EQUAL EMPLOYMENT OPPORTUNITY COMMISSION, PETITIONER V. ARABIAN
AMERICAN OIL CO., ET AL.

   No. 89-1838

   In The Supreme Court Of The United States

   October Term, 1989

   The Solicitor General, on behalf of the Equal Employment
Opportunity Commission, petitions for a writ of certiorari to review
the judgment of the United States Courts of Appeals for the Fifth
Circuit in this case.

   Petition For A Writ Of Certiorari To The United States Court Of
Appeals For The Fifth Circuit

                       PARTIES TO THE PROCEEDING

   The petitioner, which was granted leave to intervene in this action
while it was pending in the court of appeals, is the Equal Employment
Opportunity Commission.  The other parties are plaintiff Ali Boureslan
and defendants Arabian American Oil Company and Aramco Services
Company.

            TABLE OF CONTENTS
   Question Presented
   Parties To The Proceeding
   Opinions below
   Jurisdiction
   Statutory provisions involved
   Statement
   Reasons for granting the petition
   Conclusion

                            OPINIONS BELOW

   The panel and en banc opinions of the court of appeals (App.,
infra, 1a-76a) are reported, respectively, at 857 F.2d 1014 and 892
F.2d 1271.  The opinion of the district court (App., infra, 77a-82a)
is reported at 653 F. Supp. 629.

                             JURISDICTION

   The judgment of the court of appeals upon rehearing en banc was
entered on February 2, 1990.  On April 24, 1990, Justice White
extended the time for filing a petition for a writ of certiorari to
and including May 23, 1990.  The jurisdiction of this Court is invoked
under 28 U.S.C. 1254(1).

                     STATUTORY PROVISIONS INVOLVED

   The relevant provisions of Title VII of the Civil Rights Act of
1964, 42 U.S.C. 2000e et seq., are set forth at App. infra, 86a-88a.

                          QUESTION PRESENTED

   Whether Title VII of the Civil Rights Act of 1964, 42 U.S.C. 2000e
et seq., prohibits employment discrimination outside the United States
by an American corporation against an American citizen.

                               STATEMENT

   1. Ali Boureslan, the plaintiff in this Title VII action, is a
naturalized American citizen who was born in Lebanon.  The defendants
are two Delaware corporations, Arabian American Oil Company (Aramco)
and its subsidiary, Aramco Services Company (ASC).  Aramco explores,
produces, and refines oil and gas in Saudi Arabia.  Its principal
place of business is Dhahran, Saudi Arabia, and it is licensed to do
business in Texas.  ASC's principal place of business is Houston,
Texas.  App., infra, 29a-30a.

   In 1979, Boureslan began working as an engineer for ASC in Houston.
 A year later, his request for a transfer to Aramco was granted, and
he relocated to Saudi Arabia.  In that country, Boureslan alleges, his
supervisor subjected him to a "campaign of harassment," including
racial, religious, and ethnic slurs, culminating in his termination on
June 16, 1984.  App., infra, 29a-30a.

   2. After filing a charge of discrimination against Aramco with the
Equal Employment Opportunity Commission, Boureslan commenced this
lawsuit against Aramco and ASC.  His complaint seeks relief under
Title VII and also asserts pendent state law claims.  See App., infra,
30a.  Aramco and ASC moved to dismiss the complaint for lack of
subject matter jurisdiction, arguing that Title VII does not apply to
discrimination outside the United States.  The district court agreed
and dismissed the Title VII claim.  Id. at 77a-82a.  It also dismissed
Boureslan's state law claims for lack of pendent jurisdiction and
entered final judgment in favor of both defendants.  See id. at 82a.

   2. A divided panel of the court of appeals affirmed.  App., infra,
28a-82a.  The court granted rehearing en banc;  upon rehearing, the
court affirmed by a 9-5 vote.  Id. at 1a-27a.  /1/

   a. The en banc majority noted that this Court has recognized a
"canon of construction * * * that legislation of Congress, unless a
contrary intent appears, is meant to apply only within the territorial
jurisdiction of the United States." App., infra, 3a (quoting Foley
Bros. v. Filardo, 336 U.S. 281, 285 (1949)).  Title VII, the majority
held, "does not reflect the necessary clear expression of
congressional intent to extend its reach beyond our borders." App.,
infra, 7a.

