12-Person(A,B,C,D,E,F,H,R,X,Z)

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Court Date: 11/22/2023 10:00 AM FILED
9/19/2023 2:21 PM
IN THE CIRCUIT COURT OF COOK COUNTY, ILLINOIS IRIS Y. MARTINEZ
CIRCUIT CLERK
COUNTY DEPARTMENT, LAW DIVISION
COOK COUNTY, IL
FILED DATE: 9/19/2023 2:21 PM 2023L009542

2023L009542
Calendar, A
24435744
CITY OF CHICAGO, )
)
a municipal corporation, )
Plaintiff, ) Case No. 2023L009542
)
)
)
v. )
)
)
MONSANTO CO., SOLUTIA INC., )
PHARMACIA LLC, and UNIVAR )
SOLUTIONS INC., )
)
Defendants. )
)

COMPLAINT AND DEMAND FOR JURY TRIAL

The City of Chicago (“Chicago” or the “City”) files this complaint seeking relief for

contamination by polychlorinated biphenyls (“PCBs”) in and around the City of Chicago. In

support, Chicago alleges as follows:

I. INTRODUCTION

1. Polychlorinated biphenyls (“PCBs”) are industrial chemicals that contaminate areas

in and around Chicago. Although PCBs were banned in the late 1970s, they continue to exist in

the environment due to releases from products manufactured before the ban. PCBs released from

such products continue to drain into Lake Michigan through municipal stormwater. The

accumulation of PCBs in natural resources, and fish in particular, poses a public health threat to

Chicago residents.

2. These PCBs were manufactured by the original Monsanto Company (“Old

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 Monsanto”), which was the corporate predecessor to Defendants Monsanto Co. (sometimes

referred to herein as “New Monsanto”), Solutia Inc. (“Solutia”), and Pharmacia LLC
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(“Pharmacia”). These three Defendants—New Monsanto, Solutia, and Pharmacia—will be

referred to as the “Monsanto Defendants,” and together with Old Monsanto, as “Monsanto.” The

remaining Defendant is Univar Solutions Inc. (“Univar”), which distributed Monsanto’s PCBs in

Chicago as Monsanto’s agent.

3. For decades, Monsanto knew that its commercial PCB formulations were highly

toxic and would inevitably produce precisely the contamination and human health risks that have

occurred. Yet Monsanto intentionally misled the public about these key facts, maintaining that its

PCB formulations were safe, were not environmentally hazardous, and did not require any special

precautions in use or disposal. Similarly, Univar knew or should have known that the PCB products

it sold in Chicago would inevitably cause widespread contamination, yet it continued selling these

products without warning its customers or the public.

4. By marketing and selling PCBs in this way, Defendants created a vast public

nuisance in Chicago. This action seeks to require Defendants to pay for the efforts the City has

undertaken and will continue to undertake to respond to PCB contamination and to control and

reduce PCB contamination.

5. As a result of Defendants’ sales of PCB products in and around Chicago, there is

now widespread contamination within the City. This contamination is in the banks and sediment

of the Chicago River and at sites throughout the City. As a result of the contamination in Lake

Michigan, Chicago and other public entities near Lake Michigan are required to reduce PCB

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 contamination in stormwater they discharge to Lake Michigan by an estimated 99.6%.1 In

addition, the City has undertaken and will continue to undertake cleanups of contaminated sites.
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The City also seeks damages associated with a large and abandoned property (the Ingersoll Site,

described below) that is not owned by the City, but which has substantially undermined the quality

of life in the neighborhood around it.

6. This lawsuit seeks to shift the costs of these responses to the true author of this

widespread public health problem—i.e., to Monsanto and its agent in Chicago, Univar.

II. JURISDICTION

7. The Court has original jurisdiction over this action pursuant to Article VI, Section

9 of the Illinois Constitution.

8. The Court has personal jurisdiction over Defendants under 735 ILCS 5/2-209

because Defendants have conducted continuous, systematic, and substantial business in Illinois

and have entered into contracts or made promises that are substantially connected to Illinois.

9. Venue for this action lies in Cook County, Illinois, pursuant to section 2-101 of the

Illinois Code of Civil Procedure, 735 ILCS 5/2-101, in that this action arises out of transactions

and activities that occurred in part in Cook County. On information and belief, about 40% of all

PCB mixtures sold and used in Illinois were sold to customers in Cook County. These PCBs now

contaminate areas in Chicago, as described herein.

10. No federal subject-matter jurisdiction is invoked herein. The City does not seek,

and hereby disclaims, any relief with respect to conduct or injuries occurring on or originating

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To be clear, in this action the City seeks damages associated with reducing and/or eliminating
PCBs within City limits and in the City’s ongoing discharges to Lake Michigan, but does not seek
damages associated with removing contamination that has already reached the Lake.

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 from any current or former federal lands or federal enclaves.

III. PARTIES
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A. Plaintiff

11. Plaintiff the City of Chicago is a municipal corporation and a home-rule unit

organized and existing under the laws of the State of Illinois. The City’s Corporation Counsel has

the authority to “[a]ppear for and protect the rights and interests of the city in all actions, suits and

proceedings brought by or against it or any city officer, board or department.” MCC § 2-60-020.

12. PCBs have caused several different types of injuries to the City. For example,

through its Department of Water Management, the City owns and operates a sewer system that

discharges stormwater to Lake Michigan. The Illinois Environmental Protection Agency

(“IEPA”) has promulgated a Total Maximum Daily Load for PCBs for the portion of Lake

Michigan that abuts Chicago and other Illinois lakefront localities (“Lake Michigan TMDL”).

This Lake Michigan TMDL requires all local entities holding a stormwater discharge permit,

including Chicago, to reduce their PCB discharges in stormwater to Lake Michigan by an

estimated 99.6%. To comply with this TMDL, the City will incur significant costs, for example

by developing “Best Management Practices” to reduce the volume of unfiltered stormwater

draining from Chicago to Lake Michigan. In addition, PCBs contaminate many sites throughout

the City, including sites that the City owns and/or sites that the City is otherwise obligated to

clean up under state or federal law.

13. Addressing PCB contamination of properties and resources that are within the City,

owned by the City, or that affect City residents is an essential public function of the City.

B. The Monsanto Defendants

14. Defendant Monsanto Company (New Monsanto, as defined above) is a Delaware

corporation with its principal place of business at 800 North Lindbergh Blvd., St. Louis, Missouri

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 63167. Following a merger transaction that closed in 2018, New Monsanto is a wholly-owned

subsidiary of Bayer AG.

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15. Defendant Solutia Inc. (Solutia, as defined above) is a Delaware corporation with

its principal place of business at 575 Maryville Centre Drive, St. Louis, Missouri, 63166. Solutia

is a wholly-owned subsidiary of Eastman Chemical Company.

16. Defendant Pharmacia LLC (Pharmacia, as defined above), formerly known as

Pharmacia Corporation, is the successor to the original Monsanto Company (Old Monsanto, as

defined above). Pharmacia LLC is a Delaware company with its principal place of business at 100

Route 206 N, Peapack, New Jersey 07977. Pharmacia is a wholly-owned subsidiary of Pfizer, Inc.

17. Old Monsanto operated an agricultural products business, a pharmaceutical and

nutrition business, and a chemical products business. Old Monsanto began manufacturing PCBs

in 1935 after acquiring Swann Chemical Company, which manufactured PCBs from 1929 to 1935.

Old Monsanto continued to manufacture commercial PCBs until the late 1970s.

18. Through a series of transactions beginning in approximately 1997, Old Monsanto’s

businesses were spun off to form three separate corporations.

19. The corporation now known as Monsanto Company (and referred to herein as “New

Monsanto”) operates Old Monsanto’s agricultural products business.

