Upon charges and amended charges filed in October and November 2001, and April 2002, by Providence Newspaper Guild, TNG-CWA, Local 31041, AFL-CIO, herein called the Union, an Order Consolidating Cases, Consolidated Complaint and Notice of Hearing issued on April 18, 2002 in Cases 1-CA-39430 and 1-CA- 39501 against Providence Journal Company, herein called Respondent. The Union has charged in Case 1-CA-39797 that Respondent has been engaging in further unfair labor practices as set forth in the National Labor Relations Act, 29 U.S.C. Sec. 151 et seq., herein called the Act. Based thereon, and in order to avoid unnecessary costs or delay, the General Counsel, by the undersigned, pursuant to Section 102.33 of the Rules and Regulations of the National Labor Relations Board, herein called the Board, ORDERS that these cases are consolidated.

These cases having been consolidated, the General Counsel, by the undersigned, pursuant to Section 10(b) of the Act and Section 102.15 of the Board's Rules and Regulations, issues this Second Order Consolidating Cases, Amended Consolidated Complaint and Further Notice of Hearing and alleges as follows:

1. (a) The charge in Case 1-CA-39430 was filed by the Union on October 16, 2001, and a copy was served by certified mail on Respondent on October 18, 2001.

(b) The charge in Case 1-CA-39501 was filed by the Union on November 15, 2001, and a copy was served by certified mail on Respondent on November 16, 2001.

(c) The amended charge in Case 1-CA-39501 was filed by the Union on April 2, 2002, and a copy was served by certified mail on Respondent on April 5, 2002.

(d) The charge in Case 1-CA-39797 was filed by the Union on March 11, 2002, and a copy was served by certified mail on Respondent on March 12, 2002.

(e). The first amended charge in Case l-CA-39797 was filed by the Union on April 2, 2002, and a copy was served by certified mail on Respondent on April 3, 2002.

(f) The second amended charge in Case 1-CA-39797 was filed by the Union on April 16, 2002, and a copy was served by certified mail on Respondent on April 17, 2002.

(g) The third amended charge in Case 1-CA-39797 was filed by the Union on May 28, 2002, and a copy was served by certified mail on Respondent on June 5, 2002.

2. At all material times, Respondent, a corporation with an office and place of business in Providence, Rhode Island, herein called Respondent's Providence facility, has been engaged in the publication of the Providence Journal, a daily newspaper.

3. Annually, Respondent, in conducting its business operations described above in paragraph 2, derives gross revenues in excess of $200,000, holds membership in or subscribes to interstate news services, publishes nationally syndicated features, and advertises nationally sold products.

4. At all material times, Respondent has been an employer engaged in commerce within the meaning of Section 2(2), (6), and (7) of the Act.

5. At all material times, the Union has been a labor organization within the meaning of Section 2(5) of the Act.

6. At all material times, the following individuals held the positions set forth opposite their respective names and have been supervisors of Respondent within the meaning of Section 2(11) of the Act and agents of Respondent within the meaning of Section 2(13) of the Act:

Thomas J. McDonough Joel Rawson Carol Young

Human Resources Manager Executive Editor Deputy Executive Editor

7. About April 15, 2002, Respondent, by Carol Young, at the Providence facility threatened employees with the loss of career opportunities because of the employees' union activities.

8., (a) About October 9, 2001, Respondent changed the work assignment and hours of employment of its employee Karen Ziner.

(b) Respondent engaged in the conduct described above in subparagraph 8 (a) because Karen Ziner and other employees of Respondent formed, joined or assisted the Union and engaged in concerted activities, and to discourage employees from engaging in those activities.

9. Respondent engaged in the conduct described above in subparagraph 8(a) for the further reason that Karen Ziner was named as a discriminatee in a charge filed against Respondent in Case l-CA-39l23.

10. (a) About April 1, 2002 Respondent changed the job duties of the copy editors in the Features Department, which resulted in the loss of the "small grid" payments to copy editors.