   The majority rejected the contention that the statute's "alien
exemption" -- which provides that Title VII "shall not apply to an
employer with respect to employment of aliens outside any State," 42
U.S.C. 2000e-1 -- would be superfluous unless Title VII otherwise
applies to discrimination outside the United States.  The majority
observed that "no one disputes that the provision excludes coverage to
aliens employed outside the states";  it added, citing Espinoza v.
Farah Mfg. Co., 414 U.S. 86, 95 (1973), that the alien exemption can
also meaningfully be read to reflect "a congressional intent to
provide Title VII coverage to aliens employed within the United
States." App., infra, 4a.

   The majority characterized Title VII as having a "domestic focus"
-- reflected in the Act's references to the "United States", "states"
and "state proceedings." App., infra, 5a.  Noting that Title VII
"accommodate(s) state employment discrimination proceedings," the
majority suggested that "(i)f Congress had intended the Act to apply
in foreign countries," it would "have been even more careful to
address conflicts with foreign discrimination laws." Ibid.  The
majority also found the Act "curiously silent" on issues that would be
raised by extraterritorial application of Title VII:  specifically,
the appropriate venue for an action arising out of discrimination
abroad and, given that the Commission's subpoena power is limited to
evidence in the United States and its territories, the means by which
the Commission could investigate such claims.  Ibid.  Finally, the
majority suggested that, if the Act were applied extraterritorially,
its plain language would reach foreign employers that employed
American citizens.  The majority expressed doubt "that Congress ever
intended to impose Title VII on a foreign employer who had the grace
to employ an American citizen in its own country." Id. at 6a.

   b. The dissenting members of the court would have held that "a fair
and reasonable reading" of Title VII "compels the conclusion that
Congress did, in fact, intend Title VII's broad remedial goals to
encompass, and eradicate, an American employer's discriminatory
employment practices against a United States citizen, even if the acts
constituting such discrimination were carried out on foreign soil."
App., infra. 7a.  The dissent maintained that the alien exemption
provides a clear expression of Congress's intent to apply the statute
extraterritorially, reasoning that "(i)f Congress had not envisioned
an extraterritorial application of Title VII, a specific provision
exempting only aliens from such coverage would not have been needed."
Id. at 9a.  The dissent found further support for its understanding of
the alien exemption in that provision's legislative history, the
EEOC's administrative interpretation of Title VII, and this Court's
analysis in Foley Bros.  Id. at 12a-16a & nn.3-7.

                   REASONS FOR GRANTING THE PETITION

   The court of appeals' interpretation of Title VII would withdraw
the Act's protection from the many Americans who spend a portion of
their careers abroad.  That interpretation is not justified by Title
VII's language or the well-recognized presumption against the
extraterritorial application of federal statutes.  By its terms, Title
VII reaches discrimination outside the United States, and the statute
contains an exemption -- for aliens working outside of any State --
that would be entirely superfluous if the Act did not apply abroad in
the first place.  The EEOC, which is charged with administration of
Title VII, has construed the statute to apply to discrimination abroad
by American corporations against American citizens.  Although there is
no conflict among the circuits on this question, every district court
that had addressed this issue prior to the decision in this case had
reached the same conclusion as the Commission.

   The court of appeals' interpretation of Title VII would leave a
serious gap in the statute's prohibition against invidious employment
discrimination.  Many Americans work abroad for at least some part of
their careers.  Indeed, in many multinational firms, experience in
overseas operations is instrumental to advancement.  Under the court
of appeals' view of the statute, employees accepting overseas
assignments would expose themselves to discrimination abroad, and the
effects of that discrimination would be felt in employment decisions
in this country.