20. Old Monsanto’s chemical products business is now operated by Solutia.

21. Old Monsanto’s pharmaceuticals business is now operated by Pharmacia.

22. Solutia was organized by Old Monsanto to own and operate its chemical

manufacturing business. Solutia assumed the operations, assets, and liabilities of Old Monsanto’s

chemical business.

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 23. Although Solutia assumed and agreed to indemnify Pharmacia for certain liabilities

related to the chemicals business, Defendants have also entered into agreements to share or
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apportion liabilities, and/or to indemnify one or more entities, for claims arising from Old

Monsanto’s chemical business, including the manufacture and sale of PCBs.

24. In 2003, Solutia filed a voluntary petition for reorganization under Chapter 11 of

the U.S. Bankruptcy Code. Solutia’s reorganization was completed in 2008. In connection with

Solutia’s Plan of Reorganization, Solutia, Pharmacia, and New Monsanto entered into several

agreements under which New Monsanto continues to manage and assume financial responsibility

for certain tort litigation and environmental remediation related to the chemicals business.

25. Eastman Chemical Co. (Solutia’s parent) reported in its 2020 Form 10-K that it

“has been named as a defendant in several [legacy tort] proceedings, and has submitted the matters

to [New] Monsanto, which was acquired by Bayer AG in June 2018, as Legacy Tort Claims [as

defined in a settlement agreement with Monsanto arising out of Solutia’s bankruptcy proceedings].

To the extent these matters are not within the meaning of Legacy Tort Claims, Solutia could

potentially be liable thereunder. In connection with the completion of its acquisition of Solutia,

Eastman guaranteed the obligations of Solutia and Eastman was added as an indemnified party

under the Monsanto Settlement Agreement.”

26. In its Form 10-K for the period ending August 31, 2017, filed with the U.S.

Securities and Exchange Commission (the last such filing before Bayer AG acquired New

Monsanto), New Monsanto represented: “[New] Monsanto is involved in environmental

remediation and legal proceedings to which Monsanto is a party in its own name and proceedings

to which its former parent, Pharmacia LLC or its former subsidiary, Solutia, Inc. is a party but that

Monsanto manages and for which Monsanto is responsible pursuant to certain indemnification

6
 agreements. In addition, Monsanto has liabilities established for various product claims. With

respect to certain of these proceedings, Monsanto has established a reserve for the estimated
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liabilities.” The filing specifies that the company held $277 million in that reserve as of August

31, 2017.

C. Univar

27. Defendant Univar Solutions Inc. (“Univar”) is a Delaware corporation with its

principal place of business at 3075 Highland Parkway, Suite 200, Downers Grove, Illinois 60515.

Including through its predecessor Central Solvents & Chemical Co. (“Central Solvents”), Univar

distributed products containing Monsanto’s PCBs to customers in and around Chicago. Central

Solvents was at all relevant times one of the largest and most sophisticated chemical distributors

in North America.

IV. FACTUAL ALLEGATIONS

A. PCBs threaten human and environmental health and safety.

1. Physical and chemical properties of PCBs

28. PCBs are a class of chemical compounds in which a minimum of two and a

maximum of ten chlorine atoms are attached to the biphenyl molecule.

29. There are no known natural sources of PCBs in the environment.

30. There are 209 distinct PCB compounds (known as congeners) with from 2 to 10

chlorine atoms on a biphenyl molecule. The number and placement of the chlorine atoms on the

biphenyl molecule determines how the congener is named and dictates its environmental fate and

toxicity.

31. PCBs generally occur as mixtures of congeners.

32. Old Monsanto manufactured PCB mixtures primarily under the “Aroclor” trade

name. Aroclors are differentiated principally by the composition of chlorine by weight, so, for

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 example, “Aroclor 1254” means the mixture contains approximately 54% chlorine by weight.

Generally, the higher the chlorine content of a PCB mixture, the higher its persistence and toxicity.
FILED DATE: 9/19/2023 2:21 PM 2023L009542

33. PCBs do not burn easily, are hydrophobic (i.e., they do not dissolve in water but

rather cluster together), and bio-accumulate and bio-magnify in living tissue.

34. PCBs are semi-volatile. Small amounts of PCBs vaporize from PCB-containing

products and PCB-contaminated sites, resulting in long-range transport of PCB vapors, at normal

environmental temperatures. PCB volatilization increases with increases in temperature, i.e., more

PCBs are released to the atmosphere from PCB-containing products or PCB-contaminated sites as

temperature increases. Once released into the atmosphere, PCBs are eventually deposited into

other media nearby, such as soil, sediment and water bodies.

35. PCBs entered the air, water, sediments, and soils during their ordinary and

prescribed uses. PCBs gradually escaped and dispersed from their common applications, e.g. in

road paint or caulking, into the natural environment due to the chemical compounds’ inherent

tendency to volatilize, that is to emit PCB vapors, particularly when exposed to heat (such as when

road paint or building materials are exposed to the sun over time). As vapors, PCBs travel through

the air, eventually settling in nearby soil, sediment or water bodies.

36. Similarly, PCBs can be released by the grinding, scraping, and removal of caulking

and other construction materials that include PCBs, resulting in the contamination of nearby soil.

37. PCBs entered the environment from spills or leaks, for example through transport

of the chemicals, from leaks or fires in transformers, capacitors, or other products containing

PCBs, and from the burning of wastes in some municipal or industrial incinerators. PCB

transformers release PCB vapors or fluids in the ordinary course of use by, e.g., venting or

releasing pressure.

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 38. In addition, Old Monsanto prescribed that PCBs and PCB-contaminated wastes

should be disposed of in the ordinary course in landfills, from where they easily escaped, leached,
FILED DATE: 9/19/2023 2:21 PM 2023L009542

and leaked into the surrounding environment.

39. Old Monsanto advised customers to discharge liquid PCB wastes into sewers when

it knew that this would directly introduce PCBs into surface waters, and to vent PCB vapors to the

atmosphere when it knew that this would directly introduce PCBs into the atmosphere, soils, and

surface waters.

40. Once in the environment, PCBs do not break down readily and may remain for

decades absent remediation.

41. In water, PCBs travel along currents and attach to bottom sediment or particles in

the water and evaporate into air or settle into sediment. Sediments contaminated with PCBs also

release PCBs into surrounding water. In soil, PCBs combine with organic matter and remain in

soil for many years.

42. PCBs are taken up into the bodies of small organisms and fish in water. They are

also taken up by other animals that eat these aquatic animals as food, and eventually by humans.

PCBs especially accumulate in fish and marine animals, reaching levels that may be many

thousands of times higher than in water. This is because PCBs are soluble in lipids (including body

fat) and bio-accumulate and bio-magnify over time in living tissue. Indeed, PCB levels are highest

in animals higher up the food chain.

2. Health and ecological effects of exposure to PCBs

43. Humans are exposed to PCBs primarily from eating contaminated food, breathing

contaminated air, or drinking or swimming in contaminated water. The major dietary sources of

PCBs are fish (especially sportfish caught in contaminated water bodies), meat, and dairy products.

PCBs collect in milk fat and can enter the bodies of infants through breast-feeding.

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 44. Fetuses in the womb are also exposed to PCBs through their mothers. Studies show

that babies born to mothers exposed to high concentrations of PCBs in the workplace or from
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eating PCB-contaminated fish suffer from lower birth weight than other babies. Babies born to

women exposed to PCBs before and during pregnancy showed abnormal responses to infant

behavioral tests, including motor skills, and experienced short-term memory deficiencies.

