BNUMBER:  B-274436
DATE:  December 12, 1996
TITLE:  SEAIR Transport Services, Inc.

**********************************************************************

Matter of:SEAIR Transport Services, Inc.

File:     B-274436

Date:December 12, 1996

Ronald H. Uscher, Esq., Bastianelli, Brown, Touhey & Kelley, for the 
protester.
Rachel A. Sens, Esq., and G. Matthew Koehl, Esq., Seyfarth, Shaw, 
Fairweather & Geraldson, for Eagle Aviation Services & Technology, an 
intervenor.
Marian E. Sullivan, Esq., Michael Farr, Esq., and John Lariccia, Esq., 
Department of the Air Force, for the agency.
Christina Sklarew, Esq., and Michael R. Golden, Esq., Office of the 
General Counsel, GAO, participated in the preparation of the decision.

DIGEST

1.  Protest based on disagreement with agency's evaluation of certain 
features in the protester's proposal, alleging that credit should have 
been given under one evaluation criterion rather than another, is 
denied where the record shows that the agency evaluated in accordance 
with the criteria announced in the solicitation, and the record 
reasonably supports the evaluators' conclusions.

2.  Protest against agency's performance risk assessment of awardee's 
proposal is denied where the agency's evaluation and conclusions 
reached were reasonable and supported by the record.

DECISION

SEAIR Transport Services, Inc. protests the Department of the Air 
Force's award of a contract to Eagle Aviation Services & Technology, 
Inc. ("EAST") under request for proposals (RFP) No. F34650-96-R-0059 
for the performance of fuels operations services at Tinker Air Force 
Base, Oklahoma.  SEAIR contends that the Air Force's evaluation of 
competing proposals and resulting award decision were flawed in a 
number of ways.  

We deny the protest.

The RFP was issued as a total small business set-aside, and 
contemplated the award of a firm, fixed-price contract for a 1-year 
base period, plus 4 option years.  The solicitation provided that the 
source selection would be conducted in accordance with the Streamlined 
Source Selection Procedures of Air Force Federal Acquisition 
Regulation Supplement Appendix BB.  The RFP listed the following 
specific criteria against which proposals would be evaluated:  
management, production, quality, and cost.  The technical areas were 
to be of primary importance and would be considered equal in value, 
with cost/price having substantial but secondary importance.  The RFP 
also provided the following assessment criteria against which the 
technical areas would be evaluated:  understanding/compliance with the 
requirements and soundness of approach.  Each of the technical areas 
was to be rated in three different ways:  by a color rating, used to 
reflect how well the proposal meets the evaluation standards and RFP 
requirements; by a proposal risk factor, used to assess any risks 
associated with the offeror's proposed approach; and by a performance 
risk factor, used to reflect any risks associated with the offeror's 
present and past work record.  Cost was to be evaluated for 
completeness, realism and reasonableness, and would be evaluated 
against the government's 'most probable cost' estimate.  Award was to 
be made to the offeror presenting the best value to the government.

Eleven firms submitted timely initial offers.  After these were 
evaluated, the agency determined that only seven offers, including 
SEAIR's and EAST's, should remain in the competitive range.  The 
competitive range offerors were then permitted to present oral 
proposals, as the RFP had described.  Following the oral 
presentations, members of the Air Force technical evaluation team 
asked any questions required for clarification.  Discussions were then 
conducted with each offeror by telephone, followed by the submission 
of best and final offers (BAFOs).  The BAFOs that were submitted by 
EAST and SEAIR were rated as superior to the other remaining offerors.  
The two firms received identical technical ratings, with each firm's 
proposal rated blue ("exceptional") under the management and 
production factors and green ("acceptable") under the quality factor, 
with low risk ratings.  EAST's proposed price of $11,547,388 was 
approximately $450,000 lower than SEAIR's price.  The source selection 
authority determined that EAST's offer represented the best value to 
the government, and EAST was selected for award.  SEAIR requested and 
received a debriefing, and this protest followed.

