 728:1728:3 743:12 933:2982:5

state-based 879:7stating 830:4status 635:13,17 642:21

642:22 644:3 649:5,20650:4 701:12 712:25759:21 839:6 861:19867:24 871:6 874:19882:12,23 902:1 904:3904:7

statute 636:15,21statutory 629:10 636:4

637:5stay 668:9 728:3 737:19

765:6,7 945:5stayed 726:20 748:7Steelworker's 648:11Steering 975:17stem 800:16step 822:9 824:25

828:25 945:15steps 933:21 976:21

978:7Stern 624:2 625:2 626:16

676:8 692:10 698:7699:16 700:7 705:4709:16,17 724:1740:22 764:7 805:22819:22,23 820:1,7821:22 826:12,16827:17 828:15,15,18828:22 829:11 830:9865:10 870:21,23,24878:4 892:21 893:4904:17 913:14 915:23915:25 916:2,4,8,15,25917:4,7 918:15 921:3925:6 927:7,16 929:21934:23 935:17 938:20940:5,11,14 941:24

942:5,24 943:8 944:7945:20 947:5 951:24966:22 967:11,23969:4 973:17,18 982:6982:10

Stern's 693:3 829:6,10972:7

steward 728:13 740:15946:15

stick 977:14sticks 898:15 947:17still 631:22 642:19

675:20 699:18 708:25709:1 712:1 768:13779:17 796:6 804:25827:16 839:4 840:4884:20 934:17 939:10940:1,10 945:9 959:23

stipulate 834:16 835:9841:7,8 846:24

stipulating 842:23stipulation 841:11,12

842:15 843:10stomach 955:2Stones 864:15,17 868:12

868:14,21 892:14894:1,22,24 898:16

stonewalled 884:8,10,10884:22

stood 737:2 784:1 957:4stop 670:1 723:16

834:10 965:21 980:18stopped 670:6 735:11

899:17 910:20storage 668:21store 669:4story 686:25 829:3

929:14 931:1 932:4,8straight 773:17straightened 719:13straight-up 868:20strategies 736:17 762:18

850:16 854:21strategy 728:23 773:16

844:18street 626:9,18 686:16

688:5,5 714:5 748:8Strength 917:12,25

920:11strengthening 939:8,11

939:15stretch 843:6strides 978:10strike 748:22 749:1,9,19

750:1,4,6,8,13,16751:4,7,15 757:22761:16,17 907:12,16907:18,19,19,23 914:6924:1 931:9

strikes 925:15striking 977:25strings 640:16,16strive 758:23 929:10strong 735:23 736:8

815:14stronger 774:7 927:19strongest 829:6structure 630:23,25

763:1 764:3 765:2

822:23 851:6 852:3858:17 860:11 864:4871:14,18,19,21 872:7872:10,12,16,16881:12

structured 822:25 858:9860:10 861:4,7

struggle 953:25 954:2955:2

struggles 949:10 962:5struggling 943:19studied 868:6 887:8study 859:24stuff 902:11subcontract 756:11subcontracting 755:14

756:4 757:4,6,7,11,12757:15 758:4 761:4775:15,23,24 776:2

subcontracts 728:20subheading 960:23subject 660:12 775:24

808:4,23submit 890:16 902:6submitted 679:25 701:19subordinate 787:24subsequent 767:5

894:23subsequently 804:1subset 872:1subsidiaries 858:15

860:7,8,13,18,20861:10,13,14 863:19865:3,4,5,7 866:2,9,13866:16,24 870:14873:8 879:11,16 ,21880:2 885:19 890:8,25891:1 892:5

subsidiary 858:16863:22,24 864:8867:22 870:9 880:22884:24 885:4 888:14895:17

substance 827:5substantial 642:18 866:8

873:12 878:16 883:10900:7 901:5

substantially 879:12895:18

substantiate 862:16,20substantiating 862:14substitute 851:11subtracted 889:5subversion 830:17sub-standard 851:9succeed 830:16success 920:20 928:21

966:17 977:19 979:6successful 777:1successfully 922:3

979:13sued 795:3suffer 850:4suffering 851:14sufficient 822:20sufficiently 837:24suggest 691:4suggested 635:25 810:6

927:8

suggesting 719:25suit 851:7suite 626:18 715:21sum 724:4summary 629:10 703:15

791:16,21 838:20839:7,21 843:24

summer 742:18 818:4,8818:10,21

summit 819:2,6 960:20super 979:10supervision 860:2supplemental 794:11supplied 641:14support 783:12 816:24

822:14 823:5 832:2,25850:16,23 854:19864:22,23 866:20868:4 870:18 872:24873:11 876:21 878:19879:15 881:8,15,17882:20 888:14,18898:5 900:6,11 903:5903:16 904:23 905:9910:10 915:24 916:5918:9 921:3 941:7944:20 947:17 954:2957:5 977:17

supported 825:14 826:2854:19 908:13 910:12911:2 915:25

supporters 829:6supporting 815:17

819:16 835:19 896:2,4supports 895:23suppose 821:12supposed 977:22 978:6Supreme 638:22,23sure 656:24 670:9

