Holden v. Owens-Illinois, Inc. Brief of Respondent in Opposition to Petition for Certiorari

    No. 86-645

In The
Supreme Court of the United States

October Term, 1986
------------- o---------*—
E. MARIE HOLDEN,

Petitioner,
v.

OWENS-ILLINOIS, INC.,
Respondent.

------------- o-------------
On Petition For A Writ Of Certiorari To The 

United States Court Of Appeals For The Sixth Circuit
— — - .....- ......- o — ------------- ------------ ----

BRIEF OF RESPONDENT OWENS-ILLINOIS, INC. 
IN OPPOSITION TO PETITION FOR CERTIORARI

----- --------- o------- ------

*L loyd S u t t e e  
D avid F. G u l d e n s c h u h  

K in g  & S pa ld in g  
2500 Trust Company Tower 
Atlanta, Georgia 30303 
(404) 572-4600

R. J e f f r e y  B ixler , 
O w e n s - I l l in o is , I n c .
One Sea Gate 
Toledo, Ohio 43666

Attorneys for Respondent 
Owens-Illinois, Inc.

November 14, 1986 ^Counsel of Record

COCKLE LAW B R IE F  P R IN T IN G  CO., (800) 225-6964 
o r  c a ll  co llec t (402) 342-2831



1

QUESTIONS PRESENTED

1. Does there exist any inter-circuit conflict with 
respect to the narrow issue raised in this appeal, i.e., 
whether Section 704(a) protects “ opposition” to prac­
tices voluntarily undertaken by Federal contractors pur­
suant to Executive Order No. 11246 and government “ af­
firmative action” regulations promulgated thereunder?

2. Should an employee, claiming discharge for “ op­
position” to practices governed by Executive Order No. 
11246 and government regulations, he “ protected” from 
discharge by Section 704(a) of Title VII?



11

TABLE OF CONTENTS
Page

QUESTIONS PRESENTED .....................................  i
TABLE OF CONTENTS ........................................... n
TABLE OF AUTHORITIES .....................................  iv
STATEMENT OF THE CASE .................................. 2

A. Proceedings Below .............   2
B. Statement of the Facts .................................. 4

REASONS FOR DENYING THE W R IT .................  13
SUMMARY OF ARGUMENT .....   13
ARGUMENT ................................................................  14

I. NO INTER-CIRCUIT CONFLICT EXISTS ... 14
A. The Decision of the Court of Appeals Does 

Not Conflict with Those of Other Circuits
Concerning the Standard for Establishing a 
Section '704(a) Violation ................................ 14

B. The Court of Appeals’ Interpretation of the 
Scope of Section 704(a) In This Case Was Ap­
propriate and Consistent With the Only De­
cisions Involving Similar Subject Matter ... 19

II. THIS CASE DOES NOT PRESENT IMPORT- 
A N T  QUESTIONS CONCERNING THE
SCOPE OF SECTION 704(a) ..........................  21
A. No Issue of National Importance Exists

Which Necessitates Expansion of the Scope 
of Section 704(a) Because Relief is Already 
Provided for Under the Executive Order 
Program ........................................................... 21

B. Expansion of Section 704(a) to Provide “ Ab­
solute Immunity” For Affirmative Action 
Program Fiduciaries Will Itself Adversely 
Effect, Not Enhance, Achievement of Execu­
tive Order No. 11246 Objectives ...................  23



Ill

TABLE OF CONTENTS—Continued
Page

III. THE COURT OF APPEALS’ DECISION IS 
CONSISTENT WITH THIS COURT’S DE­
CISION IN PULLMAN-STANDARD v. SWINT 25

CONCLUSION..............................................................  26
APPENDIX ............................................................ App. 1



IV

Cases

Berg v. La Crosse Cooler Co., 612 F.2d 1041 (7th 
Cir. 1980) ....................................................................  16

Emporium Capwell Co. v. Western Addition Com­
munity Organisation, 420 U.S. 50 (1975) ................  22

Gifford v. Atchison, Topeka and Santa Fe Railway 
Co., 685 F.2d 1149 (9th Cir. 1982) ............................  17

Hicks v. ABT Associates, Inc., 572 F.2d 960 (3d 
Cir. 1978) ....................................................................  21

Eochstadt v. Worcester Foundation for Experi­
mental Biology, 545 F.2d 222 (1st Cir. 1976) ..........  18

Holden v. Commission Against Discrimination of 
the Commonwealth of Massachusetts, 671 F.2d 
30 (1st Cir.), cert, denied 459 U.S. 843 (1982)..........  11

Jones v. Flagship International, 793 F.2d 714 (5th 
Cir. 1986) .................................................................. 19,24

Love v. Re/Max of America, Inc., 738 F.2d 383 
(10th Cir. 1984) ....................................................... 16,17

Monteiro v. Poole Silver Co., 615 F.2d 4 (1st Cir.
1980) ...........................................................................  18

Parker v. Baltimore and Ohio Railroad Co., 652 
F.2d 1012 (D.C.Cir. 1981) .........................................  17

Payne v. McLemore’s Wholesale & Retail Stores,
654 1 ’.2d 1130 (5th Cir. 1981) ...................................  16

Pullman-Standard v. Swint, 456 U.S. 273 (1982) ....... 25
Rosser v. Laborer’s International Union, 616 F.2d 

221 (5th Cir.), cert, denied 449 U.S. 886 (1980) .....20, 24
Rucker v. Higher Educational Aids Board, 669 

F.2d 1179 (7th Cir. 1982) .........................................  16
Sias v. City Demonstration Agency, 588 F.2d 692

(9th Cir! 1978) .................. ...................................... 17, 21

TABLE OF AUTHORITIES
Page



V

Sisco v. J.S. Alberici Construction Co., 655 F.2d
146 (8th Cir. 1981)........................ ............................  16

Smith v. Singer Co., 650 F.2d 214 (9th Cir. 1981).......16,19,
21, 24

United Steelworkers of America v. Weber, 443 U.S.
193 (1979) .....................................................-............4,17

Texas Department of Community Affairs v. Bun­
dine, 450 U.S. 248 (1981) ...... '...................................  18

United States Postal Service Board of Governors 
v. .likens. 460 U.S. 711 (1983)...................................  18

Whatley v. Metropolitan Atlanta Rapid Transit 
Authority, 632 F.2d 1325 (5th Cir. 1980)................. 19, 20

Wrighten v. Metropolitan Hospitals, Inc., 726 F.2d 
1346 (9th Cir. 1984) .................................................. 21