45. Many studies have examined how PCBs affect human health. Human health effects

associated with PCB exposure include liver, thyroid, dermal, and ocular changes, immunological

alterations, neuro-developmental and neurobehavioral changes, reduced birth weight, reproductive

toxicity, and cancer. Due to the importance of the thyroid to brain development, PCBs’ effects on

the thyroid produce neurodevelopmental effects.

46. Neurological changes associated with PCB exposure include abnormal reflexes and

deficits in memory, learning, impulse control, and IQ. Such changes affect infants and children

more severely than adults.

47. Reproductive changes associated with PCB exposure include menstrual

disturbances in women and effects on sperm morphology and production in men, all of which can

result in difficulty conceiving.

48. PCBs are associated with a number of cancers, including cancer of the liver, biliary

tract, intestines, and skin (melanoma).

49. In 1996, EPA assessed PCB carcinogenicity based on data related to Aroclors 1016,

1242, 1254, and 1260. EPA’s cancer assessment was peer-reviewed by 15 experts on PCBs,

including scientists from government, academia, and industry. All experts agreed that PCBs are

probable human carcinogens.

50. The U.S. Department of Health and Human Services’ National Toxicology

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 Program considers PCBs to be “reasonably anticipated” carcinogens. Similarly, the International

Agency for Research on Cancer, an intergovernmental agency that is part of the World Health
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Organization of the United Nations, concluded in March 2013 that PCBs are known human

carcinogens.

51. In addition to being highly toxic to humans, Monsanto’s commercial PCB mixtures

are highly toxic to fish and wildlife. For example, toxicity studies have demonstrated that

commercial PCB mixtures induce hepatotoxicity, immunotoxicity, neurotoxicity, and reproductive

toxicity in birds and mammals.

B. Monsanto knew that PCBs were dangerous contaminants.

52. Old Monsanto developed an early, sophisticated understanding of the dangers

associated with PCB compounds.

53. In 1936, many workers at a New York facility using PCBs and operated by

Halowax Corporation were afflicted with severe chloracne. Three workers died and autopsies

revealed severe liver damage in two of them.

54. Halowax Corporation asked Harvard University researcher Cecil K. Drinker to

investigate the issue, and Dr. Drinker’s analysis was presented at a 1937 meeting attended by high-

level personnel employed by Old Monsanto.

55. Dr. Drinker’s investigation revealed that rats exposed to PCBs suffered severe liver

damage. Dr. Drinker’s results were published in a September 1937 issue of the Journal of

Industrial Hygiene and Toxicology.

56. That same year, Old Monsanto admitted in an internal report that PCBs produce

“systemic toxic effects” as a result of prolonged exposure to PCB vapors or oral ingestion, and

that bodily contact with PCBs produces “an acne-form skin eruption.”

57. Old Monsanto subsequently retained Dr. Drinker to conduct further animal studies.

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 In September 1938, Dr. Drinker confirmed liver damage in rats exposed to various formulations

of PCB compounds.
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58. Other studies explored and confirmed the toxicity of chlorinated hydrocarbons like

PCBs. A 1939 study published in the Journal of Industrial Hygiene and Toxicology, for example,

referred to the worker fatalities investigated by Drinker and went on to conclude that pregnant

women and persons previously affected by liver disease are particularly susceptible to adverse

effects from chlorinated hydrocarbons, such as PCBs.

59. In February 1950, Old Monsanto Medical Director Dr. R. Emmet Kelly

acknowledged that when workers fell ill at an Indiana factory that used PCBs in the manufacturing

process, he immediately “suspected the possibility that the Aroclor fumes may have caused liver

damage.”

60. A 1955 report on the production of Aroclor prepared by Old Monsanto

acknowledged that in the “early days of development,” workers at a plant in Anniston, Alabama

processing PCBs had developed chloracne and liver problems.

61. In 1955, Dr. Kelly further documented the company’s clear understanding: “We

know Aroclors are toxic[.]” Dr. Kelly appeared to recognize the scope of Old Monsanto’s potential

legal liability, explaining that “our main worry is what will happen if an individual develop[s] any

type of liver disease and gives a history of Aroclor exposure. I am sure the juries would not pay a

great deal of attention to [maximum allowable concentration levels].”

62. Old Monsanto’s Medical Department prohibited workers from eating lunch in the

Aroclor department in November 1955. The Department memorandum explained that “Aroclor

vapors and other process vapors could contaminate the lunches unless they were properly

protected” and that “[w]hen working with this material, the chance of contaminating hands and

12
 subsequently contaminating the food is a definite possibility.”

63. In January 1957, Dr. Kelly reported that the U.S. Navy had refused to use
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Monsanto’s PCB products in submarines: “No matter how we discussed the situation, it was

impossible to change their thinking that Pydraul 150 [a PCB product marketed by Old Monsanto]

is just too toxic for use in a submarine.”

64. Notably, at the same time it was manufacturing PCBs, Old Monsanto also

manufactured—and researched the toxicological profile and environmental effect of—DDT,

another now-infamous chlorinated hydrocarbon similar to PCBs.

65. By the late 1940s, Old Monsanto had already researched and compiled an extensive

toxicological profile of DDT showing that it is extremely toxic to human and environmental health.

Indeed, by then, scientific researchers had established that DDT and other chlorinated

hydrocarbons are absorbed and stored in fatty tissue of living organisms exposed to them and pass

these contaminants on to their offspring.

66. The American Journal of Public Health published a 1950 report warning that

“chlorinated hydrocarbons, such as DDT and chlordane, are soluble in fats and are stored in the

fatty tissues of the body. These compounds possess a high order of toxicity, and their uncontrolled

or unwise use is not desirable.” As Old Monsanto knew, the same was and is true of its PCB

compounds.

67. Extensive scientific research establishing the toxicity and bio-accumulative and

bio-persistent nature of DDT and other chlorinated hydrocarbons was published from the 1940s to

the 1960s. Old Monsanto produced DDT and was acutely aware of this research, and of the

similarities between DDT and PCBs.

68. In 1966, the New Scientist published a short article (“Report of a New Chemical

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 Hazard”), summarizing recent research by Søren Jensen, a Swedish chemist at Stockholm

University’s Institution of Analytical Chemistry, which estimated that PCBs may be spreading
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through environments in high volumes due to their use by manufacturing interests.

69. Søren Jensen had accidentally found enormous quantities of PCB compounds in

wildlife while analyzing DDT accumulations. Dr. Jensen presented his findings to the scientific

community in 1966, including a finding that PCBs “appear[] to be the most injurious chlorinated

compounds of all tested.” Dr. Jensen reported that the “main characteristic[s]” of PCBs include

their “very high stability,” lack of “metaboliz[ation] in living organism[s],” and their non-

flammability.

70. Old Monsanto’s Medical Director, Dr. Kelly, was aware of Dr. Jensen’s findings

at the time.

71. In December of 1968, Nature published an article by Dr. Richard Risebrough of

the University of California entitled, “Polychlorinated Biphenyls in the Global Ecosystem.” The

article assessed PCB presence in marine wildlife and reported high concentrations of PCBs

detected in peregrine falcons and 34 other bird species, drawing a connection between PCBs and

the catastrophic decline of peregrine falcon populations in the United States.

72. Old Monsanto personnel took note of Dr. Risebrough’s article, recognizing the

public-relations disaster it portended. W.R. Richard, manager of Old Monsanto’s Research and

Development of Organics Division, wrote in early 1969 that the article showed not only that PCBs

are “toxic substance[s],” but also that they were “an uncontrollable pollutant … causing [the]

extinction of [the] peregrine falcon … [and] endangering man himself.”