   1. Congress undoubtedly has authority to prohibit employment
discrimination by American corporations operating abroad.  "While the
legislation of the Congress, unless the contrary intent appears, is
construed to apply only within the territorial jurisdiction of the
United States, the question of its application, so far as citizens of
the United States in foreign countries is concerned, is one of
construction, not of legislative power." Blackmer v. United States,
284 U.S. 421, 437 (1932).  /2/ Congress has often exercised its
authority to extend the reach of its legislation beyond our borders --
for instance, in the anti-trust, securities, and trademark laws.  /3/
Indeed, in the area of employment discrimination, Congress recently
amended the Age Discrimination in Employment Act of 1967 to prohibit
age discrimination against American citizens outside the United
States.  29 U.S.C. 623(a), 630(f);  see pp. 12-13, infra.

   This Court, of course, has recognized a canon of construction
"which teaches that legislation of Congress, unless a contrary intent
appears, is meant to apply only within the territorial jurisdiction of
the United States." E.g., Foley Bros. v. Filardo, 336 U.S. 281, 285
(1949).  /4/ That canon "is based on the assumption that Congress is
primarily concerned with domestic conditions," ibid.; it also serves
to protect against unintended conflicts between our laws and those of
other nations and resulting international discord, cf. McCulloch v.
Sociedad Nacional de Marineros de Honduras, 372 U.S. 10, 21-22 (1963).
 At bottom, however, the issue remains one of legislative intent;  the
presumption against the extraterritorial application of American
statutes is "a valid approach whereby unexpressed congressional intent
may be ascertained." Foley Bros., 336 U.S. at 285.

   The language and legislative history of Title VII are sufficient to
rebut the presumption;  this is not a case in which Congress's intent
to apply a statute abroad was "unexpressed." Title VII's language and
legislative history, considered in proper context, affirmatively
manifest Congress's intention to prohibit discrimination by American
firms against American citizens abroad.

   a. By its terms, Title VII applies to employers (with a specified
number of employees) that are "engaged in an industry affecting
commerce." 42 U.S.C. 2000e(b).  /5/ Significantly, "commerce" is
defined to include both interstate and foreign commerce:  for purposes
of Title VII, it encompasses "trade, traffic, commerce,
transportation, transmission, or communication among the several
States;  or between a State and any place outside thereof;  or within
the District of Columbia, or a possession of the United States;  or
between points in the same State but through a point outside thereof."
42 U.S.C. 2000e(g) (emphasis added).  Nothing in this language
suggests that the Act applies only within the borders of the United
States.  Indeed, the provisions that determine Title VII's scope are
similar to the "broad jurisdictional grant in the Lanham Act" on which
this Court relied in holding that that statute applies outside this
country.  See Steele v. Bulova Watch Co., 344 U.S. at 286.

   In addition, Title VII includes an exemption that confirms
Congress's intent to extend Title VII's protection to American
citizens working abroad.  Section 702 of the Act, 42 U.S.C. 2000e-1,
provides that the statute "shall not apply to an employer with respect
to the employment of aliens outside any State" (emphasis added).  If
(as the court of appeals held in this case) Title VII does not apply
to discrimination outside the United States in the first place, this
exemption is completely gratuitous.  Congress would have had no reason
to exempt aliens employed abroad unless -- like the religious
employers that Section 702 also exempts -- those aliens would
otherwise have been covered by the statute.  Aliens employed "outside
any State" would only otherwise be covered, however, if Title VII
applies extraterritorially.

   As the dissent stressed, the import of the alien exemption is
inescapable (App., infra, 9a):

      (B)y specifically providing an exemption for employers regarding
      the extraterritorial employment of "aliens," without providing a
      similar exemption as to the corresponding category of
      "citizens," Congress intended that American employees would be
      covered under Title VII.

Cf. Andrus v. Glover Constr. Co., 446 U.S. 608, 616-617 (1980) ("Where
Congress explicitly enumerates certain exceptions to a general
prohibition, additional exceptions are not to be implied, in the
absence of evidence of a contrary legislative intent.").  /6/

   b. The legislative history of the alien exemption confirms
Congress's intention to extend Title VII's protection to American
citizens employed by American firms abroad.  A committee report
explained that the exemption's purpose is "to remove conflicts of law
which might otherwise exist between the United States and a foreign
nation in the employment of aliens outside the United States by an
American enterprise." H.R. Rep. No. 570, 88th Cong., 1st Sess. 4
(1963).  /7/ Plainly, Congress would have had no occasion to remove
conflicts of law arising from the employment of aliens outside the
United States unless it contemplated that the Act would apply
extraterritorially.