671:22 674:10 689:20696:3 705:22 707:8716:14 737:3 751:3763:16 767:5 772:11781:10 785:16 798:7798:13,14 805:22811:11 850:10 886:24907:4 951:16 957:21961:18 975:4,4,5,6981:18,22

surprise 811:19 818:22surprised 803:18 820:14

825:20surrounding 676:25

879:22Susan 819:24suspend 940:4suspended 939:13Sutter 858:10 861:1,5

921:25swear 713:5swears 713:2sweat 918:24Sweeney 912:11,14,25

913:3,13,17 914:9915:14

sweeping 851:23switched 949:6sworn 960:3Synanon 637:17,17

638:7,17,20 639:15640:3,5,11 649:15

system 764:20 790:2818:15 851:12 852:11861:6 893:14,20907:22 919:23 924:21924:25 925:11 931:21935:2 942:3 960:5982:23

systems 751:13S-E-A-B-E-Y 855:25S-E-A-V-E-Y 855:24

856:1

TT 871:9 884:2,15 886:7

886:16tab 677:22 688:22,24

689:1 873:24,25 874:1874:7,8,9 886:4

table 665:7 717:13738:18 740:8 745:15747:1,8 753:24 761:1776:24,25 781:14,18781:19,24 782:17,18784:3,5 820:3 880:9888:11,13 959:10

tables 862:12tabs 658:2 938:17tactics 739:7,10,13

741:3 844:18take 641:19 654:24

673:13,16,18,23704:18 710:3 712:20712:22,23,23 713:4717:1,25 718:5 730:11732:2 736:3 739:23741:17 742:10 749:12750:25 759:20 765:16765:16 767:19 768:9768:16 779:24 780:18781:12 788:4 822:18825:18 830:20 844:13851:23 855:4,9 868:17868:24 869:10 897:7898:24 905:13 907:25908:2 909:4 910:13967:24 973:23 975:25976:20 978:7 981:8

taken 625:20 676:13695:2 712:21 722:25765:15 798:10 813:13813:14 839:7,19942:12

takes 713:2 797:19827:8

taking 673:17,20 694:3732:15 735:12 739:3752:11 822:9 837:4904:5 907:5 945:12947:8 949:11 952:10

talent 956:15talk 632:23 633:22 648:3

656:15 659:18 660:15670:11 673:22 688:16707:15 731:18 733:11735:6 738:13 739:2762:22 774:1 820:3881:11 887:21 889:4



Page 28

892:17 903:19 904:5905:7,8 914:11 920:5923:12 942:14 947:19953:15 954:19,21963:21 975:10

talked 643:25 644:18648:4 649:4,19 655:2688:16 703:16 722:8730:5 731:23 735:7746:5 844:22 923:25928:20 930:4,6 945:12952:6 960:9 972:2

talking 649:8,10 660:6695:22 719:9 735:17768:17 772:22 826:17827:18 895:3,6,8900:24 917:9 948:19952:14 959:6 966:13971:22

talks 682:10 844:4 899:9962:22

tandem 864:18,20tangential 820:24tangentially 816:18tape 983:7targeted 950:9tax 635:20 637:8 638:7,8

638:10,12,14,15 640:1643:2,14 649:10,14677:22 861:20 862:15862:16 873:5 874:19894:24 897:7,9,19901:14,17,25 902:1,2,6902:9,18,22,25 903:3903:11,25 905:6

taxable 635:21 637:4,4,7637:16 639:7,13,22646:6

taxes 649:5,16 896:9902:4,24

tax-exempt 635:13,17640:23 642:19,21,22644:3,11,15 646:6649:20 650:4 701:11871:6 876:24 882:12882:23 895:21 897:10899:10 902:16 904:3,7

team 742:7 745:2 746:4746:5,14,19,20,23753:1,11,13,13,23760:20,23,24 763:18782:6 783:23 858:24860:22 861:2 868:8869:5 870:7 876:16878:15 881:19 916:18

teams 753:5technical 746:16 938:2telephone 669:9tell 644:14,16 664:15

680:18 687:9,9,10712:5 717:7 718:9732:9,12 733:15738:12 751:20 754:13756:24 811:6 813:15876:1 883:12 892:3895:13 900:13 907:2926:7 932:21,24 944:2944:16 948:8 953:6

telling 752:1 759:16

Tem 823:11template 743:1 749:13

852:19,23 853:14temporary 915:22ten 705:11 711:19

847:25Tenet 727:19,24 733:22

736:21,23 737:1741:21,24,25 742:3,8742:12,16,18,22,25743:6,7,12 744:3,14745:4,5,7,11,12,19746:5 747:23 748:3,4,5750:11 751:19,22752:3 754:4 756:5757:12 759:6,6,8,9,14759:18,19 760:6,10,14760:21,25 762:7,7,9,13763:12,21,22,24774:12,15 776:4,15777:2,3 778:4 780:11780:12,17,24 781:2,24783:9,13,23 921:25929:3 930:4,9,12,15,20930:21,25 931:2,4,8,13931:16,21 932:2 944:5