S tatutes

Civil Rights Act of 1964, as amended,
42 U.S.C. § 2000e

Section 703(a), 42 U.S.C. § 2000e-2(a) .................  2
Section 703(j), 42 U.S.C. § 2000e-2(j) ...................  17
Section 704(a), 42 U.S.C. § 2000e-3(a) ..........  passim
Section 706(g), 42 U.S.C. § 2000e-5(g) .................  2

42 U.S.C. § 1981 ...... ......................................................  21
National Labor Relations Act, Section 8(a)(4),

29 U.S.C. § 158(a)(4) ................................................  22
Fair Labor Standards Act, Section 15(a)(3),

29 U.S.C. §215 (a) (3) ................................................  22
Occupational Safety and Health Act,

Section 11, 29 U.S.C. § 660 ....................................... 22

TABLE OF AUTHORITIES—Continued
Page



V I

TABLE OF AUTHORITIES—Continued
Page

R egula tio n s

Executive Order No. 11246 .................................... passim
41 C.F.R. Part 60-1................................................  passim

§60-1.32 ..................................................................  21
41 C.F.R. Part 60-2 (“ Revised Order No. 4” ) ........ passim

§60-2.11 .............................................................6,17,23
§60-2.12 ......................................................... 6,7,17,23
§ 60-2.30 .................................................................. 7,17

41 C.F.R. Part 60-30 ....................................................18, 23
41 C.F.R. § 60-60.2a.......................................................  9

R u les

Rule 52(a), Fed. R. Civ. P ............................................. 25



No. 86-645
-  -------- o------------- -

In The
Supreme Court of the United States

October Term, 1986
-------- ------ o---- ——-—-
E. MARIE HOLDEN,

Petitioner,
v.

OWENS-ILLINOIS, INC.,
Respondent.

------------- o-------——
On Petition For A Writ Of Certiorari To The

United States Court Of Appeals For The Sixth Gircuit
----- --------o-------------

BRIEF OF RESPONDENT OWENS-ILLINOIS, INC.
IN OPPOSITION TO PETITION FOR CERTIORARI

—---- ------o-------------

Respondent, Owens-Illinois, Inc. (“ Owens” ),* prays 
that the Writ of Certiorari sought by petitioner, E. Marie 
Holden (“ Ms. Holden” ), be denied because the Sixth Cir­
cuit correctly held as a matter of law that Owens dis­
charged petitioner for statutorily “ unprotected” activity.

-------------------------------------o — —  ----------- —

* Owens-Illinois, Inc. has listed in the Appendix hereto its 
subsidiaries, other than wholly-owned subsidiaries, and affili­
ates, as required by this Court's Rule 28.1.

1



2

STATEMENT OF THE CASE 

A. Proceedings Below
This case involves, for purposes of the instant re­

view, a single issue: whether petitioner was discharged be­
cause she opposed practices by her employer made unlaw­
ful by Title VII. Section 704(a) of Title YII of the Civil 
Rights Act of 1964, as amended, 42 U.S.C. '§2000e-3(a) 
(“ opposition clause” ).1

In its decision on liability entered July 25, 1984, the 
district court made no specific findings either identifying 
any Owens’ practices (actual or perceived) which were 
made unlawful by Title VII that were opposed by peti­
tioner or connecting causally her discharge and any pro­
tected opposition activity. On the other hand, the district 
court did make specific findings as to petitioner’s unsat­
isfactory behavior: “ her zeal to do the work she was em­
ployed to do tended to make [her] more rigid and unyield­
ing in her demands than she perhaps should have been” 
(Petitioner’s Appendix—Pet. App. 26a-27a) ; “ with more

1 This statute reads in relevant part:
"It shall be an unlawful employment practice for an em­
ployer to discriminate against any of his employees . . . 
because he has opposed any practice made an unlawful 
employment practice by this title" (Emphasis added).

Employer unlawful employment practices are specified in 42 
U.S.C. §20Q0e-2(a); and, if a court finds an employer has in­
tentionally engaged in such unlawful practices because of race, 
color, religion, sex, or national origin, but not for any reason 
other than Title VII prohibited discrimination, the court may 
grant equitable relief. 42 U.S.C. § 2000e-5(g).

The "remedy phase" decisions of the district court, in­
cluded at Pet. App. 20a-53a, were not considered by the court 
of appeals (see Pet. App. at 5a) and, therefore, should not be 
reviewed by this court.



3
zeal than good judgment, [she] moved aggressively to get 
action” (Pet. App. 32a); against supervisory instructions, 
she cancelled a scheduled plant management-community 
leaders meeting and failed to return home in time to 
confer with her supervisor before he went out of town 
(Pet. App. 30a); and she sought an immediate meeting 
in his absence with her supervisor’s superiors to clarify 
the Company’s “ commitment” to affirmative action (Id.). 
Finally, notwithstanding the finding that petitioner’s dif­
ficulties arose almost exclusively from the trip to Shreve­
port “ to set up an affirmative action program” (Pet. 
App. 28a), the district court made several conclusory 
findings as to its opinion of certain Owens’ practices 
which were not the subject of any opposition by peti­
tioner, and which were not supported by any evidence 
of record (Pet. App. 31a-32a).

On appeal, Owens made essentially two arguments: 
first, the district court failed to make any specific findings 
to support its conclusion that petitioner had been dis­
charged for opposing any Owens practices “ made unlaw­
ful by [Title VII] ” ; and, even if petitioner was terminated 
because she aggressively and zealously sought to imple­
ment an affirmative action program which would comply 
with Executive Order No. 11246, her actions did not con­
stitute “protected conduct.”

Confronted with no specific findings of fact on the 
critical Section 704(a) “ opposition” elements, the court of 
appeals examined the transcript, the record, and the dis­
trict court opinion in search of a factual basis on which 
the district court might have decided petitioner’s Section 
704(a) claim, i.e., some opposition by petitioner to specific 
practices of Owens made unlawful by Title VII (Pet. App. 
6a-7a). The appellate court, by reference to the district 
court opinion itself, concluded:



4
“The district court held that Owens discharged plain­
tiff because she aggressively sought to do her job and 
that the discharge violated 42 TJ.S.C. § 2000e-3(a), 
the ‘opposition clause’. . . .  We hold that plaintiff’s 
attempts to implement affirmative action plans which 
would comply with Executive Order No. 11246 do 
not qualify as protected activity under the opposi­
tion clause.”

Pet. App. at 2a; see also id. at 8a. The basis of the court 
of appeals decision was that any alleged failure by Owens 
to implement its affirmative action plans did not and 
could not violate Title VII, a principle which this Court 
clearly articulated in United Steelworkers of America v. 
Weber, 443 U.S. 193, 204-08 (1979). Petitioner, as a mat­
ter of law, simply never engaged in opposition to conduct 
made unlawful by Title VII.

