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COMMITTEE
PRINT
STAFF INVESTIGATION
RELATING TO THE NOMINATION OF
G. WILLIAM MILLER
TO BE CHAIRMAN OF THE BOARD OF GOVERNORS
OF THE FEDERAL RESERVE SYSTEM
PART 2
EXHIBITS AND DOCUMENTS INITIALLY SUBMITTED BY TEXTRON, INC. IN RESPONSE OF SUBPOENA FROM THE SENATE
COMMITTEE ON BANKING, HOUSING, AND URBAN AFFAIRS
PRINTED
FOR
OF
THE
USE
THE
COMMITTEE ON B A N K I N G , HOUSING
AND URBAN AFFAIRS
UNITED STATES SENATE
F E B R U A R Y 27, 1978
U.S. GOVERNMENT PRINTING OFFICE
23-154 O
WASHINGTON : 1978
COMMITTEE ON BANKING, HOUSING, AND URBAN AFFAIRS
WILLIAM PROXMIRE, Wisconsin, Chairman
JOHN SPARKMAN, Alabama
EDWARD W. BROOKE, Massachusetts
HARRISON A. WILLIAMS, JR., New Jersey
THOMAS J. McINTYRE, New Hampshire
ALAN CRANSTON, California
ADLAI E. STEVENSON, Illinois
ROBERT MORGAN, North Carolina
DONALD W. RIEGLE, JR., Michigan
PAUL S. SARBANES, Maryland
JOHN TOWER, Texas
JAKE OARN, Utah
H. JOHN HEINZ III, Pennsylvania
RICHARD G. MJGAR, Indiana
HARRISON SCHMITT, New Mexico
KENNETH A. MCLEAN, Staff
Director
JEREMIAH S. BUCKLEY, Minority Staff Director
BRUCE F. FREED, Professional Staff Member
CHARLES L. MARINACCIO, Special Counsel
Special Counsel to the Minority
DAVID P. DOHERTY, Associate Director, Division of Enforcement,
Securities and Exchange Commission
JOHN T . COLLINS,
(W
1
TABLE OF EXHIBITS
1. Senator Proxmire letter to Committee staff giving them
authority to take testimony under oath.
2. Committee subpoena to Textron
3. McLean letter to Soutter, January 25, 1978
4. Soutter letter to McLean (submitted with Textron documents),
January 27, 1978.
5. Textron Policy Statement (of August 16, 1976) re: company
standards of conduct fot manufacturers representatives.
6.
Zanganeh letter to Orpen, November 28, 1967.
7. Orpen letter to Zanganeh, February 16, 1968.
8. Air Taxi Internal Memo, February 27, 1968.
9. Orpen cable to Air Taxi, February 28, 1968.
10. Ait Taxi internal memo, March 1, 1968
11. Air Taxi internal memo, April 1, 1968
12.
Kling cable to Air Taxi, April 30, 1968
13. General Toufanian letter of intent to Atkins, BHC, April 18, 1972
14. Sylvester letter to Twitchell, March 31, 1971
15.
Kenworthy cable to Air Taxi, June 2, 1971
16. Air Taxi cable to Bell Helicopter, August 24, 1971
17. Air Taxi cable to BHC, August 27, 1971
18. Air Taxi internal memo, October 28, 1971
19. Air Taxi internal memo, September 21, 1971
20.
Zanganeh to Bell Helicopter, March 2, 1968
21. Air Taxi to Gallagher, December 10, 1972
22. Air Taxi internal memo, September 3, 1971
23. Horsley to Zanganeh, October 14, 1971
24. Air Taxi (Snapper) cable to BHC, Brussels, September 24, 1971
2
PAGE 2
25. Air Taxi Customer's Weekly Progress Report, August 31, 1971
26. Air Taxi Internal Memo, August 22, 1971
27.
Sylvester to Atkins and Ducayet, August 13, 1971
28. Air Taxi to BHC-Sylvester, April 6, 1971
29. Air Taxi internal memo, November 2, 1969
30. Air Taxi internal memo, November 10, 1968
31. Air Taxi internal memo, March 1, 1968
32. Bell internal document:
Fort Worth to Hunt-Horsley
September 21, 1971
33. Air Taxi Internal memo, April 10, 1971
34.
Sylvester aide memoire, April 28, 1971
35. Air Taxi internal memo, July 23, 1971
36. Gallagher cable to Iranzad, August 10, 1971
37. Gallagher cable to Sylvester, April 12, 1972
38. Sylvester letter to Air Taxi, June 16, 1972
39. Air Taxi internal memo, April 11, 1968
40.
Zanganeh to Taylor-BHC, December 24, 1969
41. Air Taxi internal memo, December 27, 1969
42. Air Taxi internal memo, April 10, 1971
43. Air Taxi internal memo, April 24, 1971
44.
Sylvester aide memoire, April 28, 1971 (same as Ex. 34)
45. Air Taxi internal memo, May 29, 1971
46. Air Taxi internal memo, July 6, 1971
47. Air Taxi internal memo, March 19, 1972
48. Air taxi internal memo, August 25, 1972
49. Air Taxi internal memo, August 26, 1972
2
PAGE 3
50. Air Taxi Internal Memo
51.
August 28, 1972
Zanganeh Cable to Sylvester September 20, 1972
52. Air Taxi internal memo
April 18, 1972
53. Air Taxi Internal Memo
May 12, 1972-
54. Horsley cable to Zanganeh
55. Air Taxi Internal memo
February 7, 1972
October 2, 1971
56. Rudning to Department of Army-AVSCOM negotiations
on Air Taxi commission
57.
May 9, 1973
Instrument of Air Taxi ownership
May 21, 1973
58. Statement of Aiv Taxi describing the company
59. Air Taxi internal memo
April 19, 1968
60. Bell Helicopter agreement with Air Taxi
August 27, 1959
61. Bell Helicopter agreement with Air Taxi
62.
no date
1968
Bell Helicopter agreement with Air Taxi
June 15, 1970
63. Amendment number 1 (to 1970 agreement)
63\. Amendment number 1 (to 1970 agreement)
April 1, 1970
64. Amendment number 2 (to 1970 agreement)
65. Amendment numbeT 3 (to 1970 agreement)
66. Textron Internal Report (prepared by Soutter)
67.
Sylvester letter to Zanganeh included with proposed
Amendment number 1, June 16, 1972
68. Amendment number 1
copies similar to #63
69. Amendment number 1 copies similar to #63
70. Gallagher cable to Sylvester
71.
Sylvester cable to Mitchell
July 26, 1972
August 9, 1972
72. Mitchell cable to Sylvester August 16, 1972
73. Yates cable to Gallagher
May 22, 1972
74. Arthur Young submission:
Textron-Bell work papers
2
PAGE 4
75. Farmer
memo
re:
Iranian commission
76. Air Taxi internal memo
July 30, 1973
October 27, 1972
77. Response to questions posed by Committee
re:Textron*s standards of conduct (six attachments)
78. Sylvester letters to Toufanian
May 4, 1972
79.
IRS (7Treasury
pg) handwritten
June 1,notes
1977 Request, Dept of
80. Arthur Young and Co. letter to Sen. Banking Jan 27, 1978
81. Document showing ownership interest in Air Taxi
per Iran registration records
82.
Letter from Mr. French to Mr. Feliton of Bell
83. Letter from Kling to French
83L
Jan 14, 1967
Jan 30, 1967
French letter to State Department
August 8, 1966
8B. French letter to State Department August 27, 1966
84\. Chronological Aide Memoire to General Pakravan from
Paul Steinheil April 26, 1966
8«.
Registration record s of Air Taxi and Heli Taxi
84C
Letter from Heidebrecht, Cessna to Zanganeh
84). MacFarlaine letter to IHC
8H
July 22, 1966
April 10, 1966
Letter from U. S. Embassy to Mr. French
July 14, 1966
Letter from Mr. French to Mr. Hare
August 24, 1966
843. Letter from Mr. French to Mr. Hare
August 24, 1966
84i. Letter from Laylin on behalf of Mr. French to Aviation
Developement Consultants April 1, 1961
841. Letter from Mr. French to Mr. Diehl, Bell
April 4, 1964
84J. Manufacturer's Foreign Representative Agreement
Bell Heli•1965
85. C. Robert Bell notes of 9/22/66 telephone conversation
with Mr. Mulligan, DOS
86. C. Robert Bell notes of 9/28/66 telephone conversation
with Mr. Mulligan, DOS
2
PAGE 5
87A. C. R. Bell letter to Dr. Safavi
October 22, 1966
87B . Special power of attorney attachment included
with 10/22/66 CRB letter to Safavi
88.
C. Robert Bell notes of 11/2/66 interview with Jose
and Feliton/BHC-no date on notes
89.
C. Robert Bell letter, November 28, 1966 to Jack
Zook of Cessna.
90. C. Robert Bell letter to Bill French
November 3, 1966
91. C. Robert Bell letter to Feliton (1 page)
January 5, 1967
91A. Same as above-identical page 2
92. Bolton cable to C. R. Bell
January 15, 1967
93. Orpen, BHC letter to C. R. Bell
January 17, 1967
94. C. Robert Bell letter to Bill French
January 16, 1967
95. French letter to Kling, BHC-encloses Kling letter to
French, copies sent to C. Robert Bell
96. C. Robert Bell letter to Dwayne Jose, BHC
97. C. Robert Bell letter to Bill French
98.
French letter to C. Robert Bell,
99. C. Robert Bell telex to French
100. C. Robert Bell letter to French
101. Orpen, BHC letter to French
102. C. Robert Bell to Jose
Jan. 30, 1967
July 7, 1967
July 11, 1967
July 21, 1967
November 20, 1967
November 20, 1967
December 11, 1967
July 7, 1967
103. Galerstein to Marinaccio February 15, 1978
104.
Soutter to Marinaccio February 15, 1978
105. French stamp
letterJanuary
to Feliton
with BHC distribution
5, 1967
7
"WILLIAM PROXMIRE. IS.. CHAIRMAN
S^AKKMAN, ALA.
t. WILLIAMS. JR..
JAKE GARN, UTAH
MC INTYRE. N.H.
H. JOHN HEINZ III. I»A.
CRANSTON, CALIF.
RICHARD O. LUOAR,
HARRISON SCMMITT. C
T MORGAN. N.C.
A. MC LEAN, STAFF DIRECTOR
JEREMIAH S. BUCKLEY. MINORITY STAFF DIRECTOR
MARY FRANCES OE LA PAVA. CHIEF CLERK
"2ICROTEI>
JS>icde&
JS>encA*
COMMITTEE O N BANKING. HOUSING A N D U R B A N AFFAIRS
WASHINGTON. O.C.
20510
February 10, 1978
MEMORANDUM
TO:
Members of the Committee on Banking, Housing
and Urban Affairs
FROM:
The Chairman
RE:
Staff investigation in re G . William Miller
Attached for your information and review is the
data thus far gathered by the staff in its inquiry into
the $2.9 million payment by Textron/Bell to Air Taxi,
a company in which General Khatami is reported to have
had an ownership interest. This inquiry arose in connection with the nomination hearing of Mr. G . William
Miller.
Included in these materials are a number of
letters including those to the State Department, the
C.I.A. and other government agencies, as well as the
responses received. There are also attached copies of
transcripts from testimony of five Textron/Bell officials
taken under oath and the documents received from Textron
in response to the Committee's subpoena.
The staff investigation is continuing, and I
would expect that further testimony under oath will be
taken next week by the staff, including the testimony
of former and present Textron/Bell officials (Messrs.
Orpen, Felotin, Yost, Ducayet and Kling) and Textron/Bell's
former sales agent in Iran, Mr. French, and his attorney,
Mr. Bell, who may have knowledge of Textron/Bell's relationship with Air Taxi. Depositions may also be taken
from other persons. At least one of the prospective witnesses desires to have a protective subpoena issued to
him.
In response to the Committee's subpoena issued
last week, Textron supplied cancelled checks payable to
8
-
2
-
Air Taxi which were deposited in an Oklahoma bank
and in the Paris office of Citibank. To trace these
funds, subpoenas have been served upon these banks requiring information concerning disbursements of funds
out of Air Taxi accounts. This information will be
supplied to you when it is received.
The staff has
also requested affidavits from
1
members of Textron s Board of Directors during 1973
and from State/Defense officials with responsibility
for Iranian affairs to learn what knowledge they may
have concerning the $2.9 million payment and Bell's
relations with Air Taxi.
A Committee meeting on this subject will be held
on Tuesday, February 21, at 3:00 p.m. in Room 5300.
This memorandum and the transcripts and documents
received from Textron/Bell should be considered CONFIDENTIAL
until their disposition has been decided by the Committee^
Attachments
9
WILLIAM MOXMIM, WIS., CHAIRMAN
JOHN - ."ARKMAN, ALA.
COWARD W. BROOKE. MASS.
HARRISON A. WILLIAMS. JR.. N.J. JOHN TOWER. TEX.
THOMAS J. MC INTVRK. N.H.
JAKE CARN. UTAH
ALAN CRANSTON. CALIF.
H. JOHN HCINZ III. PA.
HiCmieb
KENNETH A. MC LEAN. STAFF DIRECTOR
JEREMIAH S. BOCK LEY. MINORITY STAFF DIRECTOR
MARY FRANCES DC LA PAVA. CHIEF CLERK
ictie
C O M M I T T E E O N B A N K I N G . H O U S I N G A N D U R B A N AFFAIRS
WASHINGTON. O.C.
20510
January 25, 1978
MEMORANDUM
TO:
PROM:
RE:
Senator William Proxmire, Chair
Senate Committee on Banking, Housing and
Urban Affairs
.
1
\UA
Kenneth A . McLean , Staff Director
Staff investigation of $2.9 million payment
by Bell division of Textron, Inc.
During yesterday's hearing on the nomination of M r . G .
William Miller to the Board of Governors of the Federal
Reserve System, Senator Heinz asked for, and you agreed
to, an investigation by the Committee staff of the facts
surrounding the $2.9 million payment to Air Taxi by the
Bell division of Textron in 1973. I have assigned M r .
Charles Marinaccio and M r . Bruce Freed of the majority
staff to undertake this investigation. M r . Buckley has
assigned M r . John Collins of the minority staff to participate fully in the investigation with Messrs. Marinaccio
and Freed.
The staff investigation will compile such information
about the $2.9 million payment as may be available through
the following procedures:
1 . The staff will seek access to all Army Aviation
System Command and Defense Contract Audit Agency documents
relative to the Bell $2.9 million payment;
2 . The staff will seek access to all Textron/Bell
internal documents relative to the payment;
3. The staff will seek
access to the records of
1
Arthur Young & Co., Textron s auditor, relative to such
payment;
10
Chairman Proxmire
- 2 -
1/25/78
4 . The staff will seek a transcribed
interview
1
under oath with the head of Textron s Bell Helicopter
Division and with such additional Bell or Textron officials as may appear necessary;
5 . The staff will seek written confirmation
from the appropriate governmental agencies concerning
any relationship between Air Taxi and officials of the
Government of Iran.
When these steps have been completed, the staff will
make available to the members of the Committee the information it has assembled about the $2.9 million payment.
cc:
Members of the Committee
11
DEFENSE CONTRACT AUDIT AGENCY
CAMERON STATION
ALEXANDRIA. VIRGINIA
DX
22314
I
TO
FEB S I
Mr. Kenneth A. McLean
Staff Director
Committee on Banking, Housing and Urban Affairs
U.S. Senate
Washington, DC 20510
Dear Mr. McLean:
This responds to your letter of 25 January and confirms my
discussion on 30 January with Mr. Freed concerning your request for
copies of DCAA documents pertaining to payments of $2.9 million by
Textron-Bell to Air Taxi, Inc., of Iran. It was agreed that your
staff will obtain copies of any pertinent documents from our resident
auditor during a visit they will make soon to the Bell plant in
Fort Worth, Texas.
We are arranging for the documents to be identified and
assembled by the resident auditor, and Mr. Freed will advise us
later the date and time your representatives expect to be in the
contractor's plant.
As we previously advised, there will be only a few papers in
our files, since we confirmed some time ago the $2.9 million was
not charged to U.S. Government contracts.
Sincerely,
Executive Officer
12
ARTHUR
YOUNG
&
COMPANY
2 7 7 PARK
AVENUE
N E W Y O R K , N. Y. I O O I 7
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of
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January 27, 1978
J
Mr. Bruce Freed
Senate Banking Committee
Room 5306
New Senate Office Building
Washington, D. C. 20510
R e ;
Textron Inc.
Dear Mr. Freed:
This letter is in response to your telephone call
of January 25, 1978 in which you requested copies of all documents in the possession of Arthur Young & Company relating to
the following matters:
•
the termination of an agreement between Textron Inc.
and Air Taxi in 1973 and the termination payment
of $2,950,000 to Air Taxi;
•
any reference to General Khatemi;
•
any reference to the ownership or management of
Air Taxi;
•
any reference to the use of Air Taxi or Mr. Zanganeh
in connection with sales of helicopters to Iran
during the period 1972 to 1975 including those
documents relating to the' sale of about $500,000,000
in helicopters to the Iranian armed forces in 1973;
•
any reference to the non-inclusion of the $2,950,000
payment to Air Taxi in 1973 as reimbursable costs
under military sales procurement regulations;
•
any reference to the SEC voluntary compliance program
in foreign payments and any correspondence with or
documents furnished to the Internal Revenue Service
in connection with Textron*s payment to Air Taxi in
1973 of $2,950,000.
13
We have conducted a file search at the Arthur Young &
Company offices (New York, Providence and Fort Worth) which
dealt with these matters and have compiled all documents which
relate thereto. Matters appearing on the originals of these
documents which are unrelated to your requests have been deleted
on the copies available for youf review. Duplicate copies of
the same material found in different files have, of course, only
been included once unless there were different handwritten notations in which event both copies were included.
My review of these workpapers confirmed the follow-
ing:
1.
We became aware of the payment of the initial installment of the $2,950,000 in connection with our annual
audit of Textron Inc. for its fiscal year 1973 and
were aware of the subsequent installments paid in
1974 and 1975. Our annual year-end audit review
memo prepared by our Fort Worth Office noted these
payments were "in lieu of commissions on the Iraniin
sales."
2.
There is no reference to a General Khatemi and no
knowledge of any relationship between him and Air
Taxi.
3.
As our workpapers indicate, based on our review of
the contract and discussions with management at the
Bell Helicopter Division and Textron Corporate,
there was no indication that the payment was anything
other than a legal and ethical contractual business
arrangement. We did propose to the Company that this
payment be charged to expense over a different period;
however, the difference between our proposal and that
followed by the Company was clearly immaterial to the
consolidated financial statements of Textron Inc. and
such adjustment was waived.
4.
It is our understanding that this payment settled all
• future claims of Air Taxi which might arise in the
' event of additional sales by Textron to the Government
of Iran.
5.
The payment, when expensed, was properly classified as
selling expense and was not charged to costs relating
to the manufacture of helicopters for delivery to the
Government of Iran.
14
Should you have questions concerning any matter in our
workpapers please call me at (212) 922-5920.
Yours very truly,
William F. Slatterv
Enclosure
cc: Mr. Thomas D. Soutter
Textron Inc.
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No. 31-9820064
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Commission Expires March 30,1974
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15
IheOtador
Central Inlefflgpnce Agency
Mtehln^oaQC2QS(»
28 January 1978
Honorable William Proxmire, Chairman
Committee on Banking, Housing and Urban Affairs
United States Senate
Washington, D . C . 20510
Dear M r , Chairman:
This is in response to your letter of 26 January 1978 posing
certain questions of importance in the hearings being conducted by
your Committee on the nomination of Mr* G . William Miller to the
Board of Governors of the Federal Reserve System,
O n 19 January 1978 a m e m b e r of your staff asked m y staff orally
for any information w e might have on several foreign firms and
personalities. One of the foreign firms was Air Taxi Company of
Iran and one of the foreign personalities was General M o h a m m e d Khatami,
former C o m m a n d e r in Chief of the Imperial Iranian Air Force, who
died in 1975, W e were asked to provide any information w e might have
as soon as possible, but no later than 20 January 1978,
In response to the above request, m y staff informed your staff
m e m b e r that w e had located in our Washington files a Government report
that General Khatami owned Air Taxi Company. W e also indicated that
our search was continuing.
A s a result of our continuing search, m y staff, on 25 January,
informed your staff m e m b e r that we had received additional new
information that the controlling interest of Air Taxi Company was,
from its inception, held by a M r . Hossein A z a m Zanganeh, until late
1975 when he sold m u c h of his stock.
23-554 O - 78 - 2
16
However, w e have now retrieved a Department of Defense
Intelligence Information Report dated 14 March 1970, based upon a
source who would appear to be knowledgeable in the matter, which
states that "Air Taxi Company is owned by a group of private
individuals (with General M o h a m m e d K H A T E M I , C o m m a n d e r IIAF,
controlling the majority of stock)."
A s a result of your letter of 26 January 1978, I have directed
that all files of the CIA be searched to determine if any additional
information exists related to the questions posed in your letter.
That search has turned up no information relative to the questions that
have not already been given to your staff. The search is not complete
at this time, however, and if any additional relevant information is
discovered, I will, of course, provide it to you immediately.
STANSFIELD T U R N E R
17
GENERAL COUNSEL OF THE DEPARTMENT OF DEFENSE
WASHINGTON, D. C. 20301
January 31, 1978
Honorable William Proxmire
Chairman
Committee on Banking, Housing
and Urban Affairs
United States Senate
Washington, D.C. 20510
Honorable Edward W . Brooke
Ranking Minority Member
Committee on Banking, Housing
and Urban Affairs
United States Senate
Washington, D.C. 20510
Dear Senators Proxmire and Brooke:
This is in reply to your joint letter of January 26, 1978
to Secretary Brown regarding the nomination of Mr. G. William
Miller to the Board of Governors of the Federal Reserve System.
The letter requests a written response from this Department by January 31 to four questions concerning any relationship between Air Taxi and officials of the Government of Iran.
In view of the fact that the Committee Staff internal memorandum of January 25, 1978 enclosed with your letter of
January 26 states that the staff will seek direct access
to the documents of the Army Aviation System Command and
the Defense Contract Audit Agency, I have confined my inquiry to those other elements of the Department of Defense
that would be most likely to hold any information on the
subject, namely, the Defense Security Assistance Agency,
the Office of the Deputy Assistant Secretary of Defense
CInternational Security Affairs) for Near Eastern, African
and South Asian Affairs, the- ARMISH-MAAG in Iran, the Office
of General Counsel and the Office of the Deputy Under Secretary
of Defense for Policy.
Insofar as concerns the first four of the five components of this Department named above, the response of the
18
2
Department of Defense to each of the questions raised in
your letter is that we have no such information.
I have been advised by the Office of the Under Secretary
of Defense for Policy that some information is believed to be
on microfilm in intelligence files located in St. Louis,
Missouri, but that the information is reportedly of Central
Intelligence Agency origin and simply a duplication of that
Agency's files. I will advise you further on this point
as soon as the microfilms have been retrieved and forwarded
to Washington.
Sincerely
A
19
DEPARTMENT OF STATE
Washington, D.C.
20520
J a n u a r y ^ , 1978
LIMITED OFFICIAL USE
D e a r Mr* C h a i r m a n :
T h e S e c r e t a r y h a s asked m e t o r e p l y t o y o u r
l e t t e r o f J a n u a r y 2 6 , w h i c h w a s also signed b y
Senator B r o o k e r concerning General Mohammed Khatami,
t h e f o r m e r C o m m a n d e r - i n - C h i e f of t h e Imperial Iranian
A i r Forces a n d A i r T a x i C o m p a n y o f I r a n .
W e h a v e s e a r c h e d State D e p a r t m e n t files and h a v e
a l s o p r e s e n t e d y o u r q u e s t i o n s t o o u r E m b a s s y in T e h r a n .
S t a t e D e p a r t m e n t files did n o t turn u p any information
w h i c h w o u l d b e of a s s i s t a n c e t o y o u r c o m m i t t e e . O u r
E m b a s s y in T e h r a n h a s - r e p o r t e d to us that its files
c o n t a i n c o n t r a d i c t o r y information concerning t h e owners h i p i n t e r e s t of G e n e r a l K h a t a m i in A i r T a x i C o m p a n y .
A r e p o r t p r e p a r e d b y t h e D e f e n s e Intelligence A g e n c y
d a t e d M a r c h 1 9 7 1 r e f e r r e d to G e n e r a l K h a t a m i a s "owner"
of A i r T a x i . A n E m b a s s y r e p o r t in 1972 a l s o stated
t h a t G e n e r a l K h a t a m i "own£ A i r T a x i b u t it is b e l i e v e d
t h a t t h i s l a t t e r r e p o r t d r e w from t h e DIA r e p o r t a s its
s o u r c e . A W o r l d T r a d e D i r e c t o r y R e p o r t (WTDR) on A i r
T a x i C o m p a n y w h i c h w a s t r a n s m i t t e d in 1974 listed t h e
o w n e r s of A i r T a x i a s M e s s r s . A . H . A z a m - Z a n g a n e h ,
A h m a d S h a f i k (now d e c e a s e d ) and Frederick E s h o o . T h i s
W T D R and t h e b a l a n c e of t h e file in our C o m m e r c i a l
S e c t i o n o n A i r T a x i C o m p a n y c o n t a i n n o reference/
e i t h e r d i r e c t o r indirect* to a n o w n e r s h i p i n t e r e s t
in
the
company b y
General
Khatami-
The Honorable
W i l l i a m P r o x m i r e , Chairman
C o m m i t t e e o n B a n k i n g , Housing
and Urban Affairs,
United States Senate.
LIMITED OFFICIAL USE
20
LIMITED O F F I C I A L USE
In e f f e c t a n a n s w e r to y o u r second q u e s t i o n is
c o n t a i n e d i n t h e foregoing paragraph* O u r files
c o n t a i n n o -documentation o f any o w n e r s h i p interest b y
a n y o t h e r Iranian o f f i c i a l a n d , as w a s n o t e d , the
i n f o r m a t i o n .^pn t h e p o s s i b l e o w n e r s h i p i n t e r e s t o f
General Khatami is contradictory.
Concerning.: questionathree, w e :have n o ; i n f o r m a t i o n
i n d i c a t i n g -: :t & a t - p a r t - o r n a l l iof-the :$2;950,000 p a y m e n t
t o A i r T a x l a c c r u e d t o t h e b e n e f i t of any o f f i c i a l s
of the- I r a n i a n ' Government?.
Finally? we^have- no- information - concerning
c o n t a c t s b e t w e e n T e x t r o n ~ B e l l officials^ a n d G e n e r a l
M o h a m m e d K h a t a m i i n the- p e r i o d 1972-1975 *
I a m s e n d i n g * a s i m i l a r r e p l y t o Senator B r o o k e ,
SincerelvV
Douglas J . B e n n e t * J r .
A s s i s t a n t Secretary
f o r C o n g r e s s i o n a l Relations.
LIMITED OFFICIAL USE
21
January 25, 1978
Mr, William Crouch
Executive Officer
Defense Contract Audit Agency
Cameron Stat W o n
Alexandria, VA 22314
Dear Mr. Coatxch:
I am enclosing a copy of a memorandum to Chairman
Proxmire of this Committee outlining the scope of a
staff investigation of the $2.9 million payment by
Textron-Bell to Air Taxi, Inc., of Iran, requested by
Senator Heinz a member of the Committee, in connection
with a confirmation hearing held yesterday on the
nomination of G. William Miller, former Chairman of the
Board of Textron, to be Chairman of the Federal Reserve
Board.
Your cooperation with this investigation is most
appreciated. In this connection copies of all documents
in the possession of DCAA (wherever the term Textron
appears it includes, of course, the Bell Division and
all subsidiaries of Textron) relating to the following
matters should be supplied to the Committee staff:
1) All documents referring to or pertaining to
the termination of any such agreement with Air Taxi in
1973 including all documents referring to or pertaining
to the termination payment of $2.9 million to Air Taxi.
2) All documents which contain any reference to
General Khatemi.
22
3) All documents which contain any reference to the
ownership or management of Air Taxi.
4) All documents referring to the use of Air Taxi or
Mr. Yanganeh (Yanganeh is sometimes spelled Zanganeh) in
connection with sales of helicopters to Iran during the
period 1972 to 1975 including those documents relating to
the sale of about $500 million in helicopters to the Iranian
Armed Forces in 1973.
5) All documents referring to the non-inclusion of the
$2.9 million payment to Air Taxi in 1973 as reimbursable
costs under military sales procurement regulations.
As used in this letter, document includes any written
or typed document of whatever nature, including but not
limited to memoranda, cables, handwritten notes or notations, minutes of meetings, sales invoices, sales receipts,
cancelled checks, diaries, logs, calendars, correspondence
or letters. Documents in the possession of the Command
include Textron documents, Air Taxi documents, documents
from any agency of the United States, of the Iranian C
Government, attorneys documents, or auditors documents.
In order that the Committee staff may conclude this
investigation at an early date, I would appreciate your
supplying the requested information within the next two to
three days. I thank you again for your cooperation with the
work of this Committee.
Sincerely,
Kenneth A . McLean
Staff Director
KAM:lg
Enclosure
23
January 25, 1978
Mr. F . W . Slattery
Arthur Young and Company
277 Park Avenue
New York, NY 10017
Dear Mr. Slattery:
I am enclosing a copy of a memorandum to Chairman
Proxmire of this Committee outlining the scope of a
staff investigation of the $2.9 million payment by
Textron-Bell to Air Taxi, Inc., of Iran, requested by
Senator Heinz a member of the Committee, in connection
with a confirmation hearing held yesterday on the
nomination of G . William Miller, former Cnairman of the
Board of Textron, to be Chairman of the Federal Reserve
Board.
Your cooperation with this investigation is most
appreciated. In this connection copies of all documents
in the possession of Arthur Young and Company (wherever
the term Textron appears it includes, of course, the
Bell Division and all subsidiaries of Textron) relating
to the following matters should be supplied to the
Committee staff:
1) All documents referring to or pertaining to
the termination of any such agreement with Air Taxi in
1973 including all documents referring to or pertaining
to the termination payment of $2.9 million to Air Taxi.
2) All documents which contain any reference to
General Khatemi.
24
3) All documents which contain any reference to the
ownership or management of Air Taxi.
4) All documents referring to the use of Air Taxi or
M r . Yanganeh (Yanganeh is sometimes spelled Zanganeh) in
connection with sales of helicopters to Iran during the
period 1972 to 1975 including those documents relating to
the sale of about $500 million in helicopters to the Iranian
Armed Forces in 1973.
5) All documents referring to the non-inclusion of the
$2.9 million payment to Air taxi in 1973 as reimbursable
costs under military sales procurement regulations.
A) All documents referring to or pertaining to the
SEC voluntary compliance program in foreign payments
and any correspondence with or documents rurnlshed to
the Internal Revenue Service in connection with Textron*s
payment to Air Taxi in 1973 of $2.9 million.
As used in this letter, document includes any written
or typed document of whatever nature, including but not
limited to memoranda, cables, handwritten notes or notations, minutes of meetings, sales invoices, sales receipts,
cancelled checks, diaries, logs, calendars, correspondence
or letters. Documents in the possession of Arthur Young
and Company Include Textron documents, Air Taxi documents,
documents from any agency of the United States, of the
Iranian Government, attorneys documents, or auditors documents .
In order that the Committee staff may conclude this
investigation at an early date, I would appreciate your
supplying the requested information within the next two to
three days. I thank you again for your cooperation with the
work of this Committee.
Sincerely,
Kenneth A . M c L e a n
Staff D i r e c t o r
KAMtlg
Enclosure
25
January 25, 1978
D r . Thomas K e e n a n
Director
Procurement and Production Division
Troop Support and Aviation Material
Readiness Command
4300 Goodfellow Boulevard
St. Louis, MO 63120
Dear Dr. Keenan:
I am enclosing a copy of a memorandum to Chairman
Proxmire of this Committee outlining the scope of a
staff investigation of the $2.9 million payment by
Textron-Bell to Air Taxi, Inc., of Iran, requested by
Senator Heinz a member of the Committee, in connection with a confirmation hearing held yesterday on
the nomination of 6. William Miller, former Chairman
of the Board of Textron, to be Chairman of the Federal
Reserve Board.
Your cooperation with this investigation is most
appreciated. In this connection copies of all docu~
ments in the possession of the Command (wherever
the terra Textron appears it includes, of course, the
Bell Division and all subsidiaries of Textron) relating to the following matters should be supplied to the
Committee staff:
1) All documents referring to or pertaining to
the termination of any such agreement with Air Taxi
in 1973 including all documents referring to or pertaining to the termination payment of $2.9 million to
Air Taxi.
2 ) A l l documents w h i c h contain a n y r e f e r e n c e to
General Khatemi.
26
3) All documents which contain any reference to
the ownership or management of Air Taxi.
4) All documents referring to the use of Air Taxi
or M r . Yanganeh (Yanganeh is sometimes spelled Zanganeh)
in connection with sales of helicopters to Iran during
the period 1972 to 1975 including those documents relating
to the sale of about $500 million in helicopters to tfeh
Iranian AinefioFoeces in 1973.
5) All dpclapemts referring tp t}e tspm-inclusion
of the $2.9 million payment to Air Taxi in 1973 as reimbursable costs undermmilitary sales procurement
regulations.
As used in this letter, document includes any
written or typed document of whatever nature, including but not limited to memoranda, cables, handwritten
notes or notations, minutes of meetings, sales invoices,
sales receipts, cancelled checks, diaries, logs,
calendars, correspondence or letters. Documents in
the possession of DCAA include Textron documents, Air
Taxi documents, documents from any agency of the
United States, of the Iranian Government, attorneys
documents, or auditors documents.
In order that the Committee staff may conclude
this investigation at an early date, I would appreciate
your supplying the requested information within the
next two to three days. I thank you again for your
cooperation with the work of this Committee.
Sincerely,
Kenneth A . McLean
Staff Director
KAM:lg
Enclosure
27
WILLIAM PROXMIRE, WIS.. CHAIRMAN
JOHN SPARKMAM. ALA.
KOWARO W. BROOKE, MASS.
HARRISON A. WILLIAMS. JR.. N.J. JOHN TOWKK. TCX.
THOMAS J. MC INTVNE, N.H.
JAKE OARN, WTAM
ALAN CRANSTON. CALIF.
H. JOHN HCIME III. PA.
ADLAI E. STEVCNSON. ILL.
RICHARO O. LUOAR, MO.
micm.
MA"R,*OMBCMM,TT-N MEX-
PAUL s. SAMMNCS. MD.
KCNNCTM A. MC LEAN. STAFF DMCCTM
JCREMIAH S. MICKLCV. MINORITY STAFF DIRECTOR
MART FRANCES 0* LA PAVA. CHIEF CLERK
/^ia
» «
W
wlniteo
I
i
(A
f
^£>laSenate
COMMITTEE O N BANKING. HOUSING A N D U R B A N AFFAIRS
WASHINGTON. D.C.
20510
January 26, 1978
Admiral Stansfield Turner
Director of Central Intelligence
Washington, D.C. 20505
Dear M r . Director:
On January 24, the Senate Committee on Banking,
Housing and Urban Affairs held hearings on the nomination of M r . G . William Miller to the Board of Governors
of the Federal Reserve System. During the course of
these hearings, members of the Committee questioned
M r . Miller about a payment of $2,950,000 which the Bell
division of Textron agreed to make to the Air Taxi Company of Iran in June of 1973 in connection with the
termination of that company's services to Bell as its
sales agent for military sales to the Government of Iran.
During the same period of time, Bell was awarded a Contract valued at approximately $500 million for the sale
of helicopters to the Government of Iran.
On the basis of a verbal report received from an
agency of the U.S. government, the Chairman of the Com-*
mittee, Senator William Proxmire, asked M r . Miller whether
he was aware that the real owner of Air Taxi was the late
General Mohammed Khatemi, then Commander-in-Chief of the
Imperial Iranian Air Force. M r . Miller replied that he
had no such knowledge and would not have approved the payment, had he known of such a relationship.
Following these discussions, a member of the Committee, Senator John Heinz, asked fot an investigation of
this payment by the Committee's staff. As Chairman of the
Committee, Senator Proxmire agreed to the investigation.
In response to this directive, the Committee staff prepared a memo outlining the steps to be taken in the investigation of this payment. A copy of the memo, dated
January 25, is enclosed for your information.
You will note that as part of this investigation,
the staff will seek written confirmation from the appropriate
28
Adm. Stansfield Turner
2 -
1/26/78
governmental agencies concerning any relationship between Air Taxi and officials of the Government of Iran.
Accordingly, and in order to assist the staff in its investigation, we would like a written response from the
intelligence community (CIA, DIA, NSA) to the following
questions:
1 . Does your agency have information about any
relationship between Air Taxi and officials of the Government of Iran during 1973, and in particular about
any ownership interest in such firm, direct or indirect,
on the part of General Mohammed Khatemi, Commander-inChief of the Imperial Iranian Air Force in 1973? (General
Khatemi died in 1975);
2 . If the answer to the first question is yes,
please provide the complete details concerning such relationship including such documentation of any ownership
interest by Iranian officials;
3. Does your agency have any information indicating that part or all of the Bell payment of $2,950,000
to Air Taxi accrued to the benefit of any official of the
Iranian government? If so, please provide the details
of such information including any information you have
regarding knowledge of such benefit on the part of TextronBell officials; and
4 . Does your agency have any information concerning any contacts between $extron-Bell officials and General
Mohammed Khatemi during the years 1972 through 1975 inclusive? If so, please provide the derails of any such
contacts.
The Committee does not plan to consider M r . Miller's
nomination until the staff investigation of the $2.9 million
payment has been completed. Accordingly, we would appreciate a written response to these inquiries not later than
January 31. If you have any questions on this request,
please dontact M r . Kenneth McLean, Committee Staff Director.
Sincerely,
William Pr<
Chairman
Enclosure
Edward W . Brooke
Ranking Minority Member
29
WILLIAM M W M M t ,
JONN IMMCMAH. ALA.
MAJMMSON A. WILLIAMS. JN.. N.J.
THOMAS J. MC MTTNC. N.M.
ALAN CRANSTON. CALW.
AOLAI K. STCVCNSON. ILL.
M N R T MOMOAN. NX.
WIS., CHAIRMAN
COWAMO W. WMOKK. MASS.
JOHN TOWU. TEX.
JAKK OANN. UTAN
M. JONN HCINZ IM. M .
MCNANQ C. LIMA*. MO.
NAMHSON SCHMITT. N. MCX.
TSCmieb J$>iatl*& J§>exwie
C O M M I T T E E O N B A N K I N G . HOUSING A N D URBAN A F F A I R S
WASHINGTON. D.C.
20510
January 26, 1978
Honorable Cyrus R . Vance
Secretary of State
Washington, D.C.
Dear M r . Secretary:
On January 24, the Senate Committee on Banking,
Housing and Urban Affairs held hearings on the nomination of M r . 6 . William Miller to the Board of Governors
of the Federal Reserve System. During the course of
these hearings, members of the Committee questioned
M r . Miller about a payment of $2,950,000 which the Bell
division of Textron agreed to make to the Air Taxi Company of Iran in June of 1973 in connection with the
termination of that company's services to Bell as its
sales agent for military sales to the Government of Iran.
During the same period of time, Bell was awarded a contract valued at approximately $500 million for the sale
of helicopters to the Government of feran.
On the basis of a verbal report received from an
agency of the U.S. government, the Chairman of the Committee, Senator William Proxmire, asked M r . Miller whether
he was aware that the real owner of Air Taxi was the late
General Mohammed Khatemi, then Commander-in-Chief of the
Imperial Iranian Air Force. M r . Miller replied that he
had no such knowledge and would not have approved the payment, had he known of such a relationship.
Following these discussions, a member of the Committee, Senator John Heinz, asked for an investigation of
this payment by the Committee's staff. As Chairman of the
Committee, Senator Proxmire agreed to the investigation.
In response to this directive, the Committee staff prepared a memo outlining the steps to be taken in the investigation of this payment. A copy of the memo, dated
January 25, is enclosed for your information.
You will note that as part of this investigation,
the staff will seek written confirmation from the appropriate
30
H e n . Cyrus R . Vance
2
1/26/78
governmental agencies concerning any relationship between Air Taxi and officials of the Government of Iran.
Accordingly, and in order to assist the staff in its
investigation, we would like a written response from
your agency to the following questions:
1 . Does your agency have information about any
relationship between Air Taxi and officials of the Government of Iran during 1973, and in particular about
any ownership interest in such firm, direct or indirect,
on the part of General Mohammed Khatemi, Commander-inChief of the Inqperial Iranian Air Force in 1973? (General
Khatemi died in 1975);
2 . If the answer to the first question is yes,
please provide the complete details concerning such relationship including such documentation of any ownership
interest by Iranian officials;
3. Does your agency have any information indicating that part or all of the Bell payment of $2,950,000
to Air Taxi accrued to the benefit of any official of
the Iranian Government? If so, please provide the details
of such information including any information you have
regarding knowledge of such benefit on the part of TextronBell officials; ang|
4 . Does your agency have any information concerning any contacts between Textron-Bell officials and General
Mohammed Khatemi during the years 1972 through 1975 inclusive? If so, please provide the details of any such
contacts.
The Committee does not plan to consider M r . Miller's
nomination until the staff investigation of the $2.9 million
payment has been completed. Accordingly, we would appreciate a written response to these inquiries not later than
January 31. If you have any questions on-this request,
please contact Kenneth McLean, Committee Staff Director.
Sincerely
William Proxmire
Chairman
Enclosure
Edward W . Brooke
Ranking Minority Member
31
WIUUM M W M I M , WIS., CMAMMAN
UlCmicb
&en*ie
C O M M I T T E E O N BANKING. HOUSING A N D URBAN AFFAIRS
WASHINGTON. D.C.
20510
January 26, 1978
Honorable Harold Brown
Secretary of Defense
Washington, D.C.
pear M r . Secretary:
On January 24, the Senate Committee on Banking,
Housing and Urban Affairs held hearings on the nomination of M r . 6 . William Miller to the Board of Governors
of the Federal Reserve System. During the course of
these hearings, members of the Committee questioned
M r . Miller about a payment of $2,950,000 which the Bell
division of Textron agreed to make to the Air Taxi Company of Iran in June of 1973 in connection with the
termination of that company's services to Bell as its
sales agent for military sales to the Government of Iran.
During the same period of time. Bell was awarded a contract valued at approximately $500 million for the sale
of helicopters to the Government of Iran.
On the basis of a verbal report received from an
agency of the U.S. government, the Chairman of the Committee, Senator William Proxmire, asked M r . Miller whether
he was aware that the real owner of Air Taxi was the late
General Mohammed Khatemi, then Commander-in-Chief of the
Imperial Iranian Air Force. M r . Miller, replied that he
had no such knowledge and would not have approved the payment, had he known of such a relationship.
Following these discussions, a member of the Committee, Senator John Heinz, asked for an investigation of
this payment by the Committee's staff. As Chairman of the
Committee, Senator Proxmire agreed to the, investigation.
In response to this directive, the Committee staff prepared a memo outlining the steps to be taken in the investigation of this payment. A copy of the memo, dated
January 25, is enclosed for your information.
You will note that as part of this investigation,
the staff will seek written confirmation from the appropriate
23-554 O - 78 - 3
32
governmental agencies concerning any relationship between Air Taxi and officials of the Government of Iran.
Accordingly, and in order to assist the staff in its
investigation, we would like a written response from
your agency to the following questions:
1• Does your agency have information about any
relationship between Air Taxi and officials of the Government of Iran during 1973, and in particular about
any ownership interest in such firm, direct or indirect,
on the part of General Mohammed Khatemi, Commander-inChief of the Imperial Iranian Air Force in 1973? (General
Khatemi died in 1975);
2 . If the answer to the first question is yes,
please provide the complete details concerning such Relationship including such documentation of any ownership
interest by Iranian officials;
3. D6es your agency have any information indicating that part or all of the Bell payment of $2,950,000
to Air Taxi accrued to the benefit of any official of
the Iranian government? If so, please provide the details
of such information including any information you have
regarding knowledge of such benefit on the part of Textron—
Bell officials; and
4 . Does your agency have any information concerning any contacts between Textron-Bell officials and General
Mohammed Khatemi during the years 1972 through 1975 inclusive? If so, please provide the details of any such
contacts.
The Committee does not plan to consider Mr. Miller's
nomination until the staff investigation of the $2.9 million
payment has been completed. Accordingly, we would appreciate a written response to these inquiries not later than
January 31. If you have any questions on this request,
please contact M r . Kenneth McLean, Committee Staff Director.
Sincerely,
William Proxmire
Chairman
Enclosure
Edward W . Brooke
Ranking Minority Member
33
WILLIAM
JOHN SPARK MAN. ALA.
HARRISON A. WILLIAMS. JR.. N.J.
THOMAS J. MC INTYRC. N X
ALAN CRANSTON. CALIF.
AOLAI C. STCVENSON, ILL.
W I S ..CNAINMAN
COWARO W. WKMKC. MASS.
JOHN TOWER, TCX.
JAKC MRN, UTAH
H. JOHN HCINX III. PA.
MCHARO S. LWOAR. WO.
KENNETH A. MC LEAN, STAFF CHREC
JEREMIAH s. BUCKLEY, MINORITY STAFF I
MARY FRANCES DC LA M M , CHIEF CLERK
H K / m t e b J£>lale&
JS>enoAv
C O M M I T T E E O H BANKING. HOUSING A N D U R B A N AFFAIRS
WASHINGTON. D.C.
20510
January 26, 1978
Honorable Clarence M . Kelley
Director
Federal Bureau of Investigation
Washington, D.C.
20535
Dear M r . Directors
On January 24, the Seratte Committee on Banking,
Housing and Urban Affairs held hearings on the nomination of M r . G . William Miller to the Board of Governors
of the Federal Reserve System. •During the course of
these hearings, members of the Committee questioned
M r . Miller about a payment of $2,950,000 which the Bell
division of Textron agreed to make to the Air Taxi Company of Iran in June of 1973 in connection with the
termination of that company's services to Bell as its
sales agent for military sales to the Government of Iran.
During the same period of time, Bell was awarded a contract valued at approximately $500 million for the sale
of helicopters to the Government of Iran.
On the basis of a verbal report received from an
agency of the U.S. government, the Chairman of the Committee, Senator William Proxmire, asked M r . Miller whether
he was aware that the real owner of Air Taxi was the late
General Mohammed Khatemi, then Commander-in-Chief of the
Imperial Iranian Air Force. M r . Miller replied that he
had no such knowledge and Would hot have Approved the payment, had he known of such a relationship.
Following these discussions, a member of the Committee, Senator John Heinz, asked for an investigation of
this payment by the Committee's staff. As Chairman of the
Committee, Senator Proxmire agreed to the investigation.
In response to this directive, the Committee staff prepared a memo outlining the steps to be taken in the investigation of this payment. A copy of the memo, dated
January 25, is enclosed for your information.
You will note that as part of this investigation,
the staff will seek written confirmation from the appropriate
34
Bon. Clarence M . Kelley
- 2 -
1/26/78
governmental agencies concerning any relationship between Air Taxi and officials of the Government of Iran.
Accordingly, and in order to assist the staff in its
investigation, we would like a written response from
your agency to the following questions:
1 . Does your agency have information about any
relationship between Air Taxi and officials of the Government of Iran during 1973, and in particular about
any ownership interest in such firm, direct or indirect,
on the part of General Mohammed Khatemi, Commander-inChief of the Imperial Iranian Air Force in 1973? (General
Khatemi died in 1975);
2 . If the answer to the first question is yes,
please provide the complete details concerning such rer
lationship including such documentation of any ownership
interest by Iranian officials;
3. Does your agency have any information indicating that part or all of the Bell payment of $2,950,000
to Air Taxi accrued to the benefit of any official of
the Iranian government? If so, please provide the details
pf such information including any information you have
regarding knowledge of such benefit on the part of TextronBell officials; and
4 . Does your agency have any information concerning any contacts between Textron-Bell officials and General
Mohammed Khatemi during the years 1972 through 1975 inclusive? If so, please provide the details of any such
contacts•
The Committee does not plan to consider M r . Miller's
nomination until the staff investigation of the $2.9 million
payment has been completed. Accordingly, we would appreciate a written response to thse inquiries not later than
January 31. If you have any questions on this request,
please contact M r . Kenneth McLean, Committee Staff Director.
Sincerely,
William Proxmire
Chairman
Enclosure
Edward W . Brooke
Ranking Minority Member
35
GENERAL COUNSEL OF THE DEPARTMENT O f DEFENSE
WASHINGTON, O. C. S0901
February 3, 1978
Honorable William Proxmire
Chairman
Committee on Banking, Housing
and Urban Affairs
United States Senate
Washington, D . C . 20510
Honorable Edward W . Brooke
Ranking Minority Member
Committee on Banking, Housing
and Urban Affairs
United States Senate
Washington, D . C . 20510
Dear Senators Proxmire and Brooke:
This letter supplements my interim reply of January 31,
1978 to your joint letter of January 26, 1978 to Secretary
Brown regarding the nomination of M r . G . William Miller to
the Board of Governors of the Federal Reserve System.
The microfilm files referred to in my previous letter
contain the following documents and information:
1. A Central Intelligence Agency biographic report
dated March 26, 1968, which includes a statement that
General Khatemi "owns" Air Taxi.
2. A Department of Defense intelligence information
report dated March 14, 1970, which includes a statement
that Air Taxi is owned by a group of private individuals
"with General Mohammed Khatemi, Commander IIAF controlling
the majority of stock".
3. A Defense Intelligence Agency biographic data
report on General Khatemi dated. July 1975, which does not
mention any association between Khatemi and Air Taxi.
36
Other than the statements quoted above, these documents
do not contain any details concerning the reported relationship between General Khatemi and Air Taxi and do not contain
any documentation of ownership interest by General Khatemi or
any other Iranian official. There is no information in these
documents with respect to any Bell payment to Air Taxi or to
any contacts between Textron-Be11 officials and General
Khatemi during the years 1972 through 1975.
In addition, the USDAO in Iran hag been queried as to
whether that office holds any information that would clarify
the association, if any, between General Khatemi and Air Taxi.
The response of the USDAO is that its files include a DIA
biographic sheet dated March 1971 on General Khatemi, which
states in pertinent part that General Khatemi was the "owner"
of Air Taxi and another memorandum dated August 5 , 1974 containing biographic information on General Khatemi which
similarly states that he was the "Owner" of Air Taxi. According to the USDAO, the source and validity of the information
in each document are unknown.
Sincerely,
Deanne C . Siemer
37
THE DIRECTOR O F C E N T R A L INTELLIGENCE
WASHINGTON. D. C. 20505
Office of Legislative Counsel
7 February 1978
Honorable W i l l i a m P r o x m i r e , Chairman
Committee on Banking, Housing and Urban A f f a i r s
United States Senate
Washington, D. C.
20510
Dear M r .
Chairman:
On 28 January 1978, Admiral Turner wrote you in response
to your letter of 26 January 1978 concerning the Committee*s interest
in developing information with respect to the nomination of G . W i l l i a m
M i l l e r to the Board of Governors of the Federal R e s e r v e System.
A d m i r a l T u r n e r ' s letter provided information concerning the ownership of A i r Taxi Company of Iran, indicated that we w e r e continuing
a search of our files, and promised to provide any additional relevant
information upon the completion of the search. On 1 February 1978,
I met with Ken McLean, Staff Director, and indicated to him that we
had found additional documents and provided him the gist of the i n f o r mation in those documents.
X have been informed that a search of all files which we feel
could possibly contain information relevant to all questions posed to
us by members of your staff or the Committee staff has now been
completed. Forwarded herewith is a list of all the questions posed
to us as we understand them, together with all information we have
been able to retrieve relevant thereto.
Some of the information contained in the answers set forth
in the enclosure is classified, which requires the enclosure to be
handled in a secure fashion. While we feel our search is now complete.
Downgraded to Unclassified
when separated f r o m enclosure
xn^aMhf -010949
i-'.-T. r^n.jyrf
ctTci.-s-:?'.-,E.O. 11652
38
we cannot guarantee that somewhere additional relevant information
might not be found. If we do discover any additional information
we will, of course, notify your Committee immediately.
Sincerely,
Lyle L. Miller
Acting Legislative Counsel
Enclosure
2
39
PROVIDENCE
textronl
RHODE ISLAND
February 9 , 1978
Charles L . Marrinaccio, Esquire
Special Counsel
Committee o n Bailing, Housing and Urban Affairs
5300 Dirkson Building
W a s h i n g t o n , D C 20510
Dear M r . Marrinaccio;
Enclosed is a copy of the reply of Bell Helicopter T e x t r o n ,
in affidavit form dated July 6 , 1977, t o the so-called "11
questions" posed b y the IRS.
The affidavit has not yet
been accepted b y the IRS and the IRS is currently suggesting
(as I believe i t is w i t h m a n y companies) a revised form of
affidavit covering different (more recent) years and five
newly-worded questions instead o f the original 11 questions.
Also enclosed is a copy of an October 4 , 1970 Dun and
Bradstreet Report on A i r T a x i .
Sincerely
Thomas D . Soutter
40
Static of Texas
)
County of
\'
•Affidavit to the Internal Revenue Service
1
The under.-signed, J . F. A t k i n s , President of
the Bell Helicopter Textron Division of Textron Inc.
(the "Division"), in response to the 11 questions
posed to i:ie by the Internal revenue Service by letter
dated May 5, 1976 does hereby state:
A.
The responses made below (i) relate to the
Division and .ill companies, both domestic and foreign,
operated-l»y the Division;
(ii) cover the period from
January 4, 1970 to date; and (iii) are made to the best
of niy knowledge and belief and without a personal
investigation or search of the Division files.
B.
Questions 1 and 2 are so broadly p h r a s e d ,
in calling for information as to payments, regardless
of form, lor business secured, as literally -.to cover
a wide range of legitimate business expenses, including for
instance advertising, promotional activities or competitive
discounts which are clearly delineated and classified
in our record::.
Questions
\ through 7 could literally
be con:'. I rued t.o require response!; relating to charitable
contribution'::, to federal, state, or local governments;
to payments or expenses relating to open and customary
contacts with legislators, government agencies or
government officials in the u:sual course in connection
41
with the expression of the Division's views either in
favor of or against actions, proposals or policies of a
legislative or regulatory nature either by employees of
the Division or through trade associations supported
by the Division; and to payments for time taken by
employees to participate in local government activities
of a non-partisan nature or the allowances of the Division for such civic obligations as jury d u t y , poll
watching or military service.
I am advised, however, that despite the phrasing
of the questions, IRS Manual Supplement 4 2G-34 8 issued
May 10, 1976 makes it clear that Questions 1 and 2 are
intended i:o elicit information about bribes, kickbacks,
and payments similar in nature, and in my answers I
have responded accordingly.
With respect to- Questions
3 to 7 , inclusive, my responses are made within the
context oi" th«.j Internal Revenue Service inquiry into
schemes designed to circumvent the federal tax laws
/
and other federal tax evasion schemes involving payments •
in connection with political activities, including payments for lobbying purposes, for promotion or defeat
of legislation, for political campaign purposes or
for carrying on propaganda relating to the foregoing
purposes ,im! which were lel'erred to in the Manual
Supplement.
My responses are thus addressed to pay-
ments such as those referred to in the preceding sentence.
42
Subject to r.»y statements above, my responses to
the 11 Questions are:
Questions £1 through 7.
To the best of my know-
ledge arid belief, n o .
Question
o.
Authority and control of foreign
Division bank accounts is.maintained by officers and
employees of the Division.
!
Question - 9.
To the best of my knowledge and
belief all Division bank accounts and other accounts
of any kind evidencing fund;: of the Division have been
reflected on the Division books, records, balance
sheets or financial statement's.
Cuention •'• 10.
To the best of my knowledge and
belief no secret or otherwise unidentified domestic
or foreign account evidencing funds of the Division
is or has been maintained by or on behalf of the Division.
Question -.11.
Other present or former officers,
employees, or other persons acting on behalf of the
Division may have certain knowledge concerning certain
of the above areas.
However, I believe that I am as
familiar with these matters as any officer of the
Division.
Subscribed and sworn to before me this
of'
[
1
lv ^
, 1977.
Notary p u b l i c / 0
day
43
ittut Mrri w»rn*« MMt mf a wo"tnttmnwirmwi
D i i n & B r & d s t r e e j t a I N T E R N A T I O N A L ;:5R E P O R T
"aUXlH'L BaA0517»EffT. !NC.»--EST Aft I I S M * D
*
1141
4SJJ OCTO&m, 1970
SUKRlQfct SAKAUI HAVAWmUl AIR TAXI.
(AIR TAXI O D . t m )
m t i R M U IRAK.
KOJTOf HKUK A BAD.
AIRPORT.
BIRKC3DHS* (vrith their financial Intoreato),
Amir Ifcmooia Anson Zanganeh (505*) Chair can &
*
'
Managing Director,
Ahnad Shoflle
(25*)
Frodric Issue
(25^)
S2AU2KD* 1 9 5 8
T* Khorraa
x^ovivciinxoj/
VJ» Aa LAHGS
iiAniu* SCANS.
ouAiA • Ur
OPERATING OK
OP u.
HIGH BBWITS
INOOHPOilASBD 1958 vrJbnAxxnu
AND 3?AKDIlfO. OWSITOIUJD 3»US2.?0R2Ur FOR Bt(GAU».3;H2il
HISTORY:
fhia in a ioint stock coapany ro/xiotorocl in Tohoran on 19.4.1958.
Ca pi til i Tho capital, originally Rials 6,000,000 hoc boon increased
to Kialn 20,000>000 divided Into 100 nharoaiof Hiola ?00,000 each,
all iftsuod and paid up, by the principal*, on nhovm above.
Correspondents report that tho capital too boon ineroonod to
Slola 50,000,000, but this incroooo hs* not yet boon officially
roglstore*•
Affiliates* Anir Hoanein A o m u Zan.Tanah wan born in 1930, and ms
at ono tirio a conraorcial aircraft pilo't, by profoooion.
Ahand Shaflk nas born in 1910. Ho hao hold \ poato with the
Iranian Govornoant Is no\* Chair arm and tfemaglng Director of
Bank Kttgbarat Iran.
wsmttrput
OUT.
Balance shoot clatod 20.3.1970.
f(0V n
1970
-
info CTavist <..il
•
U .-V.t
fitutf. t/i'-t
Z'Us.
Mtnsstf '.Ml —
!
Tiiv7~ri'n«if ufiirm
AN»«r> «wot« «*« «h
>f> M"t1N4l<*lt, T»«
<.1
>« \f-c~ COShOlHCt OHMft•ftAOlTfttrr U4. »«* W NQT TO U OftClOUO. U**>m » « • * « * . V
IHIt IUO«( MAY HOT • « • t »* OB U < •» >* Wt»«i'f »»
*
» *>».»»««. IHC/t* Suva COKJWKt »
W.
>*»T tN
»P«M Oft *A*H«»
t ^ ^ ' j r . ^ Z ^ r J L T , . ^ ^ ''*»'£» * *
««%««(tutv
44
_ _h... .. .
_ n.ttit»*n»i*w«iM«i.m swsmnMWKneoMnMMrfmi feitm***
h m t e r n a t i o n a I r e 'p o .r t - _.'
* '
I ••
Pun
&. -I'BradstreejU
• •' ' '
.—
.C^Z^^T,m
ElTAHiSHvO »Ml
5*
* Rl37/JCtC
SHURXAT SAKAHI KAYAPRCHAX AIR T A X * ,
Shoot 2
yiNANCSS: (cont'd)
nivla
ASSS?S
10,340,602.00
59t9*3.930*00
4»119,760.00
5*439*697.00
3,290,894.00
4»745,929-00
38,222,477.00
5,412,761.00
11,207,593.00
15.479,694.00
• 3»634t436.00
Building
Plane/aircraft
Y o h i o l o s for transportation
O f f ! c o furni ture/inv ontory
Uichinory
Soctmical oquipaantn and tools
Ready parto o f tho piano/aircraft
£opo*it&» ordoro placod\and goods a n routs
BanHoro* cuarantooo
Sundry dobtoro
Caoh in hand and in Banlca
16^17,773.00
X»lABILITIo3
mm
20,000,000.00
6,3<54f$48.00
Capital fully paid u p
Official and ooor/renc? rooorve
Roaohrvo do pro elation
IJocumanta payable
Sundry creditors
Profit© of l o o t yoora
46,763,927.00
Pfcofito for tho yoar ending
20.3*70*
69*944,00t»00
1»373,419.00
12,403,407*00
5.568»3S5»00
162,417,773.00
PROFIT & LQ3R ACCOWfg
xncomss
Sial*
105^07062^00
Incomes earndd f*oa flichto
105,567,162.00
•./a
.. JTIKCT
•»» l v * <>>»< M t W ' M
w K M I •»
O'JN A MAOSTHICT
M » » * WWHW»«W<«. Th* • * » « * • !
THIS »M6IT MAY HOT »» tlMODUCIP IM v/kOll Oft IH
*
*
»wi«m»
»i
H
I* M
h
« NOT TO K 0«>Cl0i|0 »«"«»" M
- VttCT CONJ-lOtNCt * «N<
W« * « • a<aft.M<>*M •>•> Iw m t *—• C—H.<*M -
M
f«4»M».
t»»»er;#t*« C w w t i .
cr> ntk M niw^
t»
IN Mr.rOM OkMAMNIft
„>. * . W>» ««,
« " a » « T « « i W t r Mh> w I m m W t*-H
H« MWM. •• M***^. OUN A MOJt»UT. IWC «*. M t I k ,
Ol
MM *
.CJTL. .iivZ
«*«<»
45
MM m m M o m ca»nyw
Pun & Bradstreeta INTERNATIONAL REPORT
- ^ - . . j j
-
i
5.
—
—
•
.
fSTAtltSHwD »M,»,
—
—
—
R137/JCT
5»IKHKAT 3AiuMr havapbxhai Ant TAX*..;..
•TSJlBRAfc, IRAN..
Shoot 3
FINAKCSS: (cont'd)
Rlnle
BXPSHBITURK 4
Sparo porta consumed
F u e l for aircraft and vehicle*
Salarios of onployees
14,193,440.00
15.725.949.00
35.855.950.00
•3.374.694.00
$.484,059.00
20,745.198.00
-6,187,072.00
insurance pro si tin
So pro clarion
Conoral expenses
Profits .
105.567,162.00
OPSRATIOH:
Sho company are aircraft operators and engisioors, thoir
nctlvitioa bo Ins divido'd into throo soctiono, operational,
-technical and sales. Thoy om the following aircraft: 4 D o k o t a .
7 A-iro Conaanfler, 2 Plpor 2 2 , 1 Sporrocr Ooaaandor,. 4 Piper 1 8 ;
thoy corry out sohoduleo, now achodulod and jehartor f l i g h t s ,
anil dolivorios, ambulance w o r k , photographic s u r v e y s , and
agricultural spraying. Thoy oporoto and m a i n t a i n , o n bo half o f
the Iranian Covernoont and othor eubtooers, 112 furthor.aircraft,
and also maintain and carry oat tochnical and repair w o r k o n
a large nuabor of othor aircraft o«med b y tho G o v o r n o a n t ,
cwnboro of tho Royal fatally, o t o . They also d e a l In aviation
products, accessories e t c . , ond are tho exclusive Iranian
distributors for tho following forolgri oamtfacturerss
AERO 00K4ANn^R B3TUANY DIVISION of Rock«*ll-Standard, U.S.A.*.
LYCOMING Division of Avco Corp., U.S.A.;.
H A T O SIJJDUL3Y AVIATION, England;
IS2 HaVILLaHD AIRCRAFT of Canada L t d . , Canado^
kxko radio corp., u.s.a. ;
SUW AIR SL2CTR0OTCS CORP. U.S.A.;
CHAfSPIOW SPARK PLUG OOKPANY, U.S.A.;
.
Altogether tho compnny oa In tain an active business o f large oxtent;
thoy hove about 120 eoployeos.
»
^ ^
IMIS
•»
A••»» •••*« H>* M »>»• (MM af >»V*fl
I* ft
Tv» tfiiMf mintahnii|tH M
<* m<T CON* iO<NCt k/ OMN » MAOtTAtlT C.4. W it NOT TO U DKClOSf O. l<M>>«i M
>mm«, — •«»• r**' UlwHuitt CMNK.
m V* »
mM« *• n^mi
R U O k l M A Y HOT » t « I > » O f t t l C f » I N
bv MM » MADJt'CCJ, IMfc'l* M»«CT CONMtyHC* » • »
MAMMta
tfMOil
OH I M
Aft V I K . * M V
ytm **•<•.»<-0« |«t<«t<•'«•
»Uf
a4 «>,
start
«>«•««* «l
OV* A MAMItU*. «fC. tfMt
m.4 k* M» m)Imi •• *m*4«c< j- i » l * v m m . M m H i I m M « . » > • >
to
uDmi*| * 4
Ww
©»
•• .
46
m*M MOH MmttNOI MMC mmo* «w smelt Mmti c0wi VCMtflf»TOMM«um.
w
p !u n 1& B ^ d sL t r e e t g > INTERNAT10N.
.L R E P O R T
•—
—
"^^uihk wwdsracer/ta -•
—...
,
— _
5*
ISTA»VISM^O
I
•
.
•
1
•••
'
BX37/JCT
SH810AT SAtlAUX HAVATOttUI AXtt TAXX..^.*..
SBimRASI, IRAK.
Shoot 4
OPZRATIOHi (cont'd)
Locations Thoir hoaflqtiartoro aro a t W o r t h tte^rabad Airport*
E a h o r a n , whoro ttioy occupy nodorn office a w * engineering
tiorkahopa. Thoy have alollar branch acootaaofcation a t Abadan
Airport* Aba^ra* and another' branch a t Goxtggd Kavoo'a, Iran*
PAttaiWTS & CONCLUSIONS*
company aro of good roputo and stand i s l a n d p a y m m t a are '
roported a s prompt* Praoant authorities consider thop trustworthy
for ;their ordinary njuainoaa engagooonts.
Bankers* Bank ttttebarat Irqn
Bank-Ssdorat Iran*
47
EXHIBITS
23-554 0 - 78
48
JOHN SPARKMAN, ALA.
HARRISON A. WILLIAMS, JR.. N.J.
THOMAS J. MC INTYRE, N.H.
ALAN CRANSTON, CALIF.
ADLAI E. STEVENSON. ILL.
ROWRT MORGAN. NX.
DONALD W. RIEOLE. JR.. MICH.
PAUL S. SARBANES, MD.
EDWARD W. BROOKE. MASS.
JOHN TOWER, TEX.
JAKE GARN, UTAH
H. JOHN HEINZ III. PA.
RICHARD O. LUOAR, IND.
HARRISON SCHMITT, N. MEX.
KENNETH A. MC LEAN, STAFF DIRECTOR
JEREMIAH S. BUCKLEY, MINORITY STAFF DIRECTOR
MARY FRANCES DE LA PAVA, CHIEF CLERK
QlCmicb
w&etrale
COMMITTEE O N BANKING. HOUSING A N D URBAN AFFAIRS
WASHINGTON. D.C.
20510
February 1 , 1978
M e s s r s . Charles L . M a r i n a c c i o ,
Bruce F . Freed, John T .
Collins and David Doherty
Gentlemen:
As Chairman of the Senate Committee on
Banking,Housing and Urban A f f a i r s , having jurisdiction over the nomination of G . William Miller
to be a member of the Board of Governors of the
Federal Reserve System, I hereby authorize you
to administer oaths and take testimony under
oath from various Textron officials pertaining
to the subject matter of the inquiry.
Siiycerely
Chairman
M
/
49
UNITED STATES OF AMERICA
Congre& of tfie ®mteb g>tatti
T n
Board of Directors, Textron, Inc., G. William Miller, Chairman, and
Thomas D. Soutter, Vice President and General Counsel
. .
,,.Greeting:
$ur^uant to lawful authority, YOU ARE HEREBY COMMANDED
appear before the -.~~~.T.-.
to
Committee on JaafetaK.* Houajn^ anQr)>fln..Af
forthwith
of the Senate of the United S
at their committee room ^oo.PArksen^
Senate Office Building, Washington, D. C.
then and there
produce documents in the possession of Textron, Inc.
tqjTXtiif&au^
relative to the subject matters under conrelating to the nomination of G. William Miller
sideration by said committers/ as set forth in
Schedule A , attached hereto. If any document is deemed privileged for any
reason, set forth in writing the nature of the document and the nature of
the privilege asserted.
Hereof fail not, as you wiil answer your default under the pains and pencities in such cases made and provided.
To
Mary Frances de la Pava
.serve
W M H & f l B d b D 0 & & H J 0 C upon Thomas D. Soutter.
45iben under my hand, by order of the committee, this
day of
in the year of our
Lord one thousand nine hundred and
Chairman, Committor on
Ranking Minority Member
2—
Affairs
50
Schedule A
(1) A copy, of the initial agreement entered into between Textron
and Air Taxi relating to helicopter sales to the government of
Iran and all subsequent amendments or superceding agreements
together with all documents .relating to the reasons for entering
into or explaining in any way any such agreement.
(2) A statement of the dollar volume of sales of helicopters to
the Iranian government under such agreements by year and the amount
of commissions paid to Air Taxi each such year.
(3) All documents referring to or pertaining to the termination
of any such agreement with Air Taxi in 1973 including all documents
referring to or pertaining to the termination payment of $2.9 million
to Air Taxi, including all documents furnished to or used by Textron
officials and directors relative to such payment, and including all
documents referring to the Arthur Young examination of such $2.9
million payment and any subsequent internal examination of such
payment by officials of Textron or Bell, and all documents pertaining
to the decision to approve such $2.9 million by Bell and Textron
officials including G . William Miller's participation in such
decision.
(1+) All documents which contain any reference to General Khatemi.
(5) All documents which contain any reference to the ownership or
management of Air Taxi.
(6) All documents referring to the use of Air Taxi or Mr. Yanganeh*
in connection with sales of helicopters to Iran during the period
1972 to 1975 including those documents relating to the sale of about
$500 million in helicopters to the Iranian Army in 1973.
(7) All documents referring to the non-inclusion of the $2.9 million
payment to Air Taxi in 1973 as reimbursable costs under military sales
procurement regulations.
(8) All documents referring to or pertaining to the SEC voluntary
compliance program in foreign payments and any correspondence with
or documents 1 furnished to the Internal Revenue Service in connection
with Textron s payment to Air Taxi in 1973 of $2.9 million.
As used in this Schedule A , document includes any written or
typed document of whatever nature, including but not limited to
memoranda, cables, handwritten notes or notations, minutes of meetings,
sales invoices, sales receipts, cancelled checks, diaries, logs,
calendars, correspondence or letters. Documents in the possession
of Textron include Textron documents, Air Taxi documents, documents
from any agency
of the United States,
of the Iranian government,
1
1
attorneys documents, or auditors documents. Textron includes all
divisions and subsidiaries thereof.
*Yanganeh is sometimes spelled Zanganeh.
51
VfHAIAM MtOHMIIII. %VIS«» 6HMNMMI
JOHN ITAMMWt, ALA.
KOWAM» W. WMOKK, MASS.
HXMMMN A. WTOMM), M , NJ. JOHN TMMTW. TtX.
THOMAS * . MO WCrVM. NJ*.
M i l MNH, UTAN
MAN CAANSTOM. CAUT.
M. JOHN MKINS M, M .
AOUU C. STWCNSON. I U .
MCMAMO O. U M M , I M .
MOSKKT MOMCAN. NC.
HAKMSON SCMMrrT. M. MKX.
M N M D W. m u t l , M h MICM.
I»MM. a. BANWMMCS. MO.
KCNNCTM A. M C U W , ( W V MWCTWI
JCMCMIAN S. MCNUff, MINORITY C T W r M M C I M
MARY FRANCIS M LA M W , C N K T C U M
Hbtnileb
JS>latte&
J&enale
COMMITTEE O N BANKING. HOUSING. A N D URBAN AFFAIRS
WASHINGTON. D.C.
20510
January 25, 1978
M r . Thomas P. Soutter
Vice President § General Counsel
Textron
40 Westminister Street
Providence, Rhode Island 02903
Dear M r . Soutter:
I am enclosing a copy of a memorandum to Chairman
Proxmire of this Committee outlining the scope of a
staff investigation of the $2.9 million payment by
Textron-Bell to Air Taxi, Inc., of Iran, requested by
Senator Heinz a member of the Committee, in connection with a confirmation hearing held yesterday on
the nomination of G. William Miller, former Chairman
of the Board of Textron, to be Chairman of the Federal
Reserve Board.
Your cooperation with this investigation is most
appreciated. In this connection copies of all documents in the possession of Textron, Inc. (wherever
the term Textron appears it includes, of course, the
Bell Division and all subsidiaries of Textron) relating to the following matters should.be supplied to the
Committee staff:
1) A copy of the initial agreement entered into
between Textron and Air Taxi relating to helicopter
sales to the government of Iran and all subsequent
amendments or superceding agreements.
2) A statement of the dollar volume of sales of
helicopters to the Iranian government under such agree
ments by year and the amount of commissions paid to
Air Taxi each such year.
52
Mr. TV P. Soutter
Page 2
January 25, 1978
3) All documents referring to or pertaining to
the termination of any such agreement with Air Taxi
in 1973 including all documents referring to or pertaining to the termination payment of $2.9 million
to Air Taxi.
4) All documents which contain any reference to
General Khatemi.
5) All documents which contain any reference to
the ownership or management of Air Taxi.
6) All ; documents referring to the use of Air
Taxi or M r . Yanganeh*in connection with sales of
helicopters to Iran during the period 1972 to 1975
including those documents relating to the sale of
about $500 million in helicopters to the Iranian Air
Force in 1973.
7) All documents referring to the non-inclusion of
the $2.9 million payment to Air Taxi in 1973 as reimbursable costs under military sales procurement
regulations.
8) All documents referring to or pertaining to
the SBC voluntary compliance program in foreign payments and any correspondence with or documents furnished
to the Internal Revenue Service in connection with
Textron's payment to Air Taxi in 1973 of $2.9 million.
As used in this letter, document includes any
written or typed document of whatever nature, including but not limited to memorandua, cables, handwritten
notes or notations, minutes of meetings, sales invoices,
sales receipts, cancelled checks, diaries, logs*
calendars, correspondence or letters. Documents in
the possession of Textron include Textron documents,
Air Taxi documents, documents from any agency of the
United States, of the Iranian Government, attorneys
documents, or auditors documents.
*
Yanganeh is sometimes spelled Zanganeh,
53
M r . T . P . Soutter
Page 3
January 25, 1978
In order that the Committee staff may conclude
this investigation at an early date, I would appreciate your supplying the requested information
within the next two to three days. I thank you
again for your cooperation with the work of this
Committee.
Staff Director
KANI:lg
Enclosure
54
Bell Helicopter TEXTRON
Post Office Box 482
Fort Worth. Texas 76101
(817)280-2011
Bell Helicopter Textron
Division of Textron Inc.
27 January 1978
Mr. Kenneth A. McLean
Staff Director
Committee on Banking, Housing and Urban Affairs
5300 Dlrksen Building
Washington, D.C.
Dear Mr. McLean:
In reply to your letter of January 25, and responding In the order
of your stated requests, please be advised as follows:
1. Agreements with Air Taxi historically date from the Initial
Foreign Sales Representative Agreement of August 27, 1959. That Agreement
was superceded by the Agreement of April 1, 1968, which was In turn superceded
by the Agreement of-June-45, 1970; The 1970 Agreement was amended successively
1n April 1972, October 1972 and June 1973. Air Taxi has remained as Bell
Helicopter's representative for commercial sales 1n Iran under the 1970
Agreement, as amended. Copies of these Agreements, some of which were
previously submitted to your staff, are enclosed.
2. Bell. Helicopter Textron*s sales,-and those of Its affiliated subsidiaries-,- to the Government of Iran, on an'annual basis, are detailed in
an attachment-to this.letter. As your staff was previously advised, orders
to the Government of Iran have been either on an FMS basis or on a direct
basis between Bell Helicopter^Textron orbits subsidiaries and the-Governmentof Iran. The settlement fee of $2.95 million was paid directly to Mr. A. H.
Zanganeh, Managing^ J)1 rector-,: of Air Taxi:.in three annual- installments in accordance with the-June i973 Amendment referred?to -previously. No other
fees, commissions or other similar payments have been paid or are payable in
respect of Bell Helicopter.Textron's business with the Government of Iran.
3. Documentation "leading to the termination of Air Taxi has been
described and submitted as stated. In addition, there are enclosed (a)
copies of Bell's letters of May 9 and September 7, 1973 to the U.S. Anqy
Aviation Systems Command advising that Command of the contractual arrangements
between Bell and Air Taxi; (b) receipts for the payment of the settlement
fee signed by Mr. Zanganeh on behalf of Air Taxi; and (c) cancelled checks
evidencing those payments.
A/1 /"/ M. V
55
Page Two
27 January 1978
4. A review of files.pertaining to the Iranian sales effort of
Bell and Air Taxi Indicates that General Khatami, as Commander In Chief of
the Iranian Air Force, together with other Iranian military leaders, was
kept generally apprised of the development of Bell's Iranian programs and
that he personally flew the two Bell model helicopters being demonstrated
for sale to the Government of Iran, the degree of General Khatami's awareness
of Bell's programs, as recorded 1n these files, seems consistent with his
role as head of the Iranian Air Force, but please recall that Bell's primary
and successful sales effort was made to the head of the Iranian Military
Industrial Organization for helicopters destined for the Iranian Army not
Its Air Force. A copy of these files is enclosed and references to General
Khatami are marked. No indication of any ownership interest of General
Khatami in Air Taxi has been discovered, and Bell Helicopter Textron remains
unaware of any such interest. The ownership of Air Taxi was, in fact,
documented to be in others as described below.
'
5. In dealing directly with Mr. Zanganeh, Bell asked for and
received evidence of his authority to act for Air .Taxi. This authority took
the form of resolutions signed by Messrs. Zanganeh, Chafik and Eshoo as
members of Air Taxi's Board of Directors "and shareholders of 100% of Its
shares". They in turn presented themselves before the Vice Consul of the
U.S. Embassy in Tehran for the purpose of acknowledging their action. A
copy of the resolutions, legalized before the Vice Consul, 1s attached.
Also attached are copies of a telegram (16 June 1976) and a letter (May 23,
1977) advising of certain management changes. To the best of Bell's knowledge
Messrs. Zanganeh, Chafik and Eshoo were the only shareholders of Air Taxi
and none was known to Bell to be an official of the Iranian Government.
6. The documents relating to the'use of Air Taxi and the role of Mr. Zanganeh as its Managing Director have been described above. Please
note again that the ultimate customer for the helicopters was the Iranian
Army and not the Iranian Air Force as stated In your letter.
7. The document showing the noninclusion of the $2.9 million
payment to Air Taxi as reimbursable costs under military sales procurement
regulations Is the memorandum of July 30, 1973 by E. L. Farmer, Bell's Vice-President Finance, directing that this amount shall be handled under "Other
Sales Expense" "and will not be charged to the Foreign Selling Expense pool,
since it is not allocable to FMS sales."
8. Textron has not availed itself of the SEC's voluntary disclosure
program and the facts under discussion, revealing no illegal or improper
conduct, have not warranted such participation. The settlement fee paid to
Air Taxi was included in the aggregate amounts deducted as business expense
56
Page Three
27 January 1978
1n Textron's Federal income tax returns in the year in which the installments
were paid. In June 1977 the IRS requested of Bell information in support
of the deductibility. That information was reviewed with the IRS agent. A
copy of the IRS agent's request for information and of his notes of that
meeting is enclosed.
Together with our previous submissions on the subject of Bell
Helicopter Textron's transactions with the Government of Iran, you are in
possession of the documents relating to Bell's contractual relationship with
Air Taxi Company and to the termination of that representation Insofar as it
related to Bell's transactions with the Government of Iran. To the best of
our knowledge and belief, it was the negotiated settlement of a legitimate
business relationship; the settlement fee payments were fully recorded on <
the books of the company; and the settlement fee payments were m o t charged
to the Government of Iran, FMS or other government contracts.
I believe the documentation enclosed is complete. Bell, however,
is continuing its file search in some respects and if additional documents
become available, they will be furnished promptly. Please call if I can be
of further assitance.
Sincerely,
\v
Thomas D. Soutter
Vice President and General Counsel
Textron Inc.
Enclosures
TDS:jl
57
tTEXTRON
G. William Miller
Chairman
Textron Inc.
August 16, 1976
40 Westminster Street
Providence. R.I. 02903
401/421-2800
Standards of Conduct: Policy as to
Representatives, Agents,
Consultants, Dealers or Distributors
To Presidents of Textron Companies:
It is long-standing Textron policy to do business - - whether
as a seller or as a buyer of goods or services - - only on the basis of
merit. It is completelyunacceptable to seek or obtain business through
the use of bribes, kickbacks, lavish entertainment or any other improper payments or favors.
While we know of no unlawful or improper payments within
Textron, the number of reported instances of such practices in other
companies is ample reminder that we need to be diligent in assuring
compliance with our established standards.
The responsibility runs not only to the behavior of Textron
employees, but also to the conduct of representatives, agents, consultants or others who act or appear to act on behalf of Textron. In the light
of events, we need to reinforce the standards expected of such persons
or firms by setting forth express terms in our agreements with them.
Accordingly, with every new agreement and each renewal of an existing
agreement with a domestic or international agent or representative, by
whatever name, each Textron Division, subsidiary or other unit is to
require the inclusion of a provision substantially as follows:
11
represents that it has not and agrees that it
will not in connection with the transactions contemplated by this
Agreement, or in connection with any other business transactions
involving [the Textron unit], make any payment or transfer anything of value, directly or indirectly, (a) to any governmental official or employee, (b) to any officer, director, employee or representative of any actual or potential customer of [the Textron
Qfttifr M 5
58
Page Two
August 16. 1976
unit], (c) to any officer, director or employee of Textron or any of
its affiliates, or (d) to any other person or entity if such payments
or transfer would violate the laws of the country in which made or
the laws of the United States. It is the intent of the parties thai no
payments or transfers of value shall be made which have the purpose or effect of public or commercial bribery, acceptance or acquiescence of extortion, kickbacks or other unlawful or improper
means of obtaining business. This section shall not, however,
prohibit normal and customary business entertainment or the giving of business mementos of nominal value. 11
The importance of high standards of conduct in business dealings is as important in the United States as in any other country. It would
be a mistake to focus concern in this matter only in dealings outside the
U. S., so it is expected that the above provision will apply throughout the
world.
The concern is of equal importance in the case of a dealer or
distributor who may appear to act on behalf of Textron even though actually buying for its own account and reselling at its own risk. The above
provision must be included in " d e a l e r " or "distributor" agreements where
the other party is actually in the role of a commission agent or sales representative. But the provisions may be omitted if the dealer or distributor (i) is completely independent, (ii) buys and sells strictly for its own
account, (iii) is not on a commission or contingent fee basis, and (iv)
you know that the relationship is a straight-forward business arrangement.
If the role of the dealer or distributor is unclear, it is recommended that
the Textron Legal Department be consulted.
It is a great credit to each of you, and to all your associates,
that Textron's rapid growth has been accomplished without losing control over our standards. Your cooperation in this effort to improve our
procedures will be greatly appreciated. The Textron Legal Department
will provide any assistance in interpreting the policy or adapting it tp
your specific situation.
Sine
GWMrryn
cc: Corporate Officers
Directors
59
AIR TAXI C O .
TEHRAN
fAW {
rmrvj
Cabte Talma AIR TAXI
28th November. 1967.
No. 465/21587
Yr.M
-©Jr
•jLa
Mr. J.H. (Bud) Qrpen,
Export Sales Manager*
Bell Helicopter Company*
Butler 2-7111,
P.O. Box 482*
Fort worth*
Texas 76101,
U.S.A.
Dear Mr. Orpen,
Following our very interesting discussion during
your short but pleasant visit to Tehran, I have contacted
the imperial Iranian Army Aviation Authority in order to
obtain their insignia and the colour of their aircraft.
Unfortunately they do not have any special Insignia
available which Z can forward to you. Z have however* made
use of the ZIAA insignia Which is used on their documents
and hope it will give you some idea of how it should be.
Enclosed is a sample of their insignia. Z would however
advise you that the wings should be in white on a background
of dark olive green which is the usual Army colour* The
Iranian flag* as you can see* is in the centre with Iranian
IIAA letters below.
Z have given a great deal of thought to the subject
of our discussion and fee 1 that in the event 1 am appointed *
as your representative in Zren* it would be a good idea tg
employ e qualified Helicopter engineer on your recommendation
and from your organisation* for a period of one to two ye^ra
to advise our Zranian staff on the special problem involved
in the Helicopter sales and after sales services. , All
expenses incurred would be paid by myself. In this way we
will be eble to please our customers end give the best possible
service.
contd/...
60
AIR TAXI C O .
J*
TEHRAN
TaL
64992
411967
C«W« TCWmi AIR TAXI
p^
No. .
28th Novenfeer, 19«7.
465/21587
Yr. IUf~
Nr. J.H. (Bud) Orpen.
If Z can be of further service please do not
hesitate to ask*
Looking forward to seeing you in the near future
and hoping to hear fron you.
Yours sincerely*
AIR TAXX COMPANY
A . Ft* zanganeh
Managing Director
Bnclt
61
BELL
HELICOPTER
P O S T OFFICE BOX 4 0 2
• FORT WORTH. TEXAS
03:JHO slg-7449
76101
COMPANY
A teXtfOM COMPANY
16 February 1968
Mr.' A . H . Zanganeh
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Dear Jose:
Bell has taken the necessary action to cancel its representation for the country of Iran.
We would like to discuss with you the possibility that
the firm of A i r Taxi Company represent Bell for the
sale of its helicopter products in Iran, based on"~the
favorable recommendations w e have receivedl
Would you please indicate whether your company would
have ; «uoh an interest, -together with any special steps
or circumstances that -nCight pertain to this subject*
Upon receipt of your communication, we will be able
to proceed with further necessary action.
Best regards*
Sincerely,
BELL HELICOPTER C O M
J
J.St. Orpen
^
Export Sales Manager
tmdtr Ai 7
62
AIR TAXI C O
SZSJZ.
Mohrobod Airport
TEHRAN
- itT^.
CobU T*KfO« AIR TAXI
Dots —••
No.
Yr. R«f.
2%th F e b r u a r y , 1 9 6 8
CABLE
LT
B E L L H E L I C O P T E R - P 0 B O X 2*82 - F O R T H W O R T H - T E X A S - U S A _
A T T N ORPEN E X P O R T SALES MANAGER
M A N Y T H A N K S Y O U R LETTER 16TH F E B R U A R Y S T O P OFFER ACCEPTED
B U T HAVE I M P O R T A N T INFORMATION NECESSITATING DISCUSSION
STOP P E P A m N Q TEHRAN'
C A B L E SUGGESTION
RE^UESTYOU
POSaiBLBL J E B T I N O . ^
1
REGARDS
Z A N G A N E H AIRTAXI
63
FT045?
Q-1C861 FORT WORTH TX 21 27 432r CST
LT
AlRTAXI
TEHERAN
ZANGANEH ADVISE POSSIBILITY Y O u £ . X m i L W ^ H E K E F K O M ' j U H O P b FOR
VlSIT WHICH WOULD BE DEJ/?HABLE_MANV_STANDPO I NYS
ORPEN bELLCKAFT
file-
64
AIR TAXI
INTERNAL
MEMO
MEHRABAD
1st
Prom A . H , Z a n g a n e h , M a n a g i n g
Director
To
The continuous visits of Agusta Brothers to Teheran
and also the meeting of Prince Emanuel with the
highest authority as well as rumours regarding"the
sale of a large" number of helicopters in Iran, w a s
reported to M r . Orpen by long distance telephone in
Fort Worth. Because of the confidential nature of"
the reports, it w a s agreed that communication with
Bell Helicopter C o . be made either through telephone
or to Bell's representative in Teheran or by my
Sgd.
A • 224
65
AIR TAXI
MEHRABAD
INTERNAL MEMO
^jlcMdC^fMt),
j**
0oleApril...1.1....1?68
From A.H. Zanganeh, Managing Director.
To
During repeated meetings with General Khatami and
General Toufanlan as well as other interested authorities
concerning the Agusta contract, we did our best to
pursuade the Government to conclude the contract with
Bell Helicopter C o . rather than Agusta. In the meantime,
/a meeting was also held with General Jablonsky, Chief
.<} of U . S . Maag in Iran, in order to obtain more information
I and draw their attention to support Bell Helicopter C o .
\ The above was immediately communicated by long distance
r telephone to M r . Orpen in Fort Worth.
»u*i
Action Takan
Sgd
66
FT351
HUHST TEX 28 30 357A CST
1062
LT
AIRTAXI
TEHERAN
ZANG&ANEH WE WANT UH1H, SALE AND YOU MUST SELL OUR PROPOSAL
.STOP FINANCING CAN BE MADE STOP REPRESENTATION AGREEMENT
25 APRIL REGARDS
KLING BELLCRAFT
COL UH1H 25
A
AIRMAILED
67
Y i Z A R A T E
DEPUTY
MINISTRY
OP
SALTANAT-ABAD
J A N G
WAR FOR
TEHRAN,
ARMAMENT
IRAN
Ttitgrams •
M r . J . F . Atkins
President
Bell Helicopters Company
Fort Worth Texas '
Your Rtf.
TASUHAT!
Ttltphonts 1 • • 4 0 7 8 - 8 § 1 6 0 1
Ttltx . 2703
Our Rtfu
2/1401-01-71-7
Dear M r . Atkins^
J*
Further
pleased
of Iran
Iranian
to our conversations during oy visit to Fort Worth I am
to inform you of the firm intent of the Imperial Government
to acquire the AH-1Jfentf214 helicopters for the Imperial
Ground Forces*
2 . This decision is contingent upon satisfactory performance of subject
aircrafts per applicable specifications and satisfactory coproduction
arrangements.
3*
We shall provide 2 ; £-1^0
to Iran and return, you
aircrafts.
airtransports these helicopters
however %ear the cost of the evaluation.
Youi
Lt. Gen. A . Toufanian
Deputy Minister of War
for Armament.
v
Copy to:
Maj. GenVEllis W . Williamson,
FORM 3 6 9 MOHMATSAZI
©
68
BELL
HELICOPTER
POST OFFICE BOX 463 • FOKT WORTH, TEXAS
76101
COMPANY
A teXtPOHl COMPANY
March 31, 1971
Ti:FMS:pb-3100
Major General H. A. Twitchell
Chief Armish - MAAG
APO New York 09205
Dear General Twitchell:
The Iranian Armed Forces have requested a technicalapd_ogeratlonal
presentation on the AH-1 "Cobra" armed helicopter.
Pursuant to that request, I plan to arrive in Tehran on or about April
16th and will be' accompahied by the following Bell employees: —
L. D. Kulik
Applications Engineer - Armed
Helicopters
H. A. Striker
Manager - Support Operations
C.P.B. Horsley
Representing Bell Helicopter - Brussels
You may recall that Mr. Horsley was a recent visitor to Tehran. I believe
that he met with you and members of your staff as well as with senior
officials of the Iranian Armed Forces. It was during Mr. Horsley's visit
that the Iranians confirmed and clarified their desire for a Cobra presentation.
Because of high density altitude conditions in Iran, our presentation will
cover both the AH- 1G and the more powerful twin engine AH- 1J model.
I have requested P"r
Zanganph f tr>
f Mr, A V
arrange_£jtePtative briefing schedule commenclDgLApril 19th. During the
two days or so between my arrival and the first briefing, I would like to
use whatever time you and your staff may have available to acquire a
better knowledge of the current and prospective helicopter situation in
Iran as you view it and to coordinate our activities with you.
69
0
BELX. H E L I C O P T E R
ooMmw
Page two
Fl:FMS:pb-3100
It seems appropriate to mention In this letter that the timing of Cobra
procurement is now the pivotal planning factor.
1 a firialTX.S. Military FY 70 production run of approximately
200 Cobras will begin. We have no indication of any follow-on U.S. f
procurement. Therefore, in order to take advantage of the price of this *
production run, it is necessary that customers place firm orders not lat&
than 30 September, 1971. This is requisite to the procurement of long *
lead time components to mesh with any extended production schedule*
Later orders are susceptible to progressive and substantial price escalations generated by a combination of production rates and premiums attendant
to accelerated component procurement.
am looking forward with a great deal of anticipation to this visit, which
I hope will open a program leading to the placement of American-manufactured
helicopters in the Iranian force structure. My last exposure to that part of
the world was as a member of a Pan American technical assistance team to
Afghanistan where I spent over a year. Prior to that I ran the Pan Am show
in Beirut with responsibilities in Syria and Trans-Jordan.
Needless to say, any comment or suggestion that you may have in connection
with our plans would be most welcome.
I look forward to meeting you in the near future.
Sincerely,
BELL HELICOPTER COMPANY
Frank M. Sylvester
Vice President
International Marketing
7 0
104
WESTERN UNION
(
1971
2 JUNE
J1
LT
AIR TAXI
TEHRAN (IRAN)
REUR CABLE 13 MAY FOR TWO UH-1N HELICOPTERS FOR IIAF
BY VIRTUE OUR LICENSING AGREEMENT WITH AGUSTA WHICH PROVIDES
AGUSTA EXCLUSIVE SALES RIGHTS FOR 212 IN IRAN WE ARE UNABLE
TO QUOTE AVAILABILITY OR DELIVERY 07 UH-1N STOP HOWEVER THIS
DOSS NOT PRECLUDE IRANIAN GOVERNMENT REQUESTING USGOVT FOR
THIS INFORMATION ON GOVERNMENT TO GOVERNMENT BASIS AS PROVIDED
III LICENSE AGREEMENT REGARDS
KENWOR1HY
BELLCRAFT
Qtmt/r afoJ
6723
/
BELL HCPTR
VIA
.BELL
FTW
RCA1033
HCPTR
DFDFDFDF«S>
FTW
2575
A TAXI
TELE
X 758229
HCUCOPTER
^
L
^
'¥& *
1
TN
CO
F O R T WORTH T E X A S
USA
ATTN H O R S L E Y . HAD A L E N G T H Y M E E T I N G W I T H A L I C E .
S I X DOTTY
F O R T H C O M I N G . G R O O P E R S D E A D L I N E TO M A N U F A C T U R E S A I L S I S O C T O B E R
F I R S T 1 9 7 1 . M U S T R E I T E R A T E AND R E E M P H A S I Z E YOUR ONE H U N D R E D
P E R C E N T A V O I D I N G ANY S O R T OF A G R E E M E N T AND/OR S U P P O R T OF
GRACE I N S C H O O L . ,,QNCE A S A I X M U S T REMIND I M P O R T A N C E OF M A I N T A I N I N G
C O N C E A L M E N T . f g & A B D S SWAPPER
'
2 5 7 5 A TA X I TN<&
B E L L H C P T R FTW
2575
A TAXI
TN
a!. • &
t
n
* icucn t'voet7'-i»tti»-•
BKO
TELEX THN MOM'S'
2 3 3 1 S E M I R A TN
TELEX IRTN 01. P7/nB_1Q.1'S
P L S BOOK ME TO TELEX NR
758229
TEXAS
U.S.A
TKS
BELL HELICPTER
COMPANY
OK MOM P L S
V I A RCA
BELL HCPTR FTW
V I A RCA/NY 1 9 . 1 7 GMT DFDFDFDF
2 3 3 1 ' S E M I R A TN«PBELL HCPTR FTW
TELEX 7 5 8 2 2 9 B E L L H E L I C O P E T R COMPANY
FORT WORTH T E X A S USA
J ATTENTION FRANK S Y L V E S T E R .
ANOTHER IMPORTANT M E E T I N G WITH A L I C E WHO AGAIN REM INDEE
T W E HAD
B A N D R E - E M P H A S I Z E D THE EXTREME S E N S I T I V I T Y OF THE T'^CIL MESSAGE
I REGARDING ACCURATE D E A D L I N E FOR GROOPER TO COMMENCE MANUFACTURING
I S A I L H E R E . WE STRONGLY RECOMMEND THAT T H I S D E L I C A T E MATTER BE
" TREATED WITH MAXIMUM CAUTION OTHERWISE IT W I L L R E S U L T IN GREAT
CONFLICT TO OUR MUTUAL DISADVANTAGE STOP B E S T ft£6ARL)S SNAPPER
2331 SLMIftA TN&
BELL HCPTR FTW
,
TELEX THN MOM
R
^
U
^
^
J
I f f *
/J
M.
2331 SEMIRA
TN
TELEX IRTN 0 1 2 7 / 0 8 1 9 . 1 9
P L S CAN I BOOK TO TELEX NR 2 4 5 8 8
KNIEWEGEN .
B E L G I U M . TKS
YES
DEAR MOM P L S OK DEAR TKS VERY MUCH
TELEX THM£
2 3 3 1 S E M I R A TN
THE L I G H T HAS GONE AND CAME DEAR
I AM SORRY
BRUSSELS.
!~7
73
Internal Memorandum
Oct. 28 1971
From:
K . Iranzad, Sales Manager*
In response to the letter dated October 20 reference CPBH/mh/699
requesting us to send monthly reports rather than weekly report
On a few occasions during his stay in Teheran with the Bell
Helicopter' team consisting of Ms* Sylvester. M r . Mitchell and
Mr •^-Gallagher, we verbally Informed Mr. H 0 rsley that since very
important discussions are taking place and activities going on,
to discontinue Agusta's efforts in Iran arid replace them with
BHC in this market, it is absolutely inadvisable to send reports
in writing. We stressed that all our communications from now on be
either verbal, long distance telephone calls or eoded telex
aessages. Therefore, except for routine activities, m m agreed
a o t t o submit any written report-
Internal Memorandum
From:
Mr. A.H. Zanganeh, Managing Director.
As previously scheduled at a very private meeting,
Mr. Dehesh on behalf of General Toufanian asked me to send a
telex requesting BHC to definitely send a representative or team
to Teheran with full powers on November 1 1971 , and officially
informed the Iranian Government of the willingness and ability
of BHC to co-produce Huey and Huey Cobras. At the same meeting,
Mr* Dehesh re-emphasized the importance of BHC avoiding support' .
to Agusta under any condition. We know very well that Agusta
is making his last effort both in Iran and back in Fort Worth in this respect we are confident about their position in Iran,
but wonder about it back in FTW?
74
AIR TAXI CO.
Mtkrobod Airpoft
TEHRAN
- itT^ .tf
JAW
68992
W 1967
G»W.
J j* : uPlA
AIR TAXI
Dote
Ho.
2nd March, 1968
Yr. R«f. -
u
n
s
LT
BELL-HELICOPTER - P O BOX 482 - FORTHWORTH - TEXAS - USA
ATTN ORPEM
REYRCAB AM ARAANBIMO MSSTOMQ WITH VITALLY
IMPORTANT COKTACT HERE "HTTHIN 15 DJ.T5 AFFECTING TOUR SALES
PROJECT STOP SUBS9Q0KHT THIS M B I T I W WILL BCmOULM VISIT
TEXAS
REGARDS
ZANGANEH AIRTAXI
,
"
7 5
AIR TAXI C O
Mohrabod Airport
T E H R A N
40257
T.I. 668992
661967
T.I.X 2575
Cabi* TEHRAN AIR TAXI
T'TAV )
t?A^T [
rywrv)
XAVA
^-niM&jftjijot
No
Yr. Rof. F4.;i.^.;.fimt:1210
Mr. J.E. Gallagher Jr.,
Regional Manager - Iran,
Bell Helicopter Co.,
P.O. Box 482,
Fort Worth, Texas 76101,
U.S.A.
Dear Mr. Gallagher,
Re'»
Paragon Consulting Engineers' enquiry for one 206B Helicopter.
I received your letter of October 26, 1972, together with the
respective enclosures. Attached is a copy of our reply which is
self-explanatory.
Reference your new subject. I delivered your corrected film
entitled 'Develop the Land* to M r . Zanganeh who handed it to
General Khatami.
At this end all is going well. M r . Zanganeh is planning to leave
for Europe and the United States day after tomorrow and he is
scheduled to be in Fort Worth ^on or about January 2, 1973. Please
take good1 care of him. M*V Zanganeh will be carrying with., him
^frr ffiri r f11 n regarding our efforts for Bell during the past
years* While going through this file you will appreciate the valuable
cooperation devoted and contributed by us which resulted in the
recent large order*
I take this opportunity to extend my most sincere and warm Seasons
Greetings and wish you and your family a Happy and Prosperous New
Year.
Yours sincerely,
AIR TAXI COMPANY
mgm
76
Sept. 23 197?
From:
K . Iranzad, Sales Manager.
We are pleased to see that the directions made by
Air Taxi were accepted by Bell Helicopter Co., and in a telex
BHC agreed to send its representatives to Teheran on Nov. 1,
1971. This information was immediately relayed by M r . Zanganeh
to M r . Dehesh. Moreover, in the same telex BHC agrees the
following:
a) To avoid any support to Agusta.
b) To treat all the useful information relayed to them
fully confidential
Contrary to the desire of Bell, Air Taxi still recommends
that prior reconnaissance by no one is advisable before
November 1 1971. These recommendations were relayed to BHC
by Telex. We are doing our utmost to prevent Agusta's
representative in Teheran finding out about our activities,
Since Agusta has succeeded in obtaining fifteen days extension
to submit their proposal for co-production. We immediately
sent a coded telex to BHC to withold the visit of their team
headed by M r . Sylvester for a further two weeks i.e. from
November 1 1971.
§
c
2 3 3 1 S E M I R A TN
B E L L H C P T R BRU B
TWX
PLEASE
CALL
IRANZAD
670
HOME P H O N E
824061
FOR
COLLECTION.
A T T E N T I O N ; MR. ZANGANEH
CC. MR.
IRANZAD
HAVE T R I E D T E L E P H O N E
L I N E S ENGAGED.
ALL
MORNING
BUT
SEEMS
DUE C E L E B R A T I O N S
ALL
' H A V E HAD L E N G T H Y D I S C U S S I O N S W I T H S Y L V E S T E R AND HE I S M O S T
C O N C E R N E D O V E R YOUR L A T E S T T E L E X TO H I M .
IN O R D E R TO A R R I V E
IN
T E H E R A N N O V E M B E R F I R S T AND TO P R E S E N T IN P R O F E S S I O N A L M A N N E R T H A T
WHICH I S R E Q U I R E D I T I S E S S E N T I A L YOU T E L E P H O N E OR T E L E X ME I M M E D I A T E L Y T H E R E A S O N S AND I M P L I C A T I O N S OF T H E S U D D E N M O V I N G F O R W A R D
OF B A S S - S E A M E E T I N G S FROM S E C O N D WEEK N O V . THE F I R S T .
E U R T B E R N E E D TO KNOW W I T H WHOM M E E T I N G S S C H E D U L E D TO T A K E P L A C E
AND THE E X A C T N A T U R E OF SUCH M E E T I N G S .
N A T U R A L L Y WE WANT TO
R E S P O N D , B U T WE M U S T B E F U L L Y P R E P A R E D AND B R I E F E D I N WHAT WE MAY
HAVE TO R E S P O N D T O .
WE A R E P R E P A R I N G F U L L C O - P R O D U C T ION
P R O P O S A L W I T H O R I G I N A L C O M P L E T I O N D E A D L I N E N O V . 5 FOR T H I R T Y
SWORDYS AND N I N E T Y - E I G H T S A I L S B U T WE DO N E E D A L L P O S S I B L E
INFORM A T I O N FROM YOU T H A T MAY A S S I S T AND I N F L U E N C E T H I S P R O P O S A L .
WE C A N N O T A F F O R D TO L O S E T H E B U S I N E S S T H R U B A S I C L A C K O F K N O W L E D G E
IN WHAT E X A C T L Y ' I T I S S E A / S U Z Y / T R O U T D E S I R E , AND I N T H A T
R E G A R D I W I L L P L A N TO A R R I V E E N D OF N E X T WEEK E V E N
I F J U S T TO
A S S I S T I N THE P R E L I M I N A R I E S .
*RR5HFF*T"BE
CHANCE.
AS A D V I S E D
OFFICE.
OUR O N E B I G
BEFORE,
W I L L T R Y AND C A L L
BEST REGARDS.
C. P . B . H O R S L E Y .
?33! CEKIRA TN
BELLHCPTR
BRU
B
CHANCE -
PLEASE
YOU HOME
SO L E T S
CO-ORDINATE
NUMBER
ALL
NOT L E A V E
ANYTHING
ACTIVITIES
TOMORROW.
WITH
TO
THIS
78
LTON TN
(ft)
TELEX NO. 24588
KNIWEVEN BRUSSELS
BELLHCPTER
ATTENTION H U N T
WITH R E F E R E N C E T O YOUR T E L E X 5 8 6 DATED S E P T E M B E R
22,1971,
T H A N K S FOR ALL YOUR A S S U R A N C E S AND B A C K I N G S .
T R O U T S INTENT D O E S N O T R E P L A C E AND/OR S U B S T I T U T E M A R T H A S .
YOU ARE R E C O M M E N D E D T O P U R S U E YOUR A C T I O N S AND AVAIL ALL INFORMATION
R E Q U I R E D BY U S COD D I R E C T L Y .
PftlOft R E C O W N A 1 S S A N C E B Y N O ONE IS A C C P E T A B L E A N D / O R D E S I R A B L E
N O W . R P L E A 3 E SEND C H R I S F I R S T N O V E M B E R . M E A N W H I L E W I T H H O L D S E N D J N G
T E A M U N D E R FRANK U N T I L S E C O N D WEEK N O V E M B E R . S L I G H T E S T U N W I S E
M O V E WOULD U P S E T W H O L E T H I N G . N O F U R T H E R C O M M E N T AT P R E S E N T .
BEST REGARDS.
SNAPPER
7'UrtfiiU.S.,CO
7
J
/ /
> C
///T/f-Cr
J?*
7_- / J A, J
79
AIR TAXI COMPANY
CUSTOMER'S WEEKLY PROGRESS REPORT
August 31*1971
Week-ending* *.
•*••*•••
Name of Customer.
MIO
Contact.
Title.
Address.
Telephone
Telex
Cables
Discussions
As you would have noticed from our recent telexes* regular
contacts were made with MIO authorities* Photo-copies of the
telexes are enclosed for your reference* Our Managing Director
has been personally meeting the officials incharge regarding
your future activity in this market* We cannot say more
openly in this report and would like to refer to you to our
coded telexes*
The authorities have been emphasising the in^ortance of
keeping all of the information under cover and keep them very
confidential otherwise the whole future possibility will be>
seriously jeopardised as we repeatedly brought to yoiasfettention
the gravity <f the situation* Please make sure to avoid any
unnecessary attempt or move without consulting us first*
Conclusions
The prospects seem to be promising on condition that you
will adhere to our advices*
Sncli
8 0
W
From:
'
gum
K . Iranzad, Sales Manager,
Upon enquiry from Bell Helicopter Co. and thorough
investigation I confidentially found out that the Government of Iran has decided to procure Huey and Huev Cobra Helicopters*
For the time being the quantity of these helicopters totals
160 ships as follows:Model AH-1G (Single engine)
Qty 30
AH-1J (Twin engine)
"
Huey (205)
* 100
30
• 160
I immediately transmitted a coded telex to BHC*
In the meantime an arrangement has been made for Mr* Zanganeh
to meet M r . H 0 rsley in Paris at the Hotel Prince de Galle*-
P t H t i i r
A / 6 . 2 - C
81
INTER-OFFICE MEMORANDUM
August 13, 1971
Fl:FMS:pb-3216
^({JUJLJ
TO:
E. J. Ducayet/f. F. Atkins
COPY TO!
H. W. Weichsel, Jr,
SUBJECT;
IRAN
By telex today from A. H. Zanganeh, Managing Director for Air Toxi,
he confirms that he has seen a copy of the Shah's directive to General
Toufanlan to commence immediate procurement of 30 AH- 1G or J's plus
60 205*s. She warn* document also directs Toufeoian to give Agusta
aRFP first, if their response is not immediate, positive and acceptable
(and I assume this applies to the complete package) then Toufanlan is
directed to proceed personally to the U.S. and to undertake procurement
activities hers.
Toufanlan is presently either in or en route to Italy.
Frank M. Sylvester
Vice President
International Marketing
82
AIR TAXI CO.
S ' M ^ y U - J y> cS
Mthrabad Airport
TEHRAN
T*TAY )
cA*
rwsrv)
Cable Tahran A&
TAXI
^ftpril 6.1971.
Yr. R«f....
Doll Helicopter Company,
P.O. Dox 482,
Fort Worth,
TEXAS 76101,
S/tt/t/r
Ah.
U.S.A.
Attention Mr. F . Sylvester - Vice President, International
Marketing.
'Dear Sirs,
We refer to our recent telex messages copies of which are
enclosed for your immediate attention.
We must apologise for the delay in writing to you - this was
due to the Persian New Year Holidays.
Please find enclosed copy of the List of Tools required for
the Iranian Helicopter Industries.
We also enclose, herewith, photocopy of the Imperial Iranian
Navy's enquiry for sixteen (16) items of Ground Support Equipment. Please send us your quotations as soon as possible.
The Imperial Iranian Navy also invites your quotations for a
further fourteen (14) items of Spare Parts, as per enclosed
photocopy. —
The agreement with the Imperial Iranian Navy regarding the
Open Credit Account in the amount of $10,0L0.~ to cover
•ACG» orders, has not yet been signed due once again to the
Now Year Holidays. We are pursuing the matter and hope to
finalise it in the near future.
Wfctfr reference to your recent telox dated March 30, 1971,
/
we immediately contacted General Toufanian and M r . Dehesh
tfrrd briefed them regarding your forthcoming visit to Teheran,
/
As we telexed you on April 1, 1971, they were of the opinion
(
that
presentation should be made sololy to
\
them. They believe that, contrary to your decision, the w v s ««
J
y.
83
AIR TAXI CO.
^ySZj]
CS
Airport
TEHRAN
T.U
r*Tdv )
t A W [ cA
rwsrv)
40257
68992
611967
7r. M .
a d v i — b l e . At to the tiling, location*
•flW invitations, w assure you that the necessary arrangements
will be taade by us»
Incidently, for your information tho Agusta team will be in
Tehtran during the 12th through 14th April. Therefore, your
proposed schedule is quite in order. V.'e are very pleated to
hoar that Mr. Hortley will arrivo two days prior to the arrival
of your main team. V.'e will try to coordinate the plant with
M r . Hortley in the bett way postible.
Finally, we appreciate your endeavours in arranging the
hotel accommodation for our Managing Director at the Royal
Monceau Hotel, Paris, for the duration of the Air Show.
Yours truly,
AIR TAXI COMPANY,
K . Xranzad,
Sales Manager.
cc; Mr. C . Hortley
KI/ftgm
84
AIR TAXI
INTERNAL MEMO
MEHRABAD
,
J969
PROM K. Iranzad, S a l e a M a n a g e r
To
Raquast
The Second Asian Fair was held in Teheran from
October 5 to 24, 1969. We requested B e ll Helicopter
Co. to send us a variety of publications and literature
to support our publicity campaign when participating
in this fair. Air Taxi Co. occupied a very attractive
stand. Unfortunately, Bell's literature did not reach
us in time (due to their being sent overland despite
our request to airmail same). Therefore, we used
all the available publications. During the inauguration
ceremony, His Imperial Majesty stopped by Air Taxi's *
stand and asked a few questions regarding the various
models of Bell's Helicopters - M r . Zanganeh personally
gave all the necessary explanations to His Imperial
Majesty.
action Takan
Sgd.
85
AIR TAXI
MEHRABAD
INTERNAL MEMO
JflMo C-lf
dllT
Oat«N.QV.«.l0.....196.8 .
Prom A # H . Z a n g a n e h , M a n a g i n g
Director.
To
To-day we met General Toufanian in his office at
Saltanaatabad in-order to enquire as to the quantity
of Model Jet Rancjers they intend to buy. General
Toufanian confidentially informed me that the quantity
would be somewhere between 75 to 100 'copters* The
General disclosed that should Bell's prices and terms
of payment be more attractive they would have a chance
of getting the business* He also recommended us to
ask Bell Helicopter Co, to send an authorised representative to Teheran for the necessary negotiations
definitely not later than the morning of November 19*
We immediately sent a cable to Bell Helicopter C o . in
this connection.
Sgd.
•Uil
A • 224
<%tt/j/T
Ab.
86
AIR TAXI
INTERNAL MEMO
MEHRABAD
/st
From A* H , Z a n g a n e h , M a n a g i n g
•ox./
Director
To
^Hiit
The continuous visits of Agusta Brothers to Teheran
and also the meeting of Prince Emanuel with the
highest authority as well as rumours regarding the
sale of a large number of helicopters in Iran 9 was
reported to M r . Orpen by long distance telephone in
Fort Worth. Because of the confidential nature of
the reports, it was agreed that communication with
Bell Helicopter C o . be made either through telephone
or to Bell's representative in Teheran or by my
visit to Fort Worth.
»u*i
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24588
ATTN H U N T / H Q R S L E Y
WITH R E F E R E N C E TO YOUR T E L E X D A T E D S E P T E M B E R 1 6 T H HAD M E E T I N G S
WITH A L I C E WHO R E C O M M E N D E D T H A T B E T T Y ' S R E P R E S E N T A T I V E S H O U L D
A R R I V E H E R E ON OR ABOUT N O V E M B E R F I R S T W I T H A U T H O R I Z A T I O N TO
E X P R E S S B E T T Y ' S D E S I R E AND R E A D I N E S S TO M A N U F A C T U R E N I N E T Y E I G H T
S A I L S AND T H I R T Y S H A R K S / S W O R D I E S I N S C H O O L .
ALSO A D V I S E D THAT
B A S S S H O U L D A B S O L U T E L Y A V O I D A S S I S T A N C E AND S U P P O R T GROOPER O N '
T H I S P R O G R A M . HOWEVER. SHOULD BASS PERMIT GRACE MANUFACTURING IN
^
SEA. FOR ONE REASON OR ANOTHER. JOE'S EFFORTS SHOULD BE SERIOUSLY
DETERMINED AND COMPENSATED SNAPPER
2575
A TAXI
TN
B E L L H C P T R BRU B
2 5 7 5 A T A X I TN
fr
fi/v
88
AIR TAXI
INTERNAL M E M O
MEHRABAD
JeMdC-lfA&b
From
^ S U j ]
^
A . H . Zanganeh, Managing Director.
To
R*quMt
'i.
o-l^
^
Upon receipt of Bell Helicopter's telex No.231 1dated
March 30 1971 regarding the arrival of the Bell team
concisting of the following:
1 . M r . F . M . Sylvester
2. "
H . A . Striker
3.
L . D . Kulik
4.
C . P . B . Horsley
I imtnpdlately approachgd_Gengrfl 1 Khatami^ C-in-C IIAF
ancTalso General Toufanian of the M I O , and personally
related the purpose of the visit of Bell's"team to Iran.
Contrary to Bell's decision to make a maximum exposure and
wide publicity, both G e n . Khatami and G e n . Toufanian
as w e l l as M r . PeKesn r aar66d with me that Bell shoOld
play a v e r y l o w k e y and only coordinate and adhere to'
fur^trer""qUidance/instructions which would be given to
them.,
•U.I
^Action Tok«n
.oaflwlf U I
Sgd.
89
BELL HELICOPTER company
<3>
/ ^ A p r i l 2 8 , 1971 ^
^ F i r F M ^ p b - 3127
AIDE MEMOIRE
SUBJECT:
IRAN COBRAS
REFERENCE:
TELECON - Horsley (Iran)to Sylvester (Fort Worth)
Chris Horsley called to advise on the following points relevant to the Iranian
Cobra program:
1) _ Lt. Gen. H . Toufanian - C . G . of the Iranian Military Industrial
Organization - who reports in that capacity directly to the Shah
and is responsible for all military procurement - and Gen.
Minbashian - Commander in Chief, Iranian Ground Forces - have
met with the Shah and have come out strongly in favor of Cobra.
His M a j e s t y has asked the MAAG - M a j . Gen. Twitchell-for
recommendations as to how they should proceed.
Twitchell - who has less than 60 days to go before retirement has replied that he is not in a position to either answer the
question or make any decision in this matter and is going to refer
the matter back to the Pentagon. Just where in the Pentagon is
not known at this point in time.
X
Brig. Gen. O . Patton, Chief of Army Section, has informed
Horsley that his group is convinced of the Iranian intent to buy
Cobra.
Gen. Khaten^L.- C in C , Iranian Air Force, has also reported to
the Shah as being in favor of Cobra for the Air Cav M i s s i o n .
2)
The special film strip for the Shah which we agreed to prepare
on a " t i m e - i s - o f - t h e - e s s e n c e " basis is now urgently needed,
and both Gen. Toufanian and Dehesh have said that it would be
highly useful to them and advantageous to us if Len Kulik could
hand-carry the film to Iran prepared to brief others in the Iranian
Forces and that it is probable that the Shah would wish to interv i e w Len directly.
3)
Ambassador McArthur has al^o seen the Shah In our behalf and
reports a favorable reaction.
k m *
9 0
<3>BELL HELICOPTER
Page two
4)
COMPANY
Fl:FMS:pb-3127
Corrado arrives Teheran on Friday, April 30. When he has
covered the same bases that we did, we can expect to hear
from him.
a
5) / ^ " n • Tnnfflnf n ftnri P^h^Th r^qiirnt^rj in tn Innvn Hnrrlry in
/ Teheran through the week ending April 30 and have now requested
[
a seven day extension to this to which I a c c e d e d .
Frank M . Sylvester
Vice President
International Marketing
J. F. Atkins
H. W . Weichsel, Jr.
V. H. Hunt
W . J. Yates
R. B. Kenworthy
L. Kulik
R. L. Ramsey
t p t g r p a V Memqrandyff
From:
A . H . Zanganeh, Managing Director.
I had a long discussion in th*> Bell* Chalefr during the
Paris Air Show in Le Bourget, I also invited M r . Dehesh to join
me in tnese very important and fruitful discussions. O n behalf
of General Toufanian and the Government of Iran. M r . Deshesh
evpiroftciofj f.hfi
-hn Bel^ Helicopter's management to procure
Huey and Huey Cobra helicopters for iran^ Later on a I Ui« Dell
Heliedjpter's dinner party again M r # Dehesh and I found a good
opportunity to carry on further discussions marking the steady
and firm improvement of BHC's programme in Iran, in particular
M r . Dehesh assured BHC's management 1 about the qualification
anCt Capability of Air Taxi C o . (BHC s representative in lrAh),
and" aaaea xnat xneir assistance and guidance towards your
programme is unprecedented.
9 2
2575 A TAX I TNH
RCANY 128 0043#
2575 A TAXI TN
RCANY2432 0042
BELL HCPTR FTW
758229 BELL HELICOPTER CO FTW TEXAS
9512575 AIR TAXI C O . TEHERAN IRAN
MS NO 10,
8-10-17
>1145PM
ATTN: K . IRANZAD
IN REPLY REFER TO 0680
THIS IS TO ACKNOWLEDGE RECEIPT OF ZANGANEH TELEX DATED AUG 9
1971 CONCERNING PIKES DECISION TO GO AHEAD WITH 3f1 _SHARK OR SWORDY
FISH PLUS APPROXIMATELY 60 SAIL. WE ANXIOUSLY AWAIT FURTHER DETAILS AND DElfSRE AT THE EARLIEST POSSIBLE OPPORTUNITY A
<r
REQUEST FROM .SCHOOL FOR A PROPOSAL TO ASSEMBLE/MANUFACTURE SAlUi~-*
WE AGREE AND W I L r ^ O M P L Y WITH TgouTs ^FrnMMFMrj^j^ | QM THAT"BAS5"~
REMAIN
IN BAC_
UNTIL
WILL
SEND
- J i n U CALi
ViHt-L.t.JL/
IN*
K I L L
OC.NLT \COMPARISON
,\J\
PLHHURMANCE charts POR SHARK AND SWORDY TO YOU ASAP
HORSLEY
WILL MEET WITH ZANGANEH IN
PARIS TO FURTHER DISCUSS NEEDED INFORMATION.
B1SI REGARDS TO ALL.
CORRECTION: LINE 5
INSTEAD OF SAILESAM
LAST WORD READS:
THANK YOU
END CD
JG
MSG WELL RCD BIBI FOR NOW
TU BIBI
\
575 A TAXI TN
f>
MANUFACTURE SAILS.
t w i t *
4-
( M - M )
^
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9 3
BELL HELICOPTER
^APIWLYlpJl
REF 132/72
ATTN:
MR. SYLVESTER
MEETING WITH TOUFANIAN 4.12.72 CONFIRMED QUANTITIES OF AIRCRAFT
REQUIRED PER MY EARLIER REPORT.
HOWEVER TOUFANIAN QUALIFIED IT
BY STATING DUE TO THE OBVIOUS HIGHER COST OF THE LARGER PROGRAM
H . I . M i COULD WELL DECIDE TO DECREASE THE QUANTITIES BUT NOT BY
VERY M U C H .
TOUFANIAN STATED IT LOOKS AS THOUGH THEY WILL REQUIRE A DEMONSTRATION IN COUNTRY FOR THE AH- 1G, AH- 1J AND 214A IN AUGUST.
I STATED
WE THEN REQUIRE A LETTER OF INTENT ALONG THOSE LINES WE DISCUSSED
PER TELECON 4 . 1 1 . 7 2 .
PRESENTATION OF PROGRAM TO H . I . M . IS SCHEDULED FOR THIS AFTERNOON
AND THURSDAY MORNING FOR APPROVAL.
DEHESH STATB^.HE WILL DO
UTMOST TO SHOOT DOWN IN COUNTRY DEMO AS IT NOT NECESSARY AND
RESULT IN DELAY OF PROGRAM IMPLEMENTATION.
TOUFANIAN HAS REQUESTED I STAY THROUGH SATURDAY AS HE WILL KNOW
H . I . M . DECISION BY THEN AND CAN PROVIDE.ME WITH LETTER OF INTENT IF
DEMO FIRM.
DEHESH CONFIRMS BELL HAS AT LEAST ATTACK PORTION OF PROGRAM.
TRANSPORT PORTION IS STILL CLOUDED BY AGUSTA AND WILL NOT LIKELY
CLEAR UNTIL AFTER CORRADO VISIT.
£ytt,i,r
fit*.
3 7
9 4
/ 7 »
PAGE 2
TOUFANIAN STATES ENTIRE PROGRAM WILL BE DEFINED I N 15 DAYS.
EARLIEST POSSIBLE DATE TO LEAVE SUNDAY. ACCORDINGLY WHAT
REQUIREMENTS REFERENCE BELL AGUSTA MEETINGS?
PLEASE ADVISE WIFE OF DELAY IN RETURN.
HAVE SCHEDULED MEETINGS WITH MAAG, DEHESH AND KHOSRODAD OVER
NEXT TWO DAYS. WILL KEEP YOU POSTED.
PERFORMANCE OF AIR TAXI HAS BEEN OUTSTANDING AND HAS CONTRIBUTED
SIGNIFICANTLY TO PROGRAM.
BEST
REGARDS.
GALLAGHER
95
POST OFFICE BOX 482
• FORT WORTH. TEXAS
76101
A
jcxtron]
COMPANY
June 16, 1972
Fl:FMS:pb-135
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Attention:
Mr. A. H. Zanganeh
Gentlemen:
Enclosed is an amendment to our Manufacturer's Foreign-.
Representative Agreement dated June 15, 1970,- the'terms*
and conditions of which, in our opinion, reflect agreement...
reached on this subject during our recent meetings in yourof f i c e .
If .this meets with your approval; wouldiyou please execute. and return two copies.-- UponTeceipt of.these two copies, it
is -our intention to execute and return an~ original copy to
you;
Sincerely, .
BELL HELICOPTER COMPANY"
Frank M . Sylvester
Vice President
International Marketing
23-554 o -
9 6
BELL
<3>
HELICOPTER COMPANY
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
AMENDMENT N O . 1
This Amendment Number 1 to the Manufacturer's Foreign Representative
Agreement made between Bell Helicopter Company, Division of Textron,
Inc. (hereinafter called Bell), and Air Taxi Company of Mehrabad Airport,
Tehran, Iran (hereinafter called the ^Representative), is made for the purposes
of further defining the rights and obligations of the parties under the
Manufacturer's Foreign Representative Agreement made between Bell and the
Representative on the 15th day of June 1970.
This Amendment recognizes
the contributions made by the Representative in concluding the consummation of the major .programs as set forth b e l o w .
WITNESSETH: "
It is agreed between .-Bell and- tha- Representative that-this-Amendment
Number 1 shall be considered-the governing agreement specifying'the obligations and rights of the parties concerning the sale by Bell-of the Bell •
products and services listed below to the Imperial Iranian Government and
concluded by delivery of suchJ3ell products. .The program anticipated
consists of:
' 100
50
200
200
Model
Model
Model
Model
206A/OH-58A
2 05A/UH-1
2 09/AH-1J
214
Related spare parts, accessories, equipment,
tooling, services / training, or data
9 7
BELL HELICOPTER company
<3>
Page N o . 2
A.
Bell will pay to the Representative a commission of 2.5%
of the value of any contract executed between Bell and the
Imperial Iranian Government for the delivery of the Listed
Products.
B.
Subject to the approval of the-U.S. Government, Bell w i l l
pay to the Representative'a commission of 2.5% of the value
of any contract Bell receives from the U.S.-Government for.
the purchase and delivery of helicopters resulting from a
contract between the UvS. Government and the Imperial
Iranian Government.,
C.
In the event that the Imperial-Iranian Government elects to
procure products',- otherthan helicopters-^ through the U i S .
Government, Bell shallincur no.obligation.to pay any
commissions to the Representative.
D.
Commissions shall become payable to the Representative
upon delivery of the Xisted Products and receipt by Bell of
payment thereof.
In the event Bell obtains advance payments .
from the Imperial Iranian Government for the Listed Products
contracted for between Bell and the Imperial Iranian Government,
Bell shall pay to the Representative c:s tdvence commissions , 2 . 5%
of those advance payments received.
Upon receipt of final
9 8
BELL HELICOPTER COMPANY
<3>
Page N o . 3
payments from'the Imperial Iranian Government, Bell shall
liquidate the advance commissions paid to the Representative
: at the time of payment of.the final commission.
E.
This Amendment shall become e f f e c t i v e on the date hereof and
shall continue until terminated in accordance with Item 6,
Term and Termination, of the basic Manufacturer's Foreign
Representative Agreement, dated 15 June 1970.
F.
All provisions of the basic Manufacturer's Representative Agreement, dated 15 June 1970, not specifically amended herein,
remain unchanged.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the day and year set forth below:
By,
(Title)
(Title)
Witness
Witness
9 9
AIR TAXI
INTERNAL MEMO
u f S ^ j ]
MEHRABAO
^tecJLlAiO
"^T^
Dote A p r U . 11 1 9 6 8 .
From
^
A.H. Zanganeh, Managing Director.
To
During repeated meetings with General Khatami and
General Toufanian as well as other interested authorities
concerning the Agusta contract, we did our best to
pursuade the Government to conclude the contract with
Bell Helicopter C o , rather than Agusta, In the meantime,
a meeting was also held with General Jablonsky, Chief
of U.S. Maag in Iran, in order to obtain more information
and draw their attention to support Bell Helicopter C o .