(b) Respondent engaged in the conduct described above in subparagraph 10(a) because the copy editors in the Features Department formed, joined, and assisted the Union and engaged in concerted activities, and to discourage employees from engaging in these activities.

11. (a) The following employees of Respondent, as set forth at Article 1, page 1-N of the January 1, 1997 News collective-bargaining agreement between Respondent and the Union, herein called the News Unit, constitute a unit appropriate for collective bargaining within the meaning of Section 9(b) of the Act:

All employees employed in Respondent's News and Editorial Department, excluding: elected officers of the publisher; executive editor; deputy executive editor; managing editors; metropolitan managing editor; associate managing editor; systems editor; news editor; night production editor, regional news editors, metro edition editor; city editor; assistant city editor; editor of the editorial pages; chief editorial writer; editorial columnist; assistant managing editors; sports editor; financial editor; assistant director-photography and graphics; librarian; editor for technology and development; confidential secretaries; and, except as specifically provided in the parties' collective-bargaining agreement, irregular extras.

(b) Since about 1958, and at all material times, the Union has been the designated exclusive collective-bargaining representative of the News Unit, and since then the Union has been recognized as the representative by Respondent. This recognition has been embodied in a series of collective-bargaining agreements, the most recent of which was effective from January 1, 1997 through December 31, 1999.

(c) At all times since about 1958, based on Section 9(a) of the Act, the Union has been the exclusive collective-bargaining representative of the News Unit.

12. (a) The following employees of Respondent, as set forth at Article 1, page 1-A of the January 1, 1997 Advertising collective-bargaining agreement between Respondent and the Union, herein called the Advertising Unit, constitute a unit appropriate for collective bargaining within the meaning of Section 9(b) of the Act.

All employees employed in Respondent's Advertising Department, Systems Department, and Janitorial Department, excluding; elected officers of Respondent; senior sales directors; sales directors; creative director; manager advertising planning; advertising systems development manager; secretaries to: vice-president advertising, senior sales director personnel, senior sales director operations, and manager advertising planning; director of systems; systems analysts; programmers; research director; pre-publishing department manager; assistant pre-publishing managers; promotion director; promotion manager; cleaning manager; and except as specifically provided in the parties' collective-bargaining agreement, irregular extras.

(b) Since about 1969, and at all material times, the Union has been the designated exclusive collective-bargaining representative of the Advertising Unit, and since then the Union has been recognized as the representative by Respondent. This recognition has been embodied in a series of collective -bargaining agreements, the most recent of which was effective from January 1, 1997 through December 31, 1999.

(c) At all times since about 1969, based on Section 9(a) of the Act, the oUnion has been the exclusive collective-bargaining representative of the Advertising Unit.

13. About June 18, 2001, Respondent changed employee terms and conditions of employment by involuntarily transferring Advertising Unit employees into the News Unit.

14. About June 18, 2001, Respondent changed its procedure relating to posting jobs and filling open positions in the News Unit.

15. About June 18, 2001, Respondent changed its procedure relating to layoffs and reductions in force in the Advertising Unit.

16. About August 28, 2001 and September 21, 2001, Respondent changed its procedure relating to medical leaves in the Advertising Unit by discharging employees, including Michael Monti and Andrew McKnight, respectively, who had been on medical leave for fewer than 24 months.

17. About September 18, 2001, and continuing to date, Respondent has refused to bargain over the accommodations for Advertising Unit employee Andrew McKnight, regarding his medical disability.

18. About November 1, 2001, Respondent changed the small grid payment in the Features Department with respect to Editorial Assistants.

19. About January 14, 2002, Respondent changed its practice, policy, and procedure with respect to the issuance and use of credit cards.
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20. About April 1, 2002, Respondent changed the duties of copy editors in the Features Department resulting in the loss of small grid payments to the copy editors.