In addition to holding that the subject matter of 
petitioner’s opposition was unprotected by Section 704(a), 

the court of appeals also held as a matter of law that, on 
the findings made by the district court and the record 
considered as a whole, petitioner “never proved, by a 
preponderance of the evidence, that the legitimate rea­
sons that Owens offered for her termination were but a 
pretext for retaliation” (Pet. App. 17a). Accordingly, 
the Sixth Circuit reversed the district court’s decision 
and remanded the case with instructions that petitioner’s 
complaint be dismissed (Pet. App. 2a, 19a).

It is this decision of the court of appeals which pe­
titioner, opposed by Owens, asks this Court to review on 
writ of certiorari.

B. Statement of the Facts
Ms. Holden was employed by Owens to be its Manager- 

Equal Opportunity Affirmative Action Programs (De-



5

fendant’s Trial Exhibit—Def. Ex. 0), a position she knew 
from her pre-employment interview was responsible solely 
for development and implementation of Executive Order 
No. 11246 affirmative action plans (“ AAPs” ) which 
would comply with Revised Order No. 4, the regulation 
issued by the Federal contract compliance agency gov­
erning the form and contents of such AAPs (Trial Tran­
script—Tr. 73-74). Her direct supervisor, Mr. Anthony,2 
had advised her during her interview that he wanted an 
experienced person who was fully qualified to develop 
AAPs in compliance with the Executive Order program, 
not a “ trainee” (Tr. 75-76, 588-89). Ms. Holden assured 
Mr. Anthony that she was familiar with the Executive 
Order and regulations and knew what she was doing 
(Tr. 75-76), even though she had intentionally misrep­
resented her experience and had falsified her employment 
history.3

Mr. Anthony was Manager, Equal Opportunity. He super­
vised Ms. Holden and another employee in a parallel position 
whose responsibilities were exclusively confined to the han­
dling of EEO discrimination charges and complaints (Def. Ex. O; 
Tr. 86-87, 628-29). Mr. Anthony reported to Mr. Chadwell, a 
black male who was director of the department (Def. Ex. O; 
Tr. 585-86).
3 Owens was approached by an employment agency on pe­
titioner's behalf (Def. Ex. J) and interviewed her after she had 
completed a pre-employment application form (Def. Ex. M). 
She misrepresented her experience to Owens as having in­
cluded Revised Order No. 4 AAP work. The amendments to 
Revised Order No. 4 initially requiring "utilization analyses" 
and "goals and timetables" were promulgated in 1972. See 
41 C.F.R. § 60-2.32. From 1970 to 1973 Ms. Holden was 
a public information officer for the Massachusetts Commission 
Against Discrimination (MCAD), about which employment she 
never informed Owens and from which organization she was 
discharged, see n. 9, infra; was then unemployed for about a

(Continued on following page)



6

In order to understand the job Ms. Holden was em­
ployed to perform, this Court must focus on the require­
ments of an Executive Order No. 11246 affirmative action 
plan. For non-construction contractors, these require­
ments are established in Executive Order No. 11246, 
particularly Section 202(a), in 41 C.F.E. Part 60-1, and in 
41 C.F.E. Part 60-2 (“ Revised Order No. 4” ), particularly 
the requirements for development of the technically com­
plex “ work force analyses,” “ job groupings,” “ utiliza­
tion analyses,” and “ goals and timetables” specified in 
41 C.F.R. §§ 60-2.11 and 60.2.12.4 These are the essential

(Continued from previous page)
year; and later worked during 1974-75 as a community affairs 
consultant for Supermarkets, Inc. (Tr. 16-20, 66-67, 71). She 
admitted that Supermarkets was not a Federal contractor and 
that she had never developed a Revised Order No. 4 AAR 
(Tr. 241-42). Notwithstanding the district court's “findings" to the 
contrary (Pet. App. 24a-25a), Ms. Holden was not qualified to 
perform the job for which Owens hired her, although the court 
of appeals did not address this question.
4 In 41 C.F.R. §60-2.11 (a), the contractor is required to 
prepare a "work force analysis," i.e., distribution by race and 
sex of employees by job classification; next, it is required to 
categorize into “job groups" those classifications “having sim­
ilar content, wage rates and opportunities," 41 C.F.R. § 60-2,11 
(b); then it is required to perform eight factor analysis statis­
tical comparisons between minority and female composition 
in the particular job groups with relevant internal or external 
(e.g., U.S. Census and other information) “availability" data to 
determine whether the business unit's work force either over­
utilizes or underutilizes minorities or women, 41 C.F.R. § 60- 
2.11(b)(1) (minority utilization factors) and 60-2.11 (b)(2) (female 
utilization factors). After compiling this information, the con­
tractor is then required to adopt voluntary “goals and time­
tables" to correct its minority and female utilization deficiencies. 
It is important to note that the OFCCP regulations provide:

'T l]n  establishing the size of its goals and the length of its
timetables, the contractor should consider the results which

(Continued on following page)



7
elements of an AAP without which a contractor is pre­
sumed by the U.S. Department of Labor, Office of Fed­
eral Contract Compliance Programs (“ OFCCP” ) to be 
in noncompliance status. See 41 C.F.R. §60-1.40(a) and 
(b). The additional requirements of an AAP are set 
forth in 41 C.F.R. § 60-2.13.5

Prior to Ms. Holden’s arrival in November of 1975, 
Owens had developed its own Procedure Manual describ­
ing in detail the content and format for its AAPs (Tr. 593 
and Def. Ex. Y). Owens also had already developed and 
annually “ critiqued” or updated AAPs for its headquar­
ters and its over 100 field units. (Tr. 591-93).6 The “ cor­
porate headquarters AAP”, moreover, had previously 
been determined by the responsible Federal enforce­
ment agency to comply with the requirements of Re­
vised Order No. 4 (Tr. 592; see also Plaintiff’s Trial Ex-

(Continued from previous page)
would reasonably be expected from its putting forth every 
good faith effort to make its overall affirmative action pro­
gram work."

41 C.F.R. § 60-2.12(a); see a Iso §§ 60-2.12(c) ("goals should be 
significant, measurable, and attainable"), 60-2.12(e) ("may not be 
rigid and inflexible quotas . . ., [rather] targets reasonably 
attainable . . ."), 60-2.12(f) (work force expansion, contraction, 
and turnover are to be considered), and 60-2.30 (goals are not 
to he used to "reverse discriminate").