73. In 1969, Dr. Jensen published the formal results of his years-long research into

PCBs in the environment. Dr. Jensen’s research demonstrated very high PCB concentrations in

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 Baltic Sea fauna such as white-tailed sea eagles. As a recent commentator observed, summarizing

the implications of Dr. Jensen’s results, “PCBs had entered the environment in large quantities for
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more than 37 years and were bio-accumulating along the food chain.”

74. In September 1969, W.R. Richard wrote a memorandum titled, “Defense of

Aroclor.” Richard’s memo noted that critics of PCBs had raised a multitude of different issues

with the compounds, so “[w]e can’t defend vs. everything. Some animals or fish or insects will

be harmed. Aroclor degradation rate will be slow. Tough to defend against. Higher chlorination

compounds will be worse [than] lower chlorine compounds. Therefore, we will have to restrict

uses and clean-up as much as we can, starting immediately.” In the same document, Richard

admitted that PCBs will leak from virtually all applications, including such “closed” applications

as air compressor, heat transfer, and capacitor fluids.

75. That same month, Old Monsanto formed what it dubbed the “Aroclor Ad Hoc

Committee” to strategize about defending its PCB business against a growing public outcry and

growing evidence of PCBs’ toxicity and environmental harms. The minutes of the Committee’s

first meeting observed that PCBs had been found in fish, oysters, shrimp, and birds, along the

coasts of industrialized areas including Great Britain, Sweden, the Rhine River, Lake Michigan,

Pensacola Bay, and in wildlife throughout the Western hemisphere.

76. The Committee acknowledged that normal and intended uses of PCB-containing

products were the cause of the contamination: “In one application alone (highway paints), one

million lbs/year are used. Through abrasion and leaching we can assume that nearly all of this

Aroclor winds up in the environment.”

77. The Committee worked to formulate a response to growing concerns over PCBs,

including those reflected by the U.S. Department of the Interior’s Fish and Wildlife Service (which

15
 found PCBs in dead eagles and marine birds), the Bureau of Commercial Fisheries (which found

PCBs in the river below Monsanto’s Pensacola plant), and the U.S. Food and Drug Administration
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(which found PCBs in milk supplies).

78. The Committee’s constitutive agenda was to: “1. Protect continued sales and profits

of Aroclors; 2. Permit continued development of new uses and sales; and 3. Protect the image of

the Organic Division and the Corporation as members of the business community recognizing their

responsibilities to prevent and/or control contamination of the global ecosystem.”

79. As the minutes reflect, “there is little probability that any action that can be taken

will prevent the growing incrimination of specific polychlorinated biphenyls … as nearly global

environmental contaminants leading to contamination of human food (particularly fish), the killing

of some marine species (shrimp), and the possible extinction of several species of fish-eating

birds.” However, while “there is no practical course of action that can so effectively police the

uses of these products as to prevent environmental contamination … [t]here are … a number of

actions which must be undertaken to prolong the manufacture, sale and use of these particular

Aroclors as well as to protect the continued use of other members of the Aroclor series.”

80. In keeping with the corporate strategy reflected in the Aroclor Ad Hoc Committee

meeting minutes and elsewhere, Old Monsanto not only continued producing Aroclors through

1969, but increased production that year and in 1970, which were the highest volume production

years in the history of PCBs.

81. Elmer Wheeler, in Old Monsanto’s Medical Department, circulated laboratory

reports discussing results of animal studies in January 1970, in which Dr. Wheeler noted that

“PCBs are about the same as DDT in mammals.”

82. Old Monsanto knew that the PCBs they produced were used in “household

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 products” and aggressively promoted this use. For example, in a 1960 brochure, Old Monsanto

promoted the use of Aroclors in a wide variety of household and personal products including home
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appliances, food cookers, potato chip fryers, thermostats, automotive transmission oil, insecticides,

waxes used in dental casting, jewelry, lubricants, adhesives, moisture-proof coatings, printing inks,

papers, sealants and caulking compounds, tack coatings, asphalt, paints, varnishes, lacquers,

masonry coatings for swimming pools, stucco homes, and protective or decorative coatings for a

number of other finishes.

83. A 1961 brochure published by Old Monsanto explained that Aroclors are used in

“lacquers for women’s shoes,” as a “wax for the flame proofing of Christmas trees,” as “floor

wax,” as an adhesive for bookbinding, leather, and shoes, and as invisible marking ink used to

make chenille rugs and spreads.

84. Old Monsanto also knew that PCBs were used in products certain to directly result

in contamination of the environment, such as highway paints and other exterior applications.

85. In February 1970, Old Monsanto’s high-level personnel circulated a talking-points

memorandum to be used in engaging with customers raising concerns over PCB toxicity.

Although Old Monsanto had reformulated certain high-chlorine congeners (Aroclor 1254 and

1260) to lower the chlorine content, it instructed employees to resist product returns of the more

toxic congener formulations, explaining that Old Monsanto “can’t afford to lose one dollar of

business.” The memo instructed employees to advise customers to use up their existing Aroclor

1254 and 1260 stock before topping up with new fluids: “We don’t want to take fluid back.”

C. Monsanto deceived the public concerning the hazards of PCBs.

86. As described above, Old Monsanto knew that PCBs are toxic to human and

environmental health, and that their commercial PCB products would leach, leak, off-gas, and

escape their ordinary and intended applications and from disposal sites—regardless of the nature

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 of the application—to contaminate waters, soils, and air. Even with this knowledge, Old Monsanto

issued no public warning or instruction about PCBs or the health and environmental safety hazards
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they present.

87. On the contrary, Old Monsanto expressly denied the harmfulness and

environmental toxicity of PCBs. Old Monsanto made no public disclosure of the high risk that

PCBs posed to the environment and continued to recommend disposal of PCB waste materials in

local landfills.

88. For example, Old Monsanto executive William Papageorge acknowledged in

testimony provided in 1975 to the Wisconsin Department of Natural Resources that Old Monsanto

generally recommended disposal of PCB-contaminated wastes in landfills.

89. As government investigations and formal inquiries into the dangers of PCBs

amplified in the late 1960s and early 1970s, Old Monsanto doubled down on its campaign of

misinformation and denial.

90. For example, Howard S. Bergen, from Old Monsanto’s Functional Fluids division,

sent a letter dated March 27, 1969, to the Regional Water Quality Control Board of the San

Francisco Bay Region, in which he claimed that PCBs are associated with “no special health

problems,” and that due to PCBs’ chemical inertness, “we would anticipate no problems associated

with the environment from refuse dumps.” Both of those statements were false and Old Monsanto

knew they were false.

91. Dr. Wheeler, Assistant Director of Old Monsanto’s Medical Department told a

representative of the National Air Pollution Control Administration in May 1969 that Old

Monsanto “cannot conceive how the PCBs can be getting into the environment in a widespread

fashion.”

18
 92. Old Monsanto similarly claimed ignorance of how PCBs could be entering the

environment in large quantities to a number of other entities. In July 1969, the company claimed
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that, “[b]ased on the available data, manufacturing and use experience, we do not believe PCBs to

be seriously toxic,” adding that, “we are unable at this time to conceive of how the PCBs can

become widespread in the environment. It is certain that no applications to our knowledge have

been made where the PCB’s would be broadcast in the same fashion as the chlorinated

hydrocarbon pesticides have been.” Those statements were false, as Old Monsanto knew at the

time.

93. At the same time that Old Monsanto was internally acknowledging that PCBs are

“about the same” as DDT, in January 1970, the journal Environment published a note authored by

Old Monsanto: “Monsanto Statement on PCB.” The company note acknowledged that recent

studies, including Dr. Jensen’s studies, indicated PCBs’ widespread presence in the natural

environment, and expressed the company’s “concern[] over the situation.”