Tenet's 759:14 931:11931:15

Tennessee 775:7tension 669:23tentative 755:11,24

756:4,6,9,10,14 757:21757:24 758:11,13774:23 775:5 781:2782:11,12

tentatively 775:2 776:2term 683:4 816:22terminate 797:7terminated 796:22

911:17termination 875:4terms 631:13,15 656:5

686:21 728:13 751:25827:5 839:18 861:8864:3,12 866:7 868:18869:15 884:21 886:3895:13 898:12,22902:24 918:22 920:14922:16 939:3 951:9

test 639:12testified 630:7,14 632:4

635:12 640:14 642:13651:15 678:8 683:1689:15 700:11,22725:8 740:10 766:5774:16,23 776:23785:4 813:25 824:3838:3,7,24 839:1843:16 845:20 856:7903:3,5,24 906:4 908:6911:15 912:1 952:12953:12 972:24

testify 831:7 832:9,12846:1,6,9,15

testifying 824:1 899:25testimony 630:22 635:9

635:14 640:14,19641:4 647:17 702:12713:22 717:24 755:23

770:20 816:18 824:2824:10 894:3 920:1926:13 944:6 958:18973:2,5,11 977:15

tests 829:1Texas 626:3,5 775:7

931:5text 702:19 720:1,2thank 637:18 640:13

643:18 651:2,3,5,6,7688:6 701:2 712:14724:25 784:18 808:12811:21 812:15 855:20895:8 905:22

thanks 641:25 800:19their 631:9,15,19 637:25

637:25 638:3 643:17644:5 654:4,8 686:9,9709:6 713:15 716:13716:15 720:6 727:9739:2 742:5 743:1751:14,15 753:4,7754:3,22 755:6,7762:16 763:6 776:7784:11,12 789:11,15796:25 798:18 803:1812:12,12 813:5,12817:23 822:22,24833:10 836:22 837:18849:9,24 860:10861:19 862:4 864:3865:16 866:24 867:24870:14 873:1,2,22874:19 876:10,11,13876:23 877:18 880:2882:11,22,23 884:23898:1 900:2,8 903:12912:18,20,21 913:19918:11,12 921:7 923:2924:24,24 925:13926:2 930:23 931:2,25936:18,23 944:25945:1,8,23,23,24946:22 948:7 949:14949:15,16,18,19 ,20,23950:18 970:21 974:19974:19 977:14,17979:23 980:12

themselves 638:9640:22 841:12 849:6979:20

then-adopted 830:5then-elected 935:25theoretically 885:19they'd 821:4,5 887:19thing 639:14 644:2,13

649:4 654:11 696:24704:14,16 717:10,11719:4 720:1 729:18751:2 753:9 754:1755:10,10 774:9782:18 783:21 789:14811:1 853:19 878:9880:25 881:6 883:2,7892:18 894:12,16,18900:24 909:18 925:24926:15 932:4 936:19938:2 939:7 960:3964:5 969:8 975:10

981:12things 648:3 652:22

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think 632:19 634:7635:24 641:4 642:4647:22 649:13 652:18672:13 674:17 678:3,8688:4,23 690:13694:10 696:1 700:11700:20 702:19,22707:6 709:10 710:14710:16 711:18,24714:11,14 716:10720:1 723:22 744:25748:18 750:2 752:18753:3 760:18 761:2,20765:12 767:17 772:10772:22 774:6,6 775:19776:23 777:22 780:2782:9 789:13 800:17801:2,4 802:13,14803:8 807:6,23 808:9812:23 813:6,7 815:19828:20 832:16 847:17848:22 858:10 878:4885:24 889:21 900:4900:22 902:4 904:22908:24 915:18 920:1926:9,12,14,15 927:24929:1 933:5 934:21939:12 941:4 950:4954:20 956:23 960:13972:9 973:9 975:16976:3 978:21

thinking 648:13,16 729:6802:14 971:20

third 660:20 699:20719:21 725:22 738:7,8742:1 822:23 834:6841:21 849:10,16929:22 964:13

third-party 644:10Thomason 826:10 842:5thoroughly 706:22though 639:7,9 753:12

805:5 824:18 830:9839:11 940:9 968:6

thought 669:4 731:18733:23 735:18 736:10744:1 779:16 799:21802:16 806:7 813:10820:8 823:13 912:25961:19 973:6

thousand 951:7thousands 659:17 981:2threat 851:7threatened 893:1 970:8threats 978:25three 633:20 647:1

