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http://dailynews.yahoo.com/tx/19990331/tc/microsoft_178.html

Wednesday March 31 1:35 AM ET

Microsoft Talks With U.S. Government, States
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By David Lawsky

WASHINGTON (Reuters) - Microsoft lawyers met for two hours Tuesday
with representatives of the Justice Department and 19 states in an
apparently uphill effort to settle the company's landmark antitrust
case.

The meeting occurred one day before all sides were due in court before
District Judge Thomas Penfield Jackson to discuss when the company's
antitrust trial would resume.

The government has alleged that Microsoft Corp. (Nasdaq:MSFT - news)
holds monopoly power in the market for personal computer operating
systems and has abused that power in order to preserve its influence
and extend it to other businesses.

After 62 trial days, Jackson has heard 24 witnesses. All that remains
is for him to hear another six rebuttal witnesses, which experts say
will take a month or so.

Microsoft general counsel Bill Neukom, Sullivan & Cromwell lawyer
Richard Urowsky and another lawyer, Rick Rule, drove into the Justice
Department courtyard shortly before 5 p.m. EST (2200 GMT) and left
about two hours later, without talking to reporters.

Jackson suggested before adjourning the trial late last month that
both sides use the recess time wisely, which was widely interpreted as
suggesting the sides explore settlement.

The government said it was willing to talk but awaited a proposal from
Microsoft -- which was finally delivered last week.

A prominent antitrust lawyer doubted that Tuesday's talks would
produce anything unless the Justice Department tells Microsoft exactly
what it is looking for.

``One reason I would suspect this will go nowhere is that Microsoft
is  shadow-boxing,'' said Malcolm Pfunder, of Gibson, Dunn & Crutcher
in Washington. ``They don't really know until the Department of
Justice tips its hand, at least privately, what kind of a deal they
need to beat.''

Last week, the states made clear that they did not like the Microsoft
proposal.

The attorneys general have been circulating their own proposals, and
Microsoft's reaction to those is expected to serve as an indication of
whether it would be fruitful for the two sides to continue meeting,
much less reach an agreement.

Monday Microsoft announced a modest reorganization, and Microsoft
Chief Executive Officer Bill Gates was asked about settlement along
the lines of the proposal being floated among the states.

Under the states' proposal, Microsoft would sell intellectual property
rights to Windows 95, Windows 98 and Windows 2000 to two or three
companies.

Microsoft would retain the right to market and develop its own
versions of the software and Microsoft shareholders would get
``reasonable compensation,'' according to a person familiar with the
states' thinking. It is one of several proposals being considered by
the states.

Gates declined to comment on the proposal. But he said any agreement
would have to protect the ``integrity'' of Windows and the right of
the company to continue to integrate new features in the operating
system.

``If those (principles) are preserved then it would be nice if a
settlement could be reached,'' Gates said, repeating the formula he
has given reporters steadily for the past week or more.

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