94. However, the note defended PCBs by deploying a variety of false statements that

Old Monsanto used on multiple occasions in the late 1960s and early 1970s to minimize the

negative impacts of PCBs.

95. In particular, Old Monsanto claimed that (a) PCBs cannot escape so-called “closed

applications” where PCBs are “completely sealed in metal containers”; (b) PCBs cannot escape

applications such as adhesives, elastomers, and surface coatings; (c) PCBs are not “to our

knowledge” used in “household products”; and (d) it is simply “not true” that PCBs are “highly

toxic.”

96. Old Monsanto knew that all of these statements were untrue and would tend to

mislead the public when they published them.

19
 97. Similarly, Old Monsanto falsely asserted in the note that research it conducted into

PCB toxicity in fish and mammals and PCB presence in waters and soils provided “[v]ery early
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results . . . that PCBs are not highly toxic.”

98. Contrary to their published claims, Old Monsanto knew PCBs would leach, leak,

off-gas, and escape their ordinary and intended applications, including closed applications, and

cause significant injury to natural resources and human life.

99. Old Monsanto’s Dr. Kelly communicated with the Ohio State Board of Health in

March 1970 regarding the detection of PCBs, particularly Aroclor 1254, in samples of milk from

at least three herds in Ohio. The Board traced this contamination back to Aroclor-containing paint

flaking off and possibly leaching from the interior walls of the silos in which the milk was stored.

The Board reported to Old Monsanto that it would have to destroy about 150 tons of milk, valued

at about $30 per ton. The Board reported that there were potentially 50 other silos similarly

contaminated in the state that were painted with the same formulation. In response, Dr. Kelly

communicated to other Old Monsanto officials: “All in all, this could be quite a serious problem,

having legal and publicity overtones. This brings us to a very serious point. When are we going

to tell our customers not to use any Aroclor in any paint formulation that contacts food, feed, or

water for animals or humans? I think it is very important that this be done.”

100. Old Monsanto refused to heed Dr. Kelly’s admonition to warn of the dangers of

similar applications of Aroclors, and instead continued to mislead customers and the public.

101. An internal memorandum prepared by Dr. Kelly dated February 10, 1967,

continued to express his concern about PCB contamination: “We are very worried about what is

liable to happen in the [United States] when the various technical and lay news media pick up the

subject [of PCB contamination]. This is especially critical at this time because air pollution is

20
 getting a tremendous amount of publicity in the United States.” The memo noted that some of

Monsanto’s largest PCB customers, such as NCR (National Cash Register), had been pressing
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Monsanto to furnish more information on PCB safety, but that Monsanto had dodged their

inquiries.

102. Old Monsanto’s misrepresentations and omissions to public entities and others

were designed to conceal the toxicity and hazardousness of its PCB formulations to humans and

the natural environment in order to salvage what Monsanto repeatedly emphasized was “one of

Monsanto’s most profitable franchises,” generating tens of millions of dollars in annual revenues.

103. An internal presentation to the Corporate Development Committee generated in or

around 1969 advised against exiting the Aroclor market despite clear knowledge of its dangers

because “there is too much customer/market need and selfishly too much Monsanto profit to go

out.” Another internal Monsanto memorandum remarked, “There can not [sic] be too much

emphasis given to the threat of curtailment or outright discontinuance of the manufacture and sales

of this very profitable series of compounds.”

104. In short, though Old Monsanto had a complete and comprehensive record of all

PCB-related scientific research and general reportage during the relevant time period (an August

6, 1971 internal memorandum noted that the company “ha[s] probably the world’s best reference

file on the PCB situation”), the company failed to timely alert regulators and the public of the

dangers of its PCBs, and did not take adequate steps to stave off the impending environmental

disaster—a course of conduct aimed at shielding the company’s sales, profits, and reputation.

105. Rather than admit the hazards associated with widespread PCB usage and take

appropriate corrective action, Old Monsanto elected to finally withdraw from certain markets in

around 1972. Old Monsanto continued producing and marketing PCB products for limited

21
 applications until 1977.

106. Even after Old Monsanto stopped manufacturing and selling its PCB products, it
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continued to deceive the public about PCBs. For example, in 1980, Old Monsanto publicly and

falsely stated that “PCBs are considered only mildly toxic on an acute basis when ingested by

humans—about on the same order as common table salt,” and that “[t]here has never been a single

documented case in this country where PCBs ever caused serious human health problems.” Into

the 1990s and early 2000s, Old Monsanto and Pharmacia (known at the time as Pharmacia Corp.)

published “material safety data sheets” that continued to deny “any causal relationship between

PCB exposure and chronic human illnesses such as cancer or neurological or cardiovascular

effects.” Similarly, New Monsanto’s director of environmental communications acknowledged in

2004 the “perception” that PCBs were toxic, but told a newspaper that (in the reporter’s

paraphrase) “no data ever has confirmed a connection between PCBs and disease or harm.” In

2009, New Monsanto issued a public statement falsely downplaying the toxicity of PCBs:

“Scientific studies have been undertaken for more than three decades on the health issues involving

PCBs. They are continuing today. There is no scientific consensus on the health effects. The weight

of scientific evidence does not support any causal link between exposure to PCBs and cancer or

other significant human illnesses.”

D. Univar distributed Monsanto’s PCB products in Chicago and knew or

should have known about the harm they would cause.

107. Univar is the successor to Central Solvents & Chemical Co. (“Central Solvents”).

For years, Univar (including through Central Solvents) distributed Monsanto’s PCB products and

sold vast quantities of Monsanto’s PCB products each year, including to at least a dozen firms (and

possibly many more) in Chicago.

108. As one of the largest and most sophisticated chemical distributors in the country,

22
 Univar (including through Central Solvents) knew or should have known at all relevant times about

the published research on PCBs described above—and accordingly knew or should have known
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that the PCB products it was distributing would cause widespread contamination, including in

Chicago. On information and belief, neither Univar nor Central Solvents ever provided any

warning to Chicago, customers, end-users, or the public about these dangers.

E. Defendants’ PCB products were not superior to alternative products.

109. Defendants’ marketing of PCB formulations was particularly outrageous because,

as Old Monsanto openly recognized, these PCB mixtures were not necessary for many of the uses

for which Monsanto marketed them and were not superior to alternative products.

110. Old Monsanto’s internal documents acknowledged that its PCB-containing

dielectric fluids never offered any real advantage over non-PCB fluids. For example, a document

concerning the company’s product strategy for dielectric PCB fluids marked under the name

“askarel” reports: “[T]he incidence of explosion with mineral oil was actually lower than with

askarel! This in addition to the economic disadvantage of askarel leads to the embarrassing

question of why bother to use askarel, and lends an ear to complaints from the workers who dislike

the odor, irritating and toxic qualities of our material.”

111. Likewise, many chemicals could perform the function of PCBs in various “open

use” applications, such as adhesives, caulks, or varnishes, such that there was never any need to

introduce environmentally hazardous PCBs for these types of uses.

F. Defendants’ PCB products have injured the City.

112. The ordinary and intended application of Defendants’ commercial and household

PCB products (in, for instance, paints, papers, caulks, lubricants, hydraulic and heat-transfer fluids,

transistor and capacitor fluids, and so on) has resulted in the release of PCBs into the City’s air,

waters, and soils, due principally to the chemical compound’s tendency to volatilize or redistribute

23
 itself across different environmental media.

113. Between 1929 and 1977, Defendants sold a large volume of commercial PCBs and
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PCB-containing products to various customers within and near the City. PCBs made and/or

distributed by the Defendants were also included in innumerable products sold throughout the

United States, including in Chicago. As a result of Defendants’ practices (including Defendants’

misleading acts and omissions), PCBs remain present to this day in Chicago.