21. The subjects set forth above in paragraphs 13 through 20 relate to wages, hours, and other terms and conditions of employment of the News Unit and of the Advertising Unit and are mandatory subjects for the purposes of collective bargaining.

22. Respondent engaged in the conduct described above in paragraphs 13 through 20 without prior notice to the Union, and without affording the Union an opportunity to bargain with Respondent with respect to this conduct and the effects of this conduct.

23. (a) About June 5, 2001, the Union, by letter from Union Administrator Timothy F. Schick, herein Schick, requested that Respondent furnish the Union with the following information regarding Respondent's computerized payroll system: the "date of hire~~ information maintained in the system; how the system reports merit pay; and an explanation of why there were discrepancies in the system regarding merit pay, pay grade, job title and experience steps.

(b) Since about June 5, 2001, Respondent, by McDonough, has failed and refused to furnish the Union with the information requested by it, as described above in subparagraph 23(a)

24. (a) About September 10, 2001, the Union, by letter from Schick, requested that Respondent furnish the Union with the following information regarding Respondent's failure to make 401(k) payments on behalf of certain bargaining unit employees:

the nature of the problem, its duration, how the problem had been corrected, copies of any communications made to employees about the problem, a list of affected bargaining unit employees, and the amount of money involved.

(b) Since about September 10, 2001, Respondent, by McDoncugh, has failed and refused to furnish the Union with the information requested by it, as described above in subparagraph 24 (a)

25. (a) About September 14, 2001, the Union, by letter from Schick, requested that Respondent furnish the Union with the details of any case since 1995 where Respondent had required a bargaining unit employee to return to work over the objections of his or her personal physician.

(b) Since about September 14, 2001, Respondent, by McDonough, has failed and refused to furnish the Union with the information requested by it, as described above in subparagraph 25(a)

26. (a) About February 6, 2002, the Union, by letter from Schick, requested that Respondent furnish the Union with the
9 names of the part-time employees who participate in the 401(k) plan.

(b) Since about February 6, 2002, and continuing to date, Respondent, by McDonough, has failed and refused to furnish the Union with the information requested by it, as described above in subparagraph 26(a)

27. The information requested by the Union, as described above in paragraphs 23 through 26, is necessary for, and relevant to, the Union's performance of its duties as the exclusive collective-bargaining representative of the Advertising Unit and the News Unit.

28. Since about October 10, 2001, Respondent, by McDoriough, made a regressive wage proposal in collective bargaining by withdrawing a proposed wage increase for the year 2002, in order to avoid reaching agreement or a good-faith impasse.

29. (a) About October 19, 2001, October 25, 2001, and November 2, 2001, the Union, by letters, requested that Respondent bargain over the effects of Respondent's implementation of a "buyout" program for employees in the Units.

(b) Since about October 24, 2001 and November 16, 2001, Respondent has failed and refused to bargain with the Union with respect to the effects on the Units resulting from the "buyout" program.

30. (a) About February 20, 2002, Respondent, by letter from McDonough, made a revised contract proposal to the Union. A copy of the February 20, 2002 letter is attached as Attachment "A."

(b) About February 20, 2002, the Union requested that Respondent meet and bargain with the Union concerning the revised contract proposal described above in subparagraph 30 (a)

31. About February 22, 2002, Respondent, by letter, refused to meet with the Union with respect to the revised contract proposal described above in subparagraph 30(a)

32. About February 20, 2002, Respondent, by a letter distributed to employees in the Unit at the Providence facility, engaged in direct dealing with its employees in the Units by communicating directly to them the revised contract proposal described above in subparagraph 30 (a)

33. (a) About February 20, 2002, Respondent, by the revised contract proposal described above in subparagraph 30(a), made a regressive wage proposal in contract negotiations.

(b) About February 20, 2002, Respondent, by the revised contract proposal described above in subparagraph 30(a), conditioned any collective-bargaining agreement on the withdrawal of all unfair labor practice charges.