The above was immediately communicated by long distance
telephone to Mr. Orpen in Fort Worth.
Sgd
•Uil
A • 22*
QttUf/r
A 3 F
1 0 0
AIR TAXI CO.
M«hrobad Airport
i'TAY ]
T E H R A N
Tel.
\ A \ M [ Cjfc
40257
68992
611967
www)
Cabl. Tehran AIR TAXI
_ December
Date
N o 21/42013
2$, 1969.
Yr. R«f
lir. K.F..F.. Taylor,
Soil Helicopter Co.,
P.O. Eox 402,
Fort Worth,
TEXAS 76101.
UTSHC
Dear lir. Taylor,
Somehow
After
1seemed to have missed each othor in London.
I'r. Iranzad 1? cable readied me in Paris I took the first flight
to London vhich, unfortunately, was delayed and arrived one
hour after your J30AC arrival - this was due to the unforeseen
airport strike in Paris.
As requested by you, upon my arrival in London, I went to the
Ambassadors Club at the International Terminal and looked
everywhere for you until 1600 hours. Finally, with the great
help of the TJA and B0AC staff I learned that instead of
waiting three hours you left London on the first BOAC flight:
for the United States.
I am very sorry for the time which was wasted because in your
previous cable you did not mention that you intended to visit
Teheran, secondly my cable dated the I7tn inst. requesting your
itinerary was unanswered.
No doubt, by meeting either in Europe or Teheran we could have
saved time discussing mutual points of interest and forthcoming
plans. Therefore, please find, hereunder, my points to which
l would appreciate a favourable and immediate reply in order
that we may have a better and clearer picture of this business.
jQn my return to Teheran Mr. Iranaad handed to me the ilueycobfa
film, brochures and proposals ~ I will arrange an iiamediate
resentation of sazac to His Majesty arid the Authorities concerned.
n the event that your proposals are found to be interesting
we will do our best at this end to give you all assistance
posaiblai You are well aware that unless you can provide. ..
<W/r
a/C
1 0 1
AIR TAXI CO.
Mahrabad
Tel.
40257
68992
611967
CabU Tehran AIR TAXI
N o
- A T j v .tfijJ
Airport
T E H R A N
i'XAY )
| cA"
M\V\Y J
J-Tfjl oi
1
2l/42013 (contd.)
...oU
Yr. R«f
financing of this deal through the U.S. Government 'Tranch' or,
alternatively, arrange better and lower long-term credit facilities
than A^usta, the deal will finally be diverted to them.
Since the interested party will be leaving the country within
two weeks for a period of one month, I should make arrangements
before his departure. Under these circumstances I regret that
I will not be able to attend the Bell Sales Conference from
January 7th to 9th. I will cable you ray srrival if otherwise.
Looking forward to meeting you somewhere, somehow, I remain
dear I-lr. Taylor,
Yours truly,
AIK TAXI COMPANY,
'A.H. Zanganeh,'
Managing Director.
102
AIR TAXI
INTERNAL MEMO
MEHRABAD
27 1969
From
. A.H. Zanganeh, Managing Director
•dLUjT
To
c—
On my return from Europe X received a Huey Cobra film
and proposal which M r . Taylor left with M r . Iranzad
during my absence. In a dinner party given at the
residence of General Khatami - His Imperial Majesty,
The Queen, Princess Fatemeh and the Prime Minister
saw the film. His Imperial Majesty displayed great
interest in the film and raised several questions.
I gave the necessary explanations to His Imperial
Majesty. HIM was most impressed with the Huey Cobra
capabilities and pointed out the great possibility
of utilising this helicopter in the Iranian Forces.
I immediately communicated the result of His Imperial
Majesty's interest and comments to Bell's representative.
ft*»l flail
Action Token
•U.I
Sgd
103
AIR TAXI
INTERNAL MEMO
MEHRABAD
^IpMd C-if Aib
^ T
^pril..lPJI?71
e >
Prom A.H. Zanganeh, Managing Director.
.
^u./'
To
Request
c-ljrjj
Upon receipt of Bell Helicopter's telex No.231 dated
March 30 1971 regarding the arrival of the Bell' team
concisting of the following:
1 . M r . F.M. Sylvester
2. "
H.A. Striker
3.
L.D. Kulik
4.
C.P.B. Horsley
I immediately approached General Khatami, C-in-C IIAF
and also General Toufanian of the MIO, and personally
related the purpose of the visit of Bell's team to Iran.
Contrary to Bell's decision to make a maximum exposure and
wide publicity, both G e n . Khatami and Gen. Toufanian
as well as M r . Dehesh, agreed with me that Bell should
play a very low key and only coordinate and adhere to
further guidance/instructions which would be given to
them.
h SnWgar-—'—
Action Taken
pUsl
Sgd..
•U.I
flail
A - 224
fy/f/'/r
fit,.
104
intertu. i. luteii.
From: K . Iranzad, Sales M a n a g e r .
j^pril 2 4 , 1 9 7 1 .
D u r i n g tbe o n e - w e e k stay in Iran of the BHC t e a m , w h i c h c o n s i s t e d
the f o l l o w i n g g e n t l e m e n ,
of
M r , Sylvester
"
Striker
Kulik
Horsley
f
as per M r . Z a n g a n e h » i n s t r u c t i o n s the f o l l o w i n g a r r a n g e m e n t s s h o u l d
a l w a y s be m a d e a v a i l a b l e
for BHC w h e n e v e r their r e p r e s e n t a t i v e s v i s i t
I r a n , "Free of any c h a r g e "
AIR TAXI AIRCRAFT
m a n y as r e q u i r e d
P r i v a t e cars with d r i v e r s ,
Film and slide p r o j e c t o r s ,
O f f i c e space in A i r T a x i C o . J s p r e m i s e s
s e c r e t a r y and were put at their disposal*
1.
I m e t the team on their a r r i v a l at M e h r a b a d A i r p o r t A p r i l 15 1 9 7 1
at 2 3 . 5 9 h r s .
2.
M e e t i n g with M r . D e h e s h in h i s office on A p r i l 16 for their
i n t r o d u c t i o n and a l s o a r r a n g i n g and makiiig an a p p o i n t m e n t to m e e t
Gen T o u f a n i a n and other p r e l i m i n a r y a c t i o n s on - H u e y & H u e y C o b r a
program in I r a n .
3.
f e t i n g in Air T a x i C o . at 9 am on A p r i l 1 7 1 9 7 1 . L e n g t h y d i s c o s sidtttt C o n c e r t i n g the i m p l e m e n t a t i o n of Bell H e l i c o p t e r C o . ' s
p r o g r a m m e , fact f i n d i n g a b o u t A g u s t a ' s a c t i v i t i e s and p r e s e n t a t i o n
of the H u e y C o b r a h e l i c o p t e r to the C o m m a n d e r s of the I r a n i a n
A r m e d F o r c e s e n s u e d . In the a f t e r n o o n of the same day an a r r a n g e m e n t was m a d e for the BHC team to v i s i t G e n T w i c h e l l and Gen P a t t o n
of the U . S . M a a g .
4.. On ApriJ 18 1 9 7 1 a m e e t i n g was held in the M I O office with the
p a r t i c i p a t i o n of Gen T o u f a n i a n and M r . D e h e s h . At this m e e t i n g the
Huey Cobra H e l i c o p t e r w a s p r e s e n t e d to the G e n e r a l w h o w a s consider-*
ably i m p r e s s e d and i n d i c a t e d that it is the i n t e n t i o n of the I r a n i a n
G o v e r n m e n t t o e v a l u a t e t h i s h e l i c o p t e r and m o s t p r o b a b l y p u r c h a s e ,
H u e y C o b r a h e l i c o p t e r s in the near f u t u r e .
6.
April 19 1 9 7 1 was v e r y active and p r o d u c t i v e day starting from 8 am
when a m e e t i n g w a s a r r a n g e d with the U N a u t h o r i t i e s n a m e l y A d m .
A r d a l a n ( L o g i s t i c s ) and C o l . V a l i (Commander of N a v a l A v i a t i o n ) at
the U N H e a d q u a r t e r s . At 10 am a n o t h e r m e e t i n g w a s held in the IIAA
h e a d q u a r t e r s with G e n . G h a n d a h a r i , C i n C , and M a j o r T o h i d i (Material )
At both the above m e e t i n g s lengthy d i s c u s s i o n s were held c o n c e r n i n g
the future p r o g r a m m e s of BHC in Iran and p r e s e n t a t i o n of the H u e y
Cobra h e l i c o p t e r . The team r e t u r n e d to Air T a x i C o . about n o o n .
After a quick l u n c h , as p r e v i o u s l y a r r a n g e d , M r . Z a n g a n e h p i l o t e d
an A e r o C o m m a n d e r a i r c r a f t and flew the team from M e h r a b a d A i r p o r t
to Doshan T a p p e h Air B e e , to m e e t G e n K h a t a m i C in C 11AF end other
high r a n k i n g o f f i c e r s . The n e c e s s a r y c l e a r a n c e s had a l r e a d y been
a r r a n g e d by M r . Z a n g a n e h .
A|ter p r e l i m i n a r y i n t r o d u c t i o n s of the BHC teem r e g a r d i n g their
p r o g r a m m e in I r a n , d i s c u s s i o n s took p l a c e in a f r i e n d l y a t m o s p h e r e
Qra/7
VA
105
for a b o u t an h o u r and a half*
Gen K h a t a m i g a v e v e r y i m p o r t a n t
and u s e f u l q a i d a n c e and a d v i c e for the f u t u r < s a l e s of a H u e y
C o b r a . T h e B H C team w e r e v e r y i m p r e s s e d .
c"
At the e n d of the m e e t i n g t h e y r e t u r n e d w i t h the s a m e a i r c r a f t
to Air T a x i ' s p r e m i s e s at M e h r a b a d A i r p o r t *
6 . On T u e s d a y A p r i l 28 1 9 7 1 at 7 a m a A i r T a x i A e r o C o m m a n d e r A i r c r a f t
w a s s c h e d u l e d to fly the team to I s f a h a n a c c o m p a n i e d by m y s e l f .
A r r a n g m e n t s w e r e m a d e for a p r i v a t e c a r and h o t e l r e s e r v a t i o n s at
the S h a h A b b a s H o t e l for o v e r n i g h t stay of the t e a m .
Immediately
on a r r i v a l I took the team t o the IIAA B a s e M a j o r B m a d i ( C o m m a n d e r
of the B a s e ) and M a j o r F a r r o k h s e r e s h t ( M a i n t e n a n c e ) w h o are c l o s e
f r i e n d s , g a v e us a w a r m r e c e p t i o n and took the team on a t o u r of
the base i n c l u d i n g the s p a r e p a r t s s t o r e , w a r e h o u s e s , h a n g a r s e t c .
(IIAA a i r c r a f t are b e i n g m a i n t a n i n e d by A i r T a x i C o . ) . In the
m e a n t i m e , we w i s i t e d L t . C o l Don A . B u t l e r , U . S . M a a g Rep at the
I I A A and M r . M a r t i n O ' L e a r y , A v c o L y c o m i n g T e c h Rep of I I A A at
I s f a h a n . T h e BHC team d i s c u s s e d a l l p r o b l e m s of m u t u a l i n t e r e s t .
M a j o r B m a d i e x p r e s s e d h i s a p p r e c i a t i o n at the B e l l T e a m ' s v i s i t
to the base and he p u t h i m s e l f at the d i s p o s a l of the team for
any o t h e r a s s i s t a n c e t he e v e n p e r m i t t e d the team to fly o v e r the
base and take p h o t o g r a p h s of the base and e n v i r o n m e n t in o r d e r to
have full information about Bell's knowledge*
7 . On W e d n e s d a y A p r i l 21 1 9 7 1 a f t e r 36 h o u r s of stay in I s f a h a n on
a v e r y u s e f u l f a c t - f i n d i n g and f a m i l i a r i z a t i o n t o u r as w e l l as
m a t t e r s p e r t a i n i n g to A g u s t a ' s a c t i v i t v and p o s i t i o n d o w n t h e r e ,
the team r e t u r n e d to T e h e r a n w i t h the s a m e a i r c r a f t .
1 0 6
/l^
BELL. HELICOPTER
/ ^ A p r i l 28, 1971 „
^IDE MEMOIRE
SUBJECT:
IRAN COBRAS
REFERENCE:
TELECON - Horsley (Iran)to Sylvester (Fort Worth)
Chris Horsley called to advise on the following points relevant to the Iranian
Cobra program:
1)
Lt. Gen. H. Toufanian - C . G . of the Iranian Military Industrial
Organization - who reports in that capacity directly to the Shah
and is responsible for all military procurement - and Gen.
Minbashian - Commander in Chief, Iranian Ground Forces - have
met with the Shah and have come out strongly in favor of Cobra.
His Majesty has asked the MAAG - M a j . Gen. Twitchell-for
recommendations as to how they should proceed.
Twitchell - who has less than 60 days to go before retirement has replied that he is not in a position to either answer the
question or make any decision in this matter and is going to refer
the matter back to the Pentagon. Just where in the Pentagon is
not known at this point in time.
Brig. Gen. O. Patton, Chief of Army Section, has informed
Horsley that his group is convinced of the Iranian intent to buy
Cobra.
Gen. Khatemi - C in C, Iranian Air Force, has also reported to
the Shah as being in favor of Cobra for the Air Cav Mission.
2)
The special film strip for the Shah which we agreed to prepare
on a " t i m e - i s - o f - t h e - e s s e n c e " basis is now urgently needed,
and both Gen. Toufanian and Dehesh have said that it would be
highly useful to them and advantageous to us if Len Kulik could
hand-carry the film to Iran prepared to brief others in the Iranian
Forces and that it is probable that the Shah would wish to interview Len directly.
3)
Ambassador McArthur has also seen the Shah in our behalf and
reports a favorable reaction.
1 0 7
<3>
BELL HELICOPTER COMPANY
Fl:FMS:pb-3127
Page two
4)
Corrado arrives Teheran on Friday, April 30. When he has
covered the same bases that we did, we can expect to hear
from him.
5)
Gen. Toufanian and Dehesh requested us to leave Horsley in
Teheran through the week ending April 30 and have now requested
a seven day extension to this to which I acceded.
Frank M . Sylvester
Vice President
International Marketing
J. F. Atkins
H. W . Weichsel, Jr.
V. H. Hunt
W . J. Yates
R. B. Kenworthy
L. Kulik
R. L. Ramsey
108
Internal Memorandum /
From:
Mr* K . Iranzad, Sales Manager*
In the absence of Mr. Zanganeh, who is in Europe,
General Khatami, Commander in Chief, IIAF, instructed
me to enquire from Bell Helicopter C o . the price and
delivery time of two helicopters, Model UH-1N, for
Search/Rescue operations/ He indicated that despite the
fact that he has received proposals from other manufacturers,
he personally prefers to have the U.S. made Bell Helicopter
in his flfl^t. I sent a cable on May 29 in this respect to
which I received an unfavourable reply as indicated in
Bell Helicopter's cable dated 2.6.71 stating that BHC is
unable to quote availability or delivery of UH-1N helicopters
(civilian version of Model 212) due to the fact that Agusta
has got the exclusive licence of same for Iran. I immediately
passed this information to General Khatami. He indicated
that until the time when the requirements of all the other
Aimed Forces are known and the total order is placed through
FMS to BHC, this matter be left in abeyance,and the result
was phoned to Fort Worth and verbally conveyed to BHC's
representative in Tehra~
109
Inte^ilSTMemoYSmdum
' \July 6 1971
From:
K . Iranzad, Sales Manag§*\T"
Prior to the arrival of General Hamilton H . Howze, the arrangements
for his meetings with the high ranking Iranian and U.S. authorities
in Iran were coordinated and prepared in detail with Mr. Horsley and
Mr. Gallagher;
Hotel reservations, private car with driver etc*
were made available before his arrival.
The following is a summary of the meetings and activities made during
his stay in Iran from June 30 to July 5.
1 . 1 met General Howze at Mehrabad Airport on his arrival on Wednesday
June 30.
2. On Thursday July 1, 1971, which is a normal holiday for the Armed
Forces, Mr. Horsley, Mr. Gallagher accompanied the General to meet
the U.S. authorities namely U.S. Ambassador, General Twichell
and General Jablonsky.
1
3. According to Mr. Zanganeh s instructions, on Friday July 2 an
Aero Commander aircraft was put at General Howze*s disposal to
fly him to the Caspian resort beaches accompanied by Mr. Horsley,
Mr. Gallafrer and myself, mainly for sightseeing and familiarization
with the different Iranian environments. We spent the whole day
in the N rthem provinces and returned to Teheran with the same
aircraft.
4. On Saturday, July 3 t as previously arranged, General Howze met
General Minbashian, Commander in Chief, IIGF. Lengthy discussions
took place during which the Huey Cobra presentation was made to
him. Prior to this meeting, Mr* Zanganeh (who is a close friend 1of
General Minbashian) had briefed him re^afding the future of Huey
Cobra helicopters in Iran as well as the keen interest shown by
His Inperial Majesty and General Khatami, * Later on, General Howze
1
was guided to the Amphitheatre of the 'Command & Staff College
where he made his speech in the presence of General Minbashian and
other high ranking officials of the Iranian Aimed Forces. His
speech was focused
mainly on 'Air Mobile Concept & Helicopter
1
Combat Tactics . Subsequently, the Huey Cobra film was shown which
displayed the capabilities of the Huey Cobra which impressed
everyone. General Minbashian was very pleased and said - "I see
a great future for the Huey Cobra in Iran".
5. On Sunday July 4 f with special permission of General Toufanian ,
which Mr. Zanganeh obtained, General Howze accompanied by
Mr. Horsley and Mr. Gallagher, visited the Iran Helicopter
Industries factory located at Mehrabad Airport near the Air Taxi
facilities. Eng. Toufanian (brother of General Toufanian), Chief
of I.H.I., received the General and accompanying members of
BHC and gave them a tour of the IHI facilities. General Howze
was much surprised to see such an investment lying idle and
commented *I hope that one day Bell Helicopter Co. can use these
facilities for the benefit of the Iranian Government*. As soon as
the tour and this interesting meeting was over, the BHC team returned
Itmt/r aJO- *H>
110
to Air Taxi Co. for a quick lunch.
6. As previously scheduled, Mr. Zanganeh piloted an Aero Commander
aircraft and flew the team from Mehrabad Airport to meet General
Khatami, Commander in Chief I1AF at Doshan Tappeh Airport.
Unfortunately, I was not present at this meeting, not being able to
accompany the team. Liter on I heard from M r . Zanganeh that
General Khatami spent more time than s c h e d u l e d and gave General
Howze very useful guidance and advice w h i c h , undoubtedly, will be
m o s t vital for the future programmes of Bell Helicopter C o . i n
I r a n . General Khatami referred to his viewing of the Huey Cobra
film and commented that It is certainly a well-equipped and fast
helicopter with many diversified capabilities, and definitely*this
helicopter will be recommended by him to be utilised in the Armed
Morels. After this interesting meeting was over General Howze and
the Bell Helicopter Team returned to Air Taxi Co. with the same
aircraft piloted by Mr. Zanganeh.
1
Altogether, General Howze s trip to Iran was most1 successful
particularly in respect of eye witnessing Agusta s poor support
towards its commitments. It was also quite worthwhile for him to
meet the Commanders of the Iranian Aimed Forces and he, himself,
was most impressed.
General Howze departed on Monday July 5
I l l
^
B E L L
H E U C O P T E R
A DIVISION Of TKXTRON ATLANTIC IIIOIUM
479, AVENUE LOUISE
1050 BRUSSELS
—
TELEPHONE 49.99.01 • 49.99X2
—
R.C.B. 231
TELEX 24588
itf.
i/Jl^U
R E M I N D E R
We have not received your monthly activity report for the
jnon£ji (s)
Please airmail as soon as possible.
Many thanks.
Yours sincerely,
C.P.B. Horsley
Sales Manager
Europe - North Africa - Middle East
2 3 - 5 5 4 O - 7F
112
Internal M e m o r a n d u m /
March 19 1972
From:
A.H. Zanganeh, Managing Director,
The Iranian Calendar Year is about to end, I had several very
i m p o r t a n t m e e t i n g s w i t h G e n e r a l K h a t a m i and G e n e r a l T o u f a n i a n upon
t h e i r return from attfoad. M y intention is to bring m y s e l f u p to
date regarding the overall situation existing these days, Agusta
has no important representatives in Teheran, I learned that Victor
Emanuel and Corado Agusta had an audience with His Imperial Majesty
in St, Moritz and once again they begged him for a further chance.
Presently the circumstances are in favour of Bell Helicopter Co.
At a meeting with General Toufanian and M r . Dehesh I learned that
they were very impressed and pleased with their trip to the
United States particularly with their visit to Fort Worth.
M o r e o v e r , they said t h a t now t h a t the g r o u n d h a s been b r o k e n in
f a v o u r of B e l l H e l i c o p t e r C o . , m o s t p r o b a b l y the n u m b e r o f h e l i c o p t e r s
required w i l l c o n s i d e r a b l y i n c r e a s e . The required m o d e l s w i l l also
be determined shortly.
rt
In this respect we communicated a message to Bell Heli^ «
f
113
Internal M e m o r a n d u m /
25 1972
From:
K . Iranzad, Sales Manager.
The Bell Helicopter's Models 212 belonging to the Imperial
Flight Hangar were in critical condition due to poor
maintenance and support of Agusta. As a result of private
arrangements made by Air Taxi and Col. Shafaatpour, Chief
of the Imperial Flight Hangar, Bell Helicopter's technical
staff inspected these helicopters. The amount of spare
parts required were ordered by Bell Helicopter, free of
charge, under AOG order and were installed in these
helicopters and after several test flights, the helicopters were
in perfect flying condition and were delivered to the Imperial
Flight Hangar.
We reported this valuable complimentary service of Bell Helicopter
to General Khatami, C in C , IIAF, to be notified to His
Imperial Majesty, Later on we learned that His Imperial Majesty
was very pleased and expressed his appreciatior
£ / t t f * i r
/L/C
F F
114
Internal Memorandum /
From:
K. Iranzad, Sales Manager.
In order to have an introductory demonstration of the two
helicopters to appear more attractive to His Imperial Majesty
and other Iranian high-ranking officials, a meeting was
immediately held with the different authorities and, particularly,
General Khosrowdad, Commander of the IIAA, who even accepted to
fly
in the demonstration. The demonstration took place at the
Karaj Dam site during the yearly ceremony of the Iranian Commando
operations in the presence of His Imperial Majesty. General
Khosrowdad personally piloted the AH-1J (Huey Cobra) and successfully
conducted a flight in combat operation and displayed all the
capabilities of this helicopter. His Imperial Majesty and
General Khatami and all the dignitaries attending this demonstration
were much impressed.
The in-country demonstration started according to schedule.
One F-27 aircraft
of the IIAF fleet carried the entire demonstration
1
team and 'CREC Committee to all the demonstration sites. For the
transportation of BHC's management, we assigned an Aero Commander
aircraft to be used for regular inspection of the sites. The
demonstration and test flights of these two helicopters were
successfully accomplished. It was indeed the teamwork and fortunately
everyone did their part to make this important event a success.
S t t t U
115
Internal M e m o r a n d u m /
From:
K , Iranzad, Sales Manager,
H i s Imperial M a j e s t y expressed h i s d e s i r e to p e r s o n a l l y fly
these two h e l i c o p t e r s . At 1400 h o u r s he arrived at the I m p e r i a l
F l i g h t H a n g a r in h i s p r i v a t e 212 Bell H e l i c o p t e r . H e flew
both m o d e l s around T e h e r a n and o v e r the large S t a d i u m w h e r e he
m a d e several l a n d i n g s and t a k e - o f f s .
I b e following d a y G e n e r a l K h a t a m i , a t h i s r e q u e s t , flew both
h e l i c o p t e r s and w a s also m o s t excited w i t h the p e r f o r m a n c e
of these a i r c r a f t . A f t e r h i s f l i g h t s he commented •
*I h o p e to change m y 1 1 e n t i r e existing
to these new models
fleet
The G e n e r a l ' s a t t i t u d e w a s a g r e a t h e l p in the successful sale
of these h e l i c o p t e r s , since w e learned of h i s strong r e c o m m e n d a t i o n s
to H i s I m p e r i a l M a j e s t y ,
116
FORT WORTH 758229 TEXAS USA PSE
MOM
VIA RCA 1145 GMT DFDFS
BELL HCPTR FTW
2575 A TAXI TN
/biQjo
ICOPTER C O . FTW 758229
ATTN MR FRANK SYLVESTER
REFERENCE OUR SHORT MEETING BEFORE YOUR DEPARTURE, I WOULD LIKE
TO REPORT THE FOLLOWING RECENT IMPORTANT EVENTS*
AA
AS A RESULT OF REGULAR MEETINGS WITH TROUT THEY ALL EAGERLY
AWAIT FMS OFFER WITH INDICATIONS THAT IT MAY STILL GO DIRECT
IF PRICING AND DELIVERIES OF FMS ARE UNFAVOURABLE VERSUS YOUR
O F F E R . THE THREAT OF SIK 'BLACK HAWK' STILL REMAINS AS THEY
LOOK FOR GUNSHIP MOST COMPATIBLE WITH 214A THOUGH NO EXACT
DATE EXISTS FOR D E M O . WE ARE MAKING EVERY EFFORT TO REDUCE
THIS THREAT AND MR H HAS BEEN GIVING US EVERY ASSISTANCE.
BB
ACCORDING TO WO 1 . TROUT AND SKATE. THE DOOR IS STILL OPEN
FOR BELL TO SECURE TRAINING PROGRAM AND EVEN LOGISTIC SUPPORT
DIRECT.
CC
GROOPER IS IN TOWN BUT BELIEVE HIS ACTIVITIES DO NOT INTERFERE AND/OR CONFLICT WITH YOUR PROGRAM.
DD
PRATT AND WHITNEY ENGINE CONTRACT HAS BEEN REJECTED AS THE
ENGINES WILL BE PROCURED THROUGH EITHER FMS OR B E L L .
EE
WE HAVE MAINTAINED DAILY CONTACT WITH I IAF AND FINAL SHIPMENT
OF DEMO PARTS WILL NOW BE SHIPPED IN TWO EQUAL SHIPMENTS
LEAVING TRN BY C130S NEXT SATURDAY AND SUNDAY IE 23 AND 2K
SEPTEMBER RESPECTIVELY.
FF
WE HAVE MADE ARRANGEMENTS TO PAY COST OF FUEL CONSUMED DURING
DEMOS.
BEST REGARDS ZANGANEH
2575 A TAXI TN
ft9* / ~
BELL HCPTR FTW
2575 A TAXI TN
rtouT
S KA7M
^
K/u^kJ^C
GtfteoF&Z (Z^UAta-^
d®
117
Internal Memorandum /
April 18 1972
From:
K . Iranzad, Sales Manager*
To-day is one of the m o s t remarkable d a y s in the h i s t o r y of A i r
T a x i Co* in t h a t w e reaped the h a r v e s t of several y e a r s of e f f o r t s .
W e received the L e t t e r of I n t e n t r e f . 2 / 1 4 0 1 - 0 1 - 7 1 - 7 dated A p r i l
1 8 , 1 9 7 2 , addressed to B e l l H e l i c o p t e r C o . signed by G e n e r a l
T o u f a n i a n indicating the firm i n t e n t of the Imperial G o v e r n m e n t of
Iran to a c q u i r e the AH-1j and 214 h e l i c o p t e r s . S u b j e c t to satisfactory p e r f o r m a n c e and d e m o n s t r a t i o n .
In order to p r e v e n t loss
of this l e t t e r in the m a i l w e requested M r . G a l l a g h e r , B H C ' s
r e p r e s e n t a t i v e to h a n d - c a r r y it to F o r t W o r t h . In the same L e t t e r
of Intent they u n d e r t a k e to p r o v i d e two C - 1 3 0 a i r c r a f t to a i r l i f t
the h e l i c o p t e r s to Iran and back to F o r t W o r t h for the p u r p o s e of
d e m o n s t r a t i o n . I m m e d i a t e l y , a f t e r r e c e i p t of t h i s l e t t e r
M r . Zanganeh a p p r o a c h e d G e n e r a l K h a t a m i w h o p e r s o n a l l y instructed
G e n e r a l A z a r b a r z i n , D C S / O p s , I I A F , to a r r a n g e the d e p a r t u r e of two
C-130 aircraft for this purpose. General Khatami's orders explicitly
indicated t h a t in the e v e n t of the u n a v a i l a b i l i t y of C - 1 3 0 s in Iran
f o r t h i s specific p u r p o s e , any o t h e r C - 1 3 0 a i r c r a f t a l r e a d y assigned
f o r a n o t h e r m i s s i o n w o u l d be d i v e r t e d to fly to F o r t W o r t h and
a c c o m p l i s h this i m p o r t a n t m i s s i o n .
118
Internal M e m o r a n d u m /
M a y 12 ^ 9 7 2
M r , A.H. Zanganeh, M a n a g i n g
Director,
As soon a s I received the l e t t e r dated M a y 4 , 1 9 7 2 , signed by
M r , F . M . S y l v e s t e r addressed to me enclosing p h o t o c o p i e s of the
l e t t e r addressed to G e n e r a l T o u f a n i a n dtd M a y 4 (copy to M r . Dehesh
and m y s e l f ) , I i m m e d i a t e l y had their letters forwarded by M r . I r1 a n z a d .
T h i s letter w a s Bell H e l i c o p t e r * s response to G e n e r a l T o u f a n i a n s
Letter of I n t e n t . It also d e a l t w i t h preliminary p r e p a r a t i o n s
for the forthcoming d e m o n s t r a t i o n of B e l l ' s h e l i c o p t e r s M o d e l s
AH-1J and 2 1 4 , A t m y w e e k l y meeting w i t h G e n e r a l K h a t a m i I b r o u g h t
this Subject to h i s a t t e n t i o n . N e e d l e s s to say the heavy b u r d e n
of this d e m o n s t r a t i o n willl rest on the shoulders of the IIAF such a s
the d e m o n s t r a t i o n s i t e s , f u e l , a i r p o r t s , g r o u n d s u p p o r t , live firing
sites e t c . M o r e o v e r , the IIAF should m a k e available one F - 2 7
a i r c r a f t for the transportation of the d e m o n s t r a t i o n team consisting
of t w e n t y - f o u r p e r s o n s representing several c o m p a n i e s i . e . B e l l
H e l i c o p t e r C o . , U C A L , B e n d i x , G e n e r a l E l e c t r i c , Avco Lycoming e t c .
O b v i o u s l y the successful performance of the d e m o n s t r a t i o n actually
d e p e n d s on the c o o p e r a t i o n and coordination of the I I A F . In the
m e a n t i m e , I instructed M r . Iranzad to ensure t h a t the entire staff
of A i r T a x i C o . is p u t a t the d i s p o s a l of B H C ' s d e m o n s t r a t i o n team
and also make available any other f a c i l i t i e s i . e . c a r s , m i n i b u s e s
w i t h English speaking d r i v e r s , s e c r e t a r y , office spa
round the c l o c k .
119
2 5 7 5 A T A X I TN
RC ANY 1 2 9 07.58
B E L L H C P T R BRU
2575. A - T A - X ^ T N
FEB
7,
TO M R .
CC M R .
19J2
TWX
1009
ZANGANEH
IRANZAD
AA P L E A S E A D V I S E I P
A S WE D I S C U S S E D .
ME R E D E T A I L S .
A L I C E H A S A S Y E T F O R W A R D E D L E T T E R TO F O R T
I F S O , P E R H A P S Y O U C O U L D S E C U R E C O P Y AND
BB GEM K . I U N D E R S T A N D
TTFFPHTAHT
V I S I T TO S T . H O R I T Z
SOTTFTST.
CC
REMAIN
FULLY
RETURNS
TEHERAN T H I S WEEK.
F E E L I T VERY
A J ^ J N „ R E L A T | , Q N TO- H I S R E C E N T
R O U T E HOME B E A S C E R T A I N E D .
PLEASE ADVISE
EN
PREPARED
TO R E V I S I T
BEST REGARDS
HORSLEYKT
BOBOHCPTR BRU
2 5 7 5 A T A X I T N P L S W A I T FOR
WORTH
PHONE
MY
TEHERAN
IF
TELEX
fitoiHr
Wo
YOU O C C U R
NECESSARY.
120
Internal Memorandum
^ 6 c t . 2 197?
From:
K # Iranzad, Sales Manager.
Mr. Tony Bearden, Bell Helicopter Company's cameraman, arrived in
Teheran and informed us of his mission. We immediately contacted
Dr. Khatibi, Managing- Director of the Iranian Red Lion 8. Sun
Organization, and Deputy Chief of Parliament, who is a close friend
of Mr. Zanganeh. He gladly permitted us to use the Red Lion & Sun
Organization's 205. helicopter for the entire mission of Tony Bearden
whilst in Teheran. Mr. Zanganeh also instructed our Chief Pilot,
Captain M . Hadji Moniri to have an Aero Commander aircraft available
to chase the 205 helicopter for shooting films while flying on a
rescue mission. In the meantime, other required facilities such as
private car with driver, interpreter, ambulance, site of mock-up
injured person were laid on. Mr. Zanganeh also arranged forImpgE!a 1 - M a ^ t " ^ n d ^ l t o ot^L^*
IlAF),
/ji to shoot very
v^ AY ^,,tftJK
uv^^.-ttlmS-jaLhile,.JL»R,.H._Erineess Fatemeh f
pi1otedThe helicopter.
Mr. Bearden was most impressed about^this
part of his mission.
£(M,r
A/d.
121
BELL
HELICOPTER
P O S T OFFICE BOX 402
• FORT W O R T H . T E X A S
76101
COMPANY
A tOXtrpnl
COMPANY
9 May 1973
1M:MDM: jc-268
Subject 2
Contracts DAAJ01~73-C-0?A8 and DAAJ01-73-C-0300,
Definitization Thereof
»'
TO:
Department of the Army
U . S . Army Aviation Systems Command
P , 0 . Box 209
St* L o u i s , M i s s o u r i 63166
Attention:
Contracting Officer
A M S A V - P P P U U / J . R." Kurtz
AMSAV-PPPUA/E. Hansell
Contingent F e e S t a t e m e n t , Standard Form 119
BHC Foreign Sales Representative Agreement
w i t h Air. T a x i Company dated 27 A u g u s t 1959
(3) BHC M a n u f a c t u r e r ^ Foreign Representative
A g r e e m e n t v i t h A i r Taxi Company dated 1 A p r i l
1968
BHC M a n u f a c t u r e r s Foreign Representative
00
Agreement w i t h A i r Taxi Company dated 15 June
1970
^
(5) Amendmerit_JiQ-B-JL t o Enclosure k
to Enclosure 4
UX6)
Enclosures:
(1)
(2)
1 . In accordance w i t h the. requirements of our c o n t r a c t , and
n.s contemplated b y our proposals for- the def unitization of -the
subject contracts, submitted h e r e w i t h as enclosure (1) is a
completed standard Form 119 entitled "Contractor's Statement
of Contingent o r Other F e e s " . A l s o attached as enclosures
(2) through (6) are the various agreements Bell h a s entered
into w i t h our representative, A i r T a x i C o m p a n y .
2 . ^Air T^xi ..h&sbeen a < very i responsive and responsible F o r e i g n
R e p r e s e n t a t i v e f o r j i s and has significantly Contributed'to the
s u c c ^ s X u l sales efforts for our U . S» manufactured products *
in.Iran- H o w e v e r , due-to the magnitude of the program whicft
h a s resulted, w e are conducting further negotiations w i t h A i r
Taxi with the intent of reducing the total commission w h i c h
they w i l l receive* These^negotiations have not been concluded
and it is not possible to" accurately predict their o u t c o m e .
to*<t<r
ft'
•
S ( o
122
<3> BELL HELICOPTER COMPANY
Page Two.
9 May 1973
1 M : M D M : jc-268
3 . W e r e c o g n i z e that this m a t t e r should b e r e s o l v e d for t h e
purposes of the definitizing of the s u b j e c t c o n t r a c t s , t h e r e f o r e ,
the forthcoming amendments to our d e f i n i t i v e p r o p o s a l s w i l l
contain a c o m m i s s i o n of $1000 per h e l i c o p t e r and a p r o p o s e d
clause limiting the commission to that amount a n d providing
for r e d u c t i o n to a lesser sum per h e l i c o p t e r if w e d o so n e g o tiate subsequently w i t h Air T a x i .
/
(
\
W e c o n s i d e r the commission .agreement b e t w e e n B e l l a n d
A i r TaSoTto b e confidential information". ~ V e , t h e r e f o r e , r e q u e s t
that this m a t t e r b e handled in a c o n f i d e n t i a l n a t u r e and that
the enclosures to this letter n o t be r e p r o d u c e d .
5 . A f i l e o f significant c o r r e s p o n d e n c e b e t w e e n B e l l and A i r
T a x i r e l a t i n g to this program is available for r e v i e w by the
* Contracting O f f i c e r o r his r e p r e s e n t a t i v e .
BELL HELICOPTER COMPANY
R . Rudnine
Vice President
Program Management
123
ificate of Acknowledgment of Execution of an Instrument
EMPIRE OF
IRAK
(C0U0U7)
DISTRICT AND CITI OF
mmssfZf
TEHRAN
T»HHfltt*SSAB
(Cottotj »nd/or oth^r polltir.1 •livaioa)
OF
AMERICA
(Nun* el (erritn trrriet office)
George P . Fourier
of the
duly
United
States
commissioned
May,
Vice Consul
of America
at .
and qualified,
Teliraxi I r a n
do hereby
1973
certify
that
bete,re me personally
(D.U)
M r . A.H. Zanganeh
&
—
on this
.
-21"
appeared
M r . A . Chafik
Mr. F . Eshoo'
n o personally
jp^e
known,
subscribed
and known
to,
and
ned by me of the contents
executed
the
to me to be the individual
who
executed
the
annexed
of said instrument
same
freely
and
described
instrument,
Jn,
whose
and
being
They - duly acknowledged
voluntarily
for
the
uses
to
and
me
purposes
i t * WfT
*
In
witness
whereof
official
I have
seal the day and
Vice
Consul
hereunto
set
my
hand
vaar last ahtave
. of the United
and
written.
Stmt03 of
America.
pierever practicable all signature* to a documant should bo included in one certificate.
Compensations
ana
xo
iucui.e
an,
KA
1
of
2.
124
TAXI C O
Mehrabad Airport
TEHRAN
40257
1
ff A W X |
T»Ux 2S75
xaya yxlj
Cobl. TEHRAN AIR TAXI
Dot®
No
Yr. Ref.
RESOLUTION OP THE BOARD OF DIRECTORS
A meeting of the Board of Directors of Air Taxi Company,
a Private Joint Stock Company, registered and formed in
Iran on April 19, 1958, under number 4665 of the CompanyRegistrar's Office (The Company) was held on January 6th,
1973, at the main office of the Company and a valid quorum
"being present, the following decisions were unanimously
adopted:
1 . Mr. A . H . Zanganeh (Mr. Zanganeh) a national-of the
Kingdom-of Iran, resident-of Tehran,-Elahiyeh, No. 65
Khosrovani St., was appointed as the lawful attorney of
the Company with full powers of delegation and substitution, and with the broadest powers to take any action in
the name of and on behalf of the Company required or
deemed advisable to protect and safeguard the interests
of the Company.
2. The said M r . Zanganeh shall have the power to represent
the Company in all matters related to any past, present
or future relationships or agreements with Bell Helicopter Company, Port Worth, Texas, U.S.A. and for this
purpose said M r . Zanganeh shall have complete powers to
negotiate, amend, modify or cancel the present Manufacturer's Poreign Representative Agreement and/or any
amendments thereto and to collect any sums due to the
Company and/or to settle any issue of Commissions and
Compensations and to make any decision concerning the
1 of 2...
125
^JU^!cS
r-S'M
TEHRAN
)
rrAwt > ^
. 402S7
I«L 668992
661967
)
T.l.x 2575
XAYd tr^-
Cobl. TEHRAN AIR TAXI
Dote.
No
Yr. Ref.
Page 2. of 2
method/mode of any payments, transfer of funds, etc.
3. The said M r . Zanganeh shall further have the power to
enter into and sign on behalf of the Company any
agreements with the said Bell Helicopter Company concerning any matter he may deem advisable.
IN WITNESS WHEREOF the Air Taxi Company has caused its
corporate name to be subscribed hereto by its members of
the Board of Directors, and shareholders of 100$ of its
shares, and its corporate seal has been affixed thereon.
Signed by:
A . H . ZANGANEH'
Chairman
2
A. C H A P 0
Director
F. E S H 0 0
Director
CORPORATE S E A D
126
Name
Address
Cables
Telephone
Telex
Established
Capital
Chairman 8. Managing
Director
Director
Equipment
Number of employees
Number of Pilots
Branches
Activities
Distributors in Iran
AIR TAXI COMPANY
Mehrabad Airport, Teheran / Iran
AIRTAXI Teheran / Iran
661967, 668992, 40257
Teheran 257£ (Answer back 2575 A TAXI TN)
May 5 1958
Rials 50,000,000
A.H. Zanganeh
A, Chafik
Self-supporting force for maintenance and operation
of existing fleet of 40 aircraft.
Approximately 300
26
Abadan Airport, Abadan, South Iran
Gonbad, North Iran
Non-scheduled passenger & cargo charters
in Iran and neighbouring countries
Photographic Survey & Agricultural Operations
Light aircraft maintenance services
Air Taxi Co. also has Contracts with the different
important Government Organizations mainly for
maintenance and operation of aircraft belonging to His Imperial Majesty, The Royal Family, The Prime
Ministry and other high ranking Iranian Officials.
1.
2.
3.
4.
5.
Bell Helicopter Co,
Avco Lycoming
Aero Commander
King Radio
Sunair Electronics Inc.
Operational Cost
Equivalent of U . S . $2,200,000 per annum
Bankers
Local Banks Bank Etebarat Iran, Teheran.
Bank Saderat Iran, Teheran.
(excluding imported parts, components etc.)
Foreign Banks Union Bank of Switzerland, Zurich.
First National Bank & Trust Co. Oklahoma City.
127
AIR TAXI
MEHRABAD
INTERNAL
MEMO
J^fdC^fddO.
Dat«..Ap£.i.l.J..9....1.968#
From
A.H. Zanganeh, Managing Director.
To
•qudsk
Meetings were held with Prince Shahriar Chafik
(nephew of His Imperial Majesty) a n d son of
M r , A . Chafik (Partner of Air Taxi Co.), and
Commander Ardalan regarding the Imperial Iranian
Navy's requirements for any kind of logistic
support by Air Taxi C o . - evidently the U N is
studying the purchase of six helicopters with
flotation kits. Among the bidders
are Kaman and
f
Westland. We offered them Bell s model Huey 205 they requested us to submit a comparison chart to
them.
23-554 0 - 78 - 9
—c*>*
128
Manufacturer—Foreign Sales
Representative Agreement
&Hl*tr
Ak.
(>0
129
Or PICK AND FACTORY
TOUT WORTH. TEXAS
BEL
POST
OFFICE
CORPORATION
BOX
482
•
FORT
WORTH
I
TEXAS.
MANUFACTURER
- F O R E I G N SALES REPRESENTATIVE
i
AGREEMENT
THIS AGREEMENT, made and entered into this 2 7 t h d a y of A u g u s t , 1 9 . 5 9 , by and between BELL
HELICOPTER CORPORATION, a Delaware Corporation, (hereinafter called the "Manufacturer"), of P. O.
Box 482, Fort Worth, Texas and
A i r T a x i Company
;
500 Ferriowsi Avp.
Tehran, Iran
of
;
•
(hereinafter called the "Sales Representative"), wherein it i s mutually agreed a s follows:
1. The Manufacturer hereby appoints the Sales Representative a s a Sales Representative for articles
specified in paragraph 2 for it in
IRAN
upon the following t e r m s and conditions:
2. The Sales Representative shall use his best efforts to further the sale of B E L L HELICOPTERS
and helicopter a c c e s s o r i e s and parts (hereinafter s o m e t i m e s referred to as "Manufacturer's products"),
made by Manufacturer for sale through Sales Representatives.
3. All such s a l e s shall be made in accordance with the t e r m s and conditions of BELL'S Standard Export Purchase Agreement at Manufacturer's export list p r i c e s then in effect, and shall be subject to ac, ceptahce by the Manufacturer.
4. To enable Manufacturer to appraise the s a l e s efforts of the Sales Representative, the Sales Representative shall notify the Manufacturer promptly in writing as to the name and address of each prospective
customer contacted by him, and shall make written reports not l e s s than once a month setting forth in detail
the Sales efforts made with respect to each prospect and the status of such efforts, the probable number of
helicopters involved, and the approximate timing as to when an order might be expected.
'5. The Sales Representative shall be compensated on purchases made during the t e r m of this agree. . ment on the following basis:
(a) On purchases by the Sales Representative from the Manufacturer, the Sales Representative
shall be allowed a discount of 10% from the export list price f.a.f of complete standard helicopters and a
discount of 15% f m m the export list price of a c c e s s o r i e s and parts.
(b) On purchases by customers in the territory above referred to, who purchase a s the result of
the efforts of the Sales Representative as shown by the reports received by the Manufacturer from the Sales
Representative prior to the purchase, the Manufacturer will pay the Sales Representative a commission of
10% on the sale price f.a.f. of complete standard helicopters and a commission of 15% on the sale price
of helicopter a c c e s s o r i e s and parts; such commission to become due and payable upon full payment and delivery of the articles purchased. Subsequent purchases of Manufacturer's helicopters by a purchaser shall
entitle the Sales Representative to the above stated commission only when the Manufacturer, in its sole d i s cretion, i s satisfied that such subsequent purchase i s the result of further s a l e s e f f o r t s a s set forth above.
Subsequent purchases of a c c e s s o r i e s and parts by a purchaser shall not entitle the Sales Representative to
.any commission unless the o r d e r i s placed through the Sales Representative and not d i r e c t with the factory.
6. (a) The Manufacturer may from time to time without notice make such changes In its export list
p r i c e s a s it may find desirable.
(b) The Manufacturer r e s e r v e s the right to discontinue the manufacture o r to make changes in
design, specifications, equipment or method of construction of its products or any part.thereof, without
incurring any obligation to install s a m e on helicopters previously sold by it, and no such change shall constitute grounds for refusal to accept delivery by the Sales Representative' nor constitute a variation from
his order a s placed.
(c) This agreement shall not restrict the right of the Manufacturer to negotiate for and make
s a l e s of its products within the above-mentioned territory, and the Manufacturer shall have the right to
exclude particular prospective customers froAi this agreement upon notice to the Sales Representatives.
(d) In order to avoid the use, in connection with Manufacturer's products, of parts and a c c e s s o r i e s which may interfere with the operation, safety or appearance thereof, and in order to maintain the
standard of excellence set by the Manufacturer for its products, the Sales Representative hereby agrees,
to the extent only that it may be lawful for the parties hereto to contract, to use only parts manufactured
or approved by the Manufacturer, in making repairs or doing other s e r v i c e work on Manufacturer's products, and further agrees to the extent only that it may be lawful for the parties hereto to contract, that he
will not purchase for r e s a l e for Manufacturer's products any part or accessory which has not the written
approval of the Manufacturer.
(e) The Sales Representative agrees that he will not purchase, sell, maintain, operate or repair
helicopters, a c c e s s o r i e s or parts other than those manufactured by Manufacturer without its written p e r mission.
( f ) Neither the Representative nor any of his o f f i c e r s , agents, s a l e s m e n , o r employees shall
have the right or authority f o r or on behalf of the M a n u f a c t u r e r to make any p r o p o s a l s , p r o m i s e s , w a r r a n t i e s ,
g u a r a n t e e s , o r r e p r e s e n t a t i o n s with r e s p e c t to the M a n u f a c t u r e r ' s products. Nor s h a l l they, o r any of them,
have any right o r authority to a s s u m e o r c r e a t e any obligation of any kind, e x p r e s s o r implied, on behalf
of the M a n u f a c t u r e r , o r t o e n t e r into contracts in the name of the M a n u f a c t u r e r , o r t o m a k e any p r o m i s e
o r r e p r e s e n t a t i o n with r e s p e c t to any m a t t e r in the n a m e o r on behalf of the M a n u f a c t u r e r , o r to bind the
M a n u f a c t u r e r in any r e s p e c t whatsoever.
xcwcTj
XCRO|
C7r.RO
130
(g) The Sales Re[
jntative shall not transfer or assign In an{
iter whatsoever this a g r e e ment or any part of It, nor any of the rights or benefits accruing under it without the written consent of
the Manufacturer.
(h) The Sales Representative a g r e e s that the decision of the Manufacturer as to any claim,
dispute or controversy between himself and any other Sales Representative of Manufacturer or a s to the
Sales Representative* s right to discounts or c o m m i s s i o n s shall be conclusive and binding.
(i) This agreement i s made and executed at
F o r t Worth. T e x a s
and i s
to be governed by and construed according to the laws ol the State ol T e x a s , provided, however, that any
provisions herein which may in any w i s e contravene the laws of any country, state or jurisdiction, shall
not be a part of this agreement, if executed by any Sales Representative who i s to deal in the products
of the Manufacturer in any such country, state or jurisdiction.
0 ) The Sales Representative a g r e e s not to use the Manufacturer's registered trade-marks or
names, or anything closely resembling s a m e , a s part of the corporate or business name of the Sales Representative in any manner which the Manufacturer considers misleading, detrimental or objectionable.
(k) Upon termination of this agreement, the Sales Representative shall discontinue the use of
all signs, placards and stationery likely to lead to misunderstanding or uncertainty on the part of potential
purchasers of Manufacturer's products.
(1) The Sales Representative acknowledges the validity of Manufacturer's patents, copyrights
and trade-marks and a g r e e s not to infringe or a s s i s t others, in the infringement of such rights and a g r e e s
to cooperate fully with Manufacturer In the protection thereof. The Sales Representative further a g r e e s
to disclose to Manufacturer any inventions or improvements for use on or in connection with its products
which may be made by the Sales Representative, his employees, or representatives and hereby g i v e s Manufacturer the option to purchase for a reasonable sum, rights to arjy such inventions or improvements
within six months from the date Manufacturer r e c e i v e s such disclosure thereof.
7. This agreement shall become effective on the date thereof and shall continue for a period of one
year from said date except when terminated by either:
' (a) Written notice of termination delivered personally or mailed to the other party, by r e g i s tered or ordinary mail, to be effective sixty (60) days after the date of personal delivery or mailing of
such notice, except In instances in which the notice specifies an effective date, in which event termination shall be effected on such specified date or on the date of expiration of the sixty (60) day period
following the date of personal delivery o r mailing of such notice, whichever i s later, or
(b) After expiration of this agreement or after notice of termination under subdivision (a) of
this paragraph, the Sales Representative shall continue his rights and duties a s Sales Representative to the
extent only of purchase agreements of the Sales Representative and of c u s t o m e r s who purchase a s a r e sult of the efforts of such Sales Representative accepted by the Manufacturer and supported by s a t i s f a c tory irrevocable letters of credit for the full purchase price received by the Manufacturer in the United
States prior to the expiration date of the agreement or of such notice of termination. The Manufacturer
shall,- at its option* have the right to cancel any and all orders for products placed by the Sales Representative or customers procured by the Sales Representative and not delivered by the Manufacturer prior to the
e v i r a t i o n of the agreement or of siich notice except as above provided and except orders covering products the resale of which has been contracted for by the Sales Representative. Nothing contained in this
agreement shall be d e e m e d t o ' p r e v e n t t h e M a n u f a c t u r e r , alter the s e r v i c e of such notice and before t h e explration thereof, from negotiating and contracting for the appointment of a new Sales Representativefor the same territory or a part thereof, such appointment to become effective not earlier than such e x piration date. Neither party s h a l l be liable-to the other for damages of any kind or character whatsoever
on account of such termination whether such damages may arise from manufacture of helicopters or parts,
failure to fill orders hereunder, or from the l o s s of present or prospective profits on s a l e s or expenses incurred in connection therewith, or expenses or investments made or incurred in connection with the establishment, development or maintenance of the Sales "Representative's business, o r from any other cause,
claim or consideration whatsoever. In the event of such termination or the expiration of this agreement,
the Manufacturer shall for thirty (30) days thereafter have the first right or option to purchase any and
all Bell helicopters and parts which the Sales Representative may own or have an interest in on the date of
such termination or expiration at the Manufacturer's invoice price at the time of purchase (net of d i s counts, allowance or adjustments) to the Sales Representative, plus freight.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be duly executed a s of
the day and year first above written.
D2-1S rw REV. 457
_
__
xewo^^
_
i"*ERO
_
fxrro
131
B E L
L < 2 ^ ^ J E E E P F A R COBPORANOM
Fort Worth 1, Texas
RIDER NUMBER
ONB
to Manufacturer-Foreign Sales Repre-
sentative Agreement between BELL HELICOPTER CORPORATION and
Air Taxi Company, Tehran, Iron
day of
August
, the
%
1959
27th
.
This Rider Agreement is hereby incorporated in the aforesaid
Sales Representative Agreement, and the parties agree that all
discounts allowable to the Manufacturer-Foreign Sale3 Representative
by the Manufacturer under the terms of such agreement shall be the
fixed sum of Six Thousand ($6,000.00) Dollars per helicopter when
such helicopter is of the Model U7J configuration, and sold pursuant
to the Bell price change notice effective September 1, 19S7.
This Rider is effective the
19 59
day of
August
~
#
,
AIR TAXI COMPANY
Title
27th
BELL HELICOPTER CORPORATION
JFredricix xshoo
Meiaber
'
Board of Direction
Witness
Vice President
Witness
-J cc°v •
132
I3EUL. H E L I C O F > X E R
RIDER NUMBER
TWO
oomfvknv
to Manufacturer-Foreign Sales Representative
Agreement between BELL HELICOPTER COMPANY, Division of Bell Aerospace
Corporation, and AIR TAXI COMPANY f Teheran, Iran
dated the 27th
day of
,
August» 1959
This Rider Agreement is hereby incorporated in the aforesaid Sales
Representative Agreement and the parties agree as follows:
1. Since Bell Helicopter Corporation has assigned and sold all
its business including its rights in the aforesaid Sales
• Representative Agreement to Bell Helicopter Company, Division
of Bell Aerospace Corporation, wherein the agreement now
reads Bell Helicopter Corporation or "Manufacturer," it shall
hereafter be deemed to mean Bell Helicopter Company.
2«
The Sales Representative Agreement shall be continued for an
additional period terminating December 31, 1961.
3»
All other terms and conditions of said agreement shall remain
in full force and effect.
This Rider is effective the
4th
day of
November, 1960
AIR TAXI COMPANY
BELL HELICOPTER COMPANY
Division of
Bell Aerospace Corporation
By Fro^r&cl: ^ahocT
By
Title
Title
A&a» C?£ico£r
Witness
Witness
^
133
-fe^fc
RIDER NUMBER
THREE
i
*
to Manufacturer-Foreign Sales Representative
Agreement between BELL H E L I O O T E M t t M P A N ^
Aerospace Corporation, a
of Bell
^ A I R TAXI COMPANY, Teheran, Iran
^
, 19 59
.
This Rider Agreement is hereby incorporated in the aforesaid Sales
Representative Agreement, and the parties agree that all discounts
allowable to the'Manufacturer-Foreign Sales Representative by the
Manufacturer under the terras of such agreement shall be the fixed sum
I
'
.
of Six Thousand Five Hundred ($6,500.00) Dollars per helicopter when
.such helicopter is of the Model 47J configuration, and sold pursuant'
to the Bell price change notice effective May 1, 1961.
BELL HELICOPTER COMPANY
• Division of
Bell Aerospace Corporation
AIR TAXI COMPANY
By
Title
//. r p U . ^
^
Witness
y
->
Title
Vice President-Contracts
Witness
134
B E L L
Rider Number
H E L I C O P T E R
cOMmNY
to Manufacturer-Foreign Sales Representative
Agreement, between BELL HELICOPTER COMPANY, a division of Bell Aerospace
Corporation, and
AIR X M H OOKMfflf, Teheran, Iran
dated August 27
19
59 .
This Rider Agreement is hereby incorporated in the aforesaid Sale^
Representative Agreement, and the parties agree that the Agreement is
to be continued for an additional period of one year, said additional
year commencing on
January 1
19^2
All other terms and
conditions of said Agreement shall remain in full effect and validity
for this additional term.
This Rider is effective the
AIR TAXI COMPANY
By
/J . '
Title
^
Witness
day of
y ^
J a n u a r y
19
62
BELL HELICOPTER COMPANY
a division of
Bell Aerospace Corporation
,
y
w
l s t
X
By
—X?
t's&C^-C^/j
—f
Title Vice President-Contracts
Witness
135
RIDER NUMBER
r^,
to Manufacturer Foreign Sales Representative
Agreement between BELL HELICOPTER COMPANY, a Division of Bell
Aerospace Corporation, and
t h e
A T ^ X' "J •"'--"""'.V'-.y
.?7th
d a
V
o f
n
-f - xl
rU^tr*
•
1 9
S9-'
This Rider Agreement is hereby incorporated in the aforesaid Sales
Representative Agreement, and the parties agree that all discounts
allowable to the Manufacturer-Foreign Sales Representative by the
Manufacturer under the terms of such agreement shall
be the fixed
sum of Seven Thousand ($7,000,00) Dollars per helicopter when
such helicopter is of the Model 47J configuration, and sold pursuant
to the Bell price change notice effective January 1, 1963.
ftT* TV<T Cfy.'AWY
Title
MANAG-IIft*^DIRECTOR
Witness
BELL HELICOPTER COMPANY
Division of
Bell Aerospace Corporation
Title Authorized Representative
w i t n e s s
-J?-, -
--Vr C i
136
RIDER NUMBER
SIX
to Manufacture) -".oreign Sales Representative
Agreement between BELL HELICOPTER COMPANY, a division of Bell
Aerospace Corporation, and
AIR TAKI COMPANY, Teheran, Irr.q
dated
August 27,
1 9
59
This Rider Agreement is hereby incorporated in the aforesaid Sales
Representative Agreement, and the parties agree that the Agreement
is to be continued for an additional period of one year, said
additional year commencing on
January 1,
19
.
All
other terms and co nditions of said Agreement shall remain in full
effect and validity for this additional term.
This Rider is effective the
AIR TAXI CDMPAHY
By
t ;
—
Title M A N A G I N G
Witness
l s t
day of
1 Q
BELL HELICOPTER COMPANY
Division of
Bell Aerospace Corporation
By
DIRECTOR
January
Title
Witness
r
/> f)
Authorized Representative
,
137
RIDER NUMBER
SSVEH
t o Manufacturer-Foreign S a l e s
Representa-
t i v e Agreement b e t w e e n BELL HELICOPTER COMPANY, a D i v i s i o n o f B e l l
Aerospace
/AIR TAXI CO.'TANY, Teheran, Iran
Corporation, and
27th
dated the
day o f
August
19 5 9
.
T h i s Rider Agreement i s hereby i n c o r p o r a t e d i n the a f o r e s a i d S a l e s
R e p r e s e n t a t i v e Agreement and t h e p a r t i e s a g r e e t h a t a l l c o m m i s s i o n s a l l o w a b l e
. t o t h e S a l e s R e p r e s e n t a t i v e by t h e M a n u f a c t u r e r under t h e t e r m s o f s u c h A g r e e m e n t , when such h e l i c o p t e r i s o f t h e Model 204 c o n f i g u r a t i o n , and s o l d p u r s u a n t t o t h e t h e n c u r r e n t B e l l Model 204 c o m m e r c i a l p r i c e l i s t , s h a l l be
•follows:
(a)
F i f t e e n t h o u s a n d d o l l a r s ( $ 1 5 , 0 0 0 ) on e a c h complete©
s t a n d a r d Model 204 h e l i c o p t e r .
Ten p e r c e n t (10%) on e a c h p a r t , component or a c c e s s o r y s o l d s e p a r a t e l y and m a n u f a c t u r e d by M a n u f a c t u r e r .
(b)
The a b o v e c o m m i s s i o n s on h e l i c o p t e r s s h a l l a p p l y t o s a l e s o f f o u r
( 4 ) or l e s s s h i p s .
I f t h e s a l e i s f o r more t h a n f o u r ( 4 ) s h i p s , M a n u f a c t u r e r
and S a l e s R e p r e s e n t a t i v e a g r e e t o n e g o t i a t e s p e c i a l c o m m i s s i o n s a p p l i c a b l e t o
such s a l e .
S a l e s R e p r e s e n t a t i v e a c k n o w l e d g e s and a g r e e s t h a t M a n u f a c t u r e r h a s
no o b l i g a t i o n s w h a t s o e v e r t o pay c o m m i s s i o n s t o S a l e s R e p r e s e n t a t i v e on a n y
s a l e which r e s u l t s from:
(1)
An o r d e r p l a c e d by a f o r e i g n g o v e r n m e n t t h r o u g h t h e
U n i t e d S t a t e s G o v e r n m e n t , or
An o r d e r p l a c e d by t h e U n i t e d S t a t e s Government f o r
d e l i v e r y t o a f o r e i g n government pursuant t o t h e
F o r e i g n A s s i s t a n c e A c t or o t h e r s i m i l a r U n i t e d S t a t e s
Government p r o g r a m s .
(2)
T h i s R i d e r A g r e e m e n t s h a l l be and i s e f f e c t i v e on and a s o f
day of
Jung
, 19 6 3 .
21st
BELL HELICOPTER COMPANY
D i v i s i o n of B e l l Aerospace
t
AIR TAXI COMPANY
B
y
Title
.
T'y
T.-AA-M
*
B
;
• U s t * '—""
Corporation
y
Title
A u t h o rize
i z ei ^ ji j f Fe p r e s e n t a t i v c
C'll^
(Witness)
the
-/J.A
A
- ccS
^
(Witness)
/.''2V/A
6-
138
BELL
HELICOPTER OO
V
/ IF»
m
/ my
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
This Agreement made.
1 April
, 19
, between BELL H E L I C O P T E R
COMPANY,
Division of Bell Aerospace Corporation (hereinafter called "Bell"), and
Mshrabad
Air /axi Company
of
Tehran,
Hrport
Iran
(hereinafter called the "Representative") is made for the purpose of defining the rights and obligations of the parties.
If there has been a Manufacturer's Foreign Dealer Agreement or .a Manufacturer's Foreign Sales Representative Agreement in effect between the parties, this agreement is a continuation of such relationship, but the terms of this agreement supersede and replace completely all prior agreements.
The parties mutually agree:
L A P P O I N T M E N T AND T E R R I T O R Y .
Bell appoints the Representative to sell in
IrftH
the Bell products listed in Schedule A of this Agreement (hereinafter called the Listed Products). Bell shall have the
right to make sales of Listed Products to any local or national government within the Territory, or any agency or instrumentality of such government, whether such sales are made directly by Bell or indirectly through the United
States Government.
2. AGREEMENTS OF REPRESENTATIVE.
The Representative agrees:
(a) To use his best efforts —
(1) To promote the reputation and the sale of the Listed Products in the Territory.
(2) To obtain offers to purchase such products from responsible purchasers in the form of Bell's Standard
Export Purchase Agreement at Bell's export list prices then in effect.
(3) Promptly to transmit to Bell any such offers for Bell's acceptance or rejection.
(b) To furnish necessary technical advice and product support to customers including:
(1) Advise customers relative to technical specifications and available configurations of Listed Products.
(2) Assist in and/or conduct demonstrations of Listed Products.
(3) Assist and advise customers in the proper operation and maintenance of Listed Products.
(-1) Serve in a liaison capacity between the customers and Bell.
p ) Assist die customer in spare parts support for the Listed Products.
139
(6) Render technical advicc and product support on a continuing basis and especially during the post delivery
period.
(c) T o display, advertise and offer for sale only that part of the Bell product line which has been incorporated as
Listed Products in this Agreement.
(d) T o permit Bell to inspect his facilities at any time during business hours and to furnish such reports pertaining
to his business in the Listed Products as Bell may reasonably request.
(e) T o be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale
of the Listed Products.
(f) To.permit in any settlement of accounts between the parties an offset of amounts due the Representative for
commissions or other rtasons against indebtedness of the Representative to Bell.
(g) In order to avoid the use in connection with Bell helicopters of parts or equipment which may interfere with
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to sell and/or use
only Bell approved parts for purpose of' the maintenance and overhaul of the Listed Products.
3. AGREEMENTS O F BELL.
Bell agrees:
(a) To support the Representative in his efforts to promote the sale of the Listed Products, to furnish appropriate
sales literature and descriptions of such products, to refer inquiries received from prospective purchasers within the
Territory, and generally to render such sales assistance as may in Bell's sole judgment be reasonable and appropriate,
without assuming any responsibility for the Representative's sales efforts or any obligation to render assistance beyond
what in Bell's sole discretion is. deemed adequate.
(b) T o permit the Representative to use the Bell Helicopter name and trademark in connection with sales of the
Listed Products, but only to the extent and under the conditions which Bell may in writing approve.
(c) T o sell and deliver the Listed Products for which the Representative has obtained Bell's Standard
Export
Purchase Agreements acceptablc to Bell and not unreasonably to withhold acceptance of offers to purchase such
products obtained by the Representative.
(d) T o pay to the Representative compensation as provided in the next succeeding paragraph.
4. COMMISSIONS PAYABLE T O T H E REPRESENTATIVE.
(a) Subject to paragraphs (b) and (c) below, Bell will pay commissions to the Representative at the rates provided in Schedule A of this Agreement on all sales of the Listed Products made in accordance with Bell's Standard
Export Purchase Agreement and concluded by delivery within the Territory.
(b) Bell will pay fair commissions to be negotiated where a sale of Listed Products is made directly by Bell to any
local or national government within the Territory or to any agency or instrumentality of such government.
4*) Bell will pay fair commissions to be negotiated where a Listed Product is delivered by or by direction of the
United States Government or any agency or instrumentality thereof to a national or fdcal t ^ e r n m e n t within- the
Territory or to any agency or instrumentality thereof, if, but only if:
(1) The Representative was active in developing the requirement for. and llie purchase of, the Listed Product,
and
140
(2) At the time of the initial contractual negotiations between Bell and the United States Government, the
Representative had advised Bell that the Listed Product was to be so delivered.
(d) All negotiated commissions shall be due and payable at the time agreed upon between Bell and the Representative in such negotiations. All other commissions shall be due and payable upon the completion of each Standard Export
Purchase Agreement by the delivery of the required products and receipt by Bell of full payment therefor. All commissions will be calculated oti F.O.B. or fly-away prices, Bell factory.
5. GENERAL AGREEMENTS.
(a) T h e relation created by this Agreement is that of Manufacturer and independent Representative, and neither
the Representative nor any of his officers, agents, salesmen or employees shall have any right or authority —
(1) T o conduct any business in the name of or for the account of Bell.
(2) T o make any proposals, promises, warranties, guaranties or representations with regard to any Bell product.
(3) T o assume or create any obligation of any kind, express or implied, on behalf of'Bell.
(4) T o enter into contracts or commitments in the name of Bell.
(5) T o make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6) T o bind Bell in any respect whatsoever.
(b) Bell may from time to time, without notice, make such changes in its Standard Export Purchase Agreement
and its export list prices as Bell may determine, but no such change shall apply to any orders for which Bell shall have
previously accepted its Standard Export Purchase Agreement.
(c) Schedule A hereto may from time to time be revised in any respect by mutual agreement of the parties expressed by their official signatures upon such revision, without affecting any other provision of this Agreement, but no
letter, telegram or other communication between the parties hereto shall become a part of or in any way modify or
change this Agreement unless it is distinctly stated in such communication that it is to becomc a part of this Agreement by attachment thereto and bears the official signatures of both parties, which may be accomplished by separate
signatures of duplicate counterparts of such communication and exchange of same.
(d) This Agreement is to be governed by and construed under the laws of the State of New York, U.S.A. If any
provision of this Agreement shall be considered or held by any authority or court having jurisdiction over one of the
parties or over the subject matter of this contract to be prohibited and/or void, such action shall not affect the validity
of the remaining provisions of this Agreement which shall be considered separable from the prohibited or void provision and this Agreement shall thereupon be deemed to be written, or to be re-written, as the case may be, without
such prohibited or void provision.
(e) The Representative shall not transfer or assign this Agreement or any part of it in any manner without the
written consent of Bell.
6. TERM AND TERMINATION.
(a) This Agreement shall become effective on the date hereof and shall continue until the following December
31st and thereafter for periods of one (1) year until terminated by written notice of termination delivered personally
or mailed to the other partv. by registered, certified or regular mail, to be effective on a date specified in such notice
which shall he noi less than sixty (TiCM days after the delivery or mailing of such notice. In the following cirrumstances
this Agreement can be terminated at any time by either party effective immediately upon receipt of notice of termination:
141
(1) Death or incapacity of the Representative.
(2) The institution of any proceedings by or against the Representative under any bankruptcy or insolvency
law.
(3) Any breach by or failure of the other party to comply with any of the provisions of this Agreement which
shall have remained uncorrected for thirty (30) days after written notice thereof.
(b) Notwithstanding any such termination, the Representative shall be entitled to commissions upon sales pursuant to
Standard Export Purchase Agreements for Listed Products accepted by Bell prior to the effective date of termination,
when and if Bell receives full payment therefor.
(c) The Representative shall not be entitled to receive any termination payment or compensation of any nature
because of termination of this Agreement.
(d) Neither party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from manufacture of helicopters or parts, or from the loss of prospective
profits or commissions on sales or expenses incurred or investments made in connection with the establishment, development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
7. SUCCESSION.
This Agreement shall be binding upon and inure to the benefit of Bell and any person, firm or corporation succeeding to all or substantially all of the helicopter manufacturing business now conducted by Bell.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and
year first above written.
A12 TAXI''C®!PAKV
BELL HELICOPTER COMPANY
Division of Bell Aerospacc Corporation
Representative
.^jraaMsso . i ^ B S ^ r r ; . ? ! ^ ,
Witness
/
Witness
142
©
BELL
HELICOPTER
CX>MBVNY
DIVISION o r T E X T R O N I N C .
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
This Agreement made
June
1 5 , 19 7 0
, between BELL HELICOPTER COMPANY,
Division of Bell Aerospace Corporation (hereinafter called "Bell"), and
- ._
Air Taxi Company
of
Mehrabad Airport
r a n , Iran
Tch
(hereinafter called the "Representative") is made for the purpose of defining the rights and obligations of the parties.
If there has been a Manufacturer's Foreign Dealer Agreement or a Manufacturer's Foreign Sales Representative Agreement in effect between the parties, this agreement is a continuation of such relationship, but the terms of this agreement supersede and replace completely all prior agreements.
The parties mutually agree:
I. APPOINTMENT AND TERRITORY.
Bell appoints the Representative to sell in
Iran
the Bell products listed in Schedule A of this Agreement (hereinafter called the Listed Products). Bell shall have the
right to make sales of Listed Products to any local or national government within the Territory, or any agency or instrumentality of such government, whether such sales are made directly by Bell or indirectly through the United
States Government.
2. AGREEMENTS OF REPRESENTATIVE.
The Representative agrees:
(a) To use his best efforts —
(1) To promote the reputation and the sale of the Listed Products in the Territory.
(2) To obtain offers to purchase such products from responsible purchasers in the form of Bell's Standard
Export Purchase Agreement at Bell's export list prices then in effect.
(3) Promptly to transmit to Bell any such offers for Bell's acceptance or rejection.
(b) To furnish necessary technical advice and product support to customers including:
(1) Advise customers relative to technical specifications and' available configurations of Listed Products.
(2) Assist in and/or conduct demonstrations of Listed Products.
(3) Assist and advise customers in the proper operation and maintenance of Listed Products.
(4) Serve in a liaison capacity between the customers and Bell.
(5) Assist the customer in spare parts support for the Listed Products.
143
(6) Render technical advice and product support on a continuing basis and especially during the post delivery
(c) To display, advertise and offer for sale only that part of the Bell product line which has been incorporated as
Listed Products in this Agreement.
(d) To permit Bell to inspect his facilities at any time during business hours and to furnish such reports pertaining
to his business in the Listed Products as Bell may reasonably request
(e) To be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale
of the Listed Products.
(f) To permit in any settlement of accounts between the parties an offset of amounts due the Representative for
commissions or other reasons against indebtedness of the Representative to BelL
(g) In order to avoid the use in connection with Bell helicopters of parts or equipment which may interfere with
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to sell and/or use
only Bell approved parts for purpose of the maintenance and overhaul of the Listed Products.
3. AGREEMENTS OF BELL.
Bell agrees:
(a) To support the Representative in his efforts to promote the sale of the Listed Products, to furnish appropriate
sales literature and descriptions of such products, to refer inquiries received from prospective purchasers within the
Territory, and generally to render such sales assistance as may in Bell's sole judgment be reasonable and appropriate,
without assuming any responsibility for the Representative's sales efforts or any obligation to render assistance beyond
what in Bell's sole discretion is deemed adequate.
(b) To permit the Representative to use the Bell Helicopter name and trademark in connection with sales of the
Listed Products, but only to the extent and under the conditions which Bell may in writing approve.
(c) To sell and deliver the Listed Products for which the Representative has obtained Bell's Standard Export
Purchase Agreements acceptable to Bell and not unreasonably to withhold acceptance of offers to purchase such
products obtained by the Representative.
(d) To pay to the Representative compensation as provided in the next succeeding paragraph.
4. COMMISSIONS PAYABLE TO THE REPRESENTATIVE.
(a) Subject to paragraphs (b) and (c) below, Bell will pay commissions to the Representative at the rates provided in Schedule A of this Agreement on all sales of the Listed Products made in accordance with Bell's Standard
Export Purchase Agreement and concluded by delivery within the Territory.
(b) Bell will pay fair commissions to be negotiated where a sale of Listed Products is made directly by Bell to any
local or national government within the Territory or to any agency or instrumentality of such government.
(c) Bdl will pay fair commissions to be negotiated where a Listed Product is delivered fay or by direction of the
United States Government or any agency or instrumentality thereof to a national or .local government within the
Territory or to any agency or instrumentality thereof, if, but only if:
(1) The Representative was active in developing the requirement for, and the purchase of, the Listed Product
(no commissions shall be payable for grant-in-aid deliveries), and
http://fraser.stlouisfed.org/ 23-554 O Federal Reserve Bank of St. Louis
78 - 10
144
(2) At the time of the initial contractual negotiations between Bell and the United States Government, the
Representative had advised Bell that the Listed Product was to be so delivered.
(d) All negotiated commissions shall be due and payable at the time agreed upon between Bell and the Representative in such negotiations. All other commissions shall be due and payable upon the completion of each Standard Export
Purchase Agreement by the delivery of the required products and receipt by Bell of full payment therefor. All commissions will be calculated on F.O.B. or fly-away prices, Bell factory.
5. GENERAL AGREEMENTS.
(a) The relation created by this Agreement is that of Manufacturer and independent Representative, and neither
the Representative nor any of his officers, agents, salesmen or employees shall have any right or authority —
(1) To conduct any business in the name of or for the account of Bell.
(2) To make any proposals, promises, warranties, guaranties or representations with regard to any Bell product.
(3) To assume or create any obligation of any kind, express or implied, on behalf of Bell.
(4) To enter into contracts or commitments in the name of Bell.
(5) To make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6) To bind Bell in any respect whatsoever.
(b) Bell may from time to time, without notice, make such changes in its Standard Export Purchase Agreement
and its export list prices as Bell may determine, but no such change shall apply to any orders for which Bell shall have
previously accepted its Standard Export Purchase Agreement
(c) Schedule A hereto may from time to time be revised in any respect by mutual agreement of the parties expressed by their official signatures upon such revision, without affecting any other provision of this Agreement, but no
letter, telegram or other communication between the parties hereto shall become a part of or in any way modify or
change this Agreement unless it is distinctly stated in such communication that it is to become a part of this Agreement by attachment thereto and bears the official signatures of both parties, which may be accomplished by separate
signatures of duplicate counterparts of such communication and exchange of same.
(d) This Agreement is to be governed by and construed under the laws of the State of New York, U.S.A. If any
provision of this Agreement shall be considered or held by any authority or court having jurisdiction over one of the
parties or over the subject matter of this contract to be prohibited and/or void, such action shall not affect the validity
of the remaining provisions of this Agreement which shall be considered separable from the prohibited or void provision and this Agreement shall thereupon be deemed to be written, or to be re-written, as the case may be, without
such prohibited or void provision.
(e) The Representative shall not transfer or assign this Agreement or any part of it in any manner without the
written consent of Bell.
6. TERM AND TERMINATION.
(a) This Agreement shall become effective on the date hereof and shall continue until the following December
31st and thereafter for periods of one (1) year until terminated by written notice of termination delivered personally
or mailed to the other party, by registered, certified or regular mail, to be effective on a date specified in such notice
which shall be not less than sixty (60) days after the delivery or mailing of such notice. In the following circumstances
this Agreement can be terminated at any time by either party effective immediately upon receipt of notice of termination:
145
(1) Death or incapacity of the Representative.
(2) The institution of any proceedings by or against the Representative under any bankruptcy or insolvency
law.
(3) Any breach by or failure of the other party to comply with any of the provisions of this Agreement which
shall have remained uncorrected for thirty (30) days after written notice thereof.
(b) Notwithstanding any such termination, the Representative shall be entitled to commissions upon sales pursuant to
Standard Export Purchase Agreements for Listed Products accepted by Bell prior to the effective date of termination,
when and if Bell receives full payment therefor.
(c) The Representative shall not be entitled to receive any termination payment or compensation of any nature
because of termination of this Agreement.
(d) Neither party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from manufacture of helicopters or parts, or from the loss of prospective
profits or commissions on sales or expenses incurred or investments made in connection with the establishment, development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
7. SUCCESSION.
This Agreement shall be binding upon and inure to die benefit of Bell and any person, firm or corporation succeeding to all or substantially all of the helicopter manufacturing business now conducted by Bell
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and
year first above written.
AIR TAXI COMPANY
(Title)-
A«H. ^Zongoneii
Managing Director
BELL HELICOPTER COMPANY
Divisipirof^itran Inc.
(Title).
\S
Witness
Witness
146
HELICOPTER COMPS^JSIY
SCHEDULE A
(To Manufacturer's Foreign Representative Agreement Dated. 6 - 1 5 - 7 0
LISTED PRODUCTS AND APPLICABLE COMMISSIONS
The Representative is authorized to solicit orders for the Listed Products set forth below in accordance with the
terms contained in the Manufacturer's Foreign Representative Agreement to which this Schedule is attached. The
commissions payable to the Representative in accordance with Section 4(a) of such Agreement are set forth below.
Cgwrif Oat (1) to Five (5) Helicopters;
Commission on Basic Helicopters
Listed Products
47 S e r i e e
205A
206A
U I I - I , OH-13, AH-10
7.5%
7.5%
To b e n e g o t i a t e d
Standard Export Purchase Agreementi Covering More Than Five (5) Hdicopters:
lilted Products
Commission
Same products as listed above
To be Negotiated
Standard Export Purchase Agreements Covering Spare Parts and Accessories:
Listed Products
Commission on Spare Parts and Accessories
Spare Parts & Accessories
applicable to products listed above
101
Dry and Wet Chemical A p p l i c a t o r s ,
Nozzles and Related Engine and
Airframe Parts required for
Applicator Installation
10%
Engines and Engine Parts other than
associated with applicator
Installation and accessories
To be negotiated
Special
To be negotiated
Equipment
This Schedule A revision is
15 J u n e 1970
AIR TAXI COMPANY
BELL HELICOPTER COMPANY
Division<jfTexftt>ttInc.
^
\
A , II. Z d n g a n e U
(Title)-
Imaging director
(Tin*)
Witnes!
K« Iranzad
Witness
(
A
Authorized
^
L
Representative
147
BELL HEUCOPTER ooMmw
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
AMENDMENT NO, I
This Amendment Number 1 to the Manufacturer's Foreign Representative
Agreement made between Bell Helicopter Company, Division of Textron, Inc.
(hereinafter called Bell), and Air Taxi Company of Mehrabad Airport, Tehran,
Iran (hereinafter called the Representative), is made for the purposes of
further defining the rights and obligations of the parties under the
Manufacturer's Foreign Representative Agreement made between Bell and the
Representative on the 15th day of June 1970 • This Amendment recognizes
the contributions made by the Representative in concluding the consummation
of the major programs as set forth below.
WITNESSETH:
It is agreed between Bell and the Representative that this Amendment
Number 1 shall be considered the governing agreement specifying the
obligations and rights of the parties concerning the sale by Bell of the Bell
products and services listed below to the Imperial Iranian Government and
concluded by delivery of such Bell products. The program anticipated
consists of:
151
83
244
211
Model 206A/OH-58A
Model 205A/UH-1
Model 209/AH-1J
Model 214
Related spare parts, accessories, equipment,
tooling, services, training or data
148
BELL HEUOOPTER ©
o
m
w
m
m
y
Page No. 2
A.
Bell will pay to the Representative a commission of 2,5%
of the value of any contract executed between Bell and the
Imperial Iranian Government for the delivery of any or all
of the Listed Products.
B.
Bell will pay to the Representative a commission of 2.5% of the
i
• value of any contract Bell receives from the U.S. Government
for the purchase and delivery of helicopters resulting from a
contract between the U.S. Government and the Imperial
Iranian Government.
C.
In the event that the Imperial Iranian Government elects to
procure products, other than helicopters, through the U.S.
Government, Bell shall incur no obligation to pay any
commissions to the Representative.
D.
Commissions shall become payable to the Representative
upon delivery of the Listed Products and receipt by Bell of
payment thereof. In the event Bell obtains advance payments
from the Imperial Iranian Government for the Listed Products
contracted for between Bell and the Imperial Iranian Government,
Bell shall pay to the Representative as advance commissions,
2.5% of those advance payments received. Upon receipt of final
149
BBU> HBUOOPTBR
Page No. 3
payments from the Imperial Iranian Government, Bell shall
liquidate the advance commissions paid to the Representative
at the time of payment of the final commission.
This Amendment shall become effective on 1 April 1972 and
shall continue until terminated in accordance with Item 6,
Term and Termination, of the basic Manufacturer's Foreign
Representative Agreement, dated 15 June 1970.
F.
All provisions of the basic Manufacturer's Representative
Agreement, dated 15 June 1970, not specifically amended here*
in, remain unchanged.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the day and year set forth below:
BELL HELICOPTER COMPANY
Division of Textron Inc.
By
(Title) Vice Pres ./'Program Management
(Title) Chairman & Managing Director
Date
Date
150
BEt_l_ H E L I C O P T E R C
O
M
P
A
N
Y
M A N U F A C T U R E R ' S FOREIGN REFRE SENTATPTE AGREEMENT
A M E N D M E N T N0.1
T h i s Amendment Number 1 to the Manufacturer's Foreign Representative
A g r e e m e n t m a d e between Bell Helicopter Company, Division of Textron,
I n c . (hereinafter called Bell), and Air Taxi Company of M e h r a b a d Airpor
T e h r a n , Iran (hereinafter called the Representative), is m a d e for the
p u r p o s e s of further defining the rights and obligations of the p a r t i e s
under the Manufacturer's Foreign Representative Agreement m a d e between
B e l l and the Representative on the 15th day of June 1970.
This
A m e n d m e n t recognizes the contributions m a d e b y the R e p r e s e n t a t i v e in
concluding the consummation of the m a j o r programs as set forth b e l o w .
WITNESS]
It is agreed b e t w e e n Bell and the Representative that this Amendmdn
N u m b e r 1 shall b e considered the governing agreement specifying the
o b l i g a t i o n s and rights of the p a r t i e s concerning the sale b y Bell of
t h e Bell products and services listed below to the Imperial Iranian
G o v e r n m e n t and concluded b y delivery of such Bell p r o d u c t s . T h e
p r o g r a m anticipated consists of:
151
83
244
211
Model
Model
Model
Model
206A/OK-5SA
205A/UH-1
209/AH-l.J
214
R e l a t e d spare p a r t s , accessories, equipment,
t o o l i n g , services, training, or data
A.
Bell w i l l p a y to the Representative a commission of 2.5%
of the value of any contract executed b e t w e e n Bell and the
Imperial Iranian Government for the delivery of any or all
of the Listed P r o d u c t s .
4
151
EJEL-L. H E L I C O P T E R C
O
M
P
A
N
Y
Page No.2
B.
Bell"will p a y to the Representative a commission of 2.5% of the
v a l u e of any contract Bell receives from the U . S . G o v e r n m e n t for
the p u r c h a s e and delivery of helicopters resulting from a contract
b e t w e e n the U . S . Government and the Imperial Iranian G o v e r n m e n t .
C.
In the event that the Imperial Iranian Government elects to p r o c u r e
p r o d u c t s , other than h e l i c o p t e r s , through the U . S . G o v e r n m e n t , Bell
shall incur no obligation to p a y any commissions to the R e p r e s e n t a t
D.
C o m m i s s i o n s shall b e c o m e p a y a b l e to the Representative upon deliver
of the Listed Products and receipt b y Bell of p a y m e n t t h e r e o f .
In
the event Bell obtains advance payments from the Imperial Iranian
G o v e r n m e n t for the Listed Products contracted for b e t w e e n Bell and
the Imperial Iranian G o v e r n m e n t , Bell shall p a y to the R e p r e s e n t a t i
as advance commissions, 2.5% of those advance p a y m e n t s r e c e i v e d .
Upon receipt of final p a y m e n t s from the Imperial Iranian G o v e r n m e n t
Bell shall liquidate the advance commissions p a i d to the R e p r e s e n t s
tive at the time of p a y m e n t of the final commission .
T h i s A m e n d m e n t shall b e c o m e effective on A p r i l 1, 1972, and shall
continue until terminated in accordance w i t h Item 6, Term a n d
T e r m i n a t i o n , of the b a s i c M a n u f a c t u r e r ' s Foreign R e p r e s e n t a t i v e
A g r e e m e n t dated 15 June 1 9 7 0 .
F.
A l l p r o v i s i o n s of the b a s i c Manufacturer's R e p r e s e n t a t i v e
A g r e e m e n t , dated 15 June 1970, not specifically amended h e r e i n ,
remain unchanged
152
BELL. HELjeor^rere comwny
0
Page No. 3
IN
W I T N E S S WHEREOF,
the parties hereto have caused this Amendment
to b e duly executed as of the day and year set forth below:
BELL HELICOPTER
A . M . Zona
COMPANY
t / S J i .
C. R . R u d n i n g J
(Title) Managing Director
Witness_
Date
(Title)
Witness
Khalil Iranzad
April 1 1972.
Date.
Authorized
A /
1
Representative
• i
m
y
153
BELL.HELICOPTER COMPANY
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
AMENDMENT N O . .2
This Amendment Number 2 to the Manufacturer's Foreign
Representative Agreement made between Bell Helicopter Company,
Division of Textron, Inc. (hereinafter called Bell), and Air Taxi
Company of Mehrabad Airport, Tehran, Iran (nereinaft-er called the
Representative), is made for the purposes of further defining the
rights and obligations of the parties under the Manufacturer's Foreign
Representative Agreement made between Bell and the Representative on
the 15th day
of June 1970, and superseding, and replacing Amendment No. 1
to the said agreement which was effective as of April 1 , 1972.
This
Amendment recognizes the contributions made by the Representative in
concluding the consummation of the major programs as set forth below.
WITNESSETH:
It is agreed between Bell^and the Representative that
this Amendment Number 2 shall supersede and replace Amendment N o . 1
referred to above, and shall be considered the governing agreement
specifying the obligations and rights of the parties concerning the
sale by Bell or the U . S. Government of the Bell products and
-services listed below to-the Imperial Iranian Government and concluded
by delivery of such Bell products or performance of services, but shall
not include the sales price of any Bell product manufactured in Iran,
£nm>r
i
f
154
BELL.HELICOPTER COMPANY
- 2 -
or any services in connection with any contract for the maintenance or overhaul of any Bell product in Iran. The products and
services covered by this Amendment (Listed Products and Services)
consist of Bell Helicopters.:
Model
Model
Model
Model
206A/OH-58A
205A/UH-1
209/AH-1J
214
and related spare parts, accessories,
equipment, tooling, services, training
or data
A . As provided in Paragraph D hereof, Bell will
pay to the Representative a commission of 2.57.
of the price of any Listed Product or Service
sold to the Imperial Iranian Government by Bell
under any contract executed between Bell and
the Imperial Iranian Government for the sale of
any Listed Product or Service.
B*
As provided in Paragraph D hereof, Bell will pay
to the Representative a commission of 1% of the
price of any Listed Product or Service sold by
Bell under any contract Bell receives from the
U . S. Government after the date of this agreement
and which identifies the said Product or Service
155
BELL.HELICOPTER COMPANY
- 3-
as being ordered for the Imperial Iranian
Government and resulting from a contract
between the- U . S . Government and the Imperial
Iranian Government,
C.
In no event shall any cjmmission.be paid by
Bell with respect to any listed Product or
Service sold by the U . S. Government to the
Imperial Iranian Government from U . S . Government
inventory or from deliveries required from Bell
under U. S. Government contracts and not identified
as being ordered for the Imperial Iranian Government*
D . ..The applicable commission under either Paragraph
A-or Paragraph B shall become payable quarterly to
the Representative upon delivery of the Listed
.Product or Service, and receipt by Bell of. payment
therefor. In the event Bell obtains progress or
advance payments from either the U . S. Government
or from the Imperial Iranian Government for the
Listed Product or Service contracted for, Bell shall
pay. quarterly to the Representative as advance
commission, 17. or 2.57., as the case may be, of these
156
BELL.HELICOPTER comPANY
progress or advance payments received.
Upon receipt of final payment from the U . S .
Government or the Imperial Iranian Governm e n t , as the case m a y b e , the unpaid balance
of the commission owing to the Representative
shall be paid.
E.
This Amendment shall become effective on April 1 ,
1972, and shall continue until terminated in
accordance with Item
Term and Termination,
of-the basic Manufacturer's Foreign Representative
Agreement, dated 15 June 1970.
F.
A l l provisions of the basic Manufacturer's Repre-.
sentative Agreement, dated 15 June 1 9 7 0 , n o t
specifically amended herein, remain unchanged^
.provided however that the said basic agreement
shall n o t apply to any Bell product manufactured
in Iran or any services in connection w i t h a n y
contract for the overhaul or maintenance of a n y
Bell product in Iran, provided further that the
commission, .if any, w i t h respect to any such
product* or service shall be negotiated separately.
157
BELL. HELICOPTER COMPANY
- 5 -
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
be duly executed as of the day and year set forth below:
BELL HELICOPTER COMPANY
Division of Te.stron, Inc.
. By
r
C . R . Rudning^y
A. H
(Title) Vice President,
Program Management
y t * ^ ^
,</
(Title) Chairman & Managing
PTrectbir^^
\
Witness
Date
^ / ^ u J ^ S ^ ) '
158
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
AMENDMENT NO. 3
This Amendment Number-3 to the Manufacturer's Foreign
Representative Agreement made between Bell Helicopter Company, a
Division of Tfextron, Inc. (hereinafter called Bell) , and Air Taxi
Company of Mehrabad Airpoart, Tehran, Iran (hereinafter called the
Representative), is made for the purposes of:
(1)
amending and
defining the rights and obligations of the parties under the Manuv
'faetta?er sj Foreign Representative Agreement made between Bell and
the Representative on the 15th day of June 1970 by amending paragraph k thereof, and (2) superseding, replacing and cancelling
Amendments Nov 1 and 2r to the said agreement which were effective
1 April 1972 and 14 October 1972, respectively.
WITNESSETH:
It is agreed between Bell and the Representative that
this Amendment No. 3 shall cancel, supersede and replace Amendments
No. 1 and 2 referred to above and, that this Amendment No. 3 is the
sole and exclusive agreement between the parties applicable to the
sale by Bell and the IK S. Government of Bell products and services
to the Imperial Iranian Government.
In all other respects, except
for the changes to the agreement set forth below as paragraph B,
the .agreement of 15 June 1970 shall remain unchanged and in full
force and effect.
159
A.
In recognition of all past services and expenses rendered and
incurred by Representative to assist Bell under the agreement of
15 June 1970, and Amendments No. 1 and 2 thereof, and in consideration of the agreements evidenced by this Amendment No. 3 , and
particularly the provisions of paragraph C. hereof, Bell has paid
and will pay the amounts specified below in accordance with the
following schedule, and such amounts ^ r e agreed to constitute full
payment for all amounts in any way due to Representative for all
sales of supplies or services made by Bell or Bell Helicopter'
International, Inc., either directly or through the U.S. Government, prior to 29 June 1973, and Representative releases Bell from
all such claims in any way arising.
29 June 1973
1 July 1974
1 July 1975
$1,000,000
$1,000,000
$ 950,000
Bm - The parties agree that paragraph 4, entitled Commissions Payable to the Representative, contained within the Representative
Agreement is hereby amended to provide - that Bell- shall not pay
any additional amounts or commissions on past or. future sales
of any product or service made directly by Bell, or through the
U . S. Government, for use of the Armed Forces of Iran, nor ,
sales to the Military Industrial Organization (MIO) or the.
Iran Helicopter Industries (IHI).
M r Taxi agrees, in consideration of the payments specified
in paragraphA. to continue-to provide assistance and support to
Sell Helicopter Company and Bell Helicopter International in Iran,
perfonnance of contracts executed prior to the effective date
hereof, directly, with Iran and through the U. S. Government for
http://fraser.stlouisfed.org/
23-554 0 - 78 - 11
Federal Reserve Bank of St. Louis
160
-3-
supplies and services until all such contracts are completely
performed.
t>. In ±he event the present program, wMcli calls for delivery of
489 helicopters to Iran by Ball Helicopter Companyr Is reduced
for any reason, the compensation specified in paragraph A; will
&e reduced by $3,000.00 for each helicopter lees than ^89 which
in not delivered to Iran.
E. This amendment shall become effective on this 29 June 1973
and shall continue until terminated in accordance with Item 6,
Term and Termination, of the basic Manufacturer's Foreign Representative Agreement dated 15 June 1970, and shall be attached to
the agreement of 15 June 1970 as therein provided in paragraph 5(c).
IN WITNESS WHEREOF, the.parties hereto have caused this Agreement
to be duly executed on this_29 June 1973.
BELL HELICOPTER COMPANY
Division ef TextrorvC Inc. /
By_
C. R. Rudnxni
(Title)
Vice-President
Program Manag ement
Witness^/
^
1973 JUN 2 9
^ f a y 7
(Title)
A . H. ^Zanganeh
Chairman & Managing
Director
Witnes s ^ ^ j L c r ^ /^ttlfs^
Date
£-
161
Privileged,
C o n f i d e n t i a l - A t t o r n e y Work P r o d u c t
To:
The F i l e
Re:
C o m m i s s i o n s or f e e s paid to f o r e i g n r e p r e s e n t a t i v e s
I n v e s t i g a t i o n of N o r t h r o p C o r p o r a t i o n by a US Senate
C o m m i t t e e and by the SEC p r o d u c e d r e v e l a t i o n s of p a y m e n t s by
N o r t h r o p to f o r e i g n a g e n t s of s u m s w h i c h w e r e a l l e g e d l y e a r m a r k e d
f o r the p a y m e n t of b r i b e s to f o r e i g n g o v e r n m e n t o f f i c i a l s in
c o n s i d e r a t i o n of t h e i r d i r e c t i n g b u s i n e s s to Northrop.
S i n c e that
t i m e the SEC h a s a n n o u n c e d that it w i l l e x a m i n e the f i l i n g s of the
top t w e n t y - f i v e d e f e n s e c o n t r a c t o r s , including T e x t r o n , to d e t e r m i n e
if t h e r e h a v e b e e n any p a y m e n t s s i m i l a r to t h o s e by N o r t h r o p and
w h e t h e r a n y s l u s h funds h a v e b e e n c r e a t e d .
[Tab l ]
Textron is
now in the p r e l i m i n a r y s t a g e s of p r e p a r i n g a r e g i s t r a t i o n s t a t e m e n t
f o r a p r o p o s e d debt o f f e r i n g in the l a t e s u m m e r or e a r l y f a l l of 1975.
It s e e m s a p p r o p r i a t e at t h i s t i m e - - i n v i e w of the p o s s i b l e i n v e s t i g a t i o n of t h e s e m a t t e r s by the C o n g r e s s o r SEC and a s p a r t of our
due d i l i g e n c e in c o n n e c t i o n with our p u b l i c d i s c l o s u r e o b l i g a t i o n s
u n d e r the s e c u r i t i e s l a w and the p r o p o s e d public o f f e r i n g - - t o r e d u c e to
w r i t i n g the r e s u l t s of our i n v e s t i g a t i o n a s to w h e t h e r or not t h e r e
h a v e been any i l l e g a l or i m p r o p e r payments
overseas
m a d e b y T e x t r o n to
representatives.
/l/a-
its
162
In c o n v e r s a t i o n s w i t h M e s s r s , M i l l e r , C o l l i n s o n and A m e s
I h a v e b e e n a d v i s e d that t h e y know of no s u c h i l l e g a l or i m p r o p e r
payments.
T e x t r o n and i t s D i v i s i o n s r e t a i n and e n g a g e a v a r i e t y of
r e p r e s e n t a t i v e s , a g e n t s and d i s t r i b u t o r s w o r l d w i d e but to the b e s t of
t h e i r k n o w l e d g e no e x t r a o r d i n a r y p a y m e n t s h a v e b e e n m a d e to any
s u c h d e a l e r s , r e p s or a g e n t and that the p a y m e n t s of w h i c h t h e y
w e r e a w a r e w o u l d b e c o n s i d e r e d n o r m a l and c u s t o m a r y i n the c i r cumstances.
T h e y h a v e n e v e r b e e n m a d e a w a r e of any f e e or
c o m m i s s i o n being paid as a bribe or kickback.
Political contributions
of c o r p o r a t e f u n d s , h e r e o r a b r o a d , w e r e unknown to t h e m .
A r e v i e w of the o f f s h o r e o p e r a t i o n s of the T e x t r o n D i v i s i o n s
would i n d i c a t e . t h e ' a g e n t s ' f e e s and c o m m i s s i o n s a r e not a s i g n i f i c a n t
f a c t o r i n the b u s i n e s s of any D i v i s i o n o t h e r than that of B e l l H e l i c o p t e r ,
[double c h e c k ] In d i s c u s s i o n s with M e s s r s . M i l l e r and A m e s it
s e e m e d that t h e o n l y s i g n i f i c a n t c o m m i s s i o n paid by B e l l H e l i c o p t e r w a s
to i t s r e p r e s e n t a t i v e in Iran, A i r T a x i C o m p a n y , the h i s t o r y of w h i c h
is detailed below.
Bell Helicopter - General.
A t t a c h e d i s a l i s t of t h e B e l l
H
B e l i c o p t e r C o m p a n y r e p r e s e n t a t i v e s and d e a l e r s a b r o a d .
A l l of t h e m a r e i n d e p e n d e n t of B e l l / T e x t r o n .
[Tab 2]
A l s o a t t a h c e d i s the
s t a n d a r d d e a l e r / r e p r e s e n t a t i v e c o m m i s s i o n s t r u c t u r e of B e l l
/ I n d i c a t i n g c o m m i s s i o n s p a y a b l e a s of J a n u a r y 1, 1975 and t h o s e
p a y a b l e i m m e d i a t e l y p r e c e d i n g the date.
[Tab 3] In addition, w e
h a v e (a) a c o p y of the f o r m of B e l l ' s M a n u f a c t u r e r s F o r e i g n R e p r e s e n t a t i v e A g r e e m e n t a s u s e d f r o m 1 9 7 0 - 1 9 7 5 , and (b) B e l l ' s f o r m
-2-
163
of Independent R e p r e s e n t a t i v e A g r e e m e n t w h i c h will be in e f f e c t
starting in 1975.
[Tab 4]
Traditionally Bell has paid its representatives" and d e a l e r s a
f i x e d p e r c e n t c o m m i s s i o n o n s a l e s of up t o f i v e s h i p s
on m e d i u m h e l i c o p t e r s ,
spares.
e. g.
6%
10% o n J e t R a n g e r t y p e a n d 1 5 - 2 0 % o n
P r i o r t o 1 9 7 0 c o m m i s s i o n s p a y a b l e o n s a l e s of m o r e t h a n
f i v e s h i p s o r o n a g o v e r n m e n t - t o - g o v e r n m e n t b a s i s w e r e not o b l i g a t o r y u p o n B e l l but w e r e m o r e i n t h e n a t u r e of a n a w a r d .
In
1970 the Bell standard M a n u f a c t u r e r s F o r e i g n R e p r e s e n t a t i v e
A g r e e m e n t w a s c h a n g e d t o r e a d i n p a r t ( S e c t i o n s 4(b) a n d ( c ) ) :
(b) Bell will pay fair commissions to be negotiated where a sale of Listed Products is made directly by Bell to any
local or national government within the Territory or to any agency or instrumentality of such government.
(c) Bell will pay fair commissions to be negotiated whore a Listed Product is delivered by or by direction of the
United States Government or any agency or instrumentality thereof to a national or local government within the
crritory or to any agency or instrumentality thereof, if, but only if:
(1) The Representative was active in developing the requirement for, and the purchase of, the Listed Product
(no commissions shall he payable for gram-in-aid deliveries), and
(2) At the time of the initial contractual negotiations between Bell and the United States Government, the
Representative had advised Bell that the Listed Product was to be so delivered.
T h e r e a f t e r B e l l h a d a n o b l i g a t i o n to n e g o t i a t e t h e s e
in good faith.
commissions
A t t a c h e d i s a s u m m a r y a s of J u n e 1 9 7 5 of t h e d e a l e r
c o m m i s s i o n s f o r M A P / F M S h e l i c o p t e r s a l e s [ T a b 5] - [ ^ - q u e r y :
c o m m i s s i o n s on c o m m e r c i a l s a l e s or d i r e c t s a l e s by B e l l to f o r e i g n
g o v e r n m e n t s - - e . g. I s r a e l ,
Bell Helicopter - Iran.
Jim Atkins, Ed F a r m e r ,
Korea].
On J u n e 18 B o b A m e s a n d I m e t w i t h
a n d Chuck R u d n i n g at B e l l H e l i c o p t e r t o
-3-
164
d i s c u s s the p a y m e n t of c o m m i s s i o n s by B e l l H e l i c o p t e r in I r a n .
The f o l l o w i n g s u m m a r i z e s what we l e a r n e d :
A i r Taxi C o m p a n y w a s a p p o i n t e d B e l l ' s f o r e i g n r e p r e s e n t a t i v e
under a then standard Bell m a n u f a c t u r e r s f o r e i g n r e p r e s e n t a t i v e
a g r e e m e n t in A u g u s t 1959.
The a g r e e m e n t c o v e r e d B e l l ' s t h e n
p r o d u c t l i n e and it w a s r e n e w e d annually to 1964.
For reasons
w h i c h no one c o u l d r e m e m b e r I n t e r n a t i o n a l H e l i c o p t e r C o n s u l t a n t s
I n c . w a s s u b s t i t u t e d a s t h e B e l l r e p r e s e n t a t i v e f o r the I r a n i a n
t e r r i t o r y in 1 9 6 4 .
In 1968 A i r T a x i w a s r e a p p o i n t e d B e l l ' s r e p -
r e s e n t a t i v e in I r a n u n d e r a s t a n d a r d f o r m of B e l l r e p r e s e n t a t i v e
in I r a n under a s t a n d a r d f o r m of B e l l r e p r e s e n t a t i v e a g r e e m e n t .
In 1970 A i r T a x i along w i t h the o t h e r m a n u f a c t u r e r s f o r e i g n
r e p r e s e n t a t i v e s r e c e i v e d the r e v i s e d r e p r e s e n t a t i v e a g r e e m e n t a s
described above
e . g. on s a l e s of m o r e than f i v e ships*
s a l e s to the g o v e r n m e n t and on g o v e r n m e n t - t o - g o v e r n m e n t
direct
sales
it w a s a n o b l i g a t i o n of B e l l to n e g o t i a t e a f a i r c o m m i s s i o n .
[Tab 6]
P r i o r to t h i s t i m e , any c o m m i s s i o n p a i d by B e l l on s u c h s a l e s
w o u l d h a v e b e e n m o r e a k i n to an a w a r d than to b e i n g e a r n e d .
In
the e a r l y 1 9 7 0 ' s w e w e r e t o l d that the p r o d u c t s c o v e r e d by the A i r
Taxi a g r e e m e n t i n c l u d e d the A H - l G [ j ? ] and U H - 1 h e l i c o p t e r s .
B e l l i n t e r p r e t e d the a g r e e m e n t to c o v e r the A H - 1 J and the M o d e l
214 w h i c h it s a y s i s a U H - l - t y p e h e l i c o p t e r .
In 1972 i n d i c a t i o n s of the p o t e n t i a l b u s i n e s s in I r a n c a m e to
B e l l ' s attention.
A s t h i s b u s i n e s s b e g a n to b e d e v e l o p e d the a g r e e -
-4-
165
m e n t with A i r Taxi was a m e n d e d t h r e e t i m e s .
The r e a s o n f o r t h e
a m e n d m e n t s w e r e p a r t l y to r e d u c e a n y e x p o s u r e to e x c e s s i v e
c o m m i s s i o n s and p a r t l y to s e r v e a s a " c a r r o t " f o r i m p r o v e d p e r f o r m a n c e by A i r T a x i .
A m e n d m e n t #1 of A p r i l 1, 1972, w h i c h w a s s i g n e d b e f o r e
B e l l c o n d u c t e d i t s f o r m a l d e m o n s t r a t i o n f l i g h t s in Iran, p r o v i d e d f o r
a 2 1 / 2 % c o m m i s s i o n o n h e l i c o p t e r s w h i c h m i g h t be s o l d F M S
( e . g . 0% on s p a r e s and t r a i n i n g ) to I r a n .
[ T a b 7 ] In A m e n d m e n t
# 2 of O c t o b e r 14, 1972 it w a s p r o v i d e d that t h e r e w o u l d b e a 2 1 / 2 %
c o m m i s s i o n p a i d upon a n y B e l l s a l e s d i r e c t to the G o v e r n m e n t of
UU TR
I r a n a n d 1% on a n y g o v e r n m e n t - t o - g o v e r n m e n t s a l e s (but the
——^
g o v e r n m e n t - t o - g o v e r n m e n t s a l e s included everything, helicopterss p a r e s , t r a i n i n g , e t c . ) . [ T a b 8].
.
A f t e r A m e n d m e n t # 2 w a s n e g o t i a t e d , B e l l w a s a w a r d e d the
l e t t e r a g r e e m e n t f o r the s a l e of h a r d w a r e .
T h e n c a m e the s e r v i c e
c o n t r a c t s a n d B e l l b e g a n to f e e l s o m e d i s c o n t e n t with the s i z e of
the c o m m i s s i o n s to b e p a y a b l e .
Accordingly, A m e n d m e n t #3 was
n e g o t i a t e d i n June 1 9 7 3 .
In A m e n d m e n t #3
[ T a b 9], B e l l a g r e e d to p a y A i r T a x i
$ 2 , 9 5 0 , 0 0 0 in f u l l p a y m e n t f o r a l l a m o u n t s i n a n y w a y due t h e
r e p r e s e n t a t i v e f o r a l l s a l e s of s u p p l i e s o r s e r v i c e s p r i o r to June
29, 1973 and, i n a d d i t i o n , B e l l w a s r e l e a s e d f r o m a n y o b l i g a t i o n
to p a y a d d i t i o n a l a m o u n t s o r c o m m i s s i o n s on p a s t o r f u t u r e s a l e s of
a n y p r o d u c t o r s e r v i c e m a d e d i r e c t l y b y B e l l or t h r o u g h the US
-5-
^ ^
N ~ 1
j
^
^fK-f
166
g o v e r n m e n t f o r t h e u s e of the A r m e d F o r c e s of Iran, the I r a n i a n
M i l i t a r y I n d u s t r i a l O r g a n i z a t i o n or I r a n H e l i c o p t e r I n d u s t r i e s .
A i r T a x i a g r e e d to continue to a s s i s t arid support B e l l ' s e f f o r t s
in I r a n and t h e r e w a s a p r o v i s i o n f o r the r e d u c t i o n of the c o m m i s s i o n
by $ 3 , 000 p e r h e l i c o p t e r if the I r a n i a n o r d e r w a s r e d u c e d b e l o w
the 4 8 9 - s h i p l e v e l .
At the t i m e of e n t e r i n g into A m e n d m e n t #3 B e l l had e f f e c t i v e l y
b e e n a w a r d e d by t h e GOI h a r d w a r e , t r a i n i n g and l o g i s t i c s c o n t r a c t s
with a v a l u e i n e x c e s s of $ V
million:
A $2. 950 m i l l i o n c o m m i s s i o n constitutes
1)
of 1% of the
contract value.
S i n c e t h a t t i m e B e l l h a s b e e n a w a r d e d additional c o n t r a c t s
in I r a n a g g r e g a t i n g in e x c e s s .of $
million:
No c o m m i s s i o n s a r e p a y a b l e t o A i r T a x i or to a n y o n e e l s e in
r e s p e c t of t h o s e a d d i t i o n a l s e r v i c e s and p r o d u c t ? .
T h i s i s the o n l y c o m m i s s i o n e v e r e a r n e d by A i r Taxi f r o m
Bell.
A i r T a x i r e m a i n s B e l l ' s c o m m e r c i a l r e p r e s e n t a t i v e in I r a n
f o r n o n - m i l i t a r y b u s i n e s s u n d e r the b a s i c F o r e i g n R e p r e s e n t a t i v e
Agreement.
The $ 2 . 950 m i l l i o n c o m m i s s i o n w a s p a y a b l e a s f o l l o w s :
$1,000,000
June 29,
$1,000,000
J u l y 1,
1974
$
J u l y 1,
1975
950,000
-6-
1973
167
B y a n i n s t r u m e n t a c k n o w l e d g e d b e f o r e the US V i c e C o u n s e l
in the US E m b a s s e y in T e h r a n on M a y 21, 1973, p e r s o n s r e p r e s e n t i n g
t h e m s e l v e s to be the B o a r d of D i r e c t o r s of A i r T a x i and h o l d e r s
\\
of 100% of i t s s h a r e s a u t h o r i z e d one of t h e i r n u m b e r , M r .
Zamganeh,
to r e p r e s e n t the c o m p a n y f u l l y in a l l m a t t e r s with B e l l H e l i c o p t e r .
[Tab 10] E a c h p a y m e n t w a s m a d e to M r . Zanganeh i n d i v i d u a l l y
and at the t i m e of e a c h p a y m e n t he p r o v i d e d B e l l with a n a f f i d a v i t
s t a t i n g that h e w a s a c t i n g p u r s u a n t to the b a s i c a u t h o r i t y and on
b e h a l f of A i r T a x i .
[Tab l l ]
In t h e c o u r s e of d e f i n i t i z a t i o n of the F M S a g r e e m e n t s with the
GOI, B e l l d i s c l o s e d the c o m m i s s i o n a r r a n g e m e n t s with A i r T a x i to
the D e p a r t m e n t of the A r m y by l e t t e r dated May 9, 1973 w h i c h i n c l u d e d
the A i r Taxi F o r e i g n R e p r e s e n t a t i v e A g r e e m e n t p l u s A m e n d m e n t s
#1 and 2.
B y l e t t e r dated S e p t e m b e r 7, 1973, AVSCOM w a s
p r o v i d e d w i t h a copy of A m e n d m e n t # 3 . [Tab 12]
Through a g r e e m e n t with the GOI, the A S P R r e g u l a t i o n s h a v e
b e e n m o d i f i e d so that a g e n t s 1 f e e s p a i d on d e a l s with the GOI a r e
not a n a l l o w a b l e c o s t .
[Tab 13]
F r o m E d F a r m e r and L o u P e l o u b e t I u n d e r s t a n d that the A i r
Taxi c o m m i s s i o n was booked a s follows:
The C o m m i s s i o n w a s
b o o k e d , a s it w a s paid, in i n c r e m e n t s of $ 1 , 0 0 0 , 0 0 0 ,
$1,000,000
and $ 9 5 0 , 000 with a p p r o x i m a t e l y $ 5 0 0 , 000 beillg a c c r u e d e a c h
six months.
On B e l l ' s P & L the c o m m i s s i o n w a s s h o w n b e l o w
the l i n e and c a r r i e d i n m i s c e l l a n e o u s e x p e n s e .
-7-
(It w a s ,
however,
168
a n i d e n t i f i a b l e sub i t e m w i t h i n that c l a s s i f i c a t i o n .
A / Y r e p o r t . [Tab 14])
See p. 3 of
Normally c o m m i s s i o n s payable
are shown
a b o v e the l i n e a s a c o s t of s a l e s b e c a u s e t h e y a r e a n a l l o w a b l e
expense.
In t h i s c a s e the c o m m i s s i o n w a s not a n a l l o w a b l e e x -
p e n s e of t h i s F M S c o n t r a c t and a c c o r d i n g l y w a s s h o w n a s a b e l o w
the l i n e i t e m .
B e l l c o n s i d e r e d i t s e l f under a n o b l i g a t i o n to n e g o t i a t e in g o o d
f a i t h the p a y m e n t of a c o m m i s s i o n to A i r T a x i under i t s
f o r m of a g r e e m e n t .
standard
A i r Taxi w e a r e t o l d s u p p o r t e d and g a v e
a d v i c e t o the v a r i o u s b u s i n e s s s t r a t e g i e s w h i c h e v o l v e d to o b t a i n
the b u s i n e s s in I r a n .
The C o m m i s s i o n r a t e
of 1% on the
o r i g i n a l b u s i n e s s s e e m s r e a s o n a b l e and p a r t i c u l a r l y s o in v i e w of
the o v e r $
m i l l i o n of b u s i n e s s o b t a i n e d f r o m the GOI to date,
with the p o s s i b i l i t y of m o r e c o m i n g and no a d d i t i o n a l c o m m i s s i o n s
due.
The a m o u n t of the c o m m i s s i o n s e t t l e d upon with A i r T a x i w a s
not u n r e a s o n a b l e or i m p r o p e r .
The m e t h o d of p a y m e n t i s d i f f e r e n t
but s a t i s f a c t o r i l y d o c u m e n t e d .
T h e r e h a s b e e n no s u g g e s t i o n in
the c o u r s e of d i s c u s s i o n s w i t h the p e r s o n n e l at B e l l H e l i c o p t e r that
the c o m m i s s i o n s w e r e b e i n g p a i d for unlawful or q u e s t i o n a b l e p u r p o s e s .
None of the p r i n c i p a l s of A i r Taxi a r e known or b e l i e v e d to
be Iranian Government o f f i c i a l s .
One-waS'a m e m b e r of the r o y a l
f a m i l y but h a s h e l d no o f f i c i a l G o v e r n m e n t p o s i t i o n .
-8-
169
In the c o u r s e of t h i s i n v e s t i g a t i o n I i n q u i r e d a s to the
f e e s p a i d to date to I r a n i a n c o u n s e l .
Rudning a d v i s e d m e that
a p p r o x i m a t e l y $ 2 5 0 0 had b e e n paid in the 1 9 7 2 - 7 3 p e r i o d ,
$ 1 2 , 500
to A g h a y a n ' s f i r m in 1974 and he e s t i m a t e d an additional $ 5 , 000 w o u l d
b e p a i d in 1975.
Those f e e s are reasonable.
-9-
170
textron
WASHINGTON OFFICE:
To
Location
1 6 6 6 K STREET. N.W
WASHINGTON. D.C. 2000(5
T . D . Soutter
From
R . H , Charles
Providence
Date
24 June 1975
Subject:
Attached is the letter from Proxmire to Garrett dated May 1 3 , including the
list of the largest 25 Defense contractors, together with Garrett's reply
of May 27.
M r . Ray Garrett, Jr.
Chairman
Securities and Exchange Commission
'.500 North Capitol Street
Washington, D . C . 20549
Ma
X 13, 1975
Dear Ray:
You are undoubtedly aware of the great controversy that has been
caused by the disclosures that the Northrop Corporation and other
firms with defense contracts have been involved in irregular and
improper payments both in the United States and abroad. This letter
is to request that your office make a detailed review of the'documents
and materials filed by each of the largest twenty-five defense
contractors in order to determine whether there have been any unusual payments here or in foreign countries such as in the Northm?,
Gulf and other c a s e s or whether any slush funds for such purposes N
appear to have been created during the past 5 years.
A list of the largest twenty-five defense contractors is attached.
Because of the urgency of this matter, I would hope that you can
assign sufficient people to complete this task at the earliest
possible time, and I would appreciate some estimates of how long
it will take.
Any additional questions about this matter maybe taken up with Richard
Kaufman, Joint Economic Committee.
Sincerely
W i l l iarn Proxmire
171
YfASHI.l.ttTOM. t».C. Z3JO
M a y 2 7 , 1975
Honorable William Proxmire
United States Senator
United States Senate'
Washington, D . C . 20510
D e a r S e n a t o r Pro;*mire:
...•This, i s i n r e s p o n s e t o y o u r l e t t e r , d a t e d M a y 13 f »2:1975 (> requesting a detailed review of the documents a n d materials,
f i l e d w i t h u s n b y e a c h o f t h e l a r g e s t t w e n t y - f i v e defensec o n t r a c t o r s , . in,..order -to d e t e r m i n e v h e t h e r t h e r e h a v e - be-an. •
a n y t m m v a l payments here or in foreign countries ' „
or •
v h e t h e a r a n y s l u s h , f u n d s -for s u c h p u r p o s e s a p p e a r t o have- b e a n
c r e a t e d d a r i n g the-'past 5 y e a r s . "
'As m y e x s c u t i v a a s s i s t a n t , H a r v & y Pitt,-'has a d v i s e i \:
M r . K a u f m a n , o f . the- J o i n t E c o n o m i c C o m m i t t e e , s t a f f , w e h a v e
a s s i g n e d this m a t t e r to our Division of Corporation Finance^ "
w h i c h is." g e n e r a l l y ^ r e s p o n s i b l e f o r r e v i e w i n g a l l f i l i n g s madsw i t h , the.Coirmission" p u r s u a n t t o t h e f e d e r a l s e c u r i t i e s l a w s . '
f o r d i s c l o s u r e p u r p o s e s . I have.'asked t h e m t o a s s i g n a
. s u f f i c i e n t . n u m b e r o f p e o p l e t o a s s u r e a p r o m p t substantive-[response, to .your ••inqxiiry.
In- t h e i n t e r i m , ' w e h a v e r e q u e s t e d t h a t t h e f i l e s y o u
m e n t i o n in your letter b e physically forwarded to our offices
o n N o r t h Capitol S t r e e t to facilitate our r e v i e w . If M r . - •
K a u f g a a ^ ' o r a n y o t h e r m e m b e r o f t h e C o m m i t t e e ' s staEb,. w i s h e s '
t o e x a m i n e a n y p a rf t irc u T a r " ^ o c u m e n t s wn£le_our__ r e v i e w c o n t i r £ g g
plea's a c a n tactljr~ "T Tt t ,
_wa_ wxTIT m a k e o u r f i l e s '
i m m g cll a t e X y a v a i l a p r e ^ t o ^ y o u r ^ s t a 7
'
- - -•
I trust the foregoing proves responsive to y o u r
inquiry.' If y o u r staff has any further questions a b o u t
m a t t e r , p l e a s e h a v e them contact M r . Pitt directly..
Sincerely,
Ray Garrett, Jr.
Chairman
.*
this
172
1D3 C0**AHIE5 AM*> THEI* SU3S I0U*IcS LISTED ACCORDING. TC
V&UJL£_QF MILII/UY PAtHE. CONTRACT AHAitDS
•
'
. . FISCAL" YEA* 197V
THOUSAWS
OF
DOLLARS
PERCENT
CUMULATIV?
OF
PERCENT
U.S..
TOTAL
. TOTAL',. 10» c c m w £ j > THSIIt SuasiDIAfcTES
1.. .fGOM&LD*H*>»ICS CC^.^-'J '. " ~
./J - - STRO»3€R«.
CA*LSC* CMP-"- "
ST«€»*&£*«>•
+ If*C
r.
:
.
- .•
•" '• •-
1,653^199
' ; 912,233
• • 30,725
513,B37
L0CX»£€O
COVINS
>H35XtES * SPACE CO TWI
339,29 V
; V'^v-^: - V -
r-
^v-V'V'vC-'.
f
' j,;w«t!D"ftiactt*T c o ^ - r ^ ' T : .
^v/--;:-'. ESSEX
THC '
•
7.
.".1 i. TURBO
t,fl.*>!.>=SYSTEMS, INC
. : UNITEO AIRC^ArT C? H- VA, I?>C . •
i
-
•
f
-
v
CE>t€*AL.
ELECnrrc co - V * • • V v: - BEHEflAt ELECT2IC ETS^WM.*
-'..' v.- V/-'-." GEJfERM.' ELECTRIC P.-CCKrSTWtrTTCn* .
••
LEA***??*:
•
•.
V :. •'
1 TEOrfJCH SE^rtCSS CO
t
»
o
t
' DCETTt® CO . -
a
5
I
*
•
*
•'•'•'.>
BO E 1*5 LU^PliTr. ? STr*TZCZS T*C
.
-
T.VC V
••.• •
. >:•.-• .V ''
.1,259,5VV
35
J3 .;
.-: . 1,795
: • ' • - 5S
992,157
• • BW
. 13,729 .
69,5<tS
- ••-'•••'a-Y'"
rV:
r-i.
: •-
• 3-13. ,
1V,335
357
•-- -
r - . 2V
. • It, •
&22
CUJLCNR AVIATTOT ASSOCIATES
.. Lirro.i oro^TT-s, isc
LITTCM yj^r.'flETS S7!rrr>r5, IHC
LITTO.i EO'JCATLCFTM. P-J3 CO, INC
13
263
132
' LITTOM HEOICAL P^OOI.T-TS, IHC
• Llrro.N PRECISION P-TTRS I M :
• Lrrron STSTEWIW
—..6,733
;
--r,'; ; COcPtG IHTL .CCHP. •
' B0EI71G VErJTOL. CO .. y
TOTAX
. LITTOH
. AESO SHP^rcr
1*205,23?
1,212,023
'
;;
TOTAL
925,702
0
OF
U.S.. TOTAL
173
PERCENT' nuw^ATxye
THOUSANDS
' OF U . S .
TOTAL
>*JGM€S
ACtCAA^T
-.
PERCEMT OF
U . S . TOTAL
823,V3>
619
" 84V
HU6WES
7 ~ ^ SAHTA BAR&AAA
'-i
. 019,243
RAY T&€0t+
S£*S»IC£ CO.
•v..
-UC
* I"
16,736
2,775
-
-u;---
2.3a.'' f ~ 31.12
2.3S-
1
30»
1,459*
RAYTHEON EOUCATIO*^ SYSTEMS CO
RAYTH«C*
ELECTJl&M-ICS. CO.. V
U>»ITEO
-
- -; -U,-;
Va
- •
'
/ V v ^ ^ A - v ? : - ^
2W
-
Ic^A"
-..,-ri:
:
-.•'•.•>*.•..>•• vjy--^
Y.
=- •• ^irrAu^ - .-.v ;
'
232,151
,t.
HeStfCAi* VELEPH»*i*S:VTEI.E&R<W»tt- CO -'"-".
&
P&rOK-foo : • ' ^
•:
26,7Z3
r'
" 1>; - . •
BCU...TECCO',:- - " ;-•/ .^iv WftlAKA B6U. TEX CO* I»C " W/'-?
33 .-:•
7**
MICKTGA* BELL TEL CO ^THY
- 75
• M O UM NE W T All* BcLL .TELB*+OW€CO
V
^
EHMJUfr-TEfc * TEL CO
-- .
HEM JERSEY BELL T£L£P*:>H£ CO .
^
830
.^fe'^-'NEH YCR<- TELEPWKe- CO •---•- ^ i
.
329
WORTHMSSTSRJI BELL TELEPHOHg CO
.
-- J3V J - '
• r-.: V v ' - . i . , .
: - ^
OHIO SELL TELEWO*S CO
•
PACtEIC HO»THH£ST BELL TELEPHONE
' 595
; •
-V.": PACIFIC TELEP?f>*€8. VELECWAW OCT
•
2,630
"•'..l-r--.- SOUTH CEMRSk BELL TEL CO .
- ~ SOUTHERN BELL TuLEPrX>+fS t TELECRRH
" SOUTH HESTERS BELL . TEL EPHOffETELETTFS CORf -- •-•
; < '
6,292
v TRANSOCEANIC CABLE S»IJ»-CO.., LlK>
WESTER* ELECTRIC CO INC", v •
- ' T o r*A <
'. r ' V
''
691,211
•; ,2.0155. 2 &
..'..ilx- r'.
- . CORf*" '<"'
r
:
- S AERO OATA, IHC " •
103
•
CXUM**H AEROSPACE CO*f~ ' V-V .;
" bbl.Wt.2
vv . ... 7 1 3
'T : CRUKHA* DATA SYSTEM CORI*
. r;'
T
TOTAL
657,025
MORTHRC^ COW
ALABAHA IMOOSTRIES* IHC- .
, ' HALLICRAFTERS CO
HORrHRCR HORLOMIOC ACFT SVCS IHO
PAGE COHfWHrCATICmS EW1IHEER3 I^C
KARHECKE ELECTRCH TU3E5, INC
hZS
15,713
26T20i
3,333
221
.TOTAL
-
' ••. .-i"'
*»90,775
MESTIHGHOUSE ELECTRTC COR1» ' '
K-W OATTERT CO
" ' . .v
•*•
THERMO KINfc COR*"
THERMO KI?<G SALES 1 SERVICE- V^fiH SYSTEM O f * CORJ» '
H E O C O CO<<>»
.
UESTIM^HOUSE ELECTRIC SUPM.Y
•; ..
- • •
:
• " * 2.B0- \
' t*59,33»
121
38
22V
3V
505
JO
'
.
•.
.
37.28
174
TltOUSAHOS
PERCENT
OF U.S..
TOTAL
OF
DOLLYS
1 W r. i
..
WSSTIHS4*3«*SJS.
- CUWUUARIVE
PERCENT CF
U.S. TOTAL
COW
ftD.O*'
;
15„ : : TEXTRON IMC
M&,697
' - R V .
.
CAMCAS* scse»- w s to
ca--.
' ElECTTKJ^CV - ^" fV V^ VT^E e-- Z
c «
- •••'103
CCJETO*
T H O « « O K . P**H»CT3 . . '
T O * * > € Wca. .. iv-.r.:
V^jt^'liATEJWOA^-FA^JWE^
*
MAO*
. - .
V'
CO
• w i i
* -
-
oftcr
ht-zr '-
-i'r
en *T3XE«r owvmmss.* CON*
- B.WJt
, 113
vv
-mm
1
.'v-Vr •.a.fJ^V.-.-;, ^-rJ-:
351,135
.•19." . EXXCTT
E5S0 *£AT LTD
rmuAT-rf
cos**
• ESSO ™r*rcR***TtmM.
'V.v:
: " ESS a WTCK J+OTEl^V
E5SO:
T?«R
-
ESSO
-
-
ESSO P5TWT.CO LTD •... ...
... ESS3
ESSO STA>*H>*» o n . c o s *
:
ESSO
^ . ^ r - . . - - eESSO
x x c * STA*****-
S-W*
ca
CXXCP) RfiSZZftG* «>
. •
:
'.
