BNUMBER:  B-276416 
DATE:  June 10, 1997
TITLE: Wright Tool Company, B-276416, June 10, 1997
**********************************************************************

Matter of:Wright Tool Company

File:     B-276416

Date:June 10, 1997

Sam Zalman Gdanski, Esq., for the protester.
Joshua A. Kranzberg, Esq., and Arthur M. Boley, Esq., Department of 
the Army, for the agency.
Katherine I. Riback, Esq., Office of the General Counsel, GAO, 
participated in the preparation of the decision.

DIGEST

Protest that low priced proposal should be rejected as unbalanced is 
dismissed where proposal is low for both items being procured under a 
solicitation which provides for separate awards by item, in which 
circumstances there is no possibility of material unbalancing.    

DECISION

Wright Tool Company protests the award of a contract to SPX 
Corporation under request for proposals (RFP) No. DAAE07-95-R-A607, 
issued by the Department of the Army.  Wright argues that SPX's 
proposal should have been rejected as  unbalanced.  

We dismiss the protest.

The RFP, issued on February 15, 1996, contemplated the award of a 
fixed-price contract for fixed quantities of two different service 
tool kits.  The solicitation, which provided that award would be made 
on the basis of the low priced, technically acceptable offer, required 
offerors to submit separate prices for each of the tool kits that they 
intended to offer, and contained a provision which allowed for 
separate awards for each tool kit.  Contract line item (CLIN) 0001 was 
for 661 of the organizational support (OS) tool kits, consisting of 28 
tools, and CLIN 0002 was for a 100-percent option for the OS tool kit.  
CLIN 0003 was for 75 of the General Support (GS) tool kits, consisting 
of 98 tools, and CLIN 0004 was a 100-percent option for the GS tool 
kit.  The solicitation also notified offerors that the procurement was 
limited to kits consisting of tools specifically identified in the 
technical data package and that contractors proposing to submit 
alternate tools were required to submit technical data and/or samples 
for evaluation prior to the solicitation closing date.  

The solicitation was amended several times to allow offerors 
additional opportunities to submit alternate tools, and to add 
previously approved tools to the lists of tools in the technical data 
package (TDP), and to extend the closing date to June 24.  During this 
time, Wright submitted a run flat tool for approval and provided a 
list of 28 GSA-approved parts on which they intended to base their 
proposal for the OS tool kit.  After testing, Wright's run flat tool 
was approved, and 24 of the 28 parts plus the run flat tool were added 
to the RFP by amendment No. 5.  

Six contractors submitted offers on the OS tool kit and four submitted 
offers on both the OS and GS tool kits.  SPX submitted offers for both 
tool kits and Wright submitted an offer for only the OS tool kit.  The 
agency evaluated the initial proposals, held discussions, and 
requested best and final offers (BAFO) by December 5.  The agency 
received four BAFOs.  Wright's BAFO included an offer for both the OS 
tool kit and the GS tool kit.  Wright's BAFO for the GS tool kit was 
conditioned on being able to purchase at a reasonable price several 
tools for which SPX was the only approved source.  The agency found 
that Wright's conditional offer for the GS tool kit was 
unacceptable.[1]   The BAFOs were evaluated as follows:

Offeror      OS Kit  (CLIN
              0001)       OS Kit 100% Option (CLIN 0002)GS Kit (CLIN 
                                       0003)        GS Kit 100% Option 
                                                    (CLIN 0004)

      SPX    $874                   $854      $8,400      $8,235

Wright 
                 $997     $1,047                    

Offeror A    $1,189               $1,189            

Offeror B    $1,890               $1,890      $9,100      $9,100
The agency determined that SPX had submitted the lowest technically 
acceptable offer for both tool kits and made award to that company.  
This protest followed.  

Wright contends that SPX's offer should have been rejected as 
"unbalanced."  Wright alleges that SPX "significantly underbid" the OS 
tool kit, and is charging a "higher" amount for the GS tool kit, with 
the proceeds from the GS tool kit "subsidizing the absence of profits" 
in the low price for the OS tool kits.  Wright bases its argument that 
the OS tool kits offered by SPX were underpriced on the fact that more 
than 2 years ago the government awarded SPX a contract for the same OS 
tool kits in which the government paid approximately $200 more for 
each OS tool kit.  

Before a proposal can be rejected as unbalanced, it must be found both 
mathematically and materially unbalanced.  A proposal is 
mathematically unbalanced where it is based on nominal prices for some 
of the items and enhanced prices for other items.  Where there is 
reasonable doubt that acceptance of a mathematically unbalanced bid 
will result in the lowest overall cost to the government, the bid is 
materially unbalanced and cannot be accepted.  OMSERV Corp., B-237691, 
Mar. 13, 1990, 90-1 CPD  para.  271 at 2.  

The concept of unbalancing is simply inapplicable here because the 
solicitation provided for separate awards for each tool kit.  The 
possibility that a particular bid or proposal is unbalanced between 
line items arise where the solicitation provides for a combined award 
of separate line items, and it is alleged that certain line items are 
underpriced and others are inflated.  Only in this scenario, and where 
there are estimated quantities of dubious reliability, does the 
possibility that the government may not actually obtain the low 
evaluated cost arise.  Here, the awardee submitted the low price offer 
for fixed quantities of all of the line items, (which could have been 
awarded separately if different offerors were low for different line 
items) and it is clear that the award will result in low cost to the 
government in any circumstance.  

Wright's challenge is more accurately characterized as an allegation 
that the agency accepted a below-cost offer.  However, there is no 
prohibition against a procuring agency's accepting a low or below-cost 
offer on a fixed-priced contract.  Akal Sec., Inc., B-261996, Nov. 16, 
1995, 96-1 CPD  para.  33 at 5.  By awarding a fixed-price contract to such 
an offeror, the contracting agency has necessarily determined that the 
offeror is responsible, a determination which our Office will not 
review absent a showing of possible bad faith or misapplication of 
definitive responsibility criteria, neither of which is present here.  
Intown Properties, Inc., B-256742, July 11, 1994, 94-2 CPD  para.  18 at 
4.[2]  Accordingly, Wright has failed to state a valid basis for 
protest. 

The protest is dismissed.

Comptroller General 
of the United States

1. Wright has not protested the agency's determination that Wright's 
offer to provide the GS tool kits was technically unacceptable.    

2. To the extent that Wright argues that the extended closing dates 
that were laid out in the amendments did not provide enough time to 
permit the evaluation of additional alternate tools, this argument is 
untimely.  Alleged improprieties which do not exist in the initial 
solicitation which are subsequently incorporated into the solicitation 
must be protested not later than the next closing time for receipt of 
proposal following the incorporation.  4 C.F.R.  sec.  21.2(a)(1) (1997).  
In any event, we note that the solicitation provided ample time for 
offerors to submit alternate tools for evaluation.  As stated above, 
the solicitation was issued on February 15, with an original closing 
date of March 18, which was extended by amendment June 24.  The 
solicitation gave offerors a total of 130 days to submit alternate 
tools for evaluation.