   c. Although Title VII regulates the relationship between employer
and employee, and thus operates in a field in which other statutes
have been held not to apply extraterritorially, /8/ the statute's
subject matter provides no basis for questioning Congress's intention
to attack discrimination abroad against American citizens by American
employers.  In essence, Title VII prohibits discrimination against one
or more individuals by an employer, as opposed to regulating the
relations between the employer and its employees generally.  There is
nothing unusual in the idea that Congress's concern about this type of
individual injury -- or its discrimination to provide a remedy --
extends outside the United States.

   Congress's willingness to extend the ADEA's prohibition on age
discrimination beyond our borders underscores its willingness to
strike at discrimination against American citizens by American
employers abroad.  In 1984, after several courts of appeals had held
that the ADEA did not apply abroad, /9/ Congress amended that
statute's definition of employee to include "any individual who is a
citizen of the United States employed by an employer in a workplace in
a foreign country," 29 U.S.C. 630(f), and specified the employers to
which the Act would apply, 29 U.S.C. 623(f)(1) and (h).  Supporters of
this legislation emphasized that these amendments were appropriate to
conform the ADEA's prohibtion on age discrimination to the equivalent
provisions of Title VII.  The Senate sponsor of the ADEA amendments
noted that "the substantive prohibitions of the (ADEA) are worded
nearly exactly as those in Title VII, which at least two district
courts have held does apply abroad," and argued that his proposed
amendment would "clear() up an anomaly" that "Congress never
intended." 129 Cong. Rec. 34,499 (1983) (remarks of Sen. Grassley).
/10/

   The court of appeals' interpretation of Title VII would create a
similar anomaly.  Americans employed overseas would be protected from
age discrimination, but not from discrimination based upon race, sex,
religion, or national origin.  The language of Title VII -- including
its general jurisdictional provisions and the alien exemption --
forecloses attributing such an odd result to Congress.

   2. Before the decision in this case, many authorities had agreed
that Title VII applies to discrimination abroad by American employers
against American citizens.  Every prior district court decision had
reached that conclusion.  Seville v. Martin Marietta Corp., 638 F.
Supp. 590 (D. Md. 1986);  Bryant v. International Schools Servs.,
Inc., 502 F. Supp. 472 (D.N.J. 1980), rev'd on other grounds, 675 F.2d
562 (3d Cir. 1982);  Love v. Pullman Co., 13 Fair Empl. Prac. Cas.
(BNA) 423, 426 n.4 (D. Colo. 1976), aff'd on other grounds, 569 F.2d
1074 (10th Cir. 1978).  See also Lavrov v. NCR Corp., 600 F. Supp.
923, 931-932 & n.5 (S.D. Ohio 1984).  In these cases, the courts found
that the alien exemption was a strong indication of Congress's
intention to protect American citizens from discrimination abroad.
See, e.g., Love v. Pullman Co., 13 Fair Empl. Prac. Cas. (BNA) at 426
n.4 ("Since Congress explicitly excluded aliens employed outside of
any state, it must have intended to provide relief to American
citizens employed outside of any state * * *.").

   In addition, the EEOC, the agency charged with administration of
Title VII, has for at least 15 years interpreted the statute to apply
to discrimination by American employers against American citizens
outside the United States.  In 1975, in a letter to a member of the
Senate Foreign Relations Committee, the EEOC's General Counsel stated
that "(t)he language of Title VII indicates a Congressional intent to
make the Title applicable to American citizens employed by American
companies operating overseas." /11/ As has been noted (note 10,
supra), the Commission's Chairman reiterated that construction in
1984, when Congress considered whether the ADEA should be amended to
prohibit age discrimination to the same extent.  The Commission
adhered to that interpretation in a decision on a charge of
discrimination occurring abroad, Decision No. 85-16, Empl. Prac. Dec.
(CCH) Paragraph 6856 (1985), and recently issued a general policy
statement setting forth the circumstances under which it will apply
Title VII to charges of discrimination overseas, Policy Statement No.
N-915.033, EEOC Compl. Man. (CCH) Paragraph 2164 (1988).

