BNUMBER:  B-278330 
DATE:  January 16, 1998
TITLE: McCombs Fleet Services, B-278330, January 16, 1998
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Matter of:McCombs Fleet Services

File:     B-278330

Date:January 16, 1998

Tenley A. Carp, Esq., Arent Fox Kintner Plotkin & Kahn, for the 
protester.
Michael D. Tully, Esq., General Services Administration, for the 
agency.
Robert Arsenoff, Esq., and Paul I. Lieberman, Esq., Office of the 
General Counsel, GAO, participated in the preparation of the decision.

DIGEST

Protest that offerors were treated unequally to the detriment of the 
protester is denied where the allegation stems from the protester's 
having been appropriately cautioned by the contracting officer about 
the requirement for independent pricing, in response to an open-ended 
question about the possibility of making an unspecified arrangement 
under which one individual would sign separate offers for product 
lines of three competing truck manufacturers, while other offerors 
submitted successful proposals that the protester incorrectly believes 
should have been understood to evidence a violation of the requirement 
for independent pricing. 
DECISION

McCombs Fleet Services protests contract awards to Johnsons of 
Kingfisher and Carter Chevrolet Agency, Inc., under request for 
proposals (RFP) No. FCAP-FM-CCWTB-8-14-97, issued by the General 
Services Administration (GSA) for light truck assemblies consisting of 
cabs and chassis made by Ford Motor Company, the Chrysler Corporation, 
and General Motors Corporation (GM), and bodies fabricated to meet the 
government's specifications.  The crux of the protest is that offerors 
were treated unequally to the detriment of McCombs.

We deny the protest.

BACKGROUND

The RFP, issued on June 15, 1997, with a closing date of August 14, 
contemplated award on the basis of evaluated low price of indefinite 
delivery/indefinite quantity contracts for various line items 
representing different truck configurations.  Separate contracts were 
to be awarded under each line item for Chrysler, Ford, and GM 
products. 

Johnsons offered Dodge trucks (which are Chrysler products); Carter 
offered GM trucks; and McCombs offered GM trucks for certain line 
items and Ford trucks for others. Johnsons was awarded a contract for 
Dodge trucks with an estimated value of $13.4 million; Carter was 
awarded a contract for GM trucks with an estimated value of $31.2 
million; and the protester was awarded a contract for Ford and GM 
trucks with an estimated value of $16.8 million.

PROTEST

The protester's allegation of unequal treatment arises from a 
telephone conversation between the firm's government contracts 
representative and the contracting officer, which McCombs initiated in 
early August, prior to the closing date for receipt of initial 
proposals.  In its initial protest submission, McCombs maintained 
that, in response to its question as to whether the firm could submit 
three separate proposals for Ford, Dodge and GM trucks, the advice 
given by the contracting officer was "no" because of the way she 
cautioned about the requirement for independent pricing.  McCombs took 
the position that this advice precluded the firm from offering Dodge 
products because it did not own a Dodge dealership.  In contrast, 
according to McCombs, Johnsons and Carter were permitted to enter into 
an arrangement whereby Carter--which does not own a Dodge 
dealership--prepared both offers and profited by Johnsons's offer of 
Dodge products because Johnsons proposed to use a fabrication 
subcontractor owned by Carter.  The protester also asserts that this 
arrangement enabled Carter to reduce its prices for GM products.  In 
McCombs's view, the awards to these offerors represented unequal 
treatment because the contracting officer's advice had effectively 
prevented McCombs from similarly "profiting" by entering into some 
sort of unspecified arrangement with a Dodge dealer.

As explained below, the contracting officer's advice to McCombs was 
not inappropriate and there was no unequal treatment, because the 
record does not support McCombs's speculation that the other two 
offerors were permitted to enter into a relationship which violated 
the requirement for independent pricing.  

ANALYSIS

The August Conversation

Because of the parties' dispute about what was said during the early 
August conversation, our Office conducted a telephonic hearing at 
which the two participants testified concerning their recollection of 
the conversation.[1]

McCombs's representative testified that he asked two questions; the 
contracting officer states that only one question was asked.  Both 
witnesses agree that the contracting officer was asked whether the 
McCombs representative could sign and submit three separate proposals, 
one each for Dodge, Ford, and GM products.[2]  Both witnesses agree 
that the contracting officer responded by cautioning McCombs's 
representative that separate offers had to be independently priced, 
but that he could submit one proposal covering all three 
manufacturers' vehicles.