679:10 712:7 741:10750:10,12 757:13859:2,25 865:6 871:7

872:6 896:21,21898:24 909:24 911:25919:13,13,20 925:10926:16,19 933:20976:22 982:18,23

three-day 760:19three-year 749:7 866:14

868:5,16 869:7 890:9890:10 892:5 898:19

threshold 904:6through 624:13 646:6

652:12 655:3 679:10682:20 718:22 727:18730:6 736:23 752:19763:10 774:12 792:25797:2 817:21 819:24820:16,20 821:16,19828:9 837:6,6 842:11843:4 849:13 862:9864:5 865:19,25874:10 878:9 880:18883:2 894:3 896:19905:15 907:6 916:21919:23 921:17 925:1926:9,10 930:5 937:14947:24 963:21 967:25973:23 974:19 977:10

throughout 767:25 775:6837:16 850:17 857:3940:22 950:24 956:7977:20 978:17 982:22

ticket 913:9tied 948:14ties 855:11,12,13,15time 630:12 632:15

644:11 658:21 661:17668:17 672:1 691:12691:15,17 692:16694:8,24 700:3 701:19712:12,18 729:3731:22 737:23 743:5744:6,13 745:18 750:2751:1 752:18,21,25753:14,20 755:4,5,7759:22 760:17 765:9769:11 770:23 772:23790:1,3 800:23 802:20802:22 805:2 811:18812:21 813:13,16816:11 818:24 819:17820:3,8 821:10 824:19825:17 827:8,12828:12,13 829:13,14829:16,19,20 832:15835:8 839:22 842:7843:18 847:4,20848:10 854:20 858:18860:14 861:11 873:9881:18 906:16 907:16908:11 909:13,17910:8,22 911:24912:13,22,23,25 913:8915:8 916:2 923:19925:7 927:9 928:2,23932:9,11 933:25 936:2937:15,20 944:4945:13 951:3,8,19954:14 956:4,21 958:5958:22 963:10 965:20



Page 29

967:24 969:25 970:4,4973:23 983:4

timeline 633:22 968:6timely 905:20times 676:19 906:21,23

963:15 981:10,14timid 753:7timing 677:1 682:4Tipps 816:11 821:18

826:9 827:21 828:5,12828:23 833:10,25834:2,14,19 836:4936:1,5,7,25

title 629:10 700:11 795:9838:20 839:6,21 848:4872:24

titles 702:3,6today 739:21 785:10

806:16,21 812:25813:3,6,12 846:1903:15 905:14 912:16913:21

together 659:25 660:10671:17 689:21 695:6697:2 699:9 734:24,24734:25 741:22 744:9745:15 762:3,15,24817:2,10,23 853:2854:25 865:7 879:15919:6 921:13 927:7,16928:17 936:12 940:25960:24 962:22 968:6968:20 978:10

told 688:14,17 711:18716:4,5,7,17 732:13736:25 737:18 738:12738:18 755:12 756:6757:3 783:21 821:2,3832:18 876:13 884:9935:24 955:1

Tom 805:23tomorrow 813:7,8,11,17

813:19tonight 703:11 981:9Tony 970:14,15,25top 653:25 671:3 684:6

757:5 767:14 791:7858:13 863:4,13,18871:25 875:10 888:11924:12 930:19 948:3969:16 974:3

topic 673:25 895:5topics 632:12 741:22top-down 930:7 944:8tort 846:23 850:9,14,16

850:23 851:1,3,23852:9

total 754:19 900:11906:21

totally 888:23 954:10956:19,20

touched 749:6toward 756:23 818:14

822:10towards 702:1 734:7

752:18 818:24 819:13822:24 976:21

to-do 768:16,21track 744:19,20 745:20

746:1tracks 744:17tradeoff 852:6traditional 949:7traditionally 950:13train 877:13training 728:17 877:17

898:14 923:8,11 950:6950:8,9

transaction 678:9 679:2703:24

transactional 926:11,18transcript 624:7 625:20

627:2 703:2,6 713:3716:21 833:19 834:4899:18

transfer 640:24 649:17676:11,12,14 677:2682:1,4 695:4 770:4,10770:18 793:13 803:20803:21,23,24 804:2,6811:18 891:15 892:23956:16 971:11,17

transference 841:25transferred 676:19 682:7

770:15 889:18 890:11891:14 895:10 971:5971:12

transfers 895:2 905:8transformation 917:8transition 935:20,25translation 667:13 718:8transparency 860:17

880:1,11transparent 891:6Treasurer 819:17treat 650:12,12,15treated 637:13 812:11treatment 637:19,20Treibitz 662:23 677:7tremendous 802:15trial 851:21Tricom 662:24 677:8tried 729:13 773:17

778:1,5 851:24 878:9884:12 944:10 979:15

trip 945:20Trister 627:4 630:4,13

643:21 648:2 651:4876:7

Tri-Com 678:9,14,16,17678:21

trouble 896:2troubling 905:5,7true 631:21 644:11

647:21 650:10 755:8770:17,19 800:2812:10 902:23 908:9908:10 913:20 942:8951:21 952:23 954:5956:8

truly 704:13 928:17trust 671:8,20,24 691:12

788:19,21 789:4,5,12789:15,16,19 790:9,12790:15 791:21 792:1792:13,15,23 793:2,11793:14,17,18 794:2,17794:18 795:15 796:12

