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UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK



UNITED STATES OF AMERICA,    

                  Plaintiff,

                  v.

VISA U.S.A. INC.,
VISA INTERNATIONAL CORP.,AND   
MASTERCARD INTERNATIONAL
INCORPORATED,

                  Defendants.


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Civil Action No. 98 Civ. 7076 (MP)

RULE 16 SCHEDULING ORDER


The following schedule shall be followed. All communications to the Court re: schedule shall be by telephone.

November 16, 1998 Protective order in place either by agreement or court order.
January 18, 1999 Completion of party document production.
February 26, 1999 Completion of review of party documents and commencement of party depositions.
June 25, 1999 Completion of depositions and third-party discovery.
July 1, 1999 Designation of proposed trial witnesses and expert witnesses, including each expert's name and address, and a general description of the subject matter of testimony to be given by each expert, and communication with the Court as to a requested schedule for expert disclosures pursuant to Rule 26(a)(2) and expert depositions, and also as to any remaining fact discovery the parties request.
Flexible Deadline for requesting pre-motion conference as to any motions.
September 29, 1999 Submission of joint pretrial order, including the information set forth in Section 3A of the Individual Practices of Judge Milton Pollack.
October 29, 1999 Trial.

Dated: 10/16/98


_______________/s/________________
Milton Pollack, U.S.D.J.