“ Case’2:10-cv-09198-JVS RNB Document 196 Filed 04/04/12 #:7987

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2 ORIGINAL

JONATHAN A. SHAPIRO (257199 WILMER CUTLER PICKERING AND DORR LLP

950 Page Mill Road

Palo Alto, CA 94304

Tel: (650) 858-6101

Fax: (650) 858-6100 jonathan.shapiro@wilmerhale.com

ALE

ANDREA J. ROBINSON (PRO HAC VICE)

TIMOTHY J. PERLA (PRO HAC VICE WILMER CUTLER PICKERING HAL AND DORR LLP

60 State Street

Boston, MA 02109

Tel: (617) 526-6000

Fax: (617) 526-5000 andrea.robinson@wilmerhale.com timothy.perla@wilmerhale.com Attorneys for Defendant Life Insurance Company of the Southwest

UNITED STATES DISTRICT COURT CENTRAL DISTRICT OF CALIFORNIA SOUTHERN DIVISION

JOYCE WALKER, KIM BRUCE . HOWLETT, and MURIEL SPOONER, on behalf of themselves and all others similarly situated,

Plaintiffs,

VS.

| LIFE INSURANCE COMPANY OF THE

SOUTHWEST, a Texas corporation, and DOES 1-50

Defendant.

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FILED - SOUTHERN DIVISION CLERK, U.S. DISTRICT COURT

‘APR ~ 4 2012

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CLASS ACTION CASE NO.: CV 10-9198 JVS (RNBx)

Formerly Case No.: 3:10-cv -04852 J from Northern District of California

APPLICATION TO FILE UNDER SEAL PLAINTIFFS’ MOTION FOR REVIEW OF MARCH 20, 2012

DISCOVERY ORDER AND CERTAI EXHIBITS THERETO

Judge: Hon. James V. Selna Courtroom: 10C

Date: eh 7, 2012

Time: 1:30 p.m.

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PLEASE TAKE NOTICE THAT pursuant to Civil Local Rule 79-5.1 and the Court’s Second Amended Protective Order in this action, Dkt. 103 at 4 10 (Sept. 27, 2011), Defendant Life Insurance Company of the Southwest (“LSW”) submits this application to the Court for an Order sealing (1) Plaintiffs’ Motion for Review of the Magistrate Judge’s March 20, 2012 Discovery Order; and (2) Exhibits G, J, and K attached to the Declaration of Jeanette T. Barzelay in Support of Plaintiffs’ Motion for Review.

Under Civil Local Rule 79-5.1, a party can request that documents be filed under seal by submitting a written application along with the documents sought to be filed under seal. The Court’s Second Amended Protective Order (the “Protective Order”) requires that an application to seal be filed whenever any papers are filed containing information and/or documents designated as “CONFIDENTIAL” or “CONFIDENTIAL INFORMATION — PROTECTIVE ORDER.” Dkt. 103 at 410.

I. LSW’s Application

LSW applies to file the above-listed materials under seal on the grounds that

they contain confidential information protected by the Protective Order. Magistrate Judge Block previously granted LSW’s application to seal these materials when submitted with the parties’ Joint Stipulation on Plaintiffs’ Motion to Compel. See Civil Minutes, Dkt. 136. The specific grounds that apply to each document are set forth below: |

(i) Plaintiffs’ Motion for Review of the March 20, 2012 Discovery Order contains direct quotations from Exhibits J and K listed below, marked “CONFIDENTIAL,” and describes the content of those CONFIDENTIAL Exhibits.

(ii) Barzelay Dec., Ex. G is an unredacted copy of excerpts from the parties’ Joint Stipulation on Plaintiffs’ Motion to Compel. This document was previously filed under seal (see Dkt. 136) and contains direct quotations from or describes the

content of Exhibits marked “CONFIDENTIAL,” including Exhibits J and K.

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(iii) Barzelay Dec., Ex. J contains excerpts from the deposition of Elizabeth MacGowan. This document was previously filed under seal before the Magistrate Judge. See Dkt. 136 (granting LSW’s application to seal Exhibit 31 to the Barzelay Declaration). In the testimony excerpted therein, Ms. MacGowan testified to, among other things, LSW’s strategy regarding competitive positioning. This is confidential, non-public commercial information that, if disclosed to the general public or competitors of LSW, could reasonably and in good faith be expected to result in prejudice or harm.

(iv) Barzelay Dec., Ex. K contains excerpts from the deposition of Matthew

DeSantos. This document was previously filed under seal before the Magistrate Judge. See Dkt. 136 (granting LSW’s application to seal Exhibit 32 to the Barzelay Declaration). In the testimony excerpted herein, Mr. DeSantos testified to, among other things, LSW’s marketing strategies and competitive positioning. This is confidential, non-public commercial information that, if disclosed to the general public or competitors of LSW, could reasonably and in good faith be expected to result in prejudice or harm.

For the foregoing reasons, LSW respectfully requests that the Court grant LSW’s application to the Court for an Order sealing (1) Plaintiffs’ Motion for Review of the Magistrate Judge’s March 20, 2012 Discovery Order; and (2) Exhibits G, J, and K attached to the Declaration of Jeanette T. Barzelay in Support

of Plaintiffs’ Motion for Review.

Dated: April 3,2012. Respectfully submitted,

WILMER CUTLER PICKERING HALE AND DORR LLP

By:__/s/ Jonathan Shapiro Jonathan A. Shapiro

Attorneys for Defendant LIFE INSURANCE COMPANY OF THE SOUTHWEST

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