114. Defendants never advised the City or the public that Defendants’ PCB mixtures are

toxic to human and environmental health and that those PCBs would leach, leak, off-gas, and

escape their ordinary and intended applications, regardless of the nature of the application, to

contaminate the City’s stormwater and stormwater systems, as well as surface waters, sediments,

soils, air, fish, and/or other resources. Defendants issued no public warning or instruction about

PCBs or the health and environmental safety hazards they present. As alleged above, Monsanto

denied that such hazards existed in their communications with public entities and the general

public.

115. When Monsanto provided any information concerning the use and disposal of

PCBs, Monsanto denied toxicity concerns and adverse human and environmental health effects,

and advised that PCBs were safe for their intended uses and wastes should be deposited in landfills,

despite knowing this would result in environmental contamination and human and ecological

hazards.

116. Defendants’ PCB mixtures and PCB-containing products were used in countless

applications within the City’s geographic boundaries and leached, leaked, off-gassed, and escaped

their ordinary and intended applications to contaminate the City’s stormwater and stormwater

systems, surface waters, sediments, soils, air, fish, and/or other resources. Because PCBs are

24
 environmentally persistent, they continue to circulate within the City to this day.

117. The City has already taken significant (and costly) steps to address PCB
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contamination. But widespread contamination continues to cause extensive damage, threatening

human health and the well-being of the City’s environment and economy.

118. The harm caused by PCB contamination can be redressed, but doing so has been

(and will be) expensive. The City seeks recovery of its costs to address such contamination.

1. PCBs impair the City’s stormwater and the water bodies that receive
this polluted stormwater.

119. The portion of Lake Michigan near Chicago is so heavily polluted with PCBs that

these waters are subject to a PCB TMDL approved in 2019 (“Lake Michigan TMDL”). The Lake

Michigan TMDL lists some 20 public entities that have a permit to discharge stormwater to these

waters, including the City of Chicago, and estimates that these public entities discharge some .62

kilograms of PCBs to Lake Michigan each year—a mass that exceeds the maximum amount

allowed under the TMDL by 99.6%. The Lake Michigan TMDL states that these reductions are

to be achieved primarily through the development of Best Management Practices (“BMPs”)—e.g.,

measures to eliminate sources of PCBs entering stormwater and to capture flows of unfiltered

stormwater before this stormwater reaches the Lake. This TMDL is enforceable through the

stormwater discharge permit issued to the City by IEPA. Although the City’s efforts to comply

with the recent Lake Michigan TMDL are only just beginning, the City will incur significant costs

to comply with the Lake Michigan TMDL.

25
 120. PCBs also drive key limits on human consumption of many types of fish in and

around Chicago, including in the Chicago River. For example, because of PCB contamination, the
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Illinois Department of Public Health has issued a “do not eat” recommendation for carp above a

certain length, to advise against any consumption of these fish.

2. PCBs contaminate other City resources.

121. The City has invested significant sums in a variety of site-specific efforts to assess,

investigate, develop, and implement remediation plans designed to remove PCBs from other

properties and resources. As a result of Defendants’ conduct, the City has incurred and will

continue to incur significant costs investigating and cleaning up properties contaminated by PCBs.

122. For example, sediments in the Chicago River and the Chicago Sanitary and Ship

Canal are contaminated by PCBs at levels well above the concentration expected to be harmful to

biota. As discussed above, consumption of many fish in these waters is strictly limited because of

PCB contamination. In an area of the South Branch of the Chicago River known as Bubbly Creek,

the City expects to start work soon to cover PCB-contaminated sediment with a cap. The City also

expects to incur significant expenses addressing PCB contamination in the North Branch of the

Chicago River and in the Sanitary and Ship Canal.

123. The City has expended significant costs to clean up PCBs at other contaminated

sites. These include the Mobley’s Auto & Wrecker site (2503-2517 West Lake Street), the

Growing Home site (5814 South Wood Street), and the AmForge site (1250 W. 119th Street), all

of which are owned or were owned at the relevant time by the City.

124. The City also has suffered significant injuries from PCB contamination at a 12-acre

contaminated site known as the “Ingersoll Site” (1000 West 120th Street in Chicago). The U.S.

EPA repeatedly mobilized to address PCBs at the site, removing approximately (a) 2,800 cubic

yards of PCB-contaminated material, (b) an additional 7,021 tons of PCB-contaminated debris,

26
 and (c) treating or disposing of sludge, oil and wastewater contaminated by the PCBs. The site

has been abandoned since at least the early 2000s, and has since been subject to vandalism and
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fire, but it cannot be redeveloped because of PCB contamination that (notwithstanding the EPA

cleanups) still remains at the site. As a result of this PCB contamination, the site remains

unsecured, vacant, and unproductive, thereby depriving residents of job opportunities, reducing

the value of neighboring properties, and diminishing the City’s tax revenues. The site has been

classified by EPA as an “environmental justice” site, because the surrounding community is

majority minority.

V. CAUSES OF ACTION

COUNT I – Against All Defendants

STRICT LIABILITY DESIGN DEFECT

125. Chicago incorporates all preceding allegations as if they were set forth herein.

126. At all relevant times, Defendants were in the business of designing, engineering,

manufacturing, developing, marketing, selling, and/or distributing commercial PCB formulations

and PCB-containing products.

127. Defendants’ PCB mixtures and PCB-containing products were not reasonably safe

as designed at the time they left Defendants’ control. Defendants’ PCB mixtures’ toxicity,

volatility, tendency to bioaccumulate, inability to be contained, and environmental persistence

rendered them unreasonably dangerous at all times.

128. With respect to Defendants’ products composed of PCBs and hydrocarbon solvents

or other components in which PCBs are soluble, such products were additionally defective in that

their formulations enhanced the environmental risk posed by PCBs as they allowed PCBs to more

easily escape their applications to cause environmental contamination. Defendants’ PCB mixtures

27
 and PCB-containing products were unsafe as designed.

129. Defendants knew or should have known their PCB mixtures and PCB-containing
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products were not safe and were likely to cause toxic contamination in Chicago. Defendants knew

or should have known their PCB mixtures and PCB-containing products were unsafe to an extent

beyond that which would be contemplated by an ordinary person because of the information and

evidence available to them associating PCB exposure with adverse human and animal health

effects, as well as the overwhelming seriousness of creating widespread environmental

contamination.

130. These risks were not obvious to the City or the public.

131. Defendants manufactured, distributed, marketed, promoted, and/or sold PCB

mixtures and PCB-containing products despite such knowledge. The seriousness of the

environmental and human health risk posed by Defendants’ products far outweighs any purported

social utility of Defendants’ conduct in manufacturing and distributing their commercial PCB

mixtures and PCB-containing products. The rights, interests, and inconvenience to the City and

general public far outweigh the rights, interests, and inconvenience to Defendants, which profited

heavily from the manufacture, sale, and distribution of their commercial PCB mixtures and PCB-

containing products.

132. Practical and feasible alternative designs capable of reducing the City’s injuries

were available. Such alternatives include alternative chemical formulations and/or additional

chemical processing measures Defendants could have taken to enhance the safety of their PCB

mixtures. Alternative chemical formulations that would have reduced the City’s injuries include a

reduction of chlorine content in all PCB products, which would have materially decreased the

environmental persistence and toxicity of PCBs without eliminating their typical applications or

28
 utilities. Moreover, products combining PCBs and hydrocarbon solvents in which PCBs are

soluble could have been designed with components in which PCBs are not soluble, mitigating the
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risk of environmental harm. Viable and readily available alternatives to PCBs vary by application,

and include non-chlorinated plasticizers and solvents (such as monoisopropyl biphenyl, phthalate

esters, or epoxy compounds) as well as mineral oils, silicone fluids, vegetable oils, esters, and

nonfluid insulating chemicals for electrical applications, as evidenced by the rapid replacement of

PCBs by such alternatives upon the prohibition of PCBs.