McCombs's representative testified that he also asked a second 
question concerning whether he could assist another dealer (i.e., a 
Dodge dealer) in the preparation of a "separate solicitation [i.e., 
offer]," possibly through a "joint effort," in response to which he 
received the same caution about the requirement for independent 
pricing.  The contracting officer denies that this question was 
asked.[3]

Whether one question was asked or two, McCombs's representative 
testified that, based on the contracting officer's cautionary advice, 
he concluded, without further discussion on the topic with the 
contracting officer, that the independent pricing requirement would 
preclude the firm from offering Dodge products because McCombs had no 
ownership interest in a Dodge dealership.  While the McCombs 
representative testified that he believes that the independent pricing 
requirement precludes the joint preparation of an offer for Dodge 
products with an entity in which McCombs did not have an ownership 
interest, without consideration of whether this entity was a competing 
offeror, he also testified that this belief was never discussed with 
the contracting officer.  In our view, there having been no discussion 
as to whether or not the three proposals would be submitted by three 
offerors in competition with one another, the caution given by the 
contracting officer appears to be an appropriate response.  While 
McCombs's representative apparently believes that he communicated his 
concerns about McCombs's lack of a Dodge franchise ownership to the 
contracting officer, there is nothing in his direct testimony to 
support the belief that this information was conveyed, and the 
contracting officer denies that this matter was mentioned at all.

In sum, the McCombs's representative's question or questions amount to 
blanket requests of the contracting officer to approve unspecified 
manners of offering, which appear to present possible issues about 
competing offerors sharing price information and, with the admitted 
lack of any explanatory information, the contracting officer responded 
appropriately.

The Johnsons/Carter "Arrangement"

As indicated above, McCombs asserts that Johnsons and Carter were 
permitted by the agency to enter into improper arrangement whereby 
Carter prepared the Johnsons offer and profited by that offer for 
Dodge trucks, which were to be worked on by a subcontractor owned by 
Carter.[4]  McCombs further asserts that the agency should have been 
aware of this relationship and should have considered that the offers 
represented a violation of the independent pricing requirement. 

In support of its allegation, the protester notes that the two firms 
have a common fabrication subcontractor allegedly owned by Carter, 
both firms proposed the same individual for the position of "Contact 
for Contract Administration," and the competing proposals used the 
same abbreviations in the address for that position.  In this last 
regard, the protester notes that "W." is used for "West" in each 
proposal, "Ave." is used for "Avenue" and "OK" is used for "Oklahoma."  
McCombs believes that this information somehow establishes that Carter 
prepared Johnsons's offer.

The purpose of the requirement for independent pricing is to ensure 
that offerors do not collude among themselves to set prices or 
restrict competition by inducing others not to submit offers.  Ace 
Reforestation, Inc., 65 Comp. Gen. 151, 152 (1985), 85-2 CPD  para. 704 at 
2-3.  The requirement for independent pricing does not preclude 
competitors from proposing the same subcontractors.  Ross Aviation, 
Inc., B-236952, Jan. 22, 1990, 90-1 CPD  para.  83 at 2-3.  Further, the 
fact that two offerors have common offices, ownership, or business 
addresses is not by itself sufficient to establish a violation of the 
requirement and where, as here, a protester presents no other evidence 
showing that competitors did not arrive at their prices independently, 
we will not assume otherwise.  Ace Reforestation, Inc., supra.

McCombs simply draws unsupported inferences from the proposals.  
Neither the existence of common subcontractor ownership nor the 
proposals to use common subcontractors warrant a conclusion that the 
offers were not independently prepared.  Nor, in our view, does the 
common use of standard abbreviations in the addresses listed by each 
offeror.  The record indicates that the offers were prepared on 
separate dates in two different handwriting styles and signed by two 
different individuals, each authorized to represent his firm.

In short, there is nothing in the record to support the speculation 
that Carter prepared the Johnson offer; the structure of the proposals 
provides no basis to cause the contracting officer to conclude that 
the two offerors somehow colluded or otherwise improperly collaborated 
in preparing their proposals.             

CONCLUSION

The protester's premise that it was unfairly treated because the 
agency would not permit it to enter into an arrangement whereby it 
could offer Dodge trucks, while Johnsons and Carter were permitted to 
enter into such an arrangement, is simply not consistent with the 
record.  McCombs was given appropriate general advice and never 
described the nature of the arrangement it was apparently 
contemplating; Carter and Johnsons, on the other hand, were properly 
awarded contracts because nothing in their proposals raised a question 
about the propriety of the firms' actions. 

The protest is denied.

Comptroller General
of the United States

1. McCombs's representative admitted that his recollection of whether 
there were one of two conversations was vague.  In contrast, the 
contracting officer clearly testified that there was only one 
conversation and, in its post-hearing comments, McCombs effectively 
concedes that there was only one conversation.

2. There is some confusion in the record about whether this question 
involved Dodge or Chrysler vehicles.  This confusion may have arisen 
because Dodge vehicles are manufactured by Chrysler Corporation.

3. Whether or not the question was asked, the caution allegedly 
provided would appear to have been appropriate in response to such a 
question because, as McCombs's representative himself testified, he 
never provided any details of a proposed relationship with a Dodge 
dealer to the contracting officer, and the question appears to suggest 
the preparation by one competitor of another competitor's offer.

4. In its protest submissions, McCombs takes the somewhat anomalous 
position that the relationship between the two other awardees is 
improper, while simultaneously suggesting that it is essentially the 
same type of arrangement that the protester sought permission to enter 
into with a Dodge dealership in order to prepare a proposal.