796:15,23 797:2,12,23799:1,5 802:15 804:16804:17 808:14,19812:8,8,11 969:21970:10 971:12,21973:7

trusted 801:4trustee 671:22 797:14,15

797:19,20,24,25798:22,25,25 799:5808:17,17 909:16,20910:5,6,19,25 911:12952:19 974:20 975:8977:4

trustees 646:2 702:4,7trusteeship 631:20,23

631:25 633:24 635:6,6635:7 652:12 655:11671:20 690:10,25692:4,11,18 693:5,8,11693:16 694:1 730:17730:21,23,24 797:11798:20 799:6 808:16908:5,8,9,11,13,15,18908:25 909:3 910:4952:12,16 953:4972:19,20,22,25 973:7974:6,12 975:7 977:6978:11,13,19,20 ,24980:10,19 981:6

trusteeships 909:19trustee's 798:2truth 750:21 755:9

756:24 945:21try 705:12 717:8 730:9

746:19 750:21 759:1760:7 773:18 775:25799:22 813:15 824:21826:14 837:17 844:1851:10 861:8 878:5,12887:6

trying 634:15 729:8741:7 743:4,16 755:8772:20 783:19 808:5828:6,16 832:23833:12 889:13 900:4905:13 918:20 943:21945:19 946:6 947:12

turn 656:17 657:19666:12 677:4 679:15695:16 718:2,6,10,12719:14 720:5 723:2728:24 739:14,16755:15 786:15 787:16790:20 829:21 833:14833:17,23 834:22840:7 841:19,20 ,21843:21 847:25 848:9852:16 859:7 863:1866:6 867:11 868:11870:5 871:13 873:24874:5,25 875:13,17,21886:4 888:9,10 896:1943:5 947:21 957:6962:8 974:1

turned 712:11 722:9724:16,21 738:11754:8 783:21 802:16852:8

turning 711:2 788:10875:14

turnout 927:23turns 694:2two 642:17 648:2 649:13

659:3 669:18,23687:22 690:3 711:5712:6,17 717:1,25723:19 729:6 734:17741:14 742:20 743:4744:13 745:23 748:4748:18 755:13 757:24759:19 760:18 762:6762:21 763:14 773:17778:5 795:8 816:7817:3,4 826:8 835:20853:5 855:15 865:5869:18,19 870:14875:13 878:20 880:4881:9 909:24 915:5919:17 923:1 927:1,5929:22,25 930:1936:16,22 938:17939:12 941:7,8 943:21968:12 977:10,13982:3

two-part 848:19two-thirds 800:20two-tier 907:20,21two-to-one 852:5two-year 824:5,11 844:1types 881:22typical 634:17typically 741:9Tyrone 737:12,13 821:4

821:7 940:3Tyrone's 737:11T-I-P-P-S 816:12T-R-I-S-T-E-R 630:13T.A 755:11

UUCLA 856:18UHW 629:13 631:6

632:25 633:10,13645:3 649:9 651:23652:5,8 653:5,23654:19 656:18 660:19660:20 661:22 663:24668:9 669:24 670:15671:15,23,24,24 672:9672:16 673:1 676:6,11678:14,16,17 679:4681:7,15 684:13685:21 688:23 689:12690:15,17 691:11,12691:16 692:10,11693:10,15,15,24 695:1695:21 696:1 697:11697:19 698:1,20699:17 702:23 703:13704:11 707:9 712:11714:20 721:17 722:9722:13,16 724:11,16724:22 727:11,15728:5 732:4,24 733:6734:7,9,10 736:11737:19 738:19 739:2741:8 742:6,7 745:25

746:10,25 747:1,7,20748:11 750:18 759:16760:15 761:10 765:5,6765:7 766:6 770:5772:9 773:12 774:14774:19 776:21,24784:21 786:13 787:12787:20 789:1,2,5,7,9789:10,25 790:5,6,14791:18 792:1,17,22793:1,7,10 794:6,7,10794:21 795:3,6,14796:17,23,24 797:1,5,7797:15,16,19,23798:20 801:4 802:15802:25 803:10 804:24807:24 809:12,19,20812:7,8,17 814:13815:7 820:22 824:18827:9 829:21 830:24831:20 832:16 836:4838:14 841:16,17,18842:3 845:16 846:13846:16 855:16 857:18858:1,21 859:8,24889:18 890:10 891:3891:10 905:24 906:14906:22,24 922:18923:14,21 924:2,4,8927:1 929:18 931:2934:15 938:10 943:24946:7,14,21 947:12,13947:17 950:21 952:19953:3,13 956:11,23,25957:6,12 959:15,20961:7 962:12 965:5,9965:24 967:3 969:9970:16 974:5,14 975:8975:13,18 976:13,18976:20,22 977:7 980:1980:18,21 981:1982:14,25

UHW"s 685:13UHW's 633:1 739:17

750:16 755:15 774:14784:11 786:16,18789:3 792:25 797:12799:5 802:23 812:11816:3 834:15,18844:15 845:12 850:22853:19 855:13 857:19858:3 885:11,21 947:8