   Finally, the Justice Department has also construed Title VII to
apply to discrimination abroad.  In 1975, then-Assistant Attorney
General Scalia testified before committees of both Houses of Congress
that the alien exemption implies that Title VII applies outside the
United States.  He stated:

      It should be noted that both Executive Order 11478 and Section
      717 of Title VII specify that they are not applicable to "aliens
      employed outside the limits of the United States." The
      implication of this is that they do apply to United States
      citizens employed throughout the world. With respect to
      discrimination in employment by private companies and
      individuals, Title VII of the 1964 Civil Rights Act, as amended,
      prohibits a broad range of "unlawful employment practices" by
      any private employer "engaged in an industry affecting commerce
      who has fifteen or more employees." * * * Once again the statue
      (sic) contains an exemption "with respect to the employment of
      aliens outside any State," which implies that it is applicable
      to the employment of United States citizens by covered employers
      anywhere in the world.  /12/

In keeping with this testimony, Section 717 of Title VII, 42 U.S.C.
2000e-16, which governs the employment practices of federal agencies,
has been applied to alleged discrimination outside the United States.
See, e.g., Brown v. Marsh, 777 F.2d 8 (D.C. Cir. 1985) (Title VII
action by civilian employed at a military base in Germany).

   Unless further review is granted, the court of appeals' decision
will foster confusion in this area of the law.

   3. Title VII implements a national goal of the "highest priority."
Alexander v. Gardner-Denver Co., 415 U.S. 36, 47 (1974).  Necessarily,
therefore, the question whether the Nation's policy against
discrimination is to apply to Americans working abroad is an issue of
great importance.  The precise number of Americans working abroad for
American employers at any one time is difficult to gauge, but there
are indications that the figure is a large one.  The State Department
has estimated that in 1988 there were almost 2.2 million American
citizens residing abroad.  /13/ Although this figure includes
dependents, persons who are unemployed or retired, and employees of
non-U.S. firms, the number of Americans employed by American firms
overseas is substantial.

   The class of individuals potentially affected by the question
presented in this case is greater than the number employed abroad at
any point in time.  In many multinational corporations based in this
country, assignments in foreign offices are important means through
which employees can enrich their experience or enhance their
opportunities for advancement.  Under the court of appeals'
interpretation of Title VII, those employees who seek to take
advantage of those opportunities at some point in their careers would
be required to relinquish protection from invidious employment
discrimination.

   The fact that many careers in American firms encompass employment
both inside and outside the United States forecloses any sharp
division between discrimination in this country and abroad.  In those
enterprises in which successful performance in overseas assignments is
essential or desirable for promotion, the effects of discrimination
abroad will be reflected in employment decisions and career paths in
this country.  In this light, it is not surprising that Congress
chose, as the alien exemption reflects, to extend Title VII's
protection to Americans whose careers with American firms take them
abroad.

   The issue of Title VII's extraterritorial application is recurrent
as well as important.  As of January 23, 1989, the Commission was
investigating 50 charges that allege violations of Title VII arising
out of employment actions or practices that took place or were
implemented overseas.  Twenty-eight of these charges are pending in
the EEOC's Houston district office, within the Fifth Circuit.

   The question presented by this case -- whether Title VII's
guarantee of equal employment opportunity is to be withdrawn from
Americans whose careers take them abroad to work for American
employers -- is an issue of widespread importance and should be
resolved by this Court.

                              CONCLUSION

   The petition for a writ of certiorari should be granted.

   Respectfully submitted.

   KENNETH W. STARR

      Solicitor General

   JOHN R. DUNNE

      Assistant Attorney General

   JOHN G. ROBERTS, JR.