•'
'•-""* "'•• .
LTD
CO
TOTAL
- -
• -•„. CEMpffM-20-
233,993
.12,V0V
• jr
• 29,207
IV
. A - 335
.- 102
2*159
VI
-v-v >:-.••• --"
•
653
-.viw
"V v 35
• •
709
339,7572 5 1 , 3<>S
• 29,65V
. TOTAIl.
231,020
•
- L T V CORP-. • -• '
••
• JONES T. LAU>«TTR> ST*L?T CCR>»
' kemttw
••".•' •:..-••.•.
D.9^
r'
299,623
21» . HCHgrwau iw?
"
H0NET»€LLIWWW^TTCtf STSTEftS,
' 22.
.
" / -
LTO
L T \F A C O W * WILSO.M CERTTFTT^
WILSON X CO IMP.
.? '
INC
2,939
17,035
233,635
115
13,19e»
~ r
0.82
B7.31
r;.
75
CUMULATIVE
PERCENT Of*
U.S. TOTAL
XT
OF U.S.
• TOTAL
22, - L T V cor**
O
268,063 .
23.
STAWOA5WJ OIL CO Or CALIF. ;
'i
I ' > CALTSX P»ZLXPPX*BS..&C c/
.
CALTEX ASIA LTD >J;/ ' * "V. ' •
:
CAL.EX OIL PRODUCTS CO Jp/ "
.- -'-r.il CALTE2C OIL THAILA*4i LTD
. >
. . , —* CALTEX OVERSEAS LTD c/
"
.... .
•• .
••
I56,20C»
1,729
." •
'
• -
• •'-T. ..-.^z •
V
' *
-
: "v:*
- .
'
:
••v..;-" :v
CHEVRO* A3>**Lr co
.
• .
••.'a J^^-CHEVRC* INTER*.VTIC»A^ OIL CO„ INC
'-•
f^x CttcVKC*. Dtt. CO J i — V -'7-.V.
I'^iKd-! ST AK>ARO OIX..CO KEfcTVCXT v"
: -
;
. '
CASS.
K C L CC
G.
LTa--
:
;
HEX***** MEW*- IHSUSSfrtA4. - COR^- ;
HrWPOS? H€W5-.
S»Ir*J>LO t OR* DOCK C
.V:- ttUCLESEJWIC* 5. COHSTR CO,
;
?SlfiiiiiisB3if
WHITER**!io»^vv 3U5i.*E35
•
263,63r
:•>•'..'•
••
252,339
CO. .-; ;'..
•
-• 25. i -- HARTIN MARIETTA CORf»- r.? v "r::
,:frfjj •- HARTIff MARIETTA ALUWl.V>W INC •
:
H*RTIN HARIETTA .ALU»«m>H SALES INC
•
;.-•••rr.-ir.^v.-r"*
3.77
—
•
252,37a ; .v. " 0.73
• • :• : -V^:.
185,835
• 267 • 59,646
. 245,748 . . : V
:.-27.
C A'COR-
'.-.---^c,-.-- CORONET INDUSTRIES, INC"
"
C A ALASKA COK*t**ICATTO>tt IHC •
i./'VV'jif^:. R C A C-L03M. CCJ+^^CATICn^
A" 7
R C A L A T O R I E S SARHOFT RES CTR
"- •.
RAHOOH HDUSI, IHC
t ••
SHELBr W I L L I I f f C
TOTAL
28. "-" iMTERHATIO>^Hk' T£LEPHOfr£ t TEL CORT"
•
• AEROSPACE CONTROLS
* . ;.
CITY WINDO* CLEAHIHG. CO '
FEDERAL ELECTRIC COR*
'
.*
I T T ARTIC SERVICES. INC - : V* 'i
- I T T SARTOH
•- .'-/;;••£:.-• v- " I T T CCHTI^SHTAL BAXIH^ CO •' v . .
I T T OECCA HARTft*, ttiC
•'•'• I T T EO'JCATIOHAL SE^^ICES, INC
*. I T T ELECTRO PHYSICS LABORATORIES
I T T GENERAL. COHTR^S, I.VC
;. I' T T GILFXLLA^f IMC •
-V"4
7 .'r?^
' ' I- T T GP.IHHfLL.CCR^.; "
* ' I T T c»ALTwfr IMC
"-t-.V-^ v^r
ITT H
DAHfcI * I'JT HA»^ER, irC
23-554 O - 78
12
- 12
--r.f,-
'
*
r
.114,92V
-.
16
14
68,59/
" 24,113
435
4,124
-- • 34
"
• 2,872
. 225
1 C
2,595
10
318
- 'T1
'7 j
- - v* 7
-r.Z**if; r sv .
J 0 . 7 2 ir:;:.;
51.Q9-
•0.71
-;
-% '
;"
' -
S
VR;
-v
195-— r.V-.O:
243,065
^
'
•
-v- . .
- -
-•
^
176
le to operate at a relatively low altitude f 1
achieve maximum resolution and to be
able to detect smaller targets.
Thus the Soviet choice of a nearly 600li.-high orbit is not optimum either for
nt or radar in terms of sensitivity. The
igher orbit does permit the satellite to
communicate its intelligence data to Russian ships over a greater distance, which
may be the reason for the choice.
At the 600-rrji.-high orbit, the satellite
can transmit its data to a ship or shore
station nearly 2,200 mi. away, compared
with a range of approximately 1,500 mi.
if the satellite were in a 300-mi.-high orbit.
Secure Communications
The satellites also might be used to
provide a more secure communications
link between Soviet ships and shore stations.
Soviet vessels could transmit coded
messages to the satellites, which would be
recorded and retransmitted later when
the spacecraft passes over the Soviet
Union, to prevent eavesdropping.
The U. S. Navy is developing an ocean
surveillance satellite, and the first prototype is scheduled for launch late this
year. Naval Research Laboratory is manager of the program, which bears the
code name "Whitecloud."
Fairchild Industries is assisting NRL in
the design and manufacture of the spacecraft.
It is not known whether this first Navy
ocean surveillance satellite will be
equipped with radar to give it an allweather capability or whether it will depend upon a combination of visual sensors and Elint receivers, with the latter
providing limited all-weather capability.
However, Hughes Aircraft and Westinghouse Electric are developing L-band
radars suitable for ocean surveillance
missions for use in a later generation ~r
Navy spacecraft.
NRL Concept
One spacecraft radar concept that NRL,
is known to have explored involves a
"Siamese-twins" or "mother-daughter"
satellite, in which two spacecraft would
be connected by metal booms to provide
a long baseline radar antenna to provide
high resolution.
Pending the launch of the Navy's specially designed ocean surveillance satellite, the service is gaining operational experience and evaluating different types of
sensors using a modified version of an
earlier generation USAF/Lockheed reconnaissance spacecraft (AW&ST Sept. 10,
1973, p. 12).
These experimental ocean surveillance
^llites are launched periodically using
Plartin Marietta Titan-3B. The most recent was on Apr. 18. During 1974, three
such spacecraft were launched, on Feb.
13, June 6 and Aug. 14. Typical orbital
lifetime is six or seven weeks.
SEC to Reexamine Forms Filed
By 25 Top Defense Contractors
Washington-Securities and Exchange Douglas Corp.; United Technologies
Commission is reexamining report forms Corp.; General Electric Co.; Boeing Co.;
filed with it by the top 25 Defense Dept. Litton Industries, Inc.; Hughes Aircraft
contractors to determine if payoffs Co.
abroad are concealed in the filings.
Rockwell International Corp.; RayThe review is being made at the theon Co.; American Telephone & Telerequest of Sen. William Proxmire (D.- graph Co.; Grumman Corp.; Northrop
Wis.). It is based oh "the multitude of Corp.; Westinghouse Electric Corp.;
disclosures over the months," an aide to Textron, Inc.; Chrysler Corp.; Sperry
Sen. Proxmire said, of alleged illegal pay- Rand Corp.
ments by U.S. companies to officials
FMC Corp.; Exxon Corp.; General
abroad, including payments by Northrop Motors Corp.; Honeywell, Inc.; LTV
Corp. in Saudi Arabia to obtain a support Corp.; Standard Oil Co. of California;
contract for F-5 aircraft (AW&ST June 16, Tenneco, Inc.; International Business
p. 20).
^ Machines,Corp^
"We are seeking information as to
1
whether a Northrop-type situation exists
with other companies," the aide said. The
25 companies were selected solely because they are the top Defense Dept. contractors.
Ft. Worth-Bell Helicopter Co. has begun
Sen. Proxmire has no information that manufacturing prototypes of its 6-10any of the companies, with the exception place twin-turbine Model 222 commerof Northrop, has made illegal payments cial aircraft and has signed contracts with
and then concealed them in its filings to more than 80% of its planned vendors for
the program.
the SEC, the aide said.
The SEC examination is "a more deFirst flight is scheduled for early next
tailed review of documents already year, with Federal Aviation Adminisfiled," an official said. It is not a full- tration certification expected in early
fledged investigation that would include 1977 and deliveries in 1978.
visits to the companies, he added. PubSuppliers signed for the new program
licly owned U. S. companies are required include:
to file reports with SEC regularly and
Powerplants (LTS-101-650C): Avco
whenever there is a significant happening Lycoming, Stratford, Conn.; hydraulic
that could affect thei' financial status. It is actuators: E-Systems, Montek Div., Salt
these reports that are being reexamined.
Lake City; hydraulic module:' Western
The top 25 Defense Dept. contractors Hydraulics, Anaheim, Calif.; warning
and caution system: Grimes Manufaci n F i s c a l 1 9 7 4 (AW&ST N o v . 25, 1974, p .
62) were: General Dynamics Corp.; turing, Urbana, Ohio; landing gear:
Lockheed Aircraft Corp.; McDonnell Ozone Industries, Ozone Park, N. Y.
Prototype Model 222
Production Begins
p
£
Aviation Week & Space Technology, June 23, 1975
sr N o r t hrop Refunds USAF Contract Money
- «
Washington—Northrop Corp. Is refunding $370,900 to the Air Force a s reimbursement
tor Illegal corporate political contributions in the U. S. that were charged a s expenses
. to U S A F contracts.
.
Air Force and Defense Contract Audit A g e n c y ( D C A A ) began to review contracts
with Northrop after the company's chairman and president, T h o m a s V. Jones, and a
vice president, James Allen, pleaded guilty in May, 1974, to making illegal contribu• tions to the Nixon reelection campaign in 1972 (AW&ST M a y 6,1974, p. 23).
Northrop made " a voluntary c a s h refund" of $157,400 last January (AW&ST Mar. 10,
p. 13) an Air Force officer said. After the company's auditors uncovered other Illegal
contributions last year (AW&ST NOV. 25, 1974, p. 26), U S A F and D C A A uncovered
other instances of illegal contributions between*961 and 1974 being charged off on
government contracts, officials said.
The company refunded another $161,600 in M a y and told U S A F earlier this month
that an additional $51,900 would be forthcoming. The total of $370,900 refunded represents all the contributions that were channeled through William Savy, a Northrop
consultant based in Paris, and then claimed a s expenses o n U S A F contracts, officials
believe. The Defense Dept.'s audit of Northrop's relationship with Savy now appears
to be completed, U S A F and D C A A officials said. D C A A is now looking Into the company's relationships with other foreign consultants and agents to determine if alleged
excessive fees or bribes paid to or through them were charged against U S A F contracts a s legitimate expenses (AW&ST June 16, p. 29).
177
©
LISTING OF BHC INDEPENDENT REPRESENTATIVES
Company Name
Country
•outhern L a t i n
Peru
Panama
Puesrto R i c o
Surinam
Venezuela
May
Feb
Nov
Aug
Oct
71
75
53
63
69
Jun
61
Antonio Angel & Cia.
H. T . Purdy Inc.
Ecuavia C. Ltda.
Distribuidora Piper
Helitaxi Ltd.
Cia. Mexicana de
Aeroplanos S. A .
Patricio Janson
Flight, Inc.
N. V. Handelmaatschappij
H . J . De Vries
Venairco C. A.
Oct
Jun
Nov
Jun
Sep
Mar
52
72
68
70
71
63
Dealer
Representative
Dealer
Dealer
Representative
Dealer
J u n 70
Feb 71
M a y 71
Representative
Representative
Re p r e s e nfcat i ve
S e p •67
Dealer
Ing. Hans Drescher
Fenwick Aviation
Motorflug G.m.b.H.
Avionic
Lion Entreprises
Etablissement
Elding Trading Co., Inc
Maghreb Aviation
S c a n c o p t e r (Bermor)
Iberisa
Ostermans Aero AB
C.S.E. Aviation Ltd.
Oct
Mar
Oct
Jun
Feb
60
50
57
66
71
Representative
Dealer
Dealer
Dealer
Dealer
Apr
Jul
Sep
Jun
Apr
Oct
65
71
59
53
56
71)
Representative
Dealer
Dealer
Representative
Dealer
Dealer
Representative
Dealer
Africa
Austria
France
Germany
Greece
Ghana
Iceland
Morocco
Norway
Spain
Sweden
United Kingdom
Dealer
Representative
Dealer
Dealer
La Macarena
Matpetrol Ltda.
Motoravia
Aero Salfa
Latourrette &
Parini, S.A.C.
Aviacion Solar, S.A.
America
Colombia
Costa Rica
Ecuador
Guatemala
Jamaica
Mexico
lurope a n d W e s t
Classification
America
Argentina
Bolivia
Brazil
Chile
Paraguay
iorthern L a t i n
Date
Appointed
178
Country
Company Name
Date
Appointed
Classification
Aug 59
Jan 71
M a y 74
Representative
Dealer
Dealer
O c t 71
Dealer
ljddle E a s t
Iran
Kuwait
Pakistan
United Arab
Emirates
Air Taxi Co.
Rezayat Trading Co.
Mohammad Bakhsh &
Sons L t d .
Dubai Helicopter Service
Africa, Israel & Portugal
Angola
Ethiopia
Israei
Kenya
Portugal
South Africa
Hong Kong
India
Japan
Korea
Philippines
Sri Lanka
Taiwan
C o n s o r c i o T e c n i c o de
Aeronautica, SARL
E :t h i o p i a n A i r l i n e s S . C .
A . D. Aviation & Development Corp. Ltd.
A.O.G. Aeroagencies Ltd.
Alberto Maria Bravo &
Filhos
A s t r a A i r c r a f t (Pty) L t d .
N o v 69
Hutchison Air Brokers
Ltd.
Maneckji Aviation Co.
Mitsui & Co. Ltd.
United Industries
International
Delta Air Corp.
Brown & Co., Ltd.
T r i t o n I n t e r n a t i o n a l , Inc
F e b 68
N o v 57
Representative
Dealer
May 71
Jun 70
Dealer
Dealer
Jan 65
Dealer
O c t 71
Representative
Jan 58
Jan 68
Jan 63
Dealer
Dealer
Dealer
J u n 70
J a n 68
M a y 72
Dealer
Represen tative
Dealer
\ustralasia
Australia
Singapore
B e l l H e l i c o p t e r (Aust)
Pty. Ltd.
H e l i O r i e n t (Pte) L t d .
Dealer
Apr 6 8
Dealer
179
S TAN DARD DE AL E R/REP RE SENTATIVE
COMMISSION STRUCTURE
Effective
1 J a n 1975
206B*
20 6L*
205A-1*
212*
2 1 2 (IFR C o n f i g u r a t i o n ;
214B
AH-1 Series*
UH-1 Series*
2 1 4 A , 011-58 S e r i e s *
Spare Parts & Optional Accessories
a p p l i c a b l e to p r o d u c t s l i s t e d a b o v e
M o d e l 47 S p a r e
$18,000
25,000
30,000
4 0,000
47 ,500
55,000
TUN
TBN
TBN
'20%
P reJ a n 1 9 7 5 **
6%
6%
6%
TBN
TBN
TBN
20%
Parts
2 0%
20%
Engine & Engine Spare Parts & Tools
TBN
TBN
Special Equipment - Installations
w h i c h are n o t i d e n t i f i e d as O p t i o n a l
A c c e s s o r i e s on BHC P r i c e Lists
REPRESENTATIVE
206B*
206L*
205A-1*
212*
2 1 2 (IFR C o n f i g u r a t i o n ) *
214B*
AH-1 Series*
UH-1 Series*
2 1 4 A , 011-58 S e r i e s *
$12,000
16,700
20,000
26,700
31,700
36,700
TBN
TBN
TBN
4%
4%
TBN
TBN
TBN
Spare Parts & Optional Accessories
applicable to products listed above
10%
10%
M o d e l 47 S p a r e
Parts
10%
10%
Engine & Engine Spare Parts & Tools
TBN
TBN
Special Equipment - Installations
which are not identified as Optional
A c c e s s o r i e s on BHC P r i c e Lists
*For the sale of from 1 to 5 h e l i c o p t e r s .
C o m m i s s i o n s f o r t h e s a l e of o v e r 5 h e l i c o p t e r s :
To Be Negotiated
(TBN)
* * P e r c e n t a p p l i e d to P u b l i s h e d L i s t P»*ice o f B a s i c
Held, c o p t e r .
180
jf^rN B E L L
H E L I C O P T E R COMPANY
101 A l«Xlrpfl COMPANY
POST ornce oox * a A • fonr WC
DIVISION OF
TEXTRON
PRE 1975 AGREEMENT
INC.
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
This Agreement made
10
, between BELL H E L I C O P T E R
COMPANY,
Division of Textron Inc. (hereinafter called "Bell"), and
(hereinafter called the "Representative") is made for the purpose of defining the rights and obligations of the parties.
If there has been a Manufacturer's Foreign Dealer Agreement or a Manufacturer's Foreign Sales Representative Agreement in cffcct between the parties, this agreement is a continuation of such relationship, but the terms of this agreement supersede and replace completely all prior agreements.
T h e parties mutually agree:
1. A P P O I N T M E N T AND T E R R I T O R Y .
Bell appoints the Representative to sell in
the Bell produets listed in Schedule A of this Agreement (hereinafter called the Listed Products). Bell shall have the
right to make sales of Listed Products to any local or national government within the Territory, or any agency or instrumentality of such government, whether such sales are made directly by Bell or indirectly through the United
States Government.
2. AGREEMENTS O F REPRESENTATIVE.
T h e Representative agrees:
(a) T o use his best efforts —
(1) To promote the reputation and the sale of the Listed Products in the Territory.
(2) T o obtain offers to purchase such products from responsible purchasers in the form of Bell's Standard
Export Purchase Agreement at Bell's export list prices then in effect.
(3) Promptly to transmit to Bell any such offers for Bell's acceptance or rejection.
(b) T o furnish necessary technical advice and product support to customers including:
(1) Advise customers relative to technical specifications and avaiIablef«configurations of Listed Products.
(2) Assist in and/or conduct demonstrations of Listed Products.
*
(3) Assist and advise customers in the proper operation and maintenance of Listed Products.
'
(4) Serve in a liaison capacity between the customers and Bell.
"
(5) Assist the customer in spare parts support for the Listed Products.
181
(6) Render technical advice and product support on a continuing basis and especially during the post delivery
period.
(c) T o display, advertise and ofTer for sale only that part of the Bell product line which has been incorporated as
Listed Products in this Agreement.
(d) T o permit Bell to inspect his facilities at any time during business hours and to furnish such reports pertaining
to his business in the Listed Products as Bell may reasonably request.
(e) T o be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale
of the Listed Products.
(f)
T o permit in any settlement of accounts between the parties an offset of amounts due the Representative for
commissions or other reasons against indebtedness of the Representative to Bell.
(g) In order to avoid the use in connection with Bell helicopters of parts or equipment which may interfere with
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to sell a n d / o r use
only Bell approved parts for purpose of the maintenance and overhaul of the Listed Products.
3. A G R E E M E N T S O F BELL.
Bell agrees:
(a) T o support the Representative in his efforts-to promote the sale of the Listed Products, to furnish appropriate
sales literature and descriptions of such products, to refer inquiries received from prospective purchasers within the
Territory, and generally to render such saKv; assistance as may in Bell's sole judgment be reasonable and appropriate,
without assuming any responsibility for the Representative's sales efforts or any obligation to render assistance beyond
what in Bell's sole discretion is deemed adequate.
(b) T o permit the Representative to use the Bell Helicopter name and trademark in connection with sales of the
Listed Products, but only to the extent and under the conditions which Bell may in writing approve.
(c) T o sell and deliver the Listed Products for which the Representative
Purchase Agreements acceptable to Bell and not unreasonably
to withhold
has obtained
acceptance
Bell's Standard
Export
of offers to purchase
such
products obtained by . \e Representative.
(d) T o pay to the Representative compensation as provided in the next succeeding paragraph.
4. C O M M I S S I O N S P A Y A B L E T O T I I E
REPRESENTATIVE.
(a) Subject to paragraphs (b) and (c) below, Bell will pay commissions to the Representative at the rates provided in Schedule A of this Agreement on all sales of the Listed Products made in accordance with Bell's Standard
Export Purchase Agreement and concludcd by delivery within the Territory.
(b) Bell will pay fair commissions to be negotiated where a sale of Listed Products is made directly by Bell to any
local or national government within the Territory or to any agency or instrumentality of such government.
(c) Bell will pay fair commissions to be negotiated where a Listed Product is delivered by or by direction of the
United States Government oi any agency or instrumentality thereof to a national or local government within the
Territory or to any agency or instrumentality thereof, if, but onlv if:
(1) T h e Representative was active in developing the requirement for, and the purchase of, the Listed Product
(no commissions shall he payable for grant in-aid deliveries), and
182
(2) At the time of the initial contractual negotiations between Bell and the United Slates Government, the
Representative had advised Bell that the Listed Product was to be so delivered. _
(d) All negotiated commissions shall be due and payable at the time agreed upon between Bell and the Representative iii such negotiations. All other commissions shall be due and payable upon the completion of each Standard Export
Purchase Agreement by the delivery of the required products and receipt by Bell of full payment therefor. All commissions will be calculated on F.O.B. or fly-away prices, Bell factory.
5. GENERAL AGREEMENTS.
(a) The relation created by this Agreement is that of Manufacturer and independent Representative, and neither
the Representative nor any of his officers, agents, salesmen or employees shall have any right or authority—.
(1) To conduct any business in the name of or for the account of Bell.
(2) To make any proposals, promises, warranties, guaranties or representations with regard to any Bell product.
(3) To assume or create any obligation of any kind, express or implied, on behalf of Bell.
(4) To enter into contracts or commitments in the name of Bell.
(5) To make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6) To bind Bell in any respect whatsoever.
(b) Bell may from time to time, without notice, make such changes in its Standard Export Purchase Agreement
and its export list prices as Bell may determine, but no such change shall apply to any orders for which Bell shall have,
previously accepted its Standard Export Purchase Agreement.
(c) Schedule A hereto may from time to time be revised in any respect by mut- al agreement of the parties expressed by their official signatures upon such revision, without affecting any other provision of this Agreement, but no
letter, telegram or other communication between the prrties hereto shall become a part of or in any way modify or
change this Agreement unless it is distinctly stated in such communication that it is to become a part of this Agreement by attachment thereto and bears the official signatures of both parties, which may be accomplished by separate
signatures of duplicate counterparts of such communication and exchange of same.
(d) This Agreement is to be governed by and construed under the laws of the State of New York, U.S.A. If any
provision of this Agreement shall be considered or held by ar.y authority or court having jurisdiction over one of the
parties or over the subject matter of this contract to be prohi ited and/or void, such action shall not affect the validity
of the remaining provisions of this Agreement which shall be considered separable from the prohibited or void provision and this Agreement shAll thereupon be deemed to be written, or to be re-written, as the case may be, without
such prohibited or void provision.
(e) The Representative shall not transfer or assign this Agreement or any part of it in any manner without the
written consent of Bell.
6. TERM AND TERMINATION.
(a) This Agreement shall become effective on the date hereof and shall continue until the following December
31st and thereafter for periods of one (1) year until terminated by written notice of termination delivered personally
or mailed to the other party, by registered, certified or regular mail, to be effective on a date specified in such notice
which shall be not less than sixty (60) days after the delivery or mailing of such notice. In the following circumstances
this Agreement can be terminated at any time by cither party effective immediately upon receipt of notice of termination:
183
(1) Death or incapacity of the Representative.
(2) The institution of any proceedings by or against the Representative under any bankruptcy or insolvency
law.
(3) Any breach by or failure of the other party to comply with any of the provisions of this Agreement which
shall have remained uncorrected for thirty (30) days after written notice thereof.,
(b) Notwithstanding any such termination, the Representative shall be entitled to commissions upon sales pursuant to
Standard Export Purchase Agreements for Listed Products accepted by Bell prior to the effective date of termination,
when and if Bell receives full payment therefor.
(c) The Representative shall not be entitled to receive any termination payment or compensation of any nature
because of termination of this Agreement.
(d) Neither party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from manufacture of helicopters or parts, or from the loss of prospective
profits or commissions on sales or expenses incurred or investments made in connection with the establishment, development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
7. SUCCESSION.
This Agreement shall be binding upon and inure to the benefit of Bell and any person, firm or corporation succeeding to all or substantially all of the helicopter manufacturing business now conducted by Bell.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and
year first above written.
BELL HELICOPTER COMPANY
Representative
Division of Textron Inc.
By
By
(Title)
(Title)—
Witness
Witness
184
jffis
B E L L
W H E U C O P T E R
COMPANY
POST o r r i c e BOX 4«2 • roKT WORTH. TC*A3 reioi
Dt VISION OF TEXTRON INC.
A
texlron COMPANY
SCHEDULE A
(To Manufacturer's Foreign Representative Agreement Dated
:
LISTED P R O D U C T S AND APPLICABLE C O M M I S S I O N S
The Representative is authorized to solicit orders for the Listed Products set forth below in accordance with the
terms contained in the Manufacturer's Foreign Representative Agreement to which this Schedule is attached. The
commissions payable to the Representative in accordance with Section 4(a) of such Agreement are set forth below.
Standard Export Purchase Agreements Covering One ( I ) to Five (5) Helicopters:
Listed Products
Commission on Bnsic Helicopters
Standard Export Purchase Agreements Covering More Than Five (5) Helicopters:
Listed Products
Commission
T o be Negotiated
Standard Export Purchase Agreements Covering Spare Parts and Accessories:
Listed Products
Commission on Spare Parts and Accessories
This Schedule A revision is effective.
Representative
BELL HELICOPTER COMPANY
Division of Textron Inc.
By
By
(Title)
(Title)
,
185
B E L L
CURRENT AGREEMENT BEGINNING 1975
HELICOPTER
COMPANY
BELL HELICOPTER COMPANY
INDEPENDENT REPRESENTATIVE AGREEMENT
This Agreement made
Textron Inc. (hereinafter called "Bell"), and
, 19
, between BELL HELICOPTER COMPANY. Division of
of
(hereinafter called the "Representative") is made for the purpose of defining the rights and obligations of the parties. The
terms of this Agreement supersede and replace completely all prior agreements.
1. APPOINTMENT AND T E R R I T O R Y .
Bell appoints the Representative to sell the Listed Products set forth in Schedule A of this Agreement in the Territory (ies)
of
under the terms and conditions set forth hereinafter.
2.
A G R E E M E N T S OF R E P R E S E N T A T I V E .
The Representative agrees:
(a)
To promote the reputation and the sale of the Listed Products in the Territory.
(b) To obtain offers to purchase such products from responsible purchasers and promptly transmit all such offers to
Bell for Bell's acceptance or rejection.
(c) To provide monthly written reports to Bell setting forth the customers and sales programs with which the
Representative has been engaiged during the previous monthly period, and the status of all sales programs with which the
Representative is involved. .
(d)
To furnish necessary technical advice and product support to customers including:
(1)
Advise customers relative to technical specifications and available configurations of Listed Products.
(2)
Assist in and/or conduct demonstrations of Listed Products.
(3)
Assist and advise customers in the proper operation and maintenance of Listed Products.
(4)
Serve in a liaison capacity between the customers and Bell.
(5)
Assist the customer in spare parts support for the Listed Products.
(6)
Render technical advice and product support on a continuing basis and especially during the post delivery
period.
•(e) To display, advertise and offer for sale only the part of the Bell product line which has heen incorporated as Listed
Products in this Agreement at those prices and under those terms and conditions as may he established by Bell.
(f) To permit Bell to inspect his facilities at any time during business hours and to furnish such reports pertaining to his
business in the Listed Products as Bell may reasonably request.
(g) To be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale of the
Listed Products.
*
(h) To permit, in any settlement of accounts between the parties, an offset of amounts due the Representative for
compensation or other reasons against indebtedness of the Representative to Bell.
(i) To furnish Bell, three (3) months prior to the end of each year following the date of this Agreement, a complete and
accurate financial statement, with supporting data, showing the true and actual condition of the Representative's business.
Bell agrees to hold such information in confidence.
186
3. A G R E E M E N T S O F B E L L .
Bell agrees:
(a) To support the Representative in his efforts to promote the sale of the Listed Products, to furnish appropriate sales
literature and descriptions of such products, and generally to render such sales assistance as may in Bell's sole judgment be
reasonable and appropriate, without assuming any responsibility for the Representative's sales efforts or any obligation to
render assistance beyond what in Bell's sole discretion is deemed adequate.
(b) To permit the Representative to use the Bell Helicopter name and trademark in connection with sales of the Listed
Products, but only to the extent and under the conditions which Bell may in writing approve.
(c) To not unreasonably withhold acceptance of offers to purchase Listed Products obtained by the Representative, but
the final decision of acceptance or rejection of an offer shall be made by Bell.
(d)
4.
To pay the Representative compensation as provided in Clause 4 of this Agreement.
COMPENSATION TO R E P R E S E N T A T I V E .
(a) Subject to paragraphs (b) and (c) below, Bell will pay compensation to the Representative at the rates provided ii^
Schedule A of this Agreement on all other sales of Listed Products made by Bell in response to offers to purchase obtained by
the Representative and concluded by delivery within the Territory. Compensation that is based upon a percentage of sales
will be calculated using actual invoice prices, exclusive of crating, shipping, taxes and all other such charges.
(b)
No compensation shall be paid to the Representative on any sale or delivery of Listed Products:
(1)
under any Military Assistance Grant Aid or similar program of the United States Government, or
(2) which are made by the United States Government and which were not specifically identified, prior to the
delivery of the Listed Products by Bell to the United States Government, for delivery within the Territory.
(c) Fair compensation, to be negotiated between Bell and the Representative prior to delivery of the Listed Products,
shall be paid to the Representative for all other sales of Listed Products made by the United States Government or by
direction of the United States Government or any agency or instrumentality thereof, to a national or local Government within
the Territory or to any agency or instrumentality thereof, PROVIDED THAT
(1)
the Representative was active in developing the requirement for and the purchase of the Listed Products, and
(2) prior to the initial contract between Bell and the United States Government with respect to the sale of the Listed
Products, the Representative had advised Bell in writing of the specific requirement for and potential sale of the Listed
Products.
(d) Compensation shall be due and payable only upon the delivery of the Listed Products and receipt by Bell of full
payment therefor.
5.
GENERAL AGREEMENTS.
(a) The relation created by this Agreement is that of Manufacturer and Independent Representative, and neither the
Representative nor any of his officers, agents, salesmen or employees shall have any right or authority:
(1)
To conduct any business in the name of or for the account of Bell.
(2)
To make any proposals, promises, warranties, guaranties or representations on behalf of Bell.
(3)
To assume or create any obligation of any kind, express or implied, on behalf of Bell.
(4)
To enter into contracts or commitments in the name of Bell.
(5)
To make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6)
To bind bell in any respect whatsoever.
2
187
(b) Schedule A hereto may from time to time be revised in any respect by mutual agreement of the parties expressed by
< their official signatures upon such revisions, without affecting any other provision of this Agreement, but no letter, telegram
or other communication between the parties hereto shall become a part of or in any way modify or change this Agreement
unless it is distinctly staled in such communication that it is to become a part of this Agreement by attachment thereto and
bears the official signatures of both parties, which may be accomplished by separate signatures of duplicate counterparts of
such communication and exchange of same.
(c) Bell may from time to time, without notice, make such changes in the prices, terms and conditions of sale of the
Listed Products as Bell may determine.
(d)
This Agreement:
(1) Is to be governed by and construed under the laws of the State of Texas, U.S.A. Both Bell and the
Representative submit hereby to the jurisdication of the appropriate court of law in the State of Texas on any dispute
involving this Agreement.
(2) If any portion of this Agreement shall be considered or held by any authority or court having jurisdication over
one of the parties or over the subject matter of this contract to be prohibited and/or void, such ac tion shall not affect the
validity of the remaining provisions of this Agreement which shall he considered separable from the prohibited or void
provision and this Agreement shall thereupon be deemed to be written, or to be re-written, as the case may be, without such
prohibited or void provision.
6.
ASSIGNMENT, CHANGES IN O W N E R S H I P AND M A N A G E M E N T .
(a) This Agreement and any right or obligation hereunder may not be assigned by the Representative without the prior
written approval of Bell.
(b) The Representative shall advise Bell of any change in the financial interests in or management of the
Representative. If, in Bell's opinion, such changes substantially affect the financial interests in or management of the
Representative, Bell may terminate this Agreement by written notice, said termination to be effective not less than thirty
(30) days after mailing of such notice.
7.
T E R M AND T E R M I N A T I O N .
(a) This Agreement shall become effective on the date hereof and shall terminate on the same day of the same month
two (2) years thereafter unless previously terminated under one or more of the conditions set forth in Clause 6(b) or
hereinafter.
(b) The Representative can terminate this Agreement at any time by written notice of termination to be effective upon
receipt of such notice by Bell.
(c) This Agreement can be terminated by Bell by written notice for just cause, including but not limited to failure to
perform, breach of any of the terms and conditions, fraud, and misrepresentation with respect to entering into and
performance under this Agreement, said termination to be effective on a date specified in such notice which shall be not less
than thirty (30) days after the mailing of such notice.
(d) This Agreement shall automatically terminate without notice by either party in the event of the institution of
voluntary or involuntary bankruptcy proceedings by or against Bell or the Representative. For this purpose, "bankruptcy
proceedings" shall mean any proceedings under the United States Bankruptcy Act or equivalent foreign law. If
Representative is an individual proprietorship, death or judicial adjudication of incompetency, or if a partnership,
dissolution of the partnership by death or otherwise, or if a corporation, dissolution of the corporation, shall also
automatically terminate this Agreement without notice by either party.
(e) As limited by the terms of Clause 4, the Representative shall only be entitled to compensation for sales of Listed
Products accepted by Bell prior to the effective date of termination.
(f) The Representative shall not be entitled to receive any termination payment or compensation of any nature because
of termination of this Agreement.
f
(g) Neither party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from the manufacture of helicopters or parts, or from the loss of prospective
profits, or compensation on sales or expenses incurred, or investments made in connection with the establishment,
development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
2
188
8.
SUCCESSION.
This Agreement shall be binding upon and inure to the benefit of Bell and any person, firm or corporation succeeding to all
or substantially all of the helicopter manufacturing business now conducted by BHI.
9.
NOTICE.
All notices requried under this Agreement shall be in writing and sent by registered mail to the respective parties as
follows:
To:
BELL HELICOPTER COMPANY
Division of Textron Inc.;
Post Office Box IK",'
Fort Worth. Texas. I'.S.A. 7«10I
ATTN:
IN WITNESS WHEREOF, the parties hereto have caused this Agreement which is fully executed at Fort Worth, Texas
as of the day and year first above written.
Representative
BELL HELICOPTER COMPANY
Division of Textron Inc.
By
By
Title
Title
Witness
Witness
2
189
©
BELL
HELICOPTER
COMPANY
• FORT WORTH.
SCHEDULE A
(To Bell Helicopter Company Independent Representative Agreement dated
)
LISTED PRODUCTS AND APPLICABLE COMPENSATION
The Representative is authorized to solicit orders for the Listed Products set forth below in accordance with the terms
contained in the Bell Helicopter Company Independent Representative Agreement to which this Schedule is attached. The
compensation payable to the Representative in accordance with Section 4(a) of such Agreement is set forth below.
Purchase Agreement for the Sale of Basic Helicopters
Compensation on
Listed Products
Basic Helicopters
for the sale
> of one (1) to
five (5) helicopters
Compensation on each Purchase Agreement providing for the sale of more than five (5) helicopters shall be negotiated
between the parties.
Purchase Agreement Covering Spare Parts and Accessories
Compensation on Spare Parts
Listed Products
and Accessories
This Schedule A is effective
Representative
BELL HELICOPTER COMPANY
Division of Textron Inc.
By
By
Title
:
Witness
Title
Witness
190
I3El_L_ H f ' J U C O P T E I ?
Inter-Office
COMPANY
Memorandum
18 J u n e 1 9 7 5
IM: WWH : sso-28 8
Memo
to:
Copies
to:
Mr. R.
Caster
Messrs. J. Atkins, D. Consolver, D.
D. Mitchell, C. Rudning, L. Suiter,
Sylvester, H. Weichsel
Subject:
Status
Sales
Enclosures:
(1)
Attached hereto as
Dealer Commissions
of
Dealer
Dealer
Commission
for
Military
Summary
e n c l o s u r e (1) i s a c o m p l e t e s t a t u s
for MAP/FMS Helicopters as of June
The Dealer Commission status
shown on page 5 of enclosure
Commissions
McCrary,
F.
for UH-1N/OH-58
(1).
f
Models
is
(4-.MIW-
J W. Hook
Production
Ext. #3584
Contracts
of
197 5.
. MILITARY
FMS AND MAP
-OUNTRY
.ustralia
TYPE OF
PROCUREMENT
QTY .
MODEL
CONTRACT
INSTRUMENT
CONTRACTS
DEALER
COMMISSION
DELIVERY
DATE
SUMMARY
COMMISSION
CLAIMED
COMMISSION
NEG. U.S.
GOVERNMENT
8
UH-1B
-41900
1962
4%%
FMS
3
UH-1B
-7001
1963
3 h%
47,279
3h% N e g .
Helicopter
5% N e g . S p a r
FMS
8
UH-1B
-10000
1964
3h%
42,220
3h% N e g .
Helicopter
5% N e g . S p a r
FMS
3
UH-1B
-10000
1964
1965
&
3%%
19,204
3
UH-1B
-11111
1964
&
3h%
17,169
3h% & 5 %
Spares
15,000
15,000
Paid
.
Helicopter
Sales
(Sharpe)
FMS
1
FMS
22
FMS
7
UH-1B
UH-1D/H
UH-1H
-03459
-0025
-0028
1966
$
1968
5,250
A/C
115,500
per
1970
June
6,500
A/C
6,500
per
None
FMS
5
UH-1H
-0123
1973
FMS
5
UH-lH
-0028
1970
15,000
per A/C
75,000
Total
FMS
8
UH-lH
-0123
1973
15,000
120,000
4%% N e g . Helicopter
6% N e g . S p a r e
( N a v y ) 3*s%
& 5% S p a r e s
1965
Argentina
REMARKS
FMS
FMS
$ 70,993
DEALER
Dealer
Paid
Paid
ea.
None
Page
Wollkopf
La Macarena
S.R.L.
1 of
6
Paid
Paid
MILITARY CONTRACTS
AND MAP DEALER COMMISSION SUMMARY
:OUNTRY
TYPE OF
PROCUREMENT
QTY.
MODEL
CONTRACT
INSTRUMENT
.rgentina
FMS
7
UH-1H
-0200
1974
$ 10,000
FMS
4
UH-1H
-0175
1976
$ 12,000
FMS
8
UH-1H
-0319
1972
$ 15,000
each
$ 15,000
each
Motorvia
Paid 60,000
in Sep 72 &
60,000 in
Oct 7 2
FMS
14
UH-1H
-0200
1974
$ 12,000
$ 12,000
Motorvia
Pay Dealer
None
S.A.C.I.
Silas y
Fabres
Paid
$60,000
xazil
DELIVERY COMMISSION
DATE
CLAIMED
1968
$ 15,000
($60,000)
COMMISSION
NEG. U.S.
GOVERNMENT
DEALER
$ 10,000
La Macarena Pay Dealer
REMARKS
La Macarena
FMS
4
UH-1D
-0025
FMS
10
UH-1H
-0566 &
-0028
1969 &
1970
$ 10,000
each
$100,000
MAP
3
UH-1B
S/A #81
1964
5% Target
Price
$ 22,458
MAP
1
UH-1B
-11111
1965
$ 15,000
None
FMS
5
UH-1H
-0566
1969
$ 15,000
each
$ 15,000
MAP
6
UH-1D
-3501
1967
Germany Kenya
FMS
2
G3B2
-0511
1970
$ 20,307
Total
$ 20,307
Total
Autair
Dealer Paic
Greece
FMS
10
UH-1H
C . O . 83
0566
,1.969
$ 10,000/
Ship
($100,000)
$ 10,000
Avionic
Dealer Paid
:hili
Colombia
Korea
None
Paid
Antonio
Angel
"
United
Industries
••
Paid
Dealer
Paid"
Dealer
Paid
Paid
$20,000
BHC Funds
CO
to
MILITARY CONTRACTS
FMS AND MAP DEALER COMMISSION SUMMARY
COUNTRY
TYPE OF
PROCUREMENT
Greece
FMS
9
UH-lH
-0123
Slew Zealand
FMS
5
UH-1D
9
UH-lH
7
47G-3B2
1
4
FMS
Norway
MAP
QTY.
6
6
Spain
MODEL
COMMISSION
CLAIMED
COMMISSION
N E G . U.S.
GOVERNMENT
DEALER
1973
$ 10,000
$ 10,000
Avionic
Paid
C.O. 76
-2805
1966
$ 15,000/
ship
$ 75,000
SeabrookFowlds
Dealer Paid
-0028
1970
$ 12,500/
Ship
$ -12,500/
Ship
SeabrookFowlds
Paid
$
$
SeabrookFowlds
CONTRACT
INSTRUMENT
DELIVERY
DATE
-0511
1970
UH-lH
UH-1B
-0175
S/A 26
-7001
1976
1963
UH-1B
-10000
Basic
1964
UH-1B
-03459
UH-1D
C.O. 130
-11111
47G-3B1 -03561
(Th-13T)
UH-lB
C . O . 13
each
9,000/
Ship
each
9,000/
Ship
No Dealer
None
4%%
$ 28,200
4*5%
$ 24,501
$ 60,000
1965
1965 &
1966
1966
$ 90,000
$ 72,000
30%
Approx.
Scancopter
($ 10,000/
Ship
($ 60,000)
CD
CO
4h% Neg. &
Paid - No
Spares
Scancopter
Dealer Pai:
$24,000
Solar,S.A.
Dealer P a i
:
Commission
Included i:
Selling Pr
20%
$ 90,000
4S% Neg. &
Paid - No
Spares
Iberisa
Page 3 of 6
Dealer Pa:
MILITARY CONTRACTS
FMS AND MAP DEALER COMMISSION SUMMARY
TYPE OF
PROCUREMENT
pain
QTY.
MODEL
CONTRACT
INSTRUMENT
DELIVERY
DATE
COMMISSION
CLAIMED
15%
COMMISSION
NEG. U.S.
GOVERNMENT
DEALER
OH-13S
-03671
1966
12
UH-1H
-0028
1971
$120,000
($ 10,000
each)
$120 ,000
Iberisa
2
UH-1H
-0319
May
1972
$ 10,000
$ 10,000
Iberisa
each
each
$ 15,000
$ 15,000
each
Iberisa
$ 10,000
Iberisa
$ 10,000
Iberisa
Paid
$ 10,000
each
In Process
Iberisa
Pay Dealer
FMS
6
FMS
FMS
Approx.
Iberisa
$4,000/Ship
Selling Pric
$43,900
Paid
FMS
4
AH-1G
-0724
1972
FMS
3
UH-1H
-0123
Sep
19*73
$ 10,000
FMS
3
UH-1H
-0123
Oct
1973
$ 10,000
FMS
4
UH-1H
-0200
FMS
19
UH-1H
-0200
1974
$ 10,000
$ 10,000
Iberisa
Pay Dealer
Uruguay
2
UH-1H
C . O . 145 &
148
1970
$
$
5,000
each
Wollkopf
Paid
Venezuela
4
UH-1B
C . O . 55
-11111
1964 &
1965
$ 60,000
($15,000
each)
$ 60,000
Venairco
Dealer Paid
UH-1D
C . O . 97
$ 12,500/
Ship
$100,000
Venairco
Dealer Pai
$ 50,000
Venairco
>dealer Pai'
each
5,000
each
each
each
each
($100,000)
4
UH-1D
C . O . 143
-03501 -
19"
$ 12,500
(50,000)
page 4 of 6
CO
MILITARY CONTRACTS
FMS AND MAP DEALER COMMISSION SUMMARY
Venezuela
lexico
TYPE OF
PROCUREMENT
QTY.
MODEL
FMS
3
UH-lH
-0175
1976
4
UH-1N
C-1041
1974
2
212
-0423
1973
In Price
2
UH-lN
-0155
1975
$ 25,000
Justice
Dept.
CONTRACT
INSTRUMENT
DELIVERY
DATE
Tunisia
FMS
2
UH-lN
-0220
1975
Spain
FMS
12
OH-58B
-0937
1975
COMMISSION
CLAIMED
COMMISSION
NEG. U.S.
GOVERNMENT
DEALER
$ 12,000
CIA MexiNo Commissi^
cana de
Grant Aid
Aero Pianos
S.A.
None
$ 25,000
None
$
7,500
Maghreb
Aviation
6% of Sale
Price
Heli
Orient
(PTE)
Pay at tine
of Delivery
CO
CJi
No Dealer
$
7,500
Iberisa
Pay Dealer
COMMISSIONS W I L L NOT BE PAID ON THE F O L L O W I N G
COUNTRY
TYPE OF
PROCUREMENT
Austria
FMS
N e w Zealand
FMS
Page197of 6
QUANTITY
12
MODEL
CONTRACT
D E L I V E R Y DATE
PROPOSED
REMARKS
OH-58B
-0937
1975
None
Dealer not
Authorized
UH-lH
-0175
1976
None
No Dealer
196
B E L L
H
Ez L J C C P T E re
• fOKT WORTH. It XAS
COM
PAWY
T
KArlGFAGTIjRSR'S FGHui-GTj 111:!?RIISEf-3TATE JE AGBlZErjEriT
This Agreement made
15
, 19 7 0
, between BELL H E L I C O P T E R
COMPANY,
Division of Bell Aerospace Corporation (hereinafter callcd "Bell"), and
„
. „
A x r Taxi. Coapariy
of
M c h r c b n d Axi^orfc
T c h ^ i , Iran*
(hereinafter called the "Representative") is made for the purpose of defining the rights'and obligations of the parties.
If there I)as been a Manufacturer's Foreign Dealer Agreement or a Manufacturer's Foreign Sales Representative Agreement in cflTcct between the parties, this agreement is a continuation of such relationship, but the terms of this agreement supersede and replace completely all prior agreements.
T h e parties mutually agree:
1. A P P O I N T M E N T AND T E R R I T O R Y ,
Beli appoints the Representative to sell in
ASTSIl
the Bell products listed in Schedule A of this Agreement (hereinafter called the Listed Products). Bell shall have the
right to make sales of Listed Products to any local oi national government within the Territory, or any agency or instrumentality of such government, whether such sales arc made dircctly by Bell or indirectly through the United
States Government.
2. A G R E E M E N T S O F REPRESENTATIVE.
T h e Representative agrees:
(a) T o use his best efforts —
(1) T o promote the reputation and the sale of the Listed Products in the Territory.
(2) T o obtain ofTers to purchase such products from responsible purchasers in the form of Bell's Standard
Export Purchase Agreement at Bell's export list prices then in effect.
(3) Promptly to transmit to Bell any such offers for Bell's acceptance or rejection.
(b) T o furnish necessary technical advice and product support to customers including:
(1) Advise customers relative to technical specifications and available configurations of Listed Products.
(2) Assist in and/or conduct demonstrations of Listed Products.
(3) Assist and advise customers in the proper operation and maintenance of Listed Products.
(4) Serve in a liaison capacity between the customers and Bell.
(5) Assist the customer in spare parts support for the Listed Products.
197
(6) Rentier technical advice and product support on a continuing basis and cspccially during the post deliver;
period.
(c) To display, advertise and offer for sale only that part of the Bell product line which has been incorporated a
Listed Products in this Agreement.
(d) To permit Bell to import his'facilities at any time during business hours and to furnish such reports pcrtainin
to his business in the Listed Products as Bell may reasonably request.
(c) To be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sal
of the Listed Products.
(f) To permit in any settlement of accounts between the parties an offset of amounts due the Representative fo
commissions or other reasons against indebtedness of the Representative to Bell.
(g) In order lo avoid the use hi conned ion with Bell helicopters of parts or equipment which may interfere wit!
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to .sell and/or u.r
only Bel! approved parts for purpose of the maintenance and overhaul of the Listed Products.
3. AGREEMENTS OI- BELL.
Bell agrees:
4
(a) To support the Representative in his cffoits (o promote the sale of the Listed Products, to furnish approprir.
sales literature and descriptions of such products, to refer inquiries rcccivcd from prospective purchasers within th
Territory, and generally to render such sales assistance as may in Bell's sole judgment be reasonable and Appropriate
without assuming any responsibility for the Representative's sales efforts or any obligation to render assistance bcyon
what in Bell's sole discretion is deemed adequate.
(b) To permit the Representative to use the Bell Helicopter name and trademark in connection with sales of th
Listed Products, but only to the extent and under the conditions which Bell may in writing approve.
(c.) To sell and deliver the Listed Products for which the Representative has obtained Bell's Standard Expoi
Purchase Agreements acceptable to Bell and not unreasonably to withhold acccptance of offers to purchase sue":
products obtained by the Representative.
(&) To pay to the Representative compensation as provided in the next succceding paragraph.
4. COMMISSIONS PAYABLE T O THE REPRESENTATIVE.
(;i) Subject, to paragraphs (b) and (c) below, Bell will pay commissions to the Representative at the rates pn
vided in Schedule A of this Agreement on all sales of the Listed Products made in accordancc with Bell's Standar
Export Purchase Agreement and concludcd by delivery within the Territory.
(b) Bell will pay fair commissions to be negotiated where a sale of Listed Products is made directly by Bell to an
local or national government within the Territory or to any agcncy or instrumentality of such government.
(c) Bell will pay fair commissions to be negotiated where a Listed Product is delivered by or by direction of ..
United States Government or any agcncy or instrumentality thereof to a national or local government within tl
Territory or to any agcncy or instrumentality thereof, if, but only if:
(1) The Representative was active in developing the requirement for, and the purchase of, the Listed JVodut
(no commissions shall be payable for grant-in-aid deliveries), ami
198
(6) Render technical advice and product support on a continuing basis and especially during the post delivery
period.
(c) To display, advertise, and oJTcr for sale only that part of the Bell product line which has been incorporated as
Listed Products in this Agreement.
(d) To permit Bell to inr.pect his facilities at any time dining business hours and to furnish such reports pertaining
to his business in the Listed Products as Bell may reasonably request.
(c) To be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale
of the Listed Products.
(f) To permit in any settlement of accounts between the parties an offset of amounts due the Representative for
commissions or other reasons against indebtedness of the Representative to Bell.
(g) In order to avoid the use in connection with Bell helicopters of parts or equipment which may interfere with
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to sell and/or use
only Bell approved parts for purpose of the maintenance and overhaul of the Listed Products.
3. AGREEMENTS OF BELL.
Bell agrees:
*
(a) To support the Representative in his efforts to promote the sale of the Listed Products, to furnish appropriatesales literature and descriptions of such products, to refer inquiries received from prospective purchasers within the
Territory, and generally to render such sales assistance as may in Bell's sole judgment be reasonable and approoriatc,
without assuming any responsibility for the Representative's sales efforts or any obligation to render assistance beyond
what in Bell's sole discretion is deemed adequate.
(b) To permit the Representative to use the Bell Helicopter name and trademark in connection with sales of the
Listed Products, but only to the extent and under the conditions which Bell may in writing approve.
(c) To sell and deliver the Listed Products for which the Representative has obtained Bell's Standard Export
Purchase Agreements acceptable to Bell and not unreasonably to withhold acccptance of offers to purchase such
products obtained by the Representative.
(d) To pay to the Representative compensation as provided in the next succeeding paragraph.
4. COMMISSIONS PAYABLE T O THE REPRESENTATIVE.
(a) Subject to paragraphs (b) and (c) below, Bell will pay commissions to the Representative at the rates provided in Schedule A of this Agreement on al! sales of the Listed Products m^de in accordance with Bell's Standard
Export Purchase Agreement and concluded by delivery within the Territory.
(b) Bell will pay fair commissions to be negotiated where a sale of Listed Products is made directly by Bell to any
local or national government within die Territory or to any agency or instrumentality of such government.
(c) Bell will pay fair commissions to be negotiated where a Listed Product is delivered by or by direction of ..je
United States Government or any agency or instrumentality thereof to a national or local government within the
Territory or to any agency or instrumentality thereof, if, but only if:
(1) The Representative was active in developing the requirement for, and the purchase of, the Listed Product
(no commissions shall be payable for grant-in-aid deliveries), nnd
199
(2) At the time-of l)ie initial contractual negotiations between Boll and the United States Government, the.
Representative had advised Bell that the Listed Product was to be so delivered.
(d) All negotiated commissions shall be due and payable at the time agreed upon between Bell and the Representative in such negotiations. All other commissions shall be due and payable upon the completion, of each Standard Export
Purchase Agreement by the delivery of the required products and receipt by Bell of full payment therefor. All com- ,
missions will be calculated on F.O.B. or fly-away prices, Bell factory.
5. GENERAL AGREEMENTS.
(a) The relation crcated by this Agreement is that of Manufacturer and independent Representative, and neither
the Representative nor any of his officers, agents, salesmen or employees shall have, any right or authority —
(3) To conduct any business in the name of or for the account of Bell.
(2) To make any proposals, promises, warranties, guaranties or representations with regard to any Bell product.
(3) To assume or create any obligation of any kind, express or implied, on behalf of Bell.
(4) To enter into contracts or commitments in the name of Bell.
t
(5) T o make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6) To bind Bell in any respect whatsoever.
(b) Bell may from time to time, without notice, malic such changes in its Standard Export Purchase Agreement
and its export list prices as Bell may determine, but no such change shall apply to any orders for which Bell shall have
previously accepted its Standard Export Purchase Agreement.
(c) Schedule A hereto may from time to time be revised in any respect by mutual agreement of the parties expressed by their official signatures upon such revision, without affccling any other provision of this Agreement, but no
letter, telegram or other communication between the parlies hereto shall become a part of or in any way modify or
changc this Agreement unless it is distinctly staled in such communication that it is to become a part of this '.grcemcnt by attachment thereto and bears the official signatures of both parlies, which may be accomplished by separate
signatures of duplicate counterparts of such communication and exchange of same.
(d) This Agreement is to be governed by and construed under the laws of the State of New York, U.S.A. Tf any
provision of this Agreement shall be considered or held by any authority or court having jurisdiction over one of the
parties or over the subject matter of this contract to be prohibited and/or void, such action shall not afTcct the validity
of the remaining provisions of this Agreement which shall be considered separable from the prohibited or void provision and this Agreement shall thereupon be deemed to be written, or to be re-written, as the case may be, without
such prohibited or void provision.
(e) The Representative shall not transfer or assign this Agreement or any part of it in any manner without the
written conscnt of Bell.
6. TERM AND TERMINATION.
(a) This Agreement shall becomc effective on the date hereof and shall continue until the-following December
31st and thereafter for periods of one (1) year until terminated by written notice of termination deliv-. '. _
or mailed to the otlier party, by registered, certified or regular mail, to be effective on a date specified in such notice
which shall be not less than sixty (60) days after the delivery or mailing of such notice. In the following circumstances
this Agreement can be terminated at any time by cither party effective immediately upon receipt of notice of termination:
200
(1) Death or incapacity of the Representative.
(2). The institution of any proceedings by or against the Representative under any bankruptcy or insolvency
law.
(3) Any breach by or failure of the other party to comply with any of the provisions of this Agreement which
shall have remained uncorrected for thirty (30) days after written notice thereof.
(b) Notwithstanding any such termination, the Representative, shall be entitled to commissions upon sales pursuant
Standard Export Purchase Agreements for Listed Products accepted by Bell prior-'lo the effective date of termination,
when and if Bell receives full payment therefor.
(c) The Representative shall not be entitled to receive any termination payment or compensation of any nature
because of termination of this Agreement.
(d) Neither party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from manufacture of helicopters or parts, or from the loss of prospective
profits or commissions on sales or expenses incurred or investments made in connection with the establishment, development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
7. SUCCESSION.
This Agreement shall be binding upon and inure to the benefit of Bell and any person, firm or corporation succeeding to all or substantially all of the helicopter manufacturing business now conducted by Bell.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to bo duly executed as of the day ana
year first above written.
BELL HELICOPTER COMPANY
Division of Textron Inc.
By
/ulU
r&n^wli
(Title) _
(Title)
Witness
Witness
:
201
o
JJ:
H
L i C O
R'Tf^r R
mv!^o^!^or 0 T\ 4 ^Tl»ON , 1 r , .c. U , , , ,
T f
*
c c . v . rvn n v
S
CO^'ANV
A
SCHEDULE A
( T o Manufacturer's Foreign Representative Agreement D . i t c d —
L I S T E D P R O D U C T S AT?!) A P P L I C A B L E
)
COMMISSIONS
T h e Representative is authorized to solicit orders for the. Listed Products si.-t forth below in accordance with th
terms contained in the Manufacturer's Foreign Rcpio'c-nt.uive. Agreement to which this Schedule is' attached. T h
commissions payable to the Representative, in acccud.ince. with Section -1(a) of sueli Agreement are set forth below.
S t a n d a r d E x p o r t Purchase Agreements Covering O n e (1) <o Five. (5) l l c l k o p t c r s :
Listed Products
Commission on Basic Jlrlicoptcrs
WJ Series
205A
206A
U H - 1 , O H - 1 3 , AlI-lG
7 .5%
iv.0%
7.5%
To b e n e g o t i a t e d
S t a n d a r d E x p o r t Pifrchasc Agreements Covering More. T h a n Five (5) Helicopters:
Listed Products
Commission
Same p r o d u c t s as l i s t e d . a b o v e
To be Negotiated
S t a n d a r d E x p o r t Purchase Agreements Covering Sp^.rc P a r t s and Accessories:
Listed Products
Commission on Sparc P a r t s and Accessories
Spare P a r t s & A c c e s s o r i e s
a p p l i c a b l e to products l i s t e d
above
10%
Dry and Wet Chemical A p p l i c a t o r s ,
N o z z l e s and R e l a t e d Engine and
A i r f r a m e Parts r e q u i r e d f o r
Applicator Installation
E n g i n e s and Engine P a r t s o t h e r
a s s o c i a t e d with a p p l i c a t o r
installation
Special
10%
than
and a c c e s s o r i e s
Equipment
T h i s Schedule A revision is »fT«rtw»
A I K
TAXI_C0MPANY
15
June
To be
negotiated
To-be
negotiated
1970
• •
BELL HELICOPTER C O M P A N Y
Diyrsion oCTcxtron In
Inc.
,, I>1 C.i.—f(Title)
A.M.
h
MmasinS-.Mr_ac£o.z
„
' "
(Title)
(Title)
/
Au
A n thcrr
t l i p r ii_z
z e ed
c ! RRen
e n rres
e s een tat i v:
202
) i <; i i.. i u i i. - >i ' i i
-JY
M A N U F A C T U R E R ' S F O R E I G N REl'RE3KM'l'ATJ.VjJ A G R E E M E N T
AMENDMENT
NO.1
T h i s A m e n d m e n t N u m b e r 1 to the M a n u f a c t u r e r ' a F o r e i g n
Representative
A g r e e m e n t m a d e b e t w e e n B e l l Ilelieopt.er C o m p a n y D i v i s i o n
of T e x t r o n ,
I n c . (hereinafter c a l l e d B e l l ) , a n d A i r T a x i C o m p a n y of M e h r a b a d A i r p c r
T e h r a n , Iran
(hereinafter c a l l e d t h e ' R e p r e s e n t a t i v e ) , is m a d e for the
p u r p o s e s of f u r t h e r d e f i n i n g t h e r i g h t s and o b l i g a t i o n s of the p a r t i e s
under the Manufacturer's Foreign Representative Agreement made between
D e l l a n d the R e p r e s e n t a t i v e o n t h e 15th d a y of J u n e 1 9 7 0 .
This
Amendrnent r e c o g n i z e s the c o n t r i b u t i o n s m a d e b y t h e R e p r e s e n t a t i v e
in
c o n c l u d i n g the c o n s u m m a t i o n of the m a j o r p r o g r a m s as set f o r t h b e l o w .
WITNESSETH:
It is a g r e e d b e t w e e n B e l l a n d the R e p r e s e n t a t i v e t h a t th:is /unendment
N u m b e r 1 shall b e c o n s i d e r e d the g o v e r n i n g a g r e e m e n t s p e c i f y i n g
the
o b l i g a t i o n s a n d r i g h t s of t h e p a r t i e s c o n c e r n i n g t h e sale b y Re.il of
t h e B e l l p r o d u c t s and s e r v i c e s l i s t e d b e l o w to t h e I m p e r i a l
Iranian
G o v e r n m e n t a n d c o n c l u d e d b y d e l i v e r y of such D e l l p r o d u c t s . T h e
program anticipated consists of:
151
83
24 4
211
M o d e l 20GA/OI-I~515A
Model 205A/UH-1
Model 209//.U-U
M o d e l 214
Related spare parts, accessories, equipment,
t o o l i n g , s e r v i c e s , training^, or d a t a
A.
B e l l w i l l p a y to t h e R e p r e s e n t a t i v e a c o m m i s s i o n of
2.5%
of t h e v a l u e of a n y c o n t r a c t e x e c u t e d b e t w e e n D e l l a n d the
I m p e r i a l Iranian G o v e r n m e n t for the d e l i v e r y of a n y or a l l
of the L i s t e d P r o d u c t s .
203
(J;^)
B U L I . 1-ira.lCOI "'ir-U
COMI'AK'V
Page No.2
B.
B e l l ' w i l l p a y to the R e p r e s e n t a t i v e a c o m m i s s i o n of 2.5% of t h e
v a l u e of a n y c o n t r a c t B e l l r e c e i v e s f r o m t h e U . S . G o v e r n m e n t
for
t h e p u r c h a s e a n d d e l i v e r y of h e l i c o p t e r s r e s u l t i n g from a c o n t r a c t
b e t w e e n the U . S . G o v e r n m e n t and the I m p e r i a l I r a n i a n
C.
Government.
In the e v e n t t h a t t h e I m p e r i a l Iranian G o v e r n m e n t e l e c t s to p r o c u r e
products, othor than helicopters, through tho U . S . Government,
Bell
s h a l l i n c u r no o b l i g a t i o n to pay any c o m m i s s i o n s to t h e Reprcsentatj>
D.
C o m m i s s i o n s s h a l l b e c o m e p a y a b l e to t h e R e p r e s e n t a t i v e u p o n
delivery
of t h e L i s t e d P r o d u c t s a n d r e c e i p t b y B e l l of p a y m e n t t h e r e o f .
t h e e v e n t B e l l o b t a i n s a d v a n c e p a y m e n t s f r o m the I m p e r i a l
In
Iranian
G o v e r n m e n t • f o r t h e L i s t e d P r o d u c t s c o n t r a c t e d for b e t w e e n B o i l a n d
t h e I m p e r i a l Iranian G o v e r n m e n t , B e l l s h a l l p a y to the R e p r e s e n t ativ«.
as a d v a n c e c o m m i s s i o n s , 2.5% of t h o s e a d v a n c e p a y m e n t s
received.
U p o n r e c e i p t of f i n a l p a y m e n t s from the I m p e r i a l Iranian G o v e r n m e n t ,
B e l l s h a l l l i q u i d a t e t h e a d v a n c e c o m m i s s i o n s p a i d to t h e Rex^resentat i v e at t h e t i m e of p a y m e n t of t h e f i n a l coiunission .
E.
T h i s A m e n d m e n t s h a l l b e c c m e e f f e c t i v e on A p r i l 1, 1972, a n d s h a l l
c o n t i n u e u n t i l t e r m i n a t e d in a c c o r d a n c e w i t h Item G, T e r m a n d
T e r m i n a t i o n , of t h e b a s i c M a n u f a c t u r e r ' s 'Foreign. R e p r e s e n t a t i v e
A g r e e m e n t d a t e d 15 J u n e 1 9 7 0 .
F.
A l l p r o v i s i o n s of the b a s i c M a n u f a c t u r e r ' s
Representative
A g r e e m e n t , d a t e d 15 J u n e 1 9 7 0 , n o t s p e c i f i c a l l y a m e n d e d h e r e i n ,
remain
unchanged.
204
B E L L
I H : - U C O : v ) r ; i ,'
COMWUV
P a g e No.3
IIS! WITNESS W H E R E O F , the p a r t i e s h e r e t o h a v e caur.;e,"> this A m e n d m e n t
t o b e duly executed as of the day and year set f o r t h below:
]\v.\,\. IIKI IR.OI'TKK V.H;-!PANY
1
c
A , H . Zonqrf-^rT
C. H. lluilnj
(Title). M a n a g i n g D i r e c t o r
(Title)
rj
VIcpresent n V :i ve
/ I
Khali.1 Iranzad
Date
.April 1 J,_97?«,
Date.
205
Q:-
;
l :|
LL
! ILI
I C O i ;-r;
R
COM! VXNIY
M / ^ U F A C T U R E K ' S FOREIGN REPRESENTATIVE
AOKKCMENT
AMENDMENT NO. 2
This Amendment Nur.i'u r 2 to the Mann f';-.c. i u rcr ' s Foreign
R e p r e s e n t a t i v e A g r e e m e n t made between Bell Ho 1 xcopt cr -Company,
D i v i s i o n of T e x t r o n , Inc. (hereinafter called R e J l ) , and Air T a x i
Company of Mehrabad A i r p o r t , T e h r a n , Iran (here ins f i. er called
R e p r e s e n t a t i v e ) , is m a d e for the purposes of further defining
tho
the
rights and obligations of the parties under the K a m i f a c t u r e r ' s Foreign
R e p r e s e n t a t i v e Agreement m a d s b e t w e e n Bell and the R e p r e s e n t a t i v e on
the 15th day
of June 1970, and superseding and replacing A m e n d m e n t N o . 1
to the .said agreement which w a s effective as of April 1 , 1972.
This
A m e n d ncrit recognises the contributions m a d e by the R e p r e s e n t a t i v e in
concluding the consummation of tho m a j o r programs as set forth b e l o w .
WITNESSETH:
It is agreed between Bell and the R e p r e s e n t a t i v e
that
this A m e n d m e n t Number 2 shall supersede and replace A m e n d m e n t N o . 1
referred to a b o v e , and shall be considered the governing
agreement
specifying the obligations and rights of the parties concerning
the
sale by Bell or the U . S . G o v e r n m e n t of the B e l l products and
services, listed below to the Imperial Iranian C o v e r n m e n t and concluded
by delivery of such Bell products or performance of s e r v i c e s , but shall
f
n o t include the sales price of any Bell product m a n u f a c t u r e d in I r a n ,
206
t.i.»... f n .i'.
or any services in connection with any contract for the maintenance or overhaul of any Be ll product" in Ira-':.
'Die products and
services covered by this A m e n d m e n t (Listed Product; a ad S e r v i c e s )
consist: of Bell IIclicopters:
Model
Model
Model
Mo lei
70 6 A/OII-58 A
205A./UIM
209/'All -1J
2*4
and r e 1a t ed s pa rc p a rt s, a e c esso ri e s,
equ ipmen t, I oo 1 ing, s er v i c c s . t r a i n ing
or data
A.
As provided in Paragraph I) lieicol, .'jell ^;i 1 1
pay to the Representa V.ive a co:: :^ s s.'sn of ?. 57,
of t he price of any Lis l ed Product or Service
sold to the Imperial Iranian G o v e r n m e n t by Bell
under any contract executed be.tv.c en Bell and
the Imperial Iranian Government for the sale of
any Listed Product or S e r v i c e .
B.
A s provided in Paragraph D h e r e o f , Bell will pay
to the R e p r e s e n t a t i v e a commission of 1% of the
price of any Listed Product or Service sold by
Bell under any contract Bell receives from the
U . S . G o v e r n m e n t after the date of this agreement
and v.'hich identifies the said Proth;.. t or Service
207
DEI..L.
HlrLICO!-'
as being ordered for the Imperial Iranian
Government and i\ m; i i i ng f rorn a contract
between the I). S . Cover anient aid the Imperial
Iranian Goverrmit ;it,
C.
In no event shall any commissi on be paid by
Bell with respect to any listed Product or
Service sold by the U , S . G o v e r n m e n t to the
Imperial Iranian Government: from IT, S . Gove nine at
inventory or from deliveries required from Bel J
under U . S . G o v e r n m e n t contract;; arc! rot
identified
as being ordered for the Imperial Iranian Governme n t.
D.
The applicable commission uu-
r e it!>er Paragraph
A or Paragraph B shall become payable quarterly to
the R e p r e s e n t a t i v e upon delivery of the Listed
Product or S e r v i c e , and receipt by Bell of payment
therefor.
In the event Bell obtains progress or
advance payments from either the U , S . G o v e r n m e n t
or from the Imperial Iranian G o v e r n m e n t for the
Listed Product or Service contracted f o r , Bell shall
pay quarterly to the Represent:^! ive as advance
c o m m i s s i o n , 1% or 2.5%, as the case m a y b e , of these
2 3 - 5 5 4 O - 78 - 14
208
BELL HELICOPTER COMPANV
- 4 -
progress or advance payments
received.
Upon receipt of final payment from the U . S .
G o v e r n m e n t or the Imperial Iranian Government., as the case m a y be, the unpaid
balance
of the c o m m i s s i o n owing to the R e p r e s e n t a t i v e
shall be p a i d .
This A m e n d m e n t shall become effective on April 1,
1 9 7 2 , and shall continue until terminated in
accordance w i t h Item 6 , T e r m and T e r m i n a t i o n ,
of the basic M a n u f a c t u r e r ' s Foreign R e p r e s e n t a t i v e
A g r e e m e n t , dated 15 June 1970.
A l l provisions of the basic M a n u f a c t u r e r ' s Representative A g r e e m e n t , dated 15 June 1970, not
specifically amended h e r e i n , remain u n c h a n g e d ,
provided however that the said basic agreement
shali n o t apply to any Bell product manufactured
in Iran or any services in c o n n e c t i o n with any
contract for the overhaul or m a i n t e n a n c e of any
Bell product in Iran, provided further that the
c o m m i s s i o n , if a n y , with respect to any such
product or service shall be nf^otiated
separately.
209
(I/.)
E3EL-L. HELICOPTV2F? c o M f A N Y
- 5 -
IN W I T N E S S W H E R E O F , the parties hereto have caused this A m e n d m e n t to
be duly executed as of the day and year set forth below:
BELL H E L I C O P T E R COMPANY
D i v i s i o n of T e x t r o n , I n c .
By
^
'"'<
• -N
C . R . Rudning
By_
A . H . Zanganeh-
(Title) Vice P r e s i d e n t ,
Program M a n a g e m e n t
W i tnes s
Date
/
/
(Title)
r J
. / ,
>' < '' • >•-
N
J Wi. tnes s
72
/
Chairman & Managing
Director
-
Date
/
•' ' >
• -•> • v
210
MANUFACTURER'S FOREIGN
REPRESENTATIVE
AGREEMENT
AMENDMENT NO. 3
T h i s A m e n d m e n t N u m b e r 3 to t h e M a n u f a c t u r e r ' s
Foreign
Representative Agreement made between Bell Helicopter Company, a
Division of Textron, Inc. (hereinafter called B e l l ) , and A i r
C o m p a n y of M e h r a b a d A i r p o r t , T e h r a n , I r a n
Taxi
(hereinafter called
R e p r e s e n t a t i v e ) , is m a d e f o r t h e p u r p o s e s o f :
(1)
amending
the
and
d e f i n i n g t h e r i g h t s a n d o b l i g a t i o n s of t h e p a r t i e s u n d e r t h e M a n u facturer's
Foreign Representative Agreement made between Bell and
t h e R e p r e s e n t a t i v e on the 1 5 t h d a y of J u n e 1 9 7 0 by a m e n d i n g
g r a p h k thereof, and
(2) s u p e r s e d i n g , r e p l a c i n g a n d
A m e n d m e n t s N o . 1 a n d 2 to t h e s a i d a g r e e m e n t w h i c h w e r e
' 1 A p r i l 1 9 7 2 and Ik O c t o b e r 1 9 7 2 ,
para-
cancelling
effective
respectively.
WITNESSETH:
It is a g r e e d b e t w e e n B e l l a n d t h e R e p r e s e n t a t i v e
this Amendment N o . 3 shall c a n c e l , supersede and replace
that
Amendments
N o . 1 a n d 2 r e f e r r e d to a b o v e a n d , t h a t t h i s A m e n d m e n t N o . 3 is the
s o l e a n d e x c l u s i v e a g r e e m e n t b e t w e e n t h e p a r t i e s a p p l i c a b l e to
s a l e b y B e l l a n d t h e U . S . G o v e r n m e n t of B e l l p r o d u c t s a n d
t o the I m p e r i a l I r a n i a n G o v e r n m e n t .
In a l l o t h e r r e s p e c t s ,
except
f o r t h e c h a n g e s to t h e a g r e e m e n t s e t f o r t h b e l o w as p a r a g r a p h
t h e a g r e e m e n t of "15 J u n e 1 9 7 0 s h a l l r e m a i n u n c h a n g e d a n d i n
force and
effect.
the
services
B,
full
211
A.
In r e c o g n i t i o n of all p a s t s e r v i c e s and e x p e n s e s r e n d e r e d and
i n c u r r e d b y R e p r e s e n t a t i v e to a s s i s t B e l l u n d e r the a g r e e m e n t of
15 J u n e 1 9 7 0 , and A m e n d m e n t s N o . 1 and 2 t h e r e o f , and in c o n s i d e r a tion of the agreements e v i d e n c e d b y this A m e n d m e n t N o . 3 , and
p a r t i c u l a r l y the p r o v i s i o n s of p a r a g r a p h C . h e r e o f , B e l l has p a i d
and w i l l p a y the a m o u n t s s p e c i f i e d b e l o w in a c c o r d a n c e w i t h
the
f o l l o w i n g s c h e d u l e , and such amounts are a g r e e d to c o n s t i t u t e full
p a y m e n t for all amounts in a n y w a y d u e to R e p r e s e n t a t i v e f o r all
sales of supplies or services m a d e b y B e l l or B e l l H e l i c o p t e r
I n t e r n a t i o n a l , Inc., either d i r e c t l y or through t h e U . S . G o v e r n m e n t , p r i o r to 29 June 1 9 7 3 , and
all s u c h claims in any w a y
Representative releases Bell from
arising.
29 June 1 9 7 3
1 July 1974
1 July 1 9 7 5
B.
T h e p a r t i e s agree that p a r a g r a p h
$1,000,000
$1,000,000
$
950,000
entitled Commissions Pay-
able to the R e p r e s e n t a t i v e , c o n t a i n e d w i t h i n the R e p r e s e n t a t i v e
A g r e e m e n t is hereby amended to p r o v i d e that B e l l s h a l l n o t p a y
a n y a d d i t i o n a l amounts or c o m m i s s i o n s on p a s t or f u t u r e s a l e s
of any p r o d u c t or s e r v i c e m a d e d i r e c t l y b y B e l l , or t h r o u g h
the
U . S . G o v e r n m e n t , for u s e of the A r m e d F o r c e s of I r a n , n o r
s a l e s to the M i l i t a r y I n d u s t r i a l O r g a n i z a t i o n
Iran H e l i c o p t e r I n d u s t r i e s
(MIO) o r the
(IHI)^
•i*
C.
A i r T a x i a g r e e s , in c o n s i d e r a t i o n of the p a y m e n t s
specified
in p a r a g r a p h A . to c o n t i n u e to p r o v i d e a s s i s t a n c e and s u p p o r t to
B e l l H e l i c o p t e r C o m p a n y and B e l l H e l i c o p t e r I n t e r n a t i o n a l in I r a n ,
in p e r f o r m a n c e of c o n t r a c t s e x e c u t e d p r i o r to the e f f e c t i v e d a t e
h e r e o f , d i r e c t l y w i t h Iran and through the U . S . G o v e r n m e n t f o r
212
-3s u p p l i e s and s e r v i c e s " u n t i l a l l s u c h c o n t r a c t s a r e c o m p l e t e l y
performed.
D.
In the e v e n t the p r e s e n t p r o g r a m , w h i c h calls f o r d e l i v e r y
of
4 8 9 h e l i c o p t e r s to Iran by B e l l H e l i c o p t e r C o m p a n y , is r e d u c e d
f o r any r e a s o n , the c o m p e n s a t i o n s p e c i f i e d in p a r a g r a p h A . w i l l
b e r e d u c e d by $3,000.00 for each h e l i c o p t e r less than 4 8 9 w h i c h
is n o t d e l i v e r e d to
E.
Iran.
This a m e n d m e n t s h a l l b e c o m e e f f e c t i v e on this 29 J u n e 1 9 7 3
a n d s h a l l continue u n t i l t e r m i n a t e d in a c c o r d a n c e w i t h Item 6 ,
T e r m a n d T e r m i n a t i o n , of the b a s i c M a n u f a c t u r e r ' s F o r e i g n R e p r e s e n t a t i v e A g r e e m e n t dated 15 J u n e 1 9 7 0 , and s h a l l b e a t t a c h e d
to
t h e a g r e e m e n t of 15 J u n e 1970 as t h e r e i n p r o v i d e d in p a r a g r a p h
5(c).
IN W I T N E S S W H E R E O F , t h e p a r t i e s h e r e t o h a v e c a u s e d this A g r e e m e n t
to b e duly executed on this 29 J u n e 1 9 7 3 .
B E L L H E L I C O P T E R COMPANY
D i v i s i o n of Textron^ I n c . s '
By.
(Title)
Vice-President
Program Management
(Title)
Witnes
Date
Chairman & Managing
Director
213
j
i-ato of Acknowledgment of Execution of an Instrument
5 OF IHA.N
Di
XCT A'.'I) CITY OF TLffttAW
'VfiK'ui/iVKL)
. County «h lor
SKICA
yeopge P . Fourier
Vice C o n s u l
nited States of America at .
Tehran Iran
j
'imissioned and qualified, do hereby certify that on this .
;
rly
_ M a y , 1973
]
_ , hetcre me personally
(D»U)
A . H , Zanganeh
h
&
appeared
-21-
.
M r . A , Chsfik
M r . F . Eshoo
) rri
!h m : f
rson.ally known, and known to me to be the individual_
- subscribed to, and who executed
fifoi Id by
i ,I
me of the contents
tat
SQf- executed
is*
mentioned.
the annexed
of said instrument
whereof
instrument,
emd
being
I have hereunto
Vice C o n s u l
to m o
tor the. uses and purposes
set my hand
official sen/ the day and yjar last atpsvo
.Noyl.
in, whose
. They-- duly acknowledged
the same freely and voluntarily
In witness
described
and
written.
- of the United States of
America.
^herever prtcticable tdl signature* to & docua^ent nhovdd b« included in one certific&ta.
Compensations
<<:/-,
and to n a K e
any decision
K
concerning
f^
1 of
tne
2..
214
AIR TAXI C O
Mehrabad
^
M
^ W J y t > CS*
Airport
T E H R A N
t•T&V )
yy^wi |
??\\fW )
40257
Tol. 668992
661967
Telex 2575
XAYA yXL-
Coble TEHRAN AIR TAXI
Date
No
Yr.
Ref.
RESOLUTION OF THE BOARD 0? DIRECTORS
A meeting; of the Board of Directors of Air Taxi Company,
a Private Joint Stock Company, registered and formed inIran on April 19, 1958, under number 4665 of the Company
• Registrar's Office (The Company) was held on January 6th,
1973, at the main office of the Company and a valid quorum
being present, the .following decisions were unanimously
adopted:
1 . M r . A . H . Zanganeh (Mr. Zanganeh) a national of the
T
Kingdom of .ran, resident of Tehran, Elahiyeh, N o . 65
Khosrovani St., was appointed as the lawful attorney of
the Company with full powers of delegation and substitution, and with the broadest powers to take any action in
the name of and on behalf of the Company required or
deemed advisable to protect and safeguard the interests
of the Company.
2. The said M r . Zanganeh shall have the.power to represent
the Company in all matters related to any past, present
or future relationships or agreements with Bell Helicopter Company, Port Worth, Texas, U.S.A. and for this
purpose said M r . Zanganeh shall have complete powers to
negotiate, amend, modify or cancel the present Manufacturer's Foreign Representative Agreement and/or any
amendments thereto and to collect any sums due to the
.Company and/or to settle any issue of Commissions and
Compensations and to make any decision concerning the
1 of 2..
215
/\iR T A X I C O .
Mehrabad
Airport
T E H R A N
w
f•T&Y )
40257
Tel. 66S992
661967
rrwrv)
Telex 2575
Cable TEHRAN AIR TAXI
Dote
No
jujl?
Yr. Ref
oUt
Pag-e 2 of 2
method/mode of any p a y m e n t s , transfer of f u n d s , e t c .
3 . The said M r . Zanganeh shall further h a v e the power to
enter into and sign on behalf of the Company any
agreements with the said B e l l H e l i c o p t e r Company concerning any m a t t e r h e m a y deem a d v i s a b l e .
IN WITNESS WHEREOF the A i r T a x i Company h a s caused its
corporate name to be subscribed hereto by its m e m b e r s of
the Board of D i r e c t o r s , and shareholders of 100;$ of its
shares, and its corporate seal has been affixed t h e r e o n .
Signed by:
- ^
A . H . ZAi;GA.JiH"
Chairman
, K-OlII
A . C H A F'TjC
Director
*
CORPORATE
S E A L
A. 229
216
AFFIDAVIT
June 29, 1973
I, Mr, A . H . Zanganeh, Managing Director of Air Taxi Company, Mehrabad
Airport, Teheran, Iran, hereby reaffirm on this date in the .United States that
I have the authorities and powers set forth in the attached document to
settle claims and receive payment for Air Taxi Company.
I hereby certify that on this date Bell Helicopter Company has in fact prpvided
to me on behalf of Air Taxi Company the first payment of $1,000,000.00 set
forth in the agreement made this date between Air Taxi Company and Bell
Helicopter Company. This payment fully satisfies the first payment conditions
due June 29, 1973 of the agreement made this date, and I accordingly
acknowledge receipt of this payment.
Witness
SWORN AND SUBSCRIBED BEFORE ME ON THIS 29TH D£Y OF JUNE 1973, NOTARY
PUBLIC IN A F O R TARRANT COUNTY, TEXAS. MY COMMISSION EXPIRES
JUNE 1, 1975.
217
J u n e 2 8 , 1974
AFFIDAVIT
I , M r . A . H . Z a n g a n e h , M a n a g i n g D i r e c t o r of A i r T a x i C o m p a n y ,
M e h r a b a d A i r p o r t , T e h e r a n , I r a n , h e r e b y r e a f f i r m on t h i s d a t e
in t h e U n i t e d S t a t e s t h a t I h a v e the a u t h o r i t i e s and p o w e r s
set
f o r t h in t h e a t t a c h e d d o c u m e n t t o s e t t l e c l a i m s and r e c e i v e
p a y m e n t for A i r T a x i C o m p a n y .
I h e r e b y c e r t i f y t h a t on t h i s d a t e B e l l H e l i c o p t e r C o m p a n y h a s
in f a c t p r o v i d e d to m e on b e h a l f o f A i r T a x i C o m p a n y t h e s e c o n d
p a y m e n t of $ 1 , 0 0 0 , 0 0 0 . 0 0 s e t forth in t h e a g r e e m e n t m a d e J u n e
1973 b e t w e e n A i r T a x i C o m p a n y a n d B e l l H e l i c o p t e r C o m p a n y .
29,
This
p a y m e n t f u l l y s a t i s f i e s the s e c o n d p a y m e n t c o n d i t i o n s d u e J u l y
1,
1974 o f t h e a g r e e m e n t m a d e J u n e 2 9 , 1 9 7 3 , and I a c c o r d i n g l y
acknowledge receipt of this payment
Witness
SWORN A N D S U B S C R I B E D B E F O R E M E ON T H I S 28TH DAY OF J U N E 1 9 7 4 , N O T A R Y
P U B L I C IN A N D F O R T A R R A N T C O U N T Y , T E X A S . M Y C O M M I S S I O N E X P I R E S
JUNE 1, 1975.
218
©
B
E
L
L
M E L l G O F H T E E i R
P O S T OFFICE B O X 482
• FORT WORTH. TEXAS
COMPANY
76101
A
tOXtrpnl
COMPANY
9 May 1973
1M:MDM:jc-268
Subject:
Contracts DAAJ01-73-C-0248
Definitization Thereof
To:
Department
U . S. Army
P , 0. Box
St* L o u i s ,
Attention:
Enclosures:
of the A r m y
Aviation Systems
209
Missouri
63166
and
DAAJ01-73-C-0300,
Command
Contracting Officer
AMSAV-PPPUU/J. R . Kurtz
AMSAV-PPPUA/E. Hansell
(1)
(2)
(3)
(4)
(5)
(6)
Contingent Fee Statement, Standard Form 119
BHC Foreign Sales Representative Agreement,
w i t h A i r T a x i C o m p a n y d a t e d 27 A u g u s t 1 9 5 9
BHC Manufacturer's Foreign Representative
Agreement with A i r Taxi Company dated 1 April
1968
BHC Manufacturer's Foreign Representative
A g r e e m e n t w i t h A i r Taxi Company dated 15 June
1970
A m e n d m e n t N o . 1 to E n c l o s u r e k
Amendment N o . 2 to Enclosure k
1.
In a c c o r d a n c e w i t h the r e q u i r e m e n t s of our c o n t r a c t , and
as c o n t e m p l a t e d by our p r o p o s a l s f o r t h e d e f i n i t i z a t i o n of the
s u b j e c t c o n t r a c t s , s u b m i t t e d h e r e w i t h as e n c l o s u r e (1) is a
completed standard Form 119 entitled "Contractor's Statement
of C o n t i n g e n t or Other F e e s " . A l s o a t t a c h e d as e n c l o s u r e s
(2) t h r o u g h (6) a r e the v a r i o u s a g r e e m e n t s B e l l h a s e n t e r e d
into w i t h our representative, Air Taxi C o m p a n y .
2 . A i r Taxi has been a very responsive and responsible F o r e i g n
R e p r e s e n t a t i v e f o r us a n d has s i g n i f i c a n t l y c o n t r i b u t e d to the
successful sales efforts for our U . S. manufactured products
in Iran.
H o w e v e r , d u e to t h e m a g n i t u d e of t h e p r o g r a m w h i c h
has r e s u l t e d , we are conducting further negotiations with A i r
Taxi w i t h the intent of reducing the total commission w h i c h
they w i l l r e c e i v e .
These negotiations have not been concluded
and it is n o t p o s s i b l e to accurately predict t h e i r o u t c o m e .
219
©
I) j
I3EL.U H E L I C O F ' T C R
GOMHANY
9 May 1973
1M:MDM: jc-268
Page TVo
3 . W e r e c o g n i z e that this m a t t e r should be r e s o l v e d for the
p u r p o s e s of t h e d e f i n i t i z i n g of t h e ' s u b ject c o n t r a c t s , t h e r e f o r e ,
t h e f o r t h c o m i n g a m e n d m e n t s to o u r d e f i n i t i v e p r o p o s a l s w i l l
c o n t a i n a c o m m i s s i o n of $ 1 0 0 0 p e r h e l i c o p t e r a n d a p r o p o s e d
c l a u s e l i m i t i n g the c o m m i s s i o n to t h a t a m o u n t a n d p r o v i d i n g
f o r r e d u c t i o n to a l e s s e r s u m p e r h e l i c o p t e r i f w e d o s o n e g o tiate subsequently with Air T a x i .
W e consider the commission .agreement between B e l l and
A i r Taxi to be c o n f i d e n t i a l i n f o r m a t i o n .
We, therefore, request
that this m a t t e r b e h a n d l e d in a c o n f i d e n t i a l n a t u r e a n d t h a t
the enclosures to this letter n o t be r e p r o d u c e d .
5, A file of significant correspondence between Bell and A i r
T a x i r e l a t i n g to t h i s p r o g r a m is a v a i l a b l e f o r r e v i e w b y t h e
Contracting Officer or his r e p r e s e n t a t i v e .
BELL HELICOPTER
COMPANY
C
j
(
Vice President
Program Management
220
f\
\J pi
POST
i
orr-iCE
L3EEILJL.
~
H E L E G O
DOX
402 •
FOKT W O R T H .
P T E
TIX/S
7».-.oi
CO/VIF/^NY
ATEXFROIIJC O M P A N Y
7 September 19 73
lMsKDM:.-,::-078
Subjcct:
Contracts DAA.T01-73-(,• 0^48 and DAA H)! 73-C0 3 0 0 , Dealer's Agreement Amendment I'io. 3
To:
Headquarters
U . S . A m y Aviation Systems Command
P . 0 . Box' 209
St. Louis, M0
63166
Attention:
AMSAV-PPPU/Mr-
Reference:
(a)
BHC L e t t e r 1M-.MDM:jc-268 dtd 9 M a y 1973
Enclosure:
(1)
Amendment N o . 3 to M a n u f a c t u r e r s
Foreign Represeiitative Agreement
Joseph A . M u r r a y
1
1. By reference (a) Bell provided to the Contracting Officers
the various agreements Bell had entered into wi l.h our represent a t i v e , Air Taxi .Company, T e h e r a n , Iran.
2. Subsequently, we concluded with Air Taxi the further negotiations contemplated in paragraph 2 of reft once (a). Amendment
N o . 3 to the Air Taxi agreement reflects the results of those
n e g o t i a t i o n s . In order that you may have a complete file on
this m a t t e r , we are providing as enclosure (1) a copy of Amendm e n t KG . 3.
3. This amendment is provided to the Contracting Officer
u n d e r the same conditions as the original agreement and amendments were provided, i.e. we request the data be handled in
a confidential nature and not be reproduced.
BELL HELICOPTER COMPANY
Ca-
C . R . Rudnin
Vice Preside
Program Management 1
221
MANUFACTURER'S
FOREIGN
REPRESENTATIVE
AGREEMENT
AMENDMENT NO. 3
This Amendment Number
3 to the M a n u f a c t u r e r ' s
Foreign
R e p r e s e n t a t i v e A g r e e m e n t made, b e t w o mi Be].I lie lie o p t o r C o m p a n y , a
Division of Textron,
Inc. (hereinafter called Bell) , and A i r
Taxi
V
Company of Mehrabad A i r p o r t , T e h r a n , Iran
(bc.reinr.fter c a l l e d
R e p r e s e n t a t i v e ) , is m a d e f o r t h e p u r p o s e s . o f :
defining
the rights and obligations
facturer's
amending
and
of the. p a r t i e s u n d e r t h e
Manu-
F o r e i g n R e p r e s e n t a t i v e A g r e e m e n t m a d e b e t w e e n C e l l and
the Representative
o n the 1 5 t h d a y of J u n e 1 9 7 0 by a m e n d i n g
graph 4 thereof, and
Amendments
0)
the'
para-
(2) s u p e r s e d i n g , r e p l a c i n g c'vie c a n c e l l i n g
N o • 1 a n d 2 to t h e s a i d a g r e e m e n t w h i c h -were
1 A p r i l 1 9 7 2 and 1k O c t o b e r I S 7 2 ,
effective
respectively.
WITNESSETH :
It is a g r e e d b e t w e e n B e l l a n d t h e R e p r e s e n t a t i v e
t h i s A m e n d m e n t No.- 3 s h a l l c a n c e l , s u p e r s e d e a n d r e p l a c e
N o . 1 and 2 referred
that
Amendments
t o a b o v e a n d , t h a t t h i s A m e n d m e n t N o . 3 is
s o l e a n d e x c l u s i v e a g r e e m e n t b e t w e e n t h e p a r t i e s a p p l i c a b l e , to
s a l e b y B e l l a n d t h e U . S . G o v e r n m e n t : of B e l l p r o d u c t s a n d
Iranian Government.
In a l l o t h e r r e s p e c t s ,
for the changes
to t h e a g r e e m e n t s e t f o r t h b e l o w a s p a r a g r a p h
t h e a g r e e m e n t : of 1 5 J u n e 1 9 7 0 s h a l l r e m a i n u n c h a n g e d a n d i n
except
did 7 S e p t e m b e r
B,
full
effect.
E n c l o s u r e ( 1 ) "to B U G L e t t e r 1M:MD>1:as-078
Page 1 of 3
the
services
to the I m p e r i a l
force and
the
19/3
222
A.
In r e c o g n i t i o n of all p a s t s e r v i c e s and e x p e n s e s r e n d e r e d
i n c u r r e d by. R e p r e s e n t a t i v e
and
to a s s i s t B e l l u n d e r the a g r e e m e n t of
1 5 J u n e 1 9 7 0 . and A m e n d m e n t s N o . 1 and 2 t h e r e o f , and in
considera-
tion of t h e a g r e e m e n t s e v i d e n c e d b y this A m e n d m e n t . N o . 3 , and
particularly
the p r o v i s i o n s of p a r a g r a p h C . h e r e o f , Bell, lias p a i d
a n d w i l l p a y the a m o u n t s s p e c i f i e d ' b e l o w
in a c c o r d a n c e w i t h
the
f o l l o w i n g s c h e d u l e , and s u c h a m o u n t s l are a g r e e d to c o n s t i t u t e
full
p a y m e n t f o r all a m o u n t s in a n y w a y d u e to R e p r e s e n t a t i v e . f o r a l l
s a l e s of s u p p l i e s o r s e r v i c e s m o d e b y B e l l or B e l l
Helicopter'
I n t e r n a t i o n a l , I n c . , e i t h e r d i r e c t l y or through, the.-U.S. G o v e r n m e n t , p r i o r to 29 J u n e 1 9 7 3 , and
a l l s u c h c l a i m s in any w a y
Representative releases Bell
arising.
29 June 1973
1 J u l y 1.974
1 J u l y 197 5
B«
from
$1,000,000
$1,000,000
$ 950> 000
;
T h e p a r t i e s a g r e e that p a r a g r a p h 4 , er i t l e d C o m m i s s i o n s
a b l e to t h e R e p r e s e n t a t i v e , c o n t a i n e d w i t h i n t h e
Pay-
Representative
A g r e e m e n t is h e r e b y a m e n d e d to p r o v i d e that B e l l s h a l l n o t p a y
a n y a d d i t i o n a l a m o u n t s or c o m m i s s i o n s on p a s t or f u t u r e
sales
of a n y p r o d u c t or s e r v i c e m a d e d i r c c t l v b y B e l l , or t h r o u g h
the
U . S . G o v e r n m e n t , for u s e of t h e A r m e d F o r c e s of I r a n , n o r
s a l e s to the M i l i t a r y I n d u s t r i a l O r g a n i z a t i o n
>
Iran Helicopter Industries
C.
(MI0) or
the
(IHI)0
A i r T a x i a g r e e s , in c o n s i d e r a t i o n of the " d a y m e n t s
specified
in p a r a g r a p h A . to c o n t i n u e to p r o v i d e a s s i s t a n c e and s u p p o r t to
B e l l H e l i c o p t e r C o m p a n y and B e l l H e l i c o p t e r
I n t e r n a t i o n a l in
Iran,
in p e r f o r m a n c e of c o n t r a c t s e x e c u t e d p r i o r to the effective, d a t e
h e r e o f , d i r e c t l y w i t h Iran and t h r o u g h the U . .S. G o v e r n m e n t
Kne.l <)v:mre (1) to P.l'tC h o t t e r ! M :MK1: a:.;--078 dtd 7 S e p t e m b e r
for
1973
223
-3s u p p l i e s arid s e r v i c e s u n t i l a l l s u c h c o n t r a c t s a r e
completely
performed.
D.
In t h e e v e n t the p r e s e n t p r o g r a m , v.'hiclv calls' f o r d e l i v e r y
/|89 h e l i c o p t e r s
of
to I r a n by B e l l H e l i c o p t e r C o m p a n y , is r e d u c e d
f o r any r e a s o n , the c o m p e n s a t i o n s p e c i f i e d in p a r a g r a p h A . w i l l
b e r e d u c e d b y $ 3 , 0 0 0 . 0 0 f o r e a c h h e l i c o p t e r less t h a n '489 w h i c h
is n o t d e l i v e r e d to
E.
Iran.
T h i s a m e n d m e n t s h a l l b e c o m e e f f e c t i v e on this 29 J u n e
and shall continue until terminated
1973
in a c c o r d a n c e w i t h I t e m 6 ,
Term' a n d T e r m i n a t i o n , of thci b a s i c M a n u f a c t u r e r ' s F o r e i g n R e p r e s e n t a t i v e A g r e e m e n t d a t e d 15 J u n e 1 9 7 0 , a n d s h a l l b e a t t a c h e d
to
t h e a g r e e m e n t o f . 1 5 J u n e 1 9 7 0 as t h e r e i n p r o v i d e d in p a r a g r a p h
5(c).
IN W I T N E S S W H E R E O F , t h e p a r t i e s h e r e t o h a v e c a u s e d this A g r e e m e n t
to b e d u l y e x e c u t e d on this 29 J u n e 1 9 7 3 .
B E L L HELICOPTER COMPANY
D i v i s i o n of Textron,' I n c . /
By
r
(Title)
C . R . Rutin nig /
C/
Vice-President
Program Management
C
Wrtness^;/, ^ v X '
Date
1ST? JUH 2 9
Vi - > ' -
A . 1L
(Title)
Witnes s _
Date
Zanganeh
Chairman & Managing
Director
__
„
" <£'/?' /5'
,!:bl r
FncJ 05:111:0 (1) I n PIJC L e t t e r TK:Ml'M:as-073 dtd 7 Sep«-f-
2 3 - 5 5 4 0 - 78 - 15
"
1
''
224
CONTrf^TOR'S STATEMENT
OF COMTINGIINT OR OTHER FEES1
US A
D
M
:
N
:
3
T
R
A
T
I
O
N
FOR SOLICITING OR StCURING, OR RESULTING F R O M AWARD OF,
CONTRACT
CONTRACT HO.
EAA. JOI- 73 - G - 0300 (2B )
NAME OF GOVERNMENT PURCHfSI!,-. i>; n<-1
U. S . Army AVSCOM
c fwllowiiig, i n f o r m a t i o n is f u r n i s h e d b y t h e u n d e r s i g n e d c o n t r a c t o r 2 c o n c e r n i n g ;my c o m p a n y or p e r s o n e m p l o y e d or r e t a i n e d
it or s e c u r c t h e a b o v e i d e n t i f i e d c o n t r a c t , or c o n c e r n i n g a n y c o m p a n y or p e r s o n t o w h o m t h e c o n t r a c t o r h a s paid or aj;;eed t o
i f e e , c o m m i s s i o n , p e r c e n t a g e or b r o k e r a g e fee, c o n t i n g e n t u p o n or r e s u l t i n g f r o m t h e a w a r d of t h a t c o n t r a c t .
J BUSINESS ADDRESS OK SUCH COMPANY OH H.I
Air Taxi Company (Corporation)
Mehrabad Airport
Teheran, Iran
DiCATE WHETHER CORPORATION. PARTNERSHIP. I
miUK SUCH COMPAN
F o r e i g n R e p r e s e n t a t i v e a n d D e a l e r i n I r a n f o r a l l m o d e l s of
helicopters, spare parts and components.
a;/ THE TERMS OF SUCH A
See attached:
_
1
1
_
!
"Manufacturer s Foreign Representative
and amendments thereto.
Agreement"
CONTlNUE_ON_OTIIliR_SIDE
f irm is ; i. - i o e i l by G e n e r a l S e r v i c e s A d m i n i s t r a t i o n for use as part o f t h e p r o c e d u r e c o n c e r n i n g t h e " C o v e n a n t
>:Hinj;.nr :,.->.
See G e n e r a l S e r v i c e s A d m i n i s t r a t i o n R e g u l a t i o n s , 4 l ( C F R ) 1 - 1 . 5 0 7 , 1 0 1 - 4 5 . 3 1 3 , and 1 0 1 - 4 7 . 3 1 5 .
'i'i-'l t h r o u i;lu>u t t!iis f o r m , flu- term " c o n t r a c t o r " i n c l u d e s " b i d d e r . "
^
Against
If additional space is required, uttach zrpuinte sheet which must also be signed
225
•j a • ... ... i 1.1; vN 13 AN LMI'LOVI t
a r-fi i r Ttir duration (period) or i Mn.oYMi7Tr
N/A
1)
2)
R is
ii
TH:.
S e l l o f C o n t r a c t o r ' s p r o d u c t s ii, I r a n .
P r o v i d e t e c h n i c a l a s s i s t a n c e relative; to C o n t r a c t o r ' s
<•' .'.iMCTOR's r<rcuu-.rt r;<A."iir.t to MAVC an ahuangemlnt ok the type srixtriro h
Since 15 J u n e
1970
....
U. S. Co('c, Title 18 (Crimes and
Criminal Procedure) Section 1001
makes it a criminal offense to make
a willfully f;
scntalion herein.
...
..... r
horizedupat.
print inch
title
If tnuHtional as is
corporar.offic, o/conf«
date
required, nttnch
i,epnrat«
short which must
also be signed
products
226
'
,
•
)
L>l<* •< -l:
.
t -L-
^
-
—'i> t
-.J --
> i.
CM
L/
u
(u
r
• - f
Lie ,117)
Tli-j
iu.recce x.. uolla:. vkJLu, ox L-r.o iii...
c..xtiexc.a
•-- ...:e
-.J eusto.-crs oi au: a:.iou..t o : f r..... ; or cc
is .
;
lijo.r ".3
liip-.-i .iicec. i^.• w<ii".l.i;...
>.. .
.
u;..
. .. •
o*. p
eiar
tana.;„ i i»„
because
Ox
j vaiu- of L..3 contracts in\-v-r<. e..,
. • .l.. «: - -x
result m au e*::
cui ... ...;. .
: . at couaissi.:.. iai:e
.'.U
the L ^ z ' c , .ictivity.
I'olic • en Z ZZ. Z
th.. — ni.:.
ol
. c
...i l i a r c .c.. -v.:
.
a.". lie. :.c lO
.l..v . ..• . <:.x L..^
CC.J
Ov.J.b
1
,
j
'
ICi
_ (J
I I
- ^ ' - J ..
i
i .
i
«
^ - uita to. ei^e
_
. / i.L .
~> / tOiiL _
sales.
J
Tlie f c p o l i c y "ycedance is
iv-uea to" s;- -p.'.
-7u:j. >
in
the applicability zile. rocscnab.lcv.Cl c :e v • i-ces;
-.C-'-i .si: • :!
->. l":en a ccr._rc.c-ir.o c_xicax is ./equeoted u o^....! price
ed .^uiiajility ciata fro^i a contractor to sui.pori the
cf
o- -Offer, ha shall require the ccr.urac .or ^.o i d i . i . u h - > c^our.t
^^ .Jc ie-z/c^
_ cr - au^L 0
(>i c, x. I _
U
'
'-io- _S0V3niZi:::j. l u u cc^cL-i.'-icbl £uu±.i a . » C o l g . i^ai.-Cw l :
-rij, c™u3wai~pr3Vi2ion'5 or rc-:c2zccl L2i-,1 c.iviujicr.Gr (c.^.
.. .ial
i cl. no.. CLC7CC-1.C. p. _ e s
i.^.it "
,,
iz^j
I .-.^i-a::
for
\-uic.: ccuid a f i u c ; t i . a p r i c — c . j u c ' .
b.
In nc^otiiatin^ cor.trac^^ for Ti. > itar.j
•.. ti...; c-. ..iuri^tor
...i^l'cdc . ccouc fvi. vi^j-il's f ccs/cc__:._ccxGi. ; j tua
of f i/.. '.ir
(i) Rcqciro the coiitractor to :ubc.it a "Cont. ..aLcr's
S^ateni-t of Contii.^—iL: or Other Faac" (SF 119).
,:
(ii) Dataruine under J.-505 v'aatbar a "bona fid.: agcncy
r^laLicaship exisjs. (In accordance
15-205.37(c), agent's fees/
c:;r_n:...jions are allowable oni^ \:hsr. paid to bone fide c-:ployea.u or bona
212.3 establicued co^ci—oicn or selling agar.c:or cai..uaincd by tho
/ y / ^
L
ccr-t:r;.-'tor for the purpose of securing business.)
, S /m
c.
Even though a bona fid3 agency ralauionship ia» danermmea j l j'
to exist, the agent's fees/cci-4ssior_ vill only be allc/./ea to the extent
/
r2aso.;able. The basic test of r eas cnab len 2£ s_i.. _an as sc. r^ccnt: • c.... uhc
1
c..rvicc3 provided
_co~-jared to the a;:c::nt cf the, fee. A _ccu:qn _cc.ou3.c. ! ^ /f
:
J i/
be ica... J~oi 'the prorcaed fee/coi^nisslon uith _recf nt_payr.2nt ur:; ce-.earajle
^crviccVi' undcr nbn-FK3_,...cor^norcial sales or the same "oiTsi.exiar cams,
or
1
"faeu/cordissions allc-'ad, cc. previous FLJ sales c' <_ ^ .a' 1 cco^" ^ f" .
r.-...'. dollar snouats. Consideration should be ^iv -:n to vjhet:.er the sale is
•
t'12 initial or foilc'.r-on sale'because the effore for £ollc:;--on sales oi
J *
/1
•;/121'c.'. Ciial quantities, spares and support equipment would not
be
Cr /
•c
as Siie effort for the initial sale.
Ices/
-ic
ere
nrcl.ibijel cor follcr.:-cn spares provided under L D Supply bepporc /.r range—•.ate.
d.' If t'.\2 contrcctin^ officer ccrr.ot ectaclisc raasc-.icblenesf:
:f
.. _.;s/cc.e-icsions based en
-rice
:-ra . .
J j re. bCC,. a ccjt
J '
'.
• ,,c.l
.' •::*.. .1
r.
-J cay
i • ' e.i propo-'o
s
rzfc
eccionc:
227
tfC
yyy-
uVr
-FOREIGN I:il
Ciic cf .fnc
for FT-n requirements cf the ucvcvrn: at cf Iran un.: .J the
.
fec/conriscioii has teen il^-itir*
an ' pay rent: the::.
roved
" '. rnv •rnn?.vJ: of Iran Lofcre contract c.:;l:.L:
a.
For Jin.: fixed pries ccnt: actr or fi::ad price •.'.Gi/cractc
th asc 1etion:
"the Cor.ttac-or
certifies that the contract _pric.i uoc^
:
not lncliv - rr'r direct cr indir-^" cert ci agent'.-;
ire.es/conrniss ions for 'cntr .etcr s.- '.as agents irvalued
in Foreign military Sales tc the (.overrent cf 7 r«...:.
b.
AIT other tynes of contracts;
"NoIm± J.i-:: tandin^ any ctacr provision of this c.-ntr^ct,
auy direr.", or indirect cestc cf .-'gent^s fees/co:—:1s.: ions
for contractor sale., agents invo -.vac in Fcreigr. Military
Sales to the Gcverirnsnt of Iran si: all be ccrsic ..cd a :
a., mini"! cranio item cf cost under this contract
i; v.' vV •.':
ITEM XI -JFi'EL BEARING PRICE LIST
(Formerly Ite- IV cf DPC H l l )
The following new price list for jewel bearings manufactured "by the William
Lang?r Jc.re 1 Plant, v;as effective 1 Oeptembe** 1973. -It should be substituted for the published page? on .LI, 12, 13 and
of CFC 8,'. which is
• hereby cancel3d. In addition the following action is required.' 7-10';.37 Revise the date for the "Required Source for Jewel Bearings" clause to
(1973 NOV) and in par?,—r-h (b) ol tho c.1 av.a- de? "•'•'o "d-'-ted "-rch
1971"
and insert '-effective Sert:..:.:l-cr 1 , ±973".
228
. j u y 1074
C*AZ
I
.
the p r o a c t i v e source
.
shall :tate that ii i.; 1 i
u
the purpese cf F o . i g n f^uiC-.^
'; a.w .'hali iu-.it:.y iho cus ..i^r.
fruit i;; FraL'urem.,.:s fjs iroreif;;i <t/j<ifc*y Jaics.
(a) When thw Department of L jfciise
nmos proeuremciu .W sale to a
foici^n cou.:' / v/hiwi. has
i.. .If to -c.
j cos*. of the
..„ rcmcnt,
/ the Deperti;;.-»vt of Cufcr.ce a:.,;:;*.;:
u see to it t.mf r.^ ..
than a'
I fair price is paid for the procurement. -Accordm :ly, Foreign -iiliiaty Sales con' tracts shall'be prized c n the same r.one ip.es an,' with th~ same care- an arc used in
pricing norma! ^efcuse contractu. ?/di uii.; d;. . not n. - n
9* •
Defense contract:; for a»i ke.n arc autonuuicahy aj .tcahlo
Foiel.,d s aiitaiy
vialcs c o n t r a c t for the same i u m . On tho cc.va .ry, a^plieutio.i to F^.c^i. Uilimry Sales contracts of the pricing principles established by Section . J, i'ari 1), and
Section XV may require pricing results thai differ from
ise contract
prices for the same item because certain kind of costs may reasc.-aot-• and allocabfeLansg j n j S ^
the. ferric r thjinjcr thej?dlsr. •
(b)' If the contractor has made sales cf ar. item to fore ma CLV. mcrs under
comparable c a p t i o n s including ruantity and delivery, tho price
such sales
generally should be used.as a guide hi priolng Fc.r0i.3n hi Hilary Sa::s cattracts for
.the same or similar items, subject to price analysis under the p ^visions of Section
ill, Pari G. Cost analysis should be used only.if » -quired Ly Sec.ion ull, Fart f .
( c ) !n pricing Foreign Miliary Sales coniraets where nmv-U.S. Government
prices, as described in (b) above, do not exist, recognition should be riven to
costs cf doinr; business with a fore:"-: rove mm en: (ever, though th; for:.* of the
transaction is a Defense procurer::;:: for the purpose of Foreign Miihary Sales)
whenever comparable costs c f 'doing business v/ith tho United. Stat..- would be
recognized :r» pricing norma! Defense contracts. Thus, recognition should be
"iver. to re a-enable and a l c a l d e costs ever. th : :yh they rai;,ht net be rcccrniaed
in the f a m e amount: in pricmpjicrma! So-fen:- x . I x o l s . Examples cf such costs~
include, bat are not limited to, the fallowing: ssllhm costs, inoiudLm mai -t nance
of international salJS and service c:.;amzntbns and sales commissions a n d j e p s
(e>;ce^. a., h.nitod by i S - 2 u « . j / ( c j ) ; ^rod^st support and >».Sc-i~ll rcry service
costs; c c s t s c f translating technical manuals ancomparat^jQ.material; and costs
that urcThe subject c.' advance understanding, in accordance v/itii ! J - 1 0 7 , where
the advance understanding places a limit on the amounts of a cost -oat will be
recognized in Defense contract pricing and the understanding contemplated that
it will apply c.;ly to normal Defense contracts (as distinguished f om Foreign
Military Sales contracts). On the other hand, kinds of costs that.are n..:t allowable
under Section 7 X (e.g., entertainment costs) are not allowable in prism3 Foreign
Milltary_Sa!es contracts.
"
(d) In the event that a diplomatic cr executive agreement between the
United States and a foreign government, for the sale, co-production cr cooperative logistic support cf a specificaih' defined weapon system, majr • end em or
' support item, contains language in conflict with (a), (b) cr (c) a!;eve, the language of the diplomatic cr executive agreement shall prevail. Current information
on sue!: agreements may be obtains- from the appropriate M;!Lary Department
address soccified in S-705.2:aK2*
'
^
6 - 7 C S . : Ficcovzry of Nonrca:rrhi- Co::;. S ; e 4-1C? and 7-12 1.: i;a).
229
;
.'\,<V
a
Ji:a;. c.uoii. Wlie*. tl«j I'oi'c-i -,a iviiiii'u y
lew a J
fro:;; a fiici:,:.'/ fina, il.a
\ 2JC ;{:'.)( 10) m a y
:j;>av:;;t
oi' iO
e:L-J ai; conteuwilau-ii by 3-210.2(>;vi:i> a..V ao addi-
LirU^'Sui'i of Lidhili.v. La ^iocurcrac.ntr. for forci^a raiiitary sales
) a.: -reign .purc!u.::cr s!:all be advi;.jd that the appropriate •Li.,.inniun of
"::y
(see i-330) aro included in the R w S contract (;:o<. - a.daion
f > ; J aorrr. 1513). If fcrcijn cu. aa;er doc.; r.oi agree uf
the
.w.:.. ci or
lo ii.. prop^ly a:; • .o\ided ia the
and objects
ir.c!.:-:cn cf cv.c!i
ia
caL.. z y z
cl^-i le
T h e co:^: cf nzzzzzzr/ fcz-tzzzz, if
U le cL^l.'.cd t y
cu>
cr/c: the
cf Icwj cr da.ar
Ua:y ci' the
i jrcl^jr,
t. 3 cc/itrcc- iUi.Uc), ch^i lj
ia cclahl^hhr; chj F M 3 con-"
230
6:40
:
74
the prcspee.ivc -ourcc and ::uch ;;.?t:\\:zl shaa staU that u i:; ibi i. oorn.ation tbi
the purpaoe cf Foroig.i Milita.y oaie and chuii 'identify the. cu
{ Procurj;;u;.is for Fareiwi Military Silk's:
( a ) When the department cf Defense undertakes procurement for saie to a
foreign country v;hich has c^.o.oiued iU:yh' ... u j o . the co<;l of the
Varernent,
J the Department of Defence -asou..^ respc.»o.i.iiit.;>
see to u thot
mow; than a
I fair price is paid for the procurement. Accordingly, Foreign Military Sales conI tracts shall be priced on the samop/incipLr. and with the same care a.;
used in
I pricing -normal De;enrc contra::;. Cut thin does not moan that price.;, rf normal
I Defense contracts for an item arc automatically applicable to Foreign Military
Sales contract: for the same item. Or. the contrary, application to Foreign Military Sales contracts of the pricing principles established by Section IU% Pari <S, and
Section.XV may require pricing rc:u!t3 that differ from normal Defense contract
prices for the same item because certain hinds of costs may reasonably and al- "
locably arise in different amounts for the former than for the latter.
( b ) If the contractor has made sales of an item to foreign customers under
. comparable conditions including r/mntity and delivery, the price of such :,•«.! v.
generally should be used as a guide in pricing Foreign Military daies contracts for
the same cr similar items, subject to price analysis under the provision of Section
III, Part C. Cost analysis should be used only if re-aired by Sectio.. hi, Part C.
•(c) In pricing Foreign Military Sales contracts where non-U.". 'Government
prices, as described in ( b ) above, do not o a s t , recognition shot!*.- be given to
costs of doing business With a foreign government (even though the fcrra of the
transaction i: a Defense procurement for too purpose cf Foreig..- Military Sale:)
whenever comparable costs cf doiag business win* the United Ctates would be
recognized in pricing normal Defense contracts. Thus, recognition should be
• given to reasonable and allocable costs even though they r. 'got aot be recognized
in the same amounts in pricing normal Defense contracts. Examples cf .such costs
include, but are not limited to, toe following: selling costs, includh. 0 maintenance
of international sales and service organizations and sales commissions and fees
(except as limited by l 5 - 2 0 5 . 3 7 ( c ) ) ; product support and post delivery service
costs; costs of translating technical manuals and comparable material; and costs
that are the subject of advance understanding, in accordance with 15-107, where
the advance understanding places a limit on the amounts of a cost that will be
recognized in Defense contract pricing and the understanding contemplated that
it will apply only to normal Defense contracts (as distinguished from Foreign
Military Sales contracts). On the other hand, hinds of costs that, are not allowable
under Section XV (e.g., entertainment costs) are not allowable in pricing Foreign
Military Sales contracts.
( d ) In the event that a diplomatic or executive agreement between the
United States and a foreign government, for the sale, co-production or cooperative logistic support of a specifically defined weapon system, major eaJ item or
support item, contains language in conflict with (a), (b) or ( c ) above, the language of the diplomatic or executive agreement shall prevail. Current information
on such agreements may be- obtained from the appropriate Military Department
address specified in 6-7G5.2(a)'2).
6-70J.4 Recovery of Nmrsvurrmz Costs Ceo 4-!C? and 7-IC \£4'xz).
231
/ J»1y 1 >7 :
r
6 :••')£
tV-7w.S
.Soa-rcv Justification. W h e n the Foreign Military Sales contract
rcquirr. th-.it a product he chained from a i.uiruea!ar fiiut, n.e -.minority of 10
U.3.C. ;o Ua)( 10) nrr be cited a a contemplated by :;~2i0.2\\viii) and no additional approve! to purchase on a sole source bn:.i.; ts iv.paircd.
iMniniil.j.i cf Liability. In procurements lor Icveign military sales
J
(FMfF, i'.:e foreign purchaser shall he advised thai the appropriate I.imitation of
Liability clausc(s) (see 1 - f " 0 ) are included in the FhtS connact (sec Condition
' o.. the »>D Fw.m 1513). If the foreign customer c^cs not agree to assume the
r.slt far lass of or damage to its property as provided in the clnuse(s) and objects
to t h . i n c i s i o n cf : nob e!at:so{s) in the solos agreement, the ...ontrnstor shall be
so nd/::ed. The costs cf necessary insurance, if any, to be obtained by-the conto cover the rish cf loss or damage to property c f tho t b r e l p purchaser/
including the contract :tem(s), shall be considered in eoiablishmn the FMS ccn• .et ;::ee cf such items.
C-705.5
232
l j u Vjior:
1:79
F'uIj
Comme/vm: o r - . . .
t\*ci;i:c:ii:jd by
the Contraito/ for tlu
cf'Sea: fin* £t:si,ijs*. in t ..m mining whether an
agency is a "bona fide established commercial or selling
maintained by
the contractor for tl:e ^ . v v . : - of c e o m ^ u . ; h . e s s , " the
. mm s ,t forth below
shall be considered. The, a.c ncoecc .riiy iimapabio c f ». .m nmncuronimu or
precise definition and it is neither possible nor dcshmole he -;re..oribe the relative
weight to be given any single faster a< against any othei
br r a.> against all
other factors. The conclusions to bw r, .eh J in a given c: :e vail luowcsarny depend upon a earofal evaluation cf the m ^ o n i e n t and o l h . r attendant facts and
circumstances.
(a) The fees charged should not bo inequitable and e: .mbimnt in relation to
the services actually rendered. That is, the compensation s.mmd bo ccmmnensurate with the nature and eaten: cf t h s e r v i c e s , and shorn not be excessh e as
compared with the fees customarily allowed in the trade concerned• fcr similar
services related to " commercial (non-Gov —nment) business. In evaluating
reasonableness of the fee, 'hero chon-a be considered services of dm agent ether •
than actual wOhcitaticn as for eaampL, technical, consul mm, or managerial services, and. assistance in the procurement of essential personnel, facilities, equipment, materials, or subcontractors for performm.ee of tho contract.
(b) The selling agency should h a w adequate knowledge cf the products and
the. business cf the concern represented, as v/eli as other qualifications necessary
to sell the products or services on their mari s.
( c ) There should ordinarily be a continuity of relationship bet.veen tho contractor and the agency. Tho fact that iuTagency~has .eprosontw.^ the contractor
over a considerable period cf thne is a factor for favbrable consideration. It is not
intended,, however, to die qualify newly established contrac.^ragent relationships
where a continuing relationship is contemplated by the parties.
(d) It should appear that the agency is an established concern. The agency
may be either one which has be cm in business for a considerajio po.lod of ihne or
u new agency which is a presently going concern and whi.m is lihely to continue
in business as a commercial cr selling agency in the future. The business of the
agency should be conducted in the agency name and characterized by the customary indicia of the conduct cf a regular business.
( e ) The fact that a selling agency confines its selling activities to the field of
Government contracts does not, in and of itself, disqualify it under the covenant.
The fact, however, that the selling agency is employed to secure business
generally, that is, to represent the concern in connection- with sales to the
Government as well as regular commercial sales to non-Government activities is a
factor entitled to favorable consideration in evaluating th; ease us one coming
within the authorized exception. Arrangements confined, however, to obtaining
Government contracts, particularly these involving a selling agency organized immediately prior to or during periods of expanded procurement resuming freni conditions of national emergency, must be closely scrutinized, i however, any agency
or agent is not "bona fide" winch seeks to obtain any Government contract or
contracts for its principals through the use of improper ir^uonee or which holds
itself out as being able to cbtnin any Government contract cr c o n t a c t s through
improper ir.flum-zz.
233
1 July 1 9 7 ;
c o n t r a c t zzz'a
J A::J
(b) (CV/AS) C., octal euro c/.ouiJ b j c:.„rolt.d ia detemdm...
„bi;ness
where the royalties may have b -en arrived at as a m:uit c . 1....'
: mm/s length
bargaining;
(i) royalties paid to persons, inula in •; corporations, addlauri with the
contractor;
(ii) royalties paid to unaffiliated panties, including corporations, under
an agreement entered into in contemplation that a :dov moment contract would be awarded, m
(iii) royalties paid u.,dor a., a^rcoau..* entered into af'rn d;e : a\voad cf the
contract.
( c ) (CV/AS) '.a any case involving a paten: formerly owns... by il o con.motor, the amount of royalty allowed should n ,t encoed the crmt ...dot. would hove
been allowed had the contractor retained tin j tl.ereto.
( d ) Sea 15-107, regarding advance understandings.
15-2CS.37 Selling Costs.
(a) Selling costs arise in the marketing cf the contractor's prodaets aod include costs of sales promotions, negotiation, liaison bd:v.oen Government
representatives, and contractor's personnel, and other related activities.
(b) (CV/AS) Selling costs are allowable to the extent they are reasonable and
are allocable to Government business (but see 15— 107 and IS-.'- JO.1 ). Allccabihty of selling cost: will be determined in the light cf roasonn'.. io benefit to the
Government arising from such activities as technical, consulti: a demonstration,
and other services which are for purposes"sa':h as application or adaptation of ti.e
contractor's prodaets io Government use.
( c ) (CV/AS-11A) Notwithstanding (b) above, salesmen's or agents' compensation, fees, commissions, percentages, cr brokerage fees, which are contingent
upon the award of contracts, aro allowable only when paid to bona fide em ployees or bona fide established commercial cr selling ageneim maintained by the
contractor for the purpose of securing business.
1 5 - 2 Q £ 5 3 Scrvice and Warranty Costs. (CV/AS) Such costs include those
arising from fulfillment of any contractual obligation of a contractor to provide
serviees sash as installation, training, correcting defects in the products, replacing
defective parts, making refunds in the case of inadequate performance, ctc. When
not inconsistent with the terms of the contract, such service arid warranty costs
are allowable. However, care should be exorcised to avoid duplication of the allowance as an element of both estimated product cost and risk.
1 5 - 2 0 5 . 3 9 Severance
Pay..
(a) (CV/AS) Severance pay, also commonly referred to as dismissal wages, is
a payment in addition to regular salaries and wages, by contractors to workers
whose employment is being terminated. Costs of severance pay are allowable only
to the extent that, in each case, it is required by (i) law, (ii) employer-employee
agreement, (iii) established policy that constitutes, in ef.'ect, an implied agreement on the contractor's part, or (iv) circumstance of the particular employment.
(b) Costs of severance payments are divided into two categori:s as, follows:
(i) actual norma! turnover severance payments shall be allocated to ai!
A
work performed in the contractor's plant; or, wlf:rc the contractor
provides for accrual of pay for normal severances such method wii!
234
' Memorandum
Mr.
A . Jiiz::,o
January 22, 1974
Page 3
of o v e r h e a d c o s tr s n o t a l l o w e d by t h e g o v e r n m e n t a s c o n t r a c t c o s t s . Y.e d i s a g r e e w i t h t h i s 'assiim.ption in the
a m o u n t of $ 3 , 0 0 5 , 0 0 0 . Yt'e b e l i e v e o u r p o s i t i o n is f u r t h e r ,
j u s t i f i e d by (.tie Ih» c. I t h a t e s ! i m a t e d d i: ;a I 1 oy.ed c o s t s ol'
$ 1 , 7 3 0 , 0 0 0 i n e l u d e d by t h e el ion t in e s t i m a t e d disa. M o w a n e c s f o r 10'/'A and d i s a g r e e d w i i h by AY & C o . w e r e d
. l e t e d .i n .197 J . A p p l y i n g t h o $3,005*, 0 0 0 d i r f e r o n e o to t h e
t o t a l p r o g r a m a n d to s a l e s to d a t e , w e c o m p u t e d an u n d e r s t a t e m e n t of p r o g r a m p r o f i t s to d a t e of $ 1 , 1 3 7 , 7 5 8 .
5.
N o n - i n o I n s l o n of I r a n i a n c o n t r a c t s in H - l
Program
T h e c l i e n t r e c e i v e d t w o c o n t r a c t s i n 1 9 7 3 , to b u i 1 d
h e l i c o p t e r s for the Iranian g o v e r n m e n t .
Total sales price
of t h e s e c o n t r a c t s w i l l a p p r o x i m a t e $ 4 3 0 , 0 0 0 , 0 0 0 o v e r t h e
next few y e a r s . The contracts w e r e negotiated t h r o u g h
t h e U . S . g o v e r n m e n t . D e l i v e r i e s b e g i n in m i d - 1 9 7 4 on o n e
c o n t r a c t a n d in e a r l y .1975 on t h o o t h e r .
Even though the
ship:; a r e D-.l t y p e s h i p s , the; c l i e n t is c o n s i d e r i n g t h e
I r a n i a n c o n t r a c t s a s a s e p a r a t e II-1 P r o g r a m .
We h a v e rev i e w e d the b a s i s for c o n s i d e r i n g this a s e p a r a t e p r o g r a m
and agreed with this concept.
J r
*f
/v
I J^y
T h e c l i e n t h a s I n c u r r e d c o n s i d e r a b l e c o s t s on t h e s e
c o n t r a c t s d u r i n g 1 9 7 3 , b u t did. n o t b o o k any s a l e s o r c o s t
of s a l e s . T h e s a l e s a n d p r o f i t w i l l b e r e c o r d e d a s s h i p s
a r e d e l i v e r e d w h i c h is c o n s i s t e n t w i t h c l i e n t p o l i c y o n
other contracts.
6.
/ A
V . v,,
i ^ '
(* V
1
A
C o m m i s s i o n s r e l a t e d to I r a n i a n
y)
/
r<
Program
As m e n t i o n e d above the client has not booked any sales
o r c o s t of s a l e s r e l a t i n g to t h o I r a n i a n P r o g r a m , b u t t h e
client has recorded some expenses.
Under a negotiated
a g r e e m e n t with B e l l ' s licensed foreign d e a l e r (whose terr i t o r y i n c l u d e s I r a n ) , B e l l h a s a g r e e d to p a y $ 2 , 9 5 0 , 0 0 0
to the d e a l e r in lieu of c o m m i s s i o n s on t h e I r a n i a n s a l e s
P a y m e n t s a r e to b o m a d e a s f o l l o w s :
(5-29-73- -$1 , 0 0 0 , 0 0 0 ;
7 - 1 - 7 4 — $ 1 , 0 0 0 , 0 0 0 ; a n d 7- 1 - 7 5 - - $ 9 5 0 , C)( <0 . P e l I h a s m a d e
t h e .1.973 p a y m e n t a n d a c c r u e d o n e h a l f of^ t h e 1 9 7 1 paynu-n! .