Although the district court took judicial notice of the 
Executive Order and OFCCP regulations (Tr. 21), the decision on 
liability completely ignored the Order and regulations, as well 
as the existence of any distinction between Title VII discrim­
ination and voluntary Federal contractor affirmative action ob­
ligations.
6 See 41 C.F.R. §§ 60-1.40(c) and 60-2.14. During a com­
pliance review, the government regularly reviews the immedi­
ate past year's AAP against the current AAP to ascertain what 
utilization improvements were possible and were achieved. 
41 C.F.R. §§ 60-1.20(a), 60-2.10, 60-2.12(a), 60-2.14 (Tr. 591-92; 
Def. Ex. AR through AZ).



8
Mbit—PL Ex. 2); and, though subsequent to her discharge 
and due in no part to her efforts, the Shreveport plant 
AAP was also found by the government to be in compli­
ance (Tr. 592; see Def. Ex. AY).

During her brief tenure, Ms. Holden was given only 
three specific work assignments: critiques7 of the existing 
Bridgeton and Waco plant AAPs for compliance with Re­
vised Order No. 4 (Tr. 593-95, 606) and development “from 
scratch” of an AAP for the Shreveport plant (Tr. 596). 
The latter assignment was required because, as a new plant 
(Tr. 496, 498), Shreveport did not have an AAP yet; and, 
under the applicable regulations, 41 C.P.R. § 60-1.40(c), 
one had to be developed within 120 days after startup.

Ms. Holden was unable to critique either the Bridge- 
ton or Waco AAPs (Tr. 595-96, 606). More importantly, 
though, the manner in which she undertook development 
of the Shreveport plant AAP, i.e., in an adversarial fash­
ion, acting like a “ Federal compliance agent,” rather than 
as a technical advisor to plant management, was what 
caused the difficulties between Ms. Holden and Owens 
(Tr. 432-33, 481, 490-91, 510-11, 599, 601-02).

All of Ms. Holden’s problems at Shreveport involved 
differences of opinion about what information she needed 
and how fast the plant personnel should supply it so she 
could prepare the AAP. On her first day at the Shreve­
port plant, Ms. Holden had a plant tour, met the plant 
manager, went to lunch with a friend from another com­
pany, and spent the afternoon at the state employment 
service getting area labor force statistical data (Tr. 152-54,

7 Mr. Anthony described a "critique" as a section-by-section 
analysis of an existing AAP to determine whether its form and 
content met the requirements of Revised Order No. 4 (Tr. 595).



9

157-58, 292-93). The next two days she spent -working 
at the plant, analyzing documents and other information 
on workforce composition and other employment related 
information supplied by the plant (Tr. 305-07). Ms. Hol­
den thought she had not been given certain employee salary 
information, but the evidence and plant representatives’ 
testimony reflect otherwise (Tr. 308-09, 424-26, 491-92; 
PL Ex. 13). Some of the information demanded by peti­
tioner (see Def. Ex. S) could not be immediately or easily 
developed, the plant personnel director and his secretary 
explained (Tr. 424, 477-98). To assist Ms. Holden in the 
information compilation task, however, the plant hired and 
assigned to her a temporary employee (Tr. 431-33).

Ms. Holden called Mr. Anthony to say that the plant 
was not cooperating with her in terms of producing im­
mediately some of the information she said she needed 
(Tr. 509-510, 599-600). Mr. Anthony advised her:

“ Well, that data could be sent to you after you get 
back. You know you don’t have to insist on having 
it prepared right then and there . . . .  [JJust inform 
them what you want and then they would send it in 
[to Toledo].”

(Id.)* When petitioner’s continuing demands created a 
stalemate, she was asked to return to Toledo (Tr. 510-11, 
601-02).

After he informed her to return to Toledo, Mr. An­
thony gave Ms. Holden two specific instructions: (1) pro-

Even government compliance officers do not demand in­
stant production of information. See, e.g., OFCCP Revised Or­
der No. 14, 41 C.F.R. § 60-60.2(a) (30-day return deadline).



10

ceed to meet, as scheduled, that afternoon with the per­
sonnel director and various community leaders (Tr. 171- 
73, 603); and (2) return to Toledo the next day in time 
to meet with him because he would be out of town on the 
following two days (Tr. 173, 603-04). Ms. Holden did 
neither. She immediately cancelled the scheduled meeting 
with community leaders. Moreover, she intentionally de­
layed returning to Toledo until Mr. Anthony had left town 
(Tr. 172-76, 603). And, after she returned, petitioner 
wrote a memorandum to Mr. Anthony’s superiors request­
ing in his absence an immediate meeting to clarify the Com­
pany’s “ EEO policy/affirmative action commitments” and 
to discuss her “ Shreveport plant visitation” (Def. Ex. U).

When Ms. Holden’s supervisor returned to Toledo, he 
chastised her for intentionally disregarding his instruc­
tions and for attempting to embarrass him in his absence 
by writing her memorandum to his superiors (Tr. 605-06). 
He advised her that he had serious doubts about her com­
petence and gave her the Waco AAP to critique by the end 
of that workday (Id.). Ms. Holden, however, left the office 
soon thereafter and did not return (Tr. 341). She never 
completed the Waco AAP assignment and she failed to 
report for work the next day.

Her supervisor made several unsuccessful attempts 
to contact her by telephone at home the next day (Tr 606). 
He then prepared a meorandum to her specifying his con­
cerns and promising to take appropriate action upon her 
return (Id. ; Def. Ex. U). When he learned while at lunch



11

with his supervisor of Ms. Holden’s earlier mistreatment 
of a black staff secretary,9 Mr. Anthony decided simply to 
terminate her {Id.; see also Tr. 562). He wrote Ms. Hol­
den’s dismissal notice upon return from lunch and mailed 
it to her that day (Tr. 606-07; Def. Ex. V).

In her pretrial statements and testimony, Ms. Holden 
predicated her claim, not on Owens’ allegedly discrimina­
tory treatment of her personally or any other specific in­
dividual, but rather on what she perceived to be a lack 
of commitment by Owens as to its affirmative action obli­
gations. Contrary to her pre- and post-employment in­
structions, Ms. Holden admitted that she intended to act 
like a “ compliance officer,” rather than someone whose 
job it was to assist managers to develop and update their 
AAPs to comply with Revised Order No. 4 and the Com­
pany’s AAP Procedure Manual (Tr. 278-79).