SEAIR protests that the Air Force failed to award proper evaluation 
credit for certain aspects of SEAIR's proposal.  The protester asserts 
that its proposal should have received a "blue" rating for quality, 
instead of "green," because it included additional features that 
improved the quality of its level of performance.  SEAIR cites the 
inclusion in its proposal of an additional clerk in order to reduce 
the contract manager's administrative duties and permit the manager to 
spend more time in the field, and the inclusion of a plan to divert 25 
percent of the contract profits to an employee incentive plan that 
would award incentive bonuses to employees for excellent/safe 
performance.  The protester asserts that the Air Force failed to 
consider these additional features.  

The evaluation of proposals is primarily a matter within the agency's 
discretion since it is responsible for defining its needs and for 
deciding on the best methods for accommodating them.  SEAIR Transport 
Servs., Inc., B-252266, June 14, 1993, 
93-1 CPD  para.  458.  Therefore, our Office will question the evaluation 
only if the record demonstrates that it was unreasonable or 
inconsistent with the RFP's evaluation criteria.  Id.  

Here, the record shows that the Air Force, in fact, considered the 
features to which SEAIR refers to and recognized them as strengths but 
did so under the production criterion rather than the quality 
criterion.  For the production area, offerors were instructed to 
discuss such matters as each element of the production function to be 
performed, to include operations and maintenance services for all 
shifts; the planned method of compliance with the performance work 
statement (PWS); staffing that will be used to perform the contract; 
supervisory assignments and responsibility, and so on.  Under the 
quality factor, offerors were advised to discuss quality control and 
inspection organization; quality control and inspection procedures; 
quality control plan; production flow path and inspection points; and 
ratio of inspection to production personnel.  Since these additional 
features of SEAIR's proposal involved staffing and a staff incentive 
plan, both of which reflect a particular approach to performance, we 
think the Air Force could reasonably determine that these features 
were most closely related to the production area which covered 
staffing, supervision, and the planned approach to meeting the PWS.[1]  
We therefore find no merit to this aspect of the protest.

SEAIR also alleges that the Air Force failed to conduct meaningful 
discussions by not specifically identifying any weaknesses in the 
quality area of its proposal.  According to SEAIR, had it been allowed 
to address these weaknesses, its revised proposal would have received 
a blue/excellent rating for quality and its overall score would have 
been higher than EAST's, and it would be entitled to the contract 
award.  SEAIR also asserts that had it known of Air Force concerns 
about the cost of its proposed additional features, it would have 
eliminated them and lowered its price, thus placing it in line for 
award.

Generally, agencies are required to conduct discussions with all 
competitive range offerors and this mandate is satisfied only when 
discussions are meaningful.  The Faxon Co., 67 Comp. Gen. 39 (1987), 
87-2 CPD  para.  425.  However, agencies are not obligated to afford 
offerors all-encompassing discussions.  Department of the 
Navy--Recon., 72 Comp. Gen. 221 (1993), 93-1 CPD  para.  422.  Where a 
proposal is considered to be acceptable and in the competitive range, 
an agency is not required to discuss every aspect of the proposal 
receiving less than the maximum rating.  Fairchild Space and Defense 
Corp., B-243716; B-243716.2, Aug. 23, 1991, 91-2 CPD  para.  190.  Here, 
SEAIR's proposal was rated equal to EAST's, and the two were 
considered superior to all of the other proposals in the competitive 
range.  In view of its overall high score and an evaluation record 
that demonstrates that SEAIR's proposal was not viewed as having any 
meaningful weaknesses, SEAIR was not entitled to discussions which 
would essentially have been conducted solely to permit it to achieve a 
perfect score in all areas.  Further, the record does not support 
SEAIR's premise that the agency had "concerns about the cost of 
SEAIR's proposed additional features." 

SEAIR also protests that the Air Force's evaluation was inconsistent 
with the RFP's terms because it failed to give the three technical 
areas equal weight, as required by the solicitation.  The protester 
notes that the memorandum of law in the agency report once refers to 
the management and production areas as "the two most important 
technical areas," and once characterizes the quality factor as "the 
third and least important technical evaluation area."  

