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BROWN & CONNERY, LLP

By: Warren W. Faulk. Esq.

Michael J. Miles, Esq. 360 Haddon Avenue

P.O. Box 539

Westmont, New Jersey 08108 (856) 854-8900

Attorneys for Philadelphia Newspapers, LLC

COURIER-POST NEWSPAPER, A DIVISION OF GANNETT SATELLITE INFORMA TION NETWORK and PENN JERSEY ADVANCE, INC.,

Docket No.: L-2927-07

Plaintiffs,

Civil Action

vs.

COUNTY OF CAMDEN, CAMDEN COUNTY MUNICIPAL UTILITIES AUTHORITY, THE COUNTY OF GLOUCESTER and PHILADELPHIA NEWSPAPERS, LLC,

ANSWER AND SEPARATE DEFENSES OF DEFENDANT PHILADELPHIA NEWSPAPERS, LLC

Defendants.

Philadelphia Newspapers, LLC (hereafter "PN"), by way of Answer and Separate

Defenses to the First Amended Verified Complaint, says:

PARTIES

1. On information and belief, the allegations of this Paragraph are admitted.

2. The answering defendant is without sufficient knowledge and information to form a

belief as to the truth of these allegations, and therefore denies same.

3. On information and belief. the allegations of this Paragraph are admitted.

4. On information and belief, the allegations of this Paragraph are admitted.

5. On information and belief, the allegations of this Paragraph are admitted.

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INTRODUCTION

6. The allegations in this Paragraph call for a legal conclusion and therefore no answer is required.

7. It is admitted that in the past the Gloucester County Times was designated as an official newspaper by the Gloucester County Board of Chosen Freeholders. The remaining allegations in this Paragraph call for a legal conclusion and therefore no answer is required.

8. The allegations of this Paragraph are denied as stated. It is admitted that the County of Camden and the Camden County Municipal Utilities Authority have published legal notices in The Philadelphia Inquirer (the "Inquirer"). The answering defendant denies that said publications are contrary to the laws of this State.

9. The allegations of this Paragraph are denied.

10. The allegations of this Paragraph are denied.

11. The allegations of this Paragraph are denied.

12. The allegations of this Paragraph are denied.

13. The allegations of this Paragraph are denied as stated. The provisions ofN.J.S.A. 35:2-1 speak for themselves.

14. The answering defendant is without sufficient knowledge and information to form a belief as to the truth of these allegations, and therefore denies same.

15. It is admitted that in January 2007 defendant County of Camden on behalf of itself and the County of Gloucester issued the Request for Proposals (RFP") attached as Exhibit A to plaintiff's Complaint.

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16. It is admitted that the quoted language appears in paragraph 1.0 of the RFP, but denied that the quoted language sets forth the full statement of "Purpose" in paragraph 1.0.

17. The answering defendant is without sufficient knowledge and information to form a belief as to the truth of these allegations, and therefore denies same.

18. It is admitted that on or about February 9, 2007, the Inquirer submitted a Proposal in response to the County of Camden's RFP. It is denied that Exhibit B is a copy of the entire Proposal.

19. The allegations of this Paragraph are denied as stated. It is admitted that the quoted language appears in the Inquirer's Proposal, but denied that the quoted language sets forth all information in the Proposal with regard to the printing and publishing of the Inquirer.

20. The answering defendant hereby incorporates its answer to Paragraph 19 above as if set forth at length.

21. The allegations of this Paragraph are denied as stated. It is admitted that the Inquirer's Proposal sets forth rates of $0.24 per line for its weekday South Jersey zone edition; $0.75 per line for its weekday "full run"; $0.63 per line for its Sunday South Jersey zone edition; and $1.00 per line for Sunday "full run". The remaining allegations in this Paragraph call for a legal conclusion and therefore no answer is required.

22. The allegations of this Paragraph are denied as stated. The Inquirer's Proposal identifies its offices and sets forth a summary of the functions performed at those offices. The remaining allegations of this Paragraph are denied.

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23. The allegations of this Paragraph are denied as stated. It is admitted that the County of Camden adopted Resolution 76 designating the Inquirer as "an official newspaper." The remaining allegations are denied.