Ms. Holden was discharged because of her disagree­
ments with Owens as to how the Company’s AAPs should 
be developed and implemented, as well as the adversarial 
manner in which she had gone about her affirmative action

The district court, Owens argued on appeal, improperly 
excluded the evidence on the secretary incident and refused to 
consider any evidence concerning the reasons for Ms. Holden's 
termination by MCAD, both indications Owens contended of 
petitioner's reluctance to accept supervisory direction and 
tendency to abuse staff personnel (Tr. 341-88, 574-80; deposition 
of Sharon Savage and Def. Ex. D, E, and I as Offer of Proof). 
See also Holden v. Commission Against Discrimination of the 
Commonwealth of Massachusetts, 671 F.2d 30 (1st Cir.), cert. 
denied 459 U.S. 843 (1982), affirming the district court decision 
sustaining her MCAD discharge for, among other things, be- 
haviorial characteristics similar to those she exhibited while em­
ployed by Owens. The court of appeals never addressed this 
evidentiary issue.



12

manager’s job (Tr. 601-06; Def. Ex. IT and V). The dis­
trict court clearly so found, i.e., she went to Shreveport 
“ to set up an affirmative action program” (Pet. App. 
28a) and her aggressive and overzealous behavior was ad­
dressed exclusively to that objective (Pet. App. 28a-32a).

Notwithstanding its specific findings that petitioner ’s 
“ opposition” and related behavior was solely addressed 
to affirmative action subject matter, the district court also 
made several conclusory findings which were neither the 
subject of any specific opposition by petitioner, nor sup­
ported by any evidence in the record:

“ . . . [Owens’] employment practices were in many 
respects discriminatory, especially as to race, but also 
as to gender. It had been following the common prac­
tice of window dressing by token employment of mi­
nority individuals, rather than seriously trying to 
change its methods and to remedy the results of its 
past discriminatory actions. ’ ’

(Pet. App. 31a-32a). Aside from the workforce composi­
tion of petitioner’s own department (75% black) and evi­
dence contained in the two AAPs—“ corporate headquar­
ters” and Shreveport plant, both of which were found to 
be in compliance with Executive Order No. 11246—the rec­
ord contained no evidence on the basis of which the dis­
trict court could make such conclusory findings. But, most 
important, the foregoing observations were those of the 
district court, not petitioner; and those “ findings” were 
not subject matter about which she raised any specific 
opposition, nor were they the “ opposition” activity causal­
ly connected with her discharge.

The record and district court findings simply show no 
opposition on petitioner’s part to any practices by Owens



13

which either were or even arguably could have been per­
ceived to be Title VII violations (Pet. App. 24a, 28a-32a). 
Hence, the court of appeals was correct as a matter of law 
in its conclusion, on the record and findings of fact, that 
petitioner had engaged in no Section 704(a) protected 
opposition and that she had failed to prove that her termi­
nation was a pretext for retaliation (Pet. App. 2a, 8a, 16a- 
17a).

------------- o------------- -

REASONS FOR DENYING THE WRIT 
SUMMARY OF ARGUMENT

The Sixth Circuit held that the district court failed to 
make any specific findings with respect to what practices 
Owens had engaged in, and that Petitioner had opposed, 
which were unlawful under Title VII. It could locate no 
evidence in the record from which the district court could 
have made any such findings. Therefore, it held that Ms. 
Holden’s “ opposition” related to subject matter, i.e., the 
company’s lack of commitment to affirmative action under 
Executive Order No. 11246 and applicable regulations and 
her desire to act as a “ compliance officer,” which was un­
protected by Section 704(a) of Title VII.

This appellate court decision is not in conflict or in­
consistent with any of the authorities upon which petitioner 
relies. In fact, it is completely consistent with decisions of 
the Fifth and Ninth Circuits involving EEO specialists 
whose opposition activities “ disabled” them from per­
forming the jobs for which they had been hired.

Likewise, this case raises no issue of national im­
portance which would justify judicial expansion of the



14

scope of Section 704(a); and, contrary to petitioner’s as­
sertion, to protect activities such as Ms. Holden’s would 
adversely effect, not enhance, OFCCP’s accomplishment of 
Executive Order No. 11246’s legitimate objectives by in­
hibiting the ability of employers to establish voluntary 
AAPs in the manner they, not their EEO specialists, de­
termine to be appropriate.

Finally, the court of appeals made no de novo find­
ings of fact. It decided this case as a matter of law 
either on the findings made by the district court or, where 
such were lacking, on the record which permitted only 
one resolution of the factual issue.

-------------- 0---------------

ARGUMENT

I.
NO INTER-CIRCUIT CONFLICT EXISTS

A. The Decision of the Court of Appeals Does 
Not Conflict with Those of Other Circuits 
Concerning the Standard for Establishing a 
Section 704(a) Violation

Petitioner mistakenly argues (Petition—Pet. at 22) 
that the Sixth Circuit held that, in order to prevail in a Sec­
tion 704(a) action, she had to prove an actual violation 
of Title VII, rather than a “reasonable belief” that some 
particular employer practice was unlawful under Title 
VII. That is not what the court of appeals held at all. 
Rather, the Sixth Circuit held:

“Since Title VII does not require the adoption of
affirmative action programs, to the extent that [pe-



15

titioner] sought to implement an affirmative action 
plan which would comply with Executive Order No. 
11,246, [she] was not opposing a practice that vio­
lated Title VII. Consequently, the District Court 
erred in treating [petitioner’s] attempts to implement 
an affirmative action program which would comply 
with Executive Order No. 11,246 as protected conduct 
under the ‘opposition clause’.”

(Pet. App. 8a; see also Pet. App. 2a and 17a).

None of the decisions relied upon by petitioner are 
in conflict with the Court of Appeals’ decision in this case. 
The Sixth Circuit simply held that a perceived violation 
of Title VII under an undisputed set of facts is protected 
by Section 704(a) only if those facts, if true, establish 
a Title VII violation. In this case, even if the conduct 
which petitioner “opposed” was true, that is, that Owens 
was not satisfying its affirmative action commitments, 
such conduct did not constitute a violation of Title VII. 
Petitioner could not, therefore, as a matter of law, estab­
lish opposition to conduct perceived to be a violation of 
Title VII.

Regardless of how particular appellate courts have 
phrased the “reasonable belief” standard, the same three 
elements are required to establish a prima facie case:

1. “opposition” to some specific conduct or practice 
of the employer which is a violation of Title VII, 
i.e., discriminatory on the basis of race, color, 
religion, sex, or national origin;

2. adverse action against the employee; and
3. a “causal connection” or “linkage” between the 

protected “opposition” and the adverse personnel 
action.



16

See, e.g., Payne v. McLemore’s Wholesale & Retail 
Stores, 654 F.2d 1130, 1136 (5th Cir. 1981) and Love v. 
Re/Max of America, Inc., 738 F.2d 383, 385 (10th Cir. 
1984). The district court acknowledged this standard 
(Pet. App. at 36a-37a), hut then failed to render any 
findings with respect to what specific Title YII “pro­
tected” opposition was causally connected with petition­
er’s discharge.