T h e r e f o r e , e x p e n s e s in t h e a m o u n t of $ 1 , 5 0 0 , 0 0 0 h a v e boe-i
c h a r g e d to 1 9 7 3 .
'f
(>lil
V/e c o n t e n d t h i s e x p e n s e s h o u l d b o t r e a l e d a s a p r e p a
and amor(.i.xed o v e r the p r o g r a m a s s h i p s a n - (h.-'livci
j ^ f f r u . ,
i
/••••''•/,
/
i'-..^--
235
(oT)
HELICOPTER
P O S T OFFICE BOX 482
• FORT WORTH. TE^AS
76101
COMPANY
A
fcxtronj
COMPANY
June 16, 1972
Fl:FMS:pb-135
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Attention:
Mr. A. H. Zanganeh
Gentlemen:
Enclosed is an amendment to our Manufact
Representative Agreement dated June 15, 1970,- the'terms
and conditions of which, in our opinion, reflect agreement . .
reached on this subject during our recent meetings in your
office.
..
'..
If this meets with your approval; would you please execute .
and return two copies. - UponTeceipt of these two copies, it
is our intention to execute and return an" original copy to you ^
Sincerely,
BELL HELICOPTER COMPANY-«
Frank M . Sylvester
Vice President
International Marketing
g/H/Ar
M . . C 7
236
K
E3ELL
- H E L I C O P T E R company
M A N U F A C T U R E R ' S FOREIGN REPRESENTATIVE AGREEMENT
AMENDMENT N O . 1
This Amendment N u m b e r 1 to the M a n u f a c t u r e r ' s Foreign Representative
Agreement made b e t w e e n B e l l H e l i c o p t e r Company, D i v i s i o n of Textron,
I n c . (hereinafter c a l l e d B e l l ) , and Air Taxi Company of M e h r a b a d Airport,
Tehran, Iran (hereinafter c a l l e d the Representative), i s made f o r the purposes
of further defining the rights and o b l i g a t i o n s of the parties under the
M a n u f a c t u r e r ' s Foreign Representative Agreement made b e t w e e n B e l l and the
Representative on the 15th d a y of June 1970.
This Amendment r e c o g n i z e s
the contributions made b y the Representative in concluding the consummation of the major:programs a s set forth b e l o w .
WITNESSETH: •
It i s a g r e e d betweenrBell and- the Representative that this-Amendment
Number 1 shall b e c o n s i d e r e d the governing agreement s p e c i f y i n g the '
obligations and rights of the parties concerning the s a l e b y Bell-of the Bell •
products and s e r v i c e s l i s t e d b e l o w to the Imperial Iranian Government and
concluded b y d e l i v e r y of suchJJell p r o d u c t s . .The program anticipated
consists of:
. •. •
100
50
200
200
Model
Model
Model
Model
206A/OH-58A
205A/UH-1
209/AH-1J
214
Related spare p a r t s , a c c e s s o r i e s , equipment,
t o o l i n g , s e r v i c e s , training, or data
237
(Ji^
BELL HELICOPTER COMPANY
Page N o . 2
A.
B e l l w i l l pay to the Representative a commission of ' l . b %
of the v a l u e of any contract executed b e t w e e n B e l l and the
Imperial Iranian Government for the d e l i v e r y of the Listed
Products.
B.
S u b j e c t to the a p p r o v a l of t h e - U . S . Government, B e l l w i l l
p a y to the Representative'a commission of 2 . 5 % of the v a l u e
of a n y contract B e l l r e c e i v e s from the U . S . - G o v e r n m e n t for
the purchase and d e l i v e r y of helicopters resulting from a
contract b e t w e e n the U v S . Government and the Imperial
Iranian Government..
C.
In the event that the Imperial-Iranian Government e l e c t s to
procure p r o d u c t s , - o t h e r than helicopters ; through the U ; S .
Government, Bell s h a l l incur no obligation to pay any
commissions to the Representative.
D.
Commissions s h a l l b e c o m e p a y a b l e to the Representative
upon d e l i v e r y of the Xisted Products and receipt b y Bell of
payment thereof.
In the event Bell obtains a d v a n c e payments . .
from the Imperial Iranian Government for the Listed Products
contracted for b e t w e e n Bell and the Imperial Iranian Government,
Bell shall pay to the Representative es a d v a n c e commissions,
of those a d v a n c e payments r e c e i v e d .
Upon receipt of f i n a l
2.5%
238
BELL HELICOPTER COMPANY
Page N o . 2
payments from the Imperial Iranian Government, Bell shall
liquidate the advance commissions paid to the Representative
; at the time of payment of.the final commission.
E.
This Amendment shall become effective on the date hereof and
shall continue until terminated in accordance with Item 6
Term and Termination, of the b a s i c Manufacturer's Foreign
Representative Agreement, dated 15 June 1970.
F.
All provisions of the b a s i c Manufacturer's Representative A g r e e ment, dated 15 June 1970, not s p e c i f i c a l l y amended herein,
remain unchanged.
I N WITNESS WHEREOF, the parties hereto have caused this Amendment to b e
duly executed a s of the day and year set forth b e l o w :
By
(Title)
(Title)
Witness
Witness
Date:
Date:
239
BELL HELICOPTER
COMPANY
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
AMENDMENT N O . 1
This Amendment Number 1 to the M a n u f a c t u r e r ' s Foreign Representative
Agreement made b e t w e e n Bell H e l i c o p t e r C o m p a n y , D i v i s i o n of Textron, I n c .
(hereinafter c a l l e d B e l l ) , and Air Taxi Company of M e h r a b a d Airport, Tehran,
Iran (hereinafter c a l l e d the Representative), i s made for the p u r p o s e s of
further defining the rights and obligations of the parties under the
M a n u f a c t u r e r ' s Foreign Representative Agreement made b e t w e e n Bell and the
Representative on the 15th day_of June 1970.
This Amendment r e c o g n i z e s J
the contributions made b y the Representative in concluding the consummation of the major programs a s set forth b e l o w .
WITNESSETH:
It-is a g r e e d - b e t w e e n Bell and the Representative that this Amendment
Number 1 s h a l l b e considered.the governing agreement s p e c i f y i n g the
o b l i g a t i o n s and rights of the parties concerning the s a l e b y B e l l of the B e l l
products and s e r v i c e s listed b e l o w to the Imperial Iranian Government and
concluded b y d e l i v e r y of such Bell p r o d u c t s .
The program anticipated
c o n s i s t s of:
http://fraser.stlouisfed.org/
2 3 - 5 5 4 O - 7 8 - 16
Federal Reserve Bank of St. Louis
151
83
244
211
Model
Model
Model
Model
206A/OH-58A
205A/UH-1
209/AH-1J
214
Related spare parts, a c c e s s o r i e s , equipment,
tooling, s e r v i c e s , training or data
Ak.
(>?
240
(j^
BELL HELICOPTER OOMPANY
Page N o . 2
;A.
Bell w i l l p a y to the Representative a commission of 2 . 5 %
of the v a l u e of any contract executed b e t w e e n Bell and the
Imperial Iranian Government for the d e l i v e r y of any or a l l
of the Listed P r o d u c t s .
B.
B e l l w i l l p a y to the R e p r e s e n t a t i v e s commission of 2 . 5 % of the
v a l u e of any . c o n t r a c t B e l ^ r e c e i v e s from the U . S .
Government-
f o r the p u r c h a s e and delivery, of helicopters resulting from a
contract b e t w e e n the U . S . Government and the Imperial
Iranian Government.
C.
In the event that the Imperial Iranian-Government e l e c t s t o
procure p r o d u c t s , other than h e l i c o p t e r s , through the U . S .
Govemment , Bell- s h a l l - i n c u r no.obligation to p a y any
commissions to the Representative.
D.
Commissions s h a l l b e c o m e p a y a b l e to the Representative
upon d e l i v e r y of the L i s t e d Products and receipt b y Bell of
payment t h e r e o f .
In the event Bell obtains a d v a n c e payments
from the Imperial Iranian Government for the Listed Products
contracted f o r b e t w e e n Bell and the Imperial Iranian Government,
Bell shall p a y to the Representative a s a d v a n c e c o m m i s s i o n s ,
2 . 5 % of those a d v a n c e payments r e c e i v e d .
Upon receipt of f i n a l
241
Page N o .
2
payments'from the Imperial Iranian Government, B e l l s h a l l
- l i q u i d a t e the a d v a n c e commissions paid to the Representative
at the time of payment of the final c o m m i s s i o n .
E..
This Amendment s h a l l become e f f e c t i v e on 1 April 1972 and
s h a l l continue until terminated in accordance w i t h Item 6,
t
Term and Termination, of the b a s i c M a n u f a c t u r e r ' s Foreign ...
Representative Agreement, dated 15 June 1970.
F.
A l l p r o v i s i o n s of the b a s i c M a n u f a c t u r e r ' s Representative
Agreement, dated 15 June 1970, not s p e c i f i c a l l y amended h e r e i n , remain unchanged.
I N WITNESS W H E R E O F , the parties hereto h a v e c a u s e d this Amendment to b e
duly e x e c u t e d a s of the d a y and year s e t forth b e l o w :
BELL HELICOPTER C O M P A N Y
Division of'Textron I n c .
^ ^
By
/ j
C . R. Rudning
A.H.
(Title) Vice Pres ^ P r o g r a m Management
W
i
t
n
e
s
W
i
t
(Title)
n
D e e E. M i t c h e l l
Date.
.
Zanganeh
Chairman
e
s
s
Khalil
Date
& Managing
Director
^
n
y
Iranzad
X
^
242
comrvwY
BELL HEUCOPTER
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
!
.1
'
AMENDMENT N O ? I
t
This Amendment Number 1 to the M a n u f a c t u r e r ' s Foreign Representative
Agreement made b e t w e e n Bell Helicopter Company, D i v i s i o n of Textron, I n c .
(hereinafter c a l l e d B e l l ) , and Air Taxi Company of M e h r a b a d Airport, Tehran,
Iran (hereinafter c a l l e d the Representative), i s made f o r the purposes of
further d e f i n i n g the rights and obligations of the parties under the
M a n u f a c t u r e r ' s Foreign Representative Agreement made b e t w e e n Bell and the
Representative on the 15th d a y of June 1970,
This Amendment r e c o g n i z e s
the contributions made b y the Representative in concluding the consummation
of the major programs a s set forth b e l o w .
WITNESSETH;
It i s a g r e e d b e t w e e n Bell and the Representative that this Amendment
Number 1 s h a l l b e considered the governing agreement s p e c i f y i n g the
o b l i g a t i o n s and rights of the parties concerning the s a l e b y B e l l of the B e l l
products and s e r v i c e s l i s t e d b e l o w to the Imperial Iranian Government and
concluded b y d e l i v e r y of such Bell p r o d u c t s .
The program anticipated
consists of:
151
83
244
211
Model
Model
Model
Model
206A/OH-58A
205A/UH-1
209/AH-1J
214
Related spare parts, a c c e s s o r i e s , equipment
t o o l i n g , s e r v i c e s , training or data
243
B E L L HELJCOFTEF?
COMnw
Page N o . 2
A.
Bell will pay to the Representative a commission of 2.5%
of the value of any contract executed between Bell and the
Imperial Iranian Government for the delivery of any or all
of the Listed Products.
B.. Bell' will pay to the Representative a commission of 2.5% of the
i.
• value of any contract Bell receives from the U . S . Government
for the purchase and delivery of helicopters resulting from a
contract between the U . S . Government and the Imperial
Iranian Government.
C.
In the event that the Imperial Iranian Government elects to
procure products, other than helicopters, through the U»S#
Government, Bell shall incur no obligation to pay any
i
commissions to the Representative.
D.
Commissions shall become payable to the Representative
upon delivery of the Listed Products and receipt by Bell of
payment thereof. In the event Bell obtains advance payments
from the Imperial Iranian Government for the Listed Products
contracted for between Bell and the Imperial Iranian Government,
Bell shall pay to the Representative as advance commissions,
2.5% of those advance payments received.
Upon receipt of final
244
(Fgj B E L L H 6 U C O P T E R
COMrwY
Page No.
2
payments from the Imperial Iranian Government, B e l l s h a l l
liquidate the a d v a n c e commissions paid to the Representative
at the time of payment of the f i n a l commission.
This Amendment s h a l l become e f f e c t i v e on 1 April 1972 and
s h a l l continue until terminated in accordance w i t h Item 6,
Term and Termination, of the b a s i c M a n u f a c t u r e r ' s Foreign
Representative Agreement, dated 15 June 1970.
F.
A l l p r o v i s i o n s of the b a s i c M a n u f a c t u r e r ' s Representative
Agreement, dated 15 June 1970, not s p e c i f i c a l l y amended h e r e i n , remain u n c h a n g e d .
I N WITNESS W H E R E O F , the parties hereto h a v e c a u s e d this Amendment to b e
/ duly executed a s of the d a y and year set forth b e l o w :
BELL HELICOPTER C O M P A N Y
D i v i s i o n of Textron I n c .
C . R. Rudning
/J
(Title) ,Vice Pres./'Program Management
A.H.
(Title) C h a i r m a n & M a n a g i n g
Dee E. Mitchell
Date
. .
.
Zaegarfeh .
Khalil
Date _
Iranzad
Director
245
F O R T WORTH
758229
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LONG D I S C U S S I O N MONDAY B E T W E E N B A B S AND SCHOOL I N D I C A T E
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SIGNED COPY.
NEW S U B J E C T .
GE H A S A D V I S E D THEY HAVE
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A P P A R E N T L Y R E Q U E S T E D BY T H E I R MEMBER OF T E A M .
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AND S H I P A G A I N S T OPEN L I C E N S E .
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GENERAL W I L L I A M S O N AND A N T I C I P A T E S 1 2 TO 13 D A Y S EN ROUTE.
HE W I L L W A I T ONE MORE DAY AND T E L E X TO S E E I F R E C E I V E D .
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GARBLE.
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STOPPED AND R E L E A S E H E L D .
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TEXTRON INC.
CLIENT
SUBSIDIARY
BELL HELICOPTER DIVISION
BRANCH
FISCAL YEARS 1 9 7 3 ,
1974,
1975,
1976
AUDIT DATE OR PERIOD
CONTENTS OF THIS BINDER
ALL WORKPAPERS AND DOCUMENTS RELATING TO SUBJECT MATTER
OF SENATE BANKING COMMITTEE REQUEST OF JANUARY 2 5 ,
ACCOUNTANTS
ION SECTION OF WORK C O V E R E D BY THIS BINDER)
PxHiS/r
REVIEWED BY.
M>
w
__
ARTHUR YOUNG & COMPANY
Q
1977
NEWYORK, FORT WORTH, PROVIDENCE
249
ARTHUR
To:
YOUNG
&
PROVIDENCE OFFICE
MR. M . A. RIZZO
COMPANY
Dale: J a n u a r y 2 2 , 1974
F i s c a l Y e a r 1973
From:
FORT WORTH OFFICE
CECIL E. SMITH
/ '7 2
Subject:
T h e f o l l o w i n g are c o m m e n t s w h i c h are to b e c o n s i d e r e d p r i o r to
i s s u a n c e of any r e p o r t s . T h e s e c o m m e n t s have b e e n r e v i e w e d
w i t h the d i v i s i o n p a r t n e r s on t h i s e n g a g e m e n t , A . P . S t e p h e n s ,
F o r t W o r t h , and A l e x S c h u m a c h e r , D a l l a s , a n d , w h e r e a p p r o p r i a t e ,
with Bell financial management.
Memorandum
Mr. M . A. Rizzo
J a n u a r y 2 2 , 1974
^
6.
Page 3
C o m m i s s i o n s r e l a t e d to I r a n i a n
Program
A s m e n t i o n e d a b o v e t h e c l i e n t has not b o o k e d any s a l e s
or c o s t of s a l e s r e l a t i n g to the Iranian P r o g r a m , b u t t h e
client has recorded some expenses. Under a negotiated
a g r e e m e n t w i t h B e l l ' s l i c e n s e d f o r e i g n d e a l e r ( w h o s e terr i t o r y i n c l u d e s I r a n ) , B e l l h a s a g r e e d to p a y $ 2 , 9 5 0 , 0 0 0
to t h e d e a l e r in lieu of c o m m i s s i o n s on the I r a n i a n s a l e s .
P a y m e n t s are to b e m a d e as f o l l o w s :
6-29-73—$1,000,000;
7 - 1 - 7 4 — $ 1 , 0 0 0 , 0 0 0 ; and 7 - 1 - 7 5 — $ 9 5 0 , 0 0 0 . B e l l h a s m a d e
the 1973 p a y m e n t a n d a c c r u e d o n e half of the 1974 p a y m e n t .
T h e r e f o r e , e x p e n s e s in t h e a m o u n t of $ 1 , 5 0 0 , 0 0 0 h a v e b e e n
c h a r g e d to 1 9 7 3 .
W e c o n t e n d t h i s e x p e n s e s h o u l d b e t r e a t e d as a p r e p a i d
item and a m o r t i z e d o v e r t h e p r o g r a m as s h i p s a r e d e l i v e r e d .
Memorandum
Mr. M.A. Rizzo
J a n u a r y 2 2 , 1974
"7k
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t h e
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Page 4
v e r y
I r a n i a n
p a i d
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item with the client because
g o v e r n m e n t d o e s n o t a l l o w any c o m m i s s i o n s to
i e s t o them.
s a
250
P a
Memorandum
M r . M . A . lUx/.o
J a n u a r y 22, 1974
Liabilities
Iranian program
commissions
1,000
BELL HELICOPTER
Page .3.
Arthur Young & Company (cont'd)
K
e
1973 profits
before tax
dr.-loss
Ccr.)- income
500
1 1
Equity
(1,500)'
companv
January 21, 1974
Purpose
To provide for Bell's liability for
commissions due Turkish and Iranian
representative for ships diverted to
Turkish Government under Grant-in-Aid
program, and ship-spares sales to Government of Iran.'
Contingencies
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BELL HELICOPTER COMPANY
a Textron Company
RESERVE FOR CONTINGENCIES
ACCOUNT 363 86
AS OF OCTOBER 1973
oC
BALANCE
12/31/69
oC
BALANCE
12/31/70'
BALANCE
12/31/71
BALANCE
12/31/72
FORECAST
12/31/73
to
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CO
frif^/HiO
{ofyi/VI ><.S'0*>S
TOTAL
$1,897,530
. $1,843,131
$1,810,471
$1,977,761
^ $3,895,051
260
SELL HFUCnPTFR COMPANY
261
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263
ARTHUR
YOUNG
A
COMPANY
Date:
F i s c a l Y e a r 1974
To:
PROVIDENCE OFFICE
MR. M . A. RIZZO
From:
January
20,
1975
FORT WORTH OFFICE
CECIL E. SMITH
F Y 1974 B E L L H E L I C O P T E R A U D I T
AY & CO. - CONFIDENTIAL
Subject:
T h e f o l l o w i n g are c o m m e n t s w h i c h a r e to be c o n s i d e r e d p r i o r to
i s s u a n c e of any r e p o r t s . T h e s e c o m m e n t s h a v e been r e v i e w e d
w i t h the f o l l o w i n g p a r t n e r s on t h i s e n g a g e m e n t , A . P . S t e p h e n s
Fort Worth; W . F . Slattery, New York; Alex Schumacher, Dallas;
and, where appropriate, with Bell financial management.
Memorandum
M r . M . A . Rifczo
J a n u a r y 2 0 , 1975
6.
Page 4
C o m m i s s i o n s r e l a t e d to I r a n i a n -Program
Under a negotiated agreement with Bell's licensed
f o r e i g n d e a l e r (whose t e r r i t o r y i n c l u d e s I r a n ) , B e l l h a s
a g r e e d to pay $ 2 , 9 5 0 , 0 0 0 to t h e d e a l e r in lieu of c o m m i s s i o n s on the Iranian s a l e s . P a y m e n t s are to b e m a d e
as f o l l o w s :
6-29-73 - $1,000,000; 7-1-74 - $1,000,000;
and 7 - 1 - 7 5 - $ 9 5 0 , 0 0 0 . B e l l has m a d e the 1973 and 1974
p a y m e n t s and a c c r u e d o n e half of the 1975 p a y m e n t .
Theref o r e , e x p e n s e s in t h e a m o u n t of $ 1 , 5 0 0 , 0 0 0 have been
c h a r g e d to 1973 and e x p e n s e of $ 1 , 0 0 0 , 0 0 0 w a s r e c o r d e d in
1974.
W e c o n t e n d t h i s e x p e n s e s h o u l d b e t r e a t e d as a p r e p a i d item and a m o r t i z e d o v e r t h e p r o g r a m as s h i p s a r e
d e l i v e r e d . T h i s $ 5 0 0 , 0 0 0 is i n c l u d e d in the r e s e r v e for
c o n t i n g e n c i e s but is e x c l u d e d for d i s c u s s i o n p u r p o s e s at
B . 2 . b e l o w . T h i s is a v e r y c o n f i d e n t i a l item w i t h the
c l i e n t b e c a u s e the Iranian g o v e r n m e n t d o e s not a l l o w any
c o m m i s s i o n s to b e p a i d on s a l e s to t h e m .
If t h i s item w e r e t r e a t e d as a p r e p a i d and a m o r t i z e d
o v e r s a l e s to d a t e the e f f e c t w o u l d b e an i n c r e a s e on p r o fit to d a t e of $ 2 , 3 5 3 , 0 0 0 .
264
Memorandum
M r . M . A . Rizzo
January 2 0 , 1975
p a Kg p
Assets
A. b.
Iranian program
commissions
Liabilities
l)r
(Cr)
Dr
(Cr)
1,853
500
1973 profits
before tax
Dr-loss
(Cr)-income
(853)
*
p
! .
K
Arthur Young & Company
Page 3
January 17, 1975
Name
Purpose
£
To provide for Bell's liability
for c o m m i s s i o n s due Iranian representative for ships and ship- spares sales to G o v e r n m e n t of Iran.
Contingencies
C X ^ r / ^
J^vcu,
o
Equity
Dr
(Cr)
(1,500)
265
/V^/7/
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COMPANY
ACCOUNT NAME
FACTORY LEDGER
G E N E R A L LEDGER
R e s e r v e for C o n t i n g e n c i e s
36386
Other Selling
70100
5 0 0 0 0 0 00
70103
375. 0 0 0 00
Expense
P r o v i s i o n for D i s a l l o w e d
C P F F Costs._
875 000 00
CD
CO
(N
'REPARI-.D HY
EXPLANATION
T o a d j u s t R e s e r v e for
Contingencies..
Vl-lill Hit) UY
PIMOVLL) IJY
875 000 00:
875_000_00 j
S . L . Hardaway
j
S . Eo A s h l e y
j
D . c ! Pantle
!
267
BELL HELICOPTER COMPANY
NTT
S 3 *
'.'07 GREEN; 6407 V
7407 CANARY
p.nVo!
268
cjc-tJ.
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270
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O
BELL HELICOPTER COMPANY'
Fiepa-td by
:rc<- Nc.
y
BELL HELICOPTER COMPANY
a Textron Company
RESERVE FOR CONTINGENCIES
ACCOUNT 36386
AS 'OF OCTOBER 1974
BALANCE
12/31/70
BALANCE
12/31/71
BALANCE
12/31/72
Other
BALANCE
12/31/73
BALANCE
10/31/74
500,000
TOTAL
$1,843,181
$1,810,471
$1,977,761
$3.895,051
500,000/
$1,543,004
NOTE:
A p r o v i s i o n of $ 5 0 0 , 0 0 0 t o c o v e r
other c o n t i n g e n c i e s Is required.;-
BALANCE
12/31/74
$1,894,341
272
BELL HELICOPTER COMPANY
..
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273
274
to
n
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275
ARTHUR
YOUNG
& COMPANY
PROVIDENCE OFFICE
MR. R. A. MARTIN
To:
Subject:
From:
Da
:
'« J u l y 1 8 , 1974
FORT WORTH OFFICE
CECIL E. SMITH
"SUBSEQUENT EVENTS" REVIEW - BELL HELICOPTER
Page 2
B H C p a i d $ 1 m i l l i o n to a f o r e i g n d e a l e r in lieu
of c o m m i s s i o n s on the Iranian P r o g r a m (See B H C
"top m e m o " ) . B H C p a i d a n o t h e r $1 m i l l i o n to t h i s
d e a l e r in J u n e , 1974 but had a c c r u e d o n e - h a l f of
t h i s a m o u n t in t h e latter part of 1 9 7 3 .
Therefore,
the c l i e n t has $ 1 m i l l i o n of e x p e n s e b o o k e d in t h e
s i x - m o n t h p e r i o d e n d e d J u n e , 1973 and $ . 5 m i l l i o n
p e r t a i n i n g to e x a c t l y the same item b o o k e d in the
six-months period ended June, 1974.
ARTHUR
To:
Subied:
YOUNG
&
PROVIDENC OFFICE
MR. R. A. MARTIN
JOMPANY
^
From:
Date:
July 10,
l974
FORT WORTH OFFICE
CECIL E. SMITH
"SUBSEQUENT EVENTS" REVIEW - BELL HELICOPTER
Page 3
(1)
R e s e r v e for c o n t i n g e n c i e s - D e c r e a s e of
$ 9 0 0 , 0 0 0 d u e to the r e v e r s a l of a p r o v i s i o n
for an a n t i c i p a t e d d i s a l l o w a n c e by the g o v e r n m e n t w h i c h d i d not m a t e r i a l i z e in t h e a m o u n t
of $ 3 7 5 , 0 0 0 and p a y m e n t of t h e $ 5 0 0 , 0 0 0 to
the f o r e i g n d e a l e r r e f e r r e d to in item 1. D .
a b o v e . I n c o m e e f f e c t is an i n c r e a s e of
$ 3 7 5 , 0 0 0 d u e to r e v e r s a l of t h e a n t i c i p a t e d
disallowance.
276
ARTHUR
To:
Sub
«
Y O U N G FR C O M P A N Y
F i s c a l Y e a r 1975
PROVIDENCE OFFICE
M r . M . A. Rizzo
ed:
from:
Da»«:
January 27, 1976
PORT WORTH OFFICE
Ken Walker
FY 1975 BELL HELICOPTER AUDIT
AY & CO. - CONFIDENTIAL
The following are comments w h i c h are to be considered
p r i o r to i s s u a n c e of a n y r e p o r t s . T h e s e c o m m e n t s h a v e b e e n r e v i e w e d w i t h A , P . S t e p h e n s , p a r t n e r in F o r t W o r t h , a n d , w h e r e
appropriate, with Bell financial management.
P
Mr. M . A. Rizzo
January 27, 1976
6.
, >
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Commissions related to Iranian
BHC Audit
Page 4
Program
Under a negotiated agreement with Bell's licensed foreign
d e a l e r ( w h o s e t e r r i t o r y i n c l u d e s I r a n ) , B e l l a g r e e d to p a y
$ 2 , 9 5 0 , 0 0 0 t o t h e d e a l e r in l i e u of c o m m i s s i o n s on t h e I r a n i a n
sales. Payments w e r e made as follows:
6/29/73 - $1,000,000;
7 / 1 / 7 4 - $ 1 , 0 0 0 , 0 0 0 ; and 7 / 1 / 7 5 - $ 9 5 0 , 0 0 0 . T h e r e f o r e , e x p e n s e s
in t h e a m o u n t of $ 1 , 5 0 0 , 0 0 0 h a v e b e e n c h a r g e d t o 1 9 7 3 ; $ 1 , 0 0 0 , 0 0 0
w a s r e c o r d e d in 1 9 7 4 ; a n d , $ 4 5 0 , 0 0 0 w a s r e c o r d e d in 1 9 7 5 .
We contend this expense should have been treated as a prep a i d i t e m a n d a m o r t i z e d o v e r t h e p r o g r a m as s h i p s w e r e d e l i v e r e d .
is a v e r y c o n f i d e n t i a l i t e m w i t h t h e c l i e n t b e c a u s e t h e
Iranian government does not allow any commissions to be paid on
sales to t h e m .
C^mJ
If t h i s i t e m h a d b e e n t r e a t e d as a p r e p a i d a n d a m o r t i z e d o v e r
la
/ s a l e s t o d a t e t h e e f f e c t w o u l d b e an i n c r e a s e in p r o f i t to d a t e
W J W J 5 - , of $ 1 , 8 5 9 , 0 0 0 .
m
w^b
understand this item was discussed with Textron management by Bill Slattery and no p r o b l e m s w e r e found w i t h respect
t o i t e m s d i s c u s s e d in C D L - 2 4 .
A^vfcJ
277
jjC A u d l t
B
-Page 14
M r . M . A . Rizzo
January 27, 1976
D.
Summary of waived entries in excess of $25,000
If all entries had been recorded, the D r . (Cr.) effect
would be as follows:.
Assets
Dr
(Cr)
Liabilities
Dr
£CrJ
1975 profits
before tax
Dr-Loss
(Cr )-Income
A6 .Iranian program
commissions
CoJ^J e/b
1/3/7G
J^UJ
Q C
M*
9^43 !
-
d<J.
I iI
^
/ v
^
&y
!fc./
•«»•' IW«>. o-'iv tMUN. 640-rtMllt_ j; cAMAR Y
OOOyO
Equity
Dr
(Cr)
278
Bt
HELICOPTER COMI'ANr
"•«*««>
JAN 3 \M
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7/i/y4?///?£
M
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-Co
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950,0 00
ZtfZOjdoo
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24
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26
27
28
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29
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3
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31
32
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41
42
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279
B t l L HLllCOHTEMiCMI'ANr
JAN
3
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26
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27
28
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30
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33
34
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33"
3
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280
BELL H u l C O P I E R
COMPANY
I PStPAftfD BY
to / /fs/} ' W
JAIi 3 1976
2
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kilf ruLM 74IPI A007 IVORY; »?07 GREFN. 6407 WHITE. 7407 CANAOy
IIY
(a)/?
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282
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Date
283
J p r ^ A R T H U R
To:
Y O U N G
Be
PROVIDENCE O F F I C E
M r . M . A , Rizzo
C O M P A N Y
Da,e:
F i s c a l Year 1976
J a n u a r y 2 5 , 1977
From:
FORT W O R T H O F F I C E
Cecil E . Smith
F Y 1976 B E L L H E L I C O P T E R AUDIT
AY & CO. - CONFIDENTIAL
Subject:
T h e following c o m m e n t s and p r o p o s e d a d j u s t m e n t s in the
summary at Section IV are items w h i c h are to be i n c l u d e d in
consolidated waived a d j u s t m e n t s w h e n c o n s i d e r i n g the f a i r n e s s
of presentation of the consolidated financial s t a t e m e n t s of
T e x t r o n , Inc. The related a d j u s t m e n t s , if m a t e r i a l , are necessary
to conform to generally accepted a c c o u n t i n g p r i n c i p l e s and for
p r o p e r m a t c h i n g of r e v e n u e s and e x p e n s e s , w h i l e m a i n t a i n i n g an
appropriate degree of c o n s e r v a t i o n .
These comments have b e e n reviewed with Bill S l a t t e r y New York and A1 Stephens - Fort W o r t h of Arthur Y o u n g & C o m p a n y
and Ed F a r m e r , Ted T r e f f , Ed K e g l o v i t s and Gene Lewis of Bell
Helicopter Textron.
M r . M . A . Rizzo
January 2 5 , 1977
E.
B U T Audit
P a g e 13
C o m m i s s i o n s Related to Iranian Program
Under a negotiated agreement with B e l l ' s licensed foreign
dealer (whose territory includes Iran), Bell agreed to pay
$2,950,000 to the dealer in lieu of c o m m i s s i o n s on the Iranian
s a l e s . E x p e n s e s in the amount of $1,500,000 have b e e n recorded in 1973; $1,000,000 was recorded in 1974; a n d ,
$450,000 was r e c o r d e d in 1975.
We contend this expense should have been treated as a
prepaid item and amortized over the program as ships w e r e
d e l i v e r e d . This is a very confidential item with the client
because the Iranian government does not allow any c o m m i s s i o n s
to be paid on sales to t h e m .
If this item had been treated as a p r e p a i d and a m o r t i z e d
over sales to date the effect would be an increase in profit
to date of $ 8 4 1 , 0 0 0 .
We understand this item was discussed with T e x t r o n m a n a g e ment by Bill Slattery and no p r o b l e m s were found w i t h respect
to items discussed in C D L - 2 4 .
284
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L* Vur hi It llw^b^ArU^'fcW*
Dell Hclicoptcr Textron
Division ol f e x t r o n Inc.
February 15, 1977
Post O f f i c e Box 482
Fort Worth. T e x a s 76101
(817) 280-2011
Arthur Young & Company
2200 Fort Worth National Bank Bldg.
Fort Worth, Texas 76102
Gentlemen:
As an amendment to the representation letter furnished to you ,on
January 21, 1977, I make the following representation regarding Bell
Helicopter Textron, Bell Helicopter International Inc., Bell Operations
Corporation, Bell Helicopter - Division of Textron Canada Limited,
Bell Helicopter Supply Center - Division of Textron Atlantic, B.V.,
Bell Helicopter Australia - Division of Textron Pacific Pty., Ltd., and
Bell Helicopter GmbH - Subsidiary of Textron Inc.
Based on responses received from officers and from other persons who
have an understanding and a knowledge of business activities within
our operation and based on my personal knowledge, for the fiscal year
ended January 1, 1977 and for the period from January 1, 1977 to date,
we are not aware of (i) any illegal bribes, kickbacks or other improper
or questionable payments having been made to or for the benefit of any
person, corporation or government for the purpose of obtaining special
concessions or for obtaining other favorable treatment in securing business for the company; (ii) any company funds or property having been
made available, directly or indirectly, as political contributions in the
United States or elsewhere, or that officers or employees were paid or
reimbursed, directly or indirectly, for performing services or incurring
expenses in political activities in the United States or elsewhere; and
(iii) any company funds, property, or transactions which were not reflected or accounted for on the books, records or financial statements
of the company.
Very truly yours
,BELL.HELICOPTER TEXTRON
286
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288
'ARTHUR
To-
YOUNG
&
COMPAN Y
D*.
PROVIDENCE OFFICE
R. A. Martin
cc:
Subject-
S. Botte
M. Rizzo
From:
25,
1977
NEW Y O R K O F F I C E
W . F . Slattery
L. Rainey
TEXTRON AUDIT COMMITTEE MEETING
F e b r u a r y 2 3 - 2 4 , 1977
I m e t twice w i t h T e x t r o n ' s A u d i t C o m m i t t e e d u r i n g their
M a n a g e m e n t m e e t i n g at O c e a n R e e f , F l o r i d a F e b r u a r y 23 and 2 4 .
P r e s e n t at the first m e e t i n g held on W e d n e s d a y w e r e
M e s s r s . C a m p b e l l , G e n g r a s , C o l l i n s o n , L e d b e t t e r , V a n B r o c k l y n and
M r s . S i s c o . T h e a g e n d a for the m e e t i n g is a t t a c h e d .
L a t e r in the m e e t i n g I w a s a s k e d w h e t h e r I had any
c o n f i d e n t i a l c o m m e n t s to give the C o m m i t t e e .
I r e s p o n d e d that
w h i l e I had no c o n f i d e n t i a l c o m m e n t s I did w i s h to b r i n g to the
C o m m i t t e e ' s a t t e n t i o n the $ 2 , 9 5 0 , 0 0 0 p a y m e n t to T e x t r o n ' s former
a g e n t in Iran o v e r 1 9 7 3 , 1974 and 1975 in c o n n e c t i o n w i t h T e x t r o n ' s
c o n t r a c t w i t h the I r a n i a n G o v e r n m e n t for the s a l e of h e l i c o p t e r s ,
I a d d e d that w h i l e I had u n d e r s t o o d this s i t u a t i o n had been dis=
c u s s e d e i t h e r at a p r e v i o u s A u d i t C o m m i t t e e m e e t i n g at w h i c h I had
not been p r e s e n t or at a B o a r d of D i r e c t o r s m e e t i n g , I felt that
it w a s a p p r o p r i a t e that it be d i s c u s s e d w h i l e I w a s p r e s e n t s h o u l d
there be q u e s t i o n s or f u r t h e r a c t i o n d e s i r e d of m e . The three
m e m b e r s of the C o m m i t t e e first e x p r e s s e d s o m e s u r p r i s e and lack of
k n o w l e d g e a b o u t the item; h o w e v e r , C a m p b e l l u p o n r e f l e c t i o n s t a t e d
that he did r e c a l l it b e i n g d i s c u s s e d at a B o a r d m e e t i n g . M r s . Sisco
had a p p a r e n t l y n e v e r h e a r d of the p a y m e n t s . B i l l L e d b e t t e r
-2-
d e s c r i b e d the a r r a n g e m e n t as a buy o u t of the a g e n t ' s f r a n c h i s e
a n d a l s o said that the Company w a s s a t i s f i e d that there was
n o t h i n g illegal a b o u t it. No f u r t h e r a c t i o n w a s taken on the
m a t t e r ; I was s a t i s f i e d that it had been b r o u g h t to the C o m m i t t e e ' s
a t t e n t i o n and that they w o u l d not be s u r p r i s e d if the a m o u n t w a s
d i s c l o s e d in the f u t u r e .
The next m o r n i n g I m e t w i t h the A u d i t C o m m i t t e e a g a i n
at 7:00 a . m . The s a m e p a r t i c i p a n t s a t t e n d e d p l u s H e a t h Larry
M o s t of the m e e t i n g w a s s p e n t d i s c u s s i n g the r e p o r t of t h e A u d i t
C o m m i t t e e w h i c h C a m p b e l l w a s to p r e s e n t to the B o a r d of D i r e c t o r s
l a t e r that d a y . There w e r e no o t h e r s i g n i f i c a n t items d i s c u s s e d
289
©
BELL COMEilTlAL O i r
BELL. HEUCOPTER COMPANY
July 3 0 1 9 7 3
To;
Messrs. Bjeletich, Jankowski and Keglovits
gubject?
Dealer Commissions - Iran Program
In accordance with the recently negotiated agreement with our authorized
dealer in Iran, The Air Taxi Company, Mehrabad Airport, Tehran, a total
Commission is to be paid as follows:
Due
' June 29, 1973
July 1 , 1974
July 1 , 1975
Amount
§1,000,000
1,000,000
950,000
The above amounts, of course, assume continuation of the program. If
the program is terminated or reduced, then an adjustment w i l l b e made t o
-the ^ b o v e commissions. The above commission arrangement covers the entire
Iranian transaction as now contemplated, which includes the present FMS
contracts, additions that may be made thereto for spares, etc., the
training program, the logistics program, the cpntemplated operation of
IX&n Jleslicopt^r Industry 4 and the direct sale b y Bell-of spares, which i s
now in progress together with any additional sales of such spares. In
Other words; this commission-agreement is all inclusive and covers the
total commissions to be paid for the entire-Iranian program as it is now
known or foreseen. The accounting handling will be as follows: t h e
$1,000,000 commission paid in June, 1973 will be transferred from the
suspense account to the Selling Expense and treated as a separate line
item on our P&L as "Other Sales E x p e n s e T h i s commission w i l l not be
charged to the Foreign- Celling Expense p o o l , since it is not allocable
to FMS sales, and therefore must be "treated as a separate item and excluded from the FSE pool. - The. two remaining commission payments will b e
treated as a separate P&L item when paid in the same"manner. W e should
not set up any accrual accounts for these commissions f but simply pay
them when they become payable and-absorb them in our P&L as outlined
above. We had already made a small commission payment on the direct
spares sale, which has been in progress for several months, but then
stopped any further payments. This memo is to advise that n o further
commissions will be due on subject contract spares because the above
outlined commission "understanding covers all commissions due on subject
spares.
_13:ELF:bjr:8300
^
E . L. Farmer,
Vice President - Finance
E P T ' n n , r r , n r i m o i ] i y x>
" / 7 < fitf'S'r A > -
290
Internal Memorandum
( g e t ? 27
From:
K . Iranzad, Sales Manager*
In great haste Sikorsky sent two of their helicopters
Models S/67 (Black Hawk) and CH53 to be demonstrated in
Iran before the arrival of the United States Government
team (Oct 20 to 27). Their objective
was to show the
1
performance of the 'Black Hawk helicopter before receipt
of the 'Letter of Offer* from the U.S. Government in order
cancel or delay the contract
the purehao^of 202
1J Huey
Cobras. According t<£j>1r.
0
t<Q>1r. Sylvester-s
Sylvestern's request.
^flfc pTT^pp-n^a-py measures not to let the Black Hawk
demonstration be maanifT
IKF.a.Q!
esponse - they
The demonstration of these two helicopters took place in
Teheran and, subsequently, in the Persian Gulf (during
Navy Day) but none of them were successful or could affect
Bell's program.
tk-
^ ^
291
TJ'I XT RON
Company
Private
R e s p o n s e 1: •» Q u e ? I: i o n s P o s e d by t h e S t a f f o f t h e S e n a t e
C o m m i t t e e o n B a n k i n g , Hons1119 and U r b a n A f f a i r s w i t h
R e s p e c t to T e x 11: o n ' s S t a n cl a r d s_ o f C o n d u c t
T e x t r o n lias p o l i c i e s , f i r m , s t a t e d a n d d i s s e m i n a t e d
c o m p a n y - w i d e , s u p p o r t i n g the h i g h e s t forms of b u s i n e s s
e t h i c s and a g a i n s t the m a k i n g of i l l e g a l , i m p r o p e r o r
questionable payments.
A representative set of these
w r i t t e n p o l i c y s t a t e m e n t s is a t t a c h e d .
In a d d i t i o n , d i s c u s s i o n s o f t h e s t a n d a r d s of c o n d u c t e x p e c t e d w i t h i n T e x t r o n
h a V e been held w i t h C o r p o r a t e and D i v i s i o n p e r s o n n e l on
numerous occasions.
G . W i l l i a m M i l l e r has led those discussions .
T e x t r o n lias h a d n o c a u s e to c o n d u c t a c o m p a n y - w i d e
i n v e s t i g a t i o n of i l l e g a l , i m p r o p e r o r q u e s t i o n a b l e p a y m e n t s
o r to avail itself of the S e c u r i t i e s and E x c h a n g e C o m m i s s i o n ' s
voluntary disclosure program.
Our audit procedures, both
i n t e r n a l and as c o n d u c t e d by our o u t s i d e a u d i t o r s , t o g e t h e r
w i t h r e s p o n s e s to a y e a r - e n d s t a t e m e n t r e c e i v e d f r o m o v e r
1 , 1 0 0 m e m b e r s of s e n i o r T e x t r o n m a n a g e m e n t b o t h h e r e a n d
a b r o a d , ha''c 1 n v c a l e d to d a t e n o m a t e r i a l a n d r e p o r t a b l e
events.
T h e form of statement; c i r c u l a t e d to a n d r e c e i v e d
f r o m T e x t r o n e m p l o y e e s is i n c l u d e d i n t h e a t t a c h m e n t s .
T h e e f f o r t s and d i J i g o n c e of b o t h our i n t e r n a l and
o u t s i d e a u d i t o r s h a v e b e e n s t r e n g t h e n e d a n d i n c r e a s e d in
this area.
o u r s t a t e m e n t is b e i n g c i i r c u l a t e d a g a i n t o
s e n i o r mana<jr>niont: o f T e x t r o n a n d i t s s u b s i d i a r i e s i n c o n n e c t i o n w i l h I he 1977 y e a r - e n d a u d i t of T e x t r o n ' s b o o k s and
records.
if in t h e c o u r s e of t h i s p r o c e d u r e , o u r y e a r - e n d
a u d i t o r a! , m y o t h e r t i m e , m a t t e r s o f q u e s t i o n a b l e c o n d u c t
a r e b r o u g h t l.o i lie a t t e n t i o n o f T e x t r o n m a n a g e m e n t , t h e y
w i l l b e inv.-si i g a t e d a n d d e a l t w i t h p r o m p t l y .
January
1/,
1978
292
Attachments
as indicated:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
Textron m e m o r a n d u m dated November 1, 1977 from
G. William Miller requesting disclosure statement from senior personnel with respect to
illegal, improper or q u e s t i o n a b l e p a y m e n t s .
T e x t r o n m e m o r a n d u m d a t e d D e c e m b e r 2 7 , 197 6 from
G . W i l l i a m M i l l e r o n t h e s a m e m a t t e r s a s (i)
above.
Textron m e m o r a n d u m dated May 12, 1977 from
G . W i l l i a m M i l l e r r e l a t i n g to S t a n d a r d s of
Conduct.
Textron memorandum dated August 16, 1976 from
G . W i l l i a m M i l l e r r e l a t i n g to S t a n d a r d s of
Conduct:
P o l i c y as to R e p r e s e n t a t i v e s , A g e n t s ,
Consultants, Dealers or Distributors.
Textron m e m o r a n d u m dated December 8, 1977 from
G. William Miller restating policy against giving
or r e c e i v i n g g i f t s .
Excerpts from Textron Management Guide on Standards of C o n d u c t and political activity and
political campaigns.
293
G. William Miller
Chairman
N o v e m b e r 1, 1977
T e x t r o n Inc.
40 Westminster Street
Providence. R.I. 02903
401/421-2800
Illegal, Improper or Questionable Payments
To Division P r e s i d e n t s , Corporate O f f i c e r s
and Department Heads:
In o r d e r to maintain our vigilance and to help insure that T e x tron does not become involved in i l l e g a l , i m p r o p e r o r questionable
transactions, it is planned to continue the procedure established last
y e a r pursuant to which each key executive w i l l be asked to sign a copy
of the enclosed statement.
This l e t t e r and the f o r m of statement are being distributed at
this time in o r d e r to a f f o r d the Divisions sufficient lead t i m e . Because
^ the statement w i l l be used in connection with the 1977 annual audit, no
statement should be signed b e f o r e the 1977 f i s c a l year end ( N o v e m b e r 30
or D e c e m b e r 31, 1977, as the case may be). On the other hand, in o r der to facilitate the timely completion of the audit, the statements should
be collected or returned, as indicated below, promptly after the applicable year end.
In the Corporate O f f i c e , each principal o f f i c e r and department
head is to sign a copy and return it to Ron Van Brooklyn, who as Vice
P r e s i d e n t and Controller will make these r e c o r d s available to the auditors.
In each Textron Division or Subsidiary a statement is to be signed
by the P r e s i d e n t and Controller (or equivalent o f f i c e r s ) and also by such
other key personnel throughout the Division, including its U. S. and nonU. S. locations, as the President considers appropriate. Because of the
nature of the disclosure, statements should be obtained by those in sales,
purchasing, accounting, finance, cash management, contract administration, international operations, public relations or general management
who might have reason to know of matters of the type c o v e r e d . The
P r e s i d e n t should make all statements available f o r examination by
Arthur Young and f o r w a r d a copy of each to Ron Van Brocklyn.
Arthur Young may also be expected to include language s i m i l a r
to the statement in the "representation l e t t e r s " which it.normally r e quests f r o m Division P r e s i d e n t s and Controllers in connection with its
audit.
Sincerely,
G W M : ryn
Enclosure.
cc:
Directors
W. F. Slattery
Arthur Young & Co.
294
TEXTRON
Statement as to Illegal, Improper
or Questionable Payments
This statement is furnished in connection with the preparation of the
audit of the consolidated accounts of Textron Inc. for 1977.
For the Textron fiscal year ended December 31, 1977,(or November 30,
1977, in the case of certain consolidated international operations) and for the
period from the end of the fiscal year to the current date, I am not aware in
my Division or unit of, or elsewhere in, Textron of (i) any illegal bribes, kickbacks or other improper or questionable payments having been made to or for
the benefit of any person, corporation or government for the purpose of obtaining special concessions or for obtaining other favorable treatment in securing business for the company; (ii) an/ company funds or property having
been made available, directly or indirectly, as political contributions in the
United States or elsewhere, or that officers or employees were paid or reimbursed, directly or indirectly, for performing services or incurring expenses
in political activities in the United States or elsewhere; and (iii) any company
funds, property, or transactions which were not reflected or accounted for on
the books, records or financial statements of the company.
Date
(Employee signature)
(Employee name and title
please print)
(Division, subsidiary or unit
of Textron)
295
G. Wiiliam Miller
Chairman
40 Westminster Street
Providence. R.I. 029C3
401/421-2800
Textron Inc.
December 27, 1976
To Division Presidents, Corporate Officers
and Department Heads:
Textron has always sought to assure the highest standards of
conduct throughout the Company. Thanks to your support this message has
reached all employees and the responsive attitudes have been encouraging.
Recent events have disclosed that many companies, either by
negligence or deliberate action, have permitted various kinds of illegal or
improper payments, accounting entries or other business or political dealings. Many criminal and civil actions have resulted, to the general discredit of business. As a result, every company has been charged with a
greater, responsibility to make sure that all its activities meet the tests of
ethics and law and that there are no illegal, improper, or questionable
transactions of any kind. Corporate auditing committees and independent
auditors are requiring more comprehensive representations from officers
and responsible personnel as to the correctness and completeness of accounts and records and the absence of any knowledge of illegal, improper
or questionable matters.
In keeping with our own high standards, it is important that
Textron exercise due diligence in this regard. We owe it to Textron shareholders and employees and to ourselves in management to confirm compliance throughout the company. As part of this effort, in conjunction with the
annual audit by Arthur Young & Company each key executive will be asked
to sign a copy of the enclosed statement.
In the Corporate Office, each principal officer and department
head should sign a copy and return it to Ron VanBrocklyn, who as
Controller will make these records available to the auditors. In each
Textron Division or Subsidiary a statement should be signed by the
President and Controller (or equivalent officers) and also by such other key
personnel throughout the Division, including its U.S. and ncn-U.S. locations, as the President considers appropriate. 3ecause of the nature of
the disclosure, statements should be obtained by those in sales, pur chasing,
accounting, finance, cash management, contract administration, international operations, public relations or general management who might have
reason to know of matters of the type covered. The President should make
all statements available for examination by Arthur Young and the Corporate
Controller. Arthur Young may also be expected to include language similar to the statement in the "representation letters" which it normally requests from Division Presidents and Controllers in connection with its audit.
While this procedure adds one more routine to our busy schedule, I feel it is essential to our commitment to excellence in all things.
Your cooperation will be appreciated.
Sincerely,
cc: Directors
W. F. Slattery
Arthur Young & Co.
296
Statement a.; to Illegal, 'innroper
or Questionable Payments
Tins statenvnt 's furnished m connection with the preparation of the
audit of the account .
textron Inc. |n? I9?(i.
For the T< - i i-'mi liscal year "iided January 1, 1977 and for the period
from January I, 1 >'"7 '•> date, I am tint ,rv;i re in my Division or unit of, or
elsewhere in, Text ron of (i) any illegal bribes, kickbacks or other improper
or questionable payments haying been made to or for the benefit of any person, corporation o; government for the purpose of obtaining special concessions or for obtaining (.(her favorable treatment in securing business for the
company; (ii) any t-Mvpanv funds or property having been made available, directl ' or indirectiv
a.- political contributions in the United States or else-
where, or that officer-; or e m p l o y e s were paid or reimbursed, directly or
indirectly, for per!"riiung services or incurring expenses in political activities in the United S'nte-, or elsewhere; and (iii) any company funds, property,
or transactions which -vere not reflect ed or accounted for on the books, records or financial statements of the company.
(Date)
[Employee signature)
(Kmployee name and title please print)
(Division, subsidiary or unit of
Textron)
297
G. William Miller
Chairman
Textron Tne.
40 Westminster Street
Providence, R.I. 02903
401 / 4 2 1 - 2 8 0 0
M a y
12,
1977
Standards of Conduct
To Division P r e s i d e n t s , Corporate O f f i c e r s
and Corporate Department Heads:
Last December I asked each key executive to sign a statement
as a means of confirming that there w e r e no i l l e g a l , i m p r o p e r or questionable payments anywhere within the Textron f a m i l y . This was part of the
e f f o r t to f u l f i l l our responsibility to shareholders and employees to conduct T e x t r o n ' s business in accordance with the highest standards of conduct. A review of the statements submitted has v e r i f i e d that there has
been no deviation f r o m T e x t r o n ' s standards - - and we can take pride in
this fact. The signing of such a statement w i l l now become a normal part
of T e x t r o n ' s annual audit.
During the course of this procedure we did r e c e i v e inquiries
concerning T e x t r o n ' s policies in m a t t e r s of " o v e r b i l l i n g s " and " a c c o m m o dation payments". I would like to make it p e r f e c t l y c l e a r that neither is
acceptable.
Overbilling occurs, f o r example, when a f o r e i g n distributor
requests a U. S. company to o v e r b i l l it f o r products with an under standing
that the amount overbilled will be applied to or f o r the account of the distributor. While it may only lead to the establishment of a credit balance
which can l a t e r be applied against subsequently purchased products, o v e r billing has the potential for abuse as a method to evade exchange control
restrictions or taxes. T e x t r o n ' s policy is that all invoices must accurately
r e f l e c t the true sales price and t e r m s of sale.
So-called "accommodation payments" to o v e r s e a s dealers, distributors or representatives is another area to be avoided. This practice
- - where all or part of a commission or discount actually earned is paid,
at the request of the customer, in a country other than the country in which
298
Page Two
May 12, 1977
the customer is located, or to a designated third party, or is retained on
the books and later paid to an individual o f f i c e r , d i r e c t o r or shareholder
of the customer - - i s contrary to T e x t r o n ' s policy. Such accommodation
payments can be used as a method of avoiding taxes or exchange control
r e s t r i c t i o n s and Textron w i l l not be a party to this. A l l commission payments or other such payments to a customer must be paid d i r e c t l y and
r e g u l a r l y to such customer in the country in which it is located or must
be p e r i o d i c a l l y used to reduce existing accounts r e c e i v a b l e f r o m such
customer, unless good business practice ( e . g . , doubtful credit standing
of customer) dictates that the customer always maintain an a g r e e d upon
credit balance. Commissions or discounts earned by a corporate entity
must not be paid to the individual accounts of its o f f i c e r s , d i r e c t o r s or
shareholders. In those instances where the customer has multiple places
of business or multiple operations, the payment should be made to the entity ordering the product in the country f r o m which the o r d e r originated.
I greatly .appreciate the attention each of you and your associates have given in the past to maintaining high standards. I w i l l continue
to count on your support in the future to be vigilant in meeting our responsibility to insure that the accounts and records of Textron and all its a f f i l iates a r e complete and accurate and that no i l l e g a l , i m p r o p e r or questionable payments of any kind a r e made or condoned.
Sincerely,
cc:
Directors
Chikara Hi rut a
299
EE5ES3
G. William Miller
Chairman
Textron Inc.
August 16, 1976
40 Westminster Street
Providence, R.I. 02903
401/421-2800
Standards of Conduct: Policy as to
Representatives, Agents,
Consultants, Dealers or Distributors
To Presidents of Textron Companies:
It is long-standing Textron policy to do business - - whether
as a seller or as a buyer of goods or services -- only on the basis of
m e r i t . It is completely unacceptable to seek or obtain business through
the use of bribes, kickbacks, lavish entertainment or any other improper payments or favors*
While we know of no unlawful or improper payments within
Textron, the number of reported instances of such practices in other
companies is ample reminder that we need to be diligent in assuring
compliance with our established standards.
The responsibility runs not only to the behavior of Textron
employees, but also to the conduct of representatives, agents, consultants or others who act or appear to act on behalf of Textron. In the light
of events, we need to reinforce the standards expected of such persons
or f i r m s by setting forth express t e r m s in our agreements with them.
Accordingly, with every new agreement and each renewal of an existing
agreement with a domestic or international agent or representative, by
whatever name, each Textron Division, subsidiary or other unit is to
require the inclusion of a provision substantially as f o l l o w s :
"
represents that it has not and a g r e e s that it
w i l l not in connection with the transactions contemplated by this
Agreement, or in connection with any other business transactions
involving [the Textron unit], make any payment or transfer anything of value, directly or indirectly, (a) to any governmental off i c i a l or employee, (b) to any o f f i c e r , director, employee or representative of any actual or potential customer of [the Textron
300
Page Two
August 16, 1976
unit], (c) to any o f f i c e r , director or employee of Textron or any of
its affiliates, or (d) to any other person or entity if such payments
or transfer would violate the laws of the country in which made or
the laws of the United States, It is the intent of the parties that no
payments or transfers of value shall be made which have the purpose or effect of public or commercial bribery, acceptance or acquiescence of extortion, kickbacks or other unlawful or improper
means of obtaining business. This section shall not, however,
prohibit normal and customary business entertainment or the giving of business mementos of nominal value. "
The importance of high standards of conduct in business dealings is as important in the United States as in any other country. It would
be a mistake to focus concern in this matter only in dealings outside the
U, S, , so it is expected that the above provision will apply throughout the
world,
The concern is of equal importance in the case of a dealer or
distributor who may appear to act on behalf of Textron even though actually buying for its own account and reselling at its own risk. The above
provision must be included in " d e a l e r " or "distributor" agreements where
the other party is actually in the role of a commission agent or sales representative, But the provisions may be omitted if the dealer or distributor (i) is completely independent, (ii) buys and sells strictly for its own
account, (iii) is not on a commission or contingent fee basis, and (iv)
you know that the relationship is a straight-forward business arrangement.
If the role of the dealer or distributor is unclear, it is recommended that
the Textron Legal Department be consulted.
It is a great credit to each of you, and to all your associates,
that Textron's rapid growth has been accomplished without losing cont r o l over our standards, ' Your cooperation in this e f f o r t to improve our
procedures will be greatly appreciated. The Textron Legal Department
will provide any assistance in interpreting the policy or adapting it to
your specific situation,
GWM:ryn
cc: Corporate O f f i c e r s
Directors
301
G. William Miller
Chairman
_
,
.
D e c e m b e r 8,
,
197/
40 Westminster Street
Providence. R.I. 02903
401/421-2800
Gifts and Gratuities
To Presidents of Textron Companies,
Corporate O f f i c e r s and Department Heads:
A s 1977 draws to a close, I would like to remind you of T e x tron's policy against giving or receiving gifts or-other gratuities of value.
This policy is summarized as f o l l o w s :
An employee of any Textron unit must not r e c e i v e , directly
or indirectly, through a m e m b e r of his f a m i l y or otherwise, any
payment, rebate, commission, loan or any other reward of any
significance f r o m any other party doing or seeking to do business
with any Textron operation. Employees should not accept any gifts,
other benefits or unusual hospitality that might influence or reasonably be thought to influence their judgment in making a purchasing
o r other type of business decision.
Each Textron Company should periodically advise all vendors
of the Company's policy against accepting gifts or other f o r m s of
remuneration.
We have r e c e i v e d l e t t e r s f r o m s e v e r a l leading companies r e minding us of s i m i l a r policies against their employees receiving g i f t s . It
is as important that we r e f r a i n f r o m o f f e r i n g or making gifts to others
that may be misinterpreted as it is that all Textron personnel f o r e g o r e ceiving any items of value.
Bear in mind that Textron' s policy is intended to avoid improper influences or even any appearance of improper influences. It does
not eliminate small advertising items or mementos of nominal value.
P l e a s e be sure that T e x t r o n ' s policy on this matter is again
called to the attention of all employees and suppliers.
Sincerely,
GWM:ryn
cc: D i r e c t o r s
302
Standards of Conduct
Nothing is more important than that all T e x t r o n personnel should
conform to the highest standards of conduct. T h e policies set forth
below are designed as guidelines for such ethical conduct.
6.1 Conflicts of Interest
T e x t r o n expects undivided loyalty of its officers and employees at all
levels, measured by the highest ethical standards. Officers and
employees must be free from any business, governmental or other
influence, interest or relationship that might conflict with the best
interests of T e x t r o n .
T o implement this policy., there is a continuing requirement of
disclosure by all directors, officers and employees of any
circumstances which might be alleged to contravene T e x t r o n policy.
Since it is Textron's firm policy to obey all applicable laws, there can
be no conflict between the individual's duty to observe the laws of the
land and his duty to T e x t r o n .
Background. Textron's policy in this regard is broader and more
encompassing than a mere statement that the laws must be observed.
It includes responsibility and loyalty as measured by principles or
standards of behavior which, although not codified, represent the
ethical sense of the community. Enlightened rather than blind loyaltyis expected.
Each employee must avoid any investment, interest or association
which might interfere or be thought to interfere with the independent
exercise of his judgment in the best interest of T e x t r o n .
T h e continuing requirement for full disclosure in no way represents
an intention on the part of T e x t r o n to police the activities of
corporate or divisional officers and employees. T h i s policy is simply
recognition of the fact that few substantial questions of conflicts of
interest can exist where there is full knowledge by T e x t r o n of all
the facts. In the few instances where such a question might exist after
full disclosure, corrective steps generally can be taken to avoid the
problem without interfering with the private interests of the individual
involved.
21
303
Conflicts of interest must be avoided not only with respect to the
activities of Textron, including all its Divisions and subsidiaries, but
also with respect to the companies in which the American Research
and Development Division maintains an investment.
Examples
Although it is impractical to specify all those circumstances which
would be contrary to Textron's policy, the following examples are
representative of some of the circumstances which might contravene
the policy, and which require disclosure of all the facts to permit
evaluation:
Restrictions on Transactions Affecting Textron.
A
conflict of interest may arise where an officer or employee of
any T e x t r o n unit, or a member of his family, has an interest
or relationship with anyone who is a party to a transaction with
T e x t r o n or any T e x t r o n Division, unit or affiliate. A conflict
can arise, however, only where the officer or employee or
family member is in a position to make, influence or benefit
from decisions pertaining to the transaction, and the interest
or relationship is sufficiently substantial to be reasonably
thought by others to be a factor in his judgment or action
concerning the transaction.
Restrictions on Participation in Suppliers and Others.
A normal investment in the securities of a widely held
corporation listed on a public exchange, where Textron's or a
T e x t r o n unit's transaction with that corporation would not
affect the value of such securities, would not be a substantial
interest in violation of T e x t r o n policy. But an investment or
interest of comparable dollar value in a smaller supplier,
customer, contractor or other firm dealing, or seeking to deal,
with T e x t r o n or any T e x t r o n Division, unit or affiliate might
well be a substantial interest in contravention of T e x t r o n policy
and so require disclosure. Similarly, disclosure of all the
facts concerning services rendered by an officer or employee
of a T e x t r o n unit, or by a member of his family, as an officer,
employee, director or consultant to any other party competing,
dealing or seeking to deal with T e x t r o n or any T e x t r o n
Division, unit or affiliate is required to detennirte whether
there is a substantial relationship prohibited by the policy.
22
http://fraser.stlouisfed.org/23-554 O Federal Reserve Bank of St. Louis
78 - 20
304
Restrictions on Gifts or Values from Suppliers or Others.
N o officer or employee of any T e x t r o n unit can accept,
directly or indirectly, through a member of his family or
otherwise, any payment, rebate, commission, loan, service or
accommodation of value from any other party doing or
seeking to do business with T e x t r o n or any T e x t r o n Division,
unit or affiliate. Acceptance of entertainment, travel or gifts
may be deemed by others to affect the judgment or action of
an officer or employee in the performance of his employment
with a T e x t r o n unit and would also violate this policy.
Restrictions on Property Transactions. To acquire an
interest in property of any kind which the officer or employee
knows T e x t r o n or any T e x t r o n unit contemplates purchasing
or acquiring, is clearly in violation of T e x t r o n policy.
T o acquire an interest in property which might appreciate in
value because of its location near property which the officer or
employee knows T e x t r o n or any T e x t r o n Division, unit or
affiliate contemplates purchasing may also be a violation of
the policy. Contemplated disposition or sale of property based
upon confidential knowledge of proposed actions by T e x t r o n
or any T e x t r o n Division, unit or affiliate would also require
disclosure.
T h e r e are other situations which, while not clear-cut violations of the
conflict of interest policy, are nevertheless inconsistent with high
standards of business ethics. Should an employee invest in a supplier
even though his position is remote from any business decisions of any
T e x t r o n unit with respect to that supplier? Is an employee's association
with other business firms, say as a director or member of an advisoryboard, a violation of T e x t r o n policy? These are but examples of
situations in which difficult questions of judgment are involved.
Outside business affiliations, discussed below, should be disclosed by
an employee and discussed with his supervisor or Division President
who will be expected to consult with the T e x t r o n Corporate Office
on the matter.
6.2
Outside Business Activities
Each officer and full-time salaried employee in a management
. position in T e x t r o n or any T e x t r o n unit is expected to devote his
time, energy and skills during regular business hours to the business
23
305
and affairs of his T e x t r o n employing unit. Outside business activities
should not compete with one's duties and responsibilities to T e x t r o n .
Serving as an officer or director of any other corporation or firm
engaged in business for profit or performing duties or serv ices of a
professional or business nature for another firm requires prior approval
of the cognizant Division President or the T e x t r o n Corporate Office.
In the case of a Division President, prior approval of the T e x t r o n
Corporate Office is required.
6.3
Confidential Information
N o officer or employee may use or release to others, for his own
personal profit or benefit or otherwise, any data, plans or decisions or
other confidential (i.e. nonpublic) information to which he has
access by reason of his employment by T e x t r o n or any T e x t r o n unit.
Use or disclosure of such confidential information will be considered
a serious breach of employee loyalty and ethics. It may also constitute
a violation of law.
Confidential information includes knowledge of manufacturing
processes, whether patented or not, costs, pricing policies, profit
margins, files and customer lists. Likewise, all products, techniques
and processes developed by employees of T e x t r o n or any T e x t r o n unit
remain tne property of the Company.
6.4
Securities Transactions
N o officer, employee or other person shall derive any personal gain
from the possession of information about T e x t r o n or any T e x t r o n unit
which is nonpublic. A breach of this policy will not only be considered
a serious breach of ethics and duty, but also might be a violation of
federal or other securities laws. Such a violation will subject the
offender to extensive civ il, and possibly criminal, penalties.
T h i s policy will be implemented, in part, by a continuing requirement
of disclosure by all officers of all transactions in Textron's securities.
Background. T e x t r o n encourages ownership of its securities by
employees of T e x t r o n units throughout the world. T h e T e x t r o n
Employees Stock Savings Plan is evidence of the T e x t r o n belief that
its personnel should have the opportunity to share in the equity
ownership of T e x t r o n .
Both the applicable securities laws and fairness to Textron's
shareholders and the ir. vesting public require that inside information
24
306
obtained by an officer or employee in the course of his employment
be confidential until generally disclosed to the public. "Inside
information" includes any information about T e x t r o n or any T e x t r o n
unit which has come directly or indirectly from T e x t r o n sources,
which has not been disclosed generally to the business and financial
community and the dissemination of which is likely to affect the
market price of any T e x t r o n securities or is likely to be considered
important by reasonable investors in determining whether to trade
in such securities. As a rule, information has been generally
considered to be disclosed when it has been published and disseminated
in the financial or business press or in a trade publication. Where
there is doubt, information which has not been publicly disclosed
should be deemed confidential.
Examples
Restrictions Related to Acquisitions. A sensitive area that
is particularly pertinent to T e x t r o n is knowledge of impending
acquisitions. T e x t r o n officials and employees often are aware
of an impending acquisition before the status of the
negotiations can or should be made public. Since knowledge
of prospective acquisitions might affect the market price of
securities of T e x t r o n or of the company to be acquired, it
would be a violation of ethics, T e x t r o n policy, and, in many
cases, securities laws, for an officer or employee of any T e x t r o n
unit having knowledge of any such development to trade in
T e x t r o n securities or in the securities of the company to be
acquired or to inform others of the situation before knowledge
of the proposed acquisition became widely known to the
public.
Restrictions Related to Nonpublic Information. Other
important matters which might affect the market price of
T e x t r o n securities and which are known to at least some
T e x t r o n personnel prior to public disclosures include dividend
changes, earnings reports, major contracts and new-product
developments. Stock transactions by officers or other employees
having knowledge of a development of material importance
should be avoided prior to public announcement and adequate
time for public awareness. T h e same considerations apply to
the families or close associates of officers and employees who are
often presumed to have preferential access to information.
As far as the law is concerned, they are also insiders.
25
307
Restrictions on Short-Term Transactions. It must be
recognized that in the absence of suitable explanation,
short-term transactions in T e x t r o n securities by an
officer or employee of the T e x t r o n Corporate Office or of
the administrative group of a Division will generally be
considered transactions undertaken as a result of misuse of
confidential information.
Considerations in Selling Textron Securities. In the case of
corporate and divisional officers, a further consideration
should be taken into account in making a decision to sell
T e x t r o n securities. Sales, as well as purchases, of T e x t r o n
securities by T e x t r o n officers and directors become
public knowledge through the required filing of monthly
reports, and sales of shares by divisional officers, although not
formally reported or publicized, frequently become public
knowledge. In addition to being sensitive to the timing of
transactions in T e x t r o n securities because of knowledge of
confidential information, personnel whose sales of T e x t r o n
securities are likely to become public knowledge must
consider whether the timing of their sales might have an
adverse effect on investor confidence in T e x t r o n .
6.5
Trading in ARD Investments
T h e considerations outlined above for dealing in T e x t r o n securities
should be treated as applicable to transactions by key T e x t r o n
personnel in the securities of companies in which Textron's
American Research and Development Division maintains an
investment. In addition. T e x t r o n directors and officers and A R D
personnel may not purchase or sell securities of such companies
without the prior approval of the T e x t r o n Corporate Office, unless
the securities being purchased or sold are being traded solely on the
basis of public information, are listed on a national stock exchange
and the amount is not significant in relation to the daily volume of
that stock's trading. This rule, based upon ethical and policy grounds,
but embodying the thrust of securities laws as well, is designed to
maintain unimpaired the high reputation of ARD.
26
308
Political A c t i v i h and Political Campaigns. Political activity is a
c o n t i n u o u s p r o c e s s in ..my d e m o c t a c s
i n v o l v i u £ m a n y local, state a n d
national elections. National elections recurrently bring such activity
to a peak.
T e x t r o n a n d its D i v i s i o n s d o n o t a n d c a n n o t s u p p o r t o r t a k e a
p o s i t i o n as t o a n y p o l i t i c a l p a r t y or t h e e l e c t i o n of a n y p a r t i c u l a r
candidate,
e i t h e r on an i n t e r n a t i o n a l ,
national
or local
level.
a r e v a r i o u s n a t i o n a l a n d s t a t e l a w s f o r b i d d i n g or s e v e r e l y
corporate political activity.
F o r e x a m p l e , in t h e U n i t e d
c o r p o r a t i o n s a r c p r o h i b i t e d by t h e C o r r u p t
There
restricting
States,
Practices Act from
making
c o n t r i b u t i o n s in c o n n e c t i o n w i t h a n y f e d e r a l o f f i c e , i n c l u d i n g
e l e c t i o n s a n d political c o n v e n t i o n s held to elect c a n d i d a t e s .
primary
The
term " c o n t r i b u t i o n " i n c l u d e s gifts, subscriptions, loans, a d v a n c e s or
" a n y t h i n g of v a l u e " .
It is T e x t r o n ' s p o l i e \ t o a b i d e b o t h by t h e l e t t e r a n d t h e s p i r i t of s u c h
l a w s , a n d t o a p p l v t h e s a m e p o l i c i e s to e l e c t i o n s at all l e v e l s .
N o c o m p a n y c o n t r i b u t i o n s to c a n d i d a t e s or parties are to be m a d e in
a n y f o r m , d i r e c t or i n d i r e c t . F o r t h i s r e a s o n , it h a s a l w a y s b e e n
T e x t r o n ' s p o l i c y that t h e r e b e n o c o m p a n y a d v e r t i s e m e n t s
c o n v e n t i o n p r o g r a m s or o t h e r w i s e to s u p p o r t i n d i r e c t
in
political
activities.
P a y r o l l d e d u c t i o n p l a n s s h o u l d not b e u s e d l o r p o l i t i c a l f u n d
u n l e s s e x p r e s s l y pe; m i n e d
p r i o r a p p r o v a l <<l tin
b\ a p p l i c a b l e laws, a n d t h e n o n l y
raising,
with
l e x t i o u C o r p o i a t e O l l i c e . E m p l o y e e s or » r o u p s
of e m p l o y e e s c o n n i h m mi; f u n d s t o c a n d i d a t e s o r p a r l i e s s h o u l d d o
so o n l y as i n d i v i d u a l s w i t h t h e i r o w n i d e n t i f i c a t i o n . V i s i t a t i o n s o r
s o l i c i t a t i o n s by c a n d i d a t e s l o r p u b l i c o l l i c e s h o u l d n o t b e c o n d u c t e d
o r p e r m i t t e d in c o m p a n v o t f i c e s . p l a n t s o r o t h e r f a c i l i t i e s : s u c h
a c t i v i t i e s t e n d t o c r e a t e t h e i m p r e s s i o n of p a r t i s a n s h i p as w e l l as t o
disrupt work
schedules.
A d e m o c r a c y f u n c t i o n s best t o t h e e x t e n t t h a t its c i t i z e n s t a k e a n
i n t e r e s t i n t h e p o l i t i c a l p r o c e s s . It is t h e d u t y of e a c h of us t o b e a w a r e
of a n d h a v e a n i n t e r e s t in p o l i t i c s a n d p o l i t i c a l c a n d i d a t e s . T h e r e f o r e ,
personal participation
in p o l i t i c a l a c t i v i t i e s b y e m p l o y e e s of
a n d its D i v i s i o n s is e n c o u r a g e d . T h i s i n c l u d e s i n d i v i d u a l
to p o l i t i c a l parties a n d v o l u n t e e r
work.
Textron
contributions
309
B E L L
POsi OFFICE
</f?
H E L I C O P T E R COMPANY
BOX <82
•
f 0 RI W0RTH,T£XAS 76101
FRANK M . S Y L V E S T E R
VICE PRESIDENT-INTERNATIONAL
MARKETING
Lt. Gen. H. Toufanian
Deputy Minister of War for Armament
Saltanat-Abad
Tehran, Iran
Dear General Toufanian:
This should serve to confirm my cable of May 3rd in which
I informed of plans for a group of Bell Helicopter officials
to arrive in Tehran on May 19th. In addition to the undersigned, the group will consist of:
C. R. Rudning
Vice President Program Management
E. J. Smith
Chief Flight Operations
Engineering
J. E. Gallagher
Regional Marketing
Manager
The purpose of the visit is to finalize plans and to complete
detailed preparations for the demonstration of our Model
AH-II and Model 214 helicopters to the Imperial Iranian Armed
Forces. This is in accordance with your letter dated April 18th
to Mr. I. F. Atkins, President, and his reply dated April 2 5th.
By separate letter to Air Taxi, our representative, we have
provided him with a detailed list of items that need to be
reviewed, studied and resolved during our stay. These include
such things as demonstration sites, schedules, transportation,
supporting facilities and services, performance data, etc.
In advance of our arrival our representative will have alerted
appropriate organizations and officials of our need to explore
£msir
fio.
V
310
Page No. 2
these important areas with them and to plan with them what
we are confident will result in a most successful and productive program.
I was greatly disappointed that I was unable to be in Fort
Worth at the time of your recent visit to Bell.
Messrs. Ducayet and Atkins join me in sending our warmest
personal regards, and I look forward to renewing our acquaintance in about two weeks.
Sincerely,
Frank M. Sylvester
FMS:pb-105
cc:
Mr. H. Dehesh
Mr. A. H. Zanganeh
311
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ARTHUR
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&
COMPANY
277
PARK
AVENUE
N E W Y O R K , N. Y. I O O I 7
January 2 7 , 1978
Mr. Bruce Freed
Senate Banking Committee
R o o m 5306
New Senate Office Building
Washington, D . C. 20510
Re:
Textron
Inc.
Dear M r . Freed:
T h i s l e t t e r is in r e s p o n s e t o y o u r t e l e p h o n e c a l l
of J a n u a r y 2 5 , 1 9 7 8 in w h i c h y o u r e q u e s t e d c o p i e s of a l l d o c u m e n t s in t h e p o s s e s s i o n of A r t h u r Y o u n g & C o m p a n y r e l a t i n g t o
the f o l l o w i n g m a t t e r s :
•
t h e t e r m i n a t i o n of a n a g r e e m e n t b e t w e e n T e x t r o n I n c .
a n d A i r T a x i in 1 9 7 3 a n d t h e t e r m i n a t i o n p a y m e n t
of $ 2 , 9 5 0 , 0 0 0 t o A i r T a x i ;
•
any reference to General Khatemi;
•
a n y r e f e r e n c e to the o w n e r s h i p o r m a n a g e m e n t of
Air Taxi;
•
a n y r e f e r e n c e t o t h e u s e of A i r T a x i or M r . Z a n g a n e h
in c o n n e c t i o n w i t h s a l e s of h e l i c o p t e r s to Iran
during the period 1972 to 1975 including those
d o c u m e n t s r e l a t i n g t o t h e s a l e of a b o u t $ 5 0 0 , 0 0 0 , 0 0 0
•
a n y r e f e r e n c e t o the n o n - i n c l u s i o n of t h e $ 2 , 9 5 0 , 0 0 0
p a y m e n t t o A i r T a x i in 1 9 7 3 a s r e i m b u r s a b l e c o s t s
u n d e r m i l i t a r y sal^s^procuremerrt-i^egulations^--
in helicopters
to
the
I r a n i a n armed f o r c e s
in
1973;
a n y r e f e r e n c e t o the S E C v o l u n t a r y c o m p l i a n c e p r o g r a m
in f o r e i g n p a y m e n t s a n d a n y c o r r e s p o n d e n c e w i t h o r
documents furnished to the Internal Revenue Service
in c o n n e c t i o n w i t h T e x t r o n ' s p a y m e n t t o A i r T a x i in
1 9 7 3 of $ 2 , 9 5 0 , 0 0 0 .
3HtStrfJb
319
A R T H U R Y O U N G & COMPANY
Mr. Bruce Freed
Senate Banking Committee
January 27, 1978
- 2 -
We have conducted a file search at the Arthur Young &
Company offices (Hew York, Providence and Fort Worth) which
dealt with these matters and have compiled all documents which
relate thereto. Matters appearing on the originals of these
documents which are unrelated to your requests have been deleted
on the copies available for your review. Duplicate copies of
the same material found in different files have, of course, only
been included once unless there were different handwritten notations in which event both copies were included.
My review of these workpapers confirmed the follow-
ing:
1.
We became aware of the payment of the initial installment of the $2,950,000 in connection with our annual
audit of Textron Inc. for its fiscal year 1973 and
were aware of the subsequent installments paid in
1974 and 1975. Our annual year-end audit review
memo prepared by our Fort Worth Office noted these .
payments were "in lieu of commissions on the Iranian
sales."
2.
There is no reference to a General Khatemi and no
knowledge of any relationship between him and Air
Taxi.
3.
As our workpapers indicate, based on our review of
the contract and discussions with management at the
Bell Helicopter Division and Textron Corporate,
there was no indication that the payment was anything
other than a legal and ethical contractual business
arrangement. We did propose to the Company that this
payment be charged to expense over-a -dif ferent-periodihowever, the difference between our proposal and that
followed by the Company was clearly immaterial to the
consolidated financial statements of Textron Inc. and
such adjustment was waived.
4.
It is our understanding that this payment settled all
future claims of Air Taxi which might arise in the
event of additional sales by Textron to the Government
of Iran.
5.
The payment, when expensed, was properly classified as
selling expense and was not charged to costs relating
to the manufacture of helicopters for delivery to the
Government of Iran.
23-554 O - 78 - 21
320
ARTHUR YOUNO X COMPANY
Mr. Bruce Freed
Senate Banking Committee
January 27, 1978
-3-
Should you have questions concerning any matter in our
workpapers please call me at (212) 922-5920.
Yours very truly,
William F. Slattery
Enclosure
cc: Mr. Thomas D. Soutter
Textron Inc.
/
321
£K He SI
Itecords o f />ej£iVfr.Pii
'
F i. i- s I Re r
C a p i t a l - 6 jOOO.OlKXs
Share Holders:
i - -n
1. F a r v a d i n 1337 • /
AIRTAX1
rtcgi
st r a t i o n Nv'mucr C 0 1 7
2 0 0 S h a r e s , v a l u e each 30,00<Tk
i\'ader J a h a m b a n i ; 30 S h a r e s rvi Uiout n a m e , 4 w i t h n;.tr»e
Amir Khatami
: 36 S h a r e s w i t h o u t n a m e , 4 w i t h
Ahmad Shafik
: 36 S h a r e s w i t h o u t n a m e , 4 w i t h innae
( B a l a n c e of 6 0 S h a r e s w i t h o u t
AIKTAXI
name
name)
Second
Registration
25*Hordad 1344
C a p t i a l - lOjOOO.OOOfc
Share Holders:
100 S h a r e s , value each
•
100,000rs
Arair Z a n g h a n i :
5 0 Shares - 5jOOOjOOORsCManagiag JXrecti
Ahraad S h a f i k :
2 5 S h a r e s - 2,oOO,OOORls
F r e d e r i c k E s h o o : 2 5 S h a r e s - 2,500,00CRis
U n o f f i c a l l y it w a s k n o w n a t M e r h a b a d t h a t F r e d e r i c k E s h o o s o l d h i s
to J a n a n b u n i f o r r o u g n l y £ 3 5 , 0 0 0 . 0 0 a p p r o x i m a t e l y t w o y o a r s a g o .
HELI TAXI
F i r s t rte&i strati.cn t . ,
4 Aban
C a p t i a l » 30,000,OOCJRis
Share Holders:
.1000 S h a r e s , v a l u e e a c h
M r , T a g h i tiehnam:
shares
1345 rfomber 9 5 5 4
iy,00CEs
170 Shares
M r , Nasradin Nasseri:
170 S h a r e s
M r s . P a t r i c a T a n d i ( R e p r e s e n t e d by O r . Mohraad n l i P a r s a e
M r , Meyheuou 490 Shares
WUffiUfr
M r . Javad Moshtaghi
Auditor
1
of A i r w o r k i t U 1
Co)
12—10—3 ol3
M r s P a t r i c a fandi res:igned a n d M r . E d g a r LSristow
rcji j.stered a s b o a r d of J i r u c t o r s . It is rci*ort<U that fcidgar iVi s t o w
p u r c h a s e P a t r i c a T a n d i S h a r e s w h i c h t o t a l e d 1 7 0 Share.-: >lus the 4 9 0 Shore.o w n e d by M e y h e u o u m a k e s Air w o r k Irit'l C o m p a n y a c t u a l l y c o n t r o l i n g f»60
S h i r e s of the C o m p a n y .
I n s t e a d of 519& I r a n i a n o w n e d conijuny, the co:trv>iiy h e l i T a x i is 0()®6 F o r e i g n o'.»ncd v.i t h I r a n i a n o w n e r s h i p b e i n g o n l y 3 4 % . T h e I r a n ian C i v i l A v i a t i o n A c t s t a t e s m i n i m u m p e r c e n t a g e of filio I r a n i a n O w n e d and
HMxir.um of 49*4 F o r e i g n o w n e d . P o s s i b l y thor« c o u l d e v e n be m o r e t h e n the
(>6^o F o r e i g n o w n e d in the C o m p a n y the w a y the c o v e r uj» u p b e a r s .
J
now
( liis inf ornjat ion w a s o b t a i n e d a;>ro.\ iniateiy three m o n t h s back
c o u i d be chaa,;**d a ^ a i n , a n d is o n l y s u b t i t l e d to you for has,jc iut'ores.*tion on w h o t. a^»iears to bf sowe tU i
j»i t.'K hmi-f-sce
sor.cthi;^
covtm-.i u p vi i.-i i»«> n--.r»..'« i :
f ».)
322
Bimn^r^qtrast Informal on Sor Heli~?&sci $
Registration I*ate5 4 Abaa 1543 (Etarenber 1964-)
Regiatratioa Ho.t
Capital!
9594
?OtOOOfrOCO Hiala (1#COO charea, 10*000 rialo «aoh)
Gn»~third of capital paid at registration
Shareholders*
Mrwor* XntettJational Co «••*»••»•»•«•«*•»••••• 490 ohvires
(subsidiary of British Enitefl)
Kr. ITaaradin ffasseri •
......
Mr. Taghi Behnam
170 shares
« » « . . . 1 7 0
Mr. Sdsrar Briatow
shares
170 shares
Although Iranian Civil Aviation X»«tr requires that light
aircraft transportation ooapanies be 91 paroent Iranian owa®^^ it
ita opp&rent that tha British interests (Airtrork International ez&&
Sris-bow) oontrol 66 percent of H«li-Tsadl shares. Also* it is
yuaored that ftaecari turned his shares over to soma one ones
the operating right * vera established
Mrs*
(who was a
Kilt on H 0 tel employee) does hot appear on the £uim-03radstreet
records as a Shareholder*
2
323
14 J>uttiaryvl967
'
Mr .James Feliton ^
Exporif vArea Manager
c.Bell-F&liebp1?er Company
; >
^ 0 BoxmSZU
Fqr±.Jrori<ht, Texas
.
-
........
.
C a ble? OIpISg-Beirut
"Mai,It
Office ,?3 Saroulla. Bldg
^ • >• Hanyra
Beirut ^ ' "
£0B 1969%: -V"
Dear-JimrSgjc^tn ^oljto^^ju^t lef"6; Beirut iaqt night a^tei? coming iiftq t e l l m e
we tjave XIn^llygotten the* new dompaiiy .cqmplqted 'and registered, ,and with
the x^ew'set u p ^ t s h o u l d q p e n many 'doqrs nov( thatwqhave- Generajl' [Khatami
as #artnqr si.le^ly along with Dr .ga^avl th[e head-qf the legal department
'of civil aviation .and others* .we own 49r of the .new company :and 'it -is
5U& ,Xre^iian».A
v^We^are .submitting a^jmposal
five or 10 ,G-5 for the Ministry of*
.Agrie^Lturq• 3&e Ministry .0^ Agriculture wanted ,20 Cessna ,A£wagoxis and
John-wsis to bq in a mee^ing- ifoday .: % He is going -to push it or ,try-[to ,pusb
; i 1 z - - a l t h o u g h .they_|»#e pq helicopter pilots .periods We ^lso are
butm^t^ing [a, pro'pqs^l whereby thq Ministry i?0Tzld buy the G-S's,.
will ^r
: contract to operate them .for thq M^niqtry ,and also lease them-from .the ,'
Miriisljry £ or ,usq'±4 other qountrieq in'the ,qff season. ; -What is 'the^ae—^
live^^l^arncm/;^^
Please sen^-i^e tfoijs back ^i^taway.
\ , v
{
,
new- qqmpcmies name 4iq Sl^erkat Sahami Tayar Pars^ .and we .intend'
to m^kq-i;heia [our agents 'under
our vfr^iichiae^ or ;Our .dqaler,, This way we
.can control them if thqy ever start
bleeding the company blind• John is
novf following a^ong -the NIC® helicopter vsale," tfte ;0Jraf^ic Police,. 'and
Ministry ,ojf .AgriqUlture* ^e wi,ll f ollow the ^cqnqoiHjiua as well," We have
olsq applied f o ^ 20,00Cj meters- of land [at .Merhaba^ where .the" new .maintenance .set Up-will . W built.. '
X^bqliqve Jim sincerely that wijfeh this monopoly, we will be able to
really 4o something 'we started tq bdfqrq, arid slowly staged to succeeed,
But; in this s^et up we have all the blessings 'of everybody.
' ''.
J[ohn also asked me tq have £ou s*qke up proform .irivoices for ((2)fc 4.7G-:
and (2) [Cr-5 v/ith /tjwq tanks .or equiped. 'Thisis .for the .Gendarmerie.
!" As
they are getting themselves into a tcorner on Cen^na'Skyhook spares, I
y/rote a [letter last week to 1»he Coipianding General telling-.him that the
Cessna helicopter .§p^res [are termi^i^ting, p.a, vfill a3 ,the4erigineS,s and
that -the Gendarmerie should start panning ano-' :i: r .small helicopter. , Jo}
told me they were pleased with the letter,
.and. !ced for .quotations agaii1
Can .you please send, these through ^s soqn asp ' Vble. Also what is deli"
ery now on the 1(H1I) and 204B? .Bo you still V
0H1D iiitmedia1fely 'avail
able?
'
, .Si.nceours, Will^amH. Frenc]
'
Tlinn-
324
Ex
BELL
H E L I C O P T E R COMPANY
POST OPPlCe BOX 402 • FORT WORTH. TEXAS
76101
A TCXTROHL COMPANY
jo. reply refer to i
03:GMK:surl587
30 January 1957
Mr-. William H „ French
Managing Director
International Helicopter Consultants, I n c .
73 Saroulla Bldg."
Hambra Street
Beirut. Lebanon
Dear Bill:
Jim Feliton is iri the p r o c e s s b f leaving Bell Helicopter Com-*
patiy, and X have b e e n Assigned as. his replacement* I look
forward to working with y o u , a n d suggest that'your communications be addressed to me - as of now ~ so that w e will'not
waste time*
Jim has passeo. to m e your s e t t e r ox j l h J a n u a r y . , ana rne requested proformas are enclosed* Per a telephone conversation 1
with M r . Bell i n Wichita I have reduced the quantity o f G-3B-1 s
from two to o n e .
Your, letter did not stipulate wnat accessories were required,
so X have taken the liberty of including accessories and recommended spares and tools* If my recommendations are not
correct please advise, and w e will rework the proforinas per
your desires*
W e hope your new association will permit you to resume residence
and business in Tehran, and want you to keep us advised*
Best regards.
Very truly yours,
BELL HELICOPTER COMPANY
4tS- tf t -'*
G* M . Kling
Export Area Man
Enclr Proforma N o . 67-6 and
N o . 67-6A
325
** A
(I^TBtNAYiONlAl)
AVIATION DEVELOPMENT CONSULTANTS INC.
t<«rr«»U»C.
MMWA'
K A I L ROOK,AMERICA!? E K B A S S Y B E I R U T , L E B A N O N
,
. .. .
JT^EKO^
YWi^An-UWK
August 24,1966
M r . R a y m o n d A. H a r e
Assistant Secretary for near Eastern and South Asian Affairs
The White House
Washington,D.C.
D e a r M r . Hares
T h a n k y o u f o r y o u r l e t t e r of A u g u s t 1 6 t h . P l e a s e c o n v e y m y m o s t s i n c e r e
a p p r e c i a t i o n to M r . P o p p l e for; h i s r e c o m m e n d a t i o n and a s s i s t a n c e .
I n r e a d i n g y o u r l e t t e r i t is a p p a r e n t t h a t y o u a r e a w a r e of m o s t o f the
facts,which I find most gratifying.
B r i e f l y the s i t u a t i o n a s I see i t is; G e n e r a l K h a t a m i is u s i n g h i s p o s i t i o n
to c o n t r o l A L L A V I A T I O N i n I r a n .
T h i s i n c l u d e s h a v i n g c o n t r o l of t h e A v i a t i o n s e c t i o n s of the A r m y a n d t h e
G e n d a r m e r i e , a s w e l l a s a l l f l i g h t t r a i n i n g b o t h m i l i t a r y and c i v i l i a n a s
w e l l a s the G o v e r n m e n t A i r l i n e . B e i n g the C o m m a n d i n g G e n e r a l of t h e I m p e r i a l
I r a n i a n A i r F o r c e h e n a t u r a l l y c o n t r o l s t h e i r t r a i n i n g and o p e r a t i o n s .
K e i s m a j o r s t o c k h o l d e r in A I R T A X I the o n l y a p p r o v e d f i x e d w i n g c h a r t e r
c o m p a n y in I r a n .
H e i s a s t o c k h o l d e r ( B u t n o t of r e c o r d ) in H 5 L I T A X I a h e l i c o p t e r c h a r t e r
c o m p a n y o w n e d 66£ by B r i s t o w H e l i c o p t e r s of England( w h i c h i s c o n t r a r y to
Iranian law ) a s Heli Taxi is supposedly an Iranian C o m p a n y .
H e i s B o a r d C h a i r m a n of Iran N a t i o n a l A i r l i n e s w h i c h in m y o p i n i o n a n d
o t h e r s , i l l e g a l l y c o n f i s c a t e d two o t h e r Iranian c a r r i e r s to f o r m t h i s
n a t i o n a l i z e d A i r l i n e . I r a n i a n A i r w a y s owned b y R e z a A f s h a r a n d P e r s i a n
A i r S e r v i c e s owned b y M r . A h m e d C h a f i k .
H e i s P r e s i d e n t of the C i v i l A v i a t i o n H i g h C o u n c i l and in s u c h c a p a c i t y
controls ALL civil aviation activities.
H e a p p o i n t s a n d c o n t r o l s the D i r e c t o r G e n e r a l of C i v i l A v i a t i o n a s w e l l a s
the D i r e c t o r of the C i v i l A e r o C l u b w h i c h is the e n l y a p p r o v e d f l y i n g
s c h o o l in I r a n . T h e p r e s e n t d i r e c t o r of the C i v i l A e r o Clxib i s a C o l o n e l
J a h a m b a h n i w h o is a l s o
fellow r t o c k h o l d e r in AIRTAXI C o .
A i l t h i s i s in direct v:.
;
''overrident o f f i c i a l shr
?.ry p u b l i c r r p r i v a t e e
it i o n of the Iranian Law w h i c h s t a t e s that n o
:m s h a r e s in; o r p a r t i c i p a t e v.s a n o f f i c i a l of;
rise.
326
- -
. . Rayjror'd A-
V
Pwr )
Confc.
?ois.y General An»ir Khatami controls ALL uvjaticn in Iran: Ml. li* rv,C v
m d Commercial.
low by these harassing tactics be is attempting to take over the contracts
>f mv Iranian Company ( HBI.0 CORP.) as well as the Franchises of ray twn
•irerican Companystwho represent Cessna Aircraft and ^ell Helicopters
>thers in Iran.
•hat are General Khatamis' future intentions?
e is today the number two in power in Iran. How long will he be content
ith the number two position?
aving flown His Majesty the Shah several times I was and am; quite
mpressed with his sincere desire to improve the standard of living of his
eople and with his ability as a leader. The question arises in my mind
a he harboring another ffosadech?
t might be a question worth passing on to one of your fact finding agencye.
am enclosing some copys of correspondence which are self explanatory,
will be coming to the United States on the 29th. of August and will
ring the complete file of this case with me and will make it available to
ou.
will first visit Cessna Aircraft Co. in Wichita.Kansas then Bell Hellicopters in Port Worth,Texas and should be in Washington about the
econd week in Sept. If you could find the time to see me then 1 would
reatly appreciate it f I do believe that seme of the informntion which I
ave will be of great interest to you.
Sincerely yourii
William F . French
Managing Director
a
327
(2)
^ S T R U C T U R E O P I N T E R N A L A V I A T I O N IN IRAN IS C O N S T I T U T E D AS PCLLOffS
MILITARY
1 . The Imperial Iranian Air Force
2 . T h e A v i a t i o n S e c t i o n of the I m p e r i a l I r a n i a n A r m y
3 . T h e A v i a t i o n S e c t i o n of the I m p e r i a l I r a n i a n G e n d a r m e r i e
4 . T h e A v i a t i o n s e c t i o n of S A V E S ( S e c r e t P o l i c e
).
CIVIL
1 . Civil Aviation High Council
2« T h e C i v i l A v i a t i o n D e p t . is s u p p o s e d l y u n d e r the M i n i s t r y o f R o a d s
3- H e a d e d b y the D i r e c t o r G e n e r a l of C i v i l A v i a t i o n
CIVIL AVIATION
COMPARTS
1 . Iran Rational Airlines
2. Airtaxi
3. Hell-Taxi
4* C i v i l A e r o C l u b
5* T h e A v i a t i o n s e c t i o n of the
ox A ^ n c i u m r e
O J S B U L AJSIR K H A T A B I E X E R C I S E S D I R E C T A R D P O S I T I V E C O N T R O L O P A L L O P T H E
ABOVE 0 R G A K I 2 A 9 M W BY KEANS Oft
MILITARY
1* C o j w m n d i n g G e n e r a l of the I m p e r i a l I r a n i a n A i r P o r e s
2 . 3 4 . ABOVE t
B y rating h i s p o s i t i o n a s C o c m a n d i n g G e n e r a l of the I m p e r i a l I r a n i a n A i r
F s r e e a n d a s B r o t h e r - i n - l a w to the S h a h h e h a s , a f t e r a l o n g b e h i n d t h e
Bocasfi p o w e r f i g h t s u1 c c e e d e d in h a v i n g A i r P o r c e O f f i c e r s u n d e r h i *
d i x ^ w t c o n t r o l placed i n C O K K A N D of a l l of t h e s e A v i a t i o n s e c t i o n s .
Thifc g i v e s h i m a d e c i d e d a n d p o w e r f u l a d v a n t a g e in e f f e c t i v e l y controllingall' o f t h e m i l i t a r y f o r c e s w i t h i n Iran*
S h o u l d h i s l o y a l t y to the S h a h e v e r c h a n g e f o r a n y r e a s o n , h e i s c u d w o u l d
Aftdtesd fe*ta Cangeroua tsA powerful protagonist.
CIVIL
»
l.Ctsrisral K h a t a m i i s p r e s i d e n t of the C i v i l ' A v i a t i o n H i g h C o u n c i l .
T h i s C o u n c i l w h i c h controler a l l A v i a t i o n a c t i v i t i e s of a c i v i l a n d
cooKorcial nature docs-as Amir Khatami Directs.
2* T h e C i v i l A v i a t i o n D e p a r t m e n t is u n d e r the M i n i s t r y of R o p d s f o r
adminidr^fettTercfid b u d g e t p u r p o a e a o n l y . G e n e r a l Ync.tarsi h v v i r t u e
b e i n g p r e s e n t of th« C i v i l X v i & t U i . itfgn C o u n c i l telle the D i r s o t
G e n e r a l of C i v i l Avia-s
whr.t he w i l l a n d w h a t he^wilJ r * t ctn.
328
ft7*. * "•< r."*. I '.X-v'-.y
FLhs tar ri,
• . ',
V " ' ••
•• '
SrATi '•agonal A ; r. •• r. r s
G r e , Kfc&iaja;'. i * hoar*' Oh« 1 xw».r. of Xr.vr. P-'itior.^i A i r V J n**-. x;, < v •
«r.«rc <ee« e b « o l u t « . c o n t r o l by r i r n x ^ of 'pfcokir? fa"* ^ N ^ s r ' - T v
iir.'iir;o til Air fnrcn G c n r - < : « i r '
63
Alter loan Alr'iSufte cun rr«u. t i 3
R o b1 e r t
fare*ft«'4•
"
z>f. r e a l r»cwer *r.
opinio;-.:. i f r o u "oi: - '. t s <«
fcsil (U3MC) o f Pan Axiertca.'i 4 U v a y c 7Ji Y-.r..
th* contract negotiation*) ^ith Ir*1 r-'i
for a*~*jr ani •
;•
. » =. <.
the t r u *
fl*
*iay r.o? wan : fc* * a y i s y t h i s . s
t h e trxitfc" i « t h * truth*.
Air
^i..;!*-
Company
*eral Kh^tairi i© a
etoakho i.u*r iii
Coana.1:.? a.;
hfed nib na»« and
na?^
I'rntr ty-,
the JSjuvasij^ TMrictor of
SSri in
"" '
pxai isc^; ifc*
! i i y _ o j i ® t ! k « d out*.
•
c o ^ c n kr-:.2'->-l
.tajti etnd C o . tawe i * £ i * l ' t e . t i ' M s^.a ee«rx»:on wiu^- £ t w i l l s
firj&e both locr.i
h Ir*sjrutiir, Air 'fa*A or
:
;'~
r.:.'" r<?c;r^.
,;ra**r
ir
tv
the- t the.7 Awa;. c/ -
I'&xlt
Heli-'Taxi-Coapsdo^
i ~ t a j r i ia a. s u p p o s e d l y I r a n i a n C o . n i t h ngr-iv.
ana On
svockl e m V o h i n d th"» « c I t
ia ia fiet
by B r i « t n n H.clicc.r>trr
B r i t i s h A T i e t i o n inter«Kt<pA l l e n B r i a t o w i& i i o T e d KM
sctor of K e l i - f a x i •
('Chi* I s eoa.trft*T t c I n m i e r . law trftich s ^ j j
fei
arj.&tics 00,
b«
r^rorri® v i
ccdou'etc-i
haag^T a b o r t l y tc
t h i s c r e ? r . i ^ t on t h e i r T>art.
t>..«- f.'-.ct?
• t i l l r w a i n tfc* -^-ute,
^
r a l EDbittaai & l » c
fc^rce
( I n Uniform'- v
^r.
tiv*. 8Uatoss«rr fr- ijt.^
sr.<*
.Th**^ torn'.a i ' ^ M ,
rw> u i l th®fifvu:to»rrth«'"
^cir
or
-?o-fsc*i
lircy^ft or
Ce^r^N
t piir«r ccop.-vn;:. tr.
l ^ J t l l y con«ti-h>ifc.j I r e c j i a n Oo»r>e:>:-' - ' H v
; talking with Hr Arwtbi
•
cp^rc
• U5T
Kr Arbe^i
t
ftfcoci:
crp> v t i - f r r r , ^
;
•:
-.f t t r
to
«
^or ^h^ C*tcivs. f'if-"t in
^i^cr.
foria <ia
C rir.ytrc t', r^p.lj
the Xrfcai&n C i v s i A r i r . t i o w Actr ? r»r,4 th'?
toftagay
and s ? « r a t i n s r r'l&h^
r s.vlco a o v e r
proh3fe%»ct r»or %rou\«l. hc-Xicox v t r cp e r a tin*; ngfc^R
"Jia
r^o-.^^ 'sw^crV rrr
"' 1-veev
Vrftr-
ioal
operating righvg
• '-as*-?, v . - y ^ v ^
Kh' ' -!•.*•-1 - r
but thr.t
. • •>••
••
t h ft h i g h eottne.il "of Chv-..., t v i - v ^ - .
^ t we c o u l d o p r ^ U
Bo^n
5.eor»t«r.^- : r
ov-cr^t^'-
c:.-' • -i.v : c n - ' M - " -
•
-
'•
329
.W
tfo h a v o letters from several foreign firms g a t i n g that they would like t o
h a v e u s bid their requirements f o r a ircrai"*/3ioli copters if and when we obtain
these r i g h t o . T h e i r reasons f o r w a n t i n g : us which they did n o t put in w r i t ing is that wo can o f f e r a b e t t e r service a t a more reasonable p r i c e . A l s o
the f a c t that I person&S.ly the appointed U S Federal Aviation Kxaminier f o r
ower plant and airfwuae l i c e n s e s , plus holding a n inspection authorization
icense they k n o w the operation w i l l bo conducted in accordance to our U S F A A
rfcandard© in a l l respects*. K r A r b a b i D i r e c t o r General of Iranian C i v i l A v i a tion stated to u s that Iran welcomed this typo of foreign investment, and the
Iranian C i v i l aviation a c t w a s f o r the encouragement oT aviation companies on
a non-«onopolictic basis* and that h e a l t h y competition would result in strong e r , safer and m o r e m o d e r n aviation industry within the c o u n t r y .
T h e D i r e c t o r G e n e r a l of Iran C i v i l Aviation M r Houchang A r b a b i h a s under the
orders of General Khataaii refused our Iranian C o m p a n y , H e l o , C o r p the right
to operate our own a i r o m f t , a Cessna 160 carrying our own C o m p a n y personnel,
o r supplies, or surveying personnel of our Fflme contractors-, or personnel
who w e a r e trying to g e t interested in developing the electrification of Iran
and pipeline routing a n d surveying p r o j e c t s . O u r fira signed a oontract w i t h
the Iranian Kanegement and Engineering Group Ltd ( D O G ) w h o a r e the contracto r Consultants to the Iranian Goverrusent f o r d e s i g n i n g and routing of the Big^
inch Gasline which w i l l be built going to K u s e i a . D Q » h a s the rights to i m port just about anything that is required in order to g e t t h i s job completed
as- coon a s possible. K o l a , our firm contracted to supply o u r Surveying aircraft on a leas© basis and w o would furnish our pilot to s h o w the D O S ? surveying e n1g i n e e r s the shortest rout© and * o s t practical route for the gasline* "Wo
leased our Cessna in gooff faith thinking w e w e r e helping the Iranian Goveraa e n t , p l u s with hopes of getting some of the shorter off shoots of the g a s line to construct w h e n the line w a s to be
b u i l t . W e also spent $ 6 0 * 0 0 0 . f o r
:
a B e a v e r siroraft which w a s t o be le^sed directly to I H 2 F , a n d the pile-fcA:ech
would b e HUKMT own p e r s o n n e l . The case typo of lease (wet o r d r y ) is use<J
through-out the w o r l d . Iran Rational airlines u s e s it in connection w i t h the
727 they have operating. W o use a w e t leaeo w i t h a H e l i c o p t e r w e havo
o n lease to 6 e o t r o n i o « end American company. O u r Beaver contract n o w h a s b e «
cancelled! which is a l o s e of roughly € 2 1 0 , 0 0 0 .in lease f e w over a 30 m o n t h
period*
O u r C e s s n a 180 K7751if, which is our American f i r a , Aviation Development C o n sultants, Inc.,, foreign investment portion of the Helo E q u i p m e n t , w a s leased;
to H e l o , SA on 1 0 Sspteaber 1965* Aviation Development C o n s u l t a n t s , I n c . ,
ptsffohftsed t&ds aircraft m 13 September 1965
for this specific s u r v e y * . A
1
photo copy of this w a s given to K r A r b a b i s office, also a c o p y of our Joint
Ventrus agreoaent between Helo and A D O * lao* W o also wrote a letter to K r .
A r b a b i * s offioo and sent it to him stating we w o r e going to u s e our alfceraft
for its flffwt flight about 22 September to
to survey a water- o i
line p r o j e c t . W e made the flight fllfe* a flight plan.. W e did n o t g e t an
answer fron otur letter and as«eaaed everything w a s o k a y . W e also assumed tho
use of our airoraft for the Gas line routing survey * a e okay for it wac- «fely
n e e d e d f o r a three week period or so* General K h a t a a l brougtt pressure to bar
on E r Arbabi by etoffinG our f l i n t s on 18 Karoh 1S66«? Howfcver* A i r t a x i C e
then stfcfftsd flying taCJ personnel, but tho curvejring had to b o done f r o »
the ground then bec&uCo the aircraft Airtaxi used oouifi n o t f l y low a n d clow
through the Rountaine.
he whole ooncept of Foreign Investment ±B r a t h e r
r 6 d i c u l o u o when one cars t have support in this field^
330
O)
On 1? April lQ6b Kr Arbabi ca\? «id m* hv *eIephorj.fr
core
see. his.. $hi* I did on 16 April 1966, *t which fciae M*- ^ t.-. ^
trb-.
flying our Cessna 180 Aircraft
wrong for the UCfCA of'it:© had
.gJv*::
ue pcrciiseion, tit,which time I *jhc*?*jd him r copy cf onr 3f»lt*r to hid A«s t •
11 September 1965* He said he did not receive* it so we* could r.ob fly ,un?i
we got permission. I wrote him the following letter of 16 April X36S, . erring ho e^ked to have it written to him*. X a«rk*d when oan wc get pfctvJc.ci*,
and he said in a f«w dayo seeing we again applied for perssiesicn in the I*
April 1966 letter. I gave hin the log bocks in good faith so he s&u?;d eo<.
where we had flown sinee we purchased the aircraft 13 September .1965. Onl.y
flew roughly 60 odd hours*.
On returning to Teheran on Fan American Airlines flight cr* 19 Kay
T
was refused to reenter Iran with valid US Passport &n3 vise, American Kt/rv
duty officer also could not get ice- into Iran. I returned to
and he;
been hero ever since. Only on 13 August 1965 through the good set-sic«s
efforts'of th* A»erio*n Embassy in Teheran Kr Nichol** G . ffcacher th-? Kiel
Cowxsolor obtained information from General Thatami that he is preeoisg th;
ckargos against iqye«rlf of Articles 26, 27 and 34 and 35 and I jenyt sew f*c«:
oivil suits by the Iranian GovernmentIn tho mean tine my businesfKes have ulitoet been bantrup
the nec^ssary
sp*r« aircraft and engine parts for the
supplied aircraft ere deleysd ;
I am not in X m n to put up the n«a<*s*&rj bond? and guarantiee. I htve'becr
separated fro» my fiweily hem for three sonth«r* The letter I wrote Mr £rt*i-and giving th* log books of our airoraft to hijn in good faith has now b.e*r.
used against me*
In addition to this my American PilotA«chanic Kartin Smith. who iv- flying
our leaeed helicopter under Geotronice riishta on the US kvqtj R&p 3«tt1c»
Contract owtehed and was burned to d*ath on 23 August J.966. Vfcth prc/v 1*2-?
of getting his family eent back to th* States, body .removed froa Irr.r.t. ihnerves of asy family are being ertrained beyond the breaking point. In ad
tion General K&etaml will now use this accident to ancsher adfuntag* by 'soy
ing you see there shouldn't bo §my foreign registered aircraft end holiobpt<
operating in Iren. The reason for the crash is not known yetl This b*liccter wao leased from our other American Company, International Helicopter CJculixto&ie. Inc., of Delaware to Geotronice, Division of Teiedyr.e, Kor.TC.riA,
The Cessna Aircraft Company's policy Is that each of the repre<**nt«vti>#cr ir
the world should have a hangar and maintenance facility in order to be tbS "
to repair Cessna aircraft and stook epares, To date by preventing ?ur fir*
establishing this facility we cannct support the 60 odd Cessna's- given *h>r
Iranian tJovernawnt by D£JL whioh we pay taxea> fer. General Khatami has r^rc .
ate out of Iran, put pressure to bare on Cecsna on changing r*pr«e.«;r.'
atlves or trying to. Letters- are now pouring into Cessna *sViiig for wuyy- '"'
r
Sa Iran. They General Khat**i and Co»pany, have suueeee&ed- in fcrctritf -UTr S'ersntent to m r « t * £ & e s effort, instead of our dorpariies ««il2r.£ ^l ~
cn «otw»«roial Etteia f* the Iranian Ar*y and ffendanaerl. The, U S Ar*y oc^J AJXK'O letter to myself and Col Feeke*s.
4 . Civil Flying Club
The Civil Flying cl*ab is now headed by one? Colonel ,Tah*m"oahni whr
wanagtn* ana turning the Air taxi C o . , H e b*s re?«ntl> been
crsil EhR.t«?.y»5
^^K.^vr^
USA' p.© WRll as c.ther'rrs
v
Gel hay bear tf. chi
V/
i"-.
-o!ir ^ 1% jfe e™. • tn'Sa:; . m 'r - •
:...
Iran-iane
to the 52L& J' sc .oci.s J.n
-1 o b a n o r be in b u s i n e s s •.
f-r-by
nrA
- rt t- ••••
re---
331
Kr. F-u.z-i, fri t!* u . )
\ t>Vr.<rr;t thf.*-.
country Li 'e?\ u.rre vh*.t w o B i l l i o n Bci.Uir* •;•i'ue ci/aiar^
T.-.iru
' iO-orr.*T
x s n t frore tai-*" o v w V:v -13* * Ctzuevnii-Tc,. Both Uir ' r;ived
tnc ir-:?::- hXL^t
enccur&g^d ixtrieuu foi'srlgr* Ir-va?, s e r V v
X* this? the tre^t^r.^ \iifei
A* <r vie an iar*rt*©r.';
w i l l cor.fc.tnu* w'Atfc a l l the 2
b*..5 belt**-*
a n d «5.r
ae*r>8 at
K r . Rar« 1
. v.- -
Vf»e
'
i
;
Irxui-.
. I
w
rights
(?'.V: . ':•">
ie why X «agg*ctaff to President Jofcneos ewd Mr ihnes cv*.t£nf:
gad KA^
tid to the Xraaiaa iirfead©
et wtjth -c£»e
> n.< >»-:«. a*, U
^c
try to © O I R P L Y with the XruoiAa 2A** have *qtMS>l shanae* «*)£
er,.^ tc
port thia iaerioeji e&tnuf tvjrtfc-sy rwprcoeat.
•If th&ac Qfcarg%e ihs.* £%B«r»I Kfe&tasbi ie pushing
not dropped by the
ian ^etr&rjwaent cur '3usia«e«
Number one aaeing X did give Mr ijrb^'v:
the inforrattica ha reoneer^ ia good faith* the General intend* tc ptwh th«r.
Sven th« courte ir Iran are bought eo what ahead* do«# ens'hara-ef
After vardvvrill rot; allow ste to get rcy residence persit
a fair
eard h a f c r trxde, sor irork permit* ^h&t chance then h&e on.
«v«r getting tho hangar»*intenasce facility at the airport to support
given equipaent.
spares fend the US
X suggest a high level meeting with the Iranian Awbaseaior lnaieting on the
dropping of theeti
tnd the rcleaee of our OeaeruR ISO which th« Irenifc
A.irforc«r h^a taken crr«r« I reported the aircraft a* *tol<*a for it was ycjrtrc
at K«rh*i"bad airport Iccired, hrsUcec
ohalked and tied dowa. 53ary broke
aad » 0 T € dit te a
and l^ke^d it upv *ith thia action of th*
'
wfao knonra if
pmCtiees has taiccn place.
never lM«n
told jjff icalij by any Iraaini: Govern:*exit Agency it rras irepour.ded only throur
our inpirmac® in^uiigatore ha® thic inforsaation he foun5
Kv Artwfci on
told
we couldn^t fly it until-we fc^peraissioa, and
reapplied for it 1
APSIXr
letter* why i© 3Q>.at&ai xckizg thie wrasple ucv tryir^ to \«anxrup-i:
our eospaniee so hie ean hare all th« htteirieec. I don't vuderet«.nd thia ysn."
tectien. ea nee« top side help plea eel
* i l l i a » H» V r r - c h
<- o r
332
j
27 Auru3t 1966
Lebanon
'Kr. Raymond k. <lure
As3'. Ttnnt ^ecretr.ry for near JSastern and So*ith Asi*-.tt Affairs
The White Houre
Washington, D. C .
Dear Mr. Hare:
Attache! yc i will find a photo copy of a email srare rarto order
which has beer. sent to the' Cessna Aircraft Coir.p;ir;y, explaining that
it wa* rent to Aviition Development Consultants, Inc., on 22 Kay 1?66»
Vr Here, I have been blockcd from entering Iran sine? 19 Kiy 1966.
Again, you can see by keeping myself .out cf ,Iran, General Khatami,. is
trying to show my franchised parent Cor.r>iny a Cessra ar-.-.l Bell that they
are not propcrl.v represented in Iran.
Vr Hare, onr firm has trained moot of the Cendanr-eri rilots and
soloed them before they went to US Army i.ilot and he'licopte • training
in the USA from August 196? through Jur.e 1963. The US Army
visors
. cam* to me and I with two other American cilot3 soled tr.K stiJjer.to before they went to the USA. Previously the Iranian Airforce lid this
work and the pilot failure rate from the US A m y flight centers was
60^ or more, with only 40^ graduation.
When our students started completeing the flight trainir.f that,
were sent to tne states Mr Hare our percent of frroiuut^s rore to over
90^. Juite i saving to US tax rayero money ion't you -.-rr^e. 1 r.-»v*
submittei trailing costs to the Gendarmeri and Iranir»r. An.y r:nce 13fO,
for an in country training program. This war for heiiconters ari fixeii
wing aircraft as wellIn June 1364 Mr Bruce Chuber, regional sale3 unnA^er frcm Cessna
and I talked with Mr Arbabi, to see what I could do to further support
the Ccesna Aircraft coming into Iran with back up service, ppares ana
maintenance. Kr Arbabi said form a bit Iranian Corr.r.r.y, which wo did
in February 19c-5, *nd applied for-operating rights. Tr.is« was nev-r approved because General Khatami who controls the high council of civil
aviation wants all busine?3 to go to his two company's, tfho reprn-wr.t
Dehavilland, british aviation and Aero Commander. They would like to
see Cessna cut out of the program and Dehavilland 3eflvers roved ir.. If
discredit can be shown to Cessna and myself, Dehv.vi2i• -vi Aircraft will
be moved in natfcrally as the order for ten this past A* rinr, for the RedLion and Sun of Iran (Iranian Red Cross). To the GenJirmeri Air Taxi
has been submitting proposals for Dehavillands as well. Nothing like
trying to defeat a proven fleet of Cessna aircraft operating.
Mr Hare, it takes ourselves about 6 weeks to get a quotation from
Cessna with the required chamber of commerce and Iranian Hrr.bassy seals
back so letters of credit can be made out. It then takes the Gendoracri
anywhere up to one year sometimes to fund the purohaocj Presently I have
outstanding funds of roughly $2,000. which th'y h-rv r-trpti ". r — rh*
past one year. Cessna nor ourselves can fund and finnncc y u r . l er \
333
paj A promptly.
Since our US Arry Tech Rftp orofram terminated in, or on 30 June 1965,
I have^had to let all my company personnel look 'or o'her jobr. Since I
1
4
could'not establish
a maintenance facility nor obtr;n operating rights,
my whole business ha? been sur^lyin^ rp-»res. Theres nolr»ing like be ng
forced into bankruptcy after 14 years in a cour.try and after y^u hr.ve
trained most of all tho aviation neople ir. a country,
Kinintry of Agriculture from 6 September 1^52 to 3'^ Jur.e 195')t I
personally trained 67 crop dusting pilots and n.echirics r ^ g h l y 54.
Gendarmeri jointly v/e trained helicopter and fixed wing students
for almost three y^ars August 1962 through 30 June 1965.
,
ynoTk.rxi has
tec*
Sc ftr.
We only have the spare parts business left. We h'.ve asked the US
Army and Genmish advisors to help ua/push through right?, as well as
requested help from the US EmbassyS If USA is going to cor.tinue giving
MAP equipment, and MAS purchases to the Iranian Government, which we as
US tax payers pay for then why cariTwe get operating rerrcission and continue our business after all these years of dedicated training.
As stated before I suggest a complete cut off of all MAP equipment and allowing purchases under MAS until at such tiire we are rllo/.ed
to continue our businesr, without thsse continued hrrassments, qnd chr.rges,.
and allowed to builjd a hangar, stock spares, and if possible £et operating
rights so that we can further demonstrate new aircraft,, and support the
American oil company's with fixed wing and helicopter type equipment. I
think the support of the MAP supplied equipment with a technical staff is
the route to push- Please helf!
Sincerely your?,
William H . French
Managing Dire; tor
334
V; r . w' T; £ li' LtSK
Ix*ps r l i ;
k
4.
ap
* r*v»-r\*
Augittt
fcarfcating Division
WMCQA A i r c r a f t
Wichita, Kaaaa*
Cosip-n^y
Oentl*»*rj:
Th* follcv,lhg H a t of JiJ5C-J17A piirt# va?
»*kj from
Aviation Developifticr.t Corporation en ?2 Haj 66, Air Kali delivery r t q ^ U ^ . a
yc»
Part Ho.
4
4
5
6
7
0750222-1
JY5
AI£507-6t*02/»
0711125-1
$
9
10
11
12
13
14
15
16
1?
S*Sfc70-O
1*>4~7
0770715-2
S1472H1
0711050-20C
RAS5U?1032-14
633004
0760679-1
0732107-7
Description
rip* Aosj
3u»p Aa»jr Pilot Static bourse
Dip-Stick &igin* Oil
Actuator
3c raw
Gron»et
Bolt
Haaietort-Cigar lighter 24 Volt
Snap Kin^r
B m k Di#o A**?
Speaxer 2d Volt
Oyro-Kori iQTital
Bra**?. Aasj Window Latch
5c ret*
Ignition Harneea
Bu».-;in£
Spacer
Stoqu**t iu/oraation on shipping d*t<> of ihaee itema
cr&eatly requirac by this organ!aation.'
u **
L ««
25 ««
6 PR.
£ <W
<
15 w
2 aa
1 «a
1 ea
2 M
25
1
2aa
2 *a
Ui«y a***
LT 05H OHO LAM A U OVSISI
COKMMBXJK) OmtHAL
Lisptirl*l Iranian G*OQ*ii&«ri<i
Tehran, Iran
335
July 2?,
1966
A i r Tflxi Company
Mehrabad A i r p o r t
Tehran, Iran
Ac.cn: A. H . Z a n g a n e h
Ret:
#241/10612
Dear S i r :
We a c k n o w l e d g e r e c e i p t o f your a b o v e - r e f e r e n c e d l e t t e r
J u l y 7 and havp n o t e d your comments.
dated
We c a n o n l y a d v i s e t h a t t h e h a n d l i n g o f s p a r e p a r t s r e q u i r e m e n t s
f o r your a r e a has not changed from t h e p r o c e d u r e o u t l i n e d i n our
April A correspondence.
We t h e r e f o r e r e q u e s t t h a t you s u b m i t
your r e q u i r e m e n t s f o r m a i n t e n a n c e s p a r e p a r t s t o A v i a t i o n D e v e l o p ment C o n s u l t a n t s .
By a copy o f this l e t t e r t o rflr. French we a r e r e q u e s t i n g
he i n v e s t i g a t e and a s s i s t you i n any manner n e c e s s a r y t o
i n f o r m a t i o n and s p a r e p a r t s a s r e q u i r e d .
Very t r u l y
that
supply
yours,
CESSNA AIRCRAFT COMPANY
Customer C o n t a c t ,
Export P a r t s S a l e s
RJH:kh
c c : A v i a t i o n Development
P. 0 . Box 1702
Tehran, Iran
http://fraser.stlouisfed.org/
23-554
Federal Reserve Bank of St. Louis
O - 78 - 22
Consultants
.
c
•
9 -i.
LT
B I L L ERE.-'C;!
B 0 U 7 A G Y AP^fiTNEr'i* A H P A S T R E E T
L <!> j
APT 73
BEIRUT
NUK7R01JS I H S U I R I S S R E G A R D I N G P A R T S P R O C U R E M E N T I W I a AN
P R O i i P T U S T O R E Q U E S T Y O U R S T A T U S ' KEGAFiDXtl'; C E S S N A
R E P R £ S O J T A 7 I O r l T H E R E O R S U G G E S T i-Ch I > r o i A I E
B U S I N E S S I R A N I A N ' A R H Y AiiD G E N D A R M E R I E
M A T T E R URGEi'T R E G A R D S
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337
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TEHRAN. IRAN.
p.p. SOX. INI. -tUL , MMU. CAM.Ct MXHWM
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. AIR M M V C V . M N C M I .
GUIMAMTTF
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A N O MAIMTBMAMCC
26 A n r i 1 1966
SUBJECT:
FOI? s
Chror.ological Aid* Memoire
T
r ii Excellency General Pakravan
1. 7n June 1964 my partner, Wjlliam French (owner of four
fixft'l-w.i;-,r ii rcraft and one helicopter, acquired with earnings
froti. ten years
of work in specialized air transportation in Aran),
accompanied by a representative of the Cessna Ai rcraf t Company,
met
* h ?!r, Arbabi", Director of Civil Aviation. Mr. French and
Mr. Ch'iber, th*» Cessna representative, were told by ?*'r. Arbabi
thai if French wanted to continue light aircraft operations in Iran
f
he mus*. form a company
with 51 percent Iranian ownership. Wr.
Arbabi rename.* that here is enough work for 5 or 6 such organizations in Iran to provide better service through healthy competition.
2. Early in 1°65 Mr French called on tfr. Arbabi and informed
him that a 51 percent Iranian-owned company was
the process of
formation, with ?ne, Paul Steinheil, as the Iranian partner. Kr.
Arbabi approved and sain that issuance of an operating license
would present no problem.
3. On 18 February 1965 Helo was registered under Iranian law
as an Iranian company by Dr. Sotoudeh (51^ Steinheil; 499* French).
The registered statutes were delivered to us with copies of the
official newspaper Gazette. The registration number of Helo Company is Q707. The company's Acts of Association, accompanied by
our request for the operating permit for fixed-wing and rotarywing aircraft, were sent to Mr. Arbabi.
4. Cn 24 March 1965 Mr. Arbabi replied to our request by
letter number 1016 (copy attached as Inolosure 1). We vyere informed that the General commanding His Maie." \v • s* Air Force was
[opposed to our request and our case was closed.
e&Li
co «ea nr. rei
338
5. At this point in the chronology we first visited Your Excellency and asked for help and advice. We were referred to your I>eputy,
Brigadier General Saadatmand, who in turn introduced us to Mr*
Tabatabai, an attorney. As a result of a meeting attended by Mr.
Arbabij Mr. Aboumali, Civil Aviation lawyer; Mr. Tabatabai; Mr. French
and I, Mr. Tabatabai concluded that General Khatemi opposes the Issuance
of an operating lioense to our company and that a factual monopoly had
been created for Heli-Taxi and Air-Taxi, permitting them to operate,
without competition and at a high price, off-shore transportation for
Iran Pan-American Oil Company, Lavan Petroleum Company, Iran Marine
Petroleum Company, and Iran Off-Shore Petroleum Company. The result is
that the amount of work for Hell-Taxi for one year totals $1,300,000.00.
The above-listed companies were visited by General Rafaat and informed
that Heli-Taxi has the monopoly for helicopter asrvlces, under orders
from above, and negotiations or bids from elsewhere would be futile.
6. Having been forced into arbitrary contracts with Heli-Taxi,
the companies listed in paragraph 5 above have indicated dissatisfaction
and have written letters to us indicating they would like to deal with
our company when we obtain an operating license| they have exhibited
an interest in the modern, reliable equipment we represent — Bell
Helicopters and Cessna Aircraft. In the meantime, we have had several
interviews with «Genei^3-_Rafftat^ who suggested ..that, we ..pay, 5 to 10 percent (the amount varies with his ""disposition) to Heli-Taxi and. operate
;as ft s"sub-contractor. This utterly unprincipled proposal was of
'course rejected. On one occasion General Rafaat went so far as to
threaten me with deportation of Mr. French from Iran. I suggested to
him that he try to deport me since I am the 51 percent Iranian owner of
Helo and the source of his irritation. The attitude of the Oil Consortium, as you sure aware, is the same as the other oil companies.
7. The policy of the Iranian Government that only 51 percent
Iranian-owned companies will develop light air transportation is a
logical one. The creation of monopolistic protection for Air-Taxi and
Heli-Taxi is completely illogical, particularly in view of the tremendous potential and His Imperial Majesty's programs of development.
The following situations illustrate the reactionary effect of the
establishment of monopolistic protections
a. Harza Engineering International has an Iranian Government
contract for undertaking the engineering feasibility studies in the
Karum and Marun River Basins of Khuzestan. They asked us to quote
.prices for supplying a helicopter for two months, beginning 1 March
1966. Our price was $29»000 - $32,000 (varying with choice of equipment and services). Heli-Taxi quoted the absurd price of approximately
$50,000 and stated that it was the only company permitted to contract
for this service. Because of the ridiculously high pries quoted by
Hell-Taxi, Harza was forced to appeal to the Consortium to use their
helicopters. Unfortunately the Consortium helicopters were being used
full-time, and Harza's work is being delayed and hampered as a result.