UHW-PEF 677:9UHW-W 629:15 651:14

725:7 785:3 799:19,24800:5,21,24 805:13810:5 813:24 856:6906:3

UHW-West 697:20,20 ,22724:3,12 788:9

Uh-huh 661:14 804:14Uh-hum 706:25 768:12

850:13ultimate 750:20 751:15ultimately676:16 681:21

760:6 761:1 774:14777:20 796:3 805:23819:20 820:9,22821:25 823:3,17 825:6



Page 30

829:3 830:11 832:3843:1 846:6 852:5,6910:17

unable 879:21unacceptable 851:15unanimity 941:1unanimously 671:5

927:5 969:18unclear 767:23uncommon 646:10

902:10undemocratic 929:7

951:21 961:24under 630:6 631:12

633:16 636:5 637:7639:16 642:24 644:21645:22 646:12 647:24649:15 650:24 651:14668:20 706:15,18725:7 750:12 764:7783:1 785:3 788:5,8790:16 794:1 804:21804:22 805:5 809:17813:24 845:10 856:6860:2 874:7,8,9 882:9882:12 904:14 906:3924:8 957:16 964:18964:25 970:5 972:2974:4

underestimated 907:22underlying 974:13undermine 778:1,5understand 708:1

715:15 754:24 771:23771:25 772:23 784:10800:12 804:10 807:24809:7 847:6 865:20884:23 899:8 961:7964:7 972:21 975:9981:18 982:11

understanding 631:24635:25 647:21 654:25659:10,13 664:21669:15,17 671:19691:6,9,11 699:3 706:9713:10,23 747:2776:14 793:24 795:17797:9 798:19 799:4828:22 834:14 948:8951:10 964:1,21 965:1965:10 968:18,23,25969:3 972:18 973:10975:7 978:16

understood 650:2714:25 762:20 828:15931:18 932:18

undertake 636:12undertaking 839:20undertook 860:22underway 765:17unfortunately 702:17unified 817:24unify 821:15unilaterally 934:24uninsured 730:5union 626:12,20 631:6,7

631:8,9,18 632:1,25633:1,2,3,18 634:4,24635:1,2,6 640:24,24

641:2,5,10,24 642:6,10642:11,15,19 647:2648:9,20,23 649:1,16649:17 652:2,3,10,17652:24 655:3,11,15664:22 669:24 679:23690:10 695:1 709:1726:4,10,19 727:9,22727:25 728:3 729:9731:8 732:15,22 733:4733:18 734:3,5 735:12735:22,24 736:5,6737:24 739:3,4,7,10741:3 742:17 744:7,15745:16 753:6 755:6,7758:5 759:10,13,15764:6,16 771:11,13,14771:16,16 772:12,21773:14,25 774:3,24775:12,15,22 776:1,6776:14,19 777:16,20783:16,25 787:22,23788:1 795:21 798:9,16798:17 805:21 808:15808:16 815:6 821:7827:10 830:14 834:8848:14 849:2,8,12852:9 857:23,25858:22 859:3 869:13870:16 872:1 873:21883:11,12 887:1 893:1893:9 900:18 907:8,17907:20,22 908:18909:12,12,16,18,21910:2 911:10,24 912:6912:13,18,20,23,24913:7,21,22,23 914:4914:15,18,24 915:3917:8 921:8 922:21923:8 926:1 927:22,22928:24 931:23 932:10933:2,2,9,12 935:4940:8 942:9 944:8945:16,25 946:17948:13,16 951:4,15,15952:17 954:1 965:20966:7 970:5,19 972:3974:5,19 975:8 977:14977:17,18,20 979:4,5979:10,12,21,25980:21,22 982:5,6,8,10982:19

unionization 848:14unionize 932:3unions 640:15,22 642:7

664:20 786:9 817:23831:5 857:20 859:1,4860:1,6 862:3 866:7880:2 902:11,17907:11 917:13,17920:18 921:9 922:4,8923:10 924:4,5,6,7927:6,20 928:5,9,12,13928:14 933:25 936:22940:25 946:4 947:16950:13

union's 688:21 772:16772:19 773:4 788:3814:11 815:9,17

870:11 910:12 977:23unit 732:17 734:12

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627:10 629:6 630:19633:14 653:8 661:5670:24 698:22 724:3763:19 766:10 787:5,9794:23 806:19 814:8814:22 879:1 906:13919:13 927:21 933:9933:12 948:1 954:10955:10 960:2 982:9,21

units 746:18 921:4959:17

Unity 761:18,19,23 762:3762:4,6,11,12,13 763:4763:12,25 764:1,1,4,9917:12 918:1 920:11921:2,10,19,25 922:2922:15 928:21 929:8929:13 934:8,11 ,15,17934:24 935:1

universal 730:3 838:5,7839:12,16,17 946:24950:15

universe 864:13university 626:3 725:17

785:17,19 814:16,17814:17 856:17

unlawful 808:17 974:15unless 635:21 693:21

750:22,23 839:22900:13 971:21

unorganized 924:20946:18

unplugged 672:13unprecedented 940:24

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untransparent 880:5untruth 947:14unused 722:11upcoming 654:6update 770:13upholds 759:12upper 645:19 964:11upset 735:5upshot 743:6upward 675:7Urban 856:17urge 847:4 980:8,16urged 826:13usage 683:12use 639:19 665:24