34. By the conduct described above in paragraph 7, Respondent has been interfering with, restraining, and coercing employees in the exercise of the rights guaranteed in Section 7 of the Act in violation of Section 8(a) (1) of the Act.

35. By the conduct described above in paragraphs 8 and 10, Respondent has been discriminating in regard to the hire or tenure or terms or conditions of employment of its employees, thereby discouraging membership in a labor organization in violation of Section 8(a) (3) and (1) of the Act.

36. By the conduct described above in paragraphs 8(a) and 9, Respondent has been discriminating against employees for filing charges or giving testimony under the Act in violation of Section 8(a) (4) and (1) of the Act.

37. By the conduct described above in paragraphs 13 through 33, Respondent has been failing and refusing to bargain collectively and in good faith with the exclusive collective-bargaining representative of its employees in violation of Section 8(a) (5) and (1) of the Act.

38. The unfair labor practices of Respondent described above affect commerce within the meaning of Section 2(6).and (7) of the Act.

PLEASE TAKE NOTICE that commencing at 11:00 a.m. on the 21st day of October, 2002, and on consecutive days thereafter a hearing will be conducted at a location to be determined in Providence, Rhode Island, before an administrative law judge of the Board on the allegations in this amended consolidated complaint, at which time and place any party within the meaning of Section 102.8 of the Board's Rules and Regulations will have the right to appear and present testimony.

Respondent is further notified that, pursuant to Sections 102.20 and 102.21 of the Board's Rules and Regulations, Respondent shall file with the undersigned an original and four (4) copies of an answer to this amended consolidated complaint within 14 days from service of it, and that, unless Respondent does so, all the allegations in the amended consolidated complaint shall be considered to be admitted to be true and shall be so found by the Board. Respondent is also notified that pursuant to the Board's Rules and Regulations, Respondent shall serve a copy of its answer on each of the other parties.

Form NLRB-4338, Notice, and Form NLRB-4668, Summary of Standard Procedures in Formal Hearings Held Before the National Labor Relations Board in Unfair Labor Practice Proceedings Pursuant to Section 10 of the National Labor Relations Act, As
Amended, are attached.

Dated at Boston, Massachusetts this 30th day of July, 2002.

/s/ Rosemary Pye
Rosemary Pye, Regional Director
National Labor Relations Board
First Region
Thomas P. O'Neill, Jr. Federal Building
10 Causeway Street, Sixth Floor

The Providence Journal Company 75 Fountain Street, Providence, RI 02902 THOMAS J. McDONOUGH HUMAN RESOURCES DIRECTOR 401 -277-7205 401-277-7217 FAX thomas_mcdonough@proj• .com February 22, 2002 Providence Newspaper Guild AFL-CIO 270 Westminster Street Providence, RI 02903 Attn: Mr. Timothy F. Schick, Administrator Dear Mr. Schick: This is a settlement offer to wipe the slate clean and return to normal labor relations. Provided the Guild withdraws and fully settles all pending grievances, lawsuits. NLRB charges and all other litigation, the Company offers the following revision to its proposal for a new contract: • A contract term through December 31, 2005. • In lieu of a wage increase for the year 2000, a lump sum cash bonus equal to 2 % of the year 2000 straight-time earnings, payable to each current bargaining unit member. • A 3% across-the-board wage increase January 1, 2001 with retroactivity payable on straight-time earnings to each current bargaining unit member. • For the year 2002, a wage freeze as has been applied to all Company employees. • Effective January 1, 2003 though the contract termination on December 31, 2005, the Company will adjust wages for Guild bargaining unit members on the same basis as recently agreed to by the Teamster and the Pressmen's Union. • Effective January 1, 2003, a contract reopener on retirement and 401 (k) issues; all other fringe benefit to be as accepted by the Teamsters and the Pressmen. This is a proposal to resolve our differences through negotiation, not litigation. We urge all employees in each bargaining unit be given the opportunity to vote on this proposal by secret ballot as soon as possible. Sincerely, Thomas J. McDonough