In addition, however, petitioner’s case differs sub­
stantially from all of the authorities she cited for at least 
three reasons.

First, her job circumstances differed substantially 
from those of the employees involved in the decisions on 
which she relies. Ms. Holden was employed as a technical 
adviser to Owens’ management, responsible for making 
sure its AAPs complied particularly as to format and con­
tent with the requirements of Revised Order No. 4. Com­
pare Smith v. Singer Co., 650 F.2d 214, 217 (9th Cir. 1981), 
with authorities relied upon by petitioner, none of which in­
volved an EEO specialist.10 See Argument, infra, 19, 23-24.

10 Payne v. McLemore's Wholesale & Retail Stores, supra 
(laid off employee picketing, among others, his employer for 
failure to hire blacks in supervisory and white collar jobs); 
Berg v. La Crosse Cooler Co., 612 F.2d 1041 (7th Cir. 1980) 
(personnel department clerk who differed politely with 
Personnel Director over Company's maternity benefit poli­
cy); Rucker v. Higher Educational Aids Board, 669 F.2d 1179 (7th 
Cir. 1982) (black supervisor who refused to "set up" white fe­
male for discharge and informed his black superior that he 
agreed with woman's sexual harassment and other discrimina­
tion claims); Sisco v. I.S. Alberici Construction Co., 655 F.2d 146 
(8th Cir. 1981) (white construction worker and union shop 
steward who claimed "reverse discrimination" in his layoff se-

(Continued on following page)



17

Second, Ms. Holden’s “ opposition” was to tlie Com­
pany’s “ commitment” to affirmative action. As this Court 
clearly held in United Steelworkers of America v. Weber, 
443 U.S. 193, 204-08 (1979), development of voluntary af­
firmative action programs is permitted, but not required, 
by Title VII when Section 703(j) of that Act is taken into 
consideration. Furthermore, Revised Order No. 4 itself 
speaks not of illegality, but of “ good faith effort” to im­
prove the utilization of minorities and women, through the 
use of realistic and voluntary goals and timetables. 41 
C.F.R. 60-2.11 and 60-2.12. Finally, Revised Order No. 4 
admonishes all Federal contractors that:

“ The purpose of a contractor’s establishment and use 
of goals is to insure that it meets its affirmative action 
obligation. It is not intended and should not be used to 
discriminate against any applicant or employee because 
of race, color, religion, sex, or national origin.”

41 C.F.R. § 60-2.30. “Opposition” to how a company seeks 
to develop its AAPs or achieve its affirmative action goals 
is simply not protected subject matter because non-compli­
ance with Revised Order No. 4, which is enforced through

(Continued from previous page)
lection under AAP); S/'as v. City Demonstration Agency, 588 F.2d 
692 (9th Cir. 1978) (member of city agency seeking Mexican- 
American applicants who complained to Federal compli­
ance agency about discriminatory hiring practices); Gifford 
v. Atchison, Topeka & Santa Fe Railroad Co., 685 F.2d 1149 (9th 
Cir. 1982) ("relief" clerk who claimed discriminatory effect re­
sulted from labor agreement expansion of geographic work 
area); Love v. Re/Max of America, Inc., supra (female executive 
who complained about pay discrimination against her); and 
Parker v. Baltimore and Ohio Railroad Co., 652 F.2d 1012 
(D.C. Cir. 1981) (white male employee complaining about re­
verse discrimination precluding his employment opportunities 
in favor of black beneficiaries of an AAP).



18

an entirely different legal framework, see 41 C.F.R, §§ 60- 
1.26, 60-1.28, and 41 C.F.R. Part 60-30, is not synonomous 
with discrimination “ made unlawful by this subchapter 
[Title V II].” 42 U.S.C. § 2Q00e-3(a).

Third, Section 704(a) protects expression of opinion, 
not conduct. The manner in which Ms. Holden conducted 
herself was the ultimate, uncontradicted cause of her dis­
charge. Her refusal to accept directions and adversarial 
approach to everything connected with her brief Owens’ 
employment compares to that found unprotected in Hoch- 
stadt v. Worchester Foundation for Experimental Biology, 
545 F.2d 222, 231 (1st Cir. 1976); see also Monteiro v. Poole 
Silver Co., 615 F.2d 4, 7-8 (1st Cir. 1980) (opposition raised 
as a “ smokescreen” for disregard of supervisory instruc­
tion is not activity protected by Section 704(a)).

Ms. Holden’s evidence and the district court’s findings 
were missing two essential elements of a prima facie Sec­
tion 704(a) “ opposition clause” case: opposition to pro­
tected subject matter and any causal connection between 
such protected opposition and her discharge. In addition, 
the court of appeals accepted the district court’s findings 
of fact as to petitioner’s “ rigid and unyielding demands” 
and the district court’s implicit acknowledgement that she 
had “engaged in numerous instances of unsatisfactory be­
havior,” quoting from its findings on the post-Shreveport 
visit activities (Pet. App. 16a-17a). Where the facts justi­
fied Owens ’ termination of Ms. Holden if the subject mat­
ter of her opposition was unprotected, then she could not 
as a matter of law prove that such legitimate reasons for 
discharging her were a pretext for unlawful retaliation 
(Id.). Texas Department of Community Affairs v. Burdine, 
450 U.S. 248 (1981) and United States Postal Service



19

Board of Governors v. Aikens, 460 U.S. 711 (1983). The 
conclusion reached by the court of appeals was correct, 
therefore, where its differences of opinion with the district 
court were as a matter of law, not fact.

B. The Court of Appeals’ Interpretation of the 
Scope of Section 704(a) In This Case Was 
Appropriate and Consistent With the Only 
Decisions Involving Similar Subject Matter

The court of appeals, in deciding the instant case, 
analogized it properly to the only appellate court decisions 
involving similar subject matter. Smith v. Singer Go., 
supra; Whatley v. Metropolitan Atlanta Rapid Transit 
Authority, 632 F.2d 1325 (5th Cir. 1980); see also Jones v. 
Flagship International, 793 F.2d 714 (5th Cir. 1986). These 
cases hold that Section 704(a) grants equal opportunity of­
ficers or affirmative action specialists no special brand of 
protection. In fact, the Sixth Circuit noted that individuals 
in such jobs are distinguishable from other employees:

“ The position was unique in that it required the oc­
cupant to act on behalf of his employer in an area 
where normally action against the employer and on be­
half of the employees is protected activity.”

Pet. App. at 14a, quoting Singer, supra, at 217.