24. On information and belief, the allegations of this Paragraph are admitted.

25. The allegations of this Paragraph are denied.

CCUMA

26. On information and belief, the allegations ofthis Paragraph are admitted.

27. On information and belief, the allegations of this Paragraph are admitted.

28. On information and belief, the allegations of this Paragraph are admitted.

29. The allegations of this Paragraph are denied.

30. The allegations of this Paragraph are denied.

31. The allegations of this Paragraph are denied.

32. The answering defendant is without sufficient knowledge and information to form a

belief as to the truth of these allegations, and therefore denies same.

33. The allegations of this Paragraph are denied.

34. The allegations of this Paragraph are denied.

35. The allegations of this Paragraph are denied.

36. The allegations of this Paragraph are denied.

37. The allegations of this Paragraph are denied.

38. The allegations of this Paragraph are denied.

39. The allegations of this Paragraph are denied.

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COUNT I INJUNCTIVE RELIEF

40. The answering defendant hereby incorporates its answers to the preceding paragraphs as

if set forth at length.

41. The allegations of this Paragraph are denied.

42. The allegations of this Paragraph are denied.

COUNT II DECLARATORYJUDGMEMT

43. The answering defendant hereby incorporates its answers to the preceding paragraphs as

if set forth at length.

44. The allegations of this Paragraph are denied.

45. The answering defendant is without sufficient knowledge and information to form a

belief as to the truth of these allegations, and therefore denies same.

SEPARATE DEFENSES

1. The First Amended Complaint fails to state a claim upon which relief can be granted.

2. The claims of plaintiffs are barred by the period oflimitations prescribed in Rule 4:69-6.

3. While denying that the answering defendant is not legally qualified under N.J. S .A 35: 1-1

et seq. to publish legal notices, if said statute is so interpreted, then said statute denies the

answering defendant equal protection of the law and due process under the Fourteenth

Amendment to the United States Constitution and under Article I, Paragraph 1 of the

New Jersey Constitution (1948).

4. While denying that the answering defendant is not legally qualified under N.J.S.A. 35: 1-1

et seq. to publish legal notices, if said statute is so interpreted, then said statute violates

the Commerce Clause of the United States Construction.

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5. The plaintiffs lack standing to challenge the Counties' RFP processes and the award of a

contract to the answering defendant.

6. The answering defendant reserves the right to assert such additional separate defenses as

discovery may reveal.

WHEREFORE, Defendant Philadelphia Newspapers, LLC, demands judgment

dismissing plaintiffs' First Amended Complaint, and awarding attorneys fees and costs to said

defendant.

BROWN & CONNERY, LLP Attorneys for Defend

Philadelphia News ers, LLC

Dated: August 6, 2007

DEMAND FOR JURY TRIAL

TAKE NOTICE that the answering defendants demand a trial by jury.

DESIGNATION OF TRIAL COUNSEL

Warren W. Faulk, Esquire is hereby designated as trial counsel for defendants

Philadelphia Newspapers, LLC.

Dated: August 6, 2007

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CERTIFICATIONS

I certify that the within Answer and Separate Defenses of defendant Philadelphia Newspapers, LLC, was served within the time period prescribed by the Rules of Court.

I further certify that to the best of my knowledge the matters in controversy are not the subject of any other pending action or arbitration proceeding, and that no other action or arbitration proceeding is contemplated. I know of no other party who should be joined in this action and, pursuant to Rule 4:28-4(a)(1), I have given notice of the pendency of the action to the Attorney General of New Jersey.

Dated: August 6, 2007

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CERTIFICATE OF SERVICE

I certify that the within Answer and Separate Defenses of defendants Philadelphia

Newspapers, LLC were served this date by mailing same, first class mail to:

Daniel D. Haggerty, Esq.

Weir & Partners LLP 210 Haddon Avenue Westmont, NJ 08108

Thomas Campo, Esq.

Gloucester County Counsel 115 Budd Blvd.

Woodbury, NJ 08096

Laurence E. Rosoff, Esq.

Authority Solicitor

Camden County Municipal Utilities Authority 1645 Ferry Avenue Camden, NJ 08104

Donna M. Whiteside, Esq.

Camden County Counsel City Hall, 14th Floor 520 Market Street Camden, NJ 08102

Leda Dunn Wettre, Esq.

Robinson & Livelli Two Penn Plaza East Newark, NJ 07105

Dated: August 6, 2007

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