2
339
is
cr*
/
b. Geotronics, en American company on a U.S. Army Map Service contract, has been continuously frightened, harrassed and
suppressed by General Rafaat's visits, telephone calls, and threats
1
that if Geotronics does not deal directly with Heli-Taxi
they will
get no more work in Iran. A copy of Geotronics letter to Mr. Trench
is attached as Inclosure 2\ it advises Mr. French to stop the standby
order for another helicopter to work on development projects in Iran.
Geotronics present helicopter was Impounded by the Iranian Air Force
on 28 March 1966 and released only after approximately 10 days of
threats and harrassmentf this project is funded by the U . S. Government.
It was reported to us that His Imperial Majesty was aware of the U.S.
Army Map Service contract, that he had approved importation.of the
equipment, and that he had directed expeditious completion of the cont r a c t and survey.
c. In the course of our interviews with General Rafaat, who
apparently has assumed almost-final authority for any decision regarding aviation in Iran, he assured us that we could use our aircraft
for personal and professional purposes. Hence we_concluded a deal
with I.M.E.G. for the new gasline to Russia. We were usingour
Cessna 180 aircraft to assist in surveying and routing of the line
(see^I-ncTosure 3). After twenty^one ( 21-)~day8"of operation the; pilot
was arrested and the Cessna 180 impounded. The aircraft still is
k
impounded and7 as a result, the work on the pipeline is slowed down,
we are in danger of serious financial losses, and the project of great
' importance to the development of Iran is being delayed.
d. Inclosure 3 relates to a request for helicopter service
submitted to Kelj-Taxi by an agency involved in another development
project in Iran — electrification.
8. With the knowledge that normal, legal approaches are of no
avail, and at the suggestion of Your Excellency, we submittad—a
letter to-His -Jmperi al. Majesty„through the_Minister of Court. I have
b
e
e
n
<
1
, of the Imperial Court ,~that His Majesty "
read the letter said instructed the'Kinisterof Court" to inquire into
the~matter;.~i".The Minister of Court sent our letter^to Mr. Arbabi and .
requested a reply. After some thirty-four (34) days Mr. Arbabi proeduced the~rahswer attached as Inclosure 4, as translated to me by Mr.
.Motamedi. As the situation became stagnant again, I permitted myself
to appeal to you again.
With infinite thanks for your kindness, I beg to remain,
Yours very sincerely,
JALJIT.STET.TNFFILL
^
340
R e c o r d s of ite postered
Capital - 6,000,000^
Share H o l d e r s :
i
First Iter s trill ion
1 F a r v a d i n 133? { '
J
AIKTAXI
TTecji sir"ation Xt'mber 6047
2 0 0 S h a r e s , value each <30,000*
N a d e r JahaartKxni: 3G S h a r e s w i t h o u t n a m e , 4 w i t h n<-twe
Amir Khatami
: 36 S h a r e s w i t h o u t n a m e , 4 w i t h name
Ahmad Shafik
: 36 S h a r e s w i t h o u t n a m e , 4 w i t h rid me
(Balance of 8 0 S h a r e s w i t h o u t n a m e )
AIRTAXI
Second
Registration
25&iordaa 1344
C a p t i a l - 10,000,00005
S h a r e Holders:,
• 'Ui
100 S h a r e s , value e a c h 100,0006s
Amir Zanghani:
5 0 S h a r e s - 5,000 > 00CBs(Managiag J L r e c t o
Ahoad Shafik :
25 S h a r e s . 2 , 5 0 0 , 0 0 0 *
F r e d e r i c k E s h o o : 25 S h a r e s - 2,500,0009s
U n o f f i c a l l y it w a s k n o w n a t M e r h a b a d that F r e d e r i c k E s h o o sold h i s shares
to J u h a n b a n i for r o u g n l y $ 3 5 , 0 0 0 . 0 0 a p p r o x i m a t e l y two y e a r s a g o .
HBL1TAXI
F i r s t Registration
.
4 A b a n 1343 d u m b e r 9554
C a p t i a l - 10,000jOOCJRIs
Share H o l d e r s :
1000 S h a r e s , value each 'JLl),Q0C&
M r . Taghi liehnam:
170 S h a r e s
M r . Nasradin Nasseri:
170 S h a r e s
M r s . P a t r i c a fandi (Represented by Or. Mohmau H l i P a r s a e
M r . Meyheuou 490 Shares W t a a i i r
of airwork Int'l C o )
M r . Javad Moshtagni Auditor
12-10-3,) 13
M r s P a t r i c a fandi resigned and M r . E d g a r liristov/,
r e g i s t e r e d as board of d i r e c t o r s . It is reported that fed gar B r i s t o w
purchase P a t r i c a land i S h a r e s w h i c h totaled 170 Shares >ius the 4iJ0 Shares
owned by Meyh'euou m a k e s Airwork Int'l C o m p a n y a c t u a l l y controling 660
She res of tnc C o m p a n y .
Instead of 5196 Iranian owned c o m p a n y , the com-.xiiiy H e l i T a x i is
F o r e i g n owned witi; Iranian o w n e r s h i p being only 3 4 % , The Iranian C i v i l iivj.ation
Act
stales m i n i m u m percentage of Sift Iranian O w n e d and
i
maxinuin of 49 >o F o r e i g n o w n e d . P o s s i b l y thorw could even be more then the
F o r e i g n owned in the C o m p a n y the way the cover up a p p e a r s ,
J
( h.is information was obtained
imateiv throe m o n t h s back unil now
could be ch;.;i4;ed a g a i n , and is only sub..u tied t o you for basic information on w h a t c l e a r s to br? s o * * . - t h i n.v: a n t » n - s m i - ; " ; o<> Uii s o r ; c t h i m - eise
c:>v«rc.i u p
i tn no n-t'rv«< i. is tea
341
Dunn-Bradatreet Information for Hell«£aaclf
Registration Batei
4 Ahan 1343 (Koveaber 1*64)
Registration Ho.t
9534
Capitalt
10,000*000 R i a l s (1,000 ehares, tOtOOO r i a l s each)
OiMMthird of capital paid at regiatratlon
Shareholders*
Alrwork International Go «••%«•»»»•••••»*••••» 490 shares
(subsidiary of B r i t i s h tfolted)
*r# Kasradin lfasserl
170 shares
Kr. Taghi Behnaa
170 aharaa
Kr, Edgar Briatow
• •••• 170 aharaa
Although Iranian C i v i l Aviation Iff* refulrea that l i g b t
aircraft transportation oomaaiea be 91 peroent I r m l a n owned, i t
l a ajparent that tho B r i t i s h intereata (Alrwork International aaf
Mr. Bxlatow) oontrol 66 paraant of Hell-Taxi shares. Also* I t l a
rumored that Nr. Nasserl turned h i s shares cnrer to someone once
the operating rights were established;
Mrs. Tandi (who was a
B i l t om H<>tel enployee) does not appear on the Dunn-JBradstreet
reoorda as a shareholder*
2
342
b i u i iwjrnriv^ J
IC40 M A & M O L I *
DIVISION OF T E L E D Y N E INC.
51HE.-T
MONPOVI^.CALI^OWNIA
USA
T E L E P H O N E : 35*: 4551
TELEPHONE: 44*10
Our B a f . Be. 0 1 3 / 2 0
A p r i l 1 0 , 1966
I n t e r n a t i o n a l E s l i o a p t s r Canaultants Ino.
P.O. Bax 1702
Taka*an, I r a n .
Oaatlaaens
Thhi •s i s w i t h n f i m M t a y a u r l « t t « r » f 2 A p r i l 1 9 6 6 .
be a d v i s e d t k a t r s o a n t « a i ourrant M t i M ( a s a f t k i a d a t e )
by tka Dapartnant t f C i v i l A v i a t i a n , v k i o k i n c l u d e d t h e • • i i i i |
and i a p e u n d i n g rf t k e B e l l 47G3B1 B e l i e e p t e * i a p a r t a d tgr l k i s
Canpany aa l a a a e tkraugfc / a u r f a o i l l t i a a , kaa 4 « M M t r a t e d t h a t
• u r f u t u r e o s n t r a o t i n g p a e a i b l l i t l e e i a I r a n o s u l d be kanardeua.
and endaagsrad t y f u r t k a r a a s a a i a t i o n w i t h y a u r f i n £n i t s | i « >
s a n t a l l a g a d a t a t u a . Ha kava baea i n f e r a a d V t h e C i v i l A v i a t i a a
Autharity tkat C i v i l i a n ragiatared Halioaptara s p s r a t i n g f a r
o i v i l i a n a r n i l i t a x y prejaota i n l r a n n u a t k a v s tka p r i a r p e r a i s a i e h a f t k a CAA, wka f i r s t okaok v k a t k a r I r a n i a n B a g i a t a r e d
aparatora oan a r e a n n e t p r a v i d a auok * « l i o a p t a r r a q u l r e a a n t e .
Ya have f u r t k a r bean a d v i s e d t k a t t h e B a l i - t a x i Ceapaay i a t h e
e n l y auok I r a n i a n B a g i a t a r e d Osapany h a r e and t k a t y a u r q u a l i f i o a t i a n a aa a f t k i a d a t a i a t k i a o e a t e x t r s a a l a a u V - j u d i e e .
Plsaaa
Tau k a r s g i v a a ua t a understand t k a t y a u ara t k e a a l y B a l l
E a l i c a p t e r r e p r a a a a t a t i v a i a I r a a , and a d d i t i a n a l l y t k e a a l y
P . A . A . a p p e l a t e d Naintaannoa I n a p a a t a r i n I r a n . Aa auok i t
would ba aur n a t u r a l a k a i o a t a g i v s y a a r Ceapaay praoadenee a f
o a a a i d a r a t i a n f o r a r r a n g i n g a u r buelnaaa v i t k t k a uea a f 0 8 .
Bagd. H a l i o a p t a r a . B e v a v s r i n tka e l r e u a a t a n o e a , y a u w i l l
r a a d i l l y undaratand aur eaufcian, and r a g r a t f u l l y auggaat t k a t
y a u o a n o e l y a u r " s t a n d - b y " a i d e r f a r t k e Seoand B a l l 47Q3B1
Halieaptar, faraoaat f a r paaaibla laaaa V ua.
Va would, a p p r a o i a t s k a v i n g o a n f i m a t i a n aa t a v k a n K a l i e a p t a r
Canaultanta I n o . a b t a i n a i t a a p a r a t i n g r i g k t s and p e r a i a a i a n a f r a a
tka C i v i l A v i a t i a n Dapartaant a f t k a I a p a r i a l Gavanmant a f I r a n .
Vary t r u l y y o u r s ,
par pra Oaetraniaa ( D i v i a i a n a f Taladyna I n o . )
Parlaina
OraraaitilPrajarfta A d a i n l a t r a t e r
CLM/ek
IRAN P R O J E C T :
P . 0 . BOX 1653 T E H E R A N :
CABLE :
GEOTRONICS
TEHERAN.
343
Wichita, Kansas 67201
. July 22, 1966
Air Taxi CoMpatty
Mehrabad Airport
Tehran, Irart
Attn: A. H. Zanganeh
Ret: #261/10612
Dear S i r :
We acknowledge r e c e i p t of your a b o v e - r e f e r e n c e d l e t t e r dated
J u l y 7 ana have noted your coiwaent*.
We can o n l y a d v i s e that the handling of $pare p a r t s requirements
for your area has not changcd from th/? procedure o u t l i n e d i n our
A p r i l 4 correspondence. We t h e r e f o r e request t h a t you submit
your requirements for maintenance spare p a r t s t o A v i a t i o n Development C o n s u l t a n t s .
By a copy of t h i s l e t t e r t o Mr. French we are r e q u e s t i n g that
he i n v e s t i g a t e and a s a i s t you i n any manner n e c e s s a r y co supply
information and spare p a r t s a s r e q u i r e d .
Very t r u l y y o u r s ,
CESSNA AIRCRAFT COMPANY
iludy J j/Widebrecht
Custofiwir Contact,
Expo? - i u r t s S a l e s
tUH:fch
344
EMBASSY
%h
OP THE
e
UNITED STATES OF AMERICA
1966,
Mr. William H. French,
c/o American Embassy,
Beirut, Lebanon.
Dear Mr. French:
Thank you for your informative letter of June 26 regarding your
desire to return to Iran and to resume your business activities. We
have delayed replying to your letter in the hope that we would have
something favorable to report to you, but as yet the problem remains
unresolved.
On July 1 1 1 broached the matter again with the Prime Minister's
assistant who informed us that the Prime Minister had instructed the
Forel&i Minister to give us an answer to our Inquiry as soon as possible. Since then the Ambassador has talked with the Foreigi Minister,
who was away when the problem first arose. We will, of course, continue
to follow the matter closely.
We have taken the liberty of delaying delivery of your letter to
General Khatami since it seemed to be concerned with a business problem
rather than with the question of your re-entry into Iran. We were
wondering whether, in view of your acquaintance with General Khatami,
you would wish to send him a letter seeking his intervention with
regard to your re-entry problem. It has occurred to us that, while
we do not know if any particular individual is responsible for keeping
you out of Iran, General Khatami might be willing to inquire and possibly clear the matter up.
What we had in mind was a low-key letter pointing out in moderate
language the difficult situation posed for you by your inability to
return to this country and continue the business activities you have
built up over the last fourteen years. You mlgit wish to mention also
that you have been separated from your family and that you wonder if
he can assist in determining why you have been prevented from coming
back.
If it is Important to your business interests that we send on the
first letter, we will of course do so, though tactically we wondered
if it would not be better to delay until we have a better idea of how
your problem may turn out.
We are in regular touch with Mrs. French and will, of course, let
her know of any favorable developments.
Sincerely yours
Nicholas G. Thacher
Minister-Counselor
345
e *
(INTERNATIONAL)
HH f
~
AVIATION DEVELOPMENT CONSULTANTS INC.
in n u i T n w n ornuL
imwh*
KAIL ROOM,AMERICAN 3.13ASSY BEIRUT,LEBANON
'
WICHITA* KAMSMI
AUGUST
24,1966
M r . Raymond A . Hare
Aesistant Secretary for near E a e t e m and South Aeian Affaire
The White House
Washington,D.C.
I U A. M A R N C T W .
,
JJT^^T'^L'
IIUW
SiT
TVII'WTM
Dear M r . Hare:
Thank you for your letter of August 16th. Please convey my most sincere
appreciation to ?"r. Popple for his recommendation and assistance.
In reading your letter it is apparent that you are aware of moat of the
facts,which I find most gratifying.
Briefly the situation as I see it is? General Khatami is using his position
to control ALL AVIATION in Iran.
This includes having control of the Aviation sections of the Army and the
Gendarmerie,as well as all flight training both military and civilian as
well as the Government Airline. Being the Commanding General of the Imperial
Iranian Air Porce he naturally controle their training and operations.
He is major stockholder in AIRTAXI the only approved fixed wing charter
company in Iran.
He is a stockholder ( Put not of record ) in HELI TAXI a helicopter charter
company owned 66£ by Bristow Helicopters of England( which is contrary to
Iranian law ) as Heli Taxi is supposedly an Iranian Company.
He is Board Chairman of Iran National Airlines which in my oDinion end
others,illegally confiscated two other Irr?ni?.n cnrrif-re to form this
nationalized Airline. Iranian Airways owned by Rest Afsht-r
"Persian
Air Services owned by Kir. Ahmed Chafik.
He is President of the Civil Aviation Hirh Council ?n»v ir nuch canacity
controls ALL civil aviation activities.
He appoints and controls the Director General of Civil Avj^tion as well as
•the Director of the Civil Aero Club which is the only aoprovei flying
school in Iran.The present director of the Civil Aero Club is a Colonel
Jahambahni who is nl30 o fellow ctockholder in AIRVAX] Co.
All this is in direct violation of the Iranian, Law <vMch r.tetes that no
Government officii? shall own shares in: or n.-rticir-.te c» r-n official of;
346
•Kfr. Raymond A* Hare
Cont.
( TWO )
Today General Amir Khatami controls ALL
and Commercial.
aviation in Iran; Military,Civil
Row by these harassing tactics hs is attempting to take over the contracts
of a r Iranian Company ( HELO CORP.) as well as the Franchises of my two
American Companys,who represent Csssna Aircraft and Bell Helicopters among
others in Iran*
What ar* General Khatamis* future intentions?
R s is today the number two in power in Iran. How long will he be content
with the number two position?
Having flown His Majesty the Shah several times I w a s and aa; quits
impressed with his sincere desire to improve tho standard of living of his
psopls and with his ability as a leader. The question arises in a y wind
is he harboring another Mosadech?
I t might be a question worth passing on to one of your fact finding agency*.
I aa snelosing some copys of correspondence which are self explanatory.
I will be coming to the United States on the 29th. of August and w i l l
bring ths complete file of this oass with a s and will make it available to
you*
X w i l l first visit Gsssna Aircraft C o . in Wichita,Kansas then Bell Hell-lcopter* in Fort W o r t h , Texas and should be in Washington about ths
sseond week in S e p t . If you could find ths tims to sss me thsn I would
greatly appreciate i t , I do bslieve that sous of ths information whioh I
haws w i l l be of great interest to y o u .
W i U l a a F . French
Managing Direotor
347
.../ts s T ^ c r i n c ?
1.
The I m p e r i a l
ir.T^n;.!..
Iranian
3 . The A v i a t i o n S e c t i o n o f
The A v i a t i o n
section
-ji
> HAK TS
w w *
Air i'orce
The A v i p t i o r : S e c t i o n c f
4.
7;
the Ir.peria!
xrnnirjj
Arry
t h e I m p e r t R i I r a n i a n tf endfl.rwfrTi*
o f SAVXC ( S e c r e t
?olice
},
civil.
1 . C i v i l A v i a t i o n High
Council'
2 . The C i v i l A v i a t i o n D e p t .
is
supposedly under the Ministry of
3. Seaded by t h e D i r e c t o r General o f C i v i l
Hoads
Aviation
CIVIL AVIATION COJCPANYS
1* I r a n R a t i o n a l
Airlines
Airtaxi
3.
Reli-Taxi
4. C i v i l
Aero Club
5 . The A v i a t i o n s e c t i o n o f
the Dept.
of
Aitriculture
GK5XRAX AKIH KHATAMI KOJtCISBS DIRECT AJTD POSITIVE CONTROL OP ALL CF THU
| ABCVS ORGAJflZATTWJT BY P/RAHS OPt
HI LI TAR Y
1 . Commanding G e n e r a l o f t h e I m p e r i a l I r a n i a n A i r
Force
2 . 3 . ft 4 . ABOYK r
By u s i n g h i s p o s i t i o n a s Commanding G e n e r a l o f t h e I m p e r i a l I r a n i a n A i r
P a r a e a n d a s B r o t h e r - i n - l a * t o t h e Shah h e h a s , a f t e r a l o n g r>ebinr. t h e
> s c e n e s p o w e r f i g h t s u c c e e d * * i n h a v i n g A i r f o r c e O f f i c e r s un<it>r b i s
1 d i r e c t c o n t r o l p l a c e d i s COMKAJ!]) o f a l l o f t h e s e i v i a t i o n s e c t i o n s .
: Thift g i v « s him a d e c i d e d and p o w e r f u l a d v a n t a g e i n e f f e c t i v e l y c o n t r o l l i n g
all" of the m i l i t a r y f o r c e s within Iran.
S h o u l d h i e l o y a l t y t o t h e Shah e v e r c h a n g e f o r a n y r e a s o n ,
i a d s e d b e , a d a n g e r o u s and p o w e r f u l p r o t a g o n i s t .
he i s and would
CIVIL
1 . G e n e r a l K h a t a m i i s p r e e i d e r t o f t h e C i v i l A v i a t i o r . ' KSrh C
i 1.
t h i s Council which c o n t r o l s a l l Aviation e c t i v i t j * : *
.: 1 y\ \ c-.z
c o « * t * r c i » I n a t u r e £j>cs,r»r> l a i r Ehat*jr.22* 2 h e C i v i l A v i e t i c - a Th.ror'SaaenT it? -ird^; 1- •.<:• ^ i n i f i ' - y
.' r.w.dr
Jin-; rvdf'-" rvr
'-c-ir-i; - f-r-n-.
t r.f
n?.. . . ..••
; --: •• .
.
348
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:
iru.'M. o f
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x
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Fic'bfir-i S f . M ' U S ^ r /
f h s tsor'. r&ot r . c g o t j r . r .
t h » tru*,- t - i c t u x * t h e f ^ t v " ie: t n *
.
t ir
•«
*i
^ l i.-.
•
-
v.p*
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. *
t ;•*
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•.•>•.
.
'• •
.
i T "' - ' "** "
•, * •
' *".» ' •
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^
«• *
.;«
Zo-zry^r ?
r-1 • - . ' - v
r
* *
.i.
T-O
JS-
K+t
•-.en
Hell
'
' u.j . •
Tnxi
if-.ii
M
{Josnoajor
E e l i - t s ' x i i a & truppep.cft-y
C o . > v * - h ag*>i-n I h a t a s t f . •
Cr- r>-5jr*g " • - c *
taolfierv beki&d t h e ' ' I t
i e i n ' f ! ^ e«rr.*<i
"bv B r i * -tr'- ^ ^ I c v n t n r .
B r i t i s h A r i a t i o r ; * b ¥ r r % 0 t « « . Kr A l l e n B r i e t o * l e i x e t e * * *
d i r e c t o r of
.
( l i : ^ ^ o c a t m ^ r t o I r w x ^ r . lctff ^--i
r ^n^.-s
s
aria-tier, eo,
Ir«.r»ifer.
r ^ r c i r l * t-'
^c.:-^":b«*
R b e r i l y t c rT-c^si: I M n c ^ n - i . ^ t c i - , i t e i r i ^ r v ,
r - T I i e t i T . l r ^ i n ' tJ:*
a i a c c^v®
sag tone re f o r
crh»rirV "?e"ll t h e e u a t o r
tt.ur
•'iHT ^ . ' r c r t v f t r..r a e l k c o r ^ o v ^ ,
v.^*
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nc.? ••KI-V. \fii-r. ; 4
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-
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iirrx
Aro^b;, »?i;-t ;
e r ^ f • sat?.**erases:
cyt>.vf„- R ^ ; X s X . . U r Arbc
A-satiK1. r e
.. 'rj
(lr;
rr^
i.2 r ; ^ " v : - - ^ f v
r- -ft
Md^c t v v i q f i e r c e i f e l
•
't-
hrj*
^Hr/ *.
•. ••. • < r v.'^l'liv*
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349
<%)
We have letters from several f nreign f ~ms eVitinr, that •:
w^ulrt \ ik* tc
have ua "bid their requirements for airr.raft;/kalic;pte.ro if
w* o M a ; ^
these rights. Their reasons .for wanting us whsoh they did not put in writ ing is that we can offer a hotter service at a w>re r e e e • • < r-rice. . A5ao
the fact that I porscns&ly the appointed IJS *n.ieral Avifttinn 15raa.ir.icr for
power plant and airframe licensee, plus holding i:n inspo^tior m t h o r x w a t i o n
license they know the operation will bo conducted in aocor'ar c* t« OD^
PAA
standard* in all respects.. 'Mr Arbabi Director General of Iranian CivM ivi«-.~
ticn stated to us that Iran welcomed this type of 'foreign investment, and the
Iranian Civil aviation act was for the encouragement of eviatior •'cosnpaniej* cr,
a nonHBonopolisttio be.eis, and that: healthy competition wivu^d r««rj."!r in stronger, safer and more modern aviation industry within the country.
The Director General of Iran Civil Aviation Mr Houshang Arb*:bi has under the
orders of General Khatami refused our Iranian Company, Halo* Corp the righ'
to operate our own aircraft, a Cessna 180 carrying our owr Company paracrine 1,
or supplies, or surveying personnel of our Prime contractors, or'personnel
who we are trying to get interested in developing the electrification of Iras
and pipeline routing and surveying projects. Our firm 6igrc& u contract--with
the Iranian Management and Xngineeriag Group Ltd
who are the cor. truster Consultants to the Iranian Government for designing and routing cf th- 3iginch Gasline vrhich. will be built going to Russia.
ha* the rights to import Just about anything that is required ir. order to get t v i 0 -job completed
a s soon as possible. Helo, our firm contracted to supply CJT Surveying aircraft on a lease basis and we would furnish our pilot to show the IMSJ surveying engineers the shortest route and »oet practical route for the gaeline* -Wc
leased our Cessna in good faith thinking we were helping the Iranian Gorerr.~
msnt, plus with hopes of getting sorao of the afcorter off shoots of the
line to construct when the line wae to be built. We also spent $60^000* for
a Beaver aircraft wbich w a s to be leased directly to IM3&, a»id the rilrt/wecn
would be B U G S ' own personnel. The same type of lease (wot cr dry) is U3*'d
through-out the world. Iran n a t i o n a l a i r l i n e s uset* it in connection with the
Sod^cg 727 they have operating. We use a wet leaeo **ith a Helicopter we have
on laase to Geotronic* and American company. Our Beaver contract now h?s beeoanoelletf which is a loss of roughly #210,000. in leaea f e w over a
month
period.
Our Cessna 180 W7751AY whiqh is our A»«rican firm, Ayiaticr; ZtevelopE^nt Corsultants, Xnc.„ foreign investment portion cf the liele Bnuipment,
leased!
to Helo, SA on 10 September 1965. Aviation Development Consultcjtts. Inc*.
purchased t&As aircraft qua 13 September I S f o r thio specific wurv
k
photo copy of this was given to Kr Arbcbi's office, aleo a copy, of our
Vcrtrue agreement oetween Helo end ADC, Ino- *e nieo wrote .a letter "&o fc*.
Arbabi
office and sent it to him stating we wese going tc vine ear a5*crais
for it« fivwf flight about 22 September to K t i m t c
mu-*ey
w a t e y ci
line pr^j.tc*. We rmde the flight fil.fct a flight plan* We did not get ar,
answer fro» our letter
everything was okay. Ve also ae^uned the
uee of our aircraft for the Gas line routing survey waa efcay for it
cfcly
needed fer a threw waek period or so. General Khatttal brougtS ur^eeure to bar
on K r ftrbfcbi by stopping our flights or. 18 March
Howgvsiv 'Airtrai Co
then »t#irt«d flying I^TNJ personnel, but the trvrrejing had to b* do*e ^ron
the grcun* "shsji hscauft* the aircraft /vrta*A vat-i
r.< t *ly low
sic*
through the »<rm;tuii.:-v The whrJe eorcnpi cf
::<•;..blotto when one cannct
. :r
-
350
(2)
On 12 April 1$6& Mr Arbabi called me by telephone and asked xoe to oor»e to
feee hiK.. this I did on 16 April 1966, at which time-Mr Arbabi t<ild r.e ^hat
flying our Cessna 180 Aircraft was wron* for the JfSGA office had not given
us permission, at_which time I showed him a copy of our letter to him dated
11 September 196?, He said he did not receive it so we could not fly until
SQt permission. I wrote him the following letter of 16 April 1966, seeing he asked to have it written to him* I asked when oan w e get permission
and he said in a few days eeeing we again applied for penalesion in the 16
April 1966 letter. I gare him the log books in good faith so he Could see
where we had flown since we purchased the aircraft 13 September 1965. Only
flew roughly 60 odd hours.
On returning to Teheran on Ptm American Airlinee flight on 19 May 1966, I
w a s refused to reenter Iran with valid US "Passport and visa* American Imbasas
duty officer also oould not get m e into Iran. I returned to l & M * and have
been hero ever sinoe. Only on 13 August 1966 through the good services and
efforts of the Amerloan KmDasoy In Teheran ftr Hiohola* 0 . nutoher* the Miniate?
Counselor obtained information from General Khatami that he Is pressing the
charres against myself of Articles 26, 27 and 34 and 35 and I wist now face
oirll cmlto by the Iranian Government*
In the mesa time my businesses have almost bees bankrupted, the necessary
•pare, aire raft and engine parts for the U P supplied aircraft ere delayed for
I OJB not In Iran te put up the n e e — e l m j bond9 and guarantees* I have' been
separated from my family fcotr for three month*. The letter I wrote M r Arbabi
and giving the log hooks of our alroraft to him In good faith has now been
used; against m e .
Is addition to this m y Amerioan Pllet/feechanlc Martin Smith, whn I k flvingour leaeed helicopter under Oeotroniee righto on the US Anpy Map Service
Contract ereahed and was burned to death on 23 August 1966. With problems
of getting hie family sent back to the States, body r e m o l d from Iran,, the
nerres of my family are being strained beyond the breaking point. In addition General Khatami will now use this aooident to another advantage by saying you see there shouldn't ho any foreign regletered aircraft and helioepter
operating In Iran. The reason for the crash Is not known yet! Thie helieoptor wao leased from our other Amerioan Company, International Helicopter Cor.«tal**E*e, Ino., of Delaware* to Geotronics, Division of Teledyne, Monrovia,Ce
The Cessna Alroraft Company's policy Is that each of the representatives- In
the world should hare a hangar and maintenance facility in order to be able
to repair Cessna alroraft and etoek epa-res. *o det® by preventing our firm
establishing this facility we cannct support the 60 odd Cessna's given the
Iranian Government by U S A which w e pay taxes- f e r . General Khatami has thrcu*:
keepfcsg me out of Iran, put pressure to bare on Cecnna on chimtflnj? represente W w a or trying to. Letters* are ®ow pouring Into Cessna
for support
io I n n * fhey tfeneml Xhatsal and Oompany, have e u e c e ^ e d In f o r c l ^ 35. Govtr&xent to renew th* U & 3 aftftes effort, instead of cur ocaapanies selling iter^r
on eetaserolal
basis to the Iranian Army and t'tendareerl. The U S Ar&ty eopy of
9
Gesterel A#h fr letter to myself and Col Peeks's.
4.
O i r l l f l y i n g CXrb
i'he C i v i l
P l y i n g o l u b i s n e w h e a d e d by o n e ; C o l o n i a l JaHfueuMOini whr w a s
wu»a**r and running t h e Air t a x i C o . , H e
Khstsiii
msawsaer.
Col ha9 boar
r-?
"
fersaej
by Gen
• irj% i e
351
Kr. Ears with all duo rtspset I submit that o u r oountry has g i w s n aoro « n s
two Billion Dollars to tho oountry of Iran. Vo bars www* tho proooat O o r o r
asnt f m take owor by ths Communists. Both thotfnltsdStatss and Xrsn har?
snsouiugod Aasrican f o r s i g n inrsstors, to hslp Asrslops tho soonomy of Iras*
Zo this ths troataant that all Aasrioaa investors ean rrsntually WKpsotf X
will sontinus with all ths local a s a n s at wy disposal to wotsot wj rights
and ay inrsstmsnta. but bailors mo Br. Saro I nssd hslp. C a n y o u f
ttMf la uhy I ooggusts* to Prosidsnt Johnson aa* Kr tusk cutting IIP and
aid tott&oIranian Alrftafl* until at auh tias ws aw American ooapanlso who
try to ooaply with thslranian laws hare ogual ehanoss and aro abls to wapfort 1fc* Aasrioan maaafueturorw thsy represent.
Zf thowo sharges that f*aoral Khataal is pushing aro wot
}f
Urn M M M a a t our buslaoss 4a* loot. lumber ems seeing Z did giwo Kr Artafci
tho information ho requested in good faith. tho Oonsral intends to ywsh thsor
olata** Iron tho oourto in Zraa aro bought so what ohanss doso oa# haww of
a fair f<iU Aftor ward* they will not allow so to got ay raoldsaoo ponsit
; aon*
n*
vonowodL oard k m p a i for tzwds9 aor woifc permit. what ohaaoo thoa haw
_
o faoility
owor gottiaf
tho hangar and maintenance
facility at
at tho
tho airport
airport to
to auppor
airport;
•paroo aad thoTOIff given equipment*.
X suggest a high lovwl aootlag with tho Iranian Aataoaador insisting on ths ,
dropping of thsso ohfl?g#m had tho rwlsaso of our Ooaaaa 180 whlAh tho SvaalaP
Airfares H f taksn over. I roportod ths alxwzuft aaatolsa for it waw ynle(
M Koittahad airport locked, brakes owl, ohalkod
aadtied
tieddown*
down* fhsy ten*
Jcod aad
IntolAuad aoved it ta a Mja^Tnil Xookod it
" upw Vith this astlom of thw
. __
if aalloo f M K U o o a hasa taksn
k o a plaos.
plaoo.V o hawo nsrsr b o o n
toZA jtffloal|jr by any Iranian Government Agency it was itepoundod only tfcfww£?
our tnowraaso lavfotlafctoro has this information ho found oat, Kr Ax*abl onl
W U j a wo couldn't fly It sntil vo grfpozalooloa, aad wo rsappllsd for it
iatIM lottor. why lo Khatami B a k i n g t h i s oauplo now trying to " "
loo os hlo oan havo all tho buolaosm. Z don't understand
tetftlom. 1* aooA top olds holy please!
http://fraser.stlouisfed.org/
23-554 O - 78 - 23
Federal Reserve Bank of St. Louis
Sincerely youro». J
Williaa 1. yrsnoh
Kanaging Mrector
352
~
f
Vl o .
(INTERNATIONAL)
AVIATION DEVELOPMENT CONSULTANTS INC.
UiJJI'ST
0
i M «. MAiwcr «r.
MAI L R O O K . AMERICAN EMBASSY BEIRUT, LKBAJTON
'
'
August 24,1966
M r . Raymond A . Hare
Assistant Secretary for n e a r B a s t e m and South Asian Affairs
T h e W h i t e House
Washington, D . C •
S e a r M r . Hares
Thank you for your letter of August 16th. Please convey m y m o s t sincere
appreciation to M r . P o p p l e for h i s recommendation and assistance.
I n reading your letter it is apparent that you are a w a r e of m o s t of the
facts,which I find most gratifying.
Briefly the situation a s I see i t 1st General K h a t a m i is using his position
to control ALL AVIATION in I r a n .
T h i s includes having control of the Aviation sections of the Army and the
Gendarmerie,as w e l l ae a l l flight training both military and civilian a s
w e l l a s the Government A i r l i n e . Being the Commanding General of the Imperial
Iranian A i r Force he naturally controls their training and operations.
H e ia ma,lor stockholder in AIRTAXI the only approved fixed w i n g charter
company in I r a n .
He is a stockholder ( But not of record ) in H5LI TAXI a helicopter charter
company owned 66^ by Brietow Helicopters of England( which is contrary to
Iranian law ) a s Heli Taxi is supposedly an Iranian C o m p a n y .
H e is Board Chairman of Iran National Airlines which in m y opinion and
othere,illegally confiecated two other Iranian carriers to form this
nationalized Airline. Iranian Airways owned by Reza Afshar and Pereian
A i r Services owned by M r . Ahmed Chafik«
He is Preeident of the Civil Aviation High Council and in euch capacity
controls A L L civil aviation activities.
He appoints and controls the Director General of C i v i l Aviation ae w e l l a s
the Director of the Civil Aero Club which is the only approved flying
school in Iran.The present director of the Civil Aero Club is a Colonel
Jahambahnl who is also a fellow rtockhclder in AIRTAXI C o .
A l l this is in direct violation of the Iranian Law which states that no
•Toverrrent of'icisl stall own stares in; or participate «s an official of;
?.rv rmrlic or private enterprise.
353
A
—r
nd.
.
yfir«*
;
, ...
^
Atrir
*
' o n t r o l s ALL
aviation
in Iran;
Milit^rytC<vi.]
ow
thrgie haracsi)./ . V , C 9 5 5
f a..~7 Iranian Coannnv r Ur
*
attempting'to- take over the contract*
jreririoan Company®'who
>4> CORP.) a9 well as the Franchises of my two
•thers-rs
in
Iran.
"
*
e
n
t
Cessna
Aircraft and Bell Helicopters &s»en*
f h a i r G e n e r a l Khatai,.^.
future intentions?
fe
tcday the number
fitft ^ the number two ni.*,;,
power in Iran. How long will he be content
'''•on?
^ a v t : ? ^ flown His W a j s u u ,
s h a h
*
several tines 1 was and an; quits
jjOTj-^xvessed with his ii uu
with his shi TT* desire to improve the standard of living of his
ig
harboring another
as a, leader. The question arises in m y mind
"ftsadech?
It/2?«l«bt be a quetetior, * th passing on to one of your fact finding agencys.
I aar® enclosing some c ,»
o f
fU
j ^ i l l be coming to thl»
? 1 correspondence which are self explanatory.
,/r
^ i g the complete fiill h T » ted States on the 29th. of August and will
br±
yo&i'
this case with me and will make it available to
! w*ill first visit C e H * . 1
-idX>pters
in Fort Wort f Aircraft C o . in Wichita .Kansas then 30.11 Hellnd
eed<*
in Sept, i J ' ^ x a s and should be in Washington about the
-y^gttly appreciate it »
could find the time to see me then I would
will be of great,';
believe that some of the informntion which I
"Hftrest to y o u .
Sincerely yours
William F . French
Managing Director
354
(2)
.lOT STRUCTURE 0? INTERNAL AVIATION IN IRAN IS CONSTITUTED AS FOLLOWS
MILITARY
1,
The I m p e r i a l
Iranian Air
Force
The Arlation Seetlon of the Imperial Iranian Army
3 . The AriatIon Section of the Imperial Iranian Gendarmerie
4* The Ariatlon eeetlon of 8AV*5 ( Secret Polios ) .
CIVIL
1 . CiTll Arlation High Council
2 . The CiTll Arlation D e p t . la supposedly under the Ministry of load*
3 . Moaded h y the Dlreotor General of Clrll Arlation
C I V I L AVIATION_COMPANYS
1 . Iran national Airlines
2* Airtaad
3 . Hell-Taxi
4* Oirll Aero Club
3 . * h s Arlation section of the D e p t . of Agriculture
•
i
GMIKRJCL AMIR KHATAMI X K B I C I S B DI1MCT A I D P O S I T I V E COKTROL OF ALL OF THE
ABOVE O R C A V I l A f M * BY MEANS CVs
MILITAKY
C o — n fling General of the Xapsrlal Iranian A i r Force
2.
3 . ft 4 . ABOVE t
B y using his position a s C a — n d l n g General of the Imperial Iranian Air
wmtso and as Brother-in-law to the Shah M s has,after a long behind the
seenss power fight sue seeded in baring Air Feroe Officers under h i s
d l M t oontrol place* la C O N U M Y of a l l of these Arlation sections.
T h i # glres him a decided and powerful adrantage in effectirely controllingall'of the military forces within Iran*
feottld h i s loyalty to the Shah erer ehangs for any reason, he is and would
indssd
dangerous aaA powerful prets*sniet.
Civil
,
1 . General Khatami i s president o f the Clrll Arlation H i g h Council,
ffcls Council which controls all Arlation actlritlos of a clrll and
ccOHMrolal nature does, as Amir Khatami Directs.
2* The Clrll Arlation Department is under t h e Ministry o f floeds f o r
adainlstorttvarnftd budget p u r p o s e s o n l y t G - n e r a 1 Khatami Ibr virtue c f
b e i n g p r e s i d e n t c f the C l r l l Ariatica h l g n uouncil tells the
of
Clrll Arl.tion what ho
will
and what he % wlll
r*t
Dlraotediw
355
.1
Vif
,4H
• <*<y r.
rr. •
..
a"
"-v.
". r . *
t^&tfiXiX.
vi.-;
I.
•• •
Iran
v^c/rial Air*. •.
6 « ; . Khata®:* i * b o a r d ' C h « i r w i r . o f Tr -.p ffatlona'2 A tr~- n w
e x e r c i e e e r h e o l u t e c o n t r o l b y v i r t u e of pi!Oi?~r* t h *
A i r M r e v i t h A i r / a r e a G c n e r uf*
er M * direct
..
a d P a n A n e r l o a r . A i r l i n e s c o n r r * o t i s »:
anfc « r
c o n c e a l tfce r e a l p o w e r i n a y opinio;-.? i f y o u f . w
th
• R o b e r t B e l l (C3VC) o f P a n A m e r i c a
4 U v a y c 1*:- Sew Vxr*.
the contract ntgotlatior.fi with i r t o r
Paa~Ae
• " ..«
t h e t r u e p i c t u r e - tfs may n o t
fco
m y anything
•
the truth i s the truth.
*
of
=-«v r-j . rn
. «
'<:•
fcvw.
r-'••«•
'
Air. ?asi Company
General Khatami l e r.
j c r istooic^o ia»r *«:. ti.if, v03.rr.i.T
; c
be had hie name and Ccl #*hambahr.i's n«?-. r<rmore4 fror th* cwners
Rr* 2ar.Aac.eh t h e M a n a g i n g D i r e c t o r o f - Air' 2esri 'i® r-o t h i n g b V . «
pulling- the springe<
f h i s l a - cwwjon
• a i r i l y oher^«d o u t *
K h a t i o t i ar.d C o . u s e i n - i ^ i / U i o n a n d e c e r o J o n wiier d e e l i r ? ^ ~
bujjineae
b o t h loer.lfajAd f o r e i g n , t o s a k e s u r e t h * t t h e 7
w i t h T r a n a l r , Air Ta»i or H e l i
Hell
~rec?r-i.'
ar /. lr,
wo a t
o<- -
Company
Hell-taxi la a supposedly Iranian C o . with again Ehstaal an<S Or being s s o c k & old era behind the scenes* It is in fact owned 6 ft by ' Vristn*- Helicopter
and British Aviation Interest*.. M r Allen Brlstov le H a t e d a? Managing
Director of Ktli-Taxl. (thia le contrary to Iranian lew w M a b etatte tr.et
any arlation e o , suet ht 51j> Iranian Owned*.) t h e r*eer$w w! U ondoubtedly
he changed: ahortly tc conceal thle oreraight on their pari. B u t t b e facta* ;
rill atili remain the eane.
G e n e r a l X h a t a o l a l e e o e e e A i r P o r o e G » n e r « J » ( I n TTnifor*;
O f c l l nj;
epectire euetomere f o r l i . * ?aoi and H e ' i i - T a x i .
V C
others) tell the eu*xvvz? t h a t they uee Their Socrp&jye or
no\>
any alroraft or helicopter*,
Ceprr-N was * riker eoup^re.t t^ Th**..
Our legally c o n a t i t o t e d Iranian Scope:;.? -'Helo, C'crp> wtich
fc.re.ed ^ U r
firet talking with
Arbabi wi^t »ter" to take to eetaolis;? a ^ w e u s .
c r a f t a a l n t e ^ a n c e an^ epare *to~k ®upT>oK for the
-u
i m d e r S T KAP*
Mr Arba'ci s t a t e d we
fo*»
t x ^ n l i ^ n C,ypij>«*y tc.
ly
«5.th the Iranian Civil Avi*tic» Aet, arA the hanger el^att and
rating rights
*ou!d he
proVtwt,
woulu h e l i e o p W r cperatlii*;
t o .\l»so ourex the
teehnioal «eint«na.nf?e pem«.wftel
te nu?j?cri
•
-lovv^or .Prane!dm-- o^eratir^- righvv
•
by
^.-.' -".v. .
-i
'
trole the high council of Oarii.
•• i::-' -' :' vr r«r
eee that wo could operate nto n^yi
icopter?: -tf' '
i'
•»
' of groew, but that
nerer
^^•crat'i.n^
.-: V-«
356
ft hart letters from several foreign f Iras otating that they would like to
have us hid their rsquirements for aircraffefoHooptsrs if and whan we obtain
these rights* Their reasons for wanting aa w£ich they did not put in writing is that we oan offer a bettor service at a aore reasonable pries. Also
ths fact that I psrsona&ly ths appointed U S Federal Aviation Bxaminier for
ower plant and airframe lioenses. plus holding an inspection authorisation
icense thoy know tho operation will bo oondueted in aocordanoe to our TJS FAA*
standard* in all respects* Kr Arbabi Director General of Iranian Civil Aviation stated to us that Iran welcomed this typs of forslgn investment, and tho
Iranian Civil aviation aot was for ths snoouragomsnt o f aviation oompanlss on
a non-monopoliatio basis 9 aad that hsalthy competition would result in strongor 9 safor and aors a o d e m aviation Industry within ths country.
?
The Director General of Iran Civil Aviation K r Houshang Arbabi hao under tho
orders of Gsnsral Khatami refused our Iranian Company, Helo, Oorp the right
to sperats our own airoraft, a Cessna 190 oarrylng our own Company psrsonnsl,
or suppliss. or ourvoying poroonnol of our Prime oontraotor*. or personnel
who vo aro trying to get intorootod in dovoloplng ths olsotrlfloatlon o f Iran
and nipslins routing and sttrvsylng projects. Our firm signed a oontract with
ths Iranian Kanagement and Inginesring Group Ltd ( I X V ) who are the contractor Consultants to tho Iranian Government for designing- and routing of ths Big*
lash Oaolino which will be built going to Kuasla. D O G has the rights to import Just about anything that lo rsqulrod in ordsr to got thlo job oompletod
a w soon as posalbls. Holo* our fira oontraotod to oupply our Surveying airoraft on a loaao basis aad wo would furnish our pilot to show ths I u F surroying engineer* ths ohortoot routs and most praetloal route for the gaslins. Vo
leaeed our Cessna in good faith thinking vs were helping ths Iranian Govsrnasnt, plus with hopos of gottlag soms of the shortsr off shooto of tho gamline to ooaotruot when tho line was to be
built, fo aloo spent #60,.000. for
!
a Boavor aircraft whioh w a s to bo lo^ood directly to T M M * and tho pils*/4tech
would bo XKBGff own poroonnol* Tho oaao typo of loaao (wox or dry) lo use*
through-out tho world, Iran National airlines uses it in ooxmectloa with the
B t f U g 727 thoy havO operating* f o uoo a Wft loaao with a Helicopter w o havs
oa 10*90 to Gsotronlo* and Aaorloan company. Our Boavor oontract now hao beer
oanoollod whioh ia a loo* of r o u g h l y l 2 1 0 9 0 0 0 . In loaao fee* ovsr a 50 month
porlod*
Our Ooaona ISO JI775Uf9 whioh lo our Amsrlcan firm, Aviation Dovolopaont Consul touts, Ino. ^ forslgn lnvestmsnt portion of the Ksls Bbuipmsnt, was leased
to Kolo 9 SA on 10 Soptsabor 19d5« Awlation Dsvolopasnt Consultants, Ino*.
pwmehased % i s airoraft am 13 aspOsmbor 1969
for this spec if io surveys, A
f
phots espy of this was given to a r Artabi a office, aloo a copy of our joint
Tsntrue9 agreement between Solo and ADO* Xao» Vo alao wrote a letter to K r .
Arbabi o offlow and aont it t o h i m stating wo wars going to uso our affroraft
for its flam* flight about 22 September to KMgaaflNfcaw to surrsy a water oi
11ns prwjaot, V o aado the flight fllftd a flight plan* Vo did not get an
aaomsr from oor lottor and assaasd sverything was okay. Vo aloo aoouaod tho
* * * * * war airoraft for tho Gas lino routing survey ma* okay for It w a * oflOy
needed for a throo wosk period or oo. Gomoral Xhataai brougtt proosurs to bar
£ • r Artabi W otofaing oor flights oa 18 Maroh 1966* Howfver* Airtaxi 0 *
w o n otartod flying X w porooaaol. but tho ourvoying had to bo doao froa
ths grwond thoa bscaufo ths airoraft Airtaxi used ooult not fly low sad alow
through tho aoontaino. Tho thiols oonoopt of Foreign Investment is rather
rftdloulou* when one oannot have support in thlo field.
357
(5)
On 12 April 1966 M r Arbabi called we by t e l e p h o n e ard Aaire-S ice t > eor?e» tease bin.. This I did on 16 Aprl 1 1966, 1 which time Mr Arh«bi t.v ^
*fc*
flying cur Cessna 180 Aircraft was wrong for the 3JGCA office had no* .giv«r.
us permission, atjrhich tine I showed him a copy cf our letter to him &at«
11 September 1968* He said he did not receive it so we Could nob fly u n t v
w e got permission. I wrote him the following letter of 16 April 1366, seeing he ssked to have it written to him*. I asked when can we get pe.rclsclc
and he said in a few days seeing we again applied for permission in the
April 1966 letter. I gave hin the log books in good faith so hs ifcuM sss
where we had flown s3 nee. we purchased the aircraft 13 September 19t>$. O n l y
. flsw roughly 60 odd hours*
On returning to Teheran on Pan American Airlines flight en 19 M a y 1966, I
w a s refused to reenter Iran with valid U S Passport and visa. American fia>a
duty officer aloo oould not get m o into Iran. I returned to MMRt-.aad.hovr
been hero ever sines. Only on 13 August 1966 through the wood services an?
efforts of the Aaerioan Embassy in Teheran M r HlcholAe 6 . T h a c h e r th* fcinir?
Counsel or obtained information froa donors! Khatami that he is presoisg the
ofcargos againist ayeslf of Articles 26, 21 and 34 and 39 and I «mrt new face
oivil suits b y the Iranian Oovsrnaont..
In ths msan time ay businesses have almost been bankrupted, the necessary
cpare airoraft and engine parta for tho M P s u p p l i e d * ire raft are delayed
I am not in Iran to put up the nsOoaaary bond® and guarantee*. I have bees
separated froa ny family mow for thro* months* Ths letter I wrote M r Arbabi
and giving the log books of our airoraft to him In good faith has new b#er
used against m s .
In addition to this m y American Fllot^Pechanie Martin Smith, who t». flying
our leased helicopter under Geotronics rights on the U S Anpiy Map Jerries
Contract orashed and was burned to death on 23 August 19*6. With problem*
of getting his family sent back to the States, body removed from Ires,- the
nerves of m y family are being strained beyond the breaking point. In addition General Khatami will now use this aooident to another advantage by saying you sse there shouldn't bs any forslgn registered airoraft and helicopto:
operating in Iren. Ths reason for ths crash is not known yet! This helicopter was leased froa our other Amsrlcan Company, International Heli coy. t»r 0*vo u l M a & o , Inc., of Delaware^ to Oeotronics, Division of Teledyne, Monrovia.
T h o Cessna Airoraft Company's policy lo that each of the representatives in
the world should have a hangar and maintenance facility in order to be tbl*
to repair Cessna airoraft and stook spares. To date by preventing ?ur fir*
sotsbllshlng this facility we cannct support the 60 odd Ceaan&'s g-lv«n the
Iranian Government by UtJL whioh we pay taxes f o r . General Khat&al hac
kooptag me out of Iran, put pressurs to bare on Cecsna on changing r*pr«*er.fatlvoo or trying to. Letters are now pouring into Cessna taking rcr supper*
la Iran. They Osneral Khatami and Company, have suscsed** i n forcing US (?rv
oramsnt to ronoo tho M m S&ftes effort, instsad of our companies sailing
on soaaorolal basis fo the Iranian Arsy and Gsndarmorl. Th« t S Ar*y a*??
•smeral Ash's letter to mysslf and Col Feeke's.
4.
Civil Flying Clpb
Ths Oivil Flying club is now headed by onej Colonel JahAmbshhi whe
fsrra^
manager and running the Air tavi C o . , H e has re?enxl> beer erpointcd by Set*,
eral Shetani a w «an*ger. *h« Col hao bes? to c h i r "
, -- - . USA' as wsTJ mm
- • ••
358
fcr.
) .'as r ^ v ? * * ? T s u i a r ; t tn*:* vsi s a t u v i T y hn* £ i v e r .
than
two - B i l l i o n T K I l a r e '
the
<;£ I.M7U
Ws
« r r * & ' r.: r r s j M S *
s e n t from t a k e ovwr
'ih*
not), t h r -3r.U*d S t a t * * unc X t ^ . h a v e
e n t c u r f i g e d Aaeriettr. f o r e i g n
U r ^ , tw h»*p-JLe^olu-ttf t h e e t c ^ c a y o f r r a n .
I * thi#« t h e t r e a t m e n t
a l l A ^ ^ ^ t ^ w i inT*>»i",ei\v
wtpeclft. I
w i l l costing* v v t h a l l the
» t ' *<?
t. p r o j e c t » T r i g h t . *
a n d in- i n v e s t m e n t s b v * b * I i * v « *.* t ? r . R a r e - 1
iu ! ^
ia why 1 suggested to
id*nt johnsc*
a i d to the Iranian i i r r # o £ 0 untlS
» t utoii;
statin*; H x ? ard HAS:
r? /w-iouii
try to coftply with the Iny&**ri 3aw* have - 43.ua 1 m^ui-*
port t h e American manufeottsrero tk*y r ^ p r w w s .
cwcp&iiite
c.r* etln fee
Z f t h e s e © b ^ r g o s - v f ^ x G a c e r v . Xh«.v&3i i s p u s h i n g * r » n o t d r o p p e d
i a n gsrsffament cut fcueiaese 4 m
by t h e
who
Iran-
Number one seeing 1 did g i r o Mr ArbttV;
t h e i R f o r n a t l c n he requested t» good f a i t h , the General i n t e n d * t o push the*:
e l t l m s * . Siren t h e c o u r t * ir Irac. a r e b o u g h t 0 0 w h a t c h t n o * d e « # o n a h a r e o f
a fair
A f t e r re.rd«
w i l l n o t a l l o w m e t o g e t my r e e i d e n e e p e r m i t
jmaewsfc. o a r d Veiar&uril f o r t r a d e , a o r work p e r m i t , t h a t c h a n c e t h a n h a * o n
e r e r g e t t i n g t h e h a n g a r and maintenance f a c i l i t y a t t h e a i r p o r t t o s u p p o r t
• p a r e s a n d t h e tJS M A P g i v e n e q u i p m e n t .
Z suggest a high level meeting with the Iranian Ambassador insisting on the
dropping of thee* ehftrge* and the reltaee of our Oosana 160 vhich the I r a n la
Airforce h a s taken ever. X reported the airozmft i t stolen for it w a s yazfce
a t Itarfcatad airport looked, bxmkee swt v chalked and tied d o w n . Shsy b r o k s
Intott- s a d m o v e d it te a Kmifge and looked it u p . tflth.thla aotlon of t h r
W l f l i u H whs knows if nallts practises has taken place. T e hare never bean
told «*ffieally by era Ir&nlnr. Government Agency It was Sttpour.ded only thTour
our l&suranoe I n w w e t i A t o r s has thia Information he fovoS o u t .
Arbabi 0:1
told^ue w o couldn't fly it until we £C* pestles icn, and we reapplied for it X
A n t r a 1666 letter* why le Khatami making this example
trying: to banfcrupx
our acmpanles so his oan hare all th« business. I lon't understand this
t e d t i o n . r e need? top side help pleaee!
Sincerely yours,.
W i J l i a m Hv F r e n c h
X&naglag - S I r e c t o r
/f
359
AVIATION
DEVELOPEMENT
CONSULTANTS
123 S O U T H MARKET STREET
WICHITA KANSAS
TEHRAN FICUO OFFICE
*ocr orricc «ox i w
tXHdAN (MAN
CAMJI: TICESCCO
W r » umboo U
fcaUaee,
f r a a i d e a *
Tfo* C « « « 6 t t A i r c r a f t
Company
fclcbita*
K w i
Uciitad bt*t«& a f
Aaarica
Dear
Kr,
f
April
1961
& « i U M <
TUo a a d e r a l i p i e d i » a « i 4 * y
aictrib«lM> f a r I r a and
U t r f i t l v B aad aparatlaoa
t a w r i t * y « i i a agr M i a c i
* d tay V i A U U a K m e k ,
C«Maa
t l » U d d l * £ M t 9 aa a a
i t e t A a a a i a t a a t * S i l l h i t aafcad a »
l y aa tho
faraar*
Z tuv«
f a r M i l
aiaaa Octobar af l a a t year*
In
t b l a t l a a X tu*va b a d t h o o p p o r t u n i t y t a b a c a a a
w a i l
*cqu«i«t<td « i t b Coaaoa, t h o i r f i a a p N d o i t i and
tfcair
aalaa p a t a o t t a l and prafclaaa l a t l » Mftdta Coat,
p a r t i c u l a r l y
Xrae*
Caaaoa a i r c r a f t pradacta
fcwva
a varjr
f a t a r a
l a Iran* At tfels aoaeat i a aattld *awa» axeapt f a r
a
e o a d l t i o a axplaiaed l a t e r i a tfcia l a t t e r * * «lajaw«
« f
aawaa a a l t a w i t h a t a t a l v a l a a af O l
thaoaaad
dallara*
ttlaae
we a e a e l u d e d s f r o t t t m U
w i t * l e a a l
N n l a i
( i r t n c r i aa tka
af a j a l * t dcelerafeip, v s
fccwo
r e c e i v e d aaay o d d l t l e a a i
i u q u i r i e a about Caaaaa
preducta
f r a a (trtviootly aatappad aoarcee*
ftetfc
we a a d a i r p a r t a c r e
are coof Jdeai of a eeeceaafal f a t a r e f a r Caaaaa
a i r c r a f t
i n
X r m .
Ttm a i r c r a f t a a i a a u o f t t l o o o d a b o v e ,
a proper aainteaastee-earvlee ewater
e o t l o a af Caaaaa a i r c r a f t
through th
f l i g h t s have a l l bcoa
Oy
bifi
feGtivitiv*
A i ^
kua^a to
C e s a n a i-c- i o f ^ i i
Miles
tho eetabiiehttwiit
af
o«ad t h e p u b l i c
jffoo a«e of
deaoaatration
otto p e r e a x u 0 a
and
H«rb<rt
tte>UU««if
* i s a a ' *
i s
K i v a t e w i . Lie l a A i r l * a r « h & J *
< ^ j M ^ m t c r ~ i n ~ - C & i o f o f t h o Ja**<>rl"l I r a n i a n A i r
Karcc»
o*uer ( accorUlog to tho U.a. uapartaant of
CoM&^rca)
of mi o Ir
co<e&«ay w i t h e x c l u s i v e d o u r t a r r i g h t a
i a
I r & a , AerocoetttaiKWr
ul
rtoii
lit* 1 1 c o p t o r d i s t r i b u t o r
f a r
I r o n <ii4vl t h e i H l d d i e & M t (
6rothor-i*i~l4u» to
hiu
t h e Shtth a f
Iran*
360
^
Eft
, ,
pwiw
Specificallyf Gefiorel
Continuation p a g e
of
2
paga
*
and U a lire have*
1« Prevented tho fleet sale ef C t m o 160 aircraft to
the Ministry ef Agriculture of tho Gervernaent ef
Ircn for wide-scale cpr«yii^ operations en tta
i r o a w U that tho aircraft were
net certificated for tlile purpose*
2. Held back the eule of one Cessna 189 aircraft to
the Ministry of Industries and Mine* of the GevernMeat of Iran for use en a low-level scIntellonetor
survey on tie groanAm that the aircraft waa alledgodly inadequate for thia parpose.
3. Held back the sale ef four Cessna 310-f aircraft to
a large private Iranian bank en the grounds that Hill
French ia not' the authorised sales- Maintenance
representative for Iran*
4* Absolutely prevented the establiahaeat of a proper
service-Maintenance center at the Tehran elvil airport after it waa designated and approved by the
Director General ef Iranian Civil Aviation.
5 . Unilaterally cancelled teio days of deattastratlon
flights by a Cessna Model 510-? aircraft en a recent
goodwill tour through the Middle East en the grounds
that a non-exletent denomatmtien clearance had net
been granted* Thia cano e* t e p e f approval by the
DGCA t and indeed his partlelpatlen, and eocurcd nt
the eoanencesnnt of n proposed flight bar h r . ItcWilUans
for the Director of ICA to Iron and newborn of hla
staff.
6 . Countered several years of goodwill built by Bill
French with potential aales proepecta by insisting 9
through hie flrn 9 that he would drive Mr* French and
his associates out
ef business*
The Inperial Iranian Air Force with General Khatemi at
ita head fly aircraft donated through the U.S. Military
Assistance Progran, with pilots trained in the United
States at U.S. expense, fron alrfielda financed through
U.S. grants and loans, and on operatlonnl budgets supported
by U.S. aid funds*
I have frequently reviewed thia situation with cennercial
officials of the U.S. Eubasay in Tehran* They advlaed no
to inforu you as President of the Cessna Aircraft Conpany,
which according to tho financial etatenent of the I960
Cessna Annual Keport paid apprexlnately $6 nil lien in
361
DwftJfrO
teglXoCQ
Continuation p«g«
3
of
4
P*fl«««
F«4*rai
l & c « f i O T a x e s , J u a t h o w fta A a e r l c a n c o a p a a y
aad
i t s f o r e i g n r e p r e s e n t ^ t l v e a are U i n i
t r e a t e d i a a
ao depeadeat upea the t a i l e d S t a t e s f o r a i d and
a s s i s t a n c e *
country
As the Cessna Aircraft Coapaay baa reported aaaeta of $35
ail Ilea aad enjoyed 1060 M i e s of $103 Billion, it m a t
play an important role ia tbe public and financial life af
the State of kansas. I aa certain that tbe senior acaator
fro© Kansas, a resident of Vichlta ehere year factfry la
located and a ranking repreaeatative aa tiie Senate Coast! t tee
for Interatate aad foreign Ceoawree, baa right to lnforaatlea
displaying the kind of gratltade the United Stated received
froa theae our goverwoont triea to help through financial
and technical assistance.
Bccause of General khateal's eloae relatioaahip to tbe
Iranian throne noraal channels
of coapiaiat, Including
9
tho coaaercial attache a office of the Aacrlcan £abaaay
and tho Director General of Iranian Civil Aviation, have
not and el11 not have nay effect.
If the Ceaaaa Aircraft Cowpaay desires to see their products
satisfactorily re pre seated, serviced aad displayed In Iraa,
1 respectfully suggest that ths ceanaetion between the source
of our aad Cessna's probleas aad the recipient of so anch
U.S. aid be theuroaghly investigated by ceapetcat authority.
Siaoerely years.
J.G. Lnylla
Adnialatratlon
for and on the behalf of
aliliaa U . French
Cessna Aircraft Distributor
Iran and the Middle Caat
JGL/bf
cc:
The Coaaercial Attache
Aacrlcan ^ahassy
Tehran
Mr. Uerbort fcctfllliaae
tfegloael Sales Manager-Export
Cessna Aircraft Ceapaqy
ttichita, kanaas
United btatoa of Aosrica
362
4 April 1964
Mr William J . Dichl
Manage r-Sorvice
Bell Helicopter Conpauy
PO Box 482
.
Port Worth, Texas
Use this address for
Int'l Operations for
Asia and Africa
Dear Mr Dlehl:
I received your letter of 17 March 1964 advising that annuals etc
would be'arriving on the 47G-3B1 shortly.
I would like to suggest that you ,seperate and ship them one at a tine
or two ct a-time to prevent, them getting delayed in customs. If too
•any come at one time it gets all booged down.
We also will need the manuals on tho 204B;; and as the US Army is getting
two HUB-l*s what is required for the ordering of emergency spare parts
in manuals from this end?
are supply most of the support for the
USArcty here in Iran in the way of spares on an emergency balls. We also
supply all spares for the Cessna 185 program which we handle under our
other American Company Aviation Development Consultants. So you can
seo our interest in trying to support the JUS Army here under Bell as well*
Xoursee the HUB's are the first Boll helicopters to come in here for the
US Army TOPO team sinco they got.out. of the 11-13 operation 4 years ago*
We want to now support this with all ouroossible effort" available too
assure a complete back up for- t h e m ; •
*
*
Please write to mo and advise what cun bo done,so we can support the
BUBiwith spares'and required support.. . '
*
Yours very t^ruly
William 11.
Managing Director /
363
OEELJL H E L I C O P T E R
POST
OFFICE
BOX
482 • FORT
WORTH
COMPANY
1. T E X A S
PHONE:
BUTLFW
2-7111
March 17, 196U
In reply refer to:
3$-DEG:ln-69U
International Helicopter Consultants, Inc.
P. 0 . Box 1702
Teheran, Iran
Attention:
Mr. William H. FVench
Gentlemen s
Our Sales Department has informed us that you have been appointed our
Representative for Iran #
Under separate cover we have sent to you one (l) each of the following
manuals for your information:
U7G-3B-1 Flirht Manual
U7G-3B-1 Maintenance and Overhaul Manual
1i7G-3B-1 Parts Catalog
U70-3B-1 Service Bulletins
ii7G-3B-l Service Instructions
One set of Service Letters
Tour name and aiiress, as it appears on this letter, has been added
to our distribution list and in the future you will receive copies of
all new or revised issues of these technical publications*
Please feel free to contact us at any time you have a problem or question
regarding the helicopter and its operation.
Very truly yours,
BELL HELICOPTER COMPANY
j? W m .
j/t?}
J. Diehl
Manager - Service
DIVISION
O r
O C . L l_
A E R O S P A C E
* textronl O«»AN»
C O R P O R A T I O N
364
f V
KiSs H E L I C O P T E R
No
S + T
COMPANY
MAHUFftCTURER'S FOREIGN REPRESENTATIVE ASEEEGJEHT,This Agreement made
January X
' , 19 6 5 , between BELL HELICOPTER CpMPANY,
Division of Bell Aerospace Corporation (hereinafter called "Bell"), and ^
_
.
^
O* Bosc 1 7 0 2
TEfcZATIQISAL EELXCO^TSa COSSULT^TTS,
of
?charsaf Xran
3N0» .
.
(hereinafter called the "Representative") is made for the purpose of defining the rights and obligations of the parties.
If there has been a Manufacturer's Foreign Dealer Agreement or a Manufacturer's Foreign Sales Representative Agreement in effect between the parties, this agreement is a continuation of such relationship, but the terms of this agreement supersede and replace completely all prior agreements.
The parties mutually agree:
1. APPOINTMENT AND TERRITORY.
Bell appoints the Representative to sell in
the Bell products listed in Schedule A of this Agreement (hereinafter called the Listed Products). Bell shall have the
right to make sales of Listed Products to any local or national government within the territory, or any agency or instrumentality of such government, whether such sales are made directly by Bell or indirectly through the United
States Government.
2. AGREEMENTS OF REPRESENTATIVE.
The Representative agrees:
(a) To use his best efforts —
(1) To promote the reputation and the sale of the Listed Products in the Territory.
(2) To obtain offers to purchase such products from responsible purchasers in the form of Bell's Standard
Export Purchase Agreement at Beli's export list prices then in effect
(3) Promptly to transmit to Bell any such offers for Bell's acceptance or rejection.
(b) To furnish necessary technical advice and product support to customers including:
(1) Advise customers relative to technical specifications and available configurations of Listed Products.
(2) Assist in and/or conduct demonstrations of Listed Products.
(3) Assist and advise customers in the proper operation and maintenance of Listed Products.
(4) Serve in a liaison capacity between the customers and Bell.
(5) Assist the customer in spare parts support for the Listed Products.
365
(6) Render technical advice and product support on a continuing basis and especially during the post delivery
period.
(c) To display, advertise and offer for sale only that part of the Bell product line which has been incorporated as
Listed Products in this Agreement.
(d) To permit Bell to inspect his facilities at any time during business hours and to furnish such reports pertaining
to his business in the Listed Products as Bell may reasonably request.
(e) To be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale
of the Listed Products.
(f) To permit in any settlement of accounts between the parties an offset of amounts due the Representative for
commissions or other rfeasons against indebtedness of the Representative to Bell.
(g) In order to avoid the use in connection with Bell helicopters of parts or equipment which may interfere with
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to sell and/or use
only Bell approved parts for purpose of the maintenance and overhaul of the Listed Products.
3. AGREEMENTS OF BELL.
Bell agrees:
(a) To support the Representative in his efforts to promote the sale of the Listed Products, to furnish appropriate
sales literature and descriptions of such products, to refer inquiries received from prospective purchasers within the Territory, and generally to render such sales assistance as may in Bell's sole judgment be reasonable and appropriate,
without assuming any responsibility for the Representative's sales efforts or any obligation to render assistance beyond
what in Bell's sole discretion is deemed adequate.
(b) To permit the Representative to use the rfell Helicopter name and trademark in connection with sales of the
Listed Products, but only to the extent and under the conditions which Bell may in writing approve.
(c) To sell and deliver the Listed Products for which the Representative has obtained Bell's Standard Export
Purchase Agreements acceptable to Bell and not unreasonably to withhold acceptance of offers to purchase such
products obtained by the Representative.
(d) To pay to the Representative compensation as provided in the next succeeding paragraph:
4. COMMISSIONS PAYABLE TO THE REPRESENTATIVE.
(a) Subject to paragraphs (b) and (c) below, Beir will pay commissions to the Representative at the rates provided in Schedule A of this Agreement on all sales of the Listed Products made in accordance with Bell's Standard
Export Purchase Agreement and concluded by delivery within the Territory.
(b) Bell will pay fair commissions to be negotiated where a sale of Listed Products is made directly by Bell to any
local or national government within the Territory or to any agency or instrumentality of such government.
(c) Bell will pay fair commissions to be negotiated where a Listed Product is delivered by or by direction of the
United States Government or any agency or instrumentality thereof to a national or local government within the
Territory or to any agency or instrumentality thereof, if, but only.if:
(1) The Representative was active in developing the requirement for, and the purchase of, the Listed Product,
and
366
(2) At the time of the initial contractual negotiations between Bell and the United States Government, the
Representative had advised Bell that the Listed Product was to be so delivered.
(d) AH negotiated commissions shall be due and payable at the time agreed upon between Bell and the Reprcsenta' tive in such negotiations. All other commissions shall be due and payable upon the completion of each Standard Export
Purchase Agreement by the delivery of the required products and receipt by Bell of full payment therefor. All commissions will be calculated on F.O.B. orfly-awayprices, Bell factory.
* GENERAL AGREEMENTS.
(a) The relation created by this Agreement is that of Manufacturer and independent Representative, and neither
the Representative nor any of his officers, agents, salesmen or employees shall have any right or authority—
(1) To conduct any business in the name of or for the account of Bell.
(2) To make any proposals, promises, warranties, guaranties or representations with regard to any Bell product.
(3) To assume or create any obligation of any kind, express or implied, on behalf of Bell.
(4) To enter into contracts or commitments in the name of Bell.
(5) To make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6) To bind Bell in any respect whatsoever.
(b) Bell may from time to time, without notice, make such changes in its Standard Export Purchase Agreement
and its export list prices as Bell may determine, but no such change shall apply to any orders for which Bell shall have
previously accepted its Standard Export Purchase Agreement.
(c) Schedule A hereto may from time to time be revised in any respect by mutual agreement of the parties expressed by their official signatures upon such revision, without affecting any other provision of this Agreement, but no
letter, telegram or other communication between thi parties hereto shall become a part of or in any way modify or
change this Agreement unless it is distinctly stated in such communication that it is to become a part of this Agreement by attachment thereto and bears the official signatures of both parties, which may be accomplished by separate
signatures of duplicate counterparts of such communication and exchange of same.
(d) This Agreement is to be governed by and construed under the laws of the State of New York, U.S.A. If any
provision of this Agreement shall be considered or held by any authority or court having jurisdiction over one of the
parties or over the subject matter of this contract to be prohibited and/or void, such action shall not affect the validity
of the remaining provisions of this Agreement which shall be considered separable from the prohibited or void provision and this Agreement shall thereupon be deemed to be written, or to be re-written, as the case may be, without
such prohibited or void provision."
(e) The Representative shall not transfer or assign this Agreement or any part of it in any manner without the
written consent of Bell.
6. TERM AND TERMINATION.
(a) This Agreement shall become effective on the date hereof and shall continue until the following December
31st and thereafter for periods of one (I) year Until terminated by written notice of termination delivered personally
or mailed to the other party, by registered, certified or regular mail, to be effective on a date specified in such notice
which shall be not less than sixty (60) days after the delivery or mailing of such notice. In the following circumstances
u
thi« A*rr«»m»w»
• '
. . . .
367
(1) Death or incapacity of the Representative.
(2) The institution of any proceedings by or against the Represenutive under any bankruptcy or insolvency
law.
(3) Any breach by or failure of the other party to comply with any of the provisions of this Agreement which
shall have remained uncorrected for thirty (30) days after written notice thereof.
(b) Notwithstanding any such termination, the Representative shall be entitled to commissions upon sate pursuant to
Standard Export Purchase Agreements for Listed Products accepted by Bell prior to the effective date of termination,
when and if Bell receives full payment therefor.
(c) The Representative shall not be entitled to receive any termination payment or compensation of any nature
because of termination of this Agreement.
(d) Neither party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from manufacture of helicopters pr parts, or from the loss of prospective
profits or commissions on sales or expenses incurred or investments made in connection with the establishment, development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
7. SUCCESSION.
This Agreement shall be binding upon and inure to the benefit of Bell and any person, firm or corporation Succeeding to all or substantially all of the helicopter manufacturing business now conducted by Bell
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and
yearfirstabove written.
L»
Witness BSVEicIiY S . FiiS&CLl
SHCiiEYAIiY T&SAfcUSEH
http://fraser.stlouisfed.org/
O - 78 - 24
Federal Reserve Bank of 23-554
St. Louis
BELL HELICOPTER COMPANY
Witness
368
3 E L L
KES1L5COLPTEEIR
company
SCHEDULE A
(To Manufacturer's Foreign Representative Agreement)
LISTED PRODUCTS AND APPLICABLE COMMISSIONS
The Representative is authorized to solicit orders for the Listed Products set forth below in accordance with the
terms contained in the Manufacturer's Foreign Representative Agreement to which this Schedule is attached. The
commissions payable to the Representative in accordance with Section 4(a) of such Agreement are set forth below.
Standard Export Purchase Agreements Covering One (1) to Five (5) Helicopters:
Listed Products
Commission on Basic Helicopters
~
10%$7,000,00 '
$13,000,00
To b e n e g o t i a t e d
be negotiated
*i7C~5
*V7j-2A
20*13 .
UH-1 S e r i e s
Oil-13 Sariecj
Standard Export Purchase Agreements Covering More Than Five (5) Helicopters:
Listed Products
Commission
47G-3B-1, 47G-4A, k7G~5 )
<r7J-2A
)
20*>B
TJU-1 S e r i e s
OH-IS S c r i e s
5
)
>
To be Negotiated
Standard Export Purchase Agreements Covering Spare Parts and Accessories:
Listed Products
Commission on Spare Parts and Accessories
L>7 N u m b e r e d P a r t s
AST' a r . d V e i t c o r P a r t s
Kodal 20^3 S e r i e s Eursbercd P a r t s
A g i s t e r A g r i c u l t u r e Equipment,
leso nossXes, not installed
Engir.as, Engine Farts & Accessories
Special Equipment
UH-1 Series Parts
OH-13 Series Parts
This Schedule A revision is effective—
n s E w a p m
^tlx^t
li.
^r^sic^nt,
1 Uay
CCSSB^OTS,,,
frVo.'ssz
:
Pipccyr
15%
15%
15%
1G%
-Co be
To be
To b e
To be
negotiated
negotiated
negotiated
negotiated
1966
BELL HELICOPTER COMPANY
Division of Bell Aerospace Corporation
By
—
^
''
-ffh
/ T f ^ o W
In
369
370
J.C
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A^-v^'-s
.
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371
8?-October" 1966
D e a r §2% .Safavi t
' &closod
t h e r^djah^ o ?
. e^eii^-itesio
o i ^ t i m . ^ : - ^ '
h e r e w i t h p l e a s e f i n d a bank check t o y o u r o r d e r i n
":X?8§
$li.000>00» t h i s i s t o be Used by you f o r payment of
i n c o n n e c t i o n w i t h t h e f o r m a t i o n o f t h $ Xsfanian
called; (shsatote^ayarfr Bars) *
t
:
hereV/ith i s a s p e c i a l poWsrr o f a t t o r n e y f r o m .in^tJlf
oriat.^^SS^ilallcQpte^, C ontfultant s * Inc •f a n d one fross Ayiatibri • D e v ^ B ^ ^
a u t h o r i s i n g ' y o u to f o r m t h e afiMNisaid Co^ij^Swin- a c c o r d a n c e w i t h t h e a g r e e m e n t y o u
w h i l e X \vae there* 1 a m h a v i n g t h e s e bailed iE^dS^S'
B e i r u ^ ^ ^ ^ l l V ^ m i t - ' y o t i a ? n o t i f i c a t i o n that. a l l a p p r o v a l s ara' ^ a f ^ S i i
:t&a-Ca#ltal- f r b » ray offioe in Wichita*
1
take
'in t h e a ^ n n s r discussed; a f t e r
the
;pr6bXeme o r d e s i r e 'Snforratioii o*' aotibfr'tifaj^;
sie a & p l s & a ' - ^ p t f i ? x a y office in V/ichita s i n c e - 1 T?ill be' tin«#|||/
arrival
on 31 October*,
•'
^j^oj^m;
'g^eat: P l e a s u r e raaetin^ y o u and I V7ould.;liko.. t.b,
'for- -all t h e c o u r t e s i e s y o u Extended to' m & M
It* isg^^ppef::. that w e
h a v e m n y xaore s a t i s f a c t o r y t r a n a a c t i d n ^ ® :
in
;* ' ' '
•
'
V e r y t r u l y yours*
C* H o b e r t B e l l
372
SPECIAL
POWER
CF
ATTORNEY
Know all men by these presents that the undersigned as and for
the act of International Helicopter Consultants Inc. a Delaware corporation do hereby appoint Dr. Hassan Safavi their true and lawful
attorney, in fact for the following purposes,.to-wit*
1*
To do all things necessary to incorporate an Iranian corpora- .
tion to be called Sherkate Tayare Pars. Said Company to have
an initial capital of one million Rials.
2.' To*prepare the statutes of the said Company and to sign all registration documents on behalf of the undersigned and to do any
and all things necessary to register the said Company in the
registration office according to the laws and regulations of Iran.
Said Company is to have its subject the selling and maintaining
of light aircraft and helicopters and engines» spare parts and
accessories therefore•
4.
The duration of said Company is to be unlimited.
5.
The shareholders of said Company shall be as followstf- % * •f t.'
-
.
;
-.a) Fiftyone "nominal shares with a value of iO.OOO Rials, each*
belonging to-Dr. Hassan Safavi or his nominees^rv^Kb) Twentyfour nominal shares of a value of 10.000 Rials each
shall belong to International Helicopters Consultants Inc.
c) Twentyfive nominal shares of a value of 10.000 Rials each
to belong to Aviation Development Consultants Inc. a Kansas
corporation.
6.
All the shares of said Corporation are to be nominative and the
shares belonging to the Corporation set forth in (b) and (c)
above may not be transferred without the prior approval of the
other shareholder or shareholders} however, the shares set forth
in (a) above may be transferred in whole or apart without the
, approval of the other shareholders.
7.
The Board of Directors of said Corporation will be nominated
for a period of at least four years by the General Assembly
and shall consist of three directors.
8.
The auditor shall be nominated for a term , of one year by the
General Assembly.
9.
The Board of Directors shall choose one of its members or an
outsider as it so desires, as Managing Director.
373
-
2
-
10.
The power and duties (retribution) of the Board of Directors
and of the General Assemblies shall be in accordance with the
laws and regulations of Iran.
11.
Dr. Safavi is hereby given all the right and power to prepare
the statutes and register the Company and elect the Board of
Directors and auditor and to sign all documents for the formation of the society and to request any authorisation from the
competent authorities which is necessary for the formation and
exploitation of the Company.
12.
The sifege social (domicile) of the Company shall be in Tehran,
Iran and the address shall be designated by Dr. Safavi, however
the society may have branches in other towns in Iran and also
in other countries.
13.
The attorney herein designated has the right to designate another person or persons to have and carry out any or all of the
rights and duties herein granted to him.
INTERNATIONAL HELICOPTER CONSULTANTS INC.
Attest i
.
Secretary
By
President
374
X, \\o> o b
Bk.
375
4
kay *
t.-if.*.'. '" F" S:
-T.
.-•<• November 2 8 , f 1966
by Cas *•
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V• S e ^ y : . ; ; ..fx il/vt; ii'. •
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. . i - .: - <
—
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_ ay-.
Ati
r^g^t-c lei-s cf whjrfc s^r t*ice...' i o n » ;fc*-'f-i.-u Air
rt
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;Or c i y r i l s - . ->r
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b/ tbfc
..
i?-%
|v,• 1 , •
M r ; . - J a c k Z o o k . 1 ' . t h e . i w r . , • \ <.r UcCessna'Aircraft-Company £
: i ^ i .<8cnArcfiy,.".l7
a
5800 Gas t' Pawneey *
Sfcrt-m 0
}y .nan the
'
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-y:v ,
Oear^'Hr p Zook:
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.fir,., French; .sr-.?? £ ?»f * m * d Ute.'tirn fhftrfc^fwVtiiw?;
\.o,cor»«ftc,c
1
Tfie purpose of -thi s^- letter
-ay!
-.v.
: .
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f
«;•; •
..-v
..
•- •
..Khatami
e r . ! / V i > . - i o
5 on
^.sr^.^ciis^ i^r*
r
is'to sumroarlze the"information I-reportedv
to you with respcct to MrprWi 11iam H . rfrench^nd
his^corporatlon Aviation '^tr.
f
OeveJopment
Consultants.
Inc. and the present
torasaciqu
v* t o
hoi.^s situation
a . . iri
i lran.^^•
^ r o ^a r »/
Mr.,• French first w e n t to. I-'foh' a p p r o x i m a t e 5 'years ago-as an^employee
of the United States Government. w>Ko<f lew a ir c r a f t s p ra y in g i ns ec ti c i des for- locust 'controfitin • the beginningj/and 'then performiKl 'severel fbther^ '
contracts-for ^the Uni M*^£otos'^ovieriteeiit'»OndoKVth<f' various AiT.'O;" Coun •
.
programs.. As long as the United States A.I.O. f u n d s w e r e going into
Iran in large quantities, the Iranian authorities were most cooperative
with'iHr,S French 'and 'never, did rraiscan/^diff icuIttes' about^his 'Operations.
However,' a s r y o u k n o w , these funds have ^dwindled Considerably <ln |the-lest'?
down torthe 'pei nt where tho -end•'is^'almos t
two or three years, and are' now
1
incsightp.' In raddi tion, as ybu no doubt .know^ because 'of 'a v a r i e t y o f
economic and political deve lopments,"the 'Iran lans; have; become 'much-more
Independent I n r«cent years: and have * a g r e a r s p iri f O f ^n at ion a 1 i Wtf^i n- ^a 11'
a r e a s . ; A c t t\f i r w .
Prior to the writer m a k i n g h i s trip toil rah, he 'investigated all 'of: the
matters which follow as thoroughly as possible,'.including conferences •
with the. United States State Department,- and more specifically with Mr.
Elliott who is in charge of the Iran desk at1 the State Department at
Washington^' and his assistant Mr. Mul ligan."J i^c»'-'i h- c-r t .:
r
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rerttissifv-*.
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Page - 2 -
, Aviation in Iran is and has been for some time entirely controlled
by General Anir Khatami, who is the Commanding General of the Imperial
. Iranian Air Force, or rather the Chi6f of Staff of the Imperial Iranian
..Air Force, Chairman cf the Board of Directors of thG National Iranian
, Airlines, the President of the High Council of Civi1 'Aviation in Iran
...and in addition in the brother-in-law.of the Shah. " It was the observa; tion.of the writer,,and confirmed by others, that all aviation mi Iitary
\ regardless of which.service, including .the Air Force, the Army the Gendarmery
or^civi lian is control led by the dictates of General Khatami. As one
individual.remarked.to the writer while he was in Irani even though the
t
\\ books .say that^Irari is a constitutional monarchy,
not, it is; an
monarchy, and in point of fact .:the royal family run the country
^.absolute
v
pretty much like atlosely .held family c o r p o r a t i o ^ / ; '
s
.
'
tv
w r i t e r , t** - vSs
:*>*1
th* txaricr^; CMil'lst*.
lfz<5 -'"Tnfcrr^^hiwH-Hsttf^rs \-3rV.y
r
* Approximately :two.years a goa'representat ive ofVGeneraf Khatami'contacted
• * Mr. French arid} i nformed hinTthat th^rejv^reo^^
whichwould
I. be authorized to.conduct ciyi
those'were
v
1
Air
Taxi;
and
He
j
i
taxi,
the
'fgnrife].
i
s
a
fixed
wi
ng
ai
rcraf
t
charter
service
w<
k
and'the''latter- 'is'V'heiitopteV*co^ahy. General Kahatami and/or his representatives hold substantial amounts of stock in each of these companies. Our inL formation leads us to believe that he holds a larger percentage of stock
l.inyAir Taxi than^in Hell taxI. ^Mri F r e n c h w a s i n f o r m e d b y t h i s r e p r e s e n t a t i v e
.rthat^fie could operate in lran provided he did so as asub-cbntractor
of Air •
;
^Taxi and Helititxi, for which he would pay^ them 10 per cent •of 4he"gfo^ of
t
. hiSloperations j.^At' this t i m e ^ M r ;
proposal'down,
"and
:i
t
>:
,,
? he'was then' Informed that General *fthatWi
wouid "riun film'out'"of :'the Cbuntry ;
1
f ^ x i m . w t t f t . * * '
cnn.-tie
sttgyzat-** tftat. 1
.
p r e ^ i ^ t ; r ^ / t h e ^ S &>[
CiyH'* Ajriet!
In March of this year Mr. French went out of Iran on business and when he
. returned.was informed that he wouId not^ be readmitted.^.The U.^S.,Embassy
4
&
\•. in^Tehefan spent'.approx imate lyjtwomonths' attempting" t o ^ i n d o U t ^ w y Mri
. French* wou 1ld>6t be readmitted wi th very little success: until the'expira:VtionJ>f: jthe^two!months' period;^
which :time they "»^re " informed^ t
French personally was* being"charged' with numerous violations of the Civil
Aviation Act of Iran.
•
VlfO^-gUcfUf his. Mtzy in irer,
:
rht- V.. "$/
JA*-.<
" Iran's Civi 1 Aviation Aict was drafted by DrV Hassan Saffivi,
and enacted' in
;
.19^9. I. am syre its contents are available to' youi; However,' it was-rtefrer
' implemented in* detai.l and the general Persian attitude toward their" laws
fully represented, in Mr. French's;case. They have a good many very
. complex codes on the books which are not enforced in practice and in fact
when one attempts to comply with them he is told by the local officials, .
' oh, its not necessary to apply for these permissions, we know you," just
go ahead and do these things, and it will be all right. However, if you
377
Page -3incur their disfavor they then go back to the law and insist that there
has been a long line of violations. The same thing happened to the U.S.
Consulate while'the writer was in Iran. For quite some time it has been
a requirement of Iranian lew that foreign resident's who are going to be
there 'for 'extended stays apply for and obtain "residence
permits. "There
r
is. a.Presbyterian sponsored college .irt Teheran^ and K teachers are brought
Jii from the United States for varying periods
tip to four or five ^years
:
a ^ . ^ ^ i m e , ,Wheneyer the "U.JsTjConsul'scnt"v thisira" to the Iranian F o r e: i g n ^
Service ( to a p p l y f or res idence permits, t hey were always told, oh, that
;riecessary, 'wis know you peopleg
end this is not necessary,", and
r
theyfwou 1 d n o t: , take' app H e a t ions for res i dence permi t£ .• ^However., while •
got^iritocsomefkind
the wri t^r.^^was in Iran,apparel ly *one ^of ^the'teachers
f
of ^a^'lap wi tH ttie'Iranian^iyi 1 Authorities,*
the -exact natUre of which - :
y
was'not disc;losed'to]the writerf but tHe Iraniari Foreign Service,, had "J us t -.
called upon'the American Consul ate'and
had informed-[themthere-were u
:
approximate jy* 50^VteacHers 'in th^ Country''who had beenWiolatihg^the 1 law
for, 1 ong per.iod^of* tl me by n o t h a v i n g t h e s e r e sc idence: permits, and it
a
would be>eces$ary^to'get'them out ;bf the'*Country b'y*the'end: of the week.
This ."was ^accompanied by a;'votumincus citation'to'the^^aw of Iran? -Much
• the'same thing has hiiippere&to M r ^ F r e n c K l ^ ^ ^ •
'
.
5
r
r
r
c
jhe?wr 1 tbr before^ going" i o^I ran ^causey an 'i nqu i ry to bei :ni
t i a te d-frora
4
;
the.U.YS.'^ Embassy n; I ran. tp Genera 1 ^ Khatami j'^sp^ that He cou 1 d be, assured",
r
01
^that^whatever-,charges' were pending wouId not-be' usedJin anyway
against •;.
L
;
he,.wr i ter,, me re 1 y bee aus e^ he was~ Mr.f French*s^lawyerS . ' I n' reply,; General
Khistamt roniibCfo/l f k»V
Cmkaccu i r» £ Ar-m'• - «• k'-a «• •+V\~*»<ir
A k*'.) mAC h fif\rvu
: t
° iteitosr*ry
r
Wfieii .the . w r i t e ^
in^TeK^anV'jie' f ilr¥t*
wi tfr*officials
\ r in r tHe < < U^ SV.. Embassy,', bri ef i rig them on the iriforroation in his" possession
j*
"••Mai i.l KM' W .lntiA^lnVVlimi 'tlia''tn^Mna* f Aa>* ikluui* Wiuaa.'ai^'^
^Throughout his jstay in Iran, the writer, kept in touch with the U . S . Embassy
.•and -kept"themful ly Jnformed on all 'the*developments.-^The" principal contact
ofn the writer
in the U . S. Embassy Was the Commercial'Attache,' Mr. Raymond
%
'Hart land, 'and his assistant, Mr. Herbert Ferguson. ' Thereafter, :the writer
,haa
author
v { a'conference with Or. Safavi, who explained that he'had been the
1
1
of the original. .Civi l .Aviation Act of Iran, and had also been the author
of.an [Act of July[5, wherein a11 aviation, civi1 and otherwise, - including
sa<ltes of aircraft and parts thereforJjwas declared to be a national -monopoly.
»-?>• . p ' r ^ i v * ©' *
<- : • pt-r r i u .
Svf c r r Z ^ t ' i r
c
"
378
Page - k -
Jhis Act had a grandfather clause in it which provided that, in -essence,
Air Taxi and Helitaxi could continue in operation, and it further provided
that'any other company, securing the permission of\the-High Council --of-. ..;
.Civi{Aviation could do business in Iran, in addition to the national
monopolistic'company, Qr. Safavi then made.it quiterdear that-the charges
on the part of the Iranian'government were not directed toward M r F r e n c h ' s
companies, but solely to Mr. French personally, and that Iran would welcome
. the continuance 4ri business of Mr. French's companies,- however,-*!* vis -a
requirement; of Iranian taw'that they can. tmly do business . through -Persian
Corporation, with a 51 per cent Persian partner. Or. Safavi volunteered
his services to form the Persian corporation and to act as the 5 ! per cent
shareholder, strictly in accordance,, with., the writer's, direction,^he stated.
Thewriter^ m^da no. reply tV.this^ proposal; at t h a t t i m e , si nee he wished to*ir .
be assuredthat Or , Safavi was speaki ng. on beha I f, of. Genera I. Khatami and ^
not; is* a'mere; voVunteer.. Consequent ly, a. subsequent-, appointments-was arranged
between the"Writer end General.KhataTii during-which the Genera.limade it
qvitVclear that Dr.Safavi spoke.on his^.behaIf and^.that? this w a s t h e
transaction which the Genera^ would authorize.w t .tl; c r t.v ?cticw- c.
tS*
• «
»**«.•
rr^chvri:
General Khatami also stated that because of Mr..French's- activities he. r c r ^ t e l y
wuld'not agree to permit Mr., French personally to returnto Iran, however,
he ik>uId permit representatives and employees of bis companies to.return,
and to do business as out lined'above. In a subsequent conference with Dr.
Safavi, he indicated that^r.^French .had,madet. the.General m o s t u n h a p p y a n d
the writer gathered
that it was almost a matter'of "face" with tho General,
:
at this "time ai regards Mr. French personally. However., he was of the
opinion that in the matter of a couple of years\ if the new arrangement
proceeded smoothly, Mr. French would be permitted to return to. the Country
personally. The writer received the impression from what he said, and
from comments by various American Embassy .personnel ..that .if the new arrangement functions smoothly, and brought in substantial sales to the .Country,
it was quite likely that the period of time would be far shorter than even
two years. However, there is no way of fixing an exact date on this.
Mr. French currently has two employees in Iran, both located inrTeheran.
One J s Mr. Eugene Lloyd, and the other is Mr. John Bolton. Both of these
men'are experienced pilots and appear to be quite competent and capable
as regards to the technical aspects of the business and most likely as
regards to administrative aspects of the business in addition. Consequently,
the writer authorized Or. Safavi to form a Persian corporation to be called
Sherkatd Tayare Pars, in which Dr. Safavi would be the owner of 51 per cent
of the stock, with the right to transfer either on or off the record, all or
any portion of that 51 per cent. Dr. Safavi made it very clear to the writer
379
Page -5and thj
that
.
.
t. ^
.
.s ftf the 51 per cent, and
that he would not reU J ? <„ anywhere m a r
j ^ t .n > ^
d l y own
uftdoubte
other members of th« H.:IGH council of ^ i ^ v l a t i o n KOUIO
^ largest
portions of it. incluc* i n g b y i m p l i e d ,
Consultants
owner. The other 45 p * r cent wi
^viataon
^
^
a r e
Inc. and International, Helic6pter Cosastlta^f•
* „ 9, n n nirector of this
French's corporations.^ 0 r . safavi w X H ^ she ^ l i t h e " pri^ary
Corporation, and through Gerteral Khat«5
be h V ^ e ^ i n g
sales agent. Either Mr,. Bolton or Kr. Uoj* a 1 1 t ^ c h n t c a l ^ e ^ ^
executive of the compar»Jy and will take cart
^ ^ S v1 f e ™ ^
••V
•
'
' - .
The wriier i s ^conf i den t j ttha^t^
ch^he"rise"ts^including
2
to Mr. French's companies a n d to t h e - c ^ ^ ^ ^ ^ ^ ^ ; ^ t h ; C c s s n a
Cessna Aircraft Company.. T h e writer
rid W *
.
|
t
franchise for Iran should r e n u j i n in the
«f
C e ^ n f ^ *
Consultants, and that a ? h sales should Se
? r
p ^ ^ T h i T ^ J n< ^
I*
Consultants, with resale from them to sfecfcrt* I ^ t ® f ^ « ' A c t i o n s o f ^ : ,
^
provide the necessary l e y V e r a g e for ultimate ^ t r o of the o c t I o n » J T ^ ^
^
the Persians with respectt t0 t he products be\W
" from t h g T e heran ' f
make his headquarters in r M r t t t and ^ ^ ^ ^ s
c ^ to B e i ^ t approximately^
employees who will. In adq<. l t i o n t o writto «?orts, comeTO P
-yy
once a month for a full r * e v i e „ of all actio*
instructions., r
The above is quite surrmaryy in form and
it upon request.
V
writer would bo g!«<l t o ^ U f y ^
Very ttflty, y ™ r s , > . j
V'l-- » 4 .V
......
> V 'A a
.
%
7- •
£ SoKeft Be 11 »• • of .
H i m T w i N G . EVANS « BSOCK
CRB/cs
cc: William H. French
-
380
•v u .
. November 3» 1966^
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Mr.: Willi em H . French
Apartment 73
Sourlla Building
j?;u,*rf, c u t f ^ r i r : ^
felt
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cr«c
Harsma Street!
tK- w . H m£$fc>
tivcju^ to
c*u
.
Beirut;
<tebar»n-v>> i
U t you
whs? r.«rssrat : M o k s *?tter I h * w '
t
.'
iyfc*
% th* way, fetes*;. nrortgiy r ^ ^ r a ^ s . t ^ v
Dear tBi 11
shouia .Ie«m F^rsl,
you mightfct-2J' feritor'U
v , s p o o r s iftr-.t after the firs* of thc'vear X v?:-? t- feav;..
i^-s - v After my return I <nade arrangements w to go,to Fort Worth, and v talk t
to the Bell Helicopter people. I spent the day down there yesterday arid
talked to Felotin and to Jost and to the president of the Company. Felotin's
position was*>that-what- we were essentially asking3ell r to..do,was r to > al low
STP< to*represent -than in' Iran and they, would, therefore*have t o m a k e ^ t h e same
kind of investigation they do with any n e w d e a l e r . I toldhim.I,appreciated
the fact'they would have to make, some sort of. investigation, but. they^were nowy *
in -full .possession.of .the information that weihad so they,should .beli^utious'
in-the manner in^which they proceed and he agreed that they would .be; He. ^4
also.stated that .the decision would probably not be forthcoming, foe""several \ ' ;1
mortthsd'^: He! a 1 so-requested • that I^haye pr.„ Safavi .vrite a^letter^to^me.dr to'
Bel T Helicopter,: whichever he wished, expiainlng^the. n^^set^up.and &asica 1 ly
assuring - Be 11 that, the.newj-corporation, wi 11 : have, the b } e ^ s i ng s of * the^Hi gh ' *
;
• Council f of Civil. Av i a t i on r and n Gene ra 11 Kha t ami 1 I wi J j > a r jrange^ for'^ th i' ~f.
d i r e c t l y i w i t h o S a f a y i y i I k s e n d yqu a 0 c o p y ^ | h e t ^ j r ^ ^ i ^ - i y ^ ^ s h o u l d
c
then-nforwardnto.-.>Bel^ w i t b ^ y p u r t ^ o i i ^ n t s ^ g ^
.
unused*
-.portion f roa Beirut to f t ^ so thi>t
i h w JK tVr
u
•^viU- lnl/,have been unable to talk with Cessna as everyone that I^need to
talkltonisr out of. town for; the Ct rest o C this, week.; H o ^ v e ^ : I. willlsee th«n
early, next-week.-.; In .the meantime, I got your letter of October 27'and I think*
you are jumping to conclusions. I did talk to Mr. Knoblauch who is in charge
of the Parts Division : at Cessna and he .told: me that,no.order has.come through
and. that if one does; come through they;-.wiJJ*..not honor^'^t^. as it is their
positionrthat you are the dealer and they must' come from.you. I have a call
in now to. Dusty Rhodes,vto get further infor^tion on. the matter and will try
and include it later o a in. this; letter. ^
'v..^-^
o;- '
"X I. have prepared the new powers o f attorney and original and one
copy of each of the four are enclosed herewith signed by me as vice president.
381
Mr. William H . French
2.
November
1966
By the way, Felotin said for me to tell you not to send any more
telexes to Bell as their office rules require that whenever they get a telex
they have to telex an answer and that this is costing them a lot of money
and they are unhappy about it. So don't send any telexes through Bell. By
the way, your telex from the Phoenicia telex service was badly garbled and
I think they are a crummy bunch. I believe airmail letters will do the job
from Beirut almost as quickly as the telex and certainly will be much more
clear. .
At to the letters authorizing Bell and Cessna to deal directly
with STP, it appears that Bell might be about to insist on this manner of
proceeding anyway. I will let you know what Cessna thinks after I have
talked to Zook and Roskam. By the way, Felotin strongly recommends that
whoever you have in Iran should learn Farsi, so you might tell Bolton to
get busy. It also appears that after the first of the year I will have
someone available here in Wichita who can translate Farsi for me if you need
it.
Felotin agreed that he would send you an accounting on what you
owe Bell and that you should be informed that the contract which you had
with Geotronics is now no longer a bankable contract so some other arrangements
are going to have to be made for payment. Felotin also wants you to send him
shipping instructions on the helicopter right away. Ke had no suggestions as
to what could be done with it other than sending it to Beirut. I am enclosing
a copy of a letter I have sent to the house counsel.for the parent corporation
of Geotronics, which I believe is self-explanatory. I am also enclosing
herewith some invoices which came in from Bell Helicopter for shims and washers
and a Tetter I received from an outfit in St. Louis inquiring about used
aircraft. I am getting the name of the patent lawyers in Washington, D.C.
and will send it direct to you in two copies so you can give one to Cogni.
I am also enclosing herewith the Air France tickets which have the unused
portion from Beirut to Rome so that you can turn them in for refund. Those
devils in Air France nailed me for $65.00 worth of overweight charges from
Paris to Chicago. Oh, well, ce la vie. We had a fine time in Rome and Paris,
although much too short.
I just talked to Dusty Rhodes and.he said that they had, in an
interim period until we found out where we were, merely told the Iranian
air attache that they would take a few essential parts orders and make quotes
on them on an ad hoc basis or emergency basis just to keep them in operation
until their representative, meaning you, knew exactly what his status was.
The quotes have not yet been made and they arc in Wichita and will not be
ready until later next week at the earliest and in the meantime, of course,
I will be able to talk to Zook and sec if we cannot resolve the matter in a
different fashion. So don't jump to any premature conclusions. Cessna has
not yet made any direct sales to the Iranian army and I think I will be able
to keep them from doing so. I wi11 keep you posted on all the developments.
Very truly yours,
r.. Rnh*»rf R/»11
382
c x
f /
^
January 5 / 1967
Mr. James Feliton
Bell Helicopter Company
P, 0 . Box 432
Fort Worth, Texas
<ke
international nan copter Consultants, Inc.
Operations in Iran
Dear Jim:
In connection warn ine aows rsrerenceo matter i am now inrormea
by Dr. Safavi that our Persian corporation i s duly authorized to
s e l l , service and maintain a l l types of light a i r c r a f t and parts
therefor in Iran* I am also informed by him that i t i s the only
.Company authorized to do so apart from General Khatami's two corporations which apparently intend to concentrate primarily on the charter
and flying end of things and leave the s e l l i n g to pur company..
We have j u s t received a large order for Cessna spare parts from the
Xi^perial Iranian Army which order was obtained by the principals of
our Persian company and Cessna has thoroughly reviewed the situation
and has agreed to approve i t on a t r i a l basis for a one year period.
The manner in which they wished to carry on business was that we
would continue to be their only authorized dealer for Iran, and we
have designated our Persian company, viiich i s c a l l e d , Persian Tayar Co,
in English, and Sherkat Sahami Tayar Pars in Persian, as our exclusive
agent for Iran. The o f f i c e s of the Persian company are located at
10 Avenue Bahar/Shahreza, Teheran, Iran and the Managing Director i s
Eng. Taghi Emami. Ccmmuni cat ions may also be addressed to F.ugena Lloyd
a t Box 1702, Teheran, Iran,
We are hopeful that you will e l e c t to procee*\ in the same mannsr as
Cessna has. I f I can provide any further information please do not
h e s i t a t e to contact me.
Yours very truly,
C&tJ/cs
C. ftobsrt Doll, of
KCKRIS, LAIMG, EVANS fi. BROCK
383
January 5 , T967
C\
p f t
Mr„ James Fe1i ton
Bell Helicopter Company
P . 0 . Box l & Z
Fort W o r t h , Texas
RE
International Helicopter Consultants, Inc.
Operations in Iran
Dear Jim:
in connection with the above referenced matter I am now informed
by Dr. Safavi that our Persian corporation is duly authorized to
sell, service and maintain all types of light aircraft and parts
therefor in Iran. I am also informed by him that it is the only
Company authorized to do so apart from General K j hat ami's two corporations which apparently intend to concentrate primarily on the charter
and flying end of things and leave the selling to our company.
W e have just received a large order for Cessna spare parts from the
Imperial Iranian Army which order was obtained by the principals of
our Persian company and Cessna has thoroughly reviewed the situation
and has agreed to approve it on a trial basis for a one year period.
T h e manner in which they wished to carry on business was that we
would continue to be their only authorized dealer for Iran, and w e
have designated our Persian company, which is called, Persian Tayar Co.
in English, and Sherkat Sahami Tayar Pars in Persian, as our exclusive
agent for Iran. The offices of the Persian company are located at
10 Avenue Bahar/Shahreza, Teheran, Iran and the Managing Director is
Eng. Taghi Emami. Communications may also be addressed to Eugene Lloyd
at Box 1702, Teheran, Iran.
W e are hopeful that you w i U elect to proceed in the same manner as
Cessna has. If I can provide any further information please do not
hesitate to contact m a .
Yours very truly,
CRB/cs
23-554 O - 78 - 25
C# Robert Bell/ of
MORRIS, LAINGi EVANS £ BROCK
384
/
Class of Service
T h i i is a fast mesugc
v n ! o i its deferred char-,
acter is indicated by t h e
proper symbol.
line oo'domestic telegrams is LOCAL TIME at point of origin. Time of receipt is LOCAL TIME at point of destination
The filing time shown in the
1 1 2 8 A C'ST-JAN
B CDA205.VIA
; URNX'HL
IRTN
TEHERAN
15 67
RCA
KAO36
BA066
ZCZC W U F 0 3 6 4
INU1093
03?
3 7 '15/I
1930
LT
: ROBERT BELL 21U
URGENT
IRAN
DEALERSHIPS
-
D E L AY ING
j
AIRTAXI
AG" P R O G R AM
TICESSCO
COLL
SAVINGS
1 2 3 S O U T H M A R K E T ST
WICHITA/KANS
AGRICULTURE TEHERAN WIRES
ADC
j
REPRESENTATIVES
\
FEDERAL
HAVE CESSNA BELL SEND MINISTER
IHC SOLE
:
FIRST
BOLTON
L T 2 1 U .123
SF1201(R2-C>5)
"
HELITAXI
INTRODUCED DOCUMENTS
SHOWING
385
ftfs
HELICOPTER
P O S T OFFICE B O X 4 8 2
• FORT W O R T H . T E X A S
76101
COMPANY
A textrOfll
COMPANY
In reply refer to:
03:JH0:su:1543
17 January 1967
M r . C . Robert Bell
M o r r i s , Laing, Evans & Brock
214 First Federal Savings Building
123 South Market Street
W i c h i t a , Kansas 67202
Dear M r . Bellr
Thank you for your letter to Mr* Feliton informing of the
current status of the International Helicopter Consultants,
I n c . operation in I r a n . M r . Feliton is leaving Bell at the
end of this month, and is being replaced by M r . George K l i n g .
It is our feeling that the arrangements for handling sales •;:
through Persian Tayar Company are not satisfactory to Bell as
long as Bill French is unable to personally follow through
with Iranian contacts.
However, a temporary
authorization is herewith given for conr
tinuing B e l l s business interests in Iran as you have outlined in your letter of 5 January 1967, until such time as
we' have had an opportunity to personally assess the situation
by a visit to I r a n . This w i l l most likely take place sometime
this spring*. W e will keep Bill informed on t h i s .
Sincerely yours,
BELL HELICOPTER COMPANY
Export Sales Manager
386
January 16* 1967
AIR MAIL
M r . V/m. H . French
A p t . 7 3 , Sour H a Building
Harm a Street
Beirut, Lebanon
Dear Bill:
Enclosed herewith is a copy of a telegram I sent Feliton and cable I
sent Bolton, as wall as copy of Bolton's cable to m e . I don't know
whether Cessna will cable Minister of Agriculture but Bell will. Cessna
is goosey on this because of some old problems they had with the Department
of Justice about exclusive dealerships so they will not do anything. However,
a s you can see I suggested that our man in Teheran tell the Minister to give
us a test by placing an order and see if w e can deliver.
In OUr telephone tunvci ^utiuii rcittun asaui cu tiro tic: wa i i aciiw
tcioie
and says he sees no reason Bell will hot go along with our arrangement.
Feliton confirms Gaotronic has helicopter job cooking somewhere in Asia.
He says he knows where but he cannot violate customer confidence by tailing
m e which is all right with m e , but if you sfart to quote a job for a lease
of helicopters to Geotronics let meknow so that w e cancjvack out local law
and get local representation.
This is an absolute essential as hard
experience has demonstrated. I would say that again if I thought it would
impress i t upon you any more.
•
Regard the letters you send m e dated 11, January, signad Oldish, I feel this
is a dangerous procedure. Why don't you make Mike McCollum a Vice-President
(at no pay) and have him sign them. At least then it is a definite person.
Yours very truly,
C . Robert Bell, of
MORRIS, LAXMG, EVANS & BROCK
CRB/cs
387
^iAj
c
Cable:
Jaili
. V ..
Tel:
Telex:
iW-S/
l /
1
OLDISH, Beirut '
"'
Box 73 Saxoulla Blag. j. •
".>' ?
• v •; ;
Hamra Sti, Beirut1
• " •• ' - '
250720/1- Ext 73
' .
Phoencia Hotel 624 attn 3ill French
3 February 1967
v^
K l i n s
<
S ^ J ^ v t ^ S S ^ n r
V
' V
i* \
. U
'
v
V' •
Ref : 005/67/^VHP/bf - '
Sub: Iranian.Army,.Pr op osa."
kit* •TV.rrxL**; dbhts Vw Viit
* • • . .. .,• . - - ..•
c e i v S F J o u r ^ t t e r of 30 January today, and am pleased to
UHli*r delivery are. better then the. cable you..sent jne of 2 < January say•in®
pS^sible availability^^'
^
MSG.;Gasline* projectgoing*tc> Itesia^'
Iran which'we briginally"T?lanned ''it- for, John Bolton m y man on the
spot? in £eheran r says; jmder the n e w v arrangement we have it is possible
tcvopei^tef the -helibb^ter^
by.'^selling* it*' o p e r a t i n g " b d y j t a g . ^
v
back-^if* W want; t o v Second^ is the-SK^ll'contract"
bff 'Ashore in'"TCuwai^,
1
hov/^yerV^thisria..stiiX i ^ t h e %ind;^%nd 'X crould'-pnt a G-5 bhi-'-tlia^'if^gind
w h e n t h e y decide.'-- Third;' one is leasing it to the Ministry of Petroleum
in Saudi Arabia ,.vseeing. they want a bigger helicopter then they are now
using, and jOnee,. .get
-'47G3B1 .in If'vthink X 'Can
swing it and-take ~ th^1
whole- show -~ovi
1 .'Again ,th,is",is* plann ingy tirem 11" know more- when-we-get on
the job aiid". * them vtikt w e 'can do.r'' ^
'•£*-*•». '
L
•purpOs'e^^- -
thear'ea .we,; require; the * J et granger a a a 1 demons tratoi?^:before&w:e
contract it out;L,:.But regardless-of this^ w e d o n 1 want*to 'delay
.the
:
Jrsniaa'-^rcay ''if.'pibssxbl'e.,
ratlher-'giye^tay
ship'tc^ them; ^ "Anothei
f
;
thing, is right now X m sh6rt. of'cash as well. "~If X get any'contracts,
w e will-have.,to. finance^ it ,with funds
u
J being consigned to Bell and Breach
of Warrantee"JfosuranGe^
beforei~
: . ^- ' - - • ^
r. ',r<: -:ux -iu-.
:
'
...
-f',
'"
;
•
/Xmportant«:don*t 'forget^ ,is i f 1 the Iranian' Army i s "shopping, • they
as persians -will be persians would buy the Jetranger-verses the UHIB .
to save a buck! . Its six of one and a- dozen of another. - -We s u r e a s - helD
don't yrant the LOH in, there e i t h e r . A s - y o u know in m y ^14Januaryl967letter to Jim Peliton I asked for 2 C—5's and 2 47G3Bl for the- Gendarmei
Cause-thoy are now wanting n erne thing to replace the Skyhooks. And as I
told-Jim I y/rote a letter to .the Gendarmerie stating Skyhooks spares ar«
now almost nil and the engine is nil. X5on't let this on to Cessna thou/
But v/e are and I an protected cause Continental told me-the engine-is ci
period no more nor any overhauls! Also the Gendarmerie is suppose to
two overhauled UIUB at f>200,000. each frcm the US Army at Rucker, I have
been told, besides, oui? 12 UIUB's v/e have proposed. This v/ill open the
Gendarmerie door. but_they alsoneed smaller scouting helicopters.'.
388
2.
Y/e don't want to either push the Jetranger to much to the Gendarmerie
"before the^get their first UH1D or B's or otherwise v/e willkill the UH1D
markets Remember they could always buy the Jetranger after they get the
first UHXBs from the A m y (TJS), and .the G-5 or 47G3B1 as- scouting ships,
The jetranger: could,
follow..in; one year or so as intermediate trainer
x
sales campaign. "
.
BoLton has pushed 5 G—5*s to the Ministry of Agriculture a3 spray—
ing. ships and < were trying to figure a way to. lease them "back as a gimic
to us6 "In another country if this will sinch.the sale,
Bolton also is folloT/ing the proposal Imade last year for two 47&3B1
still to the POLICE, department*
. . C o c k i n g .of"Geotronics and myself talked, on 25 January
here in
:Beirut'agouti ;two/-Jet rangers ahc?ut ,12^ months from now in Teheran under
otrfsi'noj^^
•.
Bolton, is also supposedly S f he has time running down the possible
8 47&3SU*to the• consortium, or replace with Jet rangers* This I submitted
to them two years; ago*
JTow^I have since I've been running back and forth to Saudi Arabia,
submitted to Raytheon who are on a $50,000^000• 00 rocket; contract a Bell
47&3B1 or Jet ranger
as ,an • out,-, ifther other proj ecta don H come off for
;
the Je.t*rahger 6ne^to use\,withf .crews-im lease in' Saudi Arabia, its a
five* year contract^ ~along^\fath'..a :Cessn& 310*
4
Also I have submitted.'another. 47&3Bi" to^'^ 'American'group who will be
bidging^cih Jime-1967 a water well maintenance contract for 200 wells all
over^Saudi-Arabia,; ' T previously -wrote Jim Feliton on this this last September or Cctoh$rv^
•'
Also Groves('international who are sub contractors of Raytheon told
me they possibly ;vrill .bid! ,a Micro Wave link in Saudi Arabia in about 1
year and. want to-lease helicopters if they go in on this*
Also I have submitted another 47G3B1 to ITT for a vehicle maintenanc
contract in Saudi Arabia^which they are bidding through US Army IJngineer
corps, there are five, other coiapany' s ' on this, and now I'm waiting to
get the names of the other five so I can push same equipment to then all
regaxdless who gets the job, lease along with.crews' to operate same*
Another very good friend of mine who fly's a 990 for LIA here in Bei
rut has.a relative in Qatar ahead of Shell oil company, and he is going
to push'us in there this coming week if he can when he takes a vacation
to Qatar* Also he says he meet the Prime Minister of Ihibia, and he is
going to get 2i3s relative to go with him to Dubia and if it looks good,
I'll get on my horse and move down there fast after we get the ship coming in here in Saudi. I am suppose to have it there by end of January,
now late, but better late then never*
On the UillD I suggest to Iran you try and keep the price 0325,000*
cause more people are now in the c.-ird game. Once they are all pleased
with bonuses the balance of the planning of 40 UH1D' s which I told you
389
P O S T OFFICE BOX
462
•
FORT WORTH. TEXAS
76101
A
fcxtrOn]
COMPANY
I n r e p l y r e f e r toj:
0 3 XG>0Cjsus-1^4-91
30 J a n u a r y
Mr* William H . French
Managing Director
International Helicopter Consultants,
73 S a r o u l l a B l d g .
Hambra Street
Beirut, Lebanon
Dear
1967
Inc*
Billr
A f e w d a y s a g o t h e I r a n i a n Array A t t a c h e c a l l e d D i c k P i e r r o t
in Washington requesting a proposal for six UH-1D helicopters
a n d a n u n s p e c i f i e d n u m b e r of J e t R a n g e r s .
D i c k ia i n the process of preparing
liveries as followsi
UH~1D
One in
in
Two in
Otm in
the p r o p o s a l w i t h
de-
A p r i l 1 9 n6 7
May
Jun*
"
n
August
JETRJWGER
One in December 1967
One or two per month
thereafter
W e w i l l s e n d y o u a c o p y of the p r o p o s a l w h e n it is
complete.
Best regards *
Very truly
yours,
BELL ESLIGOPTKR
C0MPAI7T
390
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Dear- Dwayne:
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This letter is in.confirmation
of ..our. telephone coriversation^of * . .
s
y e s t e r d a y , July 6 , lS67. *As you are aware International .Helicopter
Consultants I n c .4 has for- .sofne; time hac! the. franchise as your^dealer"
in-1 ran >and other .parts of the Midd le^East
You a r e . also fami1i ar ., -v
w i t h the. nature-of the problems .^iit: Jias . beenvencountering i n . Iran" so
I wi.Il. not detai-J._that
f. - , r^i. rcr r ' C H i v i r .
^
c
^
InternationaJ
1 icoptcr*'consultants^'lnc!', is ov/nedT 5 0 % by M U i *# j
H.^French.and-50%
byJiis. ; wife, : B e v e r ly.
rrench.; :As X; r e p o r t e d - t o y o u ~ ; .
:
^ias t November * I m a d e a trip to Iran on behalf of M r .> French and> his
company and m a d e arrangements at that"time, with4a.•representative of
J<:^bata«Tii , ^whose-naine *is„Dr.. ;Hassan f S a f a v i 4 ^and, w h o is' v the V l c e . . ^
F»r;esi,denjtr<)f;,the High^XounCi ,1. of.Civil A y i a t i c n - o f i l r ^ n , .fo^Jlie f o r i a a - ^ , .
tion pf a Persian, corporation to';.actt;a£,,tte^^
lye' ofj"International
:
HeiicopterlConsultants
Iran^ ? Jhis conpahy^ was 'formed and its >airie is
Sherkat. Sahami -Tayar. P-ars, which v rcugfily transla^es^as Persian, Flying" ;;
p;
Society':'Anonymous... After 'my return"and/the ; . notification
'
v/as formed; v/e w e r e di sappointed. to, f ir.d that no comrnercialactivi ty w a s , "
resulting .from the formation- of _this^'cpmp'anyC'."':This.' especiallyC'^istiirbeij
M r , Frejich because in addition to al V, of, the money he has* invested in I r a n '
over., the past years he has invested-considerable sums in . sending, m e to
negotiate for him and. in connection, with' the formation o f STP he w a s
required to put up;al 1 of, the c a p i t a l , w h i c h w a s 1 mi l.lion rials," or
slightly in excess of $ 1 3 , 0 0 0 , plus formation fees i to. Or.. Safavi of ^ .
5 0 0 ; p d . s t e r l i n g , plus $1,000 expense money to Dr.' Safavi for the necessary
baksheesh involved in getting a corporation registered. Or. Safavi had
391
told us that S I P s l o c k , other than the 4 $ % owned by I n t e r n a t i o n a l ,
H e l i c o p t e r C o n s u l t a n t s and A v i a t i o n D e v e l o p m e n t Consul t e n t s , I n c . ;
the latter of; w h i c h is a. K a n s a s c o r p o r a t i o n 'owned.50%'by W i U i a m H .
French and 5 0 % ' b y his w i f e B e v e r l y U . F r e n c h , _ w o u l d be c w n e d - b y o t h e r
m e m b e r s of the H i g h Counci1 of C i v i L A v i a t i o n , including G e n e r a l
K h a t a m i , a l t h o u g h it w o u l d b e h e l dv in the n a m e of other, p e r s o n s a n d .
not direct ly in their n a m e s . t /
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As y o u know I w e n t to Iran'again recently to a s c e r t a i n , if possible.,
w h a t the p r o b l e1m w a s in the failure'of STP, t o . p r o d u c e a n y results s o
far;
'' *
''
Upon m y a r r i v a l I . d i s c o v e r e d that d u r i n g the, interim p e r i o d w h i l e S T P
w a s b e i n g formed and before it w a s o p e r a t i v e , M r , F r e n c h e s r e p r e s e n t a t i v e :
in T e h e r a n , M r . J o h n B o l t o n , h a d , in an attempt* to, keep f o r g a n i z a t i o n s , s u c h
as the G e n d a r m e r i e supplied w i t h n e c e s s a r y p a r t s to k e e p , t h e i r a i r c r a f t
o p e r a t i v e , been c o n t i n u i n g to d e a l ' w i t h them d i r e c t l y . u n t i 1 S T P b e c a m e '
o p e r a t i v e . D r . Safavi and the o t h e r P e r s i a n s i n v o l v e d . t h o u g h t he w a s
trying to do this behind their, b a c k a n d that w e w e r e . g o i n g to c h e a t _ . . .
t h e m . Accordingly,, they c a l l e d e v e r y t h i n g to~a h a l t untiI the s i t u a t i o n
c l a r . i f i e d . T h e r e was a l s o a f a i l u r e of c o m m u n i c a t i o n b e t w e e n Dr* S a f a v i
- and the w r i t e r w h i c h o c c u r r e d w h e n Dri Safavi s t a r t e d s e n d i n g p a r t s
orders to the w r i ter *s off ice.. I ,told hirn: n o t . to,conwunica^e;. d i r e c t ly
w i t h this o f f i c e o n ' t e c h n i c a l m a t t e r s ' ^
* I then had to-send it; back' to Beirut for p r o c e s s i n g . D r . "Safavi^'s E n g l i s h
is" hot al 1 it m i g h t J b e a n d h e , t h o u g h t . I'was/tejling- him n o t p t o j c o m m u n i c a t e
w i t h m e d i r e c t1 y„ 6n a n y t H i h g ^ ' J ^ o n d i n g . ^
its„ _
a g r e e m e n t ^ w i th Bl11! French J s ^ c o m p a n y ; r e d u c e d ' f o a^wr i t t e n , 90'n^
thi s
information w a s n o t c o m m u n i c a t e d . ' ^ V
7ti£* ^ t ^
I a s s u r e d D r . 1Safavi t h a t • t h e ' m a t t e r "of the interim sales w a s [ n o . p r o b l e m
and M r . F r e n c h s ' c o m p a n y woiiId a c c o u n t to S T P on those s a l e s a n d I a s s u r e d
h i m , as a V i c e P r e s i d e n t o f . t h e two c o m p a n i e s i n v o l v e d , if he w o u l d d r a w
the c o n t r a c t he w i s h e d to. h a v e I w o u l d sign ;them v;hi le t h e r e . r H e - d r e w . ., „
them and I
'off.theInternationa 1 H e l i c o p t e r 'Consultants
a g r e e m e n t is e n c l o s e d her e w i t h . H e i n f o r m e d m e ^ t H a t the P e r s 1 an
'STP
w a s o w n e d 26% by' his" own f a t h e i ^ J n ^ T ^ - a n d
T a g h i D n a m i ^ w h o is the
cousin o f G e n e r a l Khatami ^"^The/^.Mariaging^Qi rector of .STP is a .Mr. G o l s h o y a n
w h o is a former Minister of m a n y d e p a r t m e n t s a n d a p e r s o n o f c o n s i d e r a b l e
s t a n d i n g in Iran a c c o r d i n g ' t o Drl S a f a v i . Safavi a l s o i n f o r m e d w e . t h a t
the " g r e a t g e n e r a l " by whcir; h e - m e a n s 'General ''Khstami^* Had ^ d e c i d e d "to h a n d l e
transactions v^ith STP/in m u c h the ( f a s h i o n ' h e H a d : s e t up' for A i r - t a x i and,.,
H e l i - t a x i , that5 is o n e c o m p a n y .'for fixed w i n g , a i r c r a f t and t h e pother., for ""
h e I i copters."
^ ' T'f
'
" '"''"'
"
392
A c c o r d i n g ly, ?• a c o m p a n y c a l l e d H e l i c o p t e r S e r v i c e s h a d b e e n f o r m e d in
.which M r , Bristow had no interest and with ; which M r . Bristow had no
c o n n e c t i o n , either directly or indirectly. This company w a s to b e
•.the, h e l i c o p t e r s a l e s c o m p a n y a n d a l s o is t os h a v e o p e r a t i n g r i g h t s J,
and; o n e o f its, d i r e c t o r s i s i G e n e r a l Rafaati \vho" has* b e e n G e n e r a l " !
T
Khata«ni r 's front, m a n in H e 1 i ~ t a x i for* q u i t e some- t i m e ; - I h a d s e v e r a l
- m e e t i n g s w i t h G e n e r a l R a f a a t a n d at f i r s t ' G e n e r a 1 R a f a a t . w a s i n s i s t i n g
'.that.-Hel.i c o p t e r . S e r v i c e s - m u s t h a v e t h e B e H - H e l i c o p t e r f r a n c h i s e . ' I
a s s u r e d h i m t h a t it w a s b e y o n d t h e p o w e r o f ' I n t e r n a t i o n a l>iel i c o p t e V
C o n s u l t a n t s ; to g i v e - h i m > t h a t % f r a n c h i s e ~ e v e r i cif vt h e y :l w i s h e c T t o a n d t h a t
;
h i s t w a s • a ipa11e»::
s o 1 e 1 y w i t h i n t h e coritrd 1 o f t h e B e 1; 1; H e 1 i cop't e V ^
J
-Company,
n
"
^
"<
**< •
1
D r . S a f a v i s t r o n g ly r e c o m m e n d e d t h a t : w e t rr y a n d a r r i v e ' a t s a n e - a r r a n g e ment. w i t h H e l i c o p t e r S e r v i c e s a n d b o t h h e a n d G e n e r a l F t a f a a t " a s s u r e d m e
,;that ..Helicopter S e r v i c e s w i 11 b e • in a p o s i t i o n t o b o t h p u r c h a s e f o r i ts
o w n o p e r a t i o n s a n d . s e 1 1 m a n y h e l i c o p t e r s . T h e y a l s o a s s u r e d m e t h a t it
h a s s e c u r e d t h e h e l i c o p t e r o p e r a t i n g c o n t r a c t s w i t h all o f t h e o i l
c o m p a n i e s in I r a n , i n c l u d i n g t h e c o n s o r t i u m . G e n e r a l R a f a a t f u r t h e r
•.stated that.Jie- w i 11. n e e d f o u r Bel 1 sJ e t R a n g e r s q u i t e s o o n f o r H e l i c o p t e r
Services.
„
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, fit
- ;
ft, .
V
W e , w o r k e d o u t , a n o r a l a g r e e m e n t b e t w e e n G e n e r a l " R a f a a t ^ Dc." S a f a v i ^ a n d
myself wherebyja three-party'agreement would-be entered into between
I n t e r n a t i o n a l H e l i c o p t e r r : C o n s u l t a n t s , - S T P a n d ' H e l i c o p t e r ;S e;r v i c e s! ^ in
w h i c h H e l i c o p t e r S e r v i c e s : wouId.?have-; t h e ^ s a m e ' -'functi'ons* in .I'ran onPf r
.'behaif^pf. I n t e r n a t i o n a l H e l i c o p t e r s C o n s u l t a n t s - a s S T P had* a n d ^ t h ^ r e s u lt- ?
ingne t p r o f its t o H e 1 i c o p t e r S e r v i c e s w o u Id b e ' d i v i d e d 2 / 3 r drs - 1 o" H; e l1 l - '
c o p t e r .Services a n d l / 3 r d t o i S T P . ^ T h i s " a g r e e m e n t :is i d e n B c a l w i t h '
t h e -other. 5 o n e : w h i c h > I h a v e e n c l o s e d e x c e p t t h a t it 'adds af p r o v i s i ro: nT
t h a t H e l i c o p t e r ^ S e r v i c e s ; a n d S T P w i 11 s h a r e the p r o c e e d s - o f " t h e i r *
e n d o f t h e v c o n t r a c t as- a f o r e s a i d ^ :It t o o - i s b e i n g - d r a w n fcy 'Drr S a f a v i .
1
'V
"
J
"
- ! .
'"r '-z
" *
" '
I w a s t h e n t a k e n .-to a c o n f e r e n c e w i t h t h e M a n a g i n g D i r e c t o r o f H e l i c o p t e r
S e r v i c e s , a gentleman named M a h v i , w h o was introduced to m e as a l s o b e i n g
the M a n a g i n g D i r e c t o r o f P a n A m e r i c a n I r a n i a n Oi l -'Company/ M r . M a h v i
s t a t e d t h a t h e c o u l d n o t t a k e t h e p r o p o s e d agreement'-to'his B o a r d "of
3
D i r e c t o r s .untiI he h a d a c o p y o f o u r f r a n c h i s e w i t h B e l l H e l i c o p t e r ' a n d
I-.agreed ..to p r o v i d e hirn w i t h s u c h a c o p y u p o n m y r e t u r n . M r . F r e n c h ' s
c o p y w a s u n a v a i l a b l e a t t h a t t i m e s i n c e it w a s i n ' B e i r u t a n d h e h a d n o t
b e e n a b l e to c a r r y a l l of h i s f i l e s w i t h h i m w h e n h e w a s e v a c u a t e d f r o m
B e i r u t ( i n c i d e n t a l l y M r . F r e n c h is n o w p e r m a n e n t l y b a c k in B e i r u t ) .