Owens, like Flagship International, was entitled to re­
quire a “ commitment” from Ms. Holden to its affirmative 
action program interests, not her own. As the Fifth Circuit 
held in Flagship:



20

“ [I] t was her position, as a representative of the com­
pany in EEO matters, not her methods, which created 
the conflict of interest.”

*  *  #  .

“ [S]ome conduct, even if sincere opposition to em­
ployment practices under Title VII, may be so disrup­
tive or inappropriate as to fall outside the protection 
of § 704(a).”

793 F.2d at 725 n. 12 and 728. Cf. Rosser v. Laborers’ In­
ternational Union, 616 F.2d 221, 223 (5th Cir.) cert, denied 
449 U.S. 886 (1980) (employee’s “conduct . . .  so interferes 
with the performance of his job that it renders him ineffec­
tive in the job for which he was employed” ).

Ms. Jones’ opposition in Flagship was to Title VII 
subject matter; yet, because of her position with the com­
pany, it was unprotected by Section 704(a). In Ms. Hol­
den’s case her opposition was not even to Title VII subject 
matter, all the more reason why, in light of her AAP man­
ager position, it should be held “ unprotected” by Section 
704(a). The Sixth Circuit, therefore, in reliance on Singer 
and Whatley, and based on the district court’s own find­
ings, properly concluded that petitioner’s deviation from 
her unique fiduciary duty in favor of assuming a self-pro- 
claimed compliance officer role “ disabled” her from per­
forming the job for which she had been employed. Such 
interpretation of Section 704(a), given the unique facts of 
this case, was consistent with applicable precedent and al­
together appropriate.



21

II.

THIS CASE DOES NOT PRESENT IMPORTANT 
QUESTIONS CONCERNING THE SCOPE 

OF SECTION 704(a)
A. No Issue of National Importance Exists 

Which Necessitates Expansion of the Scope 
of Section 704(a) Because Relief is Already 
Provided for Under the Executive Order 
Program

While petitioner would like this Court to review her 
case, it involves no issue of national importance because of 
its unique facts. The authorities relied upon by Ms. Holden 
in Part II-A of her petition (Pet. at 31-36) do not justify 
issuance by this Court of a writ.11

When Congress enacted Title VII, it provided an anti- 
retaliation provision in Section 704(a) similar to provisions

Petitioner cites (Pet. 29-30) four cases for the proposition 
that Section 704(a) should encompass opposition such as Ms. 
Holden's. Smith v. Singer Co., supra; Wrighten v. Metropolitan 
Hospitals, Inc., 726 F.2d 1346 (9th Cir. 1984); Hicks v. ABT 
Assoc., Inc., 572 F.2d 960 (3d Cir. 1978); and Sias v. City Dem­
onstration Agency, supra. None are apposite. Wrighten, Hicks, 
and Sias all involve employees, other than EEO specialists, com­
plaints concerning specific employer practices claimed to vio­
late Title VII. In Wrighten, hospital employment practices, i.e., 
staffing, were the Title VII subject matter to which complainant 
attributed the inadequate black patient care. Singer is discussed, 
supra. Petitioner's reliance (Pet. 30 and n. 23) on appellate 
court recognition of Section 704(a) protection of opposition in 
the parallel 42 U.S.C. § 1981 context is simply inapplicable. 
Non-compliance with voluntary affirmative action obligations is 
not synonomous with or analogous to discrimination prohibited 
by Title VII.



22

included in other employment laws.12 This Court, however, 
has cautioned against attempts to use activity “ protected” 
in one statutory context to accomplish objectives “ unpro­
tected” in another. Emporium Capwell Co. v. Western Ad­
dition Community Organization, 420 U.S. 50, 70-73 (1975). 
Section 704(a) of Title VII should not be expanded to pro­
tect opposition to a company’s commitment to affirmative 
action.

It is, furthermore, unnecessary for this Court to ex­
pand judicially the scope of Section 704(a) beyond “opposi­
tion” to practices which are made violative of Title VII be­
cause the Executive Order Program provides its own anti­
retaliation protection. Specifically, 41 C.F.R. § 60-1.32 al­
ready provides that the OFCCP Director in appropriate 
circumstances can institute enforcement proceedings 
against any employer:

“ . . . [W]ho fails to take all necessary steps to en­
sure that no person intimidates, threatens, coerces, or 
discriminates against any individual for the purpose 
of interfering with . . . any other activity related to the 
administration of the order . . . ”

See also 41 C.F.E. § 60-1.24 (Executive Order Program 
Complaint Procedure).

The Weber distinction between discrimination prohibi­
tion and affirmative action compliance should, therefore, be 
preserved; and, absent amendment by Congress, the scope 
of Section 704(a) should not be judicially broadened to in-

£.g., Section 8(a)(4) of the National Labor Relations Act, 
29 U.S.C. § 158(a)(4); Section 15(a)(3) of the Fair Labor Standards 
Act, 29 U.S.C. § 215(a)(3) and Section 11 of the Occupational 
Safety and Health Act, 29 U.S.C. § 660. Petitioner has so recog­
nized (Pet. at 32 n. 24). Each of these statutes' anti-retaliation 
provisions protect opposition with respect to that statute's sub­
ject matter.



elude “ opposition” to a company’s affirmative action prac­
tices,

B, Expansion of Section 704(a) To Provide 
“ Absolute Immunity” For Affirmative 
Action Program Fiduciaries Will Itself Ad­
versely Effect, Not Enhance, Achievement of 
Executive Order No. 11246 Objectives

Pressure is already exerted by government compliance 
officers upon the nation’s employers to satisfy the require­
ments of Executive Order No. 11246 and Revised Order No. 
4. See 41 C.F.R. §§ 60-1.26 to 60-1.33; see also 41 C.F.R. 
Part 60-30.

Satisfaction of the requirements of Revised Order No. 
4, particularly the annual revision of “ utilization an­
alyses,” 41 C.F.R. §60-2.11, and the preparation on the 
basis thereof of “ goals and timetables”, 41 C.F.R. § 60-2.12, 
is technical and complex. It is, therefore, necessary for em­
ployers to hire affirmative action specialists whose inter­
ests are consistent with those of the company. These in­
dividuals, as distinct from other employees, simply cannot 
be licensed to act as adversaries of management.