As SEAIR correctly points out, once offerors are informed of the 
criteria against which their proposals will be evaluated, the agency 
must adhere to those criteria or inform all offerors of any 
significant changes made in the evaluation scheme.  Greenebaum and 
Rose Assocs., B-227807, Aug. 31, 1987, 87-2 CPD  para.  212.  Here, however, 
we find no discrepancy between the evaluation method established in 
the RFP and the evaluation that was performed.  Although the report 
makes the statements that SEAIR quotes, the agency explains that these 
statements were made in error and the records supports the agency's 
position.  There is no indication in the contemporaneous evaluation 
record and contracting officer's statement of facts that any unequal 
weighting formula was applied to the three areas.  Moreover, since the 
proposals were rated equal and the color rankings for each of these 
areas were identical for the protester's and the awardee's proposals 
(which color ratings we have found to be consistent with the RFP, as 
discussed above), no competitive prejudice would result even if the 
agency had failed to weight the three areas equally.  Optimum 
Technology, Inc., B-266339.2, Apr. 16, 1996, 96-1 CPD  para.  188.  

SEAIR protests that the Air Force should not have rated EAST's 
performance risk as low.  "Performance risk" was described in the RFP 
as relating to "the assessment of an offeror's present and past work 
record to assess confidence in the offeror's ability to successfully 
perform as proposed."  The protester alleges that the awardee has no 
current contracts requiring performance of fuels operations and 
previously  performed only one fuels-related contract for 2 years.  

In reviewing an evaluation of an offeror's performance risk, we will 
examine it to ensure that it was reasonable and consistent with the 
stated evaluation criteria, since the relative merit of competing 
proposals is primarily a matter of agency discretion.  See CTA Inc., 
B-253654, Oct. 12, 1993, 93-2 CPD  para.  218; Instrument Control Serv., 
Inc., B-247286, Apr. 30, 1992, 92-1 CPD  para.  407.  We find that the 
record here supports the Air Force's conclusion that EAST's proposal 
presented a low performance risk.  First, the protester's allegations 
are not supported by the record, which shows that EAST is currently 
performing subcontracts under Department of State and Air Force 
contracts that involve aviation fueling and management requirements 
which are similar to the services required under this contract.  EAST 
submitted information about five fuels and fuels-related service 
contracts that the performance risk analysis group (PRAG) considered 
relevant when it evaluated EAST's past performance, and seven relevant 
contracts under which EAST performed as subcontractor.  Although it is 
true that only one of the relevant contracts, for fuels operations 
services at Columbus Air Force Base in Mississippi, was specifically 
for fuels operations services, that contract was virtually identical 
in size and scope of work to the contract at issue here.  The 
performance of that contract earned EAST the "Black Gold" award as the 
best fuels operation in the Air  Education and Training Command (AETC) 
for 2 years in a row, in 1992 and 1993.  EAST was the first civilian 
contractor ever to win this award, and its fuels officer under that 
contract received AETC's "Best in the Command" award.  Moreover, the 
performance assessment questionnaire that the agency received in 
connection with that contract reported the highest satisfaction with 
EAST's past performance.   

Second, the PRAG was to consider the past performance information for 
the purpose of assessing the potential risks associated with each 
offeror's performance of the contract, and not for the purpose of 
evaluating that past performance itself.  The PRAG's definition of 
"low risk" in this context was, "little doubt exists, based on the 
offeror's performance record, that the offeror can satisfactorily 
perform the proposed effort."  Contrary to SEAIR's contention, the 
solicitation did not require the agency to perform a comparative 
evaluation, rating competing proposals on a scale relative to each 
other, neither do we find support for SEAIR's premise that only 
contracts that were strictly for fuel could be considered relevant, or 
even that the number of contracts completed was relevant here.  In 
short, we find on this record that the Air Force reasonably determined 
that EAST posed a low performance risk.  See Lockheed Aircraft Serv. 
Co., B-255305; B-255305.2, Feb. 22, 1994, 94-1 CPD  para.  205.  