133. Defendants’ conduct caused the presence of PCBs in Chicago and subsequent

injury to the public interest, including the physical and economic health and well-being of Chicago

residents.

134. The City has suffered and will continue to suffer injuries and damages to its public

treasury as a result of Defendants’ conduct and the presence of PCBs within Chicago. Defendants

are under a continuing duty to act to correct and remediate the injuries their conduct has introduced

and to warn the City, their customers, and the public about the human and environmental risks

posed by its PCBs. Defendants are strictly liable for all damages arising out of their defectively

designed PCB mixtures and PCB-containing products.

REQUEST FOR RELIEF, COUNT I

The City requests judgment against Defendants, jointly and severally, as follows:

A. An award of monetary damages to the City to compensate for the injuries described

herein;

B. Any other damages as permitted by law;

C. Litigation costs and attorneys’ fees as permitted by law;

29
 D. Pre-judgment and post-judgment interest on all monies awarded, as permitted by law;

and
FILED DATE: 9/19/2023 2:21 PM 2023L009542

E. Such other and further relief as the Court deems just and proper.

COUNT II – Against All Defendants

NEGLIGENT FAILURE TO WARN

135. Chicago incorporates all preceding allegations as if they were set forth herein.

136. At all relevant times, the Defendants were in the business of designing, engineering,

manufacturing, developing, marketing, selling, and/or distributing commercial PCB formulations

and PCB-containing products. As sophisticated designers, manufacturers, sellers, and/or

distributors of commercial PCB formulations and PCB-containing products, the Defendants had

greater knowledge than the City, end-users, and other members of the public about the dangers

these formulations and products posed.

137. At the time Defendants manufactured, marketed, promoted, sold, and/or distributed

PCB mixtures and PCB-containing products, they knew or should have known their PCB mixtures

and PCB-containing products were not safe and were likely to contaminate property and resources

in Chicago. The City and the public lacked this knowledge.

138. Defendants had a duty to provide reasonable instructions and adequate warnings

about the environmental and health hazards posed by PCBs.

139. Despite their greater knowledge and expertise, the Defendants failed to provide

adequate warnings that their PCB mixtures and PCB-containing products were toxic and would

cause this contamination, and to provide adequate instructions to minimize, mitigate, reduce,

control, or eliminate such risks. Defendants’ PCB mixtures and PCB-containing products were not

reasonably safe at the time they left the Defendants’ control because they lacked adequate warnings

30
 and instructions.

140. An adequate warning would have diminished the volume of PCBs entering the
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environment, including by diminishing or eliminating the use of PCBs altogether.

141. The Defendants’ conduct caused and continues to cause injury to the City and its

residents. The City has suffered and will continue to suffer injuries and damages to its public

treasury as a result of Defendants’ conduct and the presence of PCBs within Chicago.

REQUEST FOR RELIEF, COUNT II

The City requests judgment against Defendants, jointly and severally, as follows:

A. An award of monetary damages to the City to compensate for the injuries described

herein;

B. Any other damages as permitted by law;

C. Litigation costs and attorneys’ fees as permitted by law;

D. Pre-judgment and post-judgment interest on all monies awarded, as permitted by law;

and

E. Such other and further relief as the Court deems just and proper.

COUNT III – Against All Defendants

NEGLIGENCE

142. Chicago incorporates all preceding allegations as if they were set forth herein.

143. The Defendants had a duty to the City and its residents to exercise due care in the

design, manufacture, formulation, marketing, sale, distribution, and/or labeling of their products.

The Defendants had a duty not to contaminate or cause the contamination of Chicago’s

environment.

144. The Defendants breached their duties when they designed, manufactured,

31
 formulated, marketed, sold, distributed, and/or labeled their commercial PCB mixtures and PCB-

containing products in a manner that they knew or should have known would result in injury to
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Lake Michigan and to Chicago’s property and resources.

145. The Defendants knew or should have known that their PCB mixtures and PCB-

containing products were not safe and were likely to contaminate stormwater and other property

and resources within Chicago. The Defendants knew or should have known their PCB mixtures

and PCB-containing products were unsafe to an extent beyond that which would be contemplated

by an ordinary person because of the information and evidence available to them associating PCB

exposure with adverse human and animal health effects as well as the overwhelming seriousness

of creating widespread environmental contamination.

146. The Defendants failed to exercise ordinary care because a reasonably careful

company would not manufacture or distribute those products, would warn of these products’ toxic

and environmentally hazardous properties and instruct on the proper use and disposal thereof to

minimize or mitigate such risks, and/or would take steps to enhance the safety and/or reduce the

toxicity, environmental persistence, and other effects of the products.

147. The Defendants were grossly negligent because they failed to exercise even slight

care, placing revenue and profit generation above human and environmental health and safety.

148. The seriousness of the environmental and human health risk posed by Defendants’

conduct and products far outweighs any purported social utility of Defendants’ conduct in

manufacturing and/or distributing their commercial PCB mixtures and PCB-containing products,

without disclosing the dangers posed to human health and the environment. The rights, interests,

and inconvenience to the City and general public far outweigh the rights, interests, and

inconvenience to the Defendants, which profited heavily from the manufacture, sale, and/or

32
 distribution of their commercial PCB mixtures and PCB-containing products.

149. The Defendants’ negligent conduct caused and continues to cause injury to Chicago
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and Chicago residents. The City has suffered and will continue to suffer injuries and damages to

its public treasury as a result of the Defendants’ negligent conduct.

150. The Defendants are under a continuing duty to act to correct and remediate the

injuries their conduct has introduced and to warn the City, their customers, and the public about

the human and environmental risks posed by their PCBs.

REQUEST FOR RELIEF, COUNT III

The City requests judgment against Defendants, jointly and severally, as follows:

A. An award of monetary damages to the City to compensate for the injuries described

herein;

B. Any other damages as permitted by law;

C. Litigation costs and attorneys’ fees as permitted by law;

D. Pre-judgment and post-judgment interest on all monies awarded, as permitted by law;

and

E. Such other and further relief as the Court deems just and proper.

COUNT IV – Against All Defendants

PUBLIC NUISANCE

151. Chicago incorporates all preceding allegations as if they were set forth herein.

152. The Defendants’ sale, promotion and/or distribution of their PCB products caused

the contamination of soil, sediment and/or other media and resources in Chicago, as alleged above.

153. The Monsanto Defendants were substantially certain that that their sale and

promotion of PCB products would cause this contamination to occur, even when their PCB

33
 products were used exactly as intended, as alleged above.

154. Univar negligently engaged in conduct that created an unreasonable risk of this
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contamination.

155. This contamination has damaged City property, as well as waters and natural

resources within Chicago. It has also caused valuable private property in Chicago to be abandoned

to the detriment of the surrounding community.

156. As a result of PCB contamination, the City and other lakefront localities are

required to reduce PCB contamination in their stormwater by an estimated 99.6%.

157. This PCB contamination constitutes a substantial and unreasonable interference

with rights enjoyed by the public, including rights under Article XI of the Illinois Constitution.

This contamination has caused harm that is severe and greater than the City and the public should

bear without compensation, and outweighs any utility of the Defendants’ conduct. This PCB

contamination obstructs the public’s free use and comfortable enjoyment of property and natural

resources, and an ordinary person would be reasonably annoyed or disturbed by the presence of

these toxic PCBs.