690:17 713:24 719:7,8719:23 739:8,11 ,14741:3 797:22 804:14828:23 880:15 901:9

950:11 966:15used 640:17 655:10

664:2 667:18 682:23682:25 683:14,16,17683:18,19,20 720:21721:5 723:13,15784:11 794:2,17,19795:15 796:12 799:5804:11,13 812:12952:16 972:19,22

user 875:3uses 828:24using 692:1 713:12

783:7 895:2usually 630:25 643:5

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878:6

VV 795:9 856:1,2 862:9vacancies 631:5 956:24vacancy 631:4vacant 712:4,8,9vague 674:17,18 771:19value 820:4valued 724:17values 886:11Van 664:2 666:23 667:1variance 825:25varied 826:2varies 903:1variety 864:24various 696:7 727:2

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Page 31

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Page 32

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Page 33

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697:7,7,814 624:11 625:21 627:2

630:1 653:20,24 742:6744:5 745:4 746:14,24747:15 750:12 947:21

14,000 925:181440 840:1415 684:1 802:23 917:15

917:1515th 691:2015-minute 712:20150 705:25150,000 923:23 979:2116 731:516th 661:5 691:2016,000 934:2316.4 879:17162 650:25167 656:17,21 657:9,20

663:6,12 667:25703:13

17 661:16 673:1 677:17677:24 690:14 742:6802:23

17th 661:6175 678:16 843:21176 829:21 830:23177 955:5178 955:25 956:1,218 694:5,6,8 726:24,25

783:16 865:11 978:1,118th 676:6 767:2118-19 653:7 672:9 673:2

673:14 674:4,6,14 ,20675:19,22 676:2691:24 767:19,22,24768:8

180 690:15,17 786:15,18786:20,21,22 787:2,7788:10 794:10 800:24

1800 626:231877 936:17189 721:25

19 704:9 830:7 928:11933:24

19th 686:16 688:5767:21

1900's 907:101960's 637:191970 629:4 709:20

710:131971 711:81973 785:181977 785:191981 726:71982 725:20 786:51985 726:81986 907:13 924:11987 652:13 726:12,14

907:251988 906:20 910:5,11,14

911:6 912:10 923:14923:16

1989 640:31990's 731:121991 814:25 914:81992 903:9 904:13,18,23

914:11,131994 856:201995 915:161996 857:19 915:21

916:8,251997 727:17 734:25

903:10,21 917:71998 913:25 950:221999 814:13 892:20

22 627:18 705:24,25 719:2

726:4,7 788:10 794:13829:23,24 863:1,8,12865:25 866:6 883:6

2/2008 684:2120 712:17 844:9,12

897:21 899:9 903:7912:16 917:15 926:12977:24 978:14

20th 686:16,16 688:3,5961:16 965:14

200 879:32000 727:23 917:11

927:4 928:1320005 626:192002 761:212003 749:18 778:3

876:22 896:23 897:25898:5,9,21 899:25900:11 918:15

20036 626:242004 629:12 727:21,23

761:21 844:6,7 878:19879:4 896:19 920:5927:15,20 934:10935:13

2005 727:14,16,18861:11 868:6 906:15926:23 936:10

2005-06 929:22005-2007 866:152006 742:8,10 744:4,22

747:11 749:18 761:11774:12 818:4,9,10,13

818:21 820:12,14843:25 858:20 865:8868:6 876:22 896:19928:10 932:14 936:9936:11

2006-2007 890:52007 653:7,17 655:9,18

658:15 661:6,16 672:9673:14 676:10 677:17677:17,21,24 691:24694:9,25 701:20728:24,25 729:8730:15,24 731:15,22756:5 759:20 766:6767:12,19,24 769:7770:6,9,21 774:13,15774:25 777:7 779:25780:3,18 781:1,12,17781:23 816:1,6 822:2,7823:4,18 824:6 825:5,7830:4 845:6 861:12868:6 879:14 885:7889:19 890:3,13891:10,15,15,20 ,23903:14 930:10 936:12937:2,5,16 950:22951:3,8,12 952:14,22953:3 958:8,11

2008 624:9,11 625:21627:2 629:11,15 630:1653:15,19 664:8,12666:17 678:18 679:18680:5,24 685:6 687:12687:14 689:11,11692:19 722:21 723:1724:2 729:9,12,14732:2 740:2,22 767:12769:18 770:18 786:12790:15 791:14 793:8793:10 816:6 830:20832:11 833:13,21838:6,23 839:9 840:25842:9 843:11,19 844:3845:6 883:4 889:19890:7 891:19,21 892:8937:8,12 947:1 953:13953:17 955:9 958:14958:19,20 959:1 960:7960:11 961:23 966:21969:15 971:18 977:22978:4

2009 960:32013 750:8,9,92014 756:12202 626:25 840:7,9205 859:12206 859:7,10,17209 739:16,19,24 740:121 702:25 840:25 968:10

968:1321st 700:4212 629:8 721:16,24213 629:10 838:13214 629:12 846:12,13,19215 629:13 980:1,4,5

981:18216 629:15 982:13,14,1622 666:13 756:3 775:14

842:9 938:11,14

220 923:2323 775:6,13,17 776:3,15

777:10,14,18,22 781:4960:8

2315 626:424 652:6 740:2,22 938:18

938:19 966:2124th 676:7 693:3 709:15

709:16 740:4 969:5972:7 973:19,24

25 660:18,19,20,22,25661:2 676:10 790:20790:21,24,25 791:3,11791:12,17 800:3905:17 929:20