The Ninth Circuit said it well when, declining to apply 
Section 704(a) to protect an affirmative action specialist, 
it noted:

“ The question is whether, under § 2000e-3(a), it is pro­
tected activity for this executive employee, occupying 
this position of responsibility, to take such action 
against the company he represents in support not of his 
own rights but of the perceived rights of those with 
whom it is his duty to deal on behalf of the company. 
I f  § 2000e-3(a) gives him the right to make himself an 
adversary of the company, then so long as he does not 
give nonprivileged cause for dismissal he is forever



24

immune from discharge. Section 2000e-3(a) so con­
strued renders wholly unworkable the program of vol­
untary compliance which appellant was employed to 
conduct. It was the same public interest in equal em­
ployment opportunities that brought forth both Title 
VII and the executive orders and regulations in ques­
tion. Surely there must be room for them to operate 
harmoniously. ’ ’

Smith v. Singer Co., supra, at 217 (emphasis added).

Just as Mr. Smith betrayed his employer surrepti­
tiously, Ms. Holden “ disabled” herself with Owens’ man­
agement by seeking to enforce her own affirmative action 
demands instead of acting “ on behalf of” the Shreve­
port plant consistent with her supervisor’s instructions 
to develop and audit AAPs which would ensure that 
the company satisfied Revised Order No. 4. Ms. Holden 
simply created a ‘ ‘ conflict of interest ’ ’ between herself and 
Owens to the extent that she became ineffective in the job 
for which she had been employed. Jones v. Flagship Inter­
national and Rosser v. Laborers’ International Union, 
supra.

What petitioner seeks in this writ is transformation by 
this Court of Section 704(a) from a shield against retalia­
tion for opposition to conduct violative of Title VII into a 
sword for use within a Company to achieve personal af­
firmative action goals inconsistent with company-estab­
lished procedures and beyond those specified by the Fed­
eral regulations. OFCCP does not need a private attorney 
general within each company to accomplish the Executive 
Order’s objectives and Section 704(a) should not be misap­
plied in a way which will surely disrupt the ability of em­
ployers to pursue voluntary affirmative action compliance 
and goals in the manner they, not their EEO specialists, 
deem most appropriate.



25

III.
THE COURT OF APPEALS’ DECISION 
IS CONSISTENT WITH THIS COURT’S 

DECISION IN PULLMAN-STANDARD V. SWINT
In. Pullman-Standard v. Swint, 456 U.S. 273, 287-93 

(1982), this Court criticized an appellate court ’s practice of 
holding itself bound under Rule 52(a) by “subsidiary 
facts” found by the trial court, but not by findings as to 
“ ultimate facts.” This Court went on to hold:

“ Rule 52(a) broadly requires that findings of fact not 
be set aside unless clearly erroneous. . . . This Rule 
does not apply to conclusions of law. The Court of Ap­
peals, therefore, was quite right in saying that if a dis­
trict court’s findings rest on an erroneous view of the 
law, they may be set aside on that basis. ’ ’

Id. at 287. Moreover, the Court held :

‘ ‘ [W] here findings are infirm because of an erroneous 
view of the law, a remand is the proper course unless 
the record permits only one resolution of the factual 
issue. ’ ’

Id. at 292 (emphasis added).

In the instant case the court of appeals did not make 
de novo findings of fact. It accepted the district court’s 
specific findings regarding the subject matter and manner 
of Ms. Holden’s opposition activities. However, it noted 
that the district court did not make any specific findings 
of fact as required by Rule 52(a) with respect to any spe­
cific practices of Owens which petitioner opposed that 
she perceived to be “ made unlawful by Title V II” (Pet. 
App. at 6a). The court of appeals then examined the 
transcript, the record, and the district court’s opinion 
in search of any facts suggesting petitioner’s “ opposi-



26

tion” was addressed to Title VII, rather than affirmative 
action, subject matter; and it found none.

Based upon the findings which the district court made 
and the absence of any record evidence of opposition to 
Title VII subject matter, the court of appeals properly con­
cluded—“ the record permit [ting] only one resolution of 
the factual issue,” 456 U.S. at 292—that the district court 
had erred as a matter of law by granting petitioner relief 
with respect to opposition addressing subject matter “ un­
protected” by Section 704(a).

■--------------- o----------------

CONCLUSION

For the foregoing reasons, a writ of certiorari should 
not issue to review the judgment and opinion of the Sixth 
Circuit.

Respectfully submitted,
#L loyd S u t t e r

D avid F. G u l d e n s c h u h  
K in g  & S palding  
2500 Trust Company Tower 
Atlanta, Georgia 30303 
(404) 572-4600

R. J e ffr e y  B ixler  
O w e n s - I l l in o is , I n c .
One Sea Gate 
Toledo, Ohio 43666

Attorneys for Respondent 
Owens-Illinois, Inc.

*Counsel of RecordNovember 14, 1986



App. 1

APPENDIX

Owens-Illinois, Inc., pursuant to Rule 28.1 of this 
Court, identifies the following as its subsidiaries, other than 
wholly-owned subsidiaries, and affiliates:
Advanced Graphics, Inc.

Milford, NH
Andover Controls Corporation 

Andover, MA
HCRC Services, Inc.

Toledo, OH
HCRC Services of Illinois, Inc.

Toledo, OH
HCRC Services of South Carolina, Inc,

Toledo, OH
HCRC Services of Texas, Inc.

Toledo, OH
Prudent Supply, Inc.

Minneapolis, MN
Toledo Air Associates, Inc.

Toledo, OH
O-I/Schott Process Systems, Inc.

Vineland, NJ
Owens-Illinois de Puerto Rico 

Puerto Rico
Societe Anonyme de Developpement du Verre de Table 

Mecanique 
Belgium

Libbey St. Clair Inc.
Canada

Cristal Owens Plasticos Ltd.
Chile

Cristaleria Peldar, S.A.
Colombia



App. 2

Cristaleria del Ecuador, S.A.
Ecuador

Middle East Glass Mfg. Co.
Egypt

Emballages Laurent, S.A.
France

Papeteries d ’Espaly, S.A.
France

Papeteries Etienne, S.A.
France

Hellenic-Owens Elefsis Glass Company, S.A. 
Greece

P. T. Igar Jaya 
Indonesia

P. T. Kangar Consolidated Industries 
Indonesia

Nippon Electric Glass Company, Limited 
Japan

Nippon Glass Kabushiki Kaisha 
Japan

Sasaki-Owens Glass Co., Ltd.
Japan

Sun-Lily Co. Ltd.
Japan

Hankuk Electric Glass Co., Ltd.
Korea

Cajas Corrugadas de Mexico, S.A.
Mexico

Cajas y Empaques de Occidente, S.A.
Mexico

Envases de Borosilicato, S.A.
Mexico



App. 3

Inmuebles Heda, S.A.
Mexico

Kraft, S.A.
Mexico

Union Cdass & Container Corporation 
Plxillippines

Consol Limited 
South Africa

U.S.I. Far East Corporation 
Taiwan

Manufactuera de Vidrios Pianos, C.A. 
Venezuela