      Deputy Solicitor General

   STEPHEN L. NIGHTINGALE

      Assistant to the Solicitor General

   CHARLES A. SHANOR

      General Counsel

   GWENDOLYN YOUNG REAMS

      Associate General Counsel

   VINCENT J. BLACKWOOD

      Assistant General Counsel

   SAMUEL A. MARCOSSON

      Attorney Equal Employment Opportunity Commission

   MAY 1990

   /1/ In the court of appeals, the EEOC participated as an amicus
curiae before the panel.  After entry of the panel's decision, the
Commission was granted leave to intervene for the purpose of seeking
further review and participated as a party in the rehearing.  App.,
infra, 85a.  See 42 U.S.C. 2000e-5(f)(1) (authorizing court, in its
discretion, to permit the Commission to intervene in a civil action
upon the Commission's certification that the case is of general public
importance).

   /2/ Accord, e.g., Vermilya-Brown Co. v. Connell, 335 U.S. 377, 381
(1948);  Foley Bros. v. Filardo, 336 U.S. 281, 284-285 (1949);  Steele
v. Bulova Watch Co., 344 U.S. 280, 285-286 (1952);  McCulloch v.
Sociedad Nacional de Marineros de Honduras, 372 U.S. 10, 17 (1963).

   /3/ See, e.g., Steele v. Bulova Watch Co., 344 U.S. 280 (1952)
(Lanham Act);  United States v. Aluminum Co. of America, 148 F.2d 416
(2d Cir. 1945) (antitrust laws);  Psimenos v. E.F. Hutton & Co., 722
F.2d 1041 (2d Cir. 1983) (securities laws).

   /4/ See Argentine Republic v. Amerada Hess Shipping Corp., 109
S.Ct. 683, 691 (1989);  Steele v. Bulova Watch Co., 344 U.S. 280, 285
(1952).

   Where the application of an American statute would violate
international law, a more stringent variant of the presumption
applies.  "(A)n act of Congress ought never to be construed to violate
the law of nations if any other possible construction remains." Murray
v. Schooner Charming Betsy, 6 U.S. (2 Cranch) 64, 118 (1804).  See
McCulloch v. Sociedad Nacional de Marineros de Honduras, 372 U.S. 10,
21-22 (1963).  It would not violate international law to apply Title
VII to American citizens employed by American firms outside the United
States.

   /5/ An "industry affecting commerce" is (42 U.S.C. 2000e(h))

      any activity, business, or industry in commerce or in which a
      labor dispute would hinder or obstruct commerce or the free flow
      of commerce and includes any activity or industry "affecting
      commerce" within the meaning of the Labor-Management Reporting
      and Disclosure Act of 1959 (29 U.S.C. 401 et seq.) and further
      includes any governmental industry, business, or activity.

   /6/ The majority of the court of appeals offered no plausible
explanation of the role the alien exemption might play under its
construction of the statute.  The majority's observation that "no one
disputes that the provision excludes coverage to aliens employed
outside the states" (App., infra, 4a) is beside the point.  The issue
is not whether the exemption means what it says (we have no doubt that
it does), but why such a provision would have been included if the
statute were not intended to apply abroad in the first place.  Nor is
there merit to the majority's suggestion that the alien exemption can
be given meaning as a grant of coverage to aliens employed in the
United States;  Congress could not have intended to employ an
exemption to extend Title VII's coverage to that group.  See Espinoza
v. Farah Mfg. Co., 414 U.S. at 95 (alien employed in this country is
protected by virtue of being an "individual" referred to in Section
703 of the Act, 42 U.S.C. 2000e-2).

   Although (as this Court noted in Espinoza) the alien exemption is
undoubtedly indicative of Congress's intent to cover aliens within the
United States, the Court clearly did not suggest that this was the
exemption's only significance.  In fact, there is a precise parallel
between the inference this Court drew in Espinoza and the inference
that we urge in this case.  In each instance, the fact that the Act
specifically exempts aliens employed outside the United States
demonstrates that a related group outside the exemption -- in
Espinoza, aliens employed inside the United States and, here, citizens
employed abroad -- is covered.  Far from rejecting the inference on
which we rely here, Espinoza establishes that it is appropriate to
refer to the exemption as a means of ascertaining Congress's intent
with respect to Title VII's coverage.

   /7/ This report addressed H.R. 405, 88th Cong., 1st Sess. (1963).
That bill was subsequently incorporated in H.R. 7152, 88th Cong., 2d
Sess. (1963), which in turn was ultimately enacted, as amended, as
Title VII.  The report on H.R. 405 was made part of the record of the
hearings on H.R. 7152.  See Civil Rights:  Hearings on H.R. 7152
Before Subcomm. No. 5 of the House Comm. on the Judiciary, 88th Cong.,
1st Sess. 2303 (1963).