SEAIR also challenges the agency's affirmative determination of EAST's 
responsibility, alleging that it was made in bad faith.  Our Office 
will not review affirmative determinations of responsibility by the 
contracting officer absent a showing of possible bad faith on the part 
of the government procurement officials or that definitive 
responsibility criteria in the solicitation were not met.  Mitel, 
Inc., B-270138, Jan. 17, 1996, 96-1 CPD  para.  36.  Here, the only basis 
that SEAIR asserts for its allegation that the agency's determination 
that EAST is a responsible contractor involved "bad faith" is its own 
belief that the responsibility determination cannot be accurate.  That 
does not meet the requirement for a showing of possible bad faith.  
While SEAIR also alleges generally that the responsibility 
determination is invalid because EAST failed to meet definitive 
responsibility criteria, the protester does not identify any such 
criterion that the awardee allegedly failed to meet, nor do we find 
any in the RFP.

SEAIR challenges the agency's documentation of its award decision, 
characterizing the record as "devoid of any real rationale for the 
decision to award the contract to EAST," and alleging that the source 
selection decision does not address the relative differences between 
SEAIR's and EAST's proposals.  While the selection official's judgment 
must be documented in sufficient detail to show it is not arbitrary, 
KMS Fusion, Inc., B-242529, May 8, 1991, 91-1 CPD  para.  447, a source 
selection official's failure to specifically discuss every detail 
regarding the relative merit of the proposals in the selection 
decision document does not affect the validity of the decision if the 
record shows that the agency's award decision was reasonable.  See 
McShade Gov't Contracting Servs., B-232977, Feb. 6, 1989, 89-1 CPD  para.  
118.  Here, the record documents the evaluation process, the color 
coding, and the risk assessments, concluding with the agency's 
determination that SEAIR's and EAST's proposals were essentially equal 
technically.  The source selection document refers to this 
determination and concludes that, taking price into consideration, 
EAST's lower-priced offer represented the best overall value to the 
government.  We see no basis to object to the source selection 
document, which very clearly sets forth the basis for the agency's 
award decision.

SEAIR protests that the Air Force improperly engaged in technical 
leveling and technical transfusion, alleging that evaluation team 
members told EAST during the oral presentation that the firm should 
consider employing the incumbent's personnel.  SEAIR notes that EAST 
proposed to employ a different project manager and operations 
supervisor in its initial proposal than it did in its BAFO, and 
alleges that EAST was coached during its oral presentation to make 
that change.  First, we find that the record refutes this allegation.  
EAST's initial proposal states the firm's intention to "hire as many 
incumbent employees as possible who are qualified," and states that 
the firm would contact the incumbent personnel for hiring purposes as 
soon as EAST received notification of contract award.  Not having 
commitments from the incumbent personnel, however, EAST provided names 
of alternate personnel choices that it would employ if the incumbents 
declined EAST's offer of employment.  The agency has supplied a 
videotape of the EAST's oral presentation, which refutes the 
protester's allegation that the agency improperly coached EAST.  
Second, the substitution of personnel in EAST's BAFO did not affect 
its rating in any event; both the initial proposal and BAFO were rated 
"blue" in the management area; the substitution had no impact on the 
evaluation.

The protest is denied.

Comptroller General 
of the United States

1. In its comments on the agency report, SEAIR raised additional 
reasons why it believes its proposal should have received a higher 
score for the quality area.  However, these arguments are untimely 
raised and will not be considered.  SEAIR received the agency report 
on October 4 and was required, under our revised Bid Protest 
Regulations, 61 Fed. Reg. 39039, 39047 (1996) (to be codified at 4 
C.F.R. Part 21) to file any additional grounds of protest based on 
information first received in the report within 10 days of that date.  
SEAIR did, in fact, file supplemental protest grounds separately on 
October 15.  The new arguments raised in its protest comments on 
October 18, however, are untimely.