Nevert h e l e s s , t o s a v e t i m e , as I t o l d y o u on the p h o n e , I w o u l d a p p r e c i a t e i t
if y o u w o u l d s e n d m e a c o p y o f his f r a n c h i s e .
393
W h i l e in Iran I a l s o c o n f e r r e d w i t h G e n e r a l J a b l o n s k i , the C o m m a n d i n g
General of all o f the U . S . A r m e d Forces Advisors' in I r a n . At this
c o n f e r e n c e I"inquired a b o u t - t h e p r o p o s e d Iranian A r m y Air C a v a l r y U n i t
formation a n d he informed m e at that time that this is m e r e l y in the
p l a n n i n g stage and w i 1 1 not ; b e ready to comriience n e g o t i a t i o n s for the
p u r c h a s e of h e l i c o p t e r s f o r a c o n s i d e r a b l e time"yet - " p e r h a p s as m u c h
as five years.' H e d i d , h o w e v e r , state
that if Bell H e l i c o p t e r w i s h e d
c
to m a i n t a i n its p o s i t i o n it w o u l d b e n e c e s s a r y in the not t o o d i s t a n t
f u t u r e to c o m m e n c e the p r e p a r a t i o n o f p r o p o s a l s for t h e f o r m a t i o n o f
such a^ una t, • w h i ch p r o p o s a 1 s s h o u I d b e c o m p lete wi th r e s p e c t to recomm e n d a t i o n s and s u g g e s t i o; n s -and p r o p o s a l s for training of pi lot p e r s o n n e I ,
acquisition and t y p e o f e q u i p m e n t , t r a i n i n g o f / m a i n t e n a n c e p e r s o n n e l
and?methods--of s u p p l y . M"hese' p r o p o s a l s w i l 1 b e s t u d i e d b y C o m m i s s i o n s
of i the: Irani an A r m y •and the M i n i s try of W a r , together w i t h the A r m y
A d v i s o r y g r o u p , and f r o m p a s t e x p e r i e n c e in Iran this w i l l u n d o u b t e d l y
consume a large a m o u n t of t i m e . T h e i r C o m m i s s i o n there is the e q u i v a l e n t
of our C o m m i t t e e s and p a r e n t h e t i c a l ly^I m i g h t add that if a' c a m e l is,'
a horse that -was put together' - by a C o m1m i t t e e - you shou Id s e e the r e s u l t s
of a Persian committee.
'
- ^ '- - "
:
W h i le in 'Iran•Or;' S a f a v i , - M r ; ^ B o l t o n a n 8 'I a l s o c o n f e; r r e d w i t h n u m e r o u s
other••government "off ici a Is y - ' i n c l u d i n g G e n e r a l Cvesi"j; the C o m m a n d i n g ,
General of the Iranian G e n d a r1 m e r i e a n d Ltf C c lv ; ,Balijantyrie
w h o is^ "
:
t h e A m e r i c a n Army''Adv i s o r ' t o 1 heg^ndarmerIel^' fHe'; gendartnerie;
you 'know; i s act i v e ly cons ideri :rtg a p r op os a 1 for the * f o r m a t ion o f ;'a .
h e l i c o p t e r - s t r i k e force and'X61.
Bariantyrie'informed'us that the
;
various
C o m m i s s i o n s w h i c h have b e e n m e e t i n g for a b o u t ^ t w o year's•"on**- '
r
t h i s m a t t e r - h a v e d e c i d e d that t h e ' e q u i p m e n t w h i c h : s: h o u l d b e u s e d f o r ^
this force w i 11 b e Bell U H I 0 ' s.' Co 1. 1 Bal lantyne ' alsb?stated^
;
decision had been m a d e s o m e ' m o n t h s ago * and fol lowing tbis d e c i s i o n G e n e r a l
Ove^i had "come i n t o his o f f i c e o n e d a y w i th ^ a p i c t u r e ' o f a K a m a n and h a d
s t a t e d 4"that this w a s the"-helicopter 'that 'they had d e c i d e d on and h e
dido* t w a n t it b e c a u s e the Iranian A i r Force a n d A r m y h a d K a m a n s a n d:
they 'had h a d v e r y bad o p e r a t i hg e x p e r ience w i th 'them.' T h e i r a c tua 1 ,
o p e r a t i n g c o s t s to d a t e had run in the'"vicinity o f 1 ; 5 ' 0 0 ' p e r h o u r
a n d t h e i r - r a n g e w a s s o little that they could t r a v e l n o f a s t e r than a
g a s o l i n e transport truck could a c c o m p a n y t h e m . C o l . B a l l a n t y n a e x p l a i n e d
to h i m thatr that w a s not w h a t they d e c i d e d on and got o u t a p i c t u r e o f
a H u e y a n d p u t it next t o a p i c t u r e of a Kaman a n d labeled
themfor
r
General O v e s i » s i n f o r m a t i o n . I should add at this' p o i n t t h a t ' G e n e r a l '
Ovesi is highly regarded a n d a p p e a r s to be an e x c e l l e n t g e n e r a l ; e s p e c i a l l y
by Persian standards," but even the best of them h a v e s o m e c u r i o u s gaps
in their c o m p r e h e n s i o n .
394
/
Page -6-
During m y conference with General Oyesi foe again discussed the Hueys,h
and during the discussion he"turned and"pointedfto
a m, o d e 1 of.a Kaman
,,
which.was on the shelf behind his* desk,-and said that s i the kind. o f ^
helicopter w e are going to buy ." I told
him ^ n o , n no: Genera 1, that •
,4 ::
a Karaan
- you/are going to buy*aBel 1 , ' H e S a i d c n ^ s v that's right^
1
i s n 1 that a Bel 1?" I s t r o n g l y r e c o m m e n d ;thaiTyou Serid a^^
a H u e y ; t o John Bo1 ton for presentation to Genera1 Ovesi.V I thihic it
would.also b e a~good idea to present a model of the Huey to General *
Khatami and to General Ghandahari, who is the Commanding General of '".•/•:
the Iranian Army Aviation Battalion. Things like having these m o d e l s
on:their desks seem -to be much m o r e important t ^ the^ Persians^than,
they would be to their American e q u i v a l e n t s ^ Also/'perhaps i i w
help, keep-them straightened o u t .
;
:sr
"
A l s o , as I; told you whi lei- was in Iran I s e c u r e d t h e re Tease of Bi j) ^
French's Cessna 180 and the log books' that^ g o W i ^ h 11 and Or. Safavi V
informed m e that the Persians- now fee 1 . that~ they no longer have any
case against Bill French. Bill is going to apply for a visa to see
w h a t results he can get along that line, and I feel that within a
matter of nine months or so there is a possibility that h e will b e .
a b l e to travel freely to and from Iran. He has, 4 however» decided
in view of the activity in the rest of the Middle-East that It would
b e m o r e appropriate for him to maintain his headquarters in B e i r u t :
and h e will be moving his family to Beirut sometime in the not too
distant future. He wi ll continue to m a i n t a i n s resident respresentative
in I r a n , l>ut w e are.currently in the process of looking<fbr a-,man with
the right qualifications to send there*to rep Iate BoIton. Bolton is
thoroughly familiar with helicopters and is an experienced helicopter
pi lo.^.as .welli as. having some business experience but it would be better
from our point of view not to have to maintain an expensive pi lot there ,
but r a t h e r to have someone w h o is familiar with the types of aircraft
that w e handle, and w h o m a y incidentally be a pilot, but not such an
experience^ one. as the ones w e usually hire, and whose background is
m o r e in business administration with perhaps a touch of diplomacy. As
soon as w e find the right man w e will replace Bolton.
I a m , of course, not in any position to guarantee you that the new
proposal is going to w o r k . In fact, I think all of our past experience
indicates that the only way w e will know whether something is working .
or not is when the orders start comming through. •
395
Page -6-
I do not t h i n k i t i s q u i t e a c c u r a t e t o s a y t h a t B i l l French has done
n o t h i n g f o r you in t h i s a r e a s i n c e he has s u c c e e d e d i n s p i t e o f tremendous
o b s t a c l e s in k e e p i n g your Company's name i n the f o r e f r o n t o f d i s c u s s i o n
in " a l l o f the government a g e n c i e s i n I r a n .
Furthermore, the I r a n i a n
government has p u r c h a s e d no h e l i c o p t e r s i n r e c e n t y e a r s f r o m anyone
else.
B e s i d e s , E i l l has p e r s o n a l l y bought two G - ^ s and s o l d a n o t h e r
one on your b e h a l f i n the l a s t two y e a r s .
A l s o , I understand that
t h e r e i s a good chance i f e v e r y o n e " h o l d s t h e i r mouth r i g h t 1 1 s e l l i n g
8 Hueys t o K u w a i t .
I am e n c l o s i n g f o r y o u r i n f o r m a t i o n a resume w h i c h was f u r n i s h e d t o
me by Dr. S a f a v i , w h i c h he i s a l s o g i v i n g t h e U. S . S t a t e Oepartroent
i n c o n n e c t i o n w i t h h i s r e q u e s t t h a t they e n d o r s e h i s e f f o r t s t o b e come t h e next Prime M i n i s t e r o f I r a n .
I a l s o was i n f o r m e d t h a t Or.
S a f a v i has c u r r e n t l y been nominated f o r a Nobel P r i z e , s o t h i s v/i 11
g i v e you some i d e a o f t h e c a l i b e r o f p e o p l e w i t h whom we a r e d e a l i n g
in I r a n .
I n t h e e v e n t I can p r o v i d e f u r t h e r i n f o r m a t i o n o r i f you
have any q u e s t i o n s p l e a s e do not h e s i t a t e t o c o n t a c t me.
Yours very
truly.
C. R o b e r t B e l l , o f
MORRIS, LAING, EVANS & BROCK
CRB/cs
cc: William H* French
396
D R . H. SAFAVI
Doctor Hassan Safavi, born 1909 in Teheran, Iran, Doctor at Law and
Economical Science,, has held the following positions:.
• ,
Attorney G e n e r a l , Ministry of Justice.
Chief of C a b i n e t , Ministry of Finance 1321.
Director General Propaganda & Publicity during the war 1942-1945
Member of the High Council of the First Seven Year P l a n .
Under Secretary, LSnistry of Economy,<^1947.
//'7 f
Managing Director, Iran Insurance C o m p a n y , 1949*
Member of the Board of Directors of Ports & navigation
Organization of Iran, 1951 .
Vice President, High Council of Civil A v i a t i o n , 1952.196£!
Delegate of Iran to I.C.A.O.
/
Member of the International Astror.autical Federation.
Ex Vice-President of the Institute of Space Law of I.A.F.
^^^c^^lfc^o^rd^of
D i r e c t o r of Persian Shipping Services.
r ftf th^R^r^r-err^^
of Iranian L l o y d s .
Dr. Hassan Safavi is also the Author of the follv/oing books:"The Economy of Iran and the possibility of its development"
(French ).
"The Home Industry of Carpet in Iran"
(Persian & French )
"Declaration of F r e e d o m , its progress.
(Persian )
"The Civil Aviation Lav; of Iran and its Regulations"
''
397
July 11, 1967
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Mr. WiIliarn H . French
Apt.. ,73* Sour 11a Building
Harma Street
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Received your letters of 5 and 7 , July, together with the enclosures.
Enclosed herewith is copy of my telex to you.
I was not able to reach Dwayne Jost until today and he apologized for
getting no answer out to you but says he was "covered up".!. .. . If,.there
is no" other "way to make the Saudi deal anaVthey ; are una 1terablyVopposed
to buying from an American company, maybe you.could, 'gi.veHelicopter
Services a smal 1 .cut, and sel 1 .through^,the' Persian." ccxnpan^.T j ^
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oViriy way back I'stopped in Washington and delivered our message loud
end clear to the State Department. The message was w e have done everything they wanted us to do and they .have done nothing to help, us.. / W e
are now in grave.- danger of being 'terminated by Be 1 I, He 1icopier^ aridJi f
we are that wi11 be the ballgame."s6 please use any influence they can
to keep Bell Helicopter with us and also on the other e n d , to be sure
the Persians really cooperate and are not just blowing smoke in our
ear. They tried to tell m e that they had done everything possible and
I told them I didn't believe it because as a minor example, they had
been unable in 6 months to get the 180 released and I did it in 2 days
I also extracted a promise from them that they would send copies of all
treaties. Have not received them yet.
r
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398
Page -6-
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I .cal led on Garner. S h r i v e r w h o turns.«put to b e Chai rman .of; the House
o f i r R e p r e s e n t a t i v e s C o m m i t t e e on ForeignJ-ti 1 itsry A i d Appropriet ions;
gavechim the w h o l e story, i n ^s unwary fashipn and tolc! Him just w a n t e d
him to be informed in case w e have to blow the w h i s t l e . He indicated
interest and d i d not comment as to what action h e would take if w e
say. ; the w o r d , b u t -I *think w o u Id, be favorab le1 yto usv H e .also promi sec!
to -get rCopies^p^.the c treaties f £or'me. e . Haven 't^receiyed; them either ^Is ^ '"
yetj.
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Oontt b e l i e v e . r . t h e r e - a n y . point in .contacting H a r e or,.anyone e l s e in p
State D e p a r t m e n t ^ ^ ^ confident that,a 1 l^of t a t e r ^ r t m e n t ^ p e ^ s o n n e 1
knows .the^resu]ts o f r m y s r e c e n t ^ c p n f e r e n c e .
^
f
Enclosed herewith are m y r u n u s e d ; a i r line tickets so y o u can,get refunds.
A l s o enclosed is statement on the m o s t recent trip! " I got'soft hearted
and decided not to charge you at all for the war*
1
Z o o k , seemed pleased w i t h m y .repprt although, I^told him w e . c p u l d n 1 ^ t e l \
if? the Persians a r e going^ to},, dot,what."ihey.^say unless' arid^ tinti T they Begin
to produce, o r d e r s . However., l o o k staying in^ the;buggy, w i t h us' he Ips
considerably with,Bel 1 H e 1icop ter.,.; Zook said, they'have remained'in c l o s e
c o n t a c t w i t h Cessna about y o u . Z o o k is~ going* to New DeIhi and Karachi
in.the next couple of m o n t h s along w i t h a team to m a k e p r e s e n t a t i o n on
at he.. Ag : . wagons* ^ H e w i 1 I, J e t m e know.
timetab le .and. I,wi 11 get S a f a v i
t o set up a presentation for him w i t h the~Minister of A'gricu1ture in
T e h e r a n . T h e thought of this seemed to please him g r e a t l y .
*
Did Barry get to Saudi all right. Pleasekeep...^.informed on status o f
the other jobs and equipment; a l s o , whether'He';got'" the 180 and^log books
o u t of, I r a n . . .•
• V
.. . .
. ••
•
C: i'ti*,-" *
^
If you see M i k e please ask h i m to mai l^my-^white shirts.^to
.
Please contact David P. Fortin to get m o r e information on his s i t u a t i o n .
I am s u r e w e could not obtain a discharge from the reserve to w o r k on
this contract but I am also sure that unless his reserve position is very
unusual w e could get an exemption from call-up to activity d u t y during the
time h e is on the j o b . My suspicion is his reply w a s just a s t a l l .
399
Page
Pat Patterson is looking for a possible new man for Teheran. Says
he knows of one he is checking out who has a degree in Business
Administration as well as an A & I mechanic's rating and thinks would
be ideal for the Persian situation.
Zook says it is most important you work out details of ordering procedure
for Persian company so that orders to Cessna come from you. The Persians
want to order directly from our office here and I would suggest that you
provide us with the necessary order forms with instructions as to how to
fill them out so that if the order comes in to our office w e can fill out
an order on ADC stationery or form and I can sign as Vice-President of
ADC. Then, w e attach a presigned general letter signed by you in which
we can insert the date saying please honor the enclosed order. I have
also told them at Cessna to stop sending your dealer invoices along with
the items they ship since they go first into the hands of the Persians
and this causes us problems. He promised to take care of this.
Jost-also promised to send m e copy of the Bell Helicopter franchise
but so far neither you nor he has sent me one, and I feel the delay
might be harmful to us if the Persians are really going to do anything.
Jost promised m e again this morning to get it right out to m e but just
in case you should also send m e a copy. I am waiting to write to Or.
Safavi until I have it. I wiII keep you copied.
I guess that's all for now.
Don't start any more wars for awhile.
Yours very truly,
C. Robert Bell, of
MORRIS, LAING, EVANS § BROCK
CRB/cs
End.
23-554 O - 78 - 26
400
<£Y
78
U
Beirut Lebanon
2 1 J u l y 1967
Dear Bob:
A t t a c h e d i s a c o p y of m y t e l e x to you®
B o b , I n d i s c u s s i o n w i t h J o h n B o l t o n w h e n h e fras here, g o i n g to J e d d a h ,
I g a v e B e v a l e t t e r a h o t one to h i m J o h n w h e n she left A t h e n s a s k i n g
h i m w h y i n h e l l h e w a s n ' t a n s w e r i n g g.e on w h a t I w a n t e d d o n e ,
vI a l s o t o l d h i m to a s k S a f a v i w h a t in h e l l M r A r b a b i a n d Z a n a g a h n i fro:
A i r t a x i w a s doing in P a r i w saying Gen K wanted the Bell Franchise b a c k
. u n d e r A i r t a x i . I'his I a d v i s e d y o u o n w h e n y o u w e n t t o T e h e r a n .
J o h n Ho.ped S a f a v i a n d s a i d c a n ' t y o u s e e i f A i r t a x i o r H e l i t a x i g e t t h
F r a n c h i s e D r w e r e o u t c o m p l e t e l y y o u ' d , b e t t e r s t a r t d o i n g s o m e t h i n g , a:
w h y h a s n ' t t h e 1 0 , 0 0 0 m e t e r s of l a n d b e e n o b t a i n e d , a n d w h y h a s n ' t t h e
p r i c e s t a b l i z a t i o n b o a r d b e e n c o m p l e t e d f o r o u r protection.. H e l l a i r
t a x i i s s t i l l a p p r o a c h i n g a l l c o m p a n i e s , M r F r e n c h ' s c o m p a n y s s t p aref i n i s h e d ^ W h a t s g o i n g o n . J o h n S a i d i t toolc S a f a v i a lainute a n d J o h n
s a y s h e t h i n k s - h e c a u g h t h i m o f f g u a r d f o r S a f a v i s a i d , I ' v e b e e n orde:
to stallo
'-^hen J o h n s a i d h e b e l i e v e s S a f a v i c a u g h t h i m s e l f f o r t h e e:
p r e s s i o n o n S a f a v i ' s face; c h a n g e d f r o m d a y to n i t e a n d b a c k a g a i n .
J o h n a l s o s a y s h e m i g h t h a v e s a i d t h i s to d e f e n d h i m s e l f b u t h e doasn't h i n k so f o r t h e y a r e n ' t d o i n g a n y t h i n g . A l s o J o h n S a i d S a f a v i h a s eb(
o r d e r e d b y t h e g e n e r a l t o g o to E u r o p e to h a v e t h e H e m r o i d o p e r a t i o n ii
w h i c h case, h e ' l l b e g o n e f o r 4 - 5 m o n t h s a n d h e s to leave, in a f e w d a y s .
So this surely will put Safavi out from doing anything»
A n y t o t h e r t h i n g J o h n s a i d S a f a v i s a i d b e f o r e h e c a u s g h t h i m s e l f , a s iiow
d i d y o u k n o w t h i s , a n d J o h n Sa&di H e l l t h e c o m p a n y ' s a l l t o l d M r F r e n c h
w h e n he w a s in P a r i s , Safavi said General K doesn't really w a n t Airtaxj
to have B e l l franchise, b u Helicopter S e r v i c e s .
k'o y o u c a n s e e w h y in H e l l t h e y dojj't w a n t J o h n t h e r e h e s c a t c h i n g on "t
a l s o t h e s a n e a s L l o y d w a s d o i n g , of c o u r s e L l o y d h a d o t h e r p r o b l e m s bi;
n r v e r theless it is f a c t .
I t a l s o m a k e s s e n s e in K h a t a m i t e l l i n g y o u S a f a v i w a s h i s m a n t o s t a l l
• s o h e c o u l d m a n u e v e r t h e D a m U S Airforcie i n t o s e l l i n g I r a n i a n A i r f o r c e .
s p a r e s so I r a n i a n A r m y h a d to b u y t h e m t h a t w a y . I n f a c t I b e l i e v e t h e
S O B we. t a l k e d to i n W a s h i n g t o n w a s g o i n g to I r a n j u s t f o r t h a t p u r p o s e .
So. i t s r e a l l y o u r o w n d a m g o v e r n m e n t f o r c i n g p r i v a t e , f o r e i g n i n v e s t m e n t
o u t . Hell Cessna sold spares from Military division t o US Airforce!
M
tary at Cessna cannot say they didn't know where the spares were going
t h a t l i s t o n l y f i t t e d t h e r e q u i r e m e n t s f o r I r a n , a n d n u m b e r of e n g i n e s .
A l s o its the fact U S airforce built K h a t a m i over the y e a r s , now they a r
h a n d l i n g f u n d i n g f o r I r a n f o r f i v e y e a r s , so t h e y ' l l c u t a n y b o d y ' s t h r o
to help K h a t a m i . Theyre all laughing at u s a big joke!
I'Ja n o t starti:
a W a r y e t , but I ' m n o t v e r y dam f a r from i t . Y o u r and m y g o v e r n m e n t st
I t a p p e a r s i t s a s o c i a l i s t i c o r g a n i z a t i o n s f o r p a r a s i t e s , 'ppi P^AV,.
g i v e h i m m v rw/nrvir.
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T h i s w i 1 1 . a c k n o w l e d g e y o u r , l e t t e r o f November 1 2 , with-r-enclosures a n d
a l s o the c o p y of the letters to J o h n s t o n I n s u r a n c e , Iric.y,and BSW L e a s i n g
C o r p o r a t i o n . _ T h a n k , y o u v e r y m u c h for the c h e c k . T h i s k e e p s m e in g o o d
s t a n d i n g w i t h m y p a r t n e r s and I h o p e it d o e s n ' t p r e s s y o u t o o h a r d .
.... 5,.-%/' ^
I c a l l e d Cessna and R u d y H e i d e b r e c h t said y o u r p a r t s w e r e s h i p p e d F r i d a y ,
N o v e m b e r 17 v i a T W A to N e w Y o r k a n d then a s instructed..?: I <also t a l k e d
to! Dick W o l l e r .and h e s t a t e d y o u r p r o f o r m a s a r e i n - p r o c e s s r i g h t n o w
a n d a r e g o i n g # o u t ^ t o d a y . H e is n o t , h o w e v e r , q u o t i n g y o u a 172 as C e s s n a
is b u t o f 1 7 2 s a n d is n o t c u r r e n t l y m a k i n g a n y . H e d i d q u o t e y o u a 177
in its p i e c e . T h e y w i l l e v e n t u a l l y b e m a k i n g 172's a g a i n b u t h e d o e s n ' t
know w h e n .
t n c i o s e d is the text o t a telex I h a v e sent y o u t o d a y w h i c h is p r e t t y
m u c h self-explanatory4
Jablonski h a s been r o u s t i n g Bell H e l i c o p t e r
and they a r e v e r y n e r v o u s a b o u t the air c a v a l r y . p r o g r a m . J a b l o n s k i
tells them that t h e air f o r c e w i l l not deal w i t h S T P even thougfv'the
g e n d a r m a r i e w a n t s t o . O r p e n s a i d Bell is not t o o m u c h i n t e r e s t e d in
the; g e n d a r m e r i e b u t is q u i t e c o n c e r n e d w i t h t h e a i r c a v a l r y p r o j e c t .
B e t w e e n y o u and m e I think t h e reason is that a n y t h i n g t h e g e n d a r m a r i e
w a n t s in the w a y o f Hueys w i l l b e in the very n e a r f u t u r e and Bell
p r o b a b l y c a n ' t d e l i v e r them b e c a u s e o f its Viet N a m c o m m i t m e n t s t o t h e
U . S . A r m y , but they figure if they c a n get in on the IIAF p r o g r a m it
w i l l b e far enough d o w n the road that they m i g h t b e u n h i t c h e d in V i e t
Nam.
403
Page
-6-
O r p e n a n d P i e r o t w i l l s t o p in B e i r u t to s e e y o u . B e s u r e a n d s w a b
them out good as they a r e stopping on their w a y b a c k . O r p e n p r o m i s e d
t o c a l l m e w h e n h e g e t s b a c k a n d tell m e w h a t h e t h i n k s .
T h e r e h a s b e e n a lot o f p r o - S h a h p r o p a g a n d a in o u r n a t i o n a l m a g a z i n e s
l a t e l y in c o n n e c t i o n w i t h t h e c o r o n a t i o n a n d e n c l o s e d h e r e w i t h is a
x e r o x c o p y o f a letter w h i c h a p p e a r e d in o u r local n e w s p a p e r w h i c h
I found to b e i n t e r e s t i n g .
D i c k W o l l e r a n d X d i s c u s s e d it a l i t t l e
bit a n d h e said he had j u s t recently read s o m e t h i n g a l o n g the lines
o f t h i s l e t t e r in a G e r m a n m a g a z i n e h e t a k e s .
E n c l o s e d h e r e w i t h is a c o p y o f a letter I h a v e t h i s d a t e w r i t t e n
Jack Z o o k just to cet their bobble on the Ag W a g o n demonstration
the file. I hope you approve of it.
to
into
I w i l l c o m m e n c e c h e c k i n g o n t h e w i n e a n d let y o u k n o w a s s o o n a s
possible what I find o u t .
Glad t o see you got an o f f i c e , e l e c t r i c
t y p e w r i t e r , e t c . W h o r u n s it f o r y o u ?
T h e c o p y o f G o l s h o y a n ' s letter t o y o u d a t e d N o v e m b e r 5 . 1967 is t h e f i r s t
o n e I h a v e s e e n . I d o n o t p l a n to m a k e a n y r e s p o n s e t o t h e i r i d i o t i c
d e m a n d s u n l e s s y o u w a n t m e t o . It j u s t looks t o m e like t h o s e c r o o k s ,
a r e trying to get their hands on a little m o r e cash before w e pull
the string on them. Don't you agree?
Yours very
truly,
C . Robert Bell, of
KORRIS, LAING, EVANS &
CRB/cs
Ends.
BROCK
404
In reply r e f e r
0 3 : JKO:tm:**57*t
to:
11 December
1967
M r , V?illiavn H . F r e n c h
S a r o u l l a B u i l d i n g 37,,
Hatnra 5 t r e e t /
Beirut, Lebanon
Dear ;Bill ::
T h i s - l e t t e r w i l l o u t l i n e g e n e r a l l y t h e f i n d i h g s o f D i c k ""
P i e r r o t , G e o r g e K l i n g a n d rayself o n o u r r e c e n t . - t r i p t o
Teheran: during. t h e r w e e k of
.November 1967.,
,
A l t h o u g h w e had difficulties in locating John B o l t o n and
D r . S a f a v i , t h r o u g h a c c i d e n t a l c o n t a c t , a v i s i t w i t h thera
w a s finally arranged., Unfortunately., w e w e r e n o t a b l e to .
m a k e contact w i t h you in B e i r u t , either on the w a y over
n o r on t h e r e t u r n , a l t h o u g h w e had. b e e n a s s u r e d b y J o h n .
Bolton that you would be m e e t i n g us., - •
.. ••
B i l l , w e raissed t h e f a c e t o f a c e c o n t a c t that." w o u l d ' hav.e^,./
p e r m i t t e d t h e d i s c u s s i o n o f t h e r e s u l t s o f . our,, v i s i t t o r'
Iran a n d t h e effect o n the Bell r e p r e s e n t a t i o n w h i c h is
•of,.vital c o n c e r n - t o u s . .
^ h'lI-:,
. V•
T h e p u r p o s e of our v i s i t w a s t w o - f o l d . F i r s t , w e h a v e b e e n
a w a r e f o r sovne-time o f t h e p o t e n t i a l - U H - 1 D i n t e r e s t b y t h e
I r a n i a n A r m y t h a t lias b e e n b r o u g h t t o o u r a t t e n t i o n m a i n l y
through U . S . m i l i t a r y sources a n d direct, contact w i t h t h e
ASHISrI/HAAG H i s s ion in T e h e r a n . I n this r e g a r d w e w e r e
h e a r i n g r u m o r s of a n a c t i v e i n t e r e s t b y c o m p e t i t i v e s o u r c e s
in promoting helicopters other than Bell. These w e r e prim a r i l y Kainan a n d S u d A v i a t i o n . W e w e r e n a t u r a l l y d i s t u r b e d ,
particularly since there was no apparent intelligence or
activity reported through International Helicopter Consulta n t s , our representative for I r a n , that w o u l d p r o v i d e a
clear picture on what was transpiring.
405
M r . W i l l i a m II. F r e n c h
P a g e two
11 December 1967
03:JKO:tm:4574
W h e n I called your a t t o r n e y , M r . R o b e r t B e l l , p r i o r to m y
d e p a r t u r e , he had n o n e w i n t e l l i g e n c e to r e p o r t s i n c e his
last visit to Teheran several m o n t h s a g o .
T h i s , of c o u r s e , l e d u s t o t h e s e c o n d p u r p o s e o f o u r v i s i t to investigate the effectiveness of this r e p r e s e n t a t i o n particularly in r e l a t i o n to its p r o p o s e d r e o r g a n i z a t i o n a n d
d e c i d e upon its r e t e n t i o n . This w e h a d p r o m i s e d to do in
granting a temporary a u t h o r i z a t i o n for c o n t i n u a t i o n of y o u r
representation as stated in m y l e t t e r N o . 1543 dated
17 January 1 9 6 7 , a c o p y of w h i c h is e n c l o s e d .
Following this letter, in personal discussions w i t h y o u and
M r . Bell, M r . Jose recognized that during your period of
ex-communication from I r a n , this effectiveness w o u l d b e
difficult.
It was a g r e e d , h o w e v e r , t h a t p r o v i s i o n a l a p p r o v a l
for c o n t i n u a n c e of y o u r r e p r e s e n t a t i o n w o u l d b e g i v e n f o r
t h e b a l a n c e of the y e a r during w h i c h time y o u w o u l d m a k e
every effort to obtain government sanction f o r y o u r return
t o I r a n , a n d p e n d i n g o u r own. p e r s o n a l i n v e s t i g a t i o n s i n t h a t
country.
O u r r e c e n t v i s i t to T e h e r a n a n d d i s c u s s i o n s w i t h D r . S a f a v i ,
John Bolton, L/Gen„ Khatami, IIAF, and H^Gen. Jablonsky,
Chief
S. ARMXSH/MAAG, produced no indication that your
position has improved, either through intervention of the
U . S. Government, legal or other efforts of y o u r own organiz a t i o n . On the c o n t r a r y , it appears that it w i l l b e s e v e r a l
m o n t h s before y o u could b e p e r m i t t e d to r e - e n t e r d u e to the
actions still pending a g a i n s t y o u . Then t h e r e is a serious
'question-as'-'to w h e t h e r y o u w o u l d b e a b l e t o r e - e s t a b l i s h
effective representation in Government c i r c l e s .
Our visit determined further, that your present organization
is n o t c o n s i d e r e d o n e t o b e s e r v i n g o u r b e s t i n t e r e s t s , p a r ticularly since your key personnel were relatively unknown
in t h e i r capacity as Bell h e l i c o p t e r representatives to
p e r s o n s s a l i e n t to the m a j o r h e l i c o p t e r p r o g r a m b e i n g c o n s i d e r e d by t h e G o v e r n m e n t of Iran*
A c c o r d i n g l y , i t is w i t h r e g r e t t h a t w e i n f o r m y o u o f t h e
t e r m i n a t i o n of our R e p r e s e n t a t i v e A g r e e m e n t in so f a r as
t h e c o u n t r y o f I r a n is c o n c e r n e d .
406
11 December 1967
03: JHQ:tm:457*i
M r . W i l l i a m J-I. F r e n c h
Page three
We are enclosing a revised Agreement and Schedule "A" that
w i l l c o n t i n u e y o u r r e p r e s e n t a t i o n of B e l l H e l i c o p t e r C o m p a n y
f o r 1 9 6 S f o r t h e c o u n t r y o f K u w a i t . I t is o u r b e l i e f t h a t
you s h o u l d b e a b l e to d e v o t e s u f f i c i e n t i n f l u e n c e in that
country to promote the anticipated Government procurement of
Bell helicopters that w e investigated together over four
years ago.
P l e a s e s i g n a n d r e t u r n all copies of our n e w r e v i s e d a g r e e ment and a copy duly signed by Bell Helicopter Company will
b e r e t u r n e d to y o u .
W e are looking forward to continuing our w o r k i n g r e l a t i o n s h i p
for your revised territory, and for a mutually profitable
year in 1 9 6 8 .
Sincerely,
BELL HELICOPTER
J. H . Orpen
Export Sales
Endorsed
by:
Dwayne K . Jose
Director of Commercial
c c to:
C. Robert
Bell
Sales
COMPANY
Manager
407
LAW
O F F I C E ^
fit-
O F
MORRIS, LAING, EVANS & B
R
O
C
K
L E S T E R L.
FTOFMIS
214 F I R S T
IOOI-I&GO
V E R N E M . L A I NO
rtRD
RALPH
E.EVAWS.JR.
FEDERAL
SAVINGS
BUILDING
123 S O U T H M A R K E T S T R E E T
WICHITA,KANSAS 6 7 2 0 2
R.BROCK
July 7 , 1967
J O S E P H W. KENNEDY
C.ROBERT BELL
_
_
_
AREA
MHERST
ROBERT L.ORI3COLL
COMMERCIAL S A L E S
DEPARTMENT
REFEiy-y.
fi/yjz,/
3 i e
4-2641
ACTION
JUL 10 1967
Mr. Dwayne Jost
Bell Helicopter Company
F. 0. Box 482
Fort Worth, Texas, 76101
RE
v
Ttft/fT^J
0
_
International Helicopter Consultants, Inc.
Dear Dwayne:
This letter is in confirmation .of our telephone conversation of
yesterday, July 6 , 1967. As you are aware International Helicopter
Consultants, Inc., has for some time had the franchise as your dealer
in Iran and other parts of t h e Middle-East. You are also familiar
with the nature of the problems it has been encountering in Iran so
I will not detail that. :
International-Helicopter Consultants, Inc., is owned.50% by William
H . French and 50% by his wife, Beverly W . French. As I reported to you
last November I made a trip to Iran on behalf of Mr. French and his
company and made arrangements at that time, with a representative of
General Khatami, whose name is Dr. Hassan Safavi, and w h o is the Vice
President of the High Council of. Civil Aviation of Iran, for the formation of a Persian corporation to act as the representative of International - :
Helicopter Consultants in Iran. This company was formed and its name is
Sherkat Sahami Tayar Pars, which roughly translates as Persian Flying
Society Anonymous. After my return and the notification that this company
was formed we were disappointed to find that no commercial activity was
resulting from the formation of this company. This especially disturbed
Mr. French because in addition to all of the money he has invested in Iran
over the past years he has invested considerable sums in sending me to
negotiate for him and in connection with the formation of STP he was
required to put up all of the capital, which was 1 million rials, or
slightly in excess of $ 13,000," p lus formation fees to Dr. Safavi of
500 pd. sterling, plus $1,000 expense money to Dr. Safavi for the necessary
baksheesh involved in getting a corporation registered. Dr. Safavi had
408
Page - 6 told us that STP s t o c k , other than the k S % owned by International
H e l i c o p t e r Consultants and Aviation Development C o n s u l t a n t s , I n c . ,
the latter of which is a Kansas corporation owned 5 0 % by W i l l i a m H .
French and 5 0 % by his w i f e Beverly W . F r e n c h , w o u l d b e o w n e d by other
m e m b e r s of the High Council of Civil A v i a t i o n , including General
K h a t a m i , ' a l t h o u g h it w o u l d be h e l d in the name of other p e r s o n s and
not directly in- their n a m e s .
A s you know I w e n t to Iran again recently to a s c e r t a i n , if p o s s i b l e ,
w h a t . t h e problem w a s - i n the failure of STP to p r o d u c e a n y results so
far.
Upon m y arrival I discovered that during the.interim p e r i o d w h i l e STP
w a s b e i n g formed and before it w a s o p e r a t i v e , M r . F r e n c h ' s r e p r e s e n t a t i v e
in T e h e r a n , M r . John B o l t o n , h a d , in an a t t e m p t to keep o r g a n i z a t i o n s such
as the G e n d a r m e r i e supplied w i t h necessary p a r t s to keep their a i r c r a f t
o p e r a t i v e , been continuing to deal w i- t h them d i r e c t l y until STP b e c a m e
operative.: D r . Safavi and-the o t h e r P e r s i a n s involved thought he w a s trying t o do this behind their b a c k and that w e w e r e going to cheatt h e m . A c c o r d i n g l y , t h e y called.everything to a. h a l t until the situation
c l a r i f i e d . T h e r e w a s a l s o a failure of communication: between D r . Safavi
and the w r i t e r which occurred w h e n Dr. Safavi. s t a r t e d sending parts
orders to the w r i t e r ! s office.. I told him not to c o m m u n i c a t e directly
w i t h this-office on technical matters, as that o n l y c a u s e d - d e l a y , b e c a u s e
•I then had to send it b a c k t o Beirut-for. p r o c e s s i n g . D r . S a f a v i ' s English
is not all it-might be a n d - h e thought I was-tel ling" h i m not to c o m m u n i c a t e
with, m e directly on a n y t h i n g . A c c o r d i n g l y , w h e n STP_ w i s h e d t o h a v e its .
a g r e e m e n t w i t h Bill French's company reduced to a w r i t t e n c o n t r a c t , this",
information w a s not c o m m u n i c a t e d .
I assured Dr. Safavi that the m a t t e r of the interim s a l e s w a s no problem and M r . French's company w o u l d account to STP on t h o s e sales and I a s s u r e d
h i m , as a Vice President of the two companies i n v o l v e d , .if h e w o u l d draw ..
the c o n t r a c t he w i s h e d to h a v e I w o u l d sign them w h i l e t h e r e . H e d r e w - ^
them and I signed them and a c o p y of the International H e l i c o p t e r Consultants
agreement is enclosed h e r e w i t h . He informed m e that the Persian 5 1 % of S T P
w a s o w n e d 2 6 % by his own father-in-law and 2 5 % by M r . T a g h i E m a m i , w h o is the
cousin of General K h a t a m i . T h e Managing Director of S T P is a M r . G o l s h o y a n
w h o is a former Minister of m a n y departments and a p e r s o n of c o n s i d e r a b l e
standing in Iran according to D r . S a f a v i . Safavi a l s o informed m e that
the " g r e a t general" by w h o m he m e a n s General K h a t a m i , had d e c i d e d to h a n d l e
transactions w i t h STP in much the fashion he had set up for Air-taxi and
H e l i - t a x i , that is one company for fixed w i n g a i r c r a f t and the other for
helicopters.
409
Page - 6 -
A c c o r d i n g l y , a company called Helicopter Services had b e e n formed in
w h i c h M r . Bristow had no interest and with which M r . B r i s t o w had no
c o n n e c t i o n , either directly or indirectly. This c o m p a n y w a s to be
the h e l i c o p t e r sales company and also is to have o p e r a t i n g rights
and o n e of its d i r e c t o r s is General R a f a a t , w h o has been General
K h a t a m i ' s front m a n in Heli-taxi for quite some time. I had several
m e e t i n g s w i t h General Rafaat and at first General R a f a a t w a s i n s i s t i n g
that H e l i c o p t e r Services m u s t have the Bell Helicopter f r a n c h i s e . I
assured h i m that it w a s beyond the power of International H e l i c o p t e r
Consultants to give him that f r a n c h i s e even if they w i s h e d to and that
this w a s a m a t t e r solely w i t h i n the control of the Bell H e l i c o p t e r
Company.
D r . Safavi s t r o n g l y recommended that w e try and a r r i v e at some arrangem e n t w i t h H e l i c o p t e r Services and both he and General R a f a a t assured m e
that H e l i c o p t e r Services will b e in a position to b o t h . p u r c h a s e for its
own o p e r a t i o n s - a n d sell m a n y h e l i c o p t e r s . T h e y a l s o a s s u r e d m e that it
has s e c u r e d the helicopter o p e r a t i n g contracts w i t h all o f the oil
companies in Iran,-including the c o n s o r t i u m . General R a f a a t further
stated that he w i 1 1 need four Bel 1-Jet .Rangers quite soon for H e l i c o p t e r
Services.
W e w o r k e d out an oral agreement between General R a f a a t , D r . Safavi and
m y s e l f w h e r e b y a three-party a g r e e m e n t w o u l d be e n t e r e d into between
International Helicopter. Consultants,"STP-and H e l i c o p t e r Services in w h i c h - H e l i c o p t e r S e r v i c e s w o u l d K a v e _ t h e _ s a m e functions in Iran o n
behalf of International Helicopter Consultants as STP had and the resulting net p r o f i t s to Helicopter S e r v i c e s w o u l d be d i v i d e d 2/3rds to H e l i - '
copter S e r v i c e s and I/3rd to S T P . This a g r e e m e n t is identical w i t h
the other o n e w h i c h I have enclosed except that it adds a p r o v i s i o n that H e l i c o p t e r Services and STP will s h a r e the p r o c e e d s of their
end of the c o n t r a c t as a f o r e s a i d . It too is being d r a w n by Dr. S a f a v i .
I w a s then taken to a c o n f e r e n c e w i t h the Managing Director of H e l i c o p t e r
S e r v i c e s , a gentleman named M a h v i , w h o w a s introduced to m e as a l s o b e i n g
the M a n a g i n g Director of Pan A m e r i c a n Iranian Oil C o m p a n y . M r . Mahvi*
stated that he could not take the proposed agreement to his Board of
Directors u n t i l - h e had a copy of our franchise w i t h Bell Helicopter and
I agreed to p r o v i d e him with such a copy upon m y r e t u r n . M r . French's
copy w a s u n a v a i l a b l e at that time since it w a s in B e i r u t and he had not
been a b l e to carry all of his files w i t h him when he w a s evacuated from
Beirut (incidentally M r . French is now permanently b a c k in Beirut).
Nevert h e l e s s , to save time, as I told you on the p h o n e , I w o u l d a p p r e c i a t e it
if you w o u l d send m e a copy of his franchise.
410
Page - k W h i l e in Iran I also conferred w i t h General J a b l o n s k i , the Commanding
General of all of the U . S . Armed Forces A d v i s o r s in I r a n . At this
c o n f e r e n c e I inquired about the proposed Iranian A r m y A i r Cavalry U n i t
formation and he informed m e at that time that this is m e r e l y in the
planning s t a g e and will not be ready to c o m m e n c e n e g o t i a t i o n s for the
purchase of helicopters for a considerable time yet - p e r h a p s as m u c h
as five y e a r s . He d i d , h o w e v e r , state that if Bell H e l i c o p t e r w i s h e d
to m a i n t a i n its position it w o u l d be necessary in the not too distant
future to c o m m e n c e the p r e p a r a t i o n of proposals for t h e formation of
such a u n i t , which proposals should be complete w i t h respect to recomm e n d a t i o n s and suggestions.and proposals for training of pi l o t - p e r s o n n e l ,
acquisition and type of e q u i p m e n t , training of m a i n t e n a n c e personnel
and m e t h o d s of s u p p l y . .These proposals will be s t u d i e d by Commissions
of the Iranian A r m y a n d - t h e M i n i s t r y of W a r , t o g e t h e r - w i t h the Army
Advisory g r o u p , and from p a s t e x p e r i e n c e in Iran this-will undoubtedly
c o n s u m e a large amount of time^- Their Commission there-is the e q u i v a l e n t
of our Committees a n d p a r e n t h e t i c a l l y I might add that if a camel is
a horse that w a s put together by a Committee you s h o u l d see the resu1ts
of a P e r s i a n c o m m i t t e e .
W h i l e in Iran D r . S a f a v i , M r . Bolton.and I a l s o c o n f e r r e d w i t h numerous
other government o f f i c i a l s , including General Ovesi;- t h e Commanding
General of the Iranian G e n d a r m e r i e and L t . C o l . B a l l a n t y n e w h o is
the A m e r i c a n Army A d v i s o r to the g e n d a r m e r i e . T h e g e n d a r m e r i e , as
you k n o w , is a c t i v e l y . c o n s i d e r i n g a.proposal for the formation o f a
h e l i c o p t e r ^ s t r i k e force and C o l . Ballantyne.informed us -that"the
various.Commissions w h i c h : h a v e : been-meeting for about^ t w o -years -on
this m a t t e r have decided that the equipment w h i c h should b e used for this force will b e Bell U H I D ' s . C o l . - B a l l a n t y n e a l s o s t a t- e d that this
decision had been m a d e s o m e m o n t h s - a g o and f o l l o w i n g t h i s d e c i s i o n General
Ovesi had come into his o f f i c e one-day w i t h a p i c t u r e of a Kaman and h a d
stated that this w a s the helicopter .that they had d e c i d e d on and h e :
didn't w a n t it because the Iranian A i r Force a n d A r m y h a d K a m a n s and
they had had very bad o p e r a t i n g experience w i t h t h e m . T h e i r actual
operating costs to date had run in the vicinity of $ 1 , 5 0 0 per hour
and t h e i r range w a s so little that they could travel n o faster than a
gasoline transport truck c o u l d accompany them. C o l . B a l l a n t y n e e x p l a i n e d
to h i m that that w a s not w h a t they decided on and got o u t a p i c t u r e o f
a H u e y and put it next to a p i c t u r e of a Kaman and labeled them for
General Ovesi's information. I should add at this p o i n t that General
Ovesi is highly regarded and appears to be an e x c e l l e n t g e n e r a l , e s p e c i a l l y
by Persian s t a n d a r d s , but even the best of them h a v e s o m e curious gaps
in their c o m p r e h e n s i o n .
Page - 5 -
During m y c o n f e r e n c e w i t h General Ovesi w e again discussed the H u e y s
and during the discussion he turned and pointed to a m o d e l of a K a m a n
w h i c h w a s on the shelf behind his d e s k , and said"that's the kind of
h e l i c o p t e r w e a r e going to buy." I told him " n o , n o G e n e r a l , that's
a K a m a n - you are going to b u y a B e l l . " He said " o h yes that's r i g h t ,
isn't that a Bell?" I strongly recommend that you send a m o d e l of
a H u e y to John Bolton for presentation to General O v e s i . I t h i n k it
w o u l d a l s o b e a good, idea to p r e s e n t a model of the Huey to G e n e r a l
K h a t a m i and to General G h a n d a h a r i , w h o is the Commanding General of
the Iranian A r m y A v i a t i o n B a t t a l i o n . T h i n g s like having these m o d e l s
on their- desks seem to be m u c h m o r e importantrto the P e r s i a n s than
they w o u l d be t a their A m e r i c a n e q u i v a l e n t s . Also,: p e r h a p s it w i l l
h e l p keep them straightened o u t .
A l s o , as I told you w h i l e - I w a s in Iran I secured the release of Bill
F r e n c h ' s Cessna 180 and the log books that go w i t h i t , and D r . Safavi
informed .me that the Persians now feel that they no longer h a v e any
c a s e a g a i n s t Bill French. Bill is going .to apply for a visa to see
w h a t results he can get along that line,-and I feel t h a t w i t h i n a
m a t t e r of nine m o n t h s or s o there is a possibi1ity that he will be . >
a b l e to travel freely to and from I r a n . H e h a s , h o w e v e r , d e c i d e d
in v i e w o f the a c t i v i t y in the rest.of the M i d d l e - E a s t that it w o u l d
b e m o r e a p p r o p r i a t e for him to m a i n t a i n his headquarters in B e i r u t
and h e will be m o v i n g his family to Beirut sometime in the not t o o . d i s t a n t f u t u r e . -He wi11 c o n t i n u e .to m a i n t a i n a - r e s i d e n t r e s p r e s e n t a t i v e
in I r a n , but w e are currently in the process of looking-for"a m a n w i t h
the right qualifications to send t h e r e to replace B o l t o n . B o l t o n is thoroughly -fami liar- w i t h helicopters a n d is an e x p e r i e n c e d h e l i c o p t e r
p i l o t as well as having s o m e business experience but it w o u l d b e better
from our point o f view not to have to maintain an e x p e n s i v e p i l o t there
but rather to have someone w h o is familiar w i t h the types of a i r c r a f t
that w e h a n d l e , and w h o m a y incidentally be a p i l o t , but not such an
e x p e r i e n c e d one as the ones w e usually h i r e , and w h o s e b a c k g r o u n d is
m o r e in business administration with perhaps a touch of d i p l o m a c y . A s
soon as w e find the right m a n w e w i l l replace Bolton..
I a m , of c o u r s e , not in any position to guarantee you that the n e w
proposal is going to w o r k . In f a c t , I think all of o u r p a s t e x p e r i e n c e
indicates that the only w a y w e will know whether something is w o r k i n g
or not is w h e n the orders start comming through.
412
Page - 6 -
I d o not think it is quite accurate to say that Bill French has d o n e
npthing for you in this area since he has succeeded inspite of t r e m e n d o u s
obstacles in keeping your Company's name in the forefront of d i s c u s s i o n
in all of the government agencies in Iran. F u r t h e r m o r e , the Iranian
government has purchased no helicopters in recent y e a r s from a n y o n e
e l s e . B e s i d e s , Bill has p e r s o n a 1ly bought two G - 5 ' s and sold another
one on your behalf in the last two y e a r s . A l s o , I understand that
there is a good chance if everyone "holds their m o u t h right" s e l l i n g
8 Hueys to K u w a i t .
I am e n c l o s i n g for your information a resume w h i c h w a s furnished to
m e by D r . S a f a v i , w h i c h he is also giving the U . S . S t a t e D e p a r t m e n t
in connection w i t h his request that they e n d o r s e his e f f o r t s to become the next Prime Minister o f I r a n . I also w a s informed that D r .
Safayi has currently been nominated for a Nobel P r i z e , s o this w i l l
give you s o m e idea of the caliber of people w i t h w h o m w e a r e d e a l i n g
in I r a n . In the e v e n t I can p r o v i d e further i n f o r m a t i o n or if y o u
have any questions p l e a s e d o not hesitate to c o n t a c t m e .
CRB/cs
cc: W i l l i a m H . French
413
DR. HASSAN.SAFAVI
114 Avenue Feridowsi
TEHERAN
IRAN
Or. Hassan Safavi, Born in 1909 at Teheran, Iran. Dr. at Law
and Economical Science, Licensed in Political, Commercial
S c i e n c e , and Criminology, and has held the following positions:
Attorney General, Ministry of Justice
Chief of Cabinet, Ministry of Finance
Director General Propaganda & Publications
19^2 -
19^5
Founder and Member of the High Council
of the first Seven Year Plan
Professor of Political Economy
in the High School of Finance
Member of the High Council of Legislation
Under Secretary, Minister of Economy
Managing Director, Iranian Insurance C o .
Member of the Board of "Directors of Ports
and Navigation Organization of Iran
Vice Presiderlt, High Council of Civil Aviation
Delegate of Iran to I.C.A.O. *
Member of the International Astronautical Federation
Vice President, Institute of Space Law of I.A.F.
Managing Director of Persian Shipping Services
Managing Director of Iranian Lloyds
Dr. Safavi is also the Author of the following books:
The Economy of Iran and the Possibility of
its Development (French)
The Home Industry of Carpet In Iran
(Persian and French)
Declaration of Freedom, Its Progress
(Persian)
The Civil Aviation Law of Iran and Its
Regulations
414
PERSIAN
TAYAR
CO
10 AVENUE BAHAR/SHAHREZA
TEHERAN
IRAN
CONTRACT
OUR / REP.
VTOUR / REF.
TEHERAN
This agreement is between International Helicopter Consultants
I n c . , a Deleware Corporation which has the sole agency and representation for Bell Helicopter Corporation for Iran o n , one part,-and
Sherlcat Sahami Tayar P a r s , a company formed and registered in Iran under
Number 1170 on 4 Day 1345 (25 December 1966), according to the following articles,
-.ARTICLE 1 ; B y this agreement International Helecojrter Consultants
Inc..a Deleware Corporation designates Sherkat Saharai Tayar Pars its
sole and exclusive agent in Iran for Selling, h i r i n g , buying,maintaining and working with Bell Helicopters: Corporation p r o d u c t s , to do a l l
other coismereial business with said aircraft, and to s e l l , purchase,
hire or repair and maintain motors and spare parts of said aircraft
in Iran and to'do any other business with t h e m , and Sherkat Safcar&i
Tayar Pars, accepts this appointment.
.
ARTICLE 11 Sherkat Sahami Tayar Pars also has the right to
>
utilise, the Bell Helicopter .in Iran in any manner end for any pui*pose
it chooses; Note attached all rights and powers mentioned in Article 1 and'11 given to-Sherkat Saliarai Tayar Pars-regards all Iranian
Government Institutions, Private Institutions ar any other orginizat—
ions or institutions established in Iran.
ARTICLE 1 1 1 . During the validity of this contract International ,
Helicopter Consultants I n c . has no right to give its representation
in Iran to any other physical or moral person or to make any activities mentioned in articles 1 and 11 during the validity of this contract v/ithout prior agreement with Sherkat Sahami T«yar P a r s , Sherkat
Sahami Tayar Pars , Being hereby constituted as the sole and exclusive
agent of the only authorized Hell dealer in Iran is hereby.made responsible for insuring that all Iranian Government Agencies purchase all
Bell products through Sherkat Bahama Tayar Pars or in the alternative
that the Iranian Government pays Sherkat Sahami Tayar Pars fifteen
$15) percent on all such products which it purchases in any other manner.
ARTICLE IV For all transactions which Sherkat Sahami Tayar Pars
conducts in Iran for Bell helicopters and their spare p a r t s , it has
the right to receive a commission of fifteen (15) percent from the
purchaser and five (5) percent from International Helicopter Consultants Inc., or normal dealers commission, whichever is less.
415
CONTRACT
Pago Z
^
~7uiTICLE V Shorkat Sahaai Tayur Pars accepts tho responsibility
"to taako a'taxitnun effort to introduco, demonstrate and advortiso Btfil
Helicopters in Iran, to dovolopo a market for this typo of aircraft
to sell and to put into operation Boll helicopters, and also to soil
cotors and spare parts for this typo aircraft.Shorkat Sahara! Tayar
Pars also accepts the responsibility to oxploit any other commcrcial
activities in Iran which can bo done by Bell holicojvters within tho
laws of Iran*
ARTICLE VI Sherkat Sahara! Tayar Pars agrees tonot cake any tran. sactiona with any other typo of aircraft which is in competition with
Boll products during tho validity of this contract.
AUTICLE Vll Sherkat Sahami Tayar Pars agrees not to charge more
than twenty fivo (25) percent for the sal© of any aircraft, motor or
spare parts and if it doos Boll has tho right to sua thorn for damages
caused by such a sale*
ARTICLE Vlll International Helicopter Consultants Inc. shall accopt tho responsibility to answer all orders and prepare all orders whit
are submitted by Sherkat Sahaxai Tayar Pars for Bell Helicopters, its
motors and spare parts.in tho shortest period possible by reasonable
coEiaorcial standards, and,if it does not do so International Helicoptc;
Consultants will pay tho damages causod by non-exocution of said agreement. It is agreed by both contracting parties that all transactions
between Shcrkat Sahaai Tayar Pars and any other persons for tho execution of tho activities mentioned in articles 1 and 11 of this agreemorit
should ho approved in advance by International Helicopter Consultants
Inc.
ARTICLE IX Any dispute between the contracting parties caused
by misunderstanding or failure to execute the articles included in this
agrceraontshall be submitted for arbitration in accordanco with the laws
and regulations of Iran. Each party can solloct ono arbitrator who will
provide his verdict two months from tho da to of his nomination .In caso
tho parties of this agreement cannot agree on one personal arbitrator
than both arbitrators shall soloct a third arbitrator after fiftoen
dqys . After acceptance of said arbitrator an agreement must bo reached
which is compatible to both parties. In caso one of tho parties abstain:
from designating an arbitrator or tho arbitrators aro in disagreement'
tho caso shall bo submittod to tho Iranian Courts.
Made this Fifth of Day 1345
( 2G Dccombcr I960)
in Iran
"Shorluit Sail an i Tayar P<
TAGIII EMAMI
23-554 O - 78 - 27
416
DR. HASSAN. SAFAVI
114 Avenue Feridowsi
TEHERAN
IRAN ,
Dr. Hassan Safavi, Born in 1909 at Teheran, Iran. Dr. at Law
and Economical Science, Licensed in Political, Commercial
Science, and Criminology, and has held the following positions:
Attorne^ General, Ministry of Justice
Chief of Cabinet, Ministry of Finance
Director General Propaganda & Publications
19^2 -
1945
Founder and Member of the High Council
of the first Seven Year Plan
Professor.of Political Economy
in the High School of Finance
Member of the High Counci1 of Legislation
Under Secretary, Minister of Economy
Managing Director, Iranian Insurance C o .
Member of the Board of "Directors of Ports
and Navigation Organization of Iran
Vice Presiderit, High Council of Civil Aviation
Delegate of Iran to I.C.A.O. '
Member of the International Astronautical Federation
Vice President, Institute of Space Law of I.A.F.
Managing Director of Persian Shipping S e r v i c e s '
Managing Director of Iranian Lloyds
Dr. Safavi is also the Author of the following books:
The Economy of Iran and the Possibility of
its Development (French)
The Home Industry of Carpet In Iran
(Persian and French)
Declaration of Freedom, Its Progress
(Persian)
The Civil Aviation Law of Iran and Its
Regulations
417
10
P R O V I D E N C E
extron
RHODE
February
BY
15,
ISLAND
1978
HAND
Charles L . Marrinaccio, Esq.
Special Counsel
Committee o n Banking, Housing
5300 Dirkson Building
Washington, D.C.
20510
Dear
Mr.
and Urban
Affairs
Marrinaccio:
This will confirm that I have, as requested,
distributed t o present and former Textron
directors the February 8 , 1978 letter from M r .
McLean together with his series o f questions.
He will hear directly from the directors.
In reply t o your earlier inquiry, since
1972 Bell Helicopter Textron business with the
Government o f Iran has been discussed from time
to time with the Textron Board o f Directors.
It i s m y understanding that i n the course o f
these discussions the Board was made generally
aware o f the 1973 settlement with Air Taxi. T h e
settlement was not before the Board for action
and i t i s not reflected in the minutes.
A s you
are aware, the settlement payment to Air Taxi
was discussed with a representative o f Arthur
Young & Company a t the February 23-24, 1977
meeting o f the Textron Audit Committee.
M r . M c L e a n a d v i s e d t h a t the: n e x t m e e t i n g
of the Committee will b e o n February 22.
Prior
to that time w e intend t o submit a separate
statement i n support o f the proprietary nature
of certain o f the documents submitted and
testimony taken and t o request confidential
treatment b y the Committee o f the matters s o
noted.
Very
truly
Thomas
TDS:ek
yours
D . Soutter
418
/
CK/d/^
Division of Textron Inc.
Suite 300
1666 K Street, N.W.
Washington, D.C. 20006
(202) 659-9191
Washington Office
February
BY
15,
1978
HAND
Charles L. Marrinaccio, Esq,
Special Counsel
Committee on Banking, Housing
5300 Dirkson Building
Washington, D, C.
20510
Dear
Mr.
and
Urban
Affairs
Marrinaccio;
In a c c o r d w i t h y o u r r e q u e s t , w e h a v e c o n t i n u e d o u r
e x a m i n a t i o n o f f i l e s a n d d o c u m e n t s ii> r e s p o n s e t o M r .
McLean's letter of January 25, 1978 and the subpoena of
January 31, 1978.
As you know, the previous search,
r e f e r r e d to in M r . Soutter*s letter of January 27, 1978
was essentially from 1968 forward, the year that Air
Taxi was reappointed as Bell's representative in Iran.
This time, we have examined all available files.i/
We
have included as falling within the scope of the search
any documents of Bell Helicopter that may refer to William
French, International Helicopter Consultants Inc. and that
r e l a t e to a n y of the m a t t e r s set forth in the s u b p o e n a .
Copies of the additional documents discovered in the
course of this search are attached hereto, including an
October 4, 1970 Dun & Bradstreet report on Air Taxi,
its management and ownership.
*
1/
Most files of documents
d e s t r o y e d in the n o r m a l
prior to
course.
1967
have
been
419
Charles L. Marrinaccio,
Washington, D. C.
Esq.
February
15, 1973
Page two
Yesterday we located a microfilm record of w e e k l y
reports to m a n a g e m e n t prepared by M r . Jose, Commercial
Sales Manager, for the period 1966-70.
Attached to this
l e t t e r are c o p i e s of all of those r e p o r t s t h a t r e f e r , in
any manner, to Iran, General Khatemi, Air Taxi, M r .
Z a n g e n e h , M r . F r e n c h , I n t e r n a t i o n a l H2 e l i c o p t e r C o n s u l t a n t s
or Aviation Development Consultants. /
T h e r e are no a d d i t i o n a l files in e x i s t e n c e , of w h i c h
w e are a w a r e , that m i g h t be searched in c o n n e c t i o n w i t h
this matter.
A s to International Helicopter Consultants, Inc. (IHC),
B e l l ' s r e p r e s e n t a t i v e in Iran from M a r c h 5, 1964 to
December 31, 1967/ total commissions earned by IHC during
this four year period amounted to $7,913.26.
Of this,
only $400 was paid directly to IHC; the remainder was
credited to their account against the purchase of helicopter
spare parts.
No Bell business, correspondence, or communication in any form w i t h , or Bell payments to the company
k n o w n a s SKP (SKERKAT S H A H A M I T A Y A R PARS) is r e f l e c t e d
in any of the files and documents reviewed in connection
with the subpoena.
1.
Other matters
that
1973
Audit
Internal
the
of
Committee
has
$2.95 million
inquired
payment
of
are:
to Air
Taxi
As you know, this matter was reviewed by both
the Internal Revenue Service and by the Defense Contract
Audit Agency.
There was therefore no reason to perform
an internal audit.on this matter and none was performed.
2.
Costruzioni
Aeronautiche
Giovanni
Agusta
(Agusta)
Inquiry has been made regarding the possibility
of helicopter sales by Agusta/ as a Bell licensee, to
countries against which there was some sort of embargo,
trade sanction or other form of disapproval of sale by
the United States Government at the time of sale.
To
the b e s t of our knowledge and belief, there has been no
such sale or delivery of Bell model helicopters. . All
license agreements between Bell and Agusta provide that
*
*
*
*
*
*
*
2/
There are no references to Air Taxi, Mr. Zangeneh,
Mr. Franch, International Helicopter Consultants or
A v i a t i o n D e v e l o p m e n t C o n s u l t a n t s in the w e e k l y reports;
one reference is m a d e to General K h a t e m i (report of
N o v e m b e r 27, 1967) in c o n n e c t i o n w i t h the p o s s i b l e
s a l e b y B e l l o f 36 U H - l H h e l i c o p t e r s , a p r o p o s e d s a l e
that did not materialize.
420
C h a r l e s L« M a r r i n a c c i o , E s q .
Washington, D. C.
February 15, 1978
Page three
the license shall take effect only after approval by the
U . S. D e p a r t m e n t of State and that the license a g r e e m e n t s
are subject at all times to all rules, regulations, priorities, restrictions, allocations a n d r e q u i r e m e n t s of the
United States.
The countries to which Agusta may consider
sales of helicopters under the license agreements have been
either approved by the Department of State or require prior
approval by the Department of State on a case-by-case b a s i s .
In this regard, mention has been made of the possible
sale by A g u s t a of B e l l m o d e l helicopters to A l g e r i a .
The
quarterly reports, dating back to 1961, submitted by Agusta
in c o n n e c t i o n w i t h r o y a l t y p a y m e n t s u n d e r the l i c e n s e s h a v e
been examined.
T h e s e r e p o r t s ideintify t h e p u r c h a s e r s o f t h e
helicopters and no sale of a Bell-licensed helicopter to
Algeria is noted.
3.
Uganda
Sales of Bell helicopters by Bell Helicopter Textron
to the G o v e r n m e n t of Uganda (Uganda Police A i r Wing) are as
follows:
MODEL
1968
206
1
205
-
212
-
1970
1971
N
1
2
N
N
N
N
N
N
0
-
1
0
0
0
0
0
0
N
-
4
N
N-
N
N
N
N
E
E
E
E
E
E
1969
E
1972
1973
'
1974
1975
1976
1977
Following a relatively recent accident to one of
U g a n d a ' s M o d e l 212 h e l i c o p t e r s , the B H T R e g i o n a l S a l e s M a n a g e r
w a s r e q u e s t e d b y the G o v e r n m e n t of Uganda to v i s i t Kampala to
d i s c u s s the p r o c u r e m e n t of a replacement h e l i c o p t e r , at w h i c h
time a p u r c h a s e a g r e e m e n t for a M o d e l 214 h e l i c o p t e r w a s e x e c u t e d
by Uganda.
D e p a r t m e n t of C o m m e r c e e x p o r t a d m i n i s t r a t i o n r e g u l a t i o n s
do not require the issuance of a specific validated export
l i c e n s e in o r d e r t o e x p o r t a M o d e l 214 t r a n s p o r t h e l i c o p t e r ,
commercially certified, to the Uganda Police Air W i n g .
This
sale and export to Uganda could have been m a d e under the G-DEST
c a t e g o r y which is a b l a n k e t e x p o r t license for D e p a r t m e n t of
Commerce listed commodities and countries which include Uganda
and t h e c e r t i f i e d M o d e l 214 h e l i c o p t e r .
However, because of
the sensitivity of the human rights issue, Bell did apply to
the D e p a r t m e n t of Commerce for a specific v a l i d a t e d export
license.
We were informed by letter from the D e p a r t m e n t of
C o m m e r c e d a t e d 10 N o v e m b e r 1 9 7 7 , t h a t t h e sale of t h i s h e l i -
421
Charles L. Marrinaccio, Esq.
Washington, D. C.
February
15,
Page
1978
four
copter under present conditions would be inconsistent with
the United States' world-wide human rights committment and
t h a t it w o u l d n o t be in t h e n a t i o n a l interest to a p p r o v e
the application.
Accordingly, Bell informed the Government
of Uganda that the sale of the helicopter could not be m a d e
and prepayments were refunded.
Concurrently with the application for export license for the Model 214, Bell had made
a p p l i c a t i o n for an e x p o r t license for a M o d e l 212 h e l i c o p t e r
to Uganda in anticipation of a possible sale.
That application has also been withdrawn.
There are no pending applications for export license by Bell for the sale of Bell helicopters to Uganda.
4.
1971 Sale of two Model 212's to Tropical Aircraft
(Nigeria) Ltd. for G h a n a .
Sales
~~~
To date our investigation of this matter indicates
the following:
A t t h e P a r i s A i r S h o w (25 M a y - 7 J u n e 1 9 7 1 )
a representative of the Air Force of Ghana expressed an
i n t e r e s t in the purchase of two M o d e l 212 h e l i c o p t e r s for V I P
transportation.
Bell relayed this information to Tropical
A i r c r a f t Sales (Nigeria) L t d . (TAS), its m a n u f a c t u r e r ' s representative for Ghana.
About one month later, Bell received a
Bell Standard Export Purchase Agreement
, prepared by TAS,
constituting an offer by Ghana for the purchase from Bell of
two M o d e l 212 h e l i c o p t e r s , w i t h spares and a c c e s s o r i e s , a t a
total price of $1,967,594.20.
This price was higher than the
Bell list price for similar equipment, as it included charges
for accessories that were considered standard equipment on
the Model 212.
Bell officers, accordingly, directed that the
offer be refused.
Thereafter, at the request of TAS, a B e l l Standard
Export Purchase Agreement was prepared constituting an offer
b y T A S for the purchase of two Model 212 h e l i c o p t e r s , with
accessories and spares, at the Bell standard list price
($1,667,608.96).
This offer to purchase was not submitted to
Bell officers for action and was accepted by Bell export
salesmen.
In connection w i t h this sale, Bell received funds
amounting to $1,984,382.62 from the Republic of Ghana for the
account of TAS.
Bell thereupon deducted $1,667,608.96 (Bell's
standard list price for the two helicopters, accessories and
s p a r e s ) a n d $ 6 , 7 7 4 . 5 6 (for s p a r e s a i r f r e i g h t c h a r g e s ) . A t t h e
d i r e c t i o n of T A S , in w h o s e a c c o u n t the funds w e r e - r e c e i v e d b y
B e l l , Bell deposited the remainder of the funds ($310,000) by
bank transfer to the account of Tropical A i r c r a f t Sales, M i a m i ,
Florida.
422
Charles L. Marrinaccio,
Washington, D. C.
Esq.
February
15,
Page
1978
five
No officer of B e l l w a s involved w i t h or aware of the
t r a n s a c t i o n s i n v o l v i n g the sale of t h e s e two M o d e l 212
h e l i c o p t e r s to T A S , and t h e r e is absolutely n o t h i n g to
indicate that these transactions were known to Textron
corporate management or to G . William Miller in particular.
W h i l e there is no indication of any u n l a w f u l a c t by
B e l l - p e r s o n n e l i n c o n n e c t i o n w i t h t h e f o r e g o i n g s a l e (or
of their having personally profitted from such sale), the
B e l l p r o c e d u r e s a n d c o n t r o l s in c o n n e c t i o n w i t h t h e e x p o r t
sale of helicopters are currently being reexamined.
Very truly
Chief Legal
GG/lc
yours
Counsel
423
(INTERNATIONAL)
HELICOPTER C O N S U L T A N T S IN
US CORPORATION COMPANY
U S REGISTERED OFFICE
129 SOUTH S T A T E STREET
p O V E K . DELAWARE
Mr James F e l i t o n
Export Area Manager
B e l l H e l i c o p t e r Company
— B o x 482
~
,
J P o r C Wot?th^Texasr
„ V - C ^ ^ ^
Dear^Jim:-
14 January 1967
,-x
Cpblet -OBDISH-Beirut
Mailt O f f i c e 73 S a r o u l l a Bldg~
Hamra St,. B e i r u t
POB 19.6.9. . — •
"W'
\ '
John Bolton j u s t l e f t NBeirut l a s t night a f t e r coming into t e l l me"
we have f i n a l l y gotten "the new company completed and r e g i s t e r e d , and with
the new s e t up i t should open many doors now that we have General Khatami
a s p a r t n e r s i l e n t l y , along with Dr S a f a v i the head of the l e g a l department
o f c i v i l a v i a t i o n and others,
we own 49$ of the new company and i t i s
51$ I r a n i a n *
£f
vC
We a r e submitting a proposal f o r f i v e or 10 G-5 f o r the M i n i s t r y o f
Agriculture*
The M i n i s t r y of A g r i c u l t u r e wanted "20 Cessna Agvvagons and
John v/as to be i n a meeting, today. He i s going to push i t or t r y to -push. i t to G-5. although they have no h e l i c o p t e r p i l o t s p e r i o d , .we a l s o are
Submitting a proposal whereby the M i n i s t r y t?ould buy the G~51 s. we w i l l
contract to operate-them f o r the M i n i s t r y and a l s o l e a s e them from the
M i n i s t r y f o r use in other countries i n the off. season;- What i s the d e l i v e r y time now on G-5 1 s? P l e a s e send me t h i s back rightaway.
The new companies name i s Skerkat Sahami Tayar P a r s , and we intend,
to make them our agents under our f r a n c h i s e , or our d e a l e r .
This way we
can c o n t r o l them i f they ever s t a r t b l e e d i n g ' t h e company blind". John i s
now f o l l o w i n g along the NI0E3 h e l i c o p t e r s a l e , the T r a f f i c P o l i c e , and
Ministry of A g r i c u l t u r e .
He w i l l f ollow the consortium as w e l l .
We have
a l s o a r g u e d f o r 2 0 , 0 0 0 meters of land .at Merhabad where the new maintenance set ur> w i l l be b u i l t .
I b e l i e v e jim s i n c e r e l y t h a t w i & h t h i s m o n o p o l y , w e w i l l b e a b l e to
r e a l l y do s o m e t h i n g w e s t a r t e d to b e f o r e , a n d s l o w l y s t a r t e d t o succeeed..
B u t in t h i s s e t u p w e h a v e a l l t h e b l e s s i n g s o f e v e r y b o d y .
j ^ ^.fci^
J o h n a l s o a sired m e to h a v e $ o u m a k e u p proforr.; i n v o i c e s f o r (X) 4 7 G 3 I
r.r:d ( 2 ) G - 5 w i t h tv/o t a n k s o r equj-oed. _ T h i s i s ..for ."Ciie tr.endarr;terj.c
iTn c.Y 'are g e t t i n g tne^i s e l v e s i n t o a. c o r n e r on C e s s n a
w r o t e f. l e t t e r l a s t w e e k to t h e Cor.randinr G e n e r a l telling? hir:i t h c t t h e
CnsK'T. hol~".cor>ter sriares a r e terrr-iniatinc,
v e i l a n t h o engines/- a n d
t'ls-t t h o G e n d a r m e r i e s h o u l d s t a r t p l a n n i n g a n o t h e r s ^ a l l h e l i c o p t e r . Join
t o l d rifi t h e y werep l e a s e d w i t h t h e l e t t e r , a n d a:s k e d f o r q u o t a t i o n s a/rain«i
r
C a n v o n -nloaoe s n<3. t h e s e t h r o u g h a c s o o n a3T>03- :ible. "Also v/Jiat is delive r y n o w o n t h e T H U D and 20413? I)o you. s t i l l h a v e U K 1 D irivC-liately a v a i l
'' able?"
JJ'Ji
Jf'
Sine c r c a ^ yyc
oursy^i^l.iarr H .
, r-/
424
Bell Helicopter TEXTRON
Bell Helicopter Textron
Division of Textron Inc.
Post Office Box 482
Fort Worth, Texas 76101
(817) 280-2011
27 January 1978
Mr. Kenneth A. McLean
Staff Director
Committee on Banking, Housing and Urban Affairs
5300 Dirksen Building
Washington, D.C.
Dear Mr. McLean:
In reply to your letter of January 25, and responding in the order
of your stated requests, please be advised as follows:
1. Agreements with Air Taxi historically date from the initial
Foreign Sales Representative Agreement of August 27, 1959. That Agreement
was superceded by the Agreement of April 1, 1968, which was in turn superceded
by the Agreement of June 15, 1970. The 1970 Agreement was amended successively
in April 1972, October 1972 and June 1973. Air Taxi has remained as Bell
Helicopter's representative for commercial sales in Iran under the 1970
Agreement, as amended. Copies of these Agreements, some of which were
previously submitted to your staff, are enclosed.
2. Bell Helicopter Textron's sales, and those of its affiliated
subsidiaries, to the Government of Iran, on an annual basis, are detailed in
an attachment to this letter. As your staff was previously advised, orders
to the Government of Iran have been either on an FMS basis or on a direct
basis between Bell Helicopter Textron or its subsidiaries and the Government
of Iran. The settlement fee of $2.95 million was paid directly to Mr. A. H.
Zanganeh, Managing Director, of Air Taxi in three annual installments in
accordance with the June 1973 Amendment referred to previously. No other
fees, commissions or other similar payments have been paid or are payable in
respect of Bell Helicopter Textron's business with the Government of Iran.
3. Documentation leading to the termination of Air Taxi has been
described and submitted as stated. In addition, there are enclosed (a)
copies of Bell's letters of May 9 and September 7, 1973 to the U.S. Army
Aviation Systems Command advising that Command of the contractual arrangements
between Bell and Air Taxi; (b) receipts for the payment of the settlement
fee signed by Mr. Zanganeh on behalf of Air Taxi; and (c) cancelled checks
evidencing those payments.
425
Page Two
27 January 1978
4. A review of files pertaining to the Iranian sales effort of
Bell and Air Taxi indicates that General Khatami, as Commander in Chief of
the Iranian Air Force, together with other Iranian military leaders, was
kept generally apprised of the development of Bell's Iranian programs and
that he personally flew the two Bell model helicopters being demonstrated
for sale to the Government of Iran. The degree of General Khatami's awareness
of Bell's programs, as recorded in these files, seems consistent with his
role as head of the Iranian Air Force, but please recall that Bell's primary
and successful sales effort was made to the head of the Iranian Military
Industrial Organization for helicopters destined for the Iranian Army not
its Air Force. A copy of these files is enclosed and references to General
Khatami are marked. No indication of any ownership interest of General
Khatami in Air Taxi has been discovered, and Bell Helicopter Textron remains
unaware of any such interest. The ownership of Air Taxi was, in fact,
documented to be in others as described below.
5. In dealing directly with Mr. Zanganeh, Bell asked for and
received evidence of his authority to act for Air Taxi. This authority took
the form of resolutions signed by Messrs. Zanganeh, Chafik and Eshoo as
members of Air Taxi's Board of Directors "and shareholders of 100% of its
shares". They in turn presented themselves before the Vice Consul of the
U.S. Embassy in Tehran for the purpose of acknowledging their action. A
copy of the resolutions, legalized before the Vice Consul, is attached.
Also attached are copies of a telegram (16 June 1976) and a letter (May 23,
1977) advising of certain management changes. To the best of Bell's knowledge
Messrs. Zanganeh, Chafik and Eshoo were the only shareholders of Air Taxi
and none was known to Bell to be an official of the Iranian Government.
6. The documents relating to the use of Air Taxi and the role of
Mr. Zanganeh as its Managing Director have been described above. Please
note again that the ultimate customer for the helicopters was the Iranian
Army and not the Iranian Air Force as stated in your letter.
7. The document showing the noninclusion of the $2.9 million
payment to Air Taxi as reimbursable costs under military sales procurement
regulations is the memorandum of July 30, 1973 by E. L. Farmer, Bell's VicePresident Finance, directing that this amount shall be handled under "Other
Sales Expense" "and will not be charged to the Foreign Selling Expense pool,
since it is not allocable to FMS sales."
8. Textron has not availed itself of the SEC's voluntary disclosure
program and the facts under discussion, revealing no illegal or improper
conduct, have not warranted such participation. The settlement fee paid to
Air Taxi was included in the aggregate amounts deducted as business expense
426
Page Three
27 January 1978
in Textron's Federal income tax returns in the year in which the installments
were paid. In June 1977 the IRS requested of Bell information in support
of the deductibility. That information was reviewed with the IRS agent. A
copy of the IRS agent's request for information and of his notes of that
meeting is enclosed.
Together with our previous submissions on the subject of Bell
Helicopter Textron's transactions with the Government of Iran, you are in
possession of the documents relating to Bell's contractual relationship with
Air Taxi Company and to the termination of that representation insofar as it
related to Bell's transactions with the Government of Iran. To the best of
our knowledge and belief, it was the negotiated settlement of a legitimate
business relationship; the settlement fee payments were fully recorded on
the books of the company; and the settlement fee payments were not charged
to the Government of Iran, FMS or other government contracts.
I believe the documentation enclosed is complete. Bell, however,
is continuing its file search in some respects and if additional documents
become available, they will be furnished promptly. Please call if I can be
of further assitance.
Sincerely,
\
Thomas D. Soutter
Vice President and General Counsel
Textron Inc.
Enclosures
TDS:jl
427
Name
Address
Cables
Telephone
Telex
Established
Capital
Chairman & Managing
Director
Director
Equipment
Number of employees
Number of Pilots
Branches
Activities
Distributors in Iran
AIR TAXI COMPANY
Mehrabad Airport, Teheran / Iran
AIRTAXI Teheran / Iran
661967, 668992, 40257
Teheran 2575 (Answer back 2575 A TAXI IN)
May 5 1958
Rials 50,000,000
A.H. Zanganeh
A. Chafik
Self-supporting force for maintenance and operation
of existing fleet of 40 aircraft.
Approximately 300
26
Abadan Airport, Abadan, South Iran
Gonbad, North Iran
Non-scheduled passenger & cargo charters
in Iran and neightbouring countries
Photographic Survey 8. Agricultural Operations
Light aircraft maintenance services
Air Taxi Co. also has Contracts with the different
important Government Organizations mainly for
maintenance and operation of aircraft belonging to His Imperial Majesty, The Royal Family, The Prime
Ministry and other high ranking Iranian Officials.
1.
2.
3.
4.
5.
Bell Helicopter Co.
Avco Lycoming
Aero Commander
King Radio
Sunatr Electronics Inc.
Operational Cost
Equivalent of U.S. $2,200,000 per annum
(excluding imported parts, components etc.)
Bankers
Local Banks Bank Etebarat Iran, Teheran.
Bank Saderat Iran, Teheran.
Foreign Banks Union Bank of Switzerland, Zurich.
First National Bank & Trust Co. Oklahoma City.
428
. A
ClM,
•7 ' w
-o
% /Out"* ft 3 ^ ^
CORPORATION
m
iT IO
Manufacturer—Foreign Sales
Representative Agreement
429
B EL
POST
OFFICE
CORPORATION
BOX
4 82
•
FORT
WORTH
1.
TEXAS
MANUFACTURER - F O R E I G N SALES REPRESENTATIVE AGREEMENT
THIS AGREEMENT, made and entered Into this J Z t h d a y of A u g u s t , 1 9 5 9 , by and between DELL
HELICOPTER CORPORATION, a Delaware Corporation, (hereinafter called the "Manufacturer"), of P. O.
Box 482, Fort Worth, T e x a s and
A i r T a x i Company
;
50Q F e r r i o w s i A v e .
;
•
f
0
Tehran, Iran
.
(hereinafter called the "Sales Representative"), wherein it i s mutually agreed a s follows:
1. The Manufacturer hereby appoints the Sales Representative a s a Sales Representative for articles
specified in paragraph 2 for it in
IRAN
upon the following t e r m s and conditions:
2. The Sales Representative shall use his best efforts to further the s a l e of BELL HELICOPTERS
and helicopter a c c e s s o r i e s and parts (hereinafter s o m e t i m e s referred to a s "Manufacturer's products"),
made by Manufacturer for s a l e through Sales Representatives.
3. All such s a l e s shall be made in accordance with the t e r m s and conditions of BELL'S Standard Export Purchase Agreement at Manufacturer's export list p r i c e s then In effect, and shall be subject to a c ceptance by the Manufacturer.
4. To enable Manufacturer to appraise the s a l e s efforts of the Sales Representative, the Sales Representative shall notify the Manufacturer promptly in writing a s to the name and address of each prospective
customer contacted by him, and shall make written reports not l e s s than once a month setting forth in detail
the Sales efforts made with respect to each prospect and the status of such efforts, the probable number of
helicopters involved, and the approximate timing as to when an order might be expected.
5. The Sales Representative shall be compensated on purchases made during the t e r m of this a g r e e . ment on the following basis:
(a) On purchases by the Sales Representative from the Manufacturer, the Sales Representative
shall be allowed a discount of 10% from the export l i s t price f.a.f of complete standard helicopters and a
discount of 15% f r 0 m the export list price of a c c e s s o r i e s and parts.
(b) On purchases by customers in the territory above referred to, who purchase a s the result of
the efforts of the Sales Representative a s shown by the reports received by the Manufacturer from the Sales
Representative prior to the purchase, the Manufacturer will pay the Sales Representative a commission of
10% on the sale price f.a.f. of complete standard helicopters and a c o m m i s s i o n of 15% on the sale price
of helicopter a c c e s s o r i e s and parts; such commission to become due and payable upon full payment and d e livery of the articles purchased. Subsequent purchases of Manufacturer's helicopters by a purchaser shall
entitle the Sales Representative to the above stated commission only when the Manufacturer, in its sole d i s cretion, is satisfied that such subsequent purchase i s the result of further s a l e s e f f o r t s a s set forth above.
Subsequent purchases of a c c e s s o r i e s and parts by a purchaser shall not entitle the Sales Representative to
any commission u n l e s s the order i s placed through the Sales Representative and not direct with the factory.
6. (a) The Manufacturer may from time to time without notice make such changes in its export list
p r i c e s as it may find desirable.
(b) The Manufacturer r e s e r v e s the right to discontinue the manufacture or to make changes in
design, specifications, equipment or method of construction of its products or any part thereof, without
Incurring any obligation to install same on helicopters previously sold by it, and no such change shall constitute grounds for refusal to accept delivery by the Sales Representative nor constitute a variation from
his order as placed.
(c) This agreement shall not restrict the right of the Manufacturer to negotiate for and make
s a l e s of its products within the above-mentioned territory, and the Manufacturer shall have the right to
exclude particular prospective customers froin this agreement upon notice to the Sales Representatives.
(d) In order to avoid the use, in connection with Manufacturer's products, of parts and a c c e s s o r i e s which may interfere with the operation, safety or appearance thereof, and in order to maintain the
standard of excellcnce set by the Manufacturer for its products, the Sales Representative hereby agrees,
to the extent only that it may be lawful for the parties hereto to contract, to use only parts manufactured
or approved by the Manufacturer, in making repairs or doing other s e r v i c e work on Manufacturer's products, and further a g r e e s to the extent only that it may be lawful for the parties hereto to contract, that he
will not purchase for r e s a l e for Manufacturer's products any part or a c c e s s o r y which has not the written
approval of the Manufacturer.
(e) The Sales Representative agrees that he will not purchase, sell, maintain, operate or repair
helicopters, a c c e s s o r i e s or parts other than those manufactured by Manufacturer without its written p e r mission.
(f) Neither the Representative nor any of his officers, agents, s a l e s m e n , or employees shall
have the right or authority for or on behalf of the Manufacturer to make any proposals, p r o m i s e s , warranties,
guarantees, or representations with respect to the Manufacturer's products. Nor shall they, or any of them,
have any right or authority to assume or create any obligation of any kind, e x p r e s s or implied, on behalf
of the Manufacturer, or to enter into contracts in the name of the Manufacturer, or to make any promise
or representation with respect to any matter in the name o r on behalf of the Manufacturer, or to bind the
Manufacturer in any respect whatsoever.
>mo")
p r
h-
430
(g) The Sales Ref
jntative shall not transfer or assign In air'
Jier whatsoever this agreement or any part of It, nor any of the rights or benefits accruing under it without the written consent of
tbe Manufacturer.
(h) The Sales Representative agrees that the decision of the Manufacturer as to any claim,
dispute or controversy between himself and any other Sales Representative of Manufacturer or as to the
Sales Representative's right to discounts or commissions shall be conclusive and binding. .
(1) This agreement is made and executed at
F o r t Worth. T e x a s
and is
to be governed by and construed according to the laws of the State of Texas, provided, however, that any
provisions herein which may in any wise contravene the laws of any country, state or jurisdiction, shall
not be a part of this agreement, if executed by any Sales Representative who is to deal in the products
of the Manufacturer In any such country, state or Jurisdiction.
0 ) The Sales Representative agrees not to use the Manufacturer's registered trade-marks or
names, or anything closely resembling same, as part of the corporate or business name of the Sales Representative in any manner which the Manufacturer considers misleading, detrimental or objectionable.
(k) Upon termination of this agreement, the Sales Representative shall discontinue the use of
all signs, placards and stationery likely to lead to misunderstanding or uncertainty on the part of potential
purchasers of Manufacturer's products.
(1) The Sales Representative acknowledges the validity of Manufacturer's patents, copyrights
and trade-marks and agrees not to infringe or assist others, in the Infringement of such rights and agrees
to cooperate fully with Manufacturer in the protection thereof. The Sales Representative further agrees
to disclose to Manufacturer any inventions or improvements for use on or in connection with its products
which may be made by the Sales Representative, his employees, or representatives and hereby gives Manufacturer the option to purchase for a reasonable sum, rights to any such inventions or improvements
within six months from the date Manufacturer receives such disclosure thereof.
7. This agreement shall become effective on the date thereof and shall continue for a period of one
year from said date except when terminated by either:
(a) Written notice of termination delivered personally or mailed to the other party, by registered or ordinary mall, to be effective sixty (60) days after the date of personal delivery or mailing of
such notice, except in instances in which the notice specifies an effective date, in which event termination shall be effected on such specified date or on the date of expiration of the sixty (60) day period
following the date of personal delivery or mailing of such notice, whichever is later, or
(b) After expiration of this agreement or after notice of termination under subdivision (a) of
this paragraph, the Sales Representative shall continue his rights and duties as Sales Representative to the
extent only of purchase agreements of the Sales Representative and of customers who purchase as a r e '
suit of the efforts of such Sales Representative acceptod by the Manufacturer and supported by satisfactory Irrevocable letters of credit for the full purchase price received by the Manufacturer in the United
States prior to the expiration date of the agreement or of such notice of termination. The Manufacturer
shall, at its option, have the right to cancel any and all orders for products placed by the Sales Representative or customers procured by the Sales Representative and not delivered by the Manufacturer prior to the
expiration of the agreement or of such notice except as above provided and except orders covering products the resale of which has been contracted for by the Sales Representative. Nothing contained in this
agreement shall be deemed to prevent^the Manufacturer, after the service of such notice and before the
expiration thereof, from negotiating-and contracting for the appointment of a new Sales Representative
for the same territory or a part thereof, such appointment to become effective not earlier than such expiration date. Neither party shall be liable to the other for damages of any kind or character whatsoever
on account of such termination whether such damages may arise from manufacture of helicopters or parts,,
failure to fill orders hereunder, or from the loss of present or prospective profits on sales or expenses incurred in connection therewith, or expenses or investments made or incurred in connection with the establishment, development or maintenance of the Sales Representative's business, or from any other cause,
claim or consideration whatsoever. In the event of such termination or the expiration of this agreement,
the Manufacturer shall for thirty (30) days thereafter have the first right or option to purchase any and
all Bell helicopters and parts which the Sales Representative may own or have an interest in on the date of
such termination or expiration at the Manufacturer's invoice price at the time of purchase (net of discounts, allowance or adjustments) to the Sales Representative, plus freight.
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be duly executed as of
the day and year first above written.
A I R TAXI C O M P A N Y
-
BELL HELICOPTER CORPORATION
431
BEL
for CORPORATIOX
Fort Worth 1 , Texas
RIDER NUMBER
QNB
to Manufacturer-Foreign Sales Repre-
sentative Agreement between BELL HELICOPTER CORPORATION and
Air Taxi Company , Tehran, Iran
day of
, the
27th
1 9 59
August
This Rider Agreement is hereby incorporated in the aforesaid
Sales Representative Agreement, and tho parties agree that a l l
discounts allowable to the Manufacturer-Foreign Sale3 Representative
b y the Mianufacturer under the terms of such agreement shall be the
fixed sum of S i x Thousand ($6,000.00) Dollars per helicopter when
such helicopter is of the Model U7J configuration, and sold pursuant
to the Bell price change notice effective September 1 , 1 9 ^ 7 .
This Rider is effective the
19 59
AIR TAXI COMPANY
Title
'
V;eDlb
day of
'
August
„
,
BELL HELICOPTER CORPORATION
er Board of Direction
Witness
Witness
http://fraser.stlouisfed.org/
23-554 O - 78 Federal Reserve Bank of St. Louis
27th
.
28
432
©
BELL HELICOPTER
RIDER NUMBER-- TWO
companv
t o Manufacturer-Foreign S a l e s R e p r e s e n t a t i v e
Agreement between BELL HELICOPTER COMPANY, D i v i s i o n of B e l l Aerospace
C o r p o r a t i o n , and
AIR TAXI COMPANY, Teheran, Iran
dated the 27th
day of
/
August» 1959
T h i s Rider Agreement i s hereby i n c o r p o r a t e d i n the a f o r e s a i d
R e p r e s e n t a t i v e Agreement and the p a r t i e s a g r e e a s f o l l o w s :
Sales
1.
S i n c e B e l l H e l i c o p t e r C o r p o r a t i o n has a s s i g n e d and s o l d a l l
i t s b u s i n e s s i n c l u d i n g i t s r i g h t s i n the a f o r e s a i d S a l e s
• R e p r e s e n t a t i v e Agreement to B e l l H e l i c o p t e r Company, D i v i s i o n
o f B e l l Aerospace C o r p o r a t i o n , wherein the agreement now
r e a d s B e l l H e l i c o p t e r C o r p o r a t i o n or "Manufacturer," i t s h a l l
h e r e a f t e r be deemed to mean B e l l H e l i c o p t e r Company.
2.
The S a l e s R e p r e s e n t a t i v e Agreement s h a l l be c o n t i n u e d f o r an
a d d i t i o n a l p e r i o d t e r m i n a t i n g December 31, 1 9 6 1 .
3.
A l l o t h e r terms and c o n d i t i o n s of s a i d agreement s h a l l remain
- i n f u l l f o r c e and e f f e c t .
T h i s Rider i s e f f e c t i v e t h e
AIR TAXI COMPANY
4th
day of
November, 1960
BELL HELICOPTER COMPANY
D i v i s i o n of
Bell Aerospace Corporation
By Fro^rScI: Eoboo
Title
AOZSiCQP
Ti
Witness
433
RIDER NUMBER
TOREB
t o Manufacturer-Foreign S a l e s R e p r e s e n t a t i v e
Agreement between BELL HELICOPrER-COMPANY, a D i v i s i o n o f B e l l
Aerospace Corporation, a n d ^ ^
TAXI
COMPANY, Teheran, Iran
the ( 2 7 t h
19 59
.
This Rider Agreement i s hereby incorporated i n the a f o r e s a i d S a l e s
Representative Agreement, and the p a r t i e s agree that a l l
discounts
allowable t o the'Manufacturer-Foreign S a l e s R e p r e s e n t a t i v e by the
Manufacturer under the terras of such agreement s h a l l be the f i x e d sum
o f S i x Thousand Five Hundred ( $ 6 , 5 0 0 . 0 0 ) D o l l a r s per h e l i c o p t e r when
such h e l i c o p t e r i s of th^ Model 47 J c o n f i g u r a t i o n , and s o l d pursuant
to the B e l l p r i c e change n o t i c e e f f e c t i v e May 1, 1961.
BELL HEL ICO PTER COMPANY
D i v i s i o n of
B e l l Aerospace Corporation
AIR TAXI COMPANY
By
c^uJQ
/?,//
TitleZ223£-i
Witness
^
7~" ' T i t l e
Witness
Vice P r e s i d e n t - C o n t r a c t s
434
©
BELL HELICOPTER
Rider Number
^ ^
oOMnwv
t o Manufacturer-Foreign S a l e s R e p r e s e n t a t i v e
Agreement-between BELL HELICOPTER COMPANY, a d i v i s i o n o f B e l l Aerospace
Corporation, and
AIR TAXI COMPANY, Teheran, I r a n
dated
August 27
19
59 .
T h i s Rider Agreement i s hereby i n c o r p o r a t e d i n the a f o r e s a i d S a i e s ^
R e p r e s e n t a t i v e Agreement, and the p a r t i e s agree t h a t t h e Agreement
t o be c o n t i n u e d f o r an a d d i t i o n a l p e r i o d o f one y e a r , s a i d
year commencing on
January 3.
19^2
is
additional
A l l o t h e r terms and
c o n d i t i o n s of s a i d Agreement s h a l l remain i n f u l l e f f e c t and v a l i d i t y
for this additional
term.
This Rider i s e f f e c t i v e the
day of
Januar7
BELL HELICOPTER COMPANY
a d i v i s i o n of
B e l l Aerospace Corporation
AIR TAXI COMPANY
By
l s t
/J .
Title
Witness
^ /
^
^
T i t l e "Vice President-Contracts
Witness
435
RIDER NUMBER
r
t
o
Manufacturer Foreign S a l e s
Representative
Agreement b e t w e e n BELL HELICOPTER COMPANY, a D i v i s i o n o f
A e r o s p a c e C o r p o r a t i o n , and
t h e
1
V ,
Airt X' C3L •.:. : 'V.\Y
d a
V
o f
Bell
~\.Vrt"i
'i - u
Aujuot
'
1 9
T h i s Rider Agreement i s h e r e b y i n c o r p o r a t e d i n the a f o r e s a i d
R e p r e s e n t a t i v e Agreement, and t h e p a r t i e s a g r e e t h a t a l l
59 •
Sales
discounts
a l l o w a b l e t o t h e M a n u f a c t u r e r - F o r e i g n S a l e s R e p r e s e n t a t i v e by t h e
M a n u f a c t u r e r under the t e r m s o f s u c h a g r e e m e n t s h a l l
be t h e
fixed
sum o f Seven Thousand ( $ 7 , 0 0 0 . 0 0 ) D o l l a r s per h e l i c o p t e r when
s u c h h e l i c o p t e r i s of t h e Model 47J c o n f i g u r a t i o n ,
and s o l d
t o t h e B e l l p r i c e change n o t i c e e f f e c t i v e January 1 ,
T'.VT
-AMY
M A N A GItftf D I R E G T O R
pursuant
1963.
BELL HELICOPTER COMPANY
Division of
B e l l Aerospace Corporation
Title Authorized Representative
W i t n e s s
.
V r C i
,
436
RIDER NUMBER
SIX
to Manufacture -foreign Sales
Representative
Agreement b e t w e e n BELL HELICOPTER COMPANY, a d i v i s i o n o f
A e r o s p a c e C o r p o r a t i o n , and
AIR TAXI COMPANY, T e h e r a n ,
dated
Bell
Irr.o
August 27,
5 9
19
T h i s Rider Agreement i s h e r e b y i n c o r p o r a t e d i n t h e a f o r e s a i d
R e p r e s e n t a t i v e Agreement, and t h e p a r t i e s a g r e e t h a t
Sales
t h e Agreement
i s t o be c o n t i n u e d f o r an a d d i t i o n a l p e r i o d o f one y e a r ,
a d d i t i o n a l y e a r commencing on
January 1 ,
said
19
.
o t h e r terms and co n d i t i o n s o f s a i d Agreement s h a l l r e m a i n i n
e f f e c t and v a l i d i t y f o r t h i s a d d i t i o n a l
T h i s Rider i s e f f e c t i v e t h e
AIR TAXI COMPANY
l s t
.
All
full
term.
day o f
January
i g
BELL HELICOPTER COMPANY
D i v i s i o n of
B e l l Aerospace Corporation
By
Title MAHAGIKG
Witness
DIRECTOR
Title
Authorized
Witness -J
L
-
?
Representative
/
^
y^'r ^ . . , , ^
437
RIDER NUMBER
SSVBN
t o Manufacturer-Foreign S a l e s R e p r e s e n t a -
t i v e Agreement between BELL HELICOPTER COMPANY, a D i v i s i o n o f B e l l Aerospace
/AIR TAXI COr-TANY, Teheran, Iran
Corporation, and
dated t h e
27th
day of
August
•
, 19 5 9
.
This Rider Agreement i s hereby i n c o r p o r a t e d i n the a f o r e s a i d S a l e s
R e p r e s e n t a t i v e Agreement and t h e p a r t i e s a g r e e t h a t a l l commissions a l l o w a b l e
t o the S a l e s R e p r e s e n t a t i v e by t h e Manufacturer under t h e terms o f such Agreement, when such h e l i c o p t e r i s of the Model 204 c o n f i g u r a t i o n , and s o l d pursuant t o t h e then c u r r e n t B e l l Model 204 commercial p r i c e l i s t , s h a l l her.
follows:
(a)
(b)
Ten per c e n t (10%) on each p a r t , component or a c c e s sory s o l d s e p a r a t e l y and manufactured by Manufacture*-..
The above commissions on h e l i c o p t e r s s h a l l apply t o s a l e s of f o u r
( 4 ) or l e s s s h i p s .
I f the s a l e . i s f o r more than f o u r ( 4 ) s h i p s , Manufacturer
and S a l e s R e p r e s e n t a t i v e a g r e e t o n e g o t i a t e s p e c i a l commissions a p p l i c a b l e t o
such s a l e .
S a l e s R e p r e s e n t a t i v e acknowledges and a g r e e s t h a t Manufacturer has
no. . o b l i g a t i o n s , whatsoever t o pay commissions t o S a l e s R e p r e s e n t a t i v e on any
s a l e which r e s u l t s from:
(1)
(2)
An order p l a c e d by a f o r e i g n - g o v e r n m e n t through t h e
United S t a t e s : G o v e r n m e n t o r :
An order p l a c e d by t h e United S t a t e s Government f o r
d e l i v e r y t o a f o r e i g n government pursuant t o t h e
F o r e i g n A s s i s t a n c e Act or other s i m i l a r United S t a t e s
Government programs.
T h i s Rider Agreement s h a l l be and i s e f f e c t i v e on and a s o f t h e
day of
June
, 19 6 3 .
21st
BELL HELICOPTER COMPANY
D i v i s i o n of B e l l Aerospace
AIR TAXI COMPANY
Title
HM7V;TT.Tt
(Witness)
Title
liL
Corporation
Author ize^j^epresentative
(Witness)
f }0?rr£
X£RO~l
Trrrr
(XERO!
T T T T ' T l —
fxenb
Jcopi y
438
AIR
TAXI
CO.
Mehrabad Airport
TEHRAN
- .
TeU
68992
6119&7
C a b l e T . h r a n AIR TAXI
Dote...
o U -
r\\\yYj ^
o U * V I A
28th November, 1 9 6 7 .
No. ^.1.65/21587
....... oU-*
y r . Ref
M r . J.H. (Bud) Orpen,
Export Sales M a n a g e r ,
Bell Helicopter Company,
Butler 2-7111,
P . O . Box 482,
Fort Worth,
Texas 76101,
U.S.A.
Dear M r . Orpen,
Following our very-interesting discussion during
your short but pleasant visit to Tehran, I have contacted
the Imperial Iranian Army Aviation Authority in order to
obtain their insignia and the colour of their aircraft.
Unfortunately they do not have any special insignia
available which I can forward to y o u . I have however, made
use of the IIAA insignia which-is
used on their documents "
and hope it w i l l give you s o m e i d e a of how-it should b e .
Enclosed is a sample- of-their 4 n s i g n i a . I would however
advise you that the wings s h o u l d b e in white on a background
of dark olive green which is the usual Army c o l o u r . The
Iranian flag, as you can see, is in the centre w i t h Iranian
IIAA letters b e l o w .
I have given a great deal of thought to the subject
of our discussion and feel that in the event I am appointed
as your representative in Iran, it would be a good idea to
employ a qualified Helicopter engineer on your recommendation
and from your organization, for a period of one t o two years
t o advise our Iranian staff on the special problems involved
in the Helicopter sales and after sales services. A l l
expenses incurred would be paid b y m y s e l f . In this w a y we
w i l l be able to please our customers and give the b e s t possible
service.
contd/.•
439
^ TAXI
CO
M e h r a b a d Airport
o U - ^ i T ^ i .if
T E H R A N
Cob!* Tehran AIR TAXI
_
.
Date
28th November,
n u v a
1967
465/21587
•jLi
Yr. Ref.
M r . J . H . (Bud) Qrpen,
If I can b e of further service p l e a s e d o n o t
•hesitate t o a s k .
Looking forward to seeing you in t h e n e a r future
a n d hoping to hear from y o u .
Yours sincerely,
AIR TAXI C O M P A N Y
Managing Director
Ends
440
BELL
\jjy HELICOPTER COMPANY
POST OFFICE BOX 462
In reply refer to:
03: J
H
0
:
• FORT WORTH, TEXAS
t
m
:
76101
1
A teXtfOnl COMPANY
3
December 1967
Air Taxi G o .
Mehrabad Airport
Teheran f Iran
Attention:
x
M r . A . H* Zanganeh
Managing Director
Dear Jose:
Your letter of 28 November enclosing insignia design of the
Iranian Army was much appreciated.
Your comments on suggested action in event of appointment as
Bell Representative are noted* We expect to make a final
decision regarding representation for Iran in the next week,
and will advise you of that decision*
I enjoyed our meeting and appreciate the guided tour of your
excellent facilities*
Best personal regards and holiday greetings.
Sincerely,
BELL HELICOPTER COMPANY
<
v
J
\
'
_> v
J . H . Orpen
j
Export Sales Manager
441
BELL
HELICOPTER COMPANY
POST OFFICE BOX 482
• FORT WORTH, TEXAS
03:JHO:lg-7449
78101
A teXtrOM COMPANY
16 February 1968
M r . A . H . Zanganeh
A i r T a x i Company
Mehrabad Airport
Tehran, Iran
Dear Jose:
Bell has taken the necessary action to cancel its representation for the country of I r a n .
W e w o u l d like to discuss w i t h you the possibility that
the f i r m of A i r T a x i Company represent B e l l for the
sale of its helicopter products in I r a n , based on "the
favorable recommendations w e have r e c e i v e d .
W o u l d you please indicate whether your company w o u l d
have such an i n t e r e s t , 'together w i t h any special steps
or circumstances that -isfight pertain to this s u b j e c t .
U p o n receipt of your communication, w e w i l l be able
to proceed w i t h further necessary a c t i o n .
Best r e g a r d s .
Sincerely,
BELL H E L I C O P T E R
Export Sales M a n a g e r
442
AIR
TAXI
Mchrobad
CO.
Airport
oljj _
T E H R A N
_ .
68992
611967
Cable Tehran AIR TAXI
Dot*
27-th F e b r u a r y , 1968
No.
Yr. R«f. ••
CABLE
LT
B E L L HELICOPTER - P 0 B O X U82 - FQRTH7/0RTH - TEXAS - U S A
ATTN ORPEN EXPORT SALES MANAGER
MANY THANKS YOUR LETTER 16TH FEBRUARY STOP OFFER ACCEPTED
BUT HAVE IMPORT ANT INFORMATION NECESSITATING DISCUSSION
STOP DEPARTING TEHRAN MARCH 6TH FOR EUROPE REQUEST YOU
CABLE SUGGESTION
RE POSSIBLE MEETING
REGARDS
ZANGANEH AIRTAXI
443
FT0452
GMC861 FORT WORTH TX 21 27 432r CST
LT
AIRTAXI
TEHERAN
•ZANGANEH ADVISE POSSIBILITY YOUR COMING HEKE FKOM*EUKOPfc FOR
VlSir WHICH WOULD BE DEJ^KABLE MANY
STANDPOINTS
ORPEN bELLCWAFT
444
AIR
TAXI
INTERNAL
MEMO
MEHRABAD
Ut
Oot«.Warcjtv.J.9.6a.
From A . H . Z a n g a n e h , M a n a g i n g D i r e c t o r *
e>*
-"i/*
To
The continuous visits of Agusta Brothers to Teheran
and also the meeting of Prince Emanuel with the
highest authority as well as rumours regarding the
sale of a large number of helicopters in Iran, was
reported to Mr, Orpen by long distance telephone in
Fort Worth. Because of the confidential nature of
the reports, it was agreed that communication with
Bell Helicopter Co. be made either through telephone
or to Bell's representative in Teheran or by my
visit to Fort Worth.
445
AIR
TAXI
INTERNAL
MEHRABAO
MEMO
^fo
68992
From
'^OCJ
To
.
Roquost
G r f ' f l p * ^
G
^
n
^
^
J
^
/
U
gff^lCsl faeces dMastue&SVte'
W & ) / ) , > J-jt^oJL/
r
^Action Talum
•U.I
A • 114
Sgd....
446
AIR
TAXI
CO.
^yU-Jy> sZS
Mohrabad Airport
TEHRAN
it*
68992
M . (6 1 1 9 6 7
CobU Tehran AIR TAXI
Date
-
No.
— 2 n d March, 1968
Yr. R«f.
. oLi
C ^ B L E
LT
BELL-HELICOPTER - P 0 BOX 482 - FORTHWORTH - TEXAS - USA
ATTN ORPEN
REYRCAB AM ARRANGING MEETING WITH VITALLY
IMPORTANT CONTACT HERE WITHIN 15 DAYS AFFECTING YOUR SALES
PROJECT STOP SUBSEQUENT THIS MEETING WILL SCHEDULE VISIT
TEXAS
REGARDS
ZANGANEH AIRTAXI
447
A
IT
i»iiSti^il69 LGV070 GRHf,
IRTN HL GRLG 030
L0ND0NLG 30 27 1040
LT
AIR TAXI NEHRABAD AI RPORT TEHERAN
ZANGANEH ARRIVING P A M N _ F L J G H T n i v 3 l MARCH DISCUSSIONS
GENERAL J AliLUNSK Y AND ALSO ATRTAXI STOP PLEASE RESEFv E
HILTON
HOTEL SINGLE ROOM THREE NIGHTS
t
GEORGE |6LING BELLCRAFT
COL 1 1 4
23-554 O - 78 - 29
3i
448
BELL
HELICOPTER GO/VIF»/\NY
POST OFFICE BOX 482' •
A
DIVISION
OF
BELL
FORT WORTH. TEXAS
AEROSPACE
76101
CORPORATION
A
textronl COMPANY
LE
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
This Agreement made.
1 April
, 19 6 S
, between BELL HELICOPTER COMPANY,
Division of Bell Aerospace Corporation (hereinafter called "Bell"), and
Mshrabad
Air /axi Company
of
Tehran,
Hrport
Iv&n
(hereinafter called the "Representative") is made for the purpose of defining the rights and obligations of the parties.
If there has been a Manufacturer's Foreign Dealer Agreement or .a Manufacturer's Foreign Sales Representative Agreement in effect between the parties, this agreement is a continuation of such relationship, but the terms of this agreement supersede and replace completely all prior agreements.
The parties mutually agree:
L APPOINTMENT AND TERRITORY.
Bell appoints the Representative to sell in
I ffi 0
the Bell products listed in Schedule A of this Agreement (hereinafter called the Listed Products). Bell shall have the
right to make sales of Listed Products to any local or national government within the Territory, or any agency or instrumentality of such government, whether such sales are made dircctly by Bell or indirectly through the United
States Government.
2. AGREEMENTS OF REPRESENTATIVE.
The Representative agrees:
(a) To use his best efforts —
(1) T o p r o m o t e the r e p u t a t i o n a n d t h e sale of t h e Listed P r o d u c t s in t h e T e r r i t o r y .
(2) T o obtain offers t o p u r c h a s e such p r o d u c t s f r o m responsible p u r c h a s e r s in the f o r m of Bell's S t a n d a r d
E x p o r t P u r c h a s e A g r e e m e n t a t Bell's e x p o r t list prices t h e n in effect.
(3) P r o m p t l y t o t r a n s m i t t o Bell a n y such o f f e r s f o r Bell's a c c e p t a n c e or rejection.
(b) T o f u r n i s h necessary technical advice a n d p r o d u c t s u p p o r t to c u s t o m e r s i n c l u d i n g :
(1) Advise customers relative t o technical specifications a n d available c o n f i g u r a t i o n s of Listed P r o d u c t s .
(2) Assist in a n d / o r c o n d u c t d e m o n s t r a t i o n s of Listed P r o d u c t s .
(3) Assist and advise customers in t h e p r o p e r o p e r a t i o n a n d m a i n t e n a n c e of Listed P r o d u c t s .
(4) S e r v e in a liaison c a p a c i t y b e t w e e n t h e c u s t o m e r s a n d Bell.
(5) Assist the c u s t o m e r in spare p a r t s s u p p o r t for t h e Listed Produc ts.
449
(6) Render technical advicc and product support on a continuing basis and especially during the post delivery
period.
(c) T o display, advertise and offer for sale only that part of the Bell product line which has been incorporated as
Listed Products in this Agreement.
(d) T o permit Bell to inspect his facilities at any time during business hours and to furnish such reports pertaining
to his business in the Listed Products as Bell may reasonably request.
(e) T o be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale
of the Listed Products.
(f)
To.permit in any settlement of accounts between the parties an offset of amounts due the Representative for
commissions or other rtasons against indebtedness of the Representative to Bell.
(g) In order to avoid the use in connection with Bell helicopters of parts or equipment which may interfere with
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to sell and/or use
only Bell approved parts for purpose of the maintenance and overhaul of the Listed Products.
3. A G R E E M E N T S O F BELL.
*
Bell agrees:
(a) T o support the Representative in his efforts to promote the sale of the Listed Products, to furnish appropriate
sales literature and descriptions of such products, to refer inquiries received from prospective purchasers within the
Territory, and generally to render such sales assistance as may in Bell's sole judgment be reasonable and appropriate,
without assuming any responsibility for the Representative's sales efforts or any obligation to render assistance beyond
what in Bell's sole discretion is deemed adequate.
(b) T o permit the Representative to use the Bell Helicopter name and trademark in connection with sales of the
Listed Products, but only to the extent and under the conditions which Bell may in writing approve.
(c) T o sell and deliver the Listed Products for which the Representative
Purchase Agreements acceptable to Bel) and not unreasonably
to withhold
has obtained
Bell's Standard
Export
acccptance of offers to purchase
such
products obtained by the Representative.
(d) T o pay to the Representative compensation as provided in the next succeeding paragraph.
4. C O M M I S S I O N S P A Y A B L E T O T H E
REPRESENTATIVE.
fa) Subject to p a r a g r a p h s (b) and (c) below, Bell will pay commissions to t h e R e p r e s e n t a t i v e at the rates provided in Schedule A of this Agreement on all sales of the Listed
Produrls m a d e in a c c o r d a n c c with Bell's S t a n d a r d
Export Purchase Agreement and concluded by delivery within the Territory.
(b) Bell will pay fair commissions to be negotiated w h e r e a sale of Listed Products is m a d e directly by Bell to any
local or national government within tiic T e r r i t o r y or to any agency or instrumentality of such eovcrnment.
(c) Bell will pay fair commissions to be negotiated w h e r e a Listed P r o d u c t is delivered by or by direction of the
L T nited States Government or any agencv or instrumentality
thereof
to a national or local government
within
the
T e r r i t o r y or to any agency or instrumentality thereof, if. but only if:
(1) T h e Representative was active in developing t h e requirement for. and the purchase of. the Listed Product,
and
450
(2) At the time of the initial contractual negotiations between Bell and the United States Government, the
Representative had advised Bell that the Listed Product was to be so delivered.
(d) AU negotiated commissions shall be due and payable at the time agreed upon between Bell and the Representative in such negotiations. All other commissions shall be due and payable upon the completion of each Standard Export
Purchase Agreement by the delivery of the required products and receipt by Bell of full payment therefor. All commissions will be calculated on F.O.B. or fly-away prices, Bell factory.
5. GENERAL AGREEMENTS.
(a) T h e relation created by this Agreement is that of Manufacturer and independent Representative, and neither
the Representative nor any of his officers, agents, salesmen or employees shall have any right or authority —
(1) T o conduct any business in the name of or for the account of Bell.
(2) T o make any proposals, promises, warranties, guaranties or representations with regard to any Bell product.
(3) T o assume or create any obligation of any kind, express or implied, on behalf of Bell.
(4) T o enter into contracts or commitments in the name of Bell.
(5) T o make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6) T o bind Bell in any respect whatsoever.
„
(b) Bell may from time to time, without notice, make such changes in its Standard Export Purchase Agreement
and its export list prices as Bell may determine, but no such change shall apply to any orders for which Bell shall have
previously accepted its Standard Export Purchase Agreement.
^c) Schedule A hereto may from time to time be revised in any respect by mutual agreement of the parties expressed by their official signatures upon such revision, without affecting any other provision of this Agreement, but no
letter, telegram or other communication between the parties hereto shall become a part of or in any way modify or
change this Agreement unless it is distinctly stated in such communication that it is to become a part of this Agreement by attachment thereto and bears the official signatures of both parties, which may be accomplished by separate
signatures of duplicate counterparts of such communication and exchange of same.
(d) This Agreement is to be governed by and construed under the laws of the State of N e w York, U.S.A. If any
provision of this Agreement shall be considered or held by any authority or court having jurisdiction over one of the
parties or over the subject matter of this contract to be prohibited a n d / o r void, such action shall not affect the validity
of the remaining provisions of this Agreement which shall be considered separable from the prohibited or void provision and this Agreement shall thereupon be deemed to be written, or to be re-written, as the case may be, without
such prohibited or void provision.
(e) T h e Representative shall not transfer or assign this Agreement or any part of it in any manner without, the
written consent of Bell.
6. T E R M A N D T E R M I N A T I O N .
(a) This Agreement shall bccome effective on the d a t e hereof a n d shall continue until the following December
31st and thereafter for periods of one (1) year until terminated by written notice of termination delivered personally
or mailed to the oilier pnrly. bv registered, certified or regular mail, to he effective on a d a t e specified in such notice
which shall he not less than sixty (60) days a f t e r the delivery or mailing of such notice. In the following circumstances
this Agreement can he terminated at any time by cither p a r t y effective immediately upon receipt of notice of termination:
451
(1) Death or incapacity of the Representative.
(2) The institution of any proceedings by or against the Representative under any bankruptcy or insolvency
law.
(3) Any breach by or failure of the other party to comply with any of the provisions of this Agreement which
shall have remained uncorrected for thirty (30) days after written notice thereof.
(b) Notwithstanding any such termination, the Representative shall be entitled to commissions upon sales pursuant to
Standard Export Purchase Agreements for Listed Products accepted by Bell prior to the effective date of termination,
when and if Bell receives full payment therefor.
(c) The Representative shall not be entitled to receive any termination payment or compensation of any nature
because of termination of this Agreement.
(d) Neither party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from manufacture of helicopters or parts, or from the loss of prospective
profits or commissions on sales or expenses incurred or investments made in connection with the establishment, development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
7. SUCCESSION.
This Agreement shall be binding upon and inure to the benefit of Bell and any person, firm or corporation succeeding to all or substantially all of the helicopter manufacturing business now conducted by Bell.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and
year first above written.
.413 TAXI
COMFAKX
Representative
BELL HELICOPTER COMPANY
.
Division of Bell Aerospacc Corporation
J * '
By
(Title)
A,H
Witness
^ G A N E H
.
'
'
WJCiKKISED
(T.tle)
Witness
. O T . f ^ ^ T I ^ ,
452
AIR TAXI
INTERNAL MEMO
MEHRABAD
J&iieAi&itm
.
From A.H. Zanganeh, Managing Director.
To
During repeated meetings with General Khatami and
General Toufanian as well as other interested authorities
concerning the Agusta contract, we did our best to
ursuade the Government to conclude the contract with
ell Helicopter Co. rather than Agusta, In the meantime,
a meeting was also held with General Jablonsky, Chief
of U.S. Maag in Iran, in order to obtain more information
and draw their attention to support Bell Helicopter Co.
The above was immediately communicated by long distance
telephone to Mr. Orpen in Fort Worth,
E
A - 224
453
AIR TAXI
INTERNAL MEMO
jbT
MEHRABAD
T«l.t
68992
611967
r\s\r*
From
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Gen-
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A - 224
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454
AIR TAXI
INTERNAL MEMO
MEHRABAD
^ T
0oto..ApxiL..1..9...1968.
From
<=•>-
A . H . Zanganeh, Managing Director.
To
>Jyi
Meetings were held with Prince Shahriar Chafik
(nephew of His Imperial Majesty) and son of
M r . A . Chafik (Partner of Air Taxi Co.); and
Commander Ardalan regarding the Imperial Iranian
Navy's requirements for any kind of logistic
support by Air Taxi C o . - evidently the U N is
studying the purchase of six helicopters with
flotation kits. Among the bidders are Kaman and
Westland. We offered them Bell's model Huey 205 they requested us to submit a comparison chart to
them.
Action T a k o n
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455
AIR TAXI
INTERNAL MEMO
MEHRABAD
^fco-ilA*
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Ooto.
To
P
Action Tok.n
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L
^CiP^y^
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A . 324
456
tf^ BELL
K
L
S
s HELICOPTER COMPANY
POST OFFlCe BOX 482
• FORT WORTH. TeXAS
76101
A t8Xtr0n| COMPANY
24 April 1968
M r . A . H . Zanganeh
Managing Director
Air Taxi Company
Mehrabad Airport
Teheran, Iran
— —
Dear Jose:
Let me thank you again for your hospitality and many kindnesses during my recent visit.
I am looking forward to your visit to Fort Worth so that I
may further show my appreciation and can renew our friendship.
Best regards.
Very truly yours,
C
* G . M . Kling"
457
AIR
TAXI
CO.
Mtthrabad Airport
TEHRAN
68992
611967
?\\\?Y
Cable Tahran AIR TAXI
Data
No.
•••27tH-April,
1968.
Yr. Ref. •
•
oL-
C A B L E
LT
BELL-HELICOPTER - P O BOX 4 8 2 - FORT WORTH -
TEXAS -
USA
ATTN KLING/ORPEN
FOR YOUR INFORMATION AUGUSTA U H - l D
STAGE STOP ADVISE BELL POSITION
DEAL T O I I A A IN FINAL
REGARDS
ZANGANEH AIRTAXI
FT351
HUHST TEX 28 30 357A CST
1062
LT
AIRTAXI TEHERAN
ZANG£ANEH WE WANT UH1H. SALE AND YOU MUST SELL OUR PROPOSAL
STOP FINANCING CAN BE MADE STOP REPRESENTATION AGREEMENT AIRMAILED
25-APRIL REGARDS
'
'
'
KLING BELLCRAFT
COL UH1H 25
458
\ AXI
CO.
Air
\ ^
rt
P°
<>8992
'uw
r\\\rv
AIR taxi
1st-May, 1968.
21/30280
o U
M r . G . M . Kling,
Export Area Manager,
Bell Helicopter Co.,
P . O . Box 482/
Fort Worth,
Texas 76101
U.S.A.
Dear M r . Kling,
Thank y o u for your copies of the Representative
Agreement which I have great pleasure in returning to y o u ,
duly signed.
I have learnt that the Imperial Iranian Havy have
a possible requirement for quantity four t o six Helicopters
and while no decision on the exact type h a s been made, they
have a standing interest in both the UH2C manufactured by
/fftnan Aircraft Corp. of America and the British Westland
i«'essex» Ue are now trying to convince the Hevy that a Bell
Helicopter probably the UH-1D would be far more suitable
for their purpose and to assist in this w e require a
comparison chart showing the differences betwe en the above
three types. Please bear in mind that Range - Floatation
System - and possible Sonar Installation w i l l be of
paramount importance.
Please expedite your reply to this letter since I
believe a Navy decision m a y be imminent.
Assuring you of our best service at all times.
Yours very sincerely,
A I R T A X I C0MP/\N'i
ZangcJieh
Man ag incpsi rector
459
AIR
TAXI
CO.
Mchrabad Airport
_ a l f T ^ •tf'aiji
TEHRAN
68992
'•'*
611967
CobU Tehran AIR TAXI
DateNo.
Yr. Ref.
-
1st-May, 1968.
-21/30280
. oLft
M r . G . M . Kling,
Export Area Manager*
Bell Helicopter Co.,
P . O . Box 482/
Fort Worth,
Texas 76101
U.S.A.
Dear M r . Kling,
Thank you for your copies of the Representative
Agreement which I have great pleasure in returning to you,
duly signed.
I have learnt that the Imperial Iranian Navy have
a possible requirement for quantity four to six Helicopters
and while n o decision on the exact type has been m a d e / they
have a standing interest in both the UH2C manufactured by
/fAman Aircraft Corp. of America and the British V/estland
wessex. We are now trying to convince the Navy that a Bell
Helicopter probably the UH-1J> would be far more suitable
for their purpose and to assist in this we require a
comparison chart shov/ing the differences between the above
three types. Please bear in mind that Range - Floatation
System - and possible Sonar Installation will be of
paramount importance.
Please expedite your reply to this letter since I
believe a Navy decision m a y b e imminent.
Assuring you of our best service at all times.
Yours very sincerely,
AIR TAXI COMPANY
/^ffT^ZarSgaheh
Managing Director
460
AIR TAXI
INTERNAL
MEMO
^
M
MEHRABAO
Dat«May....l.....1.968.4
From A.H. Zanganeh, Managing Director,
•Oil/"
To
Request
ijyt
To-day we had a lengthy meeting with General Toufanian
in Saltanaatabad. He was most concerned and upset that
Bell Helicopter C o . had not taken the necessary action
to submit a proposal. We assured him that the authorised
representative of Bell Helicopter C o . will be coming to
Teheran in a few days and is hand-carrying the proposal.
We asked the General to withhold any final decision until
Bell's proposal arrives. Because of the good relations
with Air Taxi C o . and M r . Zanganeh, the General agreed
not to take a final decision before the arrival of
Bell's representative with a proposal.
etion Token
•U.1
Sgd
A - 2X4
461
air
taxi
INTERNAL
68992
611967
MEMO
thWVif*
JS
MEHRABAD
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J.
s&Jikc)^)^
(TLj (fkj
Action Tokon
Sgd
A - 824
462
AIR TAXI C O .
- AT.** •tf'vj
Mehrabad Airport
TEHRAN
C a b l e T.hran AIR TAXI
Date -
No-
-
-
2nd~May, 1968
Yr. Ref.
^-TU-jt of
-
:
C A B L E
LT
BELL HELICOPTER CO - BOX 482 - FORT WORTH - TEXAS - USA
ATTN KLING REYRCAB MET GEHERAL TOFANIAN THIS MORNING STOP
UNABLE TO FIND ANY RECORD OF YOUR ACTIVITIES OR PROPOSAL
HIS OFFICE STOP DUE YOUR DELAY IN TAKING ACTIVE PART THEY
ARE SEEKING GOVERNMENT TO GOVERNMENT PACKAGE DEAL INCLUDING
TRAINING AND FINANCING AT LOW COST STOP SUGGEST YOU TAKE
IMMEDIATE ACTION YOUR END PLUS DISPATCH FULLY AUTHORISED
REPRESENTATIVE TO TEHRAN TO CONTACT AUTHORITIES STOP ANY
DELAY M A Y RESULT IN LOSS OF ORDER
REGARDS
ZANGANEH AIRTAXI
463
FT8/3
FORT WOTH TEX GMC2077 4? 2 215
LT
AIRTAXI TEHERAN
;
g 3 • v '068
ZANGANEH WE UNDERSTOOD FROM YOUR 23 APRIL CABLt: THAT
AGUSTA VMS IN FINAL STAGE UH1D CONTRACT WITH IIAA STOP DOES
OUR MOST RECENT CABLE MEAN UNITED STATES GOVERNMENT
TO IRAN GOVERNMENT OR I TIL I AN GOVERNMENT
TO IRAN GOVERNMENT ADVISE IMMEDIATELY
figGARDS KLING BELLCRAFT
28 LH1D
23-554 O - 78 - 30
464
AIR
TAXI
CO.
Mehrabad Airport
TEHRAN
_
68992
rswrv
611 967
( . ...
