UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK Case No. 02-CV-4911 (HB) JURY TRIAL DEMANDED vs. WILHELMINA MODEL AGENCY, INC.; FORD MODELS, INC.; GERARD W. FORD (a/k/a GERRY FORD); ELITE MODEL MANAGEMENT, INC.; CLICK MODEL MANAGEMENT, INC.; NEXT MANAGEMENT CORP.; MFME MODEL MANAGEMENT COMPANY LTD.; BOSS MODELS, INC.; ZOLI MANAGEMENT, INC.; Q MODEL MANAGEMENT; DNA MODEL MANAGEMENT, LLC; IMAGES MANAGEMENT; IMG MODELS, INC.; and MODEL MANAGEMENT CORPORATION (f/k/a INTERNATIONAL MODEL MANAGERS ASSOCIATION, INC.) 1. This is a class action under federal and state law on behalf of present and former professional models who are or have been under contract to Defendants, and various New York modeling agencies. As set forth in detail below, " Defendants are and have for several years been engaged in an unlawful combination and conspiracy to violate federal antitrust law and state laws, and have each violated applicable federal and state law ", including by a. conspiring to set the fees they each charge to models, and to fix other terms and conditions of the models’ contracts, in violation of federal antitrust law; b. concealing their unlawful conduct by drafting contracts purporting to characterize themselves as “managers” and disavowing any state licensing requirements - while advertising themselves as “agencies” and admitting (in court documents and elsewhere) that they regularly procure employment for models for a fee, making them employment agencies as a matter of law; c. knowingly violating state law limiting the fees that Defendants, as employment agencies, can charge; and d. deliberately violating their fiduciary duties to their models through various other unlawful practices, such as earning undisclosed profits from third parties, billing models for phony expenses, making a profit from services required to be provided at cost, and imposing excessive charges and fees, as detailed below. 2. Defendants’ violations of federal antitrust law and state law regulating employment agencies are legally distinct, but factually interwoven and mutually reinforcing. Defendants have not only conspired to fix their fees, discussed fees at trade association meetings and worked collectively through their trade association to negotiate fees - each a per se violation of federal law - they have also agreed to charge fees above what state law allows employment agencies to charge, which is also flatly unlawful; and they have worked together to affirmatively misrepresent their legal status in their dealings with Plaintiffs - to whom they owe fiduciary duties of honesty and full disclosure - through sham contracts and other dishonest tactics that have persisted for years. 3. Several features allowed the Defendants to maintain their conspiracy for a very substantial period of time. In particular: a. Throughout the Class Period, and continuing today, the domestic modeling agency business has been highly concentrated, both geographically (in New York City) and in terms of market share among the large agencies based in New York City; b. Throughout the Class Period, and continuing today, there has been a strong continuity in the ownership and management of the principal defendants, including particularly Defendant Ford, which (not coincidentally) has maintained its position as a market leader while taking a leading role in Defendants’ unlawful conduct; and c. Throughout the Class Period, and continuing today, the nature of the domestic modeling agency business is such that the models are at a very large, structural disadvantage in terms of bargaining power with the agencies: most models’ careers are short; they are almost completely dependent on agencies to get them work; they are given form contracts, which the agencies claim are “standard” and not subject to negotiation; and they are told they will be blackballed if they complain.