158. The City has incurred and will incur costs to monitor and address PCB

contamination in soil, stormwater and/or other media, and has suffered and will suffer other

injuries as a direct and proximate result of Defendants’ conduct.

REQUEST FOR RELIEF, COUNT IV

The City requests judgment against Defendants, jointly and severally, as follows:

A. An award of monetary damages to the City to compensate for the injuries described

herein;

B. Any other damages as permitted by law;

34
 C. Litigation costs and attorneys’ fees as permitted by law;

D. Pre-judgment and post-judgment interest on all monies awarded, as permitted by law;

FILED DATE: 9/19/2023 2:21 PM 2023L009542

and

E. Such other and further relief as the Court deems just and proper.

COUNT V – Against All Defendants

PRIVATE NUISANCE

159. Chicago incorporates all preceding allegations as if they were set forth herein.

160. The Monsanto Defendants’ sale, promotion, and/or distribution of their PCB

products caused the contamination of City-owned property in Chicago, as alleged above, and

thereby invaded the City’s interest in the use and enjoyment of its property. This City-owned

property includes contaminated sites and stormwater systems.

161. The Monsanto Defendants were substantially certain that that their sale and

promotion of PCB products would cause this contamination to occur, even when Monsanto’s PCB

products were used exactly as intended, as alleged above.

162. Univar negligently engaged in conduct that created an unreasonable risk of this

contamination.

163. This PCB contamination has caused harm that is severe and greater than the City

should bear without compensation, and that outweighs any utility of the Defendants’ conduct. An

ordinary person would be reasonably annoyed or disturbed by the presence of these toxic PCBs.

164. The City has incurred and will incur costs to address PCB contamination on its

property, and has suffered and will suffer other injuries as a direct and proximate result of

Monsanto’s conduct.

165. Given the toxicity and propensity of PCBs to circulate in the environment, the PCB

35
 contamination at these properties threatens public health.

REQUEST FOR RELIEF, COUNT V

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The City requests judgment against Defendants, jointly and severally, as follows:

A. An award of monetary damages to the City to compensate for the injuries described

herein;

B. Any other damages as permitted by law;

C. Litigation costs and attorneys’ fees as permitted by law;

D. Pre-judgment and post-judgment interest on all monies awarded, as permitted by law;

and

E. Such other and further relief as the Court deems just and proper.

COUNT VI – Against All Defendants

TRESPASS

166. Chicago incorporates all preceding allegations as if they were set forth herein.

167. The Monsanto Defendants designed, manufactured, formulated, marketed, sold,

distributed, and labeled their commercial PCB mixtures and PCB-containing products in a manner

that they knew or were substantially certain would wrongfully cause PCBs to intrude upon and

injure and contaminate City-owned property. As alleged in detail above, Monsanto instructed PCB

users to dispose of PCB-containing wastes in a manner that would certainly cause their PCBs to

enter into City property, including by venting PCB vapors to the atmosphere, sewering PCB

wastes, dumping PCB fluids from PCB-filled heat transfer and other systems, and disposing of

PCB wastes in unlined landfills or pits, among others.

168. Univar negligently engaged in conduct that caused PCBs to enter upon and injure

and contaminate property owned by the City.

36
 169. As a direct result of Defendants’ wrongful conduct, the City has suffered and will

continue to suffer damages to its property, including the cost to remove PCBs from City-owned
FILED DATE: 9/19/2023 2:21 PM 2023L009542

sites and City-owned stormwater systems.

REQUEST FOR RELIEF, COUNT VI

The City requests judgment against Defendants, jointly and severally, as follows:

A. An award of monetary damages to the City to compensate for the injuries to City

property described herein;

B. Any other damages as permitted by law;

C. Litigation costs and attorneys’ fees as permitted by law;

D. Pre-judgment and post-judgment interest on all monies awarded, as permitted by law;

and

E. Such other and further relief as the Court deems just and proper.

COUNT VII – Against All Defendants

COST RECOVERY PURSUANT TO MCC § 1-20-020

170. The City realleges and incorporates herein by reference each of the allegations

contained in the preceding paragraphs of this Complaint as though fully alleged in this Count.

171. Section 1-20-020 of the MCC provides, in pertinent part: “Any person who causes

the city or its agents to incur costs in order to provide services reasonably related to such person’s

violation of any federal, state or local law, or such person’s failure to correct conditions which

violate any federal, state or local law when such person was under a legal duty to do so, shall be

liable to the city for those costs.”

172. Defendants committed the violations of law described in Counts I through VI.

173. These violations have caused and will cause the City to incur costs reasonably

37
 related to these violations of law. These costs include the costs of cleaning up contaminated sites

and reducing PCB concentrations in the City’s stormwater, as described above.

FILED DATE: 9/19/2023 2:21 PM 2023L009542

REQUEST FOR RELIEF, COUNT VII

The City requests judgment against Defendants, jointly and severally, as follows:

F. An award of monetary damages to the City to compensate for the injuries described

herein;

G. Any other damages as permitted by law;

H. Litigation costs and attorneys’ fees as permitted by law;

I. Pre-judgment and post-judgment interest on all monies awarded, as permitted by law;

and

J. Such other and further relief as the Court deems just and proper.

JURY DEMAND

The City respectfully requests trial by jury on all claims so triable.

Date: September 19, 2023 Respectfully submitted,

MARY B. RICHARDSON-LOWRY
Corporation Counsel of the City of Chicago

By: /s/ Stephen J. Kane

Stephen J. Kane
stephen.kane@cityofchicago.org
Rebecca A. Hirsch
rebecca.hirsch2@cityofchicago.org
Chelsey Metcalf
chelsey.metcalf@cityofchicago.org
City of Chicago Department of Law
Affirmative Litigation Division
121 North LaSalle Street, Room 600
Chicago, IL 60602
Tel.: 312-744-6934
Fax: 312-744-5185

38
 Matthew Pawa (pro hac vice motion forthcoming)
mpawa@seegerweiss.com
FILED DATE: 9/19/2023 2:21 PM 2023L009542

Wesley Kelman (pro hac vice motion forthcoming)

wkelman@seegerweiss.com
MacKennan Graziano (pro hac vice motion
forthcoming)
Seeger Weiss LLP
1280 Centre Street, Suite 230
Newton, MA 02459
Tel.: 617-641-9550
Fax: 617-641-9551

39
 FILED
9/19/2023 2:21 PM
IRIS Y. MARTINEZ
CIRCUIT CLERK
COOK COUNTY, IL
IN THE CIRCUIT COURT OF COOK COUNTY, ILLINOIS 2023L009542
COUNTY DEPARTMENT, LAW DIVISION Calendar, A
FILED DATE: 9/19/2023 2:21 PM 2023L009542

CITY OF CHICAGO, )
)
a municipal corporation, )
Plaintiff, ) Case No.
2023L009542
)
)
)
v. )
)
)
MONSANTO CO., SOLUTIA INC., )
PHARMACIA LLC, and UNIVAR )
SOLUTIONS INC., )
)
Defendants. )
)

AFFIDAVIT

Now comes affiant Rebecca Hirsch and being first duly sworn on oath, deposes and
states:

1. I am one of the attorneys representing Plaintiff City of Chicago in this action.

2. I am familiar with the facts in this action.
3. I have reviewed the available information relating to the money damages this action.
4. On information and belief, the total money damages sought in this action by the City
are in excess of $50,000.

Under penalties as provided by law pursuant to Section 1-109 of the Code of Civil
Procedure, the undersigned certifies that the statements set forth in this instrument are true and
correct, except as to matters therein stated to be on information and belief and as to such matters
the undersigned certifies as aforesaid that she verily believes the same to be true.

Date: September 19, 2023 /s/ Rebecca Hirsch

Rebecca Hirsch

40