C o b l . Tehran AIR TAXI
Oat*
N o
—
-
4th' M a y "1968
Yr. Ref.
oL
C A B L E
LT
BELL HELICOPTER - POBOX 482 -
FOET
WORT - TEXAS - USA
ATin KLING REYRCAB I CONFIRM AUGUSTA IN FINAL STAGE BUT
NQboNTRACT HASYET BEEN SINGED STOP INFORMATION DISPATCHED
THROUGH US MILITARY RECENTLY SUGGEST Y O U CONTACT AUTHORITIES
YOUR END
REGARDS
'ZANGANEH AIRTAXI
465
~V
, _
Li'i <1h7
FT1173 GMC3012
FT WORTH TEX 3 ^ / 3 ^ 3 1200P
AIRTAXI TEHERAN
ZANGANEH BELL REPRESENTATIVE ARRIVING TEHERAN ABOUT 13 MAY
STOP ADDITIONAL COPY PROPOSAL AIRMAILED STOP INDICATIONS
HERE WE CAN PROVIDE ATTRACT I VET?I NANCING SO WE OPTIMISTIC
SALE CAN BE MADE REGARDS
KLING/3ELLCRAFT
COL 13
Ik^',
466
BELL
H
E
L
POST OFFICE BOX 462
In reply refer to:
03:GMK:gb:208
I
C
O
P
T
E
• FORT WORTH. TEXAS
R
76101
C O M P A N Y
A
f8Xtr0n|
COMPANY
8 May 1968
M r . A . H . Zanganeh
Air Taxi C o .
Mehrabad Airport
Tehran, Iran
Dear Jose:
This is in answer to your 1 May letter number 21/30280, even
though one of us may arrive in Teheran for the Army business
before this letter reaches you.
We have the Representative Agreement, and our treasurer will
sign it in the next day or t w o , a n d it will be returned to
you.
I have assembled some information on the Westland Wessex 2
(civil version is called Wessex 60) and the Kaman UH-2C.
The Wessex is much more expensive than the 205A/UH-1D or H
and carries roughly the same payload at lower speeds. Approximately 180 of the Wessex have been built, and they are scheduled to go out of production after next year's production of 12.
The UH-2C is the twin engine version of UH-2A and B , which
has been bought only by the U.S. Navy (to the best of our
knowledge) for air sea rescue work. The big disadvantage
is its small payload. As the attached information states,
25 B models are being converted to C models, and we are not
sure whether Kaman has manufactured any new C models. Once
again a total of about 180 of the UH-2 have been built and
future production will be nil or very limited.
The 204B/205A/UH-1 has, on the other hand, been extremely
successful and we have made about 6000 of them. Military
production is now scheduled through 1971 and will probably
be scheduled through 1975; this does not include the
recently announced 212 program, the twin engine UH-1. We
know the Iran Navy will be interested in the 212, but I am
reluctant to offer it because of the Iran Army program. Please
467
B E L L
H E U C O P T E R
COMPANY
03:GMK:gb:208
Page Two
8 May 1968
think about the 212 and when Bud Orpen or I arrive in Teheran
we can decide whether or not it should now be offerred to the
Army and Navy.
Best regards.
Very truly yours,
BELL HELICOPTER COMPANY
- G. M .
Klipg
Export Area Manager
Enclosures
1260
FT0646
FTWORTH
AIR
TAXI
jgANGANEH
21
8
855A
TEHERAN
CAN
YOU
FtNAi'jCI A L O F F E R
OBTAIN
AND
REGARDS
KLING
3ELLCRAFT
DETAILS
TRAINING
AGUSTA
PROGRAM
FOR
PILOTS
AND
MECHNICS
468
AIR TAXI CO.
Mehrabad Airport
TEHRAN
_,
T
' A W
68992
*1,
611967
C a b U T«hran AIR TAXI
Dot*
-
-
N o
9X11 M a y " 1 9 6 8
yr. Ref.
•
CAPLE TO BELL
HELICOPTER.
BELL HELICOPTER POSTBOX 4 8 2 FORT WORTH TEXAS USA
ATTENTION KLING AIRMAILING FULL DETAILS AUGUSTA PROPOSAL
REGARDS
ZANGANEH.
AIR TAXI CO.
Mehrabad Airport
TEHRAN
Tel.
68992
611967
C a b U T.hron AIR TAXI
Date
No.
H t h
May,
-
1968.
Yr. Ref.
C A B L E
BELL HELICOPTER - POBOX 482 - PORT WORTH - TEXAS - USA
ATTN KLING REOURCAB REGRET ADVISE AUGUSTA CONTRACT
REGARDS
rt-A
ZANGANEH
AIRTAXI
SIGNED
469
FT1311
WUX FORT WORTH TEX 16 10 2G7P CDT
LT
AIR
TAXI
TEHERAN
ZANGANEH ORPEN OR KLING VE TEHERAN/176
REGARDS
KLING BELL(0
COL 17
NNiMN
ZCZC AHQ341 PR19 TWD3852 THNW LCN2985
IRTX HL JPTK 040
TOKYO AO/38 23 1102
LT
AIRTAXI
TEHERAN
ZANGANEH PES IRE APPOINTMENTS OVEISSI AFRAND ETC JUNE 3
THROUGH 5 PRESENT PROPASAL bELL JETRANGER AND HUET
HELICOPTERS STOP PLAN ARRIVAL 2 JUNE''WILL ADVISE LATER
PLEASE RESERVATION HILTON STOP.
HOPE CONVENIENT YOUR SCHEDULE
ORPEN HOTELNEWOTANI
COL 3 5 2
470
In reply r e C e r toj
03:GMK:tm:<t958
2 3 M a y 1968
M r . J . H . Orpen
c/o Hotel New O t a n i
Tokyo, Japan
Dear Bud;
T h e proposal for the Imperial Iranian G e n d a r m e r i e has been
a i r m a i l e d to you care of A i r T a x i and o n e copy to y o u r
Tokyo H o t e l .
I think I m u s t explain the Contracting S e c t i o n , w h i c h is
rather v a g u e s i n c e w e c o u l d n o t get a financing commitment
on such short n o t i c e . T h e U . S . D . O . D . is u n a b l e to either
finance or guarantee this sale s i n c e the Gendarmerie is part
of the Ministry of I n t e r i o r , a n d the $75 m i l l i o n obligation
is w i t h the Iranian Department of D e f e n s e . Pred T h i e b e r g e r
has told Dick Pierrot it can b e d o n e only if the Iran A r m y
a n d Air Force w i l l a g r e e to i t . C a n J o s e Z a n g a n e h m a n a g e
this?
T h e r e is also a possibility Exlra Bank c a n g u a r a n t e e the loan
but it w i l l . t a k e a l i t t l e longer f o r a d e f i n i t e a n s w e r f a n d
they w e r e not very e n c o u r a g i n g .
Sincerely,
BELL H E L I C O P T E R C O M P A N Y
George M . Kling
Export A r e a M a n a g e r
cc to:
T e h e r a n , Iran
c/o A i r T a x i Co
M e h r a b a d Airport
471
NNNN
ZCZC AH0105 PR26 TWB1079 THN LCN895
IRTX CO JPTK 022
TOKYO 22 28 0901
AIRTAXI
TEHERAN
2 3 v'i A7
ZANGENEH ARRIVING JUNE TWO 2315 B0ACJ925. CABLt CONflKMATlON
HILTON AND MEETING YOU MORNING THIRD DISCUSS HtLlCOPltR PROPOSAL
ORPBJ. HOTELNEWOTANI
i
73'P
«ss
COL 2315 925
Vf
472
AIR TAXI
MEHRABAD
INTERNAL
MEMO
^bc-ifddO.
Oat«.lunje....a ...1.9.68
From
A«H»
Zanganeh,
-v
Managing
Director.
To
"^qiMSt
c-l^vo
As previously arranged with General Ovissi,
General Afrand and other high ranking officers
of the Gendarmarie, Mr. Orpen's meeting was
held today. At this meeting the Gendarmarie*
Officers studied and evaluated Bell's Model
Huey 205 which interested them considerably.
A • 224
473
AIR TAXI
INTERNAL MEMO
MEHRABAD
J ^ f c C^fASb.
ui.,
D
o
t
.
/
.
From
'rJssCfo)
sCf, (Sjb
A . 224
^
6y^bupf
^
*
474
Jl*C*
-
vru-7/H
ZCZC GMC2*41 TDCD TLX
FT WORTH TEX l4o/l37 1/5* 7 1207PCST
AIR TAXI TEHERAN
0
THE FOLLOWING MESSAGE HAS BEEN RECEIVED
'
FROM ALL ISoN DIVISION GMC AND IS BEING SENT TO YOUR FOR YOUR
INFORMATION QUOTE BOOK WIRE TO ALLISON DISTRIBUTORS
TH0-836W-LOD IN 'VIEW OF RECENT SIXTH STAGE COMPRESSOR FAILURES
ALLISON REQUESTS THAT FUTURE FLIGHT OPERATIONS OF ALLISON 250
CI8 AND C18A ENGINES BE DISCONTINUED IMMEDIATELY STOP WE ANTICIPATE
COLL
TH0-838W-L0D 250 CI8 C18A
PAGE 2/58
ISSUANCE OF A CORRECTIVE ACTION BULLETIN APPROXIMATELY JUNE 12
STOP PLEASE IMMEDIATELY ADVISE ALL OPERATORS OF BELL HILLER AND
HUGHES COMMERCIAL AIRCRAFT IN YOUR TERRITORY ACCORDINGLY AND
CONFIRM BY WIRE THATYOU HAVE DONE SO STOP UPON COMPLIANCE WITH
RECOMMENDED SIXTH STAGE MODIFICATION THE AIRCRAFT MAY BE RETURNED
TO SERVICE STOP CSL-250-13 RESTRICTION WILL CONTINUE TO BE IN
COLL 12 CSL-250-13
475
AIR
TAXI
CO.
M«hrobad Airport
TEHRAN
T.I.
68992
6( 1 1 9 6 7
r\\\?v (
C a b U Tehran AIR TAXI
Dat« —
No
*
Yr. R®f. -
—
-
-
" lO'th June, 1968.
l>*ee
C A B L E
BELLCRAFT - FT WORTH - TEXAS
ATTN DWAYNE JOSE REYRCAB HAVE ADVISED SOLE OPERATORS IRAN
IIAF AND HELITAXI
REGARDS
ZANGANEH AIRTAXI
c ^
.JUA
476
In reply refer to:
03:CMK:gb:251
13 June 1968
Ttr. TOG* J'ulhern
California Bureau Vector Control
55**5 Shields Avenue
Fresno, California
Dear M r . Mulhern:
Through Vr m Burgoyne of Da via wo have learned of your forthcoming trip to the mid-East. Ve have Alerted our representatives in Switzerland and Iran regarding your viait. Please
call on then if you need assistance.
Unfortunately we do not now have adequate representation in
Ssypt, Saudi Arabia, o r Iraq,
Ve think the name of Autair, Ltd., 75 Vigraore Street, London
v , l f England, cay also be useful to you since they have in
the pact conducted helicopter spraying operations in several
raid-East countries.
For your information our H r . John ITeace has recently been
in Israel conducting helicopter agricultural seminars. He
ia now in Grccce assisting in the establishment of the Greek
government prograa to control the Dacus fly which infeats the
olive crop. Ifext week he w i l l depart to Mai rob i , Kenya;
Lusaka, Zambia; and Johannesburg, South Africa to conduct additional education programs and conclude a fact finding mission
in those countries.
Please let us know if wc can provide additional assistance,
and we hope you enjoy your trip.
Very truly yours,
BELL HELICOPTER COMPANY
cci
Fred Forrer
Forrer-Fertwick, S . A .
Veinber^strasse 29
Zurich oG0o f Switzerland
Telephone 15 Zk
G . M . Kling
Export Area Manager
A . H . Sangnneh
R . A , Moore
Air Taxi Company
I Mehrabad Airport
Teheran, Iran - Telephone - *t02S7. 63992 . 611967
477
In reply refer to?
03:GMK:gb:250
13 June 1968
3*
A . H« Zanganeh
Air Taxi Company
Mehrabad Airport
Teheran, Iran
—"
—'—"
->•
Dear M r . Zanganeh:
M r . Tom Mulhern of the California Bureau of Vector Control
will be in Teheran in July representing the World Health
Organization as a consultant for mosquito control as a means
of fighting malaria.
M r . Mulhern is a proponent of the use of helicopters in mosquito control, and has cooperated with us on several of our
control programs.
We have given M r . Mulhern your name as our representative,
and if he has the occasion to call upon y o u , we know you
will be helpful to him.
Very truly yours,
BELL HELICOPTER COMPANY
478
©
ttl i/TG (sCJ*Jj
BELL
HELICOPTER COMPANY
POST OFFICE BOX 482 • FORT WORTH, TEXAS
76101
In reply refer to:
03:OHO:kc:043
Mr. A . H . Zanganek
Air Taxi Company
Mehrabad Airport
Teheran, Iran
A tBXtronl COMPANY
July 11, 1968
V
•• v^-^i,
Dear Mr. Zanganeh:
We regret to announce the resignation of M r . George .
J(1 ing« who has been active as aJregiunal Area Manager
for International Sales since 1965.
Several applicants are under consideration and probably more than one will be assigned to the area formerly covered by M r . Kling. this expansion will permit more frequent contact and working arrangements
between the factory and our important in-country representati ves
Until such a time as our new organizational changes
are finalized, I will appreciate your addressing correspondence directly to m e , and I will do my best to
see that you receive a prompt reply.
Sincerely y o u r s ,
BELL HELICOPTER COMPANY
J . H . Orpen, Manager
International Marketing
479
BELL
HELICOPTER COMPANY
POST OFFICE BOX 482 • FORT WORTH. TEXAS
76101
In reply refer to:
03xJHOxmh:2108
M r . A . H . Zanganeh
Managing Director
Air Taxi Company
Mehrabad Airport
Teheran, Iran
A l8Xtr0nl COMPANY
12 July 1968
Ifr
Dear Jose:
Enclosed are some details-on the high powered searchlight
for the helicopter as promised.
This SX-16 searchlight is certificated first for the Bell
Models **7G-4A and 47G-3B-2 Helicopters. It may also be
installed on other helicopters with sufficient electrical
power provided.
At the present time, the Allison engine manufacturer has
imposed a temporary limitation on the amount of electrical
load which can be drawn in flight by any helicopter using
their 250-C18 engine. This, of course, includes the JetRanger model which the Shah is using. The restriction is
a minimum of 60 amps. Because of this f there will be a
delay before the searchlight installation can be engineered
for the JetRanger, since its use requires a 60 amp electrical load.
Should G e n . Khatami desire a quotation for other model
helicopters he may obtain this directly from Spectrolab.
Under separate cover, I will be forwarding the completed
proposal for the National Iranian Gas Company and the
Iranian Navy.
As soon as you receive them, please see that they are
delivered and stress our offer to have someone review the
details in-country if desired.
Note that for the Navy proposal we suggest that the helicopters be financed as part of the U . S . loan guarantee
arranged by the Government of Iran for procurement of
2 3 - 5 5 4 O - 78 - 31
480
BEL.L.
H E L I C O P T E R
COMPANY
12 July 1968
03:JHC):mh:2108
M r . A* H . Zanganeh
Page 2
military equipment. This is the only way that long term,
low cost financing can be obtained. This requires an
internal budget request by the Navy for establishing its
priority for this equipment, which would naturally require
Gen. Tufanian's approval.
I was expecting to hear from you, providing your scheduled
trip to the U . S . wasn't postponed.
I recommend a special trip by you to the factory as soon
as you can conveniently arrange it in order to become more
fully versant with our facilities and products.
What is the latest status of the Agusta UH-1/205 program
for the Iranian Army? We have heard that they were attempting to substitute the Bristol-Siddeley Gnome engine (similar
t o G E T - 5 8 ) in lieu of the Lycoming L-13 engine, which Agusta
has had difficulty in obtaining because of U . S . Army priorities. I believe this substitution should be resisted
by the Iranian Government, since this engine has not proven
to be as reliable in the 205 installation, particularly
where foreign object damage is likely to result from landing
in unprepared landing sites.
The Lycoming engines will be available in increasing quantities later this year, but probably not in time for the
Agusta first delivery commitment, and I believe this is why
they were considering substitution.
Please follow up on our proposal, and keep us informed on
competitive situations.
Best personal regards.
Sincerely,
BELL HELICOPTER COMPANY
J . n . urpen, Manager
International Marketing
Enclosures:
Nightsun Price List
and Information Sheet (2)
481
AIR TAXI C O .
Mehrabad Airport
_ AT.*- .1
TEHRAN
Cabla Tehran AIR TAXI
Date
No.
1963
Vr.
03: JliOsmh s2» 00
;:r. J.il. C r p e n ,
m a $ o r - I n t o r n a t i o n a l .'.'arlcoting
I-oil H o l i c o p t o r C o m p a n y ,
IV. . Box 4 3 2 ,
T o r t V'orth,
Texas,
U.S.A.
Lonr Mr. Orpon,
Thanh you very rvich for y c u r letter dated 12th J'jly, and
tho onclorod literature on tho high pa/erod
searchlight.
C'.onoral Khatcral v/as riven an explanation on tho searchlight
v. nd I v/ill advice y c i la t o r cf his c o r m o n t s .
I personally gavo tho p r o p o s a l for tho N a t i o n a l Iranian
:
»'as C o m p a n y to Iikj. l arl;han and ho has promised that ho w i l l
study this c a r e f u l l y .
( n chockinj *cho .-roposvjl f o r tho Liporial Iranian I'nvy
I find that in Attachment (a) itcr.o 1 to 0 have boon incorrectly
calculated and I ar.-. therefore returning the cor.ploto p r o p o s a l
tc you for rechochir/j.
Corriandor Ardalan is a t p r e s e n t not
in Tehran so this w i l l i.et cause a groat d o l a y .
i'le a so r o t u m the co..Toctod prop.'sal to no as soon a s
possible ar.d I v;i.ll also explain to then tho financing r.cthcd
ycu have s u g g e s t e d .
482
AIR TAXI C O .
Mehrabad Airport
TEHRAN
01 j j - alfT^
P A W
ifSKJ
C o b l e Tehran AIR TAXI
Oljg'.^Jk
Data
No.
2 -
Yr. Ref.
•jLi
I had a long discussion with General i.hatorni on Augusta
'•oil substituting the uristol-Siddeley Gnome engine and ho
advices :.o that so far there lias boon r.o mention of any change
by Augusta.
I shall however be pleased to forward any further
information I can obtain at this o n d .
X am locking forward to spending a few days with you when
I can ^oke a round of your factory and facilities, but unfortunately
dun to oretsure of work I do not think I can find time to make
this trin until raid fall.
i-.esc personal regards.
Sincerely,
Alii
TAXI
COMPANY
".ana<jing Director
ucl.
P.S.
Please forward corrected pages for all 5 copies of the proposal.
483
TeL 7f 6762
Your. Kef........—,
Cable—
...
Our. Kef
COMMERCIAL
Bell Helicopter C o . ,
P.O.Box 4 8 2 ,
Fort Worth, Tex. 76101
AJ./IWA
Tehran -423/7-196 8
SALES DEPARTMENT
Po. Box 12 - 122S
AUG
1 1958
Dear Sir,
Aa our firm specialistes in construction of power transmission, distribution system and sale of related materials and
equipment in IRAK.
We have frequent enquires from firms in this country for
power system erecting and maintenance equipment ass
Helicopter for inspections, maintenance and lifting of
heavy loads.
We would like to have a list of all' yours productions and
the conditions under which those products can be purchased ( C&FKhorramshahr most probably port of IRAN.)
We shall be in a position to appoint agents for your colony
and shall be glad to grant your agency, if you able to act for u s ,
upon receipt of your reply we shall, furnish you with our firms.
Finally we should be pleased if you quote for catalogues
and price lists and delivery time of equipment •
Your early reply, will be very v much appreciated,
Your faithfully
3
484
BELL
W
HELICOPTER COMPANY
POST OFFICE B O X 482 • FO«T W O R T H . TEXAS
In reply refer to:
03:RET:mh: 2182
76101
A TeXtfOnl C O M P A N Y
5 August 1968
M r . A . H . Zanganeh
Air Taxi Company
Mehrabad Airport
Teheran, Iran
Dear M r . Zanganeh:
I enclose a copy of a letter from Electrogas, together
with a copy of my reply.
It would be very much appreciated if you could contact
these people and let me know by a First Call Report
how you get o n .
Please do not hesitate to contact me if I can be of
any assistance.
Enclosures
485
In reply refer tos
03:RET:mh: 2181
5 August 1968
M r . H . Radpour
Electrogas
326 A v . Takhtedjamshid
Tehran, Iran
Dear M r . Radpour:
W e are pleased to acknowledge receipt of your letter reference
47/137/A dated 28 July 1968, which we have forwarded to our
representative in your country, Messrs. Air Taxi Company, Mehrabad Airport, Teheran, Iran, marked, to the attention of
M r . A . a . aanganeti.
For your immediate study we are pleased to enclose brochures
covering the Bell k7 Series helicopter, the turbine-powered
five-place JetRanger, and the large utility heavy-lift Model
20 5A.
W e are also pleased to enclose a selection of job details and
reprints showing the ever-increasing use of helicopters by
construction organizations as aerial cranes and personnel transports. It has been established that by using the helicopter,
the supervisory staff can spend more time on-site even though
the various construction projects are widely scattered. Many
hours of down time can be saved by using the helicopter to
transport critical spare parts and the specialist mechanic
needed to effect equipment repairs.
W e would like to assure you that M r . Zanganeh will be in touch
with you in the very near future to acquaint you with delivery
schedules and to assist you in any way possible. If we in
this office can be of any further help, please do not hesitate
to contact the undersigned.
Yours sincerely,
BELL HELICOPTER COMPANY
R.E.E. Taylor
International Marketing
;
ccs A . H . Zanganeh,
Air Taxi Company
486
ii> fc w
In reply refer to:
03: WJY: tins 5 078
Air Taxi C o .
Mehrabad Airport
Tehran, Iran
Attention: M r . A . H . Zanganeh
Managing Director
8 August 1968
\V.
'
^
Subject:
Proposal Number 68-205-9 for 4 Bell
Model UH-1H Helicopters
Reference:
Air Taxi Company letter N o . 21/30899
dated 1 August 1968
Dear Sir:
We discovered the error in Attachment A of the subject
proposal• Unfortunately a correction was mailed to
Commander Ardalan of the Iranian Navy instead of t<Tyou.
We e n c l o s e f i v e c o p i e s of r e v i s i o n s
to Attachment A , one
for the enclosed copy of the proposal and four for the
other four copies which I presume you still hold. Would
you be kind enough when you present this proposal to the
.Iranian Navy to advise Commander Ardalan that the proposals
now contain corrected pricing.
Sincerely,
BELL HELICOPTER COMPANY
Enclosures
487
PROPOSAL 68-205-9
ATTACHMENT (a)
CONFIGURATION, AND BUDGETARY ESTIMATE OF UH-1H PRICES
BHC REF. #
1
Order Q t y .
4
Unit Price
$ 309,800.00
Description
Bell Model UH-1H Tactical Helicopter in
Standard Configuration
on Skid Landing Gear
Total Price
$1,239,200.00
2
4
4,933.00
AN/ARN 83 ADF Receiver
19,732.00
3'
4
4,000.00
AN/ASN 43 Gyrosyn Corapass
16,000.00
4
4
2,734.00
AN/ARC 134 VHF Transceiver with AT1108 ( )
ARC VHF UHF Antenna
10,936.00
11,750.00
AN/ARC 102 HF Transceiver with Antenna
Coupler for AN/ARC 102
47,000.00
C-1611A/A1C 4-place
Intercom
12,000.00
Cargo Suspension Assy.
11,000.00
6
4
3,000.00
7
4 sets
2,750.00
§ Bumper
8
4 sets
9
1
10
4 sets
2,200.00
18,000.00
750.00
11
1 set
12
4 sets
12,760.00
535.00
13
2 sets
14
4 each
Ground Handling Wheels
Portable Rescue Hoist
Rescue Hoist Provisions
3,000.00
Flotation Landing Gear
12,760.00
Weather Covers
2,140.00
3,000.00
300 gallon
Auxiliary
Fuel
Tank Kits
6,000.00
3,750.00
6 Place Litter Kit
TOTAL
One Bell Technical Service Representative for one year located
in Iran
3 Bell Instructor Pilot for six weeks UH-1H transitional
flight training
8,800.00
18,000.00
15,000.00
$1,421,568.00
30,000.00
5,410.00
488
AIR TAXI C O .
Mehrabad Airport
T E H R A N
Tel.
40257
68992
611967
Cable Tehran AIR TAXI
D
t
15th August, 1968.
21730996
No
Yr.
Ref
M r . R.E.E. Taylor,
International Marketing,
Bell Helicopter Company,
P . O . Box 482,
Fort Worth,
Texas,
U . S . A .
Dear M r . Taylor,
Further to your letter of August 5, 1968, I have
pleasure in advising you that I immediately contacted
M r . Radpour of the Electrogas C o . However his inquiry to
you seems to have been of a very tentative nature since
h e assures us he has no immediate requirement for an
aircraft nor does he have possible customers. However
in the distant future there m a y be a possibility.
I have assured M r . Radpour of our co-operation
and after sales service and have also discussed with him
the discount rates w e will be prepared to give should he
purchase an aircraft through us or is instrumental in
concluding a sale.
Further to our cable of 12th August which reads
as follows:
"ATTN ORPEN AIRMAIL PROPOSALS QTY ONE AND TWO JET
RANGER INCLUDING SPARES AS PER NIGC IN Ni\ME OF
MINISTER OF FOREIGN AFFAIRS H . E . M R . ZAHEDI"
there is a possibility that the Minister of Foreign Affairs
m a y purchase a Jet Ranger and as requested would you please
airmail as soon as possible, a proposal for qty.l and 2
Jet Ranger with spare parts, similar to the one you have
prepared for the N.I.G.C. Iran.
Thanking you in advance for your assistance and
looking forward to an early reply.
Yours sincerely,
AIR TAXI COMPANY
\A
hi LL
489
AIR TAXI C O .
Mshrabad Airport
TEHRAN
T«l.
40257
68992
611967
r\\\rv{
C o b ) . Tehran AIR TAXI
Dote
12th August, 1968.
No
Yr. R«f.
• oLi
C A B L E
LT
BELLCRAFT - FORT WORTH - TEXAS
ATTN ORPEN AIRMAIL PROPOSALS QTY ONE AND TWO JET RANGER
INCLUDING SPARES AS PER NIGC IN NAME OF MINISTER OF FOREIGN
AFFAIRS H . E . MR ZAHEDI
VIA RCA
1 9.S
ZCZC UNI07A6 URdl326 RSA116 SSF1C7 B.v
IRT»M CO URI-iX 022
WORTH TEXAS 22 23
238P EST
^
AIR TAXI TEHERAN
A* I
/
*
PLEASE CABLE EQUIPMENT REQUIRED IN MINISTER CF FORE IGH AFFAIRS'
JETRANGEft TO ENABLE PROPOSAL TO 3E FORWARDED EAARIEST
TAYLOR BELLCRAFT
490
In reply refer to:
03xJHO:sk-1017
30 August 1968
Air Taxi Company
Mehrabad Airport
Meheran, Iran
Attention:
M r . A . H . Zanganeh
'
Gentlemen:
I am pleased to announce the selection of M r . Ron Taylor, for
appointment as International Area Manager for the Middle East
and Africa.
M r . Ron Taylor, a former officer and helicopter pilot in the
British Royal Navy, has accumulated a great deal of sales and
helicopter experience over the past few years involving both
military and commercial application.
Ron Taylor
moves into his new assignment from his position with
T
Bell s Commercial Marketing Administration, where he has worked
for the past two years.
Ron will be in attendance at the Farnborough Air Show this year,
along with Dwayne Jose and will be most pleased to meet anyone
from your company who expects to attend.
Sincerely,
BELL HELICOPTER COMPANY
J . H- jOrperu Mt^&ttT
international Marketing
491
AIR TAXI C O .
Mehrabod Airport
T E H R A N
Tel.
rAwrloto
40257
68992
611967
Coble Tehran AIR TAXI
Date
3.1st August, 1 9 6 8 .
No
Yr. Ref.
C A B L E
BELLCRAFT - FORT WORTH - TEXAS - USA
ATTN TAYLOR REYRCAB JETRANGER EQUIPMENT AS PER NIGC
PROPOSAL INCLUDING MINIMUM AVIONICS
ZANGANEH AIRTAXI
777
U30
NNNN
Jv.jll
ZCZC AI
LGV100 XLG277
LONDONLG 13 19 1 W
AH
TAXI
TtHRAN
•,vlLL ArtHIVt LUFTHANSA 2350. HOURS MONDAY 23 StPT
JOSt btLLCAr?AFT •
2350 23
492
F11522
HURST TEX 19 16 lObP
AIRTAXI ATTN LANGANtH TEHERAN
113
WILL AKRIVE TEHERAN BOAC FLIGHT,770 2200 TUESDAY 191H
STAY I
HILTON btST REGARDS TAYLOR BELLCRAFT
CCL 770 2200 19TH
FTLLB5
HOKT
N
AIR
TMXI
HAVE
5U
GMC1609
WJR.TH.TEX
AT
7
340 P
TEHERAN
HAD
STKONB
REQUIREMENT
FOR
INDICATION
A
LARGE
UOTIFY
US ^ I M M E D I A T E L Y
TO
STOP
BID
involved
OBTAIN
BY
THERE
IS
A
L F ' JETRANUEKS
CABLE
CONFIGURATION
IF
WE
AND
ARE
CuJNTRY
TAYLOR
COUNT
?
BELLCRAFT
AGUSTA
NUMBERS
N E G o T I A T I NO
STOP
INVITED
sto-P
-'•LSo- U N D E R S T A N D
IN
THAT
NUMBER
NOW
PLEASE
493
AIR TAXI
MEHRABAD
INTERNAL MEMO
JflM*
^j-SZjl
dilT
Oat«N.QY.«.l.Q....196.8 .
From A . H . Z a n g a n e h , M a n a g i n g
<=•>*
Director.
To
To-day we met General Toufanian in his office at
Saltanaatabad in order to enquire as to the quantity
of Model Jet Rangers they intend to buy. General
Toufanian confidentially informed me that the quantity
would be somewhere between 75 to 100 'copters. The
General disclosed that should Bell's prices and terms
of payment be more attractive they would have a chance
of getting the business. He also recommended us to
ask Bell Helicopter Co. to send an authorised representative to Teheran for the necessary negotiations
definitely not later than the morning of November 19.
We immediately sent a cable to Bell Helicopter C o . in
this connection*
»u*l
• fUil flail
Action Token
•U.I
Sfld..
A • 22 4
494
AIR TAXI
INTERNAL M E M O
M E H R "A 9B 9A DJ
6 .1 ,1 9 6 7
Oat* V
~
W
/
K
_
^ I s t b Xc i l fW b V / A / W
.
'
T ' '/ - / •
0
A
W
•f
'
,^
r \ \ W
-
From
^
^
>
%
J
'
,4! jf
r
^Ju^^ Ouu^y LS L
To
s ^ ^ y
~aj[>
£ u l j s k / j
Oir**
J>)OwiJ'sL/ . t/s.!/- J.js ' •• i'va Qj"
•LJ
Action Tak«n
Sgd
>U»I
C j t M O L y )(
A.824
-
S
Q
j
^
^
S
^ / r
s<
495
A I R T A X I CO.
Mehrabad Airport
T E H R A N
T«l.
£• W ?
40257
68992
611967
Cobi. T t K r o ^ ^ T ^ v e m b e r ,
y\\\yv{
1959
Dote ......
Ho
•JLA
Yr. R«f..
23-554 O - 78 - 32
C A B L E
LT
BELLCRAFT - FORT WORTH - TEXAS - USA
ATTN TAYLOR REYRCAB HAVE DISCUSSED CONTENTS WITH GENERAL
TOUFANIAN STOP HE CONFIRMS POSSIBLE REQUIREMENT QTY 7 5
TO 1 0 0 J E T RANGER STOP AUGUSTA STRONGLY LEADING STOP
RECOMMEN3J YOU IMMEDIATELY SEND FULLY AUTHORISED REPRESENTATIVE
FOR FURTHER DISCUSSION WITH AUTHORITIES STOP ALL OTHER AUGUSTA
INTERESTED PARTIES ALREADY IN TEHRAN STOP CABLE DECISION
REGARDS
496
VI A fiGA
ZCZG Ui«I1207 uKtf2064 • ,MS FWA646 AX
IhTW LO JK.-IX 032
HUhSI" TLX 32 14 726P CST
a l h TAXI
b£LL
ATTcullGiM ZA,,iuAhiLH TChERah
hEpRLStNTATI V l
WILL
STOP W I L L
CAbLE
wt L A T E S T
DEvELOPi'lEuTS
TAYLOR
LULL
19Tn
FLIGHT
C>LLLCRAFT
20TH
ARRIVE
TEHERAN
1 9 T h Uh
20TH
D E T A I L S WhEN LONF I R.-.ED S T O P
IF A N Y
STOP
b E S T RLGaRDS
CAbLE
497
is
fct-C^
AIR TAXI CO.
Mehrabad Airport
-
TEHRAN
40257
Tel. 68992
611967
cow. T.hron ^ ^ o v e m b e r ,
.15VJ>
i'X&Vl
1968.
Date
Ci
No
yr- Ref
C A B L E
BELLCRAFT - FORT WORTH - TEXAS -
USA
ATTN TAYLOR YOUR REPRESENTATIVE SHOULD DEFINITELY BE IN TEHRAN
NINETEENTH MORNING STOP SHOULD PRESENT LOWEST OFFER M P BEST
TERMS ON J E T RANGER MILITARY VERSION REGARDS
ZANGANEH AIRTAXI
jt
498
)L-
228
FTl37r.
ZCZC G M F 1 7 1
n
FWCO/+0 WUX H U R S T TEX 3 1 / W 7
3/5/+ 09
ll^BA
LT
AIR
TAXI
T E H E R A N ( V I A WU I)
° 7/VJ
h
S U B J E C T 19^0
/
PRICES
AS OF N O V E M B E R PI 1 0 * 8 C O M M E R C I A L H E L I C O P T E R O R D E R S WILL
A C C E P T E D ON MAS IS OF N E W P R I C E S C H E D U L E
All P R O V I D E D
SHOWN
IN P A R A G R A P H S 1 AND P P R E V I O U S L Y
RE
BEL'OW E X C E P T
ACCEPTED
ORDERS
WILL PL H O N O R E D AT C O N T R A C T E D P R I C E S THE B A S I C P R I C E S FOR
^STANDARD
COL l ^ o
CONFIGURATION
M O U N T E D ON
HELICOPTERS
SKID
r>i io/;8 1 P
WF171/P/5
n
-uJ
*
FAR FAF F O R T WORTH T E X A S
f,A DLRS
in^ono
UlCiU A SAnsn (HO
CHAMHF^
WILL BE AS F O L L O W S
499
N
" '> A
MIO
ACCESSORY
BEING
IN
MAILED
FAF
?N6A
HAVE
ALSO
BEFN
CHANGED
MEW P R I C E
LISTS
ARE
TODAY
RECOGNITION
COL
CHANGE)
PURGES
OF
TRANSACTIONS
105000
47G4A
THAT
5 4 9 5 ° 47G5
YOU NOW
HAVE
44050
47G3B-2
55^5^
P65A
3*5000
GNC171/V5°
IN
WORK
POLICY
1
ANY
OLD
THAT
WILL
CONTRACT
PRICE
WILL
ACCEPTABLE
COL
INVOLVE
1 1
QUOTATIONS
AT THE
OLD
PRICE
THE
FOLLOWING
APPLY
THAO
BE
BO B E L L
IS
AT THE
ACCEPTED
IS
IN
POINT
PROVIDED
THE M A I L
OF
FINALIZATION
THAT
A DEPOSIT
ON OR B E F O R E
AT
THE
AND
CONTRACT
DECEMBER
1
1/^8
TOF,8
GMF171./4/5H
AND F U R T H E R
T.Q A S S I G N
PROVIDED
DELIVERY
THAT
BELL
SCHEDULES
ON
HELICOPTER
A +FIRST
COMANY
WILL
AV A I L A B L E +
BE
ALLOWED
DELIVERY
BASIS
?
THE
ABOVE
A LIST
NAME
COL
FROM
ADDRESS
P
GMF171/5/5P
IS
CONDITIONED
YOU W I T H I N
SHIP
MODEL
UPON
THE
TWENTYFOUR
HOME
HOURS
AND Q U A N T I T Y
NOW
OFFICE
SHOWING
IN
WORK
RECEIVING
THE
PROSPECTS
7
500
O R D E R S FOR D E A L E R S STOCK OR DCr-.OMSTRATORS M O T O R D E R E D
TO N O V E M B E R
COL 1 W f l
WILL
BE S U B J E C T TO THE N E W
PRIOR
PRICES
3 4 ?1
GMF171/6A1
5 YOU ARE R E Q U E S T E D TO A D H E R E TO THE
INTENT OF P A R A G R A P H 1
'•MICH IS TO A V O I D U P S E T T I N G N E G O T I A T I O N S OF T H O S E
NOW AT THE P O I N T O F FINAL IZATION B U T N O T TO
EFFORTS AT'19*8 PRICES
DWAYNE JOSE
REGARDS
BELLCRAFT
COL 5 1
VOL BQ F T 1 3 7 * l.T AIR
PLS RD IN PAGE P ? 5 T H
OK onr,^
TAXI
pn 5 A*.IRPT
CONTRACTS
INITIATE N E W
n(
IN COL ALSO P 5A
SALES
501
775
FTuV?/G.'lFO^
1
VAJ X F O R T WORTH "TEX P^/R'/ ./3* £
C S T VIA WU I
LT
AIR TAXI
TEEHERANIRAN
EFFECTIVE ?
PQSA-1
FEBRUARY
HELICOPTER
,-VDEL WITH
THERE
FRuM
DASH T H I R T E E N
THE 2 05 A WITH
1100
IS PRICE
TO 3 9 5 , ^ 0 0
FNb INE D E V E L O P I N G
INCREASE ON B A S I C
1^00
HORSEPOWER
H O R S E P O W E R W I L L HE P R I C E D AT 3 8 0 , 0 0 0
STOP N O T I F Y BELL EY RETURN C A B L E ANY N E G O T I A T I O N S
COl 5
huDEL
DOLLARS SToP THIS
lb
:
S1V t
DOLLARS
THAT
? 0 5 A - 1 ' 3 * 5 , 0 0 0 3 9 5 , 0 0 0 1 4 0 0 1TCJ5 A 1 1 0 0 3 6 0 , 0 0 0 = = »
PAGE P /op,
WERE C O N F I R M E D BY S A L E S C O N T R A C T S BY f>
F E B U R A R Y S T C P THESE
RECOGINI Z E D S T O P ALSO BELL F O R M A L Q U O T A T I O N S WILL BE
WITHIN S T A T E TIME ON
PROPOSAL
HONORED
WILLbE
502
AIR TAXI
CO.
Mehrabad Airport
cAjj - itT^t-
TEHRAN
r-TAYi
40257
Tel. 68992
611967
Cobl. Tehran AIR TAXI
y\\\ri]
Date t T t f r - r ^ r c h - 1 9 6 9
No. • 2 r/32<36
Yr. R«f
..... o U
M r . J . H . Orpen,
Manager International Marketing,
Doll Helicopter Company,
P.O. Box 482,
482.
Fort .Vorth,
Texas 76101,
U.S.A.
i£T
i^ear Sir,
Thank you for your letter of 5th <Y.arch and I am pleased
to confirm that wo have received our copy of the now Planning
Cuioe for 1969.
V/e are new studying this Guide carefully in order that
wo nay see how to implement its resolutions and co-ordinate the
suggestions contained therein with our own knowledge of tho
local market.
Assuring you cf our best service at all times and looking
forward to meeting you during your next visit to Tehran.
Yours very sincerely,
A.ii. Zanganeh
Managing director
£ncl.
503
B E L L
i t s
H
E
L
P O S T OFFICE B O X 482
I
C
O
P
T
E
• FORT WORTH. TEXAS
In reply refer to:
03:RET:mh*2719
R
76101
COMPANY
A
teXtrOfll
COMPANY
\k April 1969
Mr. A . H* Zanganeh
Air Taxi Company
Mehrabad Airport
Teheran, Iran
Oear Mr. Zanganeh:
It is our understanding that the National Iranian Gas Company
is still interested in purchasing helicopters. We would like
you to contact this company, and in particular, Mr. Jack
Ubank, who we understand is the American advisor on pipeline
construction.
You will remember that Mr. Orpen presented a proposal in July
of last year. We hope you will be able to visit the Paris
Air Show where we can discuss future sales potential in Iran.
My best personal regards.
Yours sincerely,
BELL HELICOPTER COMPANY
R.E.E. Taylor
International Area Manager
504
AIR TAXI CO.
M«hrabad
Airport
T E H R A N
1-X6Vj
40257
T«|. 68992
611967
j
CabU T«hran AIR TAXI
Date
No.
yr. R«f.
ol j t f ' i A A *
— 2 3 * h . Jpril, 1969
21/AQ21Q
Qls&EX »am* 2719
...oU
M r . R.E. Taylor,
International Area Manager,
Bell Helicopter Company,
P.O. Box 482,
Fort worth,
Texas 76101 - U.S.A.
Dear Mr. Taylor,
On receipt of your letter dated April 14, 1969
I immediately contacted Engineer Farkhan, Managing Director
National Iranian Gas Company. He advised me that at present
they definitely do not intend purchasing any Helicopters,
but they may rent one for a certain period of time from
one of the local authorised companies.
I trust this will answer your query and hope to
meet you at the Paris Air Show.
Best personal regards.
Yours s i n c e r e l y ,
AIR TAXI COMPANY
i l e —
A.H. zanganeh
Managing Director
505
AIR T A X I
CO.
ibad Airport
:H R AN
Col
Oat* 1
No....
T'XAYJ
40257
•I. 68992
611967
•hran AIR TAXI
Jiily.,... \ 9 6 9
.... c u b
0745-
.... o U
Yr. R«
J.Ii. Crpon,
1 Ilolicoptor C o .f
. Box 482,
t Worth,
' toj'Jas 76101,
.A,
c Sir,
V.'e have boon asked to recommend helicopters for tho following
loses:
Gonoral observation and aerial supervision in fire fighting
activities,
for actual fire fighting activity and rescue work.
In view of the altitude and tGmpcraturo problems here v/e aro
amending Hell 47G-3I3-2 as being a siitablo vehicle for tho first
ooc while for tho actual fire fighting we are rcccrrmonding Dell
,-1
(Uii-1).
V.'o v/cjIt.* bo very gratoful if you would supply us inmcdiatoly
full information on pricc, equipment and delivery dates on tho
e typos equipped for tho rclos outlined in my opening paragraph,
Proxoxraa invoices shewing full list price on fully equipped
i ?l:j copters would bo advantageous sinco it would onublo us to quoto
he customer without furthor roforonco to you.
Pleaso give this request your oarliest attention.
Yours faithfully,
A.I I. Zanganeh
506
W^L L
A Ri T A X I C O
Miihrabad Airport
| TEHRAN
- i l i T ^ -If>i>
i-i&v)
PAWT [
Cabl> Tehran AIR TAXI
Dottfth..<Iuly.1969
No
^ - T W j I Ot
' J\Jk
4"r ! */'f081-3-
Yr. Re|
N-
Mr. J.H. Orpen,
Manager - International Marketing,
Bell Helicopter Company,
P.O.Box 482,
Fort Worth,
Texas,
U.S.A.
Dear Sir,
As you probably know the second Asian Trade Fair
is being held In Tehran this year from 5th - 24th October.
We have rented space at the Fair and intend to
display the products of all Companies that Air Taxi represent
in xran7
In order that ve may give your product maximum
exposure we suggest that you immediately send us sufficient
brochures and publicity material for distribution to interested
parties, and for display on our stand.
We trust you will take prompt action in order that
the promotional material will arrive in time.
Yours faithfully,
AIR TAXI COMPANY
Managing Director
507
1STA
International Service K Trade Agoncios
j
P . O . Box 1000 - Tehran Cable : W i d e w r r l d j
NATIONAL
Peter B. Hannah.
SERVICE & TRADE AGENCIES
>. BOX 1996 - TEHRAN
: 03:JHO:so-213
EN(*9-1
Roosevelt, Kutche Jledayal 34
Telephone 7G12D3
Cable: WIDEWORUD
August
11
1969
J . H. Orpen, Manager
International Marketing
BELL HELICOPTER COMPANY - A Textron Company
POB 482
Port Worth, Texas 76101, U . S . A .
Dear Mr. Orpen:
Replying your July 24 letter, may we have your permission
to negotiate sale of 15 helicopters in Iran?
We would appreciate receiving literature and prices since
some influential personalities are involved in purchase
and full information is requested by them now.
_...
f
«• / // — /
—L._ J
I COiaiSRCIAL SALES DEPAfiTwwi'i" :
Peter B . Han:
.nnall
Managing Director
;
>c: ISTA U.S.A., 71 Woodland Avenue, San Francisco 94l
JIOIJSI'.IIOM)
M A O U N K K Y «i PLANT
508
BELL
In reply refer to:
03:0PBH:so-23?
v r
?1*
1$ August 1969
M r . A . H . Zanganeh, Managing Director
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Dear Sir:
We were indeed pleased to receive your inquiry concerning
the Bell Models LJ.7G-3B-2 and 20£A-1 for fire-fighting activity.
Because of the difficulty in preparing pro forma invoices
without knowing actual accessories needed on either helicopter, please find enclosed the latest price lists for
your consideration.
Though a fire suppression kit exists, it has to this date
been mainly for military application. It is now available
for commercial usage by order, but it is not as yet certified, and the cost is an estimated $23,000. The system
consists of a telescoping pilot-operated boom which attaches
to the forward hard points, two each 2$ or $0 gallon internal
tanks, and associated plumbing and hardware. Boom telescoping, anti-icing and system pressure are provided by
engine bleed air. The system utilizes a 6% "light water"
solution dispensed through an air operated nozzle at the rate
of 25 to 30 gallons per minute. When installed, the fire
suppression kit presents no flight limitations, and aircraft
performance is virtually unchanged. The system is capable
of cutting a 1? by I4.O foot path in a 200 gallon fuel spill
in 8 to 10 seconds. Total system dry weights are 236 pounds
and 2^6 pounds for the 50 gallon and 100 gallon systems
respectively.
Delivery from the factory at the present time can be accomplished within 1*5 days for the I|.7Gr-3B-2 and 60 days for the
20£A-1, upon receipt of acceptable purchase agreement and
letter of credit.
509
BELL HELICOPTER COMPANY
03:CPBH:so-23?
Pag© 2
1$ A u g u s t 1969
May I also take this opportunity to inform you that a selection of literature has been prepared for the Asian Trade Pair
and will be airmailed to you in the very near future.
We look forward to hearing from you, and hope a successful
sale results*
Yours sincerely f
B E L L HELICOPTER COMPANY
*L
/ / ; v > ^ ,<
Development
rketing
510
In reply refer to*
03jJEG:mhi2973
IRN9-1
21 August 1969
Mr. Peter B. Hannah, Managing Director
International Service & Trade Agencies
P. 0 . Box 1996
Tehran, Iran
Dear Mr, Hannah:
Thank you for your letter of 11 August 1969# and your interest in
handling the sale of our helicopters*
We are represented in Iran bys
Air Taxi Company
Mehrabad Airport
Tehran, Iran
(Attention: Mr. A , H . Zanganeh)
Telephones **0257, 68992, 611967
I suggest that you make contact with our representative to work
out some mutually satisfactory arrangement in this instance*
Sincerely,
BELL HELICOPTER COMPANY
J , E . Gallagher, Jr.
Assistant Area Manager
cc:
Mr. A . H . Zanganeh
511
BELL
HELICOPTER
P O S T OFFICE BOX 4 8 2
• FORT WORTH. TEXAS
76101
C O / V I R A J S J Y
A feXtrOfll
In reply refer to:
03:JEGxmh:2983
IRN9-1
M r , A , H , Zanganeh
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Dear Sirs
COMPANY
22 Augus t 1969
y
y
jr-zCcf* / * e
/
to
wr*
m
'
—""
V-
V/e have received a letter from M r , Peter B.Hannah, Managing
Director of International Services and Trade Agencies, requesting our permission to negotiate the sale of 15 helicopters in
Iran. I have sent them a letter referring them to you. I
suggest that you make contact with M r . Hannah to work out some
mutually satisfactory arrangement in this instance.
Please advise us of this arrangement, if any.
Sincerely,
BELL HELICOPTEfL COMPANY
jr
J . E . Gallagher, Jr.
Assistant Area Manager
y
Epclosdfe
V
>
f
C/V
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V
2 3 - 5 5 4 O - 78 - 33
^ ~
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512
f i l l A A J E D I I
CABLE ADDRESS:
MAAJEOI
BiR^TTIHIEREi
POSTAL ADDRESS. BAZAR SOLTANI,
TEHRAH.IRAN
C o .
YOUR REF:
OUR REF: 9 3 6 8
ITE.
29 Sept. 1969
COMMERCIAL S t t t ! , j p > m * f
Bell Helicopter Company
P.O. Box 482
Forth Worth, Texas
U. S. A .
Subject;
l9
.
OCT
Purchasing of 1 set helicopter
1
61969
Gentlemen:
We owe your name and address thru the Cham
of Commerce.
X ^ V l
We wish to inform you that one of our friends
is interested to purchase 1 set of 4-5 seats helicopter. As we don't know your exact program, we shall
appreciate it very muoh if you could kindly introduce
us the best type for personal use.
In the meantime, please be kind enough to let
us have the full information with details, price list,
leaflets, eto. As we are in urgent decision, we shall
be more happy to hear from you soon by. return mail.
We are, ,
7
Yours faithfully,
:ahg
9
-
OEALING IN: INOUSTRIAL
SEWING MACHINES. KNITTING MACHINES ANO A I L KINO OF
AS AGENTS. IMPORTERS & GENERAL
MERCHANTS.
f l ? i X I & SHOW ROOM NOS 32 TO 38 & 70 TO 40 B A Z A R SOLTANI. TEHRAN. I R A N .
TEXTILE
MACHINES. •
513
I n r e a l y r e f e r to:
03:J£G:so:265
IRK9-1
9 October 1969
Maajedi Brothers Company
32-38 Bazar Soltani
Tehran - Iran
Gentlemen:
R e c e i p t is a c k n o w l e d g e d of y o u r l e t t e r o f 29 S e p t e m b e r *
W e at B e l l H e l i c o o t e r C o m p a n y f e e l t h a t o a r 2)6 M o d e l
JetUanger would best suit y o u r needs. T h e JetRanger
could be d e l i v e r e d b e t w e e n 3 0 and
d a y s , depending on
the c o n f i g u r a t i o n y o u d e s i r e .
E n c l o s e d are b r o c h u r e s and p r i c e lists p e r t a i n i n g to
o u r M o d e l 206 J e t R a n g e r . In a d d i t i o n , w e w i s h to r e f e r
you t o o u r r e p r e s e n t a t i v e i n y o u r a r e a :
M r . A . II. Z a n g a n e h , M a n a g i n g D i r e c t o r
Air Taxi Company
Mehrabad Airport
T e h r a n , Iran
W e have n o t i f i e d M r . Z a n g a n e h of y o u r i n t e r e s t , a n d w e
a r e sure h e w i l l c o n t a c t y o u in the n e a r f u t u r e .
If a t a n y time y o u desire f u r t h e r i n f o r m a t i o n , p l e a s e
f e e l f r e e to c o n t a c t u s .
Thank you for your interest in Bell Helicopter Company.
Sincerely yours,
John 2 . Gallagher
Assistant Area Manager
International Marketing
Enclosures
cc:
M r . A . H . Zanganeh
S
514
B E L L
HELICOPTER
P O S T OFFICE B O X 482
• FORT WORTH. TEXAS
In reply refer
03:JEG:s6-266
IRN9-1
76101
COMPANY
A textrpnl
COMPANY
9 October
Mr, A . H . Zanganeh, Managing
A i r T a x i Company
Mehrabad Airport
T e h r a n , Iran
Director
Dear M r . Zanganeh:
E n c l o s e d is a c o p y of l e t t e r from M a a j e d i
B r o t h e r s C o m p a n y , t o g e t h e r w i t h copy of o u r
reply c o n c e r n i n g the sale of o u r M o d e l 2 0 6 .
You w i l l n o t e t h a t w e h a v e sent them b r o c h u r e s
and p r i c e l i s t s .
Please k e e p us i n f o r m e d as to the p r o g r e s s of
this s a l e .
Good luck a n d b e s t p e r s o n a l r e g a r d s .
Sincerely yours,
BELL HELICOPTER COMPANY
International Marketing
515
b
AIR TAXI
Mohrobad
<J r
CO
Airport
-
T E H R A N
i'lay)
rwwv)
Cabls Tehran A I R
TAXI
^ - T i T y l Of j f «
Dot* 23--ocrober; 1969
No
-"21/41417
Yr. R«f.
Mr. John E. Gallagher,
Assistant Area Manager,
International Marketing,
Bell Helicopter Company,
P.O.Box 482,
Forth Worth, Texas,
U.S.A.
Dear Sir,
We acknowledge receipt of your letter of October 9,
1969, re JetRanger for Messrs. Maajedi Brothers Co.
As desired, we will arrange a, meeting with Mr Maajedi
to discuss the matter, and will keep you informed as to
the progress of the sale.
Yours faithfully,
AIR TAXI COMPANY
Managing Director
|
516
BELL
HELICOPTER
POST OFFICE BOX 402 • FORT WORTH. TEXAS 76101
COMPANY
A teXtrOnl COMPANY
In reply refer to:
18:JHO:lq:590
24 October 1969
M r . A . H . Zanganeh
Air Taxi Company
Mehrabad Airport
T e h r a n , Iran
Dear Jose:
A l l of us routinely face and make decisions every day in
our business and p e r s o n a l a c t i v i t i e s . M o s t of these are
relatively easy to m a k e . Once in a w h i l e , h o w e v e r , a difficult one is made after careful consideration of the
various factors and i m p l i c a t i o n s .
Such a decision has b e e n made by m e , and I believe you can
appreciate the difficulty involved in reaching a conclusion
to end my long and enjoyable career with B e l l .
M y p r e s e n t tenure w i l l end in early N o v e m b e r , and I plan
an initial period of relaxation to consider various plans
for the f u t u r e .
My real regret is to lose direct contact w i t h my many
friends w i t h i n the c o m p a n y , its c u s t o m e r s , r e p r e s e n t a t i v e s ,
licensees and others throughout the i n d u s t r y .
I have enjoyed my past visit and contacts w i t h you and regret
that our joint efforts did not produce more tangible r e s u l t s .
I am p l e a s e d , h o w e v e r , to see the Iranian forccs become
'equipped with Bell products rather than French"!
I hope that our friendship may continue and look forward
to another day w h e n a p e r s o n a l v i s i t may b e p o s s i b l e .
M y very best personal regards and wishes for y o u r continued
success.
Sincerely y o u r s ,
i.j W : *
v..: <-
J . H . O r p e n , Manager
International Marketing
517
AIR TAXI
INTERNAL
MEMO
MEHRABAD
From
K.
Iranzad,
Sales
M a n a g e r ,
To
Request
The Second Asian Fair was held in Teheran from
October 5 to 24, 1969. We requested Bell Helicopter
C o . to send us a variety of publications and literature
to support our publicity campaign when participating
in this fair. Air Taxi Co. occupied a very attractive
stand. Unfortunately, Bell's literature did not reach
us in time (due to their being sent overland despite
our request to airmail same). Therefore, we used
all the available publications. During the inauguration
ceremony, His Imperial Majesty stopped by Air Taxi's
stand and asked a few questions regarding the various
models of Bell's Helicopters - M r . Zanganeh personally
gave all the necessary explanations to His Imperial
Majesty.
»U»l
action Taken
Sgd.
518
AIR TAXI
INTERNAL MEMO
From
MEHRABAD
TFB-B
.
.
'
To
Request
quesi
**
.
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224
519
©
HELICOPTER
POST OFFICE BOX 482
• FORT WORTH. TEXAS
76101
COMPANY
A teXtrOOl
COMPANY
4 November 1969
Mr. A . H . Zanganeh
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Dear Jose:
We are pleased to announce the appointment of Mr. Frank M .
Sylvester to the newly created post of Vice President for
International Marketing at Bell Helicopter Company.
Our business has progressed to the point where we deemed it
advisable to establish three major and separate marketing
groups in order to bring about a greater concentration of
effort in the various segments.
We are now implementing this concept by naming M r . Sylvester
to head our expanding international marketing organization.
The commercial and international sales volume has grown tremendously under the direction of Dwayne Jose. He will now
concentrate his efforts in the commercial marketing field as
vice president for U.S. and Canadian marketing.
Hans Weichsel will continue to serve as vice president for
U.S. government marketing and all customer support.
We are fortunate to obtain the services of Mr. Sylvester,
who brings to our company more than two decades of experience in international marketing. For the past six years he
was director of international sales for Piper Aircraft Corporation. His experience also includes service with Lockheed Aircraft Services, Inc., and Pan American World Airways.
Mr. Sylvester will headquarter at the company's main offices
in Fort Worth, Texas.
Sincerely yours
BELL HELICOPTER COMPANY
)
E.
Ducayet
President
520
BELL
HELICOPTER
P O S T OFFICE B O X 482
• FORT WORTH, TEXAS
In reply refer to:
03:JEG:so-367
IRN9-2
X
-
-
76101
COMPANY
A tgXtfOnl
COMPANY
6 November 1969
-
M r . A . H . Zanganeh, Managing Director
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Dear Mr. Zanganeh:
We are indeed pleased to hear that you have
made arrangements for a meeting to discuss the
sale of a JetRanger to Mr. Maajedi.
Please do keep us informed of your progress.
Good l u c k .
Sincerely yours,
BELL HELICOPTER COMPANY
i
/ O
John E . Gallagher
Assistant Area Manager
International Marketing
521
NAAJEDI BillWf 1-3EMS'
CABLE ADDRESS:
POSTAL ADDRESS, BAZAR S O I M
YOUR REf:
MAAJEDi
TEHRAN-IRAN
OUR REF:
DATE,
11 102
9 Nov. 1969
Bell Helicopter Company
Forth Worth, Texas 76101 .
Post Office Box 482
U. S. A.
Gentlemen:
We acknowledge receipt of your letter of 9th
October in time and we apologize for the delay in our
reply.
Ve noted with pleasure your representative in
our country. Ve have contacted Mr. A. H. Zanganeh
and are studying the subject. As soon as we 9decided,
11
we shall get in touch with the above gentleman ?© clarify
all subject.
Thanking you, we are
Yours faithfully,
MAAJEDI BROTHERS COMPANY
DEALING IN: INDUSTRIAL
SEWING
AS A G E N T S . I M P O R T E R S & G E N E R A L
OFFICE & SHOW
MACHINES.
KNITTING
MACHINES
ANO A L L K I N D O F
MERCHANTS.
R O O M : N O S 3 2 TO 38 & 2 8 T(1 4 8 O A Z A R S O L T A N I . T E H R A N . I R A N .
TEXTILE
MACHINES.
522
NNNN
FT619
GMF237
TDGI
LT
WUA108
TLX
AIR
F O R T WORTH T E X
TAXI
ZANGANEH
TAYLOR
COLL
EST
T E H R A N I RAN
URGENTLY
CONFERENCR
19 2 300P
7-9
NEED
YOUR D E C I S I O N
ON A T T E N D A N C E
AT B E L L
SALES
JANUARY.
BELLCRAFT
7-9
259
•
OFT113*
UwTx W / W 3 309»- EDT
AIR TAXI TEHRAN IRAU
rJk
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EUROPE THIRD wttix DECtMbER STO«- I iM TEND TO HAislDt ARRY TO YOU I Q b R A
.-R0'^ObAL STQi' URGENTLY REQUEST .NAME AND A D D R E b b TO WHICH
OHUULJ bE DIRLCTED bTO^ «ILL
wnti'J tvhO.^iJ bTOi
J
REGARDS
TAYLOR litLLCARFT
r
LOL N I L
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l
m
INFORM YOU ARRIVAL DATE
^
rKQrQaAL
523
AIR TAXI CO.
M«hrobod
Airport
T E H R A N
i )
n a ^ T [ cA"
\uv\v)
40257
T.I. 68992
611967
Cobl. Tehran AIR TAXI
0otcDacemher....6.«. 1 9 6 9
No
yr. R«f
BELLCRAFT
FORT WftTTT
ATTENTION TAYLOR
MEETING
TEXAS
(U.S.A.)
RE' YOUR CABLE PLAN TO ATTEND
WILL CABLE ARRIVAL
REGARDS
ZANGANEH AIRTAXI
524
COIVi?
ara TW» 1
c
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Dac. 9, 1969 < 69-27A
cusr. onocH no.
wo a t v . ' f . c c n t .
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A I R T A X I COMPANY
Mehrabad Airport
Tehran, Iran
P R O F O R M A
j
nn
PAHT Ml IMS "P.
I N V O I C E
NOMPil••:ijC;TURe
%
Dell Model 2G5& JetRender Helicopter
in standard configiir^tion. on skid
landing gear
•• -J \
Flight Instrument: : Grc-up, installed
206-706-32.3-3
: j
I
Dual Controls, installed 206-706-006-5 1
Stability Cm Control Augmentation
Syoteoi, ;ins tailed. ,206!-706-305-7
, ; ,1
Directional Hydraulic] Poijcr Control
Kit (YAW) ,' installed p.06-706-060-1
, 1
Fire Detection- Sycteir,
installed
;
206-706-309-3
.
j
Fire Extinguisher: System. inatailed
206-706-310-3
* ; ]
Hour Meter, inctailed as basic ccsuip nent ,
Rotor Brake.. -ihs/tfiille'd 206«7C6-00"9~H 1
Internal Cargo p i ^ t f c m 206-706-016H,
Can torn Dsluxe .fcabiw; interior, in- 1
stalled
, 1
King. KER-9O0V0?. .Transceiver installed : 1
ICin«5 KBP-000 to,., j&ae tolled
. i J.
oimAir AS3-100 SSB,, installed
1
;
Crating for Ocer.u .„Shi;pro.ent
'I
F.0.3. FT.] WORTH, TEXAS
Inland Freight to Houston
Brokerage, . Wharf ago, at c.
Ocean Freight to Bandjar-Shahpour
G SI F BAHEkR-SHAHPOUR.
Delivery 60 to 90 dayja after receipt of firm order,
7,125o00
2,720.00
1,165.75
2,750.00
637.50
1,270„75
8'J50 75
5 Charge
L,1G5.75
5G.2 „ 25
L, 135.75
15,190.30
)5 ,^60.75
13,312.70
XSiny^Lzs
' 163.00
525
/
LT
AIR TAXI TEHRAN IRAN
ZANGANEH VERY PLEASED YOU CAN ^TTEND MEETING STCP HOTEL
RESERVATIONS MADE WESTERN HILLS INN STCP PLEASE INFORM
ARRIVAL TIME WILL MEET YOU
TAYLOR BELCRAFT
526
AIR TAXI CO.
Mthrabad
Airport
i-TAY )
AA^t [ cA*
T E H R A N
40257
T.I. 68992
611967
\UV\Y J
Cabl* Tehran AIR TAXI
Dot* l&ttL.£eta.iu, 69.
Yr. R«f
C A B L E
BELLCRAFT
FOHT
ATTENTION
TAYLOR
THIRD
VEEK
AND ADDRESSES
WORTH
TKXAS
REYOURCAB
(U.S.A.)
SKLP
DSC EMBER
STOP
CABLE
STOP
BANDCARRY
VISITTNa
COBRA
ZANGANEH
EUROPE
YOUR ITINERARY
FILM
AND
AIRTAXI
BROCHURES
527
MOM* I
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n n i m •«imm,
n i . con • • • •
wmici
WILLIAM W . WALLACE
h«lo
BELL
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mrrbmntativc
i i m e n • afrioa
H E L I C O P T E R
N U N t'Vm
2 3 - 5 5 4 O - 78
4M
W06T
COMPANY
MRTM. TIIAt VMOI
/b-Mfoec-'C?}
ROBERT L . RAMSEY
INTERNATIONAL MARKITINO
WASHINGTON R*PR««INTATIV1
BELL HEUCOPTER COMPANY
.OITt 400
IOOO CONNICTICUT AV«.. H. w,
WASHINGTON. O. C. SOOSS
•••-•It!
(•17) lio iaoi
RONALD E . E . TAYLOR
INTERNATIONAL AREA MANAOKR
o
34
BELL H ELICORTER O O M M N Y
528
AIR TAXI CO.
Mohrabad
Airport
i'l&V)
T E H R A N
40257
T«l. 68992
611967
\UV\Y J
Cobl* Tehran AIR TAXI
,,-nrji o\j# «
Date..... 17th .Dec.. 69.
-
No
Yr. R«f
C A B L E
LT
IFANCARGO
LONDON
(England)
ATTENTION GALUSTIAN PLEASE ADVISE MR ZANGANEH TAYLOR
AND WALLACE OF BELLCFAFT ARRIVED TEHRAN TUESDAY SIXTEENTH
WILL LEAVE TO USA FRIDAY NINETEENTH DECEMBER BY BOAC
FLIGHT
919
ARRIVING LONDON 11.30 FF.IDAY NINETEENTH
PLEASE CONTACT THEM IN INTERNATIONAL TERMINAL LONDON
AIRPORT TUA AMBASSADOR CLUB WHERE THEY WILL STAY THREE
HOURS ONLY REGARDS
AIRTAXI
n j\s
529
m
NNNN
ZCZC
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T E H E R A N 54 1 7
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1945
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PARIS
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A T T E N T I O N HR Z A N G A N E H T A Y L O R AND WALLACE OF
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BELLCRAFT
A R R I V E D T E H E R A N TUESOAY S I X T E E N T H W I L L L E A V E TO USA •
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F R I O A Y N I N E T E E N T H DECEMBER BY BOAC F L I G H T 919
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AIRTAXI
W
C O L L L T 919
O
VR
&
W
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11.3U
REGARDS
530
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AIR TAXI CO.
Mohrabad
i•XAY 1
40257
T«J. 68992
611967
M\V\Y j
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Jk
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17th Dec. 69.
No....
Y r . R«f
C A B L E
LT
HOTEL
CLARIDGE
CIIAHPS ELYSES
P A V I S
(France,)
ATTENTION MR ZANGAKEH TAYLOR AI.'D WALLACE OF BE LLC! AFT
ARRIVED TEHRAN TUESDAY SIXTEENTH WILL LEAVE TO USA
FRIDAY IMIETHEKTH DECEMBER BY BOAC
LONDON
11.30
FLIGHT 919 ARRIVING
FRIDAY NINETEENTH PLEASE CONTACT THEM
IN INTERNATIONAL TERMINAL LONDON AIRPORT TWA AMBASSADOR
CLUB WHERE THEY 1-71LL STAY THREE HOUKSE ONLY REGARDS
CS
- AT,*.
Airport
T E H R A N
Cable Tehran AIR TAXI
Dote
ecu
j*
AIRTAXI
531
FT873
FORT
AIR
TAXI
ATTN
YOU
IF
WORTH T E X
TEHERAN
ZANGANEH
ADVISE
WIFE
25
335PEST
IRAN .
URGENTLYREQUEST
DATE
WILL
24
AND T I M E
ACCOMPANY
OF
YOU
BELLCRAFT
PLS
RED
URGENTLY
REQUEST
ARRIVAL
AND* F L I G H T
NUMBER
ALSO
532
AIR TAXI
INTERNAL M E M O
MEHRABAD
O a t e ^ c e m b g r . 27
Prom
1969
. A . H . Zanganeh, Managing Director,
To
n
C — J
*quost
O n m y r e t u r n f r o m E u r o p e I r e c e i v e d a H u e y C o b r a film
and p r o p o s a l w h i c h M r . T a y l o r l e f t w i t h M r . Iranzad
d u r i n g m y a b s e n c e . In a d i n n e r p a r t y g i v e n a t the
r e s i d e n c e of G e n e r a l K h a t a m i - H i s I m p e r i a l M a j e s t y ,
T h e Q u e e n , P r i n c e s s F a t e m e h and the P r i m e M i n i s t e r
saw the f i l m . H i s I m p e r i a l M a j e s t y d i s p l a y e d g r e a t
i n t e r e s t in the film and r a i s e d s e v e r a l q u e s t i o n s .
I gave the n e c e s s a r y e x p l a n a t i o n s to H i s I m p e r i a l
M a j e s t y . H I M w a s m o s t i m p r e s s e d w i t h the H u e y C o b r a
c a p a b i l i t i e s and p o i n t e d out the g r e a t p o s s i b i l i t y
of u t i l i s i n g t h i s h e l i c o p t e r in the I r a n i a n F o r c e s .
I i m m e d i a t e l y c o m m u n i c a t e d the r e s u l t of H i s I m p e r i a l
M a j e s t y ' s i n t e r e s t and c o m m e n t s to B e l l ' s r e p r e s e n t a t i v e .
•Lul
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Action Tokon
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533
AIR TAXI
INTERNAL M E M O
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MEHHABAD
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534
i
AIR TAXI CO.
Mehrabad
e
y S U J U *
W
\jkCSj
Airport
i'XAV \
T E H R A N
\ A \ \ X ! CA*
40257
Tel. 68992
611967
•\wv\y )
Cable Tehran AIR TAXI
Oat*
No.
December
21/42013
2$, 1969.
-oU
Yr. Ref. -
lir. F..F..E, Taylor,
Pell Helicopter Co.,
P.O. Eox 4 0 2 ,
Fort Worth,
TT-XAS 761Q1.
U ^ X
Dear lir. Taylor,
Somehow \m seemed to have missed each other in London. After
1'r. Iranzad's cablc readied me in Paris I took the first flight
to London vhich, unfortunately, was delayed and arrived one
hour after your BOAC arrival - this was due to the unforeseen
airport strike in Paris.
As requested by you, upon my arrival in London, I went to the
Ambassadors Club at the International Terminal and looked
everywhere for you until 1600 hours. Finally, with the great
help of the TMA and F/)AC staff I learned that instead of
waiting three hours you left London on the first BOAC flight
for the United States.
I am very sorry for the time which was wasted because in your
previous cable you did not mention that you intended to visit
Teheran, secondly my cable dated the 17tn inst. requesting your
itinerary was unanswered.
Ho doubt, by meeting either in Europe or Teheran we could have
saved time discussing mutual points of interest and forthcoming
plans. Therefore, please find, hereunder, my points to which
I would appreciate a favourable and immediate reply in order
that we may have a better and clearer picture of tnis business.
On my return to Teheran Mr. Iranzad handed to me the Hueycobra
film, brochures and proposals -» I will arrange an irradiate
presentation of same to Ilis Majesty and the Authorities concerned.
In the event that your proposals are found to be interesting
we will do our best at this end to rdve you all assistance
possible^ You are well aware that unless you can provide.....
535
AIR TAXI CO.
KUhrabod
-
0
Airport
t•TAY 1
T E H R A N
f cA
W W W J
Cabl. Tehran AIR TAXI
Oat«
N a
21/42013 (Contd.)
oLi
2
Y r . R«f..
1
financing of this deal through the U.S. Government 'TrancK or,
alternatively, arrange batter and lover lon^-term credit facilities
than Agusta, the deal Td.ll finally be diverted to them.
Since the interns ted party will be leaving the country within
two weeks for a period of one month, I should make arrangements
before his departure.
Under these circumstances I regret that
I will not be able to attend tho Bell Sales Conference from
January 7th to 9th. I will cable you my arrival if otherwise.
Looking forward to meeting you somewhere, somehow, I remain
dear Mr. Taylor,
Yours truly,
AIR TAXI COMPANY,i
" A . H . Zanganeh, "
Managing Director,
536
©
BELL
•HELICOPTER
POST OFFICE BOX 4 8 2
In reply refer toi
04:REET:tm:5745
• FORT WORTH. TEXAS
76101
COMPANY
A textronj
COMPANY
29 January 1970
M r . A . H . Zanganeh
Air Taxi Co.
Mehrabad Airport
Tehran, Iran
Dear M r . Zanganeh:
T h a n k y o u f o r y o u r l e t t e r s d a t e d 27 a n d 29 D e c e m b e r . I m u s t
apologize for the delay in replying b u t , as y o u probably
k n o w , w e h a v e h a d a s a l e s m e e t i n g h e r e f o l l o w e d b y t h e Helicopter Association Convention in Las V e g a s .
I cannot understand h o w I missed you in L o n d o n as I arrived
at t h e A m b a s s a d o r s C l u b at 1 3 0 0 h o u r s a n d , a s m y P a n a m f l i g h t
w a s d e l a y e d d u e to m e c h a n i c a l t r o u b l e s , I d i d n o t l e a v e t h e r e
until 2000 hours that n i g h t . I made repeated inquiries with
t h e h o s t e s s w h i c h , w e k n o w n o w , w a s of no v a l u e .
I w i s h to c o n f i r m t h e c a b l e I s e n t y o u d e t a i l i n g t h e l a r g e s t
d i s c o u n t r a t e w e c o u l d o f f e r o n the sale of a J e t R a n g e r to
H i s " R o y a l H i g h n e s s . O u r c a b l e r e a d as f o l l o w s :
"ZANGANEH R E U R CABLE AND O U R PR0F0RMA I N V O I C E 6927A STOP ON
T H I S S A L E O N L Y W E A R E P R E P A R E D TO G R A N T YOU T H E M A X I M U M
DISCOUNT AUTHORIZED BY M A N A G E M E N T STOP TEN P E R C E N T O N HELIC O P T E R T W E N T Y P E R C E N T O N I N S T A L L E D .ACCESSORIES T O P D I S C O U N T
P R I C I N G A S F O L L O W S S T O P I T E M O N E 9 4 5 0 0 D01/LARS I T E M T W O 2 5 6 0
I T E M T H R E E 1116 I T E M F O U R 1 2 0 0 0 I T E M FIVE COO ITEM SIX 1 1 9 6
I T E M S E V E N 796 I T E M E I G H T NO C H A R G E ITEM NINE 1 1 1 6 I T E M T E N
548 I T E M E L E V E N 1 1 1 6 I T E M T W E L V E 4 6 1 3 . 6 0 ITEM T H I R T E E N 4 8 5 4
I T E M F O U R T E E N 4 7 2 2 . 4 0 I T E M F I F T E E N 3 4 5 0 TOTAL 1 3 3 1 8 8 S T O P
O C E A N S H I P M E N T E S T I M A T E D 2442 DOLLARS WITHOUT I N S U R A N C E A N D
O C E A N C R A T I N G I S 3 4 5 0 G I V I N G E S T I M A T E D TOTAL 5 8 9 2 DOLLARS F O R
O C E A N F R E I G H T S T O P A I R S H I P M E N T W I T H O U T INSURANCE E S T I M A T E D
7 0 0 0 A N D A I R F R E I G H T C R A T I N G IS 1 8 5 0 GIVING E S T I M A T E D T O T A L
O F 8 8 5 0 D O L L A R S F O R A I R -FREIGHT STOP T H E A D D I T I O N A L C H A R G E
O F A P P R O X I M A T E L Y 5 0 0 0 D O L L A R S F O R AIR FREIGHT I N OUR E X P E R I E N C E I S P R E F E R A B L E TO L O N G O C E A N V O Y A G E STOP R E G A R D S "
537
©
M r ^ A . H . Zanganeh
P a g e two
E3EEL_l_ H E L I C O P T E R ©OMFVMMY
29 January 1970
O^iREET: tm:5745
I n y o u r l e t t e r d a t e d 27 D e c e m b e r , y o u m e n t i o n e d t h a t H i s
Royal Highness was under the impression that I offered him a
s p e c i a l d i s c o u n t . T h i s c o u l d h a r d l y b e t h e c a s e as a t t h e
time of o u r m e e t i n g , I did not k n o w that H i s R o y a l Highness
was considering the purchase of a J e t R a n g e r . It was not
u n t i l M r . I r a n z a d c a l l e d m e at t h e H i l t o n a f t e r t h e m e e t i n g
that I was told the pro forma invoice we h a d sent you was
indeed for the JetRanger His Royal Highness was considering
b u y i n g . H a d I known before the m e e t i n g , I could have put a
m u c h stronger sales p i t c h . As it w a s , our c o n v e r s a t i o n mainly
concerned the proposal for the C o b r a which I left with H R H ,
I h a d agreed w i t h you that it is v e r y i m p o r t a n t that w e c o n s u m m a t e the sale of this J e t R a n g e r as it m i g h t w e l l have an
e f f e c t o n f u t u r e s a l e s ; it b e i n g m y u n d e r s t a n d i n g t h a t t h e r e
i s a p o s s i b l e r e q u i r e m e n t o f u p to 1 6 0 h e l i c o p t e r s of v a r i o u s
t y p e s r e q u i r e d b y t h e I r a n i a n a r m e d f o r c e s i n t h e ne.an-£utnrp —
I n t h i s r e g a r d w o u l d y o u please" t r y to o b t a i n f r o m G e n e r a l
T u f a n i a n the requirements ot the armed forees__andZexpress our
^ e T s i r e to s u b m i t t h e p r o p o s a l s t o h i m .
I am p r e s e n t l y n e g o t i a t i n g w i t h a c o m p a n y i n t h e U n i t e d
States f o r the possibility ol f i n a n c i n g t h r o u g h an oil barter
\ e x c h a n g e . When the results of these investigations are f i n a l ,
1 i t i s m y i n t e n t i o n to s p e n d s o m e t i m e w i t h you" so t h a t w e —
' m a y p r e s e n t this p r o p o s a l to the a p p r o p r i a t e - a u t h o r i t y .
_Na~t u r a T l y J b e f o r e " I T ~ c a l i ~ p h t h i s , I n e e d t o k n o w
" f r o m y o u ah" a p p r o x i m a t e d o l l a r v a l u e .
I will ensure that I give you adequate notice of m y arrival
t o a v o i d t h e c o n f u s i o n I c a u s e d l a s t t i m e . I w o u l d , at t h i s
t i m e , l i k e t o p a s s m y t h a n k s to M r . I r a n z a d f o r h i s h e l p a n d
cooperation during m y last v i s i t .
I t w o u l d b e v e r y m u c h a p p r e c i a t e d if y o u c o u l d k e e p m e f u l l y
in the picture as I notice f r o m our files that we are n o t
receiving your Monthly Activity Reports w h i c h should b e forw a r d e d to m e as a m a t t e r of r o u t i n e .
It w a s regrettable that you could not attend the I n t e r n a t i o n a l
S a l e s M e e t i n g as t h e r e w a s a v e r y u s e f u l e x c h a n g e of i n f o r m a t i o n w h i c h I a m s u r e w o u l d h a v e b e e n o f a s s i s t a n c e to y o u .
538
0
BELL HELICOPTER comfwy
M r . A . H„ Zanganeh
Page three
29 January 1970
04:REET:tmj5745
It is my intention to spend a much longer time with you
during my next visit so that we may discuss programs of the
coming y e a r .
My best personal regards.
Your s s incerely,
BELL HELICOPTER ( OMPANY
Area Manager
539
AIR TAXI CO.
Mehrabad
Airport
i•XAY j
\a\m | cA"
\WN\Y ]
T E H R A N
40257
T«l. 68992
611967
Cabl. T.hron AIR TAXI
Dote^kljtlWO.
No...21A^.?.?.
yr. R«f
-rt^
•oLi
I4r. R.E.H. Taylor,
International Area Manager,
Eell Helicopter Company,
P.O. Eox 4S2,
Fort Worth,
TF.XAS 76101,
U.S.A.
Dear iir. Taylor,
Thank you for your letter dated January 29, 1970, which I received
a few days ago. I was out of Teheran for a period of two weeks on
an inspection tour of the Southern area.
regarding the JetKanger deal of His Hoyal Highness, the Letter of
Credit is now in the process of being opened after the discount
matter was solved by us sacrificing a part of our commission, but
Ills Loyal lligliness called we this morning and spoke of a promise
you made to him on your last visit regarding changing the engine
of his helicopter with your first available new engine. I, personally, am. not quite clear how this exchange can be done. Please
let ioe know how you wish to handle this. Ilis Koyal Highness also
stated that if within a few months you will have the new engine
installed in a JetEanger he would rather wait.
Please let me have an answer by cable as soon as possible in order
that I may have a better picture before committing myself with any
promises.
Fegarding the 160 helicopters you mention, the authorities have
been out of the country for some time and are not yet back and
I am unable to give you any answer about these helicopters, but
I would appreciate it if you could give me some more details of
the result of the oil barter exchange you mention which 5 1 find
most interesting.
Looking forward to hearing from you at your earliest convenience
I remain, dear i-ir, Taylor,
Yours sincerely,
AIF TAXI COMPANY,
A.H. Zanganeh,
540
1317 \
/
\J
FT1622
ZCZC
WUB733
TDGI
7 j^g wi,
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F O R T WORTH T E X
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13
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TAXI
T E H R A N I RAN
REURLETTER
PLEASE
DATE
8
REMIT
EARLY
MAR
N E X T WEEK
GALLAGHER
COLL
8
1970
SIGNED
1970
BEGINNING
SEPA
REGARDS
BELLCRAFT
MANUFACTURE
AND D E P O S I T
OF A I R C R A F T
STOP W I L L
NOTIFY
STOP
DELIVERY
541
FT1679/GMF311
CD F O R T WORTH T E X
55
20
316P
VIA
WUI
1717
LT
AIR
EST
TAXI
T E H E R A N I RAN
WOULD A P P R E C I A T E
METHODS
IF
OF D E P O S I T
YOU WOULD
PAYMENT
CANNOT COMMENCE WITHOUT
WOULD S T R O N G L Y
AUGMENTATION
IMPROVES
TAYLOR
COL
LT
RECOMMEND
PRICE
THREE
PERFORMANCE
BELLCRAFT
IN
INFORM
ME D E T A I L S
OF
FOR
JETRANGER
A S WORK
EXPORT
AGREEMENT
AND D E P O S I T
INCLUDING
THOUSAND
IN E Q U I P M E N T
DOLLARS
HOT W E A T H E R
BEST
THIS
REGARDS
ON
HELICOPTER
WATER
STOP
ALCOHOL
GREATLY
542
BELL
H E L I C O P T E R COMPANY
P O S T OFFICE BOX 4 8 2
• FORT WORTH. TEXAS
76101
A
TOOrOlfl
COMPANY
11 March 1970
In reply refer to:
0tt:JEG:ds:202
IRU 0 - 2
M r . A . H . Zanganeh
Air Taxi Company
Itehrabad Airport
Tehran, Iran
Dear M r . Zanganeh:
We acknowledge receipt of your letter 1 March
1970.
With regard to His Royal Highness' JetRanger, I suggest we continue
a purchase on the basis of our existing equipment.
As you know, we have a program, in line with our normal state of the
art development, to test and evaluate the Allison 250 C-20 400hp
engine.
At this particular juncture in our program, we have not officially
committed this engine to the production line timetable. As a result
we do not expect the higher rated engine and aircraft combination to
be ready before the end of 1972. I fully realize the position this
puts us in; however, the facts remain as stated in the above paragraph.
At such time the 250 £ - 2 0 engine becomes available, His Royal Highness
can uprate the current Blue Ribbon engine during the overhaul at a
reasonable price.
As an interim measure to the problem, may I suggest incorporation of
our water alcohol kit, ..colizing that the limiting factor of the
current enyine is tci.ipcrc.ture, the operator merely activates a switch
on the pilot control panel, injecting a water-alcohol combination into
the e n g i n e , therefore decreasing the temperature and as a result giving
him greater utilization of the available horsepower.
This kit has been extensively tested in climates similar to that
in Iran.
543
O
BELL HELICOPTER
compmmy
M r . Zanganeh
Page two
0^:JEG:ds:202
11 March 1970
I realize that this doesn't help you much, but if I can be o f any
further assistance, please don't hesitate to contact m e .
Best personal
regards.
Sincerely,
BELL HELICOPTER COMPANY
John E . Gallagher, J r .
Regional Sales Representative
AIR TAXI CO.
Mehrabad Airport
Ol ji - iljT^.
£*TAY )
TEHRAN
40257
Tel. 68992
611967
Cable Tehran AIR TAXI
" v a ^ T [ cA*
•www j
ol j f » a i » . A
Date ... 23M..fech 70.
—
No
... •j\+£>
Yr. Ref
C A B L E
LT
BELLCRAFT
ATTENTION
FORT WORTH
TAYLOR
TEXAS
REUF-CA3
(U.S.A.)
TWENTIETH DUE
NF.WYEAR
HOLIDAYS KRH UNAVAILABLE WILL CABLE DETAILS
HIS RETURN
REGARDS
ZANGANEH
jf
23-554 O - 78 - 35
AIRTAXI
UPON
544
AIR TAXI CO.
M«hrabad Airport
TEHRAN
40257
T«l. 68992
611967
CobU Tehran AIR TAXI
t'XAV I
[ cA"
"\\nv\Yj
of « «>LA'
Date Apr.il...a^....l970
—
No
Yr. R«f
C A B L E
BELLCRAFT
ATTN
FORT
TAYLOR
ORDER
WORTH
REGRET
TEXAS
HRH
(USA)
UNEXPECTEDLY
CANCELLED
JETRANGER
ZANGANEH
AIRTAXI
U'JU
ZCZC A I T 2 6 7 7 T C L 1 7 6 V.-LP460
I R T k HL U T X
4 2 4
G£5
TDGI T L X FORT WORTH TEX 2<j
842P
EST
LT
A I j< TAX I
TEHRAN I R ArJ
A T T t K T 1CM JAfJGANEH PEHTURBED AND D I S T R E S S E D
CF VERY
IMPORTANT J E T R A k G E R
)(
" t J N F I D c N T I AL L E T T E R
! '
TAYLOR
bEj-LCRAFT
AT C A N C E L L A T I O N !
ORDER 'WOULD VERY ML CM A P P R E C I A T E
E X P L A I N I N G R E A S G K B E S T PERSONAL
REGARDS
545
In reply refer to:
18:JEG:cr-339
23 April 1970
M r . A . H . Zanganeh
Managing Director
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Dear M r . Zanganeh:
In view of our increased sales effort, it is necessary that
we receive monthly activity reports to aid us in forecasting
sales and preparing budgetary allocations.
In these monthly reports, we request that you particularly
stress the full name of the customer, his address and type
of operation along with the normal information concerning
the type of aircraft desired. In addition, please provide
us with the current status of negotiations with these prospective customers.
I realize that these reports are sometimes difficult; however,
they will enable us to anticipate sensitive questions from
the customer and thus prepare us for immediate response when
necessary for you to consummate the sale.
These activity reports are of vital importance in establishing
and maintaining a functional flow of action to preclude unnecessary delays. It isn't necessary that these reports be on
the standard forms; an informal letter will be quite sufficient.
Thank you for your assistance.
Sincerely,
BELL HELICOPTER COMPANY
International Sales Representative
546
X
f-Tiir?:)
ir r:o7
H)RT
W,0RTH T E X
MR TAXI
393
/3BQ
2ii
A
EDT
AIR TAXI COMPANY TEHERAN I RAN
ATTN A H Z AiJGANEM THE FOLLOWING INFORMATION IS FOR YOUR
ADVANCE PL ANN I NG AND IS BEING IMMEDIATELY CONFIRMED BY LETTER PRICE
I JCREASES HAVE BECOME NECESSARY DUE TO I NCREASED yf COST OF LABOR
•\ND MATERIAL IN ADDITION ENGINEERING CHANGES IMPROVING APPEARANCE
PERFORMANCE AND COST EFFECTIVENESS OF
M , i 6 7 r > AIR TAXI PAGE 2/50
\'M
T.tt nELI COPTERS HAVE BEEN I NCO RPORATED IN NEW PRODUCTION
..IT.I ML P r t l C E INCREASES SUSTAN I A^L Y • I MPROVLD COMMISSIONS HAVE
TROVIulD FOR MOEDLS 206A 2G5A-1 AND 212 THE NEW COMMISSIONS
u- I'.OuEL 47S KECOGNUE THE SQUEEZE BETWEEN INCREASING
C O S T AND TIE (NECESSITY FOR KEEPING THE PRICE C0MP A.TI 3L&-WI TH THE
.-••aRKET AND HAVE BEEN
I M '
' -
A I t\
I AX I
j' A G L
3/L-H
• /,' iJ u. t< \ T EL Y REIJUCLU ON THE BASIC AIRCRAFT UN FO RTU AN TEL Y IT HIS
'..itJ'M NECESSARY T0J<EL)UCE THE F' FR CENT AGE OF YOUR COMMISSIONS ON
M' Wl PARTS FOLLOWING IS A REVISED
HRICL AND REPERENTATIVE
jIoCOU.JT STRUCTRE MODEL LIST PRICE DLRS
i.l S C O U N T PER CENT /i7G-3b - 2 60,000 7 1 / 2 47G-M 53,0°0 7 1/2
f-
A
m" t m
7
112
\| r
, ?
n n
T.\xi
PAGE
4/5°
'/•
-1 /)25,000 h
.-.-^Mi.s r; T:-IL cok; . i'
^ ALL Sf ARE f ARTS
Am
547
I-Til ("79
AIR
MtlvV P R I C E
FIVE
TAXI
HOURS OF
CUSTOMERS
FACILITY
IN
TAXI
ALL
AMD
AT
15
F T H rln
PAGE
FIRM
ADDITION
RECEIVED
ON
Hi I I G P O P T E R S
1970
FIRMORDERS
v.
PRIOR
PROVIDED
J?H5A-1
F AGE
PER
IF
A
)A-l
112
nt
212
MECHANIC
BY
BELL
1970
IS
WILL
BELL
20
MAY
DEPOSITS
BE
SCHEDULED
WILL
21.2
THE
MARKETPLACE
ONLY
DEPOSI TS
DLRS
50,000
APPLY
YOU
47
NOT
LATER
WHEN
ARE. REQU I RED
S D I ES
CAN
SUBSTANTIAL Y
IN
4 7S
PPT
A7G-3L!
1/P2
AND
MANPOWER
QULIFY
20h 10,non
AS
A BELL
DEL EAR
F A C I ' L I T l ES* E G U ? P M E . \ l T
PARTS
?n3/37n
-2
<^,Onn
7 1 / 2
47G-4 A 53, nqn
'
n
-1 /i 'i/'nn /| 212 5 7 5 , n n 4 10 12 1
1970
in v?7'-> hi
BY
APPROPRIATE
JUNE
FOLLOWING
ORGANIZATION
3/37^
, 2 1 """ 1 7
MAINTENANCE
ONE
FT/R)
AND S P A R E
1/°
15
TAKE
B E L L CR A F T
or
TO
DEL I V E R E Y
YOU
I N I 11G II \ | i J T E N A U C E
r
FOR
WITH
HELICOPTERS
35,000
i R M•l ' vt* M
• SYLVESTER
CK
AND
THL
BELL
ACCEPTED
ACCESSORIES
P O L CI Y T H E
MODEL
(<F M A R K E T I N G
C';L
~'
PRICE
POSITION
R E A D OK
IN
REVISED
IN
DISCOUNT
\I E< T \ X I
IH7i;STi'ENT
FIRST
ry
BEL I
AC CO RD AW C
REVISED
THE
SCHOOL
PILOT
STANDARDFlELD
AGREEMENTS
AND
I ' J C R E A S E 'YOUR
AT
HOUND
ONE
l/y\
SOLD
THE
I I TLR.'IS
BY
THE
FOR
DURATION
ARE
lri,0HO
H O L f f t b OK
a
PRICE
PAGE
NEW
i
WEEKS
HELICOPTERS
'•I TH
I r.I-
6/50
BELL \
NEW P U R C H A S E
v.l T n
GL.R I ES
\C
ACCEPTANCE
THE
THREE
ACCEPTED
T\X\
'illt
TO
TRAINING
PURCHASE/AGREEMENTS
THE 0 1 D
AUGUST
L l SCO UN TS
AFTLR
OF
12
FLIGHT
INCLUDES
COURSE
HONORED
,tl\:J
RANSITION
ALSO
AIR
HONOR
VMn
'j/'JO
INCLUDES
HELICOPTER
IT
OR O V E R H A U L
ALL
PAGE
STRUCTURE
c
1 3 ; / nnn 2IP
n
c>nfnn
7
548
AIR TAXI
MEHRABAD
INTERNAL M E M O
J,
•etjU
nat*June.....1.Q1970
p f o m
K . I r e n z a d , S a l e s M a n a g er
To
c—ly-ji
*equeit
A m e e t i n g t o o k p l a c e a t A i r T a x i Co* w i t h the
p a r t i c i p a t i o n of C o l . V a l i , C o m m a n d e r of the
I I N A ( N A V A I R ) and M a j o r T o h i d i , C h i e f of M a t e r i a l .
T h e p u r p o s e of the m e e t i n g w a s the c o o p e r a t i o n of
A i r T a x i C o . in r e s p e c t of supplying the r e q u i r e m e n t s of N a v a i r in g e n e r a l in a s m u c h a s N a v a i r
r e c e i v e s v e r y p o o r s u p p o r t from A g u s t a . A t t h i s
m e e t i n g C o l . V a l i a s s i g n e d M a j o r T o h i d i to be the
C o o r d i n a t i n g O f f i c e r w i t h A i r T a x i C o . f o r the
f u t u r e s u p p o r t of B e l l H e l i c o p t e r C o . ' C o l V a l i ,
b e i n g a c l o s e friend of M r . Z a n g a n e h , a g r e e d to
hold r e g u l a r w e e k l y m e e t i n g s e v e r y t h u r s d a y from
9 - 1 0 am a t A i r T a x i ' s o f f i c e s . A t these w e e k l y
m e e t i n g s o t h e r N a v a i r O f f i c e r s a r e to b e p r e s e n t .
N . B . T h u r s d a y s and F r i d a y s a r e o f f i c i a l holi^"*"*
the I r a n i a n A r m e d F o r c e s
»u»l
Action Taken
Sgd
r
—
549
AIR TAXI
i n t e r n a l memo
HEHRABAD
T
^ T E
^ J * *
- ' 6 m "
* *
™ v r
J
From
T°
' J S ^ ^ L ; (J),
*****
v
rJ^y&Jjs^Jb
*
Sc&e
.u.1
. SLyC^S
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tyLsb
w
^
(J),
kss
( f l / S i f j f b c ?
1
<-
.
^
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.
^
J^ys
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~LStflut/
fl^l flail
"
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Action
A - 224
:
550
BELL
HELICOPTER
COMPANY
DIVISION O F T E X T R O N I
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
This Agreement made
June
1 5 , 19 7 0
, between BELL H E L I C O P T E R
COMPANY,
Division of Bell Aerospace Corporation (hereinafter called "Bell"), and
^
A i r Taxi Company
r Mehrabad Airport
of ^
^
I r a /
(hereinafter called the "Representative") is made for the purpose of defining the rights and obligations of the parties:
If there has been a Manufacturer's Foreign Dealer Agreement or a Manufacturer's Foreign Sales Representative Agreement in effect between the parties, this agreement is a continuation of such relationship, but the terms of this agreement supersede and replace completely all prior agreements.
T h e parties mutually agree:
1. A P P O I N T M E N T AND T E R R I T O R Y .
Bell appoints the Representative to sell in
Iran
the Bell products listed in Schedule A of this Agreement (hereinafter called the Listed Products). Bell shall hive the
right to make sales of Listed Products to any local or national government within the Territory, or any agency or instrumentality of such government, whether such sales are made directly by Bell or indirectly through the United
States Government.
2. A G R E E M E N T S O F RE PRESENTATIVE.
T h e Representative agrees:
(a) T o use his best e f f o r t —
(1) T o promote the reputation and the sale of the Listed I roducts in the Territory.
(2) T o obtain offers to purchase such products from responsible purchasers in the form of Bell's 5 tandard
Export Purchase Agreement at Bell's export list prices then i.i effect.
(3) Promptly to transmit to Bell any such offers for Bell's acceptance or rejection.
(b) T o furnish necessary technical advice and product support to customers including:
(1) Advise customers relative to technical specifications anc available configurations of Listed Products.
(2) Assist in and/or conduct demonstrations of Listed Products.
(3) Assist and advise customers in the proper operation and maintenance of Listed Products.
(4) Serve in a liaisen capacity between the customers and Bell.
(5) Assist the customer in spare parts support for the Listed Products.
551
(6) Render technical advice and product support on a continuing basis and especially during the post delivery
period.
(c) T o display, advertise and offer for sale only that part of the Bell product line which has been incorporated as
Listed Products in this Agreement.
(d) T o permit Bell to inspect his facilities at any time during business hours and to furnish such reports pertaining
to his business in the Listed Products as Bell may reasonably request.
(e) T o be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale
of the Listed Products.
(f) T o permit in any settlement of accounts between the parties an offset of amounts due the Representative for
commissions or other reasons against indebtedness of the Representative to Bell.
(g) In order to avoid the use in connection with Bell helicopters of parts or equipment which may interfere with
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to sell a n d / o r use
only Bell approved parts for purpose of the maintenance and overhaul of the Listed Products.
3. A G R E E M E N T S O F BELL.
Bell agrees:
(a) T o support the Representative in his efforts to promote the sale of the Listed Products, to furnish appropriate
sales literature and descriptions of such products, to refer inquiries received from prospective purchasers w thin the
Territory, and generally to render such sales assistance as may in Bell's sole judgment be reasonable and appropriate,
without assuming any responsibility for the Representative's sales f fforts or any obligation to render assistance beyond
what in Bell's sole discretion is deemed adequate.
(b) T o permit the Rep-esentative to use the Bell Helicopter name and trademark in connection with sales of the
Listed Products, but only to t h e extent and under the conditions which Bell may in writing approve.
(c) T o sell and deliver the Listed Products for which the Representative has obtained Bell's Standard
Export
Purchase Agreements acceptable to Bell and not unreasonably to withhold acceptance of offers to purchase such
products obtained by the Representative.
(d) T o pay to the Repi esentative compensation as provided in t ie next succeeding paragraph.
4. C O M M I S S I O N S PAYABLE T O T H E R E P R E S E N T A T I V E .
(a) Subject to paragraphs (b) and (c) below, Bell will pay commissions to the Representative at the -ates provided in Schedule A of thi„ Agreement on all sales of the Listed Pi oducts made in accordance with Bell's Standard
Export Purchase Agreemert and concluded by delivery within the Territory.
(b) Bell will pay fair ommissions to be negotiated where a sale of Listed Products is made directly by Bell to any.
local or national government within the Territory or to any agency or instrumentality of such government.
(c) Bell will pay fair commissions to be negotiated where a Listed Product is delivered by or by direction of the
United States Government or any agency or instrumentality thereo." to a national or local government within the
Territory or to any agency or instrumentality thereof, if. but only if:
(1) The Representative was active in developing the requirement for, and the purchase of, the Listed Product
(no commissions shall be payable for grant-in-aid deliveries), and
552
(2) At the time of the initial contractual negotiations between Bell and the United States Government, the
Representative had advised Bell that the Listed Product was to be so delivered.
(d) All negotiated commissions shall be due and payable at the time agreed upon between Bell and the Representative in such negotiations. All other commissions shall be due and payable upon the completion of each Standard Export
Purchase Agreement by the delivery of the required products and receipt by Bell of full payment therefor. All commissions will be calculated on F.O.B. or fly-away prices, Bell factory.
5. G E N E R A L A G R E E M E N T S .
(a) T h e relation created by this Agreement is that of Manufacturer and independent Representative, and neither
the Representative nor any of his officers, agents, salesmen or employees shall have any right or authority —
(1) T o conduct any business in the name of or for the account of Bell.
(2) T o make any proposals, promises, warranties, guaranties or representations with regard to any Bell product.
(3) T o assume or create any obligation of any kind, express or implied, on behalf of Bell.
(4) T o enter into contracts or commitments in the name of Bell.
(5) T o make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6) T o bind Bell in any respect whatsoever.
(b) Bell may from time to time, without notice, make such changes in its Standard Export Purchase Agreement
and its export list prices as Bell may determine, but no such change shall apply to any orders for which Bell shall have
previously accepted its Standard Export Purchase Agreement.
(c) Schedule A hereto may from time to time be revised in ai y respect by mutual agreement of the parties -expressed by their official signatures upon such revision, without affecting any other provision of this Agreement, but no
letter, telegram or other communication between the parties hereto shall become a part of or in any way modify or
change this Agreement ur-.less it is distinctly stated in such communication that it is to become a part of .his Agreement by attachment thereto and bears the official signatures of boih parties, which may be accomplished by separate
signatures of duplicate counterparts of such communication and exchange of same.
(d) This Agreement i.< to be governed by and construed under the laws of the State of New York, U.S.A. If any
provision of this Agreement shall be considered or held by any authority or court having jurisdiction over one of the
parties or over the subject matter of this contract to be prohibite 1 a n d / o r void, such action shall not affect the validity
of the remaining provisions of this Agreement which shall be considered separable from the prohibited or void provision and this Agreement shall thereupon be deemed to be written, or to be re-written, as the case may oe, without
such prohibited or void provision.
(e) T h e Representative shall not transfer or assign this Agreement or any part of it in any manner without the
written consent of Bell.
6. TERM AND TERM NATION.
(a) This Agreement yhall become effective on the date hereof and shall continue until the following December
31st and thereafter for pe iods of one (1) year until terminated by written notice of termination delivered personally
or mailed to the other party, by registered, certified or regular mail, to be effective on a date specified in such notice
which shall be not less than sixty (60) days after the delivery or mailing of such noticc. In the following circumstances
this Agreement can be terminated at any time by either party effective immediately upon receipt of notice of termination:
553
(1) Death or incapacity of the Representative.
(2) The institution of any proceedings by or against the Representative under any bankruptcy or insolvency
law.
(3) Any breach by or failure of the other party to comply with any of the provisions of this Agreement which
shall have remained uncorrected for thirty (30) days after written notice thereof.
(b) Notwithstanding any such termination, the Representative shall be entitled to commissions upon sales pursuant to
Standard Export Purchase Agreements for Listed Products accepted by Bell prior to the effective date of termination,
when and if Bell receives full payment therefor.
(c) The Representative shall not be entitled to receive any termination payment or compensation of any nature
because of termination of this Agreement.
(d) Neith.er party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from manufacture of helicopters or parts, or from the loss of prospective
profits or commissions on sales or expenses incurred or investments made in connection with the establishment, development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
7. SUCCESSION.
This Agreement shall be binding upon and inure to the benefit of Bell and any person, firm or corporation succeeding to all or substantially all of the helicopter manufacturing business now conducted by BelL
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and
year first above written.
AIR TAXI COMPANY
BELL HELICOPTER COMPANY
Division of Textron Inc.
Representative
A a w t
( 1 S^L&t
A . H . Za.Tganeh '
(Title)
Managing
Director
(Title)
Authorized
Rep/esentative
K . Iranzad
Witn«i
R . Gene A u t r £ /
554
©
BELL
H E L I C O P T E R
COI.
PANY
/1 SI ON O F T E X T R O N I
SCHEDULE A
(To Manufacturer's Foreign Representative Agreement D a t e d — 6 - 1 5 - 7 0
)
L I S T E D P R O D U C T S A N D APPLICABLE C O M M I S S I O N S
T h e Representative is authorized to solicit orders for the Listed Products set forth below in accordance with the
terms contained in the Manufacturer's Foreign Representative Agreement to which this Schedule is attached. T h e
commissions payable to the Representative in accordance with Section 4 (a) of such Agreement are set forth below.
Standard Export Purchase Agreements Covering One (1) to Five (5) Helicopters:
Listed Products
Commission on Basic Helicopters
47 Series
205A
206A
UH-1, 0H-13, AH-1G
7.5%
4.0%
7.5%
To b e n e g o t i a t e d
Standard Export Purchase Agreements Covering More T h a n Five (5) Helicopters:
Listed Products
Commission
Same products as listed above
To be Negotiated
Standard Export Purchase Agreements Covering Spare Parts and Accessories:
Listed Products
Commission on Spare Parts and Accessories
Spare Parts & Accessories
a p p l i c a b l e to products listed
above
10%
Dry and Wet Chemical A p p l i c a t o r s ,
Nozzles and Related Engine and
A i r f r a m e Parts required for
A p p l i c a t o r Installation
10%
Engines and Eng-'ne Parts other than
associated with applicator
installation and accessories
To be negotiated
Special
To be negotiated
Equipment
This Schedule A revision is pffprtiw
15
A I R TAXI C O M P A N Y
(Title)
A. K. Zcxr^nneh
Man n g i r g J ^ i r j z c l o z -
Witness
June
1970
BELL HELICOPTER COMPANY
DiyisioiroC^Textron Inc.
(Title)
Witness
!i o r i z e
J
R . Gene Autr/
r V
©
555
BELL
HELICOPTER
POST OFFICE BOX 4 8 2
• FORT WORTH, TEXAS
COMPANY
76101
I n reply r e f e r to:
F4:RGA:la-2188
C o n s u l a t e of I r a n
3400 W a s h i n g t o n Street
San F r a n c i s c o , C a l i f o r n i a
Attention:
A textronj
COMPANY
17 June 1971
94118
M r . Faghih
Dear S i r :
Please find e n c l o s e d our M a n u f a c t u r e r ^ F o r e i g n
R e p r e s e n t a t i v e A g r e e m e n t w i t h A i r T a x i Company in
Tehran , Iran*
W e h a v e n o t a r i z e d the a g r e e m e n t and this l e t t e r , and
r e q u e s t that you v a l i d a t e b o t h the a g r e e m e n t and
l e t t e r , and r e t u r n them to B e l l H e l i c o p t e r C o m p a n y
in the e n c l o s e d a d d r e s s e d and p o s t a g e paid e n v e l o p e .
A l s o enclosed is a check in the amount of $8*40 to
cover t h e charge for v a l i d a t i o n .
This r e q u e s t is m a d e in order to comply w i t h their
g o v e r n m e n t a l r e q u i r e m e n t s for ordering h e l i c o p t e r
spare parts for the I r a n i a n G o v e r n m e n t .
Y o u r c o o p e r a t i o n i n this m a t t e r w i l l be a p p r e c i a t e d .
Respectfully t
B E L L E1ELI COPTER C O M P A N Y
R . Gere A u t r y (/
International Marketing
A d m i n i s trator
Enclosures
Sworn and subscribed before m e cn this 1 7 t h day o f
June 1 9 7 1 , Notary Public in and for T a r r a n t C o u n t y ,
T e x a s . My c o m m i s s i o n expires J u n e 1 , 1 9 7 3 .
556
MMMMUWM
11
^ m W w W>f
V\v
. . .
*
a/^.
'"
i a j w
?
r
i t — — I — — -
^
557
BELL
H E L I C O P T E R COMPANY
povt ormcc aox 482 •
womrn. TCXAS r«ioi
division o r t e x t r o n
inc.
MANUFACTURER'S FOREIGN REPRESENTATIVE AGREEMENT
This Agreement nude
Juna
1 5 , 19 7 0
, between BELL HELICOPTER COMPANY,
Division of Bell Aerospace Corporation (hereinafter called "Bell"), and
.. - , „
Air Taxi Company
of
Mehrabad Airport
T e h r a n >
I r a t l
^
(hereinafter called the "Representative") is made for the purpose of defining the rights and obligations of the parties.
If there has been a Manufacturer's Foreign Dealer Agreement or a Manufacturer's Foreign Sales Representative Agreement in effect between the parties, this agreement is a continuation of such relationship, but the terms of this agreement supersede and replace completely all prior agreements.
The parties mutually agree:
1. APPOINTMENT AND TERRITORY.
Bell appoints the Representative to sell in
Iran
the Bell products listed in Schedule A of this Agreement (hereinafter called the Listed Products). Bell shall have the
right to make sales of Listed Products to any local or national government within the Territory, or any agency or instrumentality of such government, whether such sales are made directly by Bell or indirectly through the United
States Government.
2. AGREEMENTS OF REPRESENTATIVE.
The Representative agrees:
(a) To use his best efforts —
(1) To promote the reputation and the sale of the Listed Products in the Territory.
(2) To obtain offers to purchase such products from responsible purchasers in the form of Bell's Standard
Export Purchase Agreement at Bell's export list prices then in effect.
(3) Promptly to transmit to Bell any such offers for Bell's acceptance or rejection.
(b) To furnish necessary technical advice and product support to customers including:
(1) Advise customers relative to technical specifications and available configurations of Listed Products.
(2) Assist in and/or conduct demonstrations of Listed Products.
(3) Assist and advise customers in the proper operation and maintenance of Listed Products.
(4) Serve in a liaison capacity between the customers and Bell.
(5) Assist the customer in spare parts support for the Listed Products.
558
(6) Render technical advice and product support on a continuing basis and especially during the post delivery
period.
(c) To display, advertise and offer for sale only that part of the Bell product line which has been incorporated as
Listed Products in this Agreement.
(d) To permit Bell to inspect his facilities at any time during business hours and to furnish such reports pertaining
to his business in the Listed Products as Bell may reasonably request
(e) To be solely responsible for the payment of all costs and expenses incurred by him in the promotion and sale
of the Listed Products.
(f) To permit in any settlement of accounts between the parties an offset of amounts due the Representative for
commissions or other reasons against indebtedness of the Representative to Bell.
(g) In order to avoid the use in connection with Bell helicopters of parts or equipment which may interfere with
their operation or safety, and to maintain the reputation of Bell products, the Representative agrees to sell and/or use
only Bell approved parts for purpose of the maintenance and overhaul of the Listed Products.
3- AGREEMENTS OF BELL.
Bell agrees:
(a) To support the Representative in his efforts to promote the sale of the Listed Products, to furnish appropriate
sales literature and descriptions of such products, to refer inquiries received from prospective purchasers within the
Territory, and generally to render such sales assistance as may in Bell's sole judgment be reasonable and appropriate,
without assuming any responsibility for the Representative's sales efforts or any obligation to render assistance beyond
what in Bell's sole discretion is deemed adequate.
(b) To permit the Representative to use the Bell Helicopter name and trademark in connection with sales of the
Listed Products, but only to the extent and under the conditions which Bell may in writing approve.
(c) To sell and deliver the Listed Products for which the Representative has obtained Beirs Standard Export
Purchase Agreements acceptable to Bell and not unreasonably to withhold acceptance of offers to purchase such
products obtained by the Representative.
(d) To pay to the Representative compensation as provided in the next succeeding paragraph.
4. COMMISSIONS PAYABLE TO THE REPRESENTATIVE.
(a) Subject to paragraphs (b) and (c) below, Bell will pay commissions to the Representative at the rates provided in Schedule A of this Agreement on all sales of the Listed Products made in accordance with Bell's Standard
Export Purchase Agreement and concluded by delivery within the Territory.
(b) Bell will pay fair commissions to be negotiated where a sale of Listed Products is made directly by Bell to any
local or national government within the Territory or to any agency or instrumentality of such government.
(c) Bell will pay fair commissions to be negotiated where a Listed Product is delivered by or by direction of the
United States Government or any agency or instrumentality thereof to a national or local government within the
Territory or to any agency or instrumentality thereof, if, but only if:
(1) The Representative was active in developing the requirement for, and the purchase of, the Listed Product
(no commissions shall be payable for grant-in-aid deliveries), and
559
(2) At the time of the initial contractual negotiations between Bell and the United States Government, the
Representative had advised Bell that the Listed Product was to be so delivered.
(d) All negotiated commissions shall be due and payable at the time agreed upon between Bell and the Representative in such negotiations. All other commissions shall be due and payable upon the completion of each Standard Export
Purchase Agreement by the delivery of the required products and receipt by Bell of full payment therefor. All commissions will be calculated on F.O.B. or fly-away prices, Bell factory.
5. GENERAL AGREEMENTS.
(a) The relation created by this Agreement is that of Manufacturer and independent Representative, and neither
the Representative nor any of his officers, agents, salesmen or employees shall have any right or authority —
(1) To conduct any business in the name of or for the account of Bell.
(2) To make any proposals, promises, warranties, guaranties or representations with regard to any Bell product.
(3) To assume or create any obligation of any kind, express or implied, on behalf of Bell.
(4) To enter into contracts or commitments in the name of Bell.
(5) To make any promise or representation with respect to any matter in the name of or on behalf of Bell.
(6) To bind Bell in any respect whatsoever.
(b) Bell may from time to time, without notice, make such changes in its Standard Export Purchase Agreement
and its export list prices as Bell may determine, but no such change shall apply to any orders for which Bell shall have
previously accepted its Standard Export Purchase Agreement.
(c) Schedule A hereto may from time to time be revised in any respect by mutual agreement of the parties expressed by their official signatures upon such revision, without affecting any other provision of this Agreement, but no
letter, telegram or other communication between the parties hereto shall become a part of or in any way modify or
change this Agreement unless it is distinctly stated in such communication that it is to become a part of this Agreement by attachment thereto and bears the official signatures of both parties, which may be accomplished by separate
signatures of duplicate counterparts of such communication and exchange of same.
(d) This Agreement is to be governed by and construed under the laws of the State of New York, U.S.A. If any
provision of this Agreement shall be considered or held by any authority or court having jurisdiction over one of the
parties or over the subject matter of this contract to be prohibited and/or void, such action shall not affect the validity
of the remaining provisions of this Agreement which shall be considered separable from the prohibited or void provision and this Agreement shall thereupon be deemed to be written, or to be re-written, as the case may be, without
such prohibited or void provision.
(e) The Representative shall not transfer or assign this Agreement or any part of it in any manner without the
written consent of Bell.
6. TERM AND TERMINATION.
(a) This Agreement shall become effective on the date hereof and shall continue until the following December
31st and thereafter for periods of one (1) year until terminated by written notice of termination delivered personally
or mailed to the other party, by registered, certified or regular mail, to be effective on a date specified in such notice
which shall be not less than sixty (60) days after the delivery or mailing of such notice. In the following circumstances
this Agreement can be terminated at any time by either party effective immediately upon receipt of notice of termination:
23-554 O - 78 - 36
560
(1) Death or incapacity of the Representative.
(2) The institution of any proceedings by or against the Representative under any bankruptcy or insolvency
law.
(3) Any breach by or failure of the other party to comply with any of the provisions of this Agreement which
shall have remained uncorrected for thirty (30) days after written notice thereof.
(b) Notwithstanding any such termination, the Representative shall be entitled to commissions upon sales pursuant to
Standard Export Purchase Agreements for Listed Products accepted by Bell prior to the effective date of termination,
when and if Bell receives full payment therefor.
(c) The Representative shall not be entitled to receive any termination payment or compensation of any nature
because of termination of this Agreement.
(d) Neither party shall be liable to the other for damages of any kind or character whatsoever on account of such
termination, whether such damage may arise from manufacture of helicopters or parts, or from the loss of prospective
profits or commissions on sales or expenses incurred or investments made in connection with the establishment, development or maintenance of the Representative's business, or from any other cause, claim or consideration whatsoever.
7. SUCCESSION.
This Agreement shall be binding upon and inure to the benefit of Bell and any person, firm or corporation succeeding to all or substantially all of the helicopter manufacturing business now conducted by Bell.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and
year first above written.
AIR TAXI COMPANY
BELL HELICOPTER COMPANY
(Title).
Witness
561
H i )
W H E L I C O P T E R COMPANY
povr o m c e box *aa • towt w o r t h , tbxas twioi
.
DIVISION OF TEXTRON INC.
*
COMPANY
SCHEDULE A
(To Manufacturer's Foreign Representative Agreement D a t e d — 6 - 1 S - 7 0
)
LISTED PRODUCTS AND APPLICABLE COMMISSIONS
The Representative is authorized to solicit orders for the Listed Products set forth below in accordance with the
terms contained in the Manufacturer's Foreign Represenutive Agreement to which this Schedule is attached. The
commissions payable to the Representative in accordance with Section 4(a) of such Agreement are set forth below.
Standard Export Purchase Agreements Covering One (1) to Five (5) Helicopters:
Commission on Basic Helicopters
Listed Products
47 Series
205A
206A
UH*1 V O H - 1 3 , A H - 1 0
7.5%
4.0%
7.5%
To be negotiated
Standard Export Purchase Agreements Covering More Than Five (5) Helicopters:
Commission
Listed Products
Same
products
as
listed
above
To be Negotiated
Standard Export Purchase Agreements Covering Spare Parts and Accessories:
Listed Products
Spare Parts & Accessories
a p p l i c a b l e to p r o d u c t s l i s t e d
Commission on Spare Parts and Accessories
10*
above
Dry and Wet Chemical A p p l i c a t o r s ,
Nozzles and Related Engine and
Airframe Farts required for
Applicator Installation
Engines and Engine Parts other
associated with applicator
Installation and accessories
Special
than
To
Equipment
This Schedule A revision is
15 June
AIR TAXI COMPANY
A , II.
(Title).
10%
be
negotiated
To be
negotiated
1970
BELL HELICOPTER COMPANY
Division<rf"Texf?Du Inc.
Zdnganeh
I'lanaging director
(Title)_
<4Mi
Witness
K* Iranzad
Witness
Authorized
Representative
562
lit I tiiHAl 1U1 'ML . m A W K l h h - j Utl i.
AUG
7
1970
Rcf. NO.
No
Assigned:
Action:
Info CcpiM T3: I
Vice Pr6$iucnr
Manager
Mil Rat Suprort
AJminislriiion
'A'ashinetrn Gffica
Manager Saiss
•Fit®
j
Iranian Helicopters,
P.O. Box 2898,
Tehran, Iran.
July 30th, 1970
Sales Department,
Bell Helicopter Company,
Port Worth,
Texas, U.S.A.
Dear Sirs,
We have received an enquiry from interested, persons for a proposal
to operate light helicopters in Iran. We would be pleased if you would
forward to us as a matter
of urgency, up to date illustrated sales
1
"brochures for 'Bell "built light helicopters, i.e. Jet Ranger, Bell 212,
47G and 47J models. The basic price of the aircraft should be shown
together with prices for optional equipment and spares.
Yours sincerely,
FOR AND ON BEHALF OF IRANIAN HELICOPTERS
S. Dunn
563
7 August 1970
In reply refer toi
CftiJEG2dsi471
IRH 0-1
M r , S . Dunn
Iranian Hoifcopters
P . 0. Box $893
Tehran, Iran
Dear M r . Dunns
W e thank you for your letter dated 30 July and appreciate
your interest in Bell Helicopter Company.
I would like to take this opportunity to introduce you to
our representative based in Irani
M r . A . H . Zanganeh
Air Taxi Company
/tehrabad Airport
Tehran, Iran
I have taken the liberty of sending a copy of your letter
with a request that Mr* Zanganeh contact you as he can best
satisfy your specific requirements.
After your contact with our representative, if further
information is required, please don't hesitate to contact
me.
A g a i n , thank you for your interest in Boll Helicopter Company*
Sincerely,
BELL HELICOPTER COMPANY
John £• Gallagher, J r .
International Sales Representative
cci
Mr* A . H . Zanganeh
564
BELL
HELICOPTER
P O S T OFFlCe B O X 482 • F O R T W O R T H . T E X A S
78101
COMPANY
A t9Xtr0nl C O M P A N Y
7 August 1970
In reply refer tox
0*4 :JEG:ds
IRN 0-1
Mr* A . H . Zanganeh
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Dear Mr. Zanganeh:
Attached is a copy of a letter received from Mr. S. Dunn
of Iranian Helicopters. As you can see from this vague
inquiry, this prospect needs further research.
I therefore suggest that you search the possibilities
available through Iranian Helicopters and would
appreciate any further information you should obtain*
Best regards.
Sincerely,
BELL HELICOPTER COMPANY
)
Enclosures
565
AIR TAXI
MEHRABAD
INTERNAL M E M O
jjlaMAC'ftfMb,
Oou.....Aug..J.2.1.970
From K , Iranzad, Commercial Manager
To
Request
A meeting was held this date in the Office of General
Abbas Ghandehari, the new C-in-C of the IIAA* At this
meeting Mr* Zanganeh, the undersigned and Major Ali Akbar
Tohidi were present.
The purpose of the meeting was the logistic support of the
IIAA helicopters both in Teheran and Isfahan.
After lengthy discussions the undersigned, on his next
trip to Isfahan, would visit the IIAA base and discuss
with the IIAA, U.S. MAAG and Avco Lycoming Tech Rep
and assure them of meeting their requirements of BHC
spare parts (airframe, engine, avionics etc). Moreover,
Air Taxi Co. put its entire organization at the disposal
of the IIAA for their full support, thus enabling to
weaken Agusta's position and make an attractive publicity
with a firm footing for BHC for the future in Iran*
»U»I
action Taken
Sgd-..
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A . 224
566
AIR TAXI
INTERNAL M E M O
mehrabad
^tec-ate*..
ZMm/JIUL / 2 , no
68992
t i
611967
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567
AIR TAXI CO.
Oi j4 -
Mehrabad Airport
i • TAY
I ,
TEHRAN
40257
T.I. 68992
611967
\u\*\Y j
Cabl. Tehran AIR TAXI
D o t e . . . 1 9 7 0 *
No
...oLi>
yr. Ref
S a l e s Department,
Nell Helic optcr Company,
Fort Worth, Texas, 76101.
U.S.A.
a t t e n t i o n i Mr. John & . Ghalla;;her, J r .
International Sales Representatives.
Dear Mr. Glial la^h^ry
We thank you f o r your l e t t e r o f 30, 1070, with e n c l o s u r e s t h e r e t o .
Wo immediately approached General l i a f a t t , the Chairman o f the Iranian
Helicopter Comp'iny, regard inr; t h e i r requirement.
I t *ecms t h a t , at the present time, they do not havo an immediate
demand. However, wo aro f o l l o w i n g up t h e i r inquiry and w i l l keep you
informed o f thu developments indue courac.
Meanwhile, wo submittod thou the c a t a l o g u e s o f various "Bell" Helicopters
for their perusal.
With best record,
Yours very s i n c e r e l y ,
AIK TAXI COMPANY.
kA;H.
Zanganeh
Manager Director.
568
AIR TAXI CO.
- j I j T ^ . .1f>sj
Mahrabad Airport
T E H R A N
T.I.
t'XAY )
!
40257
68992
611967
Cabl. Tehran AIR TAXI
yr. Rtf.
Bell Helicopter Company,
P.O. Box 402,
Fort Worth,
TEXAS 76101,
U.S.A.
Attention lir. K.E.r,. Taylor - International Area Ilanaaer
Dear Sirs,
We are pleased to inform you that recently we have succeeded in
pursuading the Armed Forces, particularly the Imperial Iranian
Navy, to divert their forthcoming requirements of spare parts,
air frames etc. to our organisation. The cables requesting
your quotation for fixed floatation gears is indication of
our intended future activities in this field, which we are
confident will attract the attention of our customers.
Needless to emphasize the importance of cooperation in an
endeavour to supply their requirements at competitive prices,
quick delivery and other possible advantages, in particular,
at this introductory stage.
We, on our part, have sacrificed our entire commission on
your quotation for the fixed floatation gears, as can be
seen from the enclosed copy of Proforma Invoice, which was
hastily prepared on our own letter-heading, in order to compete
with A g U 3 t a , both in price and time of delivery.
We are pleased
Chafik, who is
at IChosrowabad
United States,
to inform you that His Highness Prince 1 Shahriar
Commander of the Imperial Iranian Navy s Base
on the Persian Gulf, is planning to visit the
as per the attached itinerary.
Ve arranged a meeting-with the Prince and outlined our new
programme of the Hell Logistic Support of the I.I.N.*s Helicopters
in the future. lie was very concerned in diverting their forthcoming requirements to us. With this idea in mind, he is
coming to visit you and your facilities in Fort Worth, Texas.
Therefore, you will readily understand the importance of this
569
AIR TAXI CO.
M«hrobod Airport
Ol^r - a L T ^ . .iTajy
)
YhKW [ cA"
TEHRAN
T«l.
40257
68992
611967
Cobl. Tehran AIR TAXI
oaAlZJSL
B *
No.S/1.3/l0494....(Contd)
Bell Helicopter Co.
yr. R«f.
-
2
By this letter we would ask you to ensure that Prince Chafik
is warmly received and that all possible assistance is
afforded to him during his visit to Fort Worth.
Yours truly,
AIR TAXI COMPANY,
SIH. ZdXtganeh,
24an aging Director.
A -22Q
570
AIR TAXI
INTERNAL MEMO
mehrabad
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571
AIR TAXI
INTERNAL
n Q l m L/oc J
From
MEMO
jjJLi-l J c-i(All).
MEHRABAD
1970
CLjb
K , Iranzad, Sales Manager
To
CtmSjTJ* >Jym
request
Prince Shahriar C h a f i k , who
is presently Commander in
N
Chief of the Khosrowabad a v a l Base in the Persian
G u l f , is a close friend of M r . Zanganeh. During his
yi§it§ to
Teheran
he
§e§§ M r ,
Zanganah
r e g u i ^ i y
in
Air Taxi C o . - he also f attends flight training classes.I '
We coordinate the N a v y s requirements and projects with
h i m . At a recent meeting in Air Taxi C o . he disclosed
bis confidential trip to the United States upon the
invitation of the Pentagon. O n behalf of Bell Helicopter
C o . M r . Zanganeh extended an invitation to him to visit
Bell Helicopter C o . in Fort W o r t h . He promised to pay
such a visit and he handed over his itinerary which w e
immediately reported to Bell Helicopter C o . in Fort W o r t h .
ftU* l
Action Taken
572
AIR TAXI CO.
Mohrabad
^U-jI
yzS
^
Airport
T E H R A N
40257
T«l. 68992
611967
t•XdY
)
[ cA*
r
I
Cab!* Tehran AIR TAXI
no.S/13/10.505
oUi
y ^ R«f
Dell Helicopter Company,
Post Box 4 8 2 ,
Fort Worth,
TEXAS 76101,
U.S.A.
Attention A . Rex Marion - International Marketing Administrator
Dear Sirs,
With reference to our letter S/13/10494 dated December 2 , 1970,
and the recent exchange of cables regarding the requirements of
the Imperial Iranian Navy, we would draw your attention to the
following:
1.
Anencv Agreement - Since your Agency Agreement, Paragraph 4 ,
discloses our commission, we request you to send us a brief
confirmation of your Agency Agreement legalised by your
local Chamber of Commerce and the Iranian Consulate, as
per the enclosed specimen. We urgently need this document
for presentation to the IIN' authorities.
2.
Proforma Invoices - In emergency cases such as the recent
enquiry of the ilN for fixed floatation gears for which
we acquired your prices. In order to save time we can
easily make the necessary Proforma Invoices in Teheran
provided we have your blank Proforma Invoice forms. This
is the method we normally follow with our other principals.
Later on, should it be necessary, we would require your
legalised Proforma Invoice/s. We w i l l , of course, send
you copies of the Proforma Invoices prepared by us for
your records.
3.
Publication Material etc.* We immediately require a complete
set of your up-to-date Product Sales Data, Planning G u i u e ,
Spare Parts Book, Manuals, Calendars and all other sales
promotion material to support our new efforts. Any other
recommended publicity material would be appreciated.
Pto
* >229
573
AIR TAXI CO.
M«hrabod
Airport
T E H R A N
t•XAY
)
40257
r\WY)
CobU Tehran AIR TAXI
i f f * * x
Dat«-9-aJ-2. fc 7Q
yr. R«f.
•JLA
-2-
4.
Emergency Sparc? Parts % required bv
the U N - As a result of
1
recent negotiations with the U N authorities, we succeeded
in convincing them that they should leave a Cash Deposit
with you for financing their orders for 'Emergency Spare
Parts'. They agreed to open a Letter of Credit in your
favour in the amount of $10,000.—(Dollars Ten Thousand)
for w a period of one year against your Proforma Invoice
for Emergency Parts for Bell Helicopters" in the name of
the Imperial Iranian Navy. You can utilise this Letter
of Credit against shipment of Bell Spare Parts ordered by
the U N through us or directly. Please expedite your
Proforma Invoice as explained above.
5 . Organization Chart - We request you to send us your latest
Organization Chart for our guidance.