   H.R. 405 was one of a series of fair employment bills considered by
the House Committee on Education and Labor.  The first to contain an
alien exemption, H.R. 4453, 81st Cong., 1st Sess. (1949), was
introduced by Adam Clayton Powell on April 29, 1949.  Six weeks
earlier, in holding that the Eight Hour Law did not apply outside the
United States, this Court had placed particular stress on "(t)he
absence of any distinction between citizen and alien labor." Foley
Bros. v. Filardo, 336 U.S. at 286.  It seems likely that H.R. 4453 was
drafted to meet the concern expressed in Foley Bros. -- that is, to
draw the distinction found lacking in Foley Bros. so as to remove that
perceived impediment to extraterritorial application.

   /8/ See McCulloch v. Sociedad Nacional de Marineros de Honduras,
supra (NLRA does not apply to seamen aboard foreign flag vessels owned
by foreign subsidiary of American corporation);  Benz v. Compania
Naviera Hidalgo, S.A., 353 U.S. 138 (1957) (LMRA does not apply to
picketing of foreign ship operated entirely by foreign seamen under
foreign articles);  Foley Bros. v. Filardo, supra (Eight Hour Law does
not apply to government contracts performed in Iran).  But cf.
Vermilya-Brown Co. v. Connell, supra ("possessions" of the United
States that are subject to the FLSA include bases leased from Great
Britain).  Significantly, none of the statutes which were held not to
apply extraterritorially was limited by its terms to American
citizens, posing particular problems if the statute were interpreted
to apply abroad.  Title VII is so limited.

   /9/ Zahourek v. Arthur Young & Co., 750 F.2d 827 (10th Cir. 1984);
Cleary v. United States Lines, Inc., 728 F.2d 607 (3d Cir. 1984).  See
Pfeiffer v. Wm. Wrigley Jr. Co., 755 F.2d 554 (7th Cir. 1985).  As
these courts noted, the ADEA has no provision comparable to Title
VII's alien exemption.  Further, unlike Title VII, the ADEA
incorporates provisions of the FLSA, including a provision expressly
excluding work performed in a workplace in a foreign country from the
FLSA.

   /10/ Similarly, during hearings on the proposed legislation, the
EEOC's Chairman testified that Title VII had been construed to apply
to discrimination outside of the United States.  See Age
Discrimination and Overseas Americans, 1983:  Hearing Before the
Subcomm. on Aging of the Senate Comm. on Labor and Human Resources,
98th Cong., 1st Sess. 2-4 (1983) (testimony of Clarence Thomas).

   We do not suggest that the legislative history of the 1984 ADEA
amendments is indicative of the intent of the 1964 Congress that
enacted Title VII.  However, that history lays to rest the majority's
suggestion (App., infra, 6a) that differences in the language of the
ADEA and Title VII justify attributing an intention not to apply the
1964 Act to American citizens outside the United States;  it also
undercuts any argument that Congress is generally reluctant to see its
antidiscrimination legislation applied abroad.

   /11/ Addendum 1 to EEOC C.A. En Banc Br.

   /12/ Foreign Investment and Arab Boycott Legislation:  Hearings
Before the Subcomm. on International Finance of the Senate Comm. on
Banking, Housing and Urban Affairs, 94th Cong., 1st Sess. 165 (1975).
Accord Discriminatory Arab Pressure on U.S. Business:  Hearings Before
the Subcomm. on International Trade and Commerce of the House Comm. on
International Relations, 94th Cong., 1st Sess. 87-88 (1975);
Discriminatory Overseas Assignment Policies of Federal Agencies:
Hearings Before a Subcomm. of the House Comm. on Government
Operations, 94th Cong., 1st & 2d Sess. 87-89 (1975-1976).

   /13/ See The World Almanac and Book of Facts:  1990, at 555 (1989).
 This figure excludes servicemen and federal employees and their
dependents.

   APPENDIX