25,000 923:17 928:325-A 661:12,14 678:625-year 737:925-30 753:5250 727:18 814:14,15

857:20,21 871:24906:17,22 907:12,16907:24 908:5,11,14,17909:22 910:7,22 911:2912:10 913:18 915:13918:20 919:10 921:24923:14,15 925:6,10926:22 927:3,10,11928:2 929:18 956:11

250's 857:2226th 761:3 968:15 969:2268-7537 626:1127 706:12 823:24 831:7

832:7 940:1327th 967:12 968:2,14

969:128 645:2 695:15 832:11

832:13 957:6 962:8,9962:11

2848 875:17,22,24288-3376 624:2329 632:18 633:7 677:20

698:6 724:2 796:2825:5 833:21 924:5941:20,22

295 689:8,92967 841:23

33 624:12 628:2 634:1,2

634:17,24 635:13,17640:15,23 641:5,15642:22 645:8,17,18646:18 649:14,17653:25 658:6,11,13833:23 850:11 859:8,8870:5 888:10 897:11901:12,16,18,19902:12 903:11 948:3964:8,11

3rd 973:163(b) 645:25 964:173,000 928:133:00 812:2030 724:11 830:4 833:17

882:17 883:18 884:17925:10,18

30,000 928:1530-minute 705:7

300 625:2031 678:18 756:12 793:10

861:1231st 742:1932 865:1133 699:1433rd 626:1036 705:137 946:9,1139 645:11,12,13399 727:18 734:25

814:15 925:5,16926:22 927:3,10 928:3956:4,5,11

44 628:9 657:19,25,25

658:8 671:2 677:6706:13 871:13 874:6874:12 895:15,20962:17 967:23 969:16

4-A 874:144/2/00 791:2140 746:21,22 833:1441 701:9415 626:1142 701:25425 626:943 960:12 965:12430 929:20434-B 855:17 936:4,1644 943:5,745 707:7 723:22,23

905:16 911:2345,000 924:9471-6242 626:549 923:2

55 628:12 629:11 645:15

645:16 677:16 702:1850:14,15,21 853:20874:6,13 877:6,7897:20,21 902:14,17917:15 964:8,9,14

5th 677:21 958:195(2)(a) 647:7 965:45(3)(b) 644:20 965:550 812:20 911:23 927:1450-year 737:10501 873:20501(c) 864:8 867:9

868:14 870:9 874:19501(c)'s 861:18,21

873:17501(c)(2) 867:25501(c)(2)'s 866:3501(c)(3) 633:16 635:4

642:18 646:11,21648:5,24 649:5,20655:1 698:24 711:13721:8 723:13 858:12859:18,24 860:6864:18,23 865:15867:25 870:19 873:11874:3 876:17,21 877:1878:16 879:19 892:12900:23 950:5 957:16



Page 34

964:18 966:14501(c)(3)'s 863:21 866:3

866:10 867:8 873:14885:23

501(c)(4) 864:17 873:3892:12

501(c)(4)'s 866:4501(3)(b) 646:23510 626:14512 626:553 670:21,22 969:9,1154 852:1656 646:22,225820 624:24 625:2159 966:19 967:22

66 628:17 629:12 677:5,6

677:15,16 678:1838:23 839:9 850:18878:21,22

6th 699:24 838:25 839:56(a) 633:1760 647:10 965:860,000 928:15600-700 746:17601 624:1361 637:8 967:9626 626:15630 627:6643 627:86434 855:17 940:9651 627:13672 627:15

77 645:4,7 658:15 677:16

677:17 701:6,6 806:7834:22 850:19 854:15938:23 983:6

7th 658:7 692:22,22695:23,25 698:12

7,000 737:17-8 670:23 689:11

969:157:00 983:6,67:10 983:1370 977:1670's 637:24 907:5710 629:4720 627:17721 629:8725 627:20730-7451 626:2574 973:1375 919:2375,000 960:18766 627:22779 627:24785 628:478713-8925 626:5796-7555 626:15799 628:6

88 728:24 755:15,18,19,21

755:23,24 756:2,3,5774:20,21,22 775:3,11

775:23 776:3 780:19781:1 880:7,8 974:1

8th 806:8,9,12 837:7,98,000 977:128:00 661:198:30 625:21 630:1 983:11

983:1280 722:17,18,20 929:1880's 637:24 638:280,000 981:1,10,14800 624:23805 626:18812 628:8,11838 629:11846 629:12856 628:1486 652:1387 909:58717 875:38718 874:25 875:6,10,1288 909:6 910:25 951:7886 628:16

99 666:16,17 679:16,18

682:10 825:7 848:1,1862:11 891:7,8 907:8957:25 958:1

9th 796:4,7 830:6 960:1990's 919:11 948:21

950:2590,000 924:7 928:2906 628:1991 914:991101-3115 626:1494105-2482 626:1095 927:22954 624:1396 723:8,998 950:4980 629:13982 629:1599-A 723:20990 778:20 861:20 881:4

892:16 895:13,23896:6

995 897:4

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