With the request to please treat our enquiries 'urgently
remain,
AHZ/MGM
1
we
574
Internal Memorandum
Dates
From:
Dec 13 1970.
K #
__
i r a n z a d , Sales Manager.
As previously arranged a meeting was held in the Headquarters
of the Imperial Iranian Navy concerning the logistic support
of their helicopters. The following were present at the
meeting:
1 . Lt. Parviz Parvaneh - Chief, Technical Supply Dept.
2 . C o m m . Ibrahim Farrokhseresht - Chief Purchasing Dept.
(brother of Major Ismail Farrokhseresht - Maintenance
Officer of the IIAA Isfahan base).
3 . M r . Hussein Tofigh - Finance/Letter of Credit Dept.
After lengthy discussions with the IIN authorities we assured
them that Bell Helicopter C o . can definitely serve them and
support their requirements one hundred percent better than Agusta.
At the beginning for the AOG requirements of the IIN, Air Taxi
C o . agreed to order and import, on its own account, the AOG
parts and stock them in their stores. As regards the normal
requirements of 1the IIN, they agreed to establish 'an open
Letter of Credit in favour of BHC. This tetter of Credit
will regularly be replenished automatically as a revolving fund.
At the end of this meeting the IIN' authorities extended their
appreciation for the sincere cooperation and goodwill of Air Taxi
C o . in the interests of Bell Helicopter C o .
In order to coordinate our mutual goals, it was agreed that
weekly meetings be held regularly.
Sufficient funds were immediately transferred to Bell Helicopter
C o . as down payment for the AOG orders of the IIN.
575
AIR TAXI
INTERNAL MEMO
**a**J3,?oJ
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576
AIR TAXI CO.
^ y l ^ o l y CS
Mthrabad Airport
-
TEHRAN
Tel.
40257
68992
611967
jt.
.If
t'XAY )
P A ^ t J tA*
?\\\r v!
CobU Tehran AIR TAXI
S/13/10512
Yr. R«f. ..
Bell Helicopter Company,
P.O. Box 482,
Fort Worth, TEXAS 76101,
U.S.A.
Attention M r . R.E.E. Tavlor -.International Area Manager
Dear Sirs,
Re: Orders for Emergency Spare Parts
With reference to your cable dated December 9, 1970, we immediately
requested The First National Bank & Trust Company, Oklahoma City,
as per enclosed copy of letter, to transfer the sum of $1000.—
on account, for the payment of our orders for •Emergency Spare Parts'.
As we informed you in Paragraph 4 of our letter ref. S/13/10505 dtd
December 9, 1970, the Imperial Iranian Navy will open a Letter of
Credit in the amount of $10,000.— in your favour against your
Proforma Invoice for their emergency orders.(as per enclosed draft).
Upon receipt of our remittance of $1000.— through our Bankers, we
request you to airfreight the U N ' s recent order for two items.
For your information we are in constant contact with the U N for
a proper and dependable logistic support programme. For the time
being they immediately require your proforma invoice in their name
i.e. Imperial Iranian Navy, covering the recommended spare parts of
airframes for Twelve (12) Model AB206 Jetranger and Four (4J Model
AB205 UH-1D Helicopters on the basis of 25 hours utilization per
month (300 hours per year) per Helicopter. Please treat this
enquiry as urgent and expedite airmailing the required Proforma
Invoice through us to enable the U N include the necessary funds
in their forthcoming budget for this purpose.
Assuring you of our cooperation at all times we remain,
Yours faithfully.
"Zanganeh,
577
Aen^mniander - j
i N V u i C E
NORTH AMERICAN R^fi<WEU CORPORATION
s o o T^KTrockweIK^VENUE
ffANy, OKLAHOMA
Imperial Iranian Navy
Tehran
Iran
«"•» Letter of Credit
Imperial Iranian Navy
Tehran
Iran
PRO-FORMA INVOICE
I H I W N O OROBR NO
AIRCRAFT SKRIAL NO CUSTOMKR P.O. OR CONTRACT NO
Airfreight
PART
NUMBER
DESCRIPTION
Emergency Spare Par ts for "Bell"
Helicopters
UNIT PRICK
C & F
Tehran
1.Partial Shipment to be allowed
2.Validity of tho L/C Dec.31, 1971.
3.Markings: Imperial Iranian Navy
Tehran
Iran
BELL HELICOPTER COMPANY
FORTH WORTH, TEXAS, USA
Br-
FORM 17*
U-M)
ORIGINAL
INVOICE
TOTAL PRICK
510,000.-
578
AIR TAXI CO.
Mehrabad Airport
TEHRAN
T*X6Y )
40257
68992
611967
rwsry i
Tel.
J'ANNX | cA*
Cable Tehran AIR TAXI
N^/13/10531...„
Yr. ^-DW:bjd-1699
Mr. R.E.E. Taylor,
International Area Manager,
Bell Helicopter Company,
P.O. Box 482,
Fort Worth, TEXAS 76101,
U.S.A.
Dear Mr. Taylor,
We acknowledge receipt of your letter dated December 9, 1970,
signed by Mr. E.H. Shelar for Mr. F.J. Miller - Manager Spare
Parts Dept. (Photocopy enclosed), under cover of which we
received your Profoima Invoice.
As explained to you in our detailed letter of December 2, 1970,
reference S/13/10494, we have succeeded in pursuading the
Imperial Iranian Navy to divert their future orders/requirements
from Agusta to us. For this purpose, you agree that we should
have your complete backing and full cooperation otherwise it
would be fruitless to enter into this new venture, and we would
rather avoid getting involved further.
The U N is now placing their emergency orders through us. We
immediately cabled you to airfreight urgently AOG parts. Your
reaction regarding the first two items of spare parts ordered
was a cable asking us to send you enough funds in advance.
Consequently, we were obliged to arrange a remittance of $1000
to cover the value of these small orders. On the other hand, we
succeeded ift convincing the U N to open a Letter of Credit in
your favour in the amount of $10,000 based on your Proforma
Invoice which we hope to receive as soon as possible.
1
In your cable dated November 25 (Photocopy
enclosed) you
1
offered us two fixed floatation
kits for immediate dellvr>ry
upon receipt of the order . With this in mind we prepared a
Proforma Invoice (Photocopy enclosed) on the basis of your
cable quotation and submitted it to the U N . Unfortunately,
your letter of December 9 contradicts the contents of your cable...
579
AIR TAXI CO.
M«hrobod Airport
TEHRAN
T-X6Y \
40257
T«l. 68992
611967
CabU T.hran AIR TAXI
y\\\rv
M i
Oat^l^TO.........
No
,J/l.3/10531 (Contd)
Yr. R ^ 6 - M . ? b j d - . 1 6 9 9
and indicates your delivery two months upon receipt of order?
You will readily agree that unless more serious attention is
given to our orders we will very definitely lose this opportunity
and, undoubtedly, the customer will go back to Agusta,
I am planning to take a trip to the United States in the not too
distant future and visit you personally in order to straighten
out all our mutual problems on the spot. In the meantime, I
am looking forward to receiving the final status regarding our
forthcoming activity with the U N .
With best personal regards I remain.
Yours sincerely,
AIR TAXI COMPANY.
A.H. Zanganeh,
Managing Director.
AHZ/mgm
580
Itinerary
f
Prince Shahriar Chafik s visit to the United States
Washingtonf D.C.
January 1
11
Norfolk, Virginia
M
Pensacola, Florida
(Naval Aviation Centre)
Fort Worth, Texas „
(Bell h e l i c o p t e r
.
Company)
11
2
4 to 8
581
AIR TAXI CO.
i
j
Mehrabad Airport
S
o
TEHRAN
T«L
-
Z
f'tdY
40257
68992
611967
j
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Now.
yr. Rof._
ITINERARY
H.R.H* Prince Shahriar Chafik's visit to the United States
January 10
New York
•
11
Washington i>.C.
•
12
Norfolk, Virginia
• 13*20
Ponsacola. Florida
(Naval Aviation Centra)
• 2>22
Fort Worth, Texas
(Bell Helicopter)
• 23*24
San Francisco
(Hovercraft)
•
New York and imraetilately
back to Iran.
25
Whilo in the Unitod States Prince Shahriar Chafik
may be contactod through 1)
U . S . Navy Headquarters, Washington, D . C .
2)
Iranian Naval Attache •
Captain Anoushiravani,
C/o Iranian Embassy,
Washington, D . C .
S
582
2575 A TAXI TN
BELLHCPTR BRU B
JAN 4 . 1971
TWX 914
ATT. M R . IRAN2AD
APPRECIATE AMY NEWS THAT MAY ASSIST OUR MARKETING EFFORTS AND IN
PARTICULAR IN REGARD TO SUSY'S AND/OR ALICE'S VISIT TO FORT W O R T H .
PLEASE CONFIRM THE LETTERS DISPATCHED DEC 16 FROM FT WORTH HAVE BEEN
DELIVERED A C C O R D I N G L Y .
MY BEST WISHES FOR HAPPY AND,PROSPEROUS NEW YEAR TO YOU AND FAMILY
AND ALL IN AIR T A X I .
HORSLEY
BELLHCPTR BRU B
PSE READ JAN 4 , 1972
2575 A TAXI TNV
583
cmjV - « '
TEHRAN
j v
t•T AY )
40257
Tel. 668992
661967
f
T«l« 2575
TAYA tpSO;
CabU TEHRAN AIR TAXI
^-TlT-d
Jan.5,1971.
Date
No
O f i
V13/1577
Yr. Ref
Mr. F.M. Sylvester,
Vice President International Marketing,
Dell Helicopter Company,
P.O. Box 402,
TU'VrtC *7A1
rM
Fort Worth, TEXAS
76101,
/
\
U.ii.A.
Lear Mr. Sylvester,
I rocoivod your kind letters dated tho 3rd and 16th Leccmber, 1971,
with respective enclosures together with two envelopes addressed
to General Toufanian and Mr. behesh. I immediately hand-carriod
and delivered them to the addressees personally,
Mr. ZJnganeh is presently in Europe and, I am sure, he would have
contacted you by long distance telephone to discuss various matters
of mutual interest.
I am glad to inform you that the Activity Report was mailed to you
on the 29th Lecember, 1971. For your information, Mr. Horsley
recommended us to send monthly activity reports instead of weekly
reports. Because of pressure of work and being involved with many
visitors during the last 2-3 months of 1971, I could not send
you the report earlier. From now on I will do my best to make
sure that the activity reports are sent to Mr. Horsley in 3russels
with a copy to you, regularly.
I gladly road the recent changes in the top management of Bell 1
Helicopter Company. On behalf of Mr. Zanganeh and the Air Taxi
Staff, I extend my sincere congratulations and best wishes in the
promotion of Mr. ii.J. Lucayet and Mr. J.F. Atkins, who have boon
elected to the posts of Chairman and President of Dell Helicopter
Company respectively.
I feel confident that these promotions will speed up progress
and achievement in the prevailing Iranian carnpaion. Pica so convey
our congratulations and best wis!lies both to Mr. ^ucayot and
Mr. Atkins.
I look forward to seeing you again in Teheran In the near future
and remain,
»
Yours very truly,
AIM TAXI COMPANY,
cct Mr.C.P.D. Horsley, Brussels.
K. Iranzad,
Cowmorclal Manager.
A
584
ZCZC FTH 592 GMF240 WUA848
TDGl TLX FORT WORTH TEX 29/28 5^1l46P.EST
LT
AIR TAXI
TEHRAN I RAN
-
L,
ATTENTION ZANGANEH REUR LETTER DEC;]2 PRINCE ARRIVING 23 JAN
LOOK FORWARD TO MEETING/REUR LETTER DEC 22 AM INVESTIGATING
BEST REGARDS
TAYLOR BELLCRAFT
COLL 2 23 22
BELL HCPTR FTW
G
DFDFDFDF
VIA
U
USA
1051GMT
BELL HCPTR FTW
2575
A TAXI TN FORT WORTH TLX 758229
BELL HELICOPTER
-JAIL*Z2LREF 17/72
/VJ3-CT
ATTN GALLAGHER
REF YOUR MESSAGE 951 JAN 7/72 YOUR REF 812 FORTHCOMING VISIT OF
GEN TOUFANIAN AND MR DEHESH TO FW STILL INDEFINITE. HOWEVER.
ACCORDING TO MR DEHESH, PLANNING FOR THIS TRIP IS BEING MAD^*BY
THE USA MILITARY AUTHORITIES. HE RECOMMENDS THAT YOU CHECK WITH
THEM IN ORDER TO FIND OUT THE D A T E . IRANZAD
2575 A TAXI TN
d.
BELL HCPTR FTW
7/I/7J
585
AIR TAXI CO.
_ AT.**
Mehrabad Airport
(•XdYj
\AS\1 ! cA"
•ww
ww
wj
TEHRAN
Cabl. Tehran AIR TAXI
Dot.
Data
10th January, 1971,
—
Yr. Ref.
Bell Helicopter Company/
P.O. Box 482/
Port Worth, Texas 76101,
U.S.A.
Attni
Mr. P.J. Miller
Manager Spare Parts Department
Dear Sir,
Please send us the following publications, by first-class
air-mail;
1. Illustrated Parts Catalog
2. Inspection Hand Book
3. Maintenance Manual
5ea.
5ea.
5ea 0
for your AB205 and AB206 Helicopters.
We require these publications for IIN, IIAA and Purchase £
Procurement Department of the Ministry of War.
Yours very trulyr#
j
AIR TAXI COMPANY
A„H. Zanganeh
Managing Director,
586
' FTHG79/GMF956
1'h
WUA559
IKTN CO UWTX 0 3 6
TDGI
TLX FT WORTH TEX 36 15 43.4P
A! R TAXI 14^6 T E H R A N I RAN
F U R T H E R TO O U K MSG 122 O F JAN 7 T O D A T E WE HAVE R E C E I V E D NO
A C K N O W L E D G E M E N T . O F O U R .ABOVE C A B L E R E Q U E S T YOU U R G E N T L Y
OF R E C E I P T A N D
ADVISE
ACCEPTANCE
D J WHITEHEAD COMM SPARES
BELLCRAFT
CFM 1446 122 7
F T H 1 6 1 / Z C Z C G M F 3 1 3 WUA<
TLX FT WORTH TEX 6 6 / 6 5
LT
AIR TAXI
AIR TAXI
COMP.
•ATTENTION A H Z A N G A N E H
R E F E R E N C E TO YOUR L E T T E R S / 1 3 / 1 0 5 6 2
LIST O F G R O U N D S U P P O R T E Q U I P M E N T
APPRECIATE
REMITTANCE OF THIS
TAKE TIME TO R E V I E W
ITEMS 28 T H R U 37, ON
IS Ml SSI NC? STOP WE
INFORMATION
THE
WOULD
S O O N E S T AS IT W I L L
AND P R E P A R E Q U O T A T I O N S ON
THE
COL S / 1 3 / 1 0 5 6 2 28 37
PAGE
2/15
ITEMS YOU H A V E L I S T E D D E T A I L E D L E T T E R C O N C E R N I N G ALL
WILL F O L L O W S H O R T L Y
GALLAGHER
REGARDS
BELLCRAFT
CORRESPONDENCE
587
AIR TAXI CO.
ij-SKj]
^ U - J
Mehrabad Airport
TEHRAN
T«l.
T • TfiY j
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40257
68992
611967
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CobU Tehran AIR TAXI
Dqt<
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J a n . 17, 1 9 7 1 .
No
Yr. R«f...
C A B L E
LT
BELLCRAFT
F0RTV70RTH TEXAS (USA)
ATTENTION WHITEHEAD
PLEASE ARRANGE PARTIAL SHIPMENT
STOP CABLE IF ONE EACH FLOATATION COMPRISES T W O BAGS
FOR ONE HELICOPTER
AIRTAXI
cS
588
AIR TAXI CO.
Mohrobad Airport
f•T6Y )
TEHRAN
40257
T.I. 68992
611967
rwsrY)
Cabl* Tehran AIR TAXI
Jan. 18,1971.
No
C A B L E
Yr. R«f.
LT
BELLCRAFT
FORTV7QRTH TEXAS
(USA)
ATTENTION GALLAGHER
REURCAB SIXTEENTH GROUND SUPFORT LIST COMPRISES 28
ITEMS IN TWO PAGES PLEASE CORRECT A N D AMEND ACCORDING
YOUR DISCRETION
AIRTAXI
589
AIR TAXI CO.
Mohrabad Airport
t » U - alfT^. .If
TEHRAN
T'XAY )
40257
68992
611967
y\\\rv)
T*l.
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CabU Tehran AIR TAXI
Pot« January 23, 1 9 7 1 .
No.SZi3Z10609„
-
Yr. Raf.
Bell Helicopter Company,
P . O . Box 482,
Fort W o r t h , TEXAS 76101,
U.S.A.
Attention:
M r . John E . G a l l a g h e r ,
Dear S i r ,
Further t o our letter Reference S/l3/10602, dated January 20,
1971, IIN called us on the phone and requested us to submit
them your official Proforma Invoice for their order of Floatation
Kits, legalized b y your local Chamber of Commerce and also the
Iranian Consulate, without w h i c h , unfortunately, they can not
open a L / C .
T h e y also reminded us t o expedite the submittance of your
"legalized" Agency Agreement as per our original request outlined
in our letter R e f . S/l3/10505, dated December 9 , 1 9 7 0 .
Yours v e r y t r u l y ,
A I R T A X I COMPANY
KhaliLjEranzad,
Sales M a n a g e r .
oLi
590
B E L L
H E L I C O
•
POST OFFICE BOX 482 • FORT W O R T H . T « 3 S ' ^6101.
teXtfOnl C O M P A N Y
\ ^
In reply refer to:
F1: JEG:cmt:632
Mr. A . H . Zanganeh
Managing Director
Air Taxi Company
Mehrabad Ai rport
Tehran, Iran
Dear Mr. Zanganeh:
\
\
21 January-19^1
'
,
\
COMPANY
P T E R
1
-
\
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'
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Thank you for your letters S/l3/10^9^-10512-10531-10562. Unfortunately,^
at the present time, we cannot include with this letter a proforma invoice
or a recommended spare parts listing to meet your specific requirements
for support of the Imperial Iranian Navy's helicopter fleet. The reason
being that the standard spare part lists for ail models concerned are
now being updated with respect to pricing and part numbers. We are currently reviewing your list of ground support equipment; however, to
accurately make firm recommendations, it wi11 take time to process this
requirement through our Service and Engineering Departments.
At such time that current spare part lists are available, I will immediately
send them to you. However, you must understand that these part lists are
prepared specifically to be used as guidelines for operators in fulfilling
their particular support requirements. And, in addition, keeping in mind
your request for support of the Imperial Iranian Navy's helicopters manufactured by our licensee Agusta, we must advise you that the parts manufactured at the Bel 1 facility in Fort Worth bearing Bell part numbers do not
in all cases conform to Agusta Bell part numbers^as they appear in Agusta
parts manuals.
We therefore feel that from Bell's standpoint and from the standpoint of
the Imperial Iranian Navy and yourself, a more desirable way to establish
an inventory and follow-on support would be through a provisioning or
selection conference. These discussions between the inventory analysts
of both parties would create a much more effective support program.
Considering the models 206A and 205A1 manufactured by our licensee Agusta,
an estimate of spare part sales per year cannot effectively be established
until this provisioning conference or conferences have been conducted.
Within the continental United States, a dealer should turn over his inventory approximately four (k) times per year. However, considering the
remote operation and wide range of models, etc., Air Taxi Company would
not expect this type of turnover rate until sufficient experience had been
developed.
I am certain that these discussions will develop specific ground rules
upon which an inventory and follow-on support for the Imperial Iranian
Navy's requirements could be effectively established.
591
BELL
H E L I C O P T E R COMPANY
Air Taxi Company
Page 2
21 January 1971
F11JEG:cmt:682
Bell is willing to undertake preparation of a proposed inventory and
support program based upon your decision. We wi11 however require a
reasonable period of time and some discussion prior to inauguration.
This will insure the best possible recommendation.
In response to your letter S/l3/10505 you have referred to an enclosed
.
specimen in Item 1. Unfortunately, due to some error we have not rel|
ceived the above mentioned item and as a result cannot comply with your
Iq
specific request. Upon receipt of the specimen letter which requires
V
consularization, we will be more than pleased to comply with your requestJ
In regards to your Item 2 may we suggest that you develop your own proforma.
This can be established on a plain sheet of paper and simply state
"Proforma" at the top. If a legalized proforma is required, the procedure
would be to send us your specific proforma for execution. We can legalize
your form or transfer it to Bell letterhead with a minimum of effort.
You will note that I have included sortie publicity material; however, in
no way does it represent a complete stockage. As it is the first of the
new year, we are preparing up to date production sales data and planning
guide books, etc. At such time that these documents are updated and a
sufficient quantity of the enclosed material is available, we will send
more to you.
Referring to your Item k we have enclosed a letter of credit checklist.
Strict compliance will prevent costly amendments and we recommend that
you assist the customer in establishing these letters of credit.
I hope this lengthy letter is sufficient to put us on the correct road
for smoother negotiations and adequate support for requirements. I am
anxiously awaiting the visit of Prince Chafik and will send you a report
concerning his visit. Looking forward to hearing from you soon.
Best regards.
Sincerely,
BELL HELICOPTER COMPANY
John E. Gallagher, Jr/
International Sales Representative
Enclosures
23-554 O - 78 - 38
592
AIR TAXI
M E H R A B A D
INTERNAL MEMO
^
b
c
^
M
OatoJ.a.n...3.Q...1.97.1 •
From
A.H. Zanganeh, Managing Director.
To
Roquosl
c-l
Prince Shahriar Chafik visited us on his return from
the United States. He expressed great pleasure from his
visit to BHC and particularly commented on his very
satisfactory flight with the Huey Cobra.
Following His Imperial Majesty's viewing of the film and
finding it very interesting we requested Prince Shahriar
to explain to His Imperial Majesty his experience at
the performance of the Huey Cobra 9 as well as the
capabilities of BHC. Later on we learned that His
Imperial Majesty had issued instructions to the interested
forces to study and evaluate the Huey Cobra helicopter.
Sgd..
A - 22A
593
AIR TAXI
INTERNAL MEMO
^
MEHRABAD
w
,
*
68992
611967
D
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tffis BELL
^ZJS HELICOPTER ..COMPANY
POST OFFICE BOX 482 • FORT W O R T H . TEXAS , -70101 .A teXtPOH^ (pOMPANV
\ A
In reply refer to:
F1:JEG:cmt:703
Mr. Khali 1 Iranzad
Sales Manager
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Dear Mr. Iranzad:
... -"
\ '•
"
This is to acknowledge receipt 6f your letters 20 and 23 January 1971*
We are doing all possible to comply with your requests and should have
some firm results within the next \two weeks. '
The AOG spares requirement for t h e \ m p e r | a l I r a n i a n Navy has been passed
to our Logistics Department for immediate action and we are presently
attempting to legalize those documents requested. It is estimated that
your request for pricing on the list of ground support equipment will be
ready within the week.
In reference to his Highness, Prince Chafik's visit to Bell, I am pleased
to report that he was most satisfied and expressed extreme interest in
purchasing six (6) Cobras as his primary objective. Secondly, he has
stated an additional requirement of twelve (12) 206A's and twelve (12)
205AJ helicopters. Recently we have received word that an interested
oil party located in Dallas would be willing to negotiate an oil barter
transaction up to fifty million dollars for the supply of helicopters to
the Iranian government. Any information concerning the present requirement or future requirement for helicopters for the Iranian Services would
be of help in keeping this oil interest alive.
On Tuesday the 2nd of February, we received an inquiry through the U . S ^
Army channels to provide a HueyCobra film and Huey Plus literature to
Colonel Abbaf Bahrami of Imperial Iranian Army Aviation in Tehran. The
abova material"will be sent to you under separate cover for presentation
to Colonel Bahrami.
In addition you will note I have included a certificate for his Highness
which we ask that you deliver to him.
Best personal regards.
Sincerely,
'
BELL HELICOPTER COMPANY
John E . Gallagher, Jr.
International Sales Representati
595
I*
TLX FT WORTH TEX 47/46 5 426
LT
AIR TAXI 1446 TEHRAINI RAN
%
REUR LETTERS S/13/10602 AND 10609 OF JAN 20TH AND 23RD CURRENTLY
REVIEWING A 0 G ORDER
FOR PRICE AND AVAI ALB I LI TY WILL A D V I S ^ T A T U S FEB 9
EXPECT TO AIRMAIL
LEGALIZED PROFORMA INVOCE FOR KITS WEEK OF FEB 15
DON POWELL COMM SPARES BELLCRAFT
COL 1446 S/13/10602 10609 20TH 23RD 9 15
596
r
6o J
FTH0913B.O496
UWTX FT WORTH TEX 41/36 8 955P
V)
LT
*
AIR TAXI 1446 TEHRAN
^
^ ^
li r
REUR ORDER S/13/10602 FOR IRANIAN NAVY ALlJj TEMS AVAIALBLE
FOR SHIPMENT TO'AL VALUE 4024.49 LESS 777.00 CREIDT LEAVING
BALANCE DUE 3243.49 PLEASE F O R W A R D
REMITTANCE
PRIOR TO SHIPMENT
DON PWELL COMM SPARES BELLCART
COL S/13/10602 4024.49 777.00 3243.49
597
FTH448
FTA87 A THERAN NEWYORK GMF600 0
WORTH TEX FTH385 GMF761/WUA285/5TH 426P LT AIR TAXI 1446
TEHRAN I RAN X 20 _YES ORDER FOR PRICE AND AVAILABILITY WILL ADVISE
STATUS FEB 9 EXPECT ETC X ALSO RD LAST OF SIG BELLCFRAFT CC
JACK GALLAGHER COML JKTG
^ti
x^djDUN
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^
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^
598
Olr^y
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FTH0173
BRUXELLES
85
9
1 4 0 5 DERA FFM P l / 5 0
LT AIR TAXI COMPANY
AIRPORT
MEHRABAD
TEHERAN
FOR MR A H
Z A N G A N E H STOP MR H O R S L E Y O F I N T E R N A T I O N A L M A R K E T I N G
BE V I S I T I N G YOU A P P R O X I M A T E L Y F E B R U A R Y
M E E T I N G HIM TEHRAN STOP R E G A R D S
BELL H E L I C O P T E R
lCbOBRUSSELS
479
AVENUELOUISE
BELGIUM
WILL
19TH TO C O V E R ALL A S P E C T S
HUNT GENERAL MANAGER
EUROPE
SAQ
599
ZCZC
FTH522/2/3789
URGENT
BRUXELLES
54
12
1721
VIA
DER
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URGENT
TAXI
COMPANY
MEHRABAD
AIR
AIRPORT
TEHERAN
FOR
ZANGANEH
VENDOME
FEBRUARY
STOP
BEIRUT
AND
REGARDS
COL
HUNT
20-23
IMMEDIATELY
YOUR A V A I L A B I L I T Y
ALSO
OF KHOSROWABAD
PLEASE
PLEASE
NAVY
GENERAL
BASE
ADVISE
STOP
MANAGER
FOR
CONFIRM
HIS
HIM ^BY
VIST
SAME
MANY
THANKS
EUROPE
BELL
AND
TO
HORSLEY
TEHRAN
CABLE
C/O
HOTEL
APPROX
20-23
LOCATION
BEST
HELICOPTER
COMPANY
600
AIR TAXI CO.
0\j4 - AT.*-
Mehrabad Airport
TEHRAN
i•XAY ]
[
40257
T.I. 68992
611967
MNVNY)
Cable Tehran AIR TAXI
Date
.?eb. 1.3,1791.
No
C A B L E
—»j\+£>
Yr. R.f
LT
M R HORSLEY
HOTEL VENDOME
BEIRUT (LEBANON)
GENTLEMAN WHO WAS FORTWORTH WILLBE IN TEHERAN 20/23
FEBRUARY PLEASE CABLE ARRAIVAL TEHERAN
REGARDS
AIRTAXI
• K
601
AIR TAXI CO.
- AT.*i'V&Y }
^A^^T [ cA*
Mohrabod Airport
TEHRAN
40257
T.I. 68992
611967
•\wv\y j
Cabla Tehran AIR TAXI
Date
No
F.eh.....l4,. 1971.
...oU
C A B L E
Yr. R«f
LT
BELLCRAFT
FORTWORTH TEXAS
(USA)
ATTENTION POWELL
REURCAB EIGHTH PLEASE AIRMAIL COPY INVOICE ENABLING
OBTAIN NAVYS APPROVAL BEFOREHAND
AIRTAXI
7/>
602
FTH547
CD FORT WORTH TEX 37/35 13^ 346P
LT
AIR TAXI 1446 TEHERAN
988
1043 REUR CABLE FEB 15 LTR ORDER S/13/10602 FOR
IRANIAN
NAVY AIRMAILING COPY INVOICE TODAY SHIPMENT BEING WITHHELD
PENDING REMITTANCE LETTER FOLLOWS REGARDING OUR
PROCEDURE
DON POWELL COMM SPARES BELLCRAFT
COL 1446 1043 15 S/13/10602
INVOICING
603
ti/u
»
97010
3/XO/71
13" i 13" 5"
l/l Ctn
!
A D V A N C E COPY
fbia in not an offiHal billing. It indicate!
material)* mM»-H have bece allocated fM
ihi|tmunt to vmu Use tor general iah
wlv
may occur before fla4
•hipnent is made. ; Prepaid nhipphfl
charge*, if any, wiii
frrigrfaaJj farefe*
Alii ''A'iCI COiiPAmMSHRAfiAD AIR.'OIVT
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604
Internal Memorandum
March 10, 1971
From:
K . Iranzad, Sales Manager.
Upon the arrival of M r . C . Horsley, Bell Helicopter's Rep- 1
resentative, Mr. Zanganeh requested me to put at Mr. Horsley s
disposal a private room in the premises of Air Taxi C o . as
well as other requirements such as a secretary, private car
with driver etc.
Meanwhile, in order to introduce him to our friends in the
various Government organizations, meetings with the following
were arranged:
1. MIO
General Toufanian and M r . Dehesh.
2 . IIAF
General Khatami, General Yazdanbaksh, General Azarbarzin,
Col. Ashari and Major Amir Ardalan.
3 . IIAA
General Ghandahari, Major Fahidi, Captain Vafai.
4 . IFJi (imperial Flight Hangar)
Major Shafaatpour.
5. U N
Prince Chafik, Col. Vali, Lt. Mirkhani (Maintenance)
and Lt. Mousavi (Training).
6. iHI
Eng. Toufanian (brother of General Toufanian).
7 . IIGF (Imperial Iranian Ground Forces)
General Minbashian.
Arrangements were also made for Mr. Horsley to meet U.S. Maag
and other American authorities concerned in Teheran.
605
AIR TAXI
INTERNAL
MEHRABAD
68992
MEMO
C-AfAaO
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606
In reply refer to:
06—HS:bjd~606
SALES
t.
L^jIRANZAD
CHIEF PILOT •—•
ACCOUNTS
I
M. RABif
PCRC.ON. & A D M .
Air Taxi Company
Mehrabad Airport
Theran, Iran
Reference:
MANAGING
DIRECT.
AGHAKH.-MI
A.
Z A N G I
'
^ T
Your letter S/13/10621 dated January 3 0 , 1971 with
attached circular letter
Gentlemen:
In our telex message 371 of February 18th, we stated quote
"letter follows regarding our invoicing procedure" unquote.
After a thorough review of the above referenced circular letter,
we wish to comment with our concurrance or objection to your
ercerpts by paragraph.
Paragraph A:
1.
Our proforma invoices (quotations) are prepared automatically by our IBM Oomputarized System. W e concur
with obtaining local legalization by our Chamber of
Commerce and forwarding the proforma to the Iranian Consulate
for certification. However 9 with regard to the discount,
our automated system is constant; either the discount
will be indicated on all proformas, or eliminated from
all proformas. We do not hold a manual control for
the discount.
2.
Shipment will not be accomplished prior to receipt
at Bell of the Letter of Credit.
3.
Our quotations normally indicate F.O.B. Fort Worth, Texas
as we are unable to arrive at the net and gross weight
prior to actually boxing the material for shipment.
However, we can supply estimated C & F charges.
Paragraph B:
Statements 1 , 2 , and 3 same as those of paragraph A .
607
^
Page -2
06-HS:bjd-606
BELL HEUCOPTER
ooMmNV
March 1 0 , 1971
Paragraph C:
1 and 2 same as paragraph A , excluding legalization
requirements*
Paragraph D:
Under no circumstances can w e supply you "No Charge"
invoices and debit your account with the value of the
spare parts. Our automated system indicates the true
value of the material on the commercial invoice. W e
are, therefore, unable to change the prices indicated on
the invoice, which is against our Bell Accounting System
Policy.
W e wish to again call your attention to the fact your
applicable discount must be either shown on all quota**
tions and/or commercial invoices, or omitted in which case
our Accounting Department will credit your account with
the applicable discount and mail you a statement each
month indicating your accured commissions.
Paragraph E:
With regard to engaging Messrs. Kuhne and Nagel to
handle your shipments, w e wish to advise that we have
encountered numerous delays in obtaining the required
shiping documentation after the shipment departs New
York. In view of this, w e suggest the airlines and/or
broker be left to the discretion of our Export Traffic
Department, who will in all cases choose the fastest
and most economical means for the arrival of spare
parts in Iran.
Further, we currently have material on order in the name
of Air Taxi for a total value of $5,194.77 (plus 2%
packing and handling charges) whereas your credit only
amounts to $777.72. In our message 169 of February 8 ,
w e requested your remittance be forwarded to Bell prior
to shipment. However, to date, w e have not received
your remittance.
23-554 O - 78 - 39
608
B E L L HELJCORHTER
Page -306-HS:bjd-606
commny
March 10, 1971
Paragraph E: (Continued)
We suggest to eliminate delay in delivery of spare
parts for your activity that you either forward your
remittance with your order or contact our Mr, T . R ,
Treff, Treasurer of Finance to establish an open
account payment arrangement.
We trust the foregoing information is understandable and that
you will be able to adjust to our Bell Management Policies.
Very truly yours,
BELL HELICOPTER COMPANY
E, H* Shelar
For m F . J . Miller - Manager
Spare Parts Department
609
15/03 0 6 . 2 4 ©
2331 SEMIRA TN
INTLX KWT P2
MOM TKS
REZAYAT K W T ©
2331 SEMIRA TN
REZAYAT KWT
KUWAIT
MARCH 15.
1971
MESSAGE NO.1780
TEHERAN
TLX 2331
FOR M R . HRSLEY
IS M R . HORSLEY STILL STAYING THERE?** ft «
PLS ANSWER
R U THERE PLS
IF CALLING LONDON ENROUTE PLEASE ADVISE ITINERARY AS WOULD
LIKE YOU M E E T OUR DIRECTOR F . W . HIGGINSON STOP
ALTERNATIVELY
SUGGEST HIGGINSON TRAVELS STATES MEET YOU AND SEE HARDWARE
PLEASE ADVISE ADDRESS AND DATE STOP WILL ENSURE B E S T POSSIBLE
ARRANGEMENTS FOR YOUR VISIT K U W A I T .
REGARDS
REZAYAT K W T O
2331 SEMIRA TN
ISTIASYBISE THERE PLS
TKS BIT
ROY
REZAYAT
610
KNIWEGEN BRU B
J5.3.1971
TWX NO 232
PLEASE CALL M R . IRANZAD - 668992 FOR C O L L E C T I O N .
AA
ARRIVED SAFELY AND MANY THANKS FOR A GREAT :F FINALE AND
ALTOGETHER A M O S T " I N T E R E S T I N G " TRIP."
BB
NEED BY RETURN TELEX A STATUS REPORT ON NUMBER OF REPTILES
ACTUALLY ORDERED BY EACH AND ALL OPERATORS AND NUMBERS
ACTUALLY DELIVERED IN COUNTRY TO DATE - NOT INCLUDING THOSE
BEING USED AT CAGA FOR TRAINING - MANY T H A N K S .
CC
HAVE BEEN UNABLE TO LOCATE MY LIST OF ITEMS NEEDED FOR ZOO
THAT WAS X E R O X E D , NOR A LIST OF THE LATEST 16 ITEMS REQUIRED
BY DRAGONFLYS WE DISCUSSED EARLY ON IN VISIT - APPRECIATE
YOU FORWARD TO FORT W O R T H .
BEST REGARDS
HORSLEY«&
2331 SEMIRA TN
KNIWEGEN BRU B T
,0K TKS SO MUCH .
VIA LDN DFDFDFDFDFDS>
2331 SEMIRA TN«S>
KNIWEGEN BRU B
KNIWEGEN BRU B E L G I U M .
ATT. MR HORSLEY
OVERWHELMINGLY ENJOYED YOUR ACQUAINTANCE.AND COMPANIONSHIP
HOPING BHC WILL REALIZE AND APPRECIATE YOUR TIRELESS EFFORTS
UNFORTUNATELY HAVE NOT BEEN ABLE COMPILE INFORMATION WANTED
WILL HAVE USUAL THURSDAY MEETING WITH OPERATORS AND WILL
IMMEDIATELY CABLE FORTWORTH DETAILS REQUIRED
LIST OF ITEMS NEEDED FOR ZOO MISSING WILL OBTAIN COPY AND
MAIL FORTWORTH ACCOMPANIED BY LIST OF SIXTEEN ITEMS BEST
REGARDS
IRANZAD.
2331 SEMIRA TN'MOM
RECEIVED MANY THANKS BIB I
^
CHQIS
CHRIS Bl Bt
$
^
611
H ELICORTER)
P O S T OFFICE BOX 4 8 2
• FORT WORTH, TEXAS
COMPANY
76101
A Textron 1 C O M P A N Y
1,8 March 1971
In reply refer to:
FlsJ£Gscmts760
Mr. A. H. Zanganeh
Air Taxi Company
Mehrabad Airport
Tehran, Iran
AO ;
Dear Mr. Zanganeh:
L>
1
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:
Enclosed you will find invitations to the Bell Helicopter Chalet
at the Paris Air Show to bo held May 27 through June 6, 1971. We
request that you send these invitations to the individuals you
submitted to Chris horsley. If you need a further supply of invitations, please let us know as soon as possible.
A restricted number of individuals will be invited to the Bel 1
dinner party simply because of a limited amount of space available. In view of this, we suggest that you submit to us the top
individual or individuals and their addresses and send your re«
quirements to us as soon as possible so that we may complete
these invitations.
Sincerely
BELL HELICOPTER COMPANY
—JOw.
. / J i u ^ y L X.
John E. Gallagher, J r .
Internationa! Sales Representative
Enclosure
612
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30/03 18.14 «&
2331 SEMIRA TN«
2331 SEMIRA TN
BELL HCPTR FTW
758229 BELL HELICOPTER CO FTW TEXAS
2331
SEMI RAM IS HOTEL
MSGNO 231
3-30-71 1223PM
—
*
LEASE CALL 668992 FOR COLLECTION OF THIS MESSAGE.
ATTENTION: K . IRANZAD
AA RECEIVED YOUR TELEX MARCH 25 WITH THANKS AND AWAIT ARRIVAL
SPARES LISTS AS EARLIER SPECIFIED.
BB NEED YOUR FULL ATTENTION AND CAREFUL PLANNING BASED ON BELOW
OUTLINED INFORMATION:
1. WITH STATED CONCURRENCE AND FURTHER CONFIRMATION OF
GAMEKEEPER AND WARDEN BHC PLAN TO ARRIVE TEHERAN APRIL 15/16
FORMALLY PRESENT AND PROPOSE THE BELL MODEL HUEYCOBRA.
2.
TO,
THE T^l WILL COMPOSE OF:
"MR. F M . S Y L V E S T E R — V I C E PRESIDENT
INTERNATIONAL MARKETING
MR. H . A. S T R K E R — M A N A G E R LOGISTICS SUPPORT O P E R A T I O N S /
M R . L . D . KUL I K — M I L I T A R Y APPLICATIONS ENGINEER
MR.C. P . B . H O R S L E Y — S A L E S REPRESENTATIVE
3. IN CO-ORDINATION WITH SERVICE CHIEFS ETC PLEASE PREPARE A
SCHEDULE AND PLAN FOR FULL SCALE BRIEFINGS AND MEETINGS.
MAXIMUM EXPOSURE ESSENTIAL TO ALL LEVELS. AND DETAILS REGARDS
..
LOCATIONS, INVITATIONS, TIMING ECt IN YOUR HANDS, THOUGH SUGGEST
APRIL 19 BE FIRST DAY OF BRIEFINGS, WITH APRIL 17/18 RESERVED
FOR MEETINGS WITH YOURSELVES AND MAAG.
CC SELF WILL ARRIVE TWO DAYS IN ADVANCE OF MAIN TEAM TO ASSIST
IN FINAL ARRANGEMENTS ETC. GENERAL TWITCHELL HAS BEEN ADVISED
BY LETTER OF THIS VISIT AND ALL PLANS WILL BE CO-ORDINATED CLOSELY Wff
MAAG.
DD FURTHER DETAILS TO FOLLOW BUT APPRECIATE YOUR AND CHIEFS
IMMEDIATE CONFIRMATION OF DATES AND GENERAL PLAN PROPOSED.
EE ZANGANEH HOTEL RESERVATION CONFIRMED ROYAL MONCEAU
DURATION OF AIR SHOW.
BEST REGARDS
HORSLEY
END CD
BELLCRAFT
2331 SEMIRA TAJ
FOR/'
613
2331 SEMIRA TN
TELEX IRTN 02_2fl2til 15.09
CAN I CALL TO TELEX NR 758229
FORT WORTH, TEXAS
(U.S.A) TKS PLS.
BELL HCPTR FTW
OUT GOING THN VIA
USA AT
1513 DFDFDF
2331 SEMIRA TN#
BELL HCPTR FTW
TELEX NR 758229 FORT WORTH TEXAS (U .S. A.)
BELL HELICOPTER CO.
ATTENTION HORSLEY
FURTHER TO MY TELEX OF MARCH 17 TOTAL NUMBER REPTILES CONSIST
SEVENTY TURTLES FIFTYTHREE LIZARDS ALLOCATED AS FOLLOWS. 510P
AA TURTLES FORTY SANDFLY, TWELVE DRAGONFLY, FOURTEEN GENDARM
FOUR BLUEFLY STOP RECEIVED AS FOLLOWS SEVENTEEN SANDFLY,
EIGHT DRAGONFLY, EIGHT GENDARM AND NO BLUEFLY
BB STATUS LIZARDS ALLOCATED AS FOLLOWS STOP FORTY FOUR SANDFLY,
FOUR IFH, ONE RLS, FOUR DRAGONFLY STOP RECEIVED AS FOLLOWS
TWENTY ONE SANDFLY , FOUR J£H* ONE RLS AND TWO DRAGONFLY
CC ALL FIGURES INCLUDE THOSE BEING~OsED AT CAGA FOR TRAINING
DD DUE NEWYEAR HOLIDAYSCAN NOT ACCOMLISH ANYTHING FOR A WHOLE
WEEK
EE GOOD LUD( BEST REGARDS
IRANZAD.
2331 SEMIRA TN«8>
BELL HCPTR FTW
DID YOU RECEIVED THIS MASSAGE WELL PLS
2331 SEMIRA TN©
BELL HCPTR FTW
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2331 SEMIRA TN4?
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TELEX NR 758229 FORT WORTH TEXAS
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BELL HELICOPTER CO^.
TTENTION HOR, ONE RLS AND TWO DRAGONFLY
-C
ALL FIGURES INCLUDE THOSE BEING USED AT CAGA FOR TRAINING
DD
DUE NEWYEAR HOLIDAYSCAN NOT ACCOMLISH ANYTHING FOR A WHOLE
WEEK,
EE
GOOD LUCH BEST REGARDS
IRAN2AD.
INTERNATIONAL MARKETING
D£P7~
MAR 22 '971
Uef. No... 2. <36*
.
2331 SEMIRA TNtf
SELL HCPTR FTW
DID YOU RECEIVED THIS MASSAGE WELL PLS
( .331 SEMIRA TN'2
BELL HCPTR FTW
BI
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File
615
MEHRABAD
Tel. :
40257
668992
661967
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17.3.1971
A
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TWX NO 234
A C T / C A L L
M R
R E P L Y
1 0
^
A N Z
A D 0 -F PHONE NO 668992 O R 661967 AND
MONDAY WITHIN 5 HOURS ELSE MY
REPORT CAN ONLY BE 9 5 PER CENT FINISHED . BEST REGARDS .
MR. HORSLEY®
2331 SEMIRA TN
KNIWEGEN BRU B
A
M Y
T E L E X
2331 SEMIRA TN
TELEX IRTN 0 1 27/03 16.26
CAN I BOOK CALL TO TELEX NR
PLS T K S .
MOMPLS
TKS SO MUCH DEAR SIR «0»
BELL HCPTR FTW
758229
FORT WORTH TEXAS (U.S.A.)
2BBQ.VSEM IA
VIA RCA 1625 GMT DFDFDFDDFDFDFD
2331 SEMIRA T N ®
BELL HCPTR FTW
TELEX NR 758229 TEXAS U S A
ATTENTION HORSLEY
FURTHER TO MY TELEX OF MARCH 17 TOTAL NUMBER REPTILES CONSIST
SEVENTHY TURTLES FIFTYTHREE LIZARDS ALLOCATED AS P O L L O W S . STOP
AA TURTLES FORTY SANDFLY, TWELVE DRAGONFLY, FOURTEEN GENDARM
FOUR BLUEFLY STOP RECEIVED AS FOLLOWS SEVENTEEN SANDFLY,
EIGHT DRAGONFLY, EIGHT GENDARM AND NO BLUEFLY
BB STATUS LIZARDS ALLOCATED AS FOLLOWS STOP FORTY FOUR S A N D F L Y ,
FOUR IFH, ONE RLS , FOUR DRAGONFLY STOP RECEIVED AS FOLLOWS
TWENTY ONE SANDFLY, FOUR IFH, ONE RLS AND TWO DRAGONFLY
CC ALL FIGURES INCLUDE THOSE BEING USED AT CAGA FOR TRAINING
BEST REGARDS
IRANZAD
2331 SEMIRA TN®
BELL HCPTR FTW
RI R I
617
TELEX
3-2^-71
0915
TELEX N O .
2331 SErlXRA
TELEX TOS
TEHEKAN IRAN
ATTENTIONi
OP&tftrcfz.
APPRECIATE YOU RETRANSMIT YOUR TELEX SENT MARCH 20 FROH IRANZAD
TO HORSLEY AS ONLY TART OF MESSAGE RECEIVED THIS END.
THANKS-
HORSLEY
BELLCRAFT
//52A
MANY
©
618
BELL
HELICOPTER
P O S T OFFICE B O X 462
• FORT W O R T H , T E X A S
70101
COMPANY
A tBXtTOIll C O M P A N Y
March 31, 1971
Fl:FMS:pb-3100
Major General H. A. Twitchell
Chief Armish - MAAG
APO New York 09205
Dear General Twitchell:
The Iranian Armed Forces have requested a technical and operational
presentation on the AH-1 "Cobra" armed helicopter.
Pursuant to that request, I plan to arrive in Tehran on or about April
16th and will be accompanied by the following Bell employees:
L. D. Kulik
Applications Engineer - Armed
Helicopters
H. A. Striker
Manager - Support Operations
C.P.B. Horsley
Representing Bell Helicopter - Brussels
You may recall that Mr. Horsley was a recent visitor to Tehran. I believe
that he met with you and members of your staff as well as with senior
officials of the Iranian Armed Forces. It was during Mr. Horsley's visit
that the Iranians confirmed and clarified their desire for a Cobra presentation.
Because of high density altitude conditions in Iran, our presentation will
cover both the AH-1G and the more powerful twin engine AH-1J model.
I have requested our representative in Iran, Mr. A. H. Zanganeh, to
arrange a tentative briefing schedule commencing April 19th. During the
two days or so between my arrival and the first briefing, I would like to
use whatever time you and your staff may have available to acquire a
better knowledge of the current and prospective helicopter situation in
Iran as you view it and to coordinate our activities with you.
619
0
BELL. H E L I C O P T E R
coMmiw
Fl:FMS:pb-3100
Page two
It seems appropriate to mention in this letter that the timing of Cobra
procurement is now the pivotal planning factor.
In April 1971 a final U.S. Military FY 70 production run of approximately
200* Cobras will begin. We have no indication of any follow-on U.S.
procurement. Therefore, in order to take advantage of the price of this
production run, it is necessary that customers place firm orders not later
than 30 September, 1971. This is requisite to the procurement of long
lead time components to mesh with any extended production schedule.
Later orders are susceptible to progressive and substantial price escalations generated by a combination of production rates and premiums attendant
to accelerated component procurement.
I am looking forward with a great deal of anticipation to this visit, which
I hope will open a program leading to the placement of American-manufactured
helicopters in the Iranian force structure. My last exposure to that part of
the world was as a member of a Pan American technical assistance team to
Afghanistan where I spent over a year. Prior to that I ran the Pan Am show
in Beirut with responsibilities in Syria and Trans-Jordan.
Needless to say, any comment or suggestion that you may have in connection
with our plans would be most welcome •
I look forward to meeting you in the near future.
Sincerely,
BELL HELICOPTER COMPANY
Frank M. Sylvester
Vice President
International Marketing
620
TELEX THN MOM
TELEX THN MOM
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«&
2 3 3 1 S E M I R A TN
TELEX IRTN 0 1 0 2 / 0 4 0 5 . 1 8
LINE TO F O R T W O R T H T E X A S TELEX NR 7 5 8 2 2 9
<5MOM V I A USA 5 / 2 0 D F D F
BELL H C P T R FTW
2331 S E M I R A TN
BELL H E L I C O P T E R C O M P A N Y F O R T WORTH T E X A S T E L E X NR 758229
ATTN M R H O R S L E Y
R E C E I V E D YOUR T E L E X MARCH 30 71 W I T H THANKS
AA A I R M A I L E D C O P I E S SPARE L I S T S
BB C O N S U L T E D W I T H WARDEN R E G A R D I N G P L A N N I N G A R R I V A L BHC T F A M
FOR FORMAL P R E S E N T A T I O N S N A K E , VJARDCN A P V I SEP ONLY MEET ING
GAMEKEEPER WILL BE -SUFFICIENT ON THE IRANIAN P A R T , 17TH
THROUGH 19TH APRIL IS S U I T A B L E tlMlNfi,
CC G A M E K E E P E R A N X I O U S L Y A W A I T I N G TO H E A R BHC D E C I S I O N AS R E G A R D S
CAGA S I T U A T I O N AND W A R D E N H O P E F U L H E A R I N G BHC D E C I S I O N A t
PLANND M E E T I N G .
~
DD A P P R E C I A T I N G MR Z A N G A N E H S H O T E L
RESERVATION
BEST REGARDS
Z A N G A N E H AND
DID YOU R E C E I V E O U R M E S S A G E ALL RIGH7
CELL H C 5 4 0 5 2
IRANZAD
621
BELLo
H E L I C O P T E R
POST O
OFFICI
F F I C E B O X 482
• FORT WORTH. TEXAS
76101
COMPANY
A TSFISSJ
COMPANY
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623
Dear Khalil,
As you can see from the attached letter plans and
progress is being made.
I leave all the advance in-country planning in your good
hands but suggest a few items to be covered.
1) Hotel reservations - suggest Semiramis (double room for
FMS) or Park Hotel. All 4 rooms on same floor if possible.
2) Car & Driver for duration of visit.
3) Office space at Air Taxi & Secretary.
4) 16 mm movie projector and 35 mm automatic slide
projector.
5) All Generals of importance informed. I will hand
carry formal invitations to be given out. I will arrive in
country 2 days in advance of others on April 14 from Kuwait.
I leave BHC next w e e k .
6) Select site to brief and decide whether it should be
to all three services together or separately etc.
1
The BHC - Agusta meetings went 'well and we are going to
do all that may be necessary to keep the market intact and to
ensure it remains with us for the future.
etc.
I look forward to being back and telling you all the news
Have secured the Texas Refinery Cmp for you.
This is going to be a most important visit, and the success
or failure of it will determine the way BHC will go in the
Middle East. So 9 good luck and counting on you & A.T.
As ever
Chris.
2 3 - 5 5 4 O - 78 - 40
624
AIR TAXI CO.
^U-ol
CS
Mohrabad Airport
TEHRAN
T«l.
40257
68992
611967
f'TAY )
y\\\rv )
Cable T.hran AIR TAXI
n
^ p r i l 1,1971.
S/13/1055
No.
...oU
Yr. Rof...
Mr. F. Sylvester,
Vice President International Marketing,
Bell Helicopter Co.,
P.O. Box 482,
Fort Worth,
TEXAS 76101,
U.S.A.
qJ
Dear Mr. Sylvester,
It is with hope and confidence that I communicate with you and
send this message and greeting from Teheran, for as I am sure
you are aware,the future for Bell Helicopter Company has great
promise here in Iran.
Before I go any further I must apologise for the delay in
remitting this letter to you which was due to the Iranian New
Year festivities coupled with holidays.
Agusta have 1 now nearly finished their initial deliveries of
1GO AB-206A s and 45 205A*s, and whilst the Imperial Iranian
Armed Forces aro receiving their aircraft with complete dedication and enthusiasm, the overall situation as time progresses
is deteriorating through the growing awareness of the poor
training and support being given. I am sure you will agree
that support is the key to market such sophisticated prouuets
as aircraft and helicopters, and the Imperial Iranian Armed
Forces are determined, to receive the very best. They ar? now
expressing much interest in looking to Bell Helicopter
in the States for this support in the knowledge that Bell are
highly experienced and capable of providing such support.
Initially, this may be a slow and limited programme of supplying
AGO items as Agusta sold in the original contract 1000 hours of
spare parts per aircraft, but within a couole of years we can
look to this as being enormous potential for Bell. This is
turther compounded by tfta llAt-'s undoubted desire to further
increase their fleet to. at least f 15C UH-1 type helicopters
and thoy talk of the Huev Cobra with great excitement, especially
since the very successful visit of Prince Shahriar Chafik to Bell.
V/e
all look forward to a demonstration of that aircraft here
i n
Iran.
Pto..
. »
f
625
AIR TAXI CO.
M«hrabod Airport
f )
TEHRAN
T«l.
40257
68992
611967
rwsrv)
[ Cjb
No..
..^Lt
Yr. R«f.
You will bo receiving various AOG item orders in the near future
and X do ask you to ensure that we receive an answer immediately
cn availability, anu if available, speedy dispatch and notification of same, as the IIAF will be financially penalising us for
any cables unanswered within throe days and items dispatched
not received withift fifteen days (excluding freight losses etc.)*
We had a very welcome visit from your Mr. Horsley last week, who
has helped us in many meetings with the IIAF to establish future
business and we all benefited from his knowledge, hard work and
enthusiasm. We look forward to his return and further support
and also we look forward to a visit perhaps from yourself to see
the situation as it stands and the remarkable potential that
exists.
Thanking you in advance and anxiously awaiting your early and
favourable reply 1 romain, with kindest regards,
Yours sincerely,
AIR TAXI COMPANY,"
A.H. ZanganeB,
Managing director.
AHZ/mgm
626
OOOM
ZCZCZ
FTH 556
TLX FORT WORTH TEX 49/45 1 855P
VIA WUI
LT
AIR TAXI
(1446)
TEHRAN I RAN
•6
t
REUR ORDERS S/13/10602 6147
FEB 8
FEB 18
5,392.13
S/13/10563
AND LTR MARCH 10
PLUS 2
FURTHER OUR MSGS
CURRENTLY HAVE MATERIAL TOTAL
PERCENT PACKING ON HOLD STATUS PLEASE
CABLE ADVISE INTENDED REMITTANCE DATE SAME
DON POWELL LOGISTIC CENTER BELLCRAFT
COL
1446 S/13/10602 6147
S/13/10563 8 18 10 5,392.13 2
627
AIR TAXI CO.
- aljT^-
M«hrabad Airport
f'XAY j
?A\\X j cA*
TEHRAN
40257
Tel. 68992
611967
ywsyv j
VERY URGENT
Yr. R«f
Dell Helicopter Company,
P . O . uox 432,
Fort Worth,
TEXAS 76101,
U.S.A.
Attention Mr. Ten Powell - Logistics Centre
Loar Sirs,
Vie are pleased to inform you that we had a very important meeting
with the Purchase & Procurement Department, who requested us to
ask you to submit (preferably hand-carried with yourselves) the
following proposals
1) Prooc.cn 1 for Two
Model 205A HoHcnnt»rg as per the enclosed
specifications including snare parts required for cne year based
on 480 hours p<?r year utilisation. This proposal should bo
addressed direct to the Purchase & Procurement Dept., Saltanaatabad, Teheran/Iran.
2) Pronosnl eovnrlnr» Ai.rfrnm»> Pnrt.s and spare parts as per enclosed
lists a Summary of which is as followsxi) Model 206A
Airframe Periodic Inspection Parts Requirements
ii) Model 205
Airframe Periodic Inspection Parts Requirements
iii) List No.SPD 206A
iv) List No. SPD 2C5
These parts are required for the Iranian Helicopter Industries
(I.I1.I.). Your proposals should be addressed to Iranian Helicopter
Industries, C/o Purchase & Procurement L-ept., Saltanaatabad,
Teheran/Iran.
tfc would like to draw your attention to the fact that similar
lists have been forwarded to the following sources for quotatiensj-
A -220
628
AIR TAXI CO.
Mehrabad Airport
T'TAY )
[ cA'
TEHRAN
T.I.
ab
Da
l
40257
68992
611967
rwsrv)
,an AIR TAXI
S !$ A
Vn/T0-2C-"CContd)
2.
yr. R«f..
-oLi
i Commercial Overseas
ii Armish Maag
iii Agusta
Therefore, our customer rocommonded that your prices should be as
low as possible in order to meet the competition.
r
V.e draw your particular attention to the quantity of each item
in the enclosed lists, which should be multiplied by the figures
appearing on the right as marked in red.
Yours faithfully,
AIR TAXI COMPANY,
K . Iranzad,
Sales Manager.
ccs Mr. C . Horsley
KI/mgia
End.
629
ENCLOSURE
2B
Auxiliry equipment and relevant provisions
-.Cargo hook .
> ..
,
Jr/Jbrt
. ;•
:
.
• Auxiliary fu el tank
• Covers'
Rear viey mirror
i Litter installation
(litters excluded)
(6)
Ground handling wheels <
.. External support
Adapter Kit
Provisions for the install,
of Missile SS 11
10)
Installation of SS 11 r Missile
excluded N*, A. > parts
SFOM 87 sight device
'
'
/
1£) 9 Provision for 4 machine gund,
| including hydraulic system 7
. J for quick elevation
<.
j
Radio Nav/equipment including:
J
^ ....
F M - A R C 131 with ID - 48
HF-SSB100
U H F - A N / A R C 51BX
'
ARA 50 - Homing
H e l m e t s HCU - 2AP
0A
Sfttfe/^fiv-
V
630
TAXi
AIR
CO.
Mehrabad Airport
r-xav i
tA
TEHRAN
T.I.
Da
40257
68992
611967
)
"C-
V T 3 / T U2D'
No
VERY URGENT
Yr. Ref
Bell Helicopter Company,
P.O. Bex 402,
Fort -.'forth,
TEXAS 76101,
U.S.A.
INTERNATIONAL.fiCJUXIINC..DtPJjl^i
APR 13 1971
j
Act:-": jfi&t&.j^Tfc/l
/
/
'
'ir.lo C
szf:
Attention Mr. Don Powell - Logistics Centre
Lear Sirs,
We are pleased to inform you that we had a very important meeting
with the Purchase & Procurement Department, who requested us to
ask you to submit (preferably hand-carried with yourselves) the
following proposals:1) Pronosal for Two (2) Model 2Q5A Helicopters as per the enclosed
specifications including spare parts required for cne year based
on 480 hours per year utilisation. This proposal should be
addressed direct to the Purchase & Procurement Dept., Saltanaatabad, Teheran/Iran.
2) P r o p y l cp.Vfri'np Ajyfrnrpo Pnxts and spare P3rts as per enclosed
lists a Summary of v/hich is as follows:i) Model 206A
Airframe Periodic Inspection Parts Requirements
ii) iV.odol 205
Airframe Periodic Inspection Parts Requirements
iii) List No.SPD 206A
iv) List No. SPD 2C 5
These- parts are required for the Iranian Helicopter Industries
(I. i i.I.). Your proposals should be addressed to Iranian Helicopter
Industries, C/o Purchase & Procurement Lept., Saltanaatabac*,
Teherar./Iran.
•c would like to draw your attention to tho fact that similar
lists have been forwarded to the following sources for quotations
A -2£S
631
,, TAXI
^SZj
CO.
I ^yU^Iyt. CS
Mehrabad Airport
t'lav)
TEHRAN
T.I.
4 0 2 5 7
6 8 9 9 2
6 1 1 9 6 7
[
r\\\?Y)
Qabl| Tehran AIR TAX|
le
^° S/r37ro2C (Contd)
jujU
Yr. Ref
I) Commercial Overseas
ii) Armish Maag
iii) Agusta
Therefore, our customer recommended that your prices should be as
low as possible in order to meet the competition.
V/e draw your particular attention to the quantity of oach item
in tho enclosed lists, which should be multiplied by the figures
appearing on tho right as marked in rod.
Yours faithfully,
AIR TAXI COMPANY,
N. Iranzad, C/
Sales Manager
f
cc: Mr. C . Horsley
Kl/ms m
Encl.
1
632
Mehrobcd
Airport
TEHRAN
T«l.
t • T&Y )
40257
68992
611967
pw^Y j
C o b U Tehran AIR TAXI
Dote
Yr. Ref
ENCLOSURE 2B
A u x i l i r y equipment and r e l e v a n t p r o v i s i o n s
for 205A M i l i t a r y Standard H e l i c o p t e r
1)
Cargo hook
2)
A u x i l i r y fuel t a n k
3)
Covers
A)
Rear view mirror
5)
Litter installation
(Litters excluded)
6)
G r o u n d handling w h e e l s
7)
External support
8)
Adapter Kit
9)
R a d i o Nav/equipment
(6)
including*
FM - A R C 131 w i t h ID - 48
H F - SSB100
UHF - A N / A R C 51 B X
A R A 50 - Homing
H e l m e t s H C U - 2AP
633
AIR TAXI CO.
Mehrabad Airport
TEHRAN
T'TAY )
40257
T«l.
68992
611967
y\\\ry)
C a b U Tehran AIR TAXI
d dtesyjs^iE!.
NO?/13/1925 m
Ye. Rof.
Boll Helicopter Company,
P.O. Dox 482,
Fort Worth,
TEXAS 76101,
U.S.A.
Attention Mr. F . Sylvester - Vice President, International
Marketing.
'Dear Sirs,
We refer to our recent telex messages copies of which are
enclosed for your immediate attention.
Vie must apologise for the delay in writing to you • this was
due to the Persian New Year Holidays.
Please find enclosed copy of the List of Tools required for
the Iranian Helicopter Industries.
We also enclose, herewith, photocopy of the Imperial Iranian
Navy's enquiry for sixteen (16) items of Ground Support Equipment. Please send us your quotations as soon as possible.
The Imperial Iranian Navy also invites your quotations for a
further fourteen (14) items of Spare Parts, as per enclosed
photocopy.
The agreement with the Imperial Iranian Navy regarding the
Open Credit Account in the amount of $10,0L0.— to cover
•AOG* orders, has not yet been signed due once again to the
New Year Holidays. Wo are pursuing the matter and hope to
finalise it in the near future.
With reference to your recent telex dated March 30, 1971,
/
we immediately contacted General Toufanian and Mr. Dehesh
V.
and briefed them regarding your forthcoming visit to Teheran.
/
As we telexed you on April 1, 1971, they were of the opinion
(
that the Huey Cobra presentation should be made solely to
\1
them. They believe that, contrary to your decision, the..... y
^
634
AIR TAXI C O
ol J* - jliTj*- ^nj
T'TAY )
J A W !cA*
cA*
Mohrabad Airport
TEHRAN
r\\\?Y )
C a b U Tahron AIR TAXI
Dat.^.6^71..
No. S/.1371025....(Contd)
Yr. Rof
j / O Of
« jflf
2.
oLi
minimum exposure is most advisable. As to the timing, locations
and invitations, we assure you that the necessary arrangements
will be made by us.
Incidently, for your information tho Agusta team will be in
Teheran during the 12th through 14th April. Therefore, your
proposed schedule is quite in order. V/e are very pleased to
hoar that Mr. Horsley will arrive two days prior to the arrival
of your main team. »'e will try to coordinate the plans with
Mr. Horsley in the best way possible.
Finally, v/e appreciate your endeavours in arranging the
hotel accommodation for our Managing Director at the Royal
Monceau Hotel, Paris, for the duration of the Air Show.
Yours truly,
AIR TAXI COMPANY.
K . Iranzad,
Sales Manager,
cct Mr. C . Horsley
Kl/mgm
635
hir& 9t th*
rM.rh rr*rrt H r*"* In Xr"^
T U R B
C»L<$lB5 71ztas« QaiU AawrrSly AND CO* CMT O n
Cat Eajb to Snao* iHflmnwrt
t&oss* C&4 OBtc> Caoeeal Esjafc Qalll
Plato Acs?,
C ^ p Crij Cjadaj
DlociCsc®
CZ?*CCC2C3
ttwailwia
A t i ^ r r t Flsfteao
Caldlas JTlstss?
Cato
t&rcss^
3/2 Csa? Ess East CSaad SC3
CiawU <CC3)
Kfa Z2z2> K o Z U a Inc^ocUca
F ^ n i a Saspectloa p )
Tail Esto? Qlate Palsmgfiag
Sis ErJa n ^ U £C3
Cataciaj Saol
rtfl
ftoOla
la^cttca
StfJ
ZB£79« Sbol vitb toajajutaar
CO,
Coar Cos Scat fitesfl
Balaaolcc P&taso Sail Catoy.Clfitift
Dlsia Calcsdnj Seal
Attrs^o C:as=»Co Kaaasa q/S> <£S3)
?istis« (Final Asa?)
Attrcssa A U t e e e t e Steua* SUC* Cas 7 U m
G3t
S w * C3o&4
636
AIR TAXI CO.
Mthrabod Airport
TEHRAN
T«l.
t
)
[ cA
r\\\ry l
40257
68992
611967
Cable Tehran AIR TAXI
D o ^ l
No
Yr. R«f
» J jOf
*Jgj,
- oLi
LT
BELLCRAFT
C A B L E
FORT VERTH
TEXAS (USA)
ATTM LCN PC-VELL REURCA8 APRIL1ST PLEASE Y/ITNHOLD
SHIPMENT NAVY CKLERS ALURESSED AIRTAXI ATFAIT UNTIL
NAVYS OPENCREUIT CONTRACT SIGNED
637
H E O O O F ^ i n H R o c w . m ^ jen v
n acx «M • rw? «w>m want ren» « J *-'
JIPCNT LICF.NUE
J L J .
HO A TYCS COMT.
AIR TAXI COI-SPAMY
MEI5EAPAD AIRPORT
TEIEATJ, SRAH
ATTENTION:
I CUI'T. OIIOKU F O
r.|vt4oT!if -«i;;>) fug:.a
( KCT WT FANE TSRL CT'WT.
Mi. A . H . S^GANEH
I-MAGI1'JG D'IRF.GTOa
205A Xfointenasice end <Overhaul
Lz
tf/C
N/C
206A Maintenance and Overhaul
N/C
N/C
205A
Part.il Catalogues
ll/C
ll/C
2OCA Illustrated Parti Catalogues
N/C
N/C
f
17 m .
574
!!
AB0V3 ussm ASS o?
P-IODUC? on MBIACSUEE OF teg mix'to STATES.|
THE53 C&t-fcCSISiaa iXOEITftb ?JZ '(J.C. FOR TJIsicKVSF. B j t e t a c i ! i m s .
DXVSK0XG17 COm^AE? 30
2T.OIIS3I53SD. j PARTS f=0H TKIG XltfOXCE UEPJ3
tailtfFACSGPJSD WI BSXL ES&iCOPmt CO. 03. X2S|SUPPLIERS It? ACCOISQAHCE
OTI AmiCABTS DESXGLT Ato moc^S SPEGXMASXCIT liKCUiSBi^ra.
... I^VOXCB
...
__ . II. " — .
I
I
A m o r o s o p i a ^ i g ^ m j s , nax. m ^ i c o p m c ^ P A m :
638
AIR TAXI C O
Mohrabod Airport
TEHRAN
T'XAY )
J uiL*
y\\\yy)
of
. ^jO;
Dat
*~s7l37rO'3'I"
No.
Yr. Rof.
OLA
Bell Helicopter Comapny,
P . O . Box 482,
Fort Worth, TEXAS 76101,
U.S.A.
Attention *
M r . D . Mitchell
Administration Manager
Dear Sir,
W e acknowledge with many thanks receipt of twenty (20) sets
of publications relating to 205A and 206A helicopters as per
enclosed invoice which we have signed.
Please arrange to send us additional maintenance and overhaul,
illustrated parts, catalogues and price lists of all your models
including 212 and 47 series of helicopters.
Thanking you in advance, we remain.
Yours faithfully,
AIR TAXI COMPANY
CC:
M r . Chris Horsley
639
0 7 / 0 4 . 19.40 ©
2331 SEMIRA TN
2331 SEHIRA TN
7 5 8 2 2 9 BELL H E L I C O P T E R CO F T WORTH TEX M S G 4 5 4 - 7 - 7 1 1125AM M S b 4 5
9 5 1 - 2 3 3 1 SEMI RAM IS HOTEL
ATTN
TEHRAN
IRAN
K . IRANZAD, T E L . N O . 6 6 8 9 9 2
AA
M A N Y T H A N K S YOUR T E L E X APRIL 1 AND C O N T E N T S D U L Y N O T E D .
BB
APRIL 1 7 - 1 8 WILL BE S P E N T IN GENERAL D I S C U S S I O N S AND
P R E P A R A T I O N S AND APRIL 19 THE F I R S T DAY O F B R I E F I N G S .
CC
M A I N TEAM STILL P L A N N I N G A R R I V A L , E V E APRIL 15 AND SELF
EVE 1 4 T H . A P P R E C I A T E C O N F I R M A T I O N O F HOTEL R E S E R V A T I O N S .
BEST R E G A R D S
HORSLEY B E L L C R A F T T
END BLft
2331 SEMIRA TNM
2 3 - 5 5 4 O - 78 - 41
640
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TEHRAN I RAN
612
PLEASE O B T A I N ACCORDANCE WITH
I N S T R U C T I O N FLY
LEAF
FORWARD OUR A T T E N T I O N TO SUPPORT OUR A P L I C A T I O N
EXPORT L I C E N S E PLEASE CABLE A D V I S E APPROXIMATE
WE W I L L R E C E I V E FORMS
DON POWELL L O G I S T I C
BELLCRAFT
COL 1446 3
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FOR
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r
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END FLFT
*
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SATURDAY
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642
AIR TAXI CO.
^S^^^K^i
TEHRAN
T«l.
t'TAY
r\\\rY )
SfcMrt'.'lWfi
Date
C A B L E
Yt. Raf.
j
l
m \ T i [ cA*
40257
68992
611967
No
y>
- iUT^-
Mehrabad Airport
BELLCRAFT FORT WORTH
TEXAS (USA)
ATTENTION HORSLEY
HOTEL RESERVATION MADE SEMIRAMIS
AIRTAXI
CS
643
•/-JRLDWIDE LIMITED
OOX M
AU.KNTOWN. PENNSYLVANIA IIIOI
MY CCNTRKX # IS
„
TKL*X NO. 0«*>74S*'
April 8, 1971
John E . Gallagher, Jr,
Representative
,'lntscnational Sales Re
pre*
* f.LeLI-Helicopter f fCompany
Li:
1 P.-Jh^Sax 482
if^H /-'/
fort Worth, Texas 76101
Dear M r . Gallagher:
One of our service engineers just returned to
ALLentown from Iran and brought with him your film on fire
suppression with helicopters. I only had a few minutes
to speak with him, but I understood that comments
concerning the discussions of your film were very
favorable and that the J^&JDejj^rjQq^^
is still
interested in the entire project.
I have today forwarded the film marked to your
attention via parcel post and I would appreciate your
acknowledging receipt. I have additionally insured the
shipment for $100.00 and trust that this will cover the
expenses in the unlikely event that it is misplaced o r
lost.
As mentioned earlier the whole fire equipment deal is
still very active and I will keep you advised of our
progress.
Very truly yours >
sat
644
AIR TAXI
INTERNAL MEMO
MEHRABAO
Oot^prU.jg.1971
From
etjb
A . H . Z a n g a n e h , M a n a g i n g Director,
To
Roquost
U p o n receipt of B e l l Helicopter's telex No»231 dated
M a r c h 30 1971 regarding the arrival of the Bell* team
concisting of the following:
1. M r . F.M. Sylvester
2. "
H.A. Striker
3.
L . D . Kulik
4.
C . P . B . Horsley
X immediately approached G e n e r a l K h a t a m i , C - i n - C IIAF
and also G e n e r a l Toufanian of the M I O , and personally
related the purpose of the visit of Bell's team to I r a n .
C o n t r a r y to B e l l ' s decision to make a m a x i m u m exposure and
w i d e p u b l i c i t y , both G e n . K h a t a m i and G e n . Toufanian
as w e l l as M r . D e h e s h , agreed w i t h m e that Bell should
play a very low key and only-coordinate and adhere to
further guidance/instructions w h i c h w o u l d be given to
them.
»UJ
Action Taken
Sgd...
645
AIR TAXI
INTERNAL MEMO
MEHRABAD
From
R«qu«tt
To
oAfAdU
/.
.>s/s
/. Mr-
^
c r ^ ^
Action Tok.n ^
^
^
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i
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{
O
JOHN E. GALL-AHER, JR.
INTERNATIONAL SALES :R?3T>RCCCNTATIVC
CD
;
DEE E. MITCHELL
INTERNATIONAL MAVtKETINO * ADMINISTRATION
©
/-?//971.
/S-ZZfjp'uc'V
BELL. HELICOPTER C O M P M N V
L
F B A N K
M .
SY^YIA
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HARRY A. A . S T * * ^ *
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BELL. HELlCCf ER COMRMW
1903 DELTA DRIVE
ARLINGTON. TEXAS 78018
Ms*}
/J,
C H A H L E S R. R D D N I N O
Vl • i '
VICE PRESIDENT, PROGRAM MANADfyri
^LjMV t
V.H. H t u w r
« • i
GENERAL MANAGER— EUROPE *
iff B E L L H E U C O P T E R c
}
« «•>
PORT W O » T H , T I , * »
i
AVENUE LOUISE — ICS) BRUSSK12 - TEL 49.99.01 .'49J9.0 J
/f-2.3
^ ^
1 BELL HELICOKIfcW
LEONARD IT D. KIUK
APPLICATION-IDN CNCIKCW
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ETC HW CLEAN COPY
1446
TEHRAN
PLS O B T A I N 3 C O P I E S F C - 8 4 3 FORMS FROM NEAREST
EMBASSY COMPLETE
AMERICAN
IN ACCORDANCE WITH INSTRUCTION FLY LEAF
FORWARD OUR ATTENTION TO SUPPORT OUR A P P L I C A T I O N FOR EXPORT
L I C E N S E PLS CABLE ADVISE APPROXIMATE DATE WE WILL R E C E I V E FORMS
DON POWELL L O G I S T I C CENTER BELLCRAFT
COL L T 1446 3 F C - 8 4 3
Jl^i) ^S
648
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1446
CHRAN IRAN
FURTHER MASG A P R I L
6 PLEASE CABLE PLEASE CALE
APPROXIMATE DATE WE WILL R E C E I V E FC 843 FORMS
FOR SUPPORT OUR A P P L I C A T I O N EXPORT
DON POWELL CONNSPARES
BELLCAFT
COL 1446 6 FC 843 POWELL
L I R E POWELL
CONNSPARES
CONNSPARES
LICENSE
ADVISE
649
Iiiceriuw
From:
K.
Iranzad,
Sales
tub,:, -
Manager.
During the one-week s t a y in
the f o l l o w i n g gentlemen,
Mr,
H
Iran
April
of
the
BHC t e a m ,
which
24,
1971.
consisted
of
Sylvester
Striker
Kulik
Horsley
a s p e r Mr. Z a n g a n e h ' s i n s t r u c t i o n s t h e f o l l o w i n g a r r a n g e m e n t s s h o u l d
a l w a y s be m a d e a v a i l a b l e
f o r BHC w h e n e v e r t h e i r r e p r e s e n t a t i v e s
visit
I r a n , "Free of any c h a r g e "
A l f i TAXI AIRCRAFT « « ">any a s r e q u i r e d
Private cars with drivers,
F i l m and s l i d e
projectors,
Office space in AirTaxi Co.Js premises
s e c r e t a r y and w e r e p u t a t t h e i r
disposal.
1.
I met t h e team
at 23•59hrs.
on t h e i r
arrival
at
Mehrabad
Airport
April
IS
1971
2.
M e e t i n g w i t h M r . D e h e s h i n h i s o f f i c e on A p r i l 1 6 f o r t h e i r
i n t r o d u c t i o n and a l s o a r r a n g i n g and makirg an a p p o i n t m e n t t o m e e t
Gen T o u f a n i a n a n d o t h e r p r e l i m i n a r y a c t i o n s on - H u e y & M u e y C o b r a
program in I r a n .
3.
M e e t i n g i n A i r T a x i C o . a t 9 am on A p r i l 1 7 1 9 7 1 . L e n g t h y d i s c u s s i o n s c o n c e r n i n g t h e i m p l e m e n t a t i o n of B e l l H e l i c o p t e r C o . • s
p r o g r a m m e , f a c t f i n d i n g a b o u t A g u s t a ' s a c t i v i t i e s and p r e s e n t a t i o n
of t h e Huey Cobra h e l i c o p t e r t o t h e Commanders of t h e I r a n i a n
Armed F o r c e s e n s u e d .
I n t h e a f t e r n o o n of t h e same d a y an a r r a n g e m e n t w a s m a d e f o r t h e BHC t e a m t o v i s i t G e n T w i c h e l l a n d Gen P a t t o n
of t h e U . S . Maag.
4.
On A p r i i 1 8 1 9 7 1 a m e e t i n g w a s h e l d i n t h e MIO o f f i c e w i t h t h e
p a r t i c i p a t i o n o f Gen T o u f a n i a n a n d Mr. D e h e s h .
At t h i s m e e t i n g t h e
Huey Cobra H e l i c o p t e r was p r e s e n t e d t o t h e G e n e r a l who was c o n s i d e r a b l y i m p r e s s e d and i n d i c a t e d t h a t i t i s t h e i n t e n t i o n of t h e I r a n i a n
G o v e r n m e n t t o e v a l u a t e t h i s h e l i c o p t e r and m o s t p r o b a b l y p u r c h a s e
Huey Cobra h e l i c o p t e r s i n t h e n e a r f u t u r e .
5.
A p r i l 1 9 1 9 7 1 w a s v e r y a c t i v e a n d p r o d u c t i v e d a y s t a r t i n g f r o m 8 am
w h e n a m e e t i n g w a s a r r a n g e d w i t h t h e U N a u t h o r i t i e s n a m e l y Adm.
A r d a l a n ( L o g i s t i c s ) and C o l . V a l i (Commander of N a v a l A v i a t i o n ) a t
the U N Headquarters.
At 1 0 am a n o t h e r m e e t i n g w a s h e l d i n t h e I I A A
h e a d q u a r t e r s w i t h G e n . G h a n d a h a r i , C i n C , and M a j o r T o h i d i
(Material).
At b o t h t h e a b o v e m e e t i n g s l e n g t h y d i s c u s s i o n s w e r e h e l d c o n c e r n i n g
t h e f u t u r e p r o g r a m m e s o f BHC i n I r a n a n d p r e s e n t a t i o n o f t h e H u e y
Cobra h e l i c o p t e r .
The t e a m r e t u r n e d t o A i r T a x i C o . a b o u t n o o n .
A f t e r a q u i c k l u n c h , a s p r e v i o u s l y a r r a n g e d , Mr. Z a n g a n e h p i l o t e d
an A e r o C o m m a n d e r a i r c r a f t a n d f l e w t h e t e a m f r o m M e h r a b a d A i r p o r t
t o D o s h a n T a p p e h A i r B s e , t o m e e t Gen K h a t a m i C i n C I I A F and o t h e r
high ranking o f f i c e r s .
The n e c e s s a r y c l e a r a n c e s h a d a l r e a d y b e e n
a r r a n g e d by Mr. Z a n g a n e h .
A f t e r p r e l i m i n a r y i n t r o d u c t i o n s o f t h e BHC t e a m r e g a r d i n g
their
programme i n I r a n , d i s c u s s i o n s -took p l a c e i n a f r i e n d l y atmosphere
650
f o r a b o u t an b o u r and a h a l f *
Gen K h a t a m i g a v e v e r y i m p o r t a n t
and u s e f u l q u i d a n c e and a d v i c e f o r t h e f u t u r s a l e s of a Huey
Cobra.
The BUG t e a m w e r e v e r y i m p r e s s e d .
e
At t h e e n d o f t h e m e e t i n g t h e y r e t u r n e d w i t h t h e same a i r c r a f t
t o A i r T a x i ' s p r e m i s e s a t Mehrabad A i r p o r t .
6.
On T u e s d a y A p r i l 28 1 9 7 1 a t 7am a A i r T a x i A e r o Commander A i r c r a f t
w a s s c h e d u l e d t o f l y t h e t e a m t o I s f a h a n a c c o m p a n i e d by m y s e l f .
A r r a n g m e n t s w e r e made f o r a p r i v a t e c a r a n d h o t e l r e s e r v a t i o n s a t
t h e Shah Abbas H o t e l f o r o v e r n i g h t s t a y of t h e t e a m .
Immediately
on a r r i v a l I t o o k t h e t e a m t o t h e IIAA B a s e M a j o r Emadi (Commander
of t h e B a s e ) and M a j o r F a r r o k h s e r e s h t ( M a i n t e n a n c e ) who a r e c l o s e
f r i e n d s , g a v e u s a warm r e c e p t i o n and t o o k t h e team on a t o u r o f
the base i n c l u d i n g the s p a r e p a r t s s t o r e , w a r e h o u s e s , hangars e t c .
( I I A A a i r c r a f t a r e b e i n g m a i n t a n i n e d by A i r T a x i C o . ) .
In the
m e a n t i m e , we w i s i t e d L t . C o l Don A. B u t l e r , U . S . Maag Rep a t t h e
IIAA and Mr. M a r t i n O ' L e a r y , A v c o L y c o m i n g T e c h Rep o f IIAA a t
Isfahan.
The BHC t e a m d i d c u s s e d a l l p r o b l e m s of m u t u a l i n t e r e s t .
M a j o r Emadi e x p r e s s e d h i s a p p r e c i a t i o n a t t h e B e l l T e a m ' s v i s i t
t o t h e b a s e and he p u t h i m s e l f a t t h e d i s p o s a l o f t h e team f o r
a n y o t h e r a s s i s t a n c e , he e v e n p e r m i t t e d t h e t e a m t o f l y o v e r t h e
b a s e and t a k e p h o t o g r a p h s of t h e b a s e and e n v i r o n m e n t i n o r d e r t o
have f u l l i n f o r m a t i o n about B e l l ' s k n o w l e d g e .
7.
On W e d n e s d a y A p r i l 2 1 1 9 7 1 a f t e r 36 h o u r s o f s t a y i n I s f a h a n on
a v e r y u s e f u l f a c t - f i n d i n g and f a m i l i a r i z a t i o n t o u r a s w e l l a s
m a t t e r s p e r t a i n i n g t o A g u s t a ' s a c t i v i t v and p o s i t i o n down t h e r e ,
t h e t e a m r e t u r n e d t o T e h e r a n w i t h t h e same a i r c r a f t *
651
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INTERNAL MEMO
MEHRABAD
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611967
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H E L I C O P T E R
POST OFFICE BOX 482 • FORT WORTH, TBEXAS
J
/
? • r-| ""
COMPANY
7610T
- A
Fl:FMS:pb-3119
textronl
COMPANY.
April! 13 ,'1971- : 1
fx.
Mr. A. H. Zanganeh
Managing Director
Air Taxi Company
Mehrabad Airport
Tehran, Iran
CH.Cr riLC 7 |
i f" • ^
"u. H .r,
M. AY'j<)»,
Z7M/
M. R'Bil
ADM.
Dear Mr. Zanganeh:
• ^ ••< .i • c : r
•:. Z/ i
In the interest of providing improved support and closer liaison for your Bell
Helicopter marketing efforts, sales management responsibility for your territory,
Iran, has been transferred to the Bell Helicopter office in Europe, of which Mr.
V. H. Hunt is General Manager. The address of this office is:
Bell Helicopter
479 Avenue Louise
1050 Brussels, Belgium
Telephone:
Telex:
49 99 01 & 02
846 24588 "KNIWEGEN"
As future contact should be made with Mr. Hunt, we ask that henceforth all
correspondence and communications previously directed to International Marketing in Fort Worth be directed to his attention at the office in Brussels . That
office is capable of providing full support locally, and in addition, has excellent
lines of communication with all departments of the factory in Fort Worth. However, you are encouraged and requested to continue to communicate directly
with the Logistics Center and Service Department at Bell Fort Worth on all matters
pertaining to spare parts orders and technical assistance.
We are confident this change in organizational structure will serve to expedite
communications, facilitate and increase personal contact, and be mutually
beneficial in meeting our sales goals.
Sincerely,
BZ£L1^LICOPTERJJOMPANY .
M ' A x J L n S ^ f e Frank M. Sylvepter/
Vice President
International Marketing
2 3 - 5 5 4 O - 78 - 42
656
iU
BELL HELICOPTER COMPANY
April 28, 1971
Fl:FMS:pb-3127
AIDE MEMOIRE
SUBJECT:
IRAN COBRAS
REFERENCE:
TELECON - Horsley (Iran)to Sylvester (Fort Worth)
Chris Horsley called to advise on the following points relevant to the Iranian
Cobra program:
1)
Lt. Gen. H. Toufanian - C . G . of the Iranian Military Industrial
Organization - who reports in that capacity directly to the Shah
and is responsible for all military procurement - and Gen.
Minbashian - Commander in Chief, Iranian Ground Forces - have
met with the Shah and have come out strongly in favor of Cobra.
His Majesty has asked the MAAG - Maj. Gen. Twitchell-for
recommendations as to how they should proceed.
Twitchell - who has less than 60 days to go before retirement has replied that he is not in a position to either answer the
question or make any decision in this matter and is going to refer
the matter back to the Pentagon. Just where in the Pentagon is
not known at this point in time.
Brig. Gen. O. Patton, Chief of Army Section, has informed
Horsley that his group is convinced of the Iranian intent to buy
Cobra.
Gen. Khatemi - C in C, Iranian Air Force, has also reported to
the Shah as being in favor of Cobra for the Air Cav Mission.
2)
The special film strip for the Shah which we agreed to prepare
on a "time-is-of-the-essence" basis is now urgently needed,
and both Gen. Toufanian and Dehesh have said that it would be
highly useful to them and advantageous to us if Len Kulik could
hand-carry the film to Iran prepared to brief others in the Iranian
Forces and that it is probable that the Shah would wish to interview Len directly.
3)
Ambassador McArthur has also seen the Shah in our behalf and
reports a favorable reaction.
657
BELL- HELICOPTER
Fl:FMS:pb-3127
Page two
4)
Corrado arrives Teheran on Friday, April 30. When he has
covered the same bases that we did, we can expect to hear
from him.
5)
Gen. Toufanian and Dehesh requested us to leave Horsley in
Teheran through the week ending April 30 and have now requested
a seven day extension to this to which I acceded.
Frank M. Sylvester
Vice President
International Marketing
cc:
J. F. Atkins
H. W. Weichsel, Jr.
V. H. Hunt
W. J. Yates
R. B. Kenworthy
L. Kulik
R. L. Ramsey
658
AIR TAXI CO.
iS-ZKJJU^y.^Sy.
Mahrabod Airport
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BELL HELICOPTER COMPANY
MODEL UH-1D BOOK
BELL HELICOPTER BOOK
MODEL 2 1 2 BOOK (SEPTEMBER)
1970
BELL JET RANGER BOOK
ROTORWAYS MAGAZINE (VOLUME 2-NUMBER 3)
RECOMMENDED INITIAL STOCK OF SPARE PARTS ( 2 0 5 A - 1 )
AIRFRAME PERIODIC INSPECTION PARTS REQUIREMENTS ( 2 1 2 )
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BELL HELICOPTERS MAGAZINE
MODEL UH-1D BOOK
JET RANGER SUMMARY REPORT
ROT ORWAYS MAGAZINE (VOLUME 2 - NUMBER 3)
RECOMMENDED STOCK OF SPARE PARTS ( 2 0 5 - 1 )
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BELL HELICOPTER
IMPERIAL IRANIAN
COMPANY
BELL HELICOPTER MAGAZINE
J E T RANGER (SUMMARY REPORT)
U H - 1 D HELICOPTER BOOK
ROTORWAYS
(VOLUME 2-NUMER 3 )
RECOMMENDED STOCK OP SPARE PARTS MODEL ( 2 0 5 A - 1 )
RECOMMENDED INVENTORY FOR COMPONENT OVERHAUL ( 2 0 6 A ) •
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MODEL 205 AND 206A EXPECT TO A I R M A I L FORMAL
QUOTATION WEEK OF MAY 10
DON POWELL L O G I S T I C
CENTER
BELLCRAFT
COL LTR S/13/1020 3 205 206A 10
?
663
3CELL. H E L I C O P T E R c o m p a n y
POSt OFFICE BOX 487 • FORT W 0 R T H, T E X AS 76101
!
rPANK M . S "'i A ---rr.R
VICE P N C ? I P R H T - . N T R N - ^ .
.IMAL MAQKCTINO
M
a
y
5
, 1
9
7
1
General I.'. . Khatemi
Commune
in Chief
Tmp-sri'-.l
r,i v«n Air Forces
D o ;h..) • - -.ppoh
T o n e r . :i\n
Dear Go:
Khatemi:
I want to o::prcss my sincere appreciation for the time you spent
with mo -incl my a s s o c i a t e Mr. Horsley, together with Mr. A.
Zanganeh in your office on April 20th. The background and
insight that you gave me on the Iranian Air Force in particular and
the Irani ..i Torces in general was extremely interesting and of
great v a l u e .
I am sincerely grateful and hope to s e e you again on the o c c a s i o n
of my next visit to Iran which, for both b u s i n e s s and personal
r e a s o n s , I hope will be s o o n .
Yours respectfully,
rMS:pb-3142
664
REUR C A B L E
13 MAY FOUR TWO U H - 1 N H E L I C O P T E R S
FOR
IIAF
U
BY VIRTUE OUR L I C E N S I N G AGREEMENT W I T H AGUSTA
P R O V I D E S AGUSTA
EXCLUSIVE
R I G H T S FOR 2 1 2
IN
;WE ARE UNABLE
TO QUOTE A V A I L A B I L I T Y
IRAN
STOP HOWEVER T H I S DOES NOT PRECLUDE
R E Q U E S T I N G U S G O V T FOR T H I S
TO GOVERNMENT
REGARDS
COL 13 212
UH-IN
UH-IN
BELLCRAFT
OR D E L I V E R Y
IRANIAN
OF
UH-IN
GOVERNMENT
I N F O R M A T I O N ON GOVERNMENT
B A S I S AS P R O V I D E D
KENWORTHY
WHICH
SALES
IN L I C E N S E
AGREEMENT
©
"
665
BELL
KHELICOPTER
P O S T O F F I C E B O X 482
• FORT WORTH, TEXAS
70101
COMPANY
A teXtroM
COMPANY
10 May 1971
14:LDK:lfp-682
Khalil Iranzad
Sales Manager
Air Taxi Company
Mehrabad Airport
Tehran, Iran
hi
Jl
'
^
Dear Khalil,
I hope this letter finds you in good health. I'll
take this opportunity to thank you for your assistance
and hospitality. I particularly enjoyed the dinner
at Leon's. I hope we will be able to do that again
soon.
I look forward to my next visit to Iran and hope
there will be more time to really see your country.
Sincerely,
Leonard D . Kulik
Application Engineer
666
F
' L) )
BELL
HELICOPTER
*
P O S T OFFICE BOX 482
• FORT WORTH, TEXAS
76101
COMPANY
A teXtrOfll
COMPANY
10 May 1971
14:LDK:Ifp-680
M r . A . U. Zanganeh
Managing Director
Air Taxi Company
Mehrabad Airport
Tehran, Iran
De ar M r . Zang ane h,
It was a pleasure to meet you and I hope our
program in Iran will give me the opportunity"
to wor*c witn you m trie ruture.
M y thanks for the hospitality shown our team by
you and your organization. I especially appreciate
the use of the aero-commander to visit Isfahan and
the luncheon at your club.
I hope you will be able to visit Bell soon so that
we may repay your hospitality.
Sincerely,
Leonard D . Kulik
Application Engineer
reo.v
/I'O/V
_I
i
I I
667
F R A N K
1 3 T
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M . S Y L V E S T E R
VICI PHESIOCNT-INTIRNATIONAL MARKETINO
H L L I C O f ' T t Z R
BOX
4B7
•
FORI
O O / V U W I M V
W 0 R 1 H , T F X A S 76101
M
d
y 1 1 ,
1
9
7
1
Mr. A. H. Zanganeh
Managing Director
Air Taxi Company
Mehrabad Airport
Teheran, Iran
Dear Mr. Zanganeh:
Just a note to thank you for the invaluable contribution that you
and your associates made to our visit to Teheran late last month.
Without the assistance and guidance of yourself and Khalil
Iranzad we could never have accomplished what we did in the
relatively short period of time allotted.
It is the consensus of opinion here, and I sincerely hope that you
share i t , that with perseverance we can place Fort Worth built
helicopters in the lranian Force structure in the substantial
numbers that they require. We must continue to emphasize to the
customer our proven ability t<xdeliver quality helicopters on time
and at a fair price (including installed equipment and a c c e s s o r i e s ) .
We must also point to our unparalleled record of technical a s s i s t ance and spare parts support which is so essential to a high
degree of operational readiness.
I was particularly gratified at the direction our conversation took
during our luncheon meeting with you and you may be assured that
we stand ready to perform in our area in the manner outlined and
look forward to doing so with the collaboration of yourself and your
organization.
I look forward to hearing from you at an early date - particularly
as to reactions to our v i s i t , events that have occurred since and
your opinion of our current position and how we should advance
668
Page N o . 2
the program in the best interests of our customer as well as ourselves .
Again, on behalf of Messrs. H. A. Striker and L. D. Kulik as well
as myself, our sincere thanks for your warm hospitality and
excellent advice and assistance.
Sincerely
Frank M. Sylvester
FMS:pb-3149
669
701
NNNN
ZCZC FTH373 GMF845 WUC237
TDGI T L X FT WORTH T E X 35 10 100P EST V I A
FURTHER OUR MSGES A P R I L
6 AND A P R I L
APPROXIMATE DATE WE W I L L R E C E I V E
C A T I O N FOR EXPORT
COL 1446 6 15 FC843
15 PLEASE CABLE
ADVISE
FC843 FORMS FOR SUPPORT
LICENSE
DON POWELL L O G I S T I C CENTER
WUI
BELLCRAFT
APPLI
670
B E L L H E L I C O P T E R COMPANY
POST OFFICE I0X 411
F R A N K M. S Y L V E S T E R
VICC PHCSIOCNT-INTCnNATIONAi. MAAKCTINO
•
FORT W O R T H , T E X A S 76)01
May 11, 1971
(^FAJFJ
Mr. A. H. Zanganeh
Managing Director
Air Taxi Company
Mehrabad Airport
Teheran, Iran
/
,5
V
'
Dear Mr. Zanganeh:
Just a note to thank you for the invaluable contribution that you
and your associates made to our visit to Teheran late last month.
Without the assistance and guidance of yourself and Khalil
Iranzad we could never have accomplished what we did in the
relatively short period of time allotted.
It is the consensus of opinion here, and I sincerely hope that you
share it, that with perseverance we can place Fort Worth built
helicopters in the Iranian Force structure in the substantial
numbers that they require. We must continue to emphasize to the
customer our proven ability to deliver quality helicopters on time
and at a fair price (including installed equipment and accessories).
We must also point to our unparalleled record of technical a s s i s t ance and spare parts support which is so essential to a high
degree of operational readiness.
I was particularly gratified at the direction our conversation took
during our luncheon meeting with you and you -may be assured that
we stand ready to perform in our area in the manner outlined and
look forward to doing so with the collaboration of yourself and your
organization.
I look forward to hearing from you at an early date - particularly
as to reactions to our visit, events that have occurred since and
your opinion of our current position and how we should advance
671
Page No. 2
the program in the best interests of our customer as well as ourselves .
Again, on behalf of Messrs. H. A. Striker and L. D. Kulik as well
as myself, our sincere thanks for your warm hospitality and
excellent advice and assistance.
Sincerely,
Frank M . Sylvester
FMS:pb-3149
2 3 - 5 5 4 O - 78
43
672
M a y 1 4 , 1971
In reply refer to:
6:DP:jc-946
Air Taxi C o .
Mehrabad Airport
Tehran, Iran
Reference:
Your Request for Quotation N o .
dated April 3 , 1971
S/l3/1020
Gentlemen:
The attached listing constitutes our quotation against your
above referenced request. Terms and conditions are as stated
thereon.
Bell Helicopter Company has not reserved material in anticipation of receiving a firm order as the result of this
quotation, consequently, actual delivery capability can be
determined only at the time of receipt of a firm order and
in conjunction with our supply status at that time.
Notwithstanding, we do anticipate that we could accomplish
meaningful initial delivery within one month after receipt
of your firm order applicable to this quotation, and could
complete delivery of all items and quantities within seven
months after receipt of your o r d e r .
Very truly yours,
BELL HELICOPTER COMPANY
E . H . Shelax
for - F . J . Miller - Manager
Spare P a r t s Department
673
470
ZCZC
FTH304
GMF688
I R T N HL UWTX
TDGI
TLX
FT
028
WORTH T E X
28 12 4 5 1 P
EDT
LT
AIR T A X I
1446
T E H R A N I RAN
PLS CABLE
ADVISE
IN ORDER O B T A I N
CON P O W E L L
COLL
1446
I IN
FULL
E/L
NAME AND A D D R E S S
OUR D E P A R T M E N T
LOSGISTIC
CENTER
OF
ULTIMATE
COMMERCE
BELLCRAFT
CONSIGNEE
UN
674
©
BELL
HELICOPTER COMPANY
P O S T OFFICE BOX 482
• FORT WORTH. TEXAS
76101
A tBXtrOnl C O M P A N Y
17 May 1971
06-HAS :mm-163
f c,
j
^ ,
r
r'
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Attention:
M r . K , Iranzad
Reference:
Your Letter S A 3 A 0 6 2 1 dated 30 January 1971;
6ur Letter 06-HS:bjd~606 dated 10 >krch 1971
Dear Kahlil:
The following letter should serve to answer some of the
questions which came up during my visit last month.
You indicated that Iranian customs procedures were such
that orders for the Iranian Military should be billed to
Air Taxi but show the end customer in the SOLD TO and
SHIP TO blocks on the invoice. We are unable to comply
with this request, as the name and address of the purchaser
and consignee must be exactly the same on the Export
license, Letter of Credit, and our Commercial Invoice,
In view of the problems you face with customs, it appears
the most expedient method of transacting business for the
Iranian Military would be to establish separate accounts
at BHC for each service. This would require each service
to open a Letter of Credit on their own behalf, or establish an open credit account with our Treasurer. We in turn
would undertake to establish a blanket Export License for
each service.
This approach would offer the advantages of allowing us to
treat each transaction separately, and would appear to
remove the customs difficulties. Finally, there would be
no requirement for submittal of FC843 forms with each order,
since the listed customer is a Military or Governmental
agency. After completion of the transaction, we would
credit the applicable commission to your account.
We feel the procedures outlined above will greatly simplify
dealings with the Iranian Military, There are several
points that must always be observed.
675
« lELL. H E L I C O P T E R company
17 Hay 1971
06~HAS :mm~163
Page Two
1.
The SOLD TO and SHIP TO information must agree
exactly on all applicable documents, i.e., Letter
of Credit t Export License, FC843, and Invoice.
2 . Any order for a commercial customer must be
accompanied by three C3) FC843 forms. An order
where Air Taxi is entered in either the SOLD TO
or SHIP TO blocks will fall into this category.
3. No shipment can be made until all applicable
paperwork is complete and we are in receipt of
either full payment or a confirmed letter of
credit. As an example of this, we have material
on order from Air Taxi (your P.O.'s S A 3 A 0 6 0 2 ,
6147, and SA3/10563) which is being held up
awaiting FC843 forms and a Letter of Credit.
I hope the above will help resolve our mutual administra-*
tive problems so that we may respond rapidly to your orders
for support material.
Thank you very much for your assistance during mv recent
visit. I hope to have an opportunity to visit Iran again
In the near future.
Best regards t
BELL HELICOPTER COMPANY
H . A . Striker - Manager
Support Operations
676
NNNN
ZCZC FTHO660
2/2871 LT BRUXELLES 52 19 1215 DERA FFM
LT
AIR T A X
TEHERAN
K IRANZAD STOP WOULD A P P R E C I A T E MR ZANGANEH HAND
CARRYING TO P A R I S D E T A I L E D L I S T OF A V I O N I C S AS IN RED
L I O N 205A AND 1FH 206A
STOP MANY
THANKS FOR ALL HELP AND H O S P I T A L I T Y ON LAST
VISIT
TAXI
AND LOOK
FORWARD TO S E E I N G YOU AND A I R
SOON VERY BEST
WISHES
HORSLEY
COL 205A
1FH 206A OR 2C6A
IRPT 206A OR 2C6A PUCUD
IRPT 205A 1FH 2C6A OR 206A
U/W**-to
fate*
NNNN
0\r
^
677
AIR TAXI C O
Mehrabad Airport
0\j* - aIjT^.
TEHRAN
Tel.
T'XAY )
40257
668992
661967
rrwyy) J
T*i«x 2575
Cable TEHRAN AIR TAXI
Oat. May...27.,.l.97.1
No S/13/11.54
TAVA Ir&i
ifSKijH Of
»«>l.A'
oLi
Yr. R«f. Q6-HAS imm-163
Boll Helicopter Co.,
P.O. Box 482,
Fort Worth,
TEXAS 76101,
U.S.A.
Attention Mr, Hi A. striker - Manager Support Operations
Dear Sirs,
We thank you for your letter dated May 17, 1971, and would
deal with the various subjects as follows
1) Imperial Iranian N
A
V
Y is opening 1 a Letter of Credit in
your favour covering various 'ACXS parts on order. As
soon as the Letter of Credit is received by you please
arrange immediate shipment of the outstanding orders
by air freight (Collect).
2) Form FC-343 These forms are being signed by the U N and
will be returned to you via airmail as soon as we
receive them from the U N .
3) The SOLD TO & SHIPPED TO will now agree exactly on all
applicable documents i.e. Letter of Credit, your Export
Licence, FomFC-843 and your Invoices,
4) The Letter of Credit in your favour for the amount of
$10,000.— is still in the process of being opened, the
covering Contract has not yet been prepared by the U N .
This Letter of Credit is intended for the forthcoming
»AOG» Spare Parts of the IIN.
Thanking you in advance for your cooperation, we remain,
Yours faithfully,
AIR TAXI COMPANY,
Sales Manager,
Kl/mgm
678
Internal Memorandum
May 29 '71
From:
M r , K . Iranzad, Sales M a n a g e r ,
In the absence of M r . Zanganeh, who is in E u r o p e ,
General Khatami, Commander in C h i e f , IIAF, instructed
me to enquire from Bell Helicopter C o . the price and
delivery time of two helicopters, Model U H - 1 N , for
Search/Rescue operations.
He indicated that despite the
fact that he has received proposals from other manufacturers,
he personally prefers to have the U . S . made Bell Helicopter
in his fleet.
I sent a cable on May 29 in this respect to
which I received an unfavourable reply as indicated in
Bell Helicopter's cable dated 2.6.71 stating that BHC is
unable to. quote availability or delivery of UH-1N helicopters
(civilian version of Model 212) due to the fact that Agusta
has got the exclusive licence of same for I r a n .
passed this information to General K h a t a m i .
I immediately
He indicated
that until the time when the requirements of all the other
Armed Forces are known and the total order is placed through
FMS to B H C , this matter be left in abeyance, and the result
w a s phoned to Fort Worth and verbally conveyed to BHC's
representative in Tehra~
679
AIR TAXI
INTERNAL MEMO
MEHRABAD
^ l ^ l M b
6 8992
Doto
f
^y.
WUpV,?/
rmfY'**
From
JJo>sJ
To
R«qu««t
&
^ijef
^
^
-
^^'
C-I^ja ajyi
t
Sgd
up,
680
AIR TAXI CO.
Mahrabad Airport
TEHRAN
T«l.
T *TfiV )
ffASMf [ l A
ftWfY J
TAVA
40257
668992
661967
2575
Coble TEHRAN AIR TAXI
Dot. May 29* 1971.
No
Yr. Ref
LT
BELLCRAFT
Cijl?
C A B L E
FORT WORTH
TEXAS (USA)
ATTN SYLVESTER CABLE AVAILABILITY DELIVERY PRICE TWO UH-IN
HELICOPTERS FOR SEARCH RESCUE APPLICATION IIAF REGARDS
IRANZAD AIRTAXI
681
AIR TAXI C O .
Mehrabad
Airport
TEHRAN
T«l.
t
40257
668992
661967
J
f?s\yv j
T«Im 2575
Cabl* TEHRAN AIR TAXI
Oato
May 3 0 . 1 9 7 1 .
No.
Yr. Raf
C A B L ;
cS>
LT
BELLCRAFT
FORT WORTH TEXAS (USA)
ATTENTION DON POLFFILL
NAME ADDRESS ULTIMATE CONSIGNEE IIN HQ KOUROSH XABIR
AVENUE STOP WILL SEND FC843 FORMS SHORTLY
AIRTAXI
682
WESTERN UNION
2 JUNE 1971
7
AIR TAXI
TEHRAN (IRAN)
REUR CABLE 13 MAY FOR TWO UH-1N HELICOPTERS FOR IIAF
BY VIRTUE OUR LICENSING AGREEMENT WITH AGUSTA WHICH PROVIDES
AGUSTA EXCLUSIVE SALES RIGHTS FOR 212 IN IRAN WE ARE UNABLE
TO QUOTE AVAILABILITY OR DELIVERY OF UH-1N STOP HOWEVER THIS
DOES NOT PRECLUDE IRANIAN GOVERNMENT REQUESTING USGOVT FOR
1HIS INFORMATION ON GOVERNMENT TO GOVERNMENT BASIS AS PROVIDED
IN LICENSE AGREEMENT REGARDS
KENWORTHY
BELLCRAFT
6723
Y
©
683
BELL
HELICOPTER
POST OFFICE BOX 482
• FORT WORTH, TEXAS
76101
COMPANY
A t8XtroM COMPANY
In reply refer tot
F4*RGA:la-2194
22 June 1971
Air Taxi Company
Mehrabad Airport
Tehran, Iran
Gentlemen:
W e acknowledge receipt of your letter advising us of
your newly installed telex machine*
We are pleased to advise you that our call sign is
"Bellcraft" and our telex number is 758323*
If we may be of further assistance, please advise*
Respectfully,
BELL HELICOPTER COMPANY
R . Gene Autry (/
International Marketing
Administrator
684
BELL
HELICOPTER
POST OFFICE BOX 482
• FORT WORTH, TEXAS
COMRAJMY
78101
IM COMPANY
In reply refer tor
F4:RGA:la-2209
29 June 1971
ij
Air Taxi Company
Mehrabad Airport
Tehran , Iran
Attention:
-j
_
M r . A . H . Zanganeh
Dear Sirs
We have now had the Manufacturer's Foreign Representative Agreement validated by the Iranian Consulate as
per your request*
The original agreement must, of course, remain on file
at Bell Helicopter Company, but we are enclosing a
copy of the agreement which shows the validation of
the Consulate on the last page*
I trust that this will be satisfactory for your needs*
If we may be of further service, please advise*
Respectfully y
TER COW
BELL HELICOPTER
COMPANY
f l
R* Gene Autry
International Marketing
Adminis trator
Enclosure
685
VISIT OF
GENERAL HAMILTON H . HOWZE, U-S. ARMY
CONSULTANT TO BELL HELICOPTER COMPAI
FORT WORTH, TEXAS.
SCHEDULE
Wednesday,
22.45
June
Arrive Mehrabad Airport Fit BA916
Met by Horsley/Gallagher
Hotel - Semiramis, Avenue Roosevelt. Tel: 825145
Thursday, 1st July
09.00
Briefing - Horsley/Gallagher
11.00
Meeting - Ambassador Douglas MacArthur II,
U.S.Ambassador, Iran,
U . S . Embassy, Ave Takhte Djamchid. Tel: 49201 Ext.2100
Aide to the Ambassador - Tom Hudson Ext, 2103
Meeting - Major General H.A. Twitchell,
Commanding General, Armish Maag, S.C.S. H.Q.,
Avenue Korosh Kabir, Tel: 754494
A.D.C. to General Twitchell - Captain Myers
12.00
or
08.00
Saturday
Lunch
14.30
Meeting - Major General H.J. Jablonsky,
U . S . Army (Ret), General Manager, GNPS Consortium,
Avenue Kajeh Abdollah Ansari. Tel: 774969
Lunch
Friday, 2nd July
Free day - Twin Commander available for trip to
Isfahan or Caspian, if desired.
Dinner
686
G E N L K A L H A M I L T O N H „ H O W Z E (RET)
C O N S U L T A N T TO BI-.LL H E L I C O P T E R C O M P A N Y , F O R T W O R T H , T E X A S .
TEHERAN June20~July 4
BICM^LHICM^KHICH
G e n e r a l Howi.e w a s born at W e s t P o i n t , New Y o r k , on D e c e m b e r 2 1 ,
1 9 0 8 , during the time that h i s f a t h e r w a s C o m m a n d a n t of C a d e t s
a t the U n i t e d S t a t e s M i l i t a r y A c a d e m y c
P r i o r to entering the M i l i t a r y A c a d e m y In 1 9 2 6 , G e n e r a l H o w z e
'graduated from the E l
T«::as, H i g h S c h o o l and attended
O h i o State U n i v e r s i t y , h e " w a s commissioned a S e c o n d L i e u t e n a n t
of C a v a l r y upon g r a d u a t e e n from the A c a d e m y in 1 9 3 0 . G e n e r a l
H o w z e is also a graduate of the C a v a l r y S c h o o l , 1 9 3 5 - A d v a n c e d
E q u i t a t i o n C o u r s e , 1936 - Unit_-d S t a t e s A r m y C o m m a n d and G e n e r a l
S t a f f C o l l e g e (Command C o u r ^ o ) , 1946 - and the N a t i o n a l W a r
C o l l e g e , 1949c H e is a qualified A i r p l a n e and H e l i c o p t e r P i l o t
and a P a r a c h u t i s t ,
G e n e r a l H o w z o sr.: W o r l d V;arII action w i t h the 1st Armored
D i v i s i o n , p a r t i c i p a t i n g in the T u n i s i a , N a p l e s - F o g g i a , R o m e A r n o , North Appe:,nin?:G. ^ d Po V a l l e y c a m p a i g n s . D u r i n g t h i s
p e r i o d he served as vi-3 of the 1st Armored D i v i s i o n , as
C o m m a n d i n g O f f i c e r cf the 13th Armored R e g i m e n t , and as
C o m m a n d i n g O f f i c e r cf Co"..bat C o m m a n d A ,
A f t e r r e t u r n i n g to th? U n i t e d S t a t e s in 1 9 4 5 , G e n e r a l H o w z e
w a s assigned to the C a v a l r y S c h o o l a t F o r t R i l e y . From F o r t
R i l e y he w e n t to W a s h i n g t o n w h e r e he served for three y e a r s
in the D e p a r t m e n t !of the A r m y , and then w a s a s s i g n e d in 1953
to E u r o p e as As sis an": 01.vision C c m m a n d e r of the 2nd Armored
D i v i s i o n and in 1 >•.:.• 4 o D e p u t y C h i e f of Staff for O p e r a t i o n s
of the S e v e n t h /U;ny,
U p o n his return to the U n i t e d S t a t e s in F e b r u a r y 1 9 5 5 , G e n e r a l
H o w z e w a s nam~e! ulr :;ot'..r of A r m y A v i a t i o n in the O f f i c e of
the Deput-; C h i e f c: S t a f f for M i l i t a r y O p e r a t i o n s , followed
by a s s i g n n o n t s as C e l a n d i n e G e n e r a l of the 82nd A i r b o r n e
D i v i s i o n at F o r t Bragg in J a n u a r y 1958 and a s C h i e f of the
U n i t e d S t a g e s A m . / A d v i s o r / G r o u p in Korea in J u n e 1 9 5 9 .
A f t e r returning fro::. Korea in S e p t e m b e r 1 9 6 1 , h e w a s named
C o m m a n d i n g G e n e r a l of S T R A C and the X V I I I A i r b o r n e C o r p s a t
F o r t B r a g g . W h i l e in this c a p a c i t y he served a s P r e s i d e n t
of the A r m y ' s T a c t i c a l M o b i l i t y R e q u i r e m e n t s B o a r d , w h i c h
e s t a b l i s h e d a w h o l l y now d o c t r i n e of ground c o m b a t b y
i n t e g r a t i n g large q u a n t i t i e s of light a i r c r a f t into the
army structure f o r the m o v e m e n t of f i r e p o w e r , t r o o p s and
s u p p l i e s on the b a t t l e f i e l d ,
In A u g u s t 1 9 6 3 , G e n e r a l H o w z e assumed the P o s t of C o m m a n d i n g
G e n e r a l of the E i g h t h U n i t e d S t a t e s A m y and C o m m a n d e r in
C h i e f , United Nations Command /Commander, United States Forces,
K o r e a , the p o s i t i o n from vhich ho r e t i r e d . H e h o l d s the
D i s t i n g u i s h e d Service M e d a l , The S i l v e r S t a r , The L e g i o n of
M e r i t w i t h Oak Loaf Cluster;. The Bronze S t a r ' f o r V a l o r ,
T h e I t a l i a n M i l i t a r y V a l o r C r o s s , The Korean O r d e r of M e r i t
F i r s t C l a s s , and a nur.ber cf c a m p a i g n m e d a l s .
In 1967 he w a s clcctcd N a t i o n a l P r e s i d e n t of A r m y A v i a t i o n
A s s o c i a t i o n of A m e r i c a 0
Ke is a M e m b e r of a n u m b e r of
N a t i o n a l and L o c a l C l u b s , He plays gcIf and t e n n i s .
687
AIR TAXI C O
Mehrabad Airport
TEHRAN
) tA*
rrwrvj
T«lw 2575
Cabl* TEHRAN AIR TAXI
1
Dot. July I 71.
No 5/13/124Q
Yr. Kef
Bell Helicopter Company,
P.O. Box 482,
Fort Worth,
TEXAS 76101,
U.S.A.
Attention Mr* Don Powell
Dear Sirs,
As requested, please find enclosed three (3) copies of tha
Form FC-843 duly completed and signed by Adm. F. Rassai,
Commander-in-Chief of the Imperial Iranian Navy. Assuring you of our cooperation at all times we remain^
Yours faithfully,
AIR TAXI COMPANY,9
KI/mgm
2 3 - 5 5 4 O - 78
- 44
688
Saturday,
JuJLy
08.00
Meeting - Major General H.A* Twitchell,
Commanding General, Armish Maag«
09*00
Talk - Air Mobile Concept & Helicopter Combat Tactics,
Command,&.Staff Colleges'General F . Minbashian, Commander in Chief,
Imperial Iranian Ground Forces and Staff.
11.00
Meeting - Brigadier General 0 . 3 . Patton,
Chief Army Section, Armish Maag,
Army H Q . , Avenue Sevom Esfand. Tel: 318093 E x t . 20
Lunch
Dinner
Sunday r 4th July
09.00
Visit - Iranian Helicopter Factory,
Mehrabad Airport.
Eng.. Toufanian, Director of the Facility. Tel: 960661
10.30
Fly to Doshan-Tappeh A.F.B.
Meeting - General M . Khatami, Commander in Chief,
Imperial Iranian Air Force.
Depart Mehrabad Airport 1500 hrs Saturday to Isfahan,
return Sunday noon for 1300 Meeting General M . Khatami.
alternative
Lunch
Dinner
Monday,, 5th JwIY
07.00
Depart Mehrabad Airport Fit LH603
689
Internal Memorandum
August211971
From:
K . Iranzad, Sales Manager,
Prior to the arrival of General Hamilton H . Howze, the arrangements
for his meetings with the high ranking Iranian and U.S. authorities
in Iran were coordinated and prepared in detail with M r . Horsley and
Mr, Gallagher;
Hotel reservations, private car with driver etc.
were made available before his arrival.
The following is a summary of the meetings and activities made during
his stay in Iran from June 30 to July 5,
1 . 1 met General Howze at Mehrabad Airport on his arrival on Wednesday
June 30,
2 . On Thursday July 1, 1971, which is a normal holiday for the Armed
Forces, Mr, Horsley, M r , Gallagher accompanied the General to meet
the U.S. authorities namely U.S. Ambassador, General Twichell
and General Jablonsky,
3 . According to Mr. Zanganeh's instructions, on Friday
July 2 an
f
Aero Commander aircraft was put at General Howze s disposal to
fly him to the Caspian resort beaches accompanied by M r . Horsley,
Mr. Gallagher and myself, mainly for sightseeing and familiarization
with the different Iranian environments. We spent the whole day
in the N r t h e m provinces and returned to Teheran with the same
aircraft.
4 . On Saturday, July 3 , as previously arranged, General Howze met
General Minbashian, Commander in Chief, IIGF. Lengthy discussions
took place during which the Huey Cobra presentation was made to
him. Prior to this meeting, M r . Zanganeh (who is a close friend of
General Minbashian) had briefed him regarding the future of Huey
Cobra helicopters in Iran as well as the keen interest shown by
His Imperial Majesty and General Khatami. Later on, General Howze
was guided to the Amphitheatre of the 'Command & Staff College'
where he made his speech in the presence of General Minbashian and
other high ranking officials of the Iranian Armed Forces. His
speech was focused mainly on 'Air Mobile Concept & Helicopter
Combat Tactics*. Subsequently, the Huey Cobra film was shown which
displayed the capabilities of the Huey Cobra which impressed
everyone. General Minbashian was very pleased and said - "I see
a great future for the Huey Cobra in Iran".
5. On Sunday July 4, with special permission of General Toufanian ,
which M r . Zanganeh obtained, General Howze accompanied by
M r . Horsley and Mr. Gallagher, visited the Iran Helicopter
Industries factory located at Mehrabad Airport near the Air Taxi
facilities. Eng. Toufanian (brother of General Toufanian), Chief
of I.H.I., received the General and accompanying members of
BHC and gave them a tour of the IHI facilities. General Howze
was much surprised to see such an investment lying idle and
commented 'I hope that one day Bell Helicopter C o . can use these
facilities for the benefit of the Iranian Government'. As soon as
the tour and this interesting meeting was over, the BHC team returnee
690
to Air Taxi Co. for a quick lunch.
6. As previously scheduled, Mr. Zanganeh piloted an Aero Commander
aircraft and flew the team from Mehrabad Airport to meet General
Khatami, Commander in Chief IIAF at Doshan Tappeh Airport.
Unfortunately, I was not present at this meeting, not being able to
accompany the team. Later on I heard from Mr. Zanganeh that
General Khatami spent more time than scheduled and gave General
Howze very useful guidance and advice which, undoubtedly, will be
most vital for the future programmes of Bell Helicopter Co. in
Iran. General Khatami referred to his viewing of the Huey Cobra
film and commented that it is certainly a well-equipped and fast
helicopter with many diversified capabilities, and definitely this
helicopter will be recommended by him to be utilised in the Armed
Forces. After this interesting meeting was over General Howze and
the Bell Helicopter Team returned to Air Taxi Co. with the same
aircraft piloted by Mr. Zanganeh.
1
Altogether, General Howze s trip to Iran was most1 successful
particularly in respect of eye witnessing Agusta s poor support
towards its commitments. It was also quite worthwhile for him to
meet the Commanders of the Iranian Armed Forces and he, himself,
was most impressed.
General Howze departed on Monday July 5
691
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AIR TAXI C O
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TEHRAN
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T.l.x 2575
CabU TEHRAN AIR TAXI
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Date JulX....?., 1971
No S/13/1253
yr. Ref.
.l.a-2209
Dell Helicopter Company,
Post Dox 432,
Fort Worth,
TEXAS 76101,
U.S.A.
Attention R . Gene Autrv - IntGrnation.il Marketing Administrator
Dear Sirs,
'.Ve thank you for your letter of June 29, 1971, under cover of
which you sent us a photocopy of the Agreement signed between
our two companies.
In this regard we would refer you to our letter S/13/10505
of December 9, 1970, Paragraph 1, reading as follows:"Aoencv Agreement - Since your Agency Agreement, Paragraph 4,
discloses our commission, v/e request you to send us a brief
ccnfirmation of your Agency Agreement legalised by your
local Chamber of Commerce and the Iranian Consulate, as
per the enclosed specimen. 1 We urgently need this document
for presentation to the IIN authorities."
From the above you will readily understand that all we require
is just a brief confirmation of the Agreement as per the
attached draft.
Will you please arrange to send this document to us as soon as
possible as w e must p r e s e n t it to the Imperial Iranian Navy
without further delay.
Thanking you in advance we remain,
cc: Mr. F. Sylvester,
KI/mgm
Yours
IOUJTS idxunuiiy
faithfully ,
AIR TAXI CU'iPANY,
K. Iranznd,
Sales Manager,
A-229
694
Date
TO WHOM IT MAY CONCERN
Subject:
BELL HELICOPTER COMPANY, FORT W O R T H . TEXAS 76101.
REPRESENTATION.
This is to confirm that Messrs. Air Taxi Company, Mchrabad
Airport, Teheran, Iran, are the Bell Helicopter Company,
Fort Worth, Texas, Distributor and Representative in Iran
for all models of Helicopters, Spare Parts and Components.
Therefore, it would be appreciated if all orders for such
Helicopters, Spare Parts and Components, could be placed
through Air Taxi Company, v/ho are fully equipped to
satisfy both yours arid our requirements for same.
Yours truly,
BELL HELICOPTER COMPANY,
Sworn to and subscribed before mo at
_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ this, the
day o f _
Notary Public
1971.
695
AIR TAXI C O .
Mahrabad
Airport
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698
2209 Canterbury Drive
Fort Worth, Texas 76107
10 July
Dear Mr. Zanganeh,
I'm back home, but have been out to Bell only once
to talk to Mr. Jim Atkins and Mr. Sylvester, both of whom
were much interested in my trip and what conclusions I
drew from it. There is very little going on at B e l l ,
the plant being closed with all employees on annual
holiday.
This letter is simply to thank you and Mr. Iranzad
for a most interesting and enjoyable stay in Tehran.
The highlight was of course that flight across the mountains to the Caspian and return, but of somewhat more
importance was the insight gained in what must become an
important market for B e ll, provided only that we offer a
sound product and proper support at an honest and
reasonable price. This should become possible in the not
too distant future.
With thanks again, and best personal wishes,
Ham Howze
699
Internal Memorandum
August 21 1971
From:
A.H. Zanganeh, Managing Director.
I had a long discussion in the Bell' Chalet during the
Paris Air Show in Le Bourget, I also invited Mrl Dehesh to join
me in these very important and fruitful discussions. On behalf
of General Toufanian and the Government of Iran, M r . Deshesh
expressed the desire to Bell Helicopter*s management to procure
Huey and Huey Cobra helicopters M for Iran, Later on at the Bell
Helicopter's dinner party again r . Dehesh and I found a good
opportunity to carry on further discussions marking the steady
and firm improvement of BHC's programme in Iran, in particular
M r . Dehesh assured BHC's management about the qualification
and capability of Air Taxi C o . (BHC's representative in Iran),
and added that their assistance and guidance towards your
programme is unprecedented.
700
AIR TAXI
MEHRABAD
D a t
68992
TeLi
611967
yfSKJi
INTERNAL MEMO
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701
AJ.IL IAXJ. OUvi^AiMi
CUSTOMER'S WEEKLY PROGRESS REPORT
Week-ending...197*
PR Not 1
Name of Customer Fire Brigade, Teheran Municipality
Contact
M r . Mutarlem Madani
Title
Head Fire Brigade
Chehar ftah-e~Hassanabad, Teheran, Iran*
Address.
Telephone
44015
Telex
z
Cables
-
Discussions
We hand-carried your Rotorways, Vol. 2 No* 4 alongwith our
covering letter.
It was understood that their current year's budget was mainly
used up in the purchase of 40 fire fighting trucks. Therefore*
owing to the lack of funds, they are not in a position to
purchase helicopters during the current Iranian calendar year.
Conclusions
It is hoped that they will consider
helicopters for fire control during
We will pursue the matter seriously
occasionally and will report to you
Signature
to purchase a number of
the next financial year.
and will contact them
the result.
K
* iranzad
702
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703
CUSTOMER'S WEEKLY PROGRESS
REPORT
2 4
9 7 1
Week-ending....W. , . /. A . .
Name of Customer
/ujreft
"*areS3
PR Hot 2
Imperial Iranian Navy
Contact
Commander Hava-Parya
Title \T
Colonel Vali
(Nav-Alr)
Headquarter Imperial Iranian Navy, Khlabane Kooresh
Z:
^ Vablg, Teheran, Trin.
• Telephone — 2 5 4 5 2 1
Telex
„
Cables
-
Discussions
Your proposal for ground support equipment has been
follow* up. A similar quotation was submitted by Agusta.
Some of the Items In thetferpposal were lower than yours. We
have been able to convince them that purchasing from the
manufacturer Is to the advantage of the Navy. Your proposal
Is In the final stage of being approved and the relative Letter
of credit will soon be opened In your favour. For your informal
the Navy was considering to purchase some of the main Items such
as Fork Lifts directly from the manufacturer namely Clark, but we
convinced them a package deal Is less complicated and more
economical.
Conclusions
We hope to cable you the number of the Letter of Credit In
the near future*
Signature
T4 4.\~
23-554 O - 78 - 45
Iranzad
sales Manaoer
704
BELL
HELICOPTER
poer owci MM 4 M • rom ^ O ^ T H
tkxam
COMPANY
TOWI
A
marooi
COMPANY
2 6 Jtaly 1 9 7 1
TO WHOM IT MAY OONCgUf
Subjects
BKTJi HELICOPTER OOMPAHY, FORT WORTH. T
E
X
A
S 76101,
This is to confirm that Messrs • Air Taxi Company, Mehrabad
Airport, Teheran, Iran, are the Bell Helicopter Company,
Fort Worth, Texas, Distributor and Representative in Iran
for all modela of Helicopters, Spare Parts and Components•
Therefore, it would be appreciated if all orders for such
.Helicopters, Spare Parts and Components, could be placed
through Air T^dL Company, who are fully equipped to
> satisfy both yours and our requirements for same*
Yours truly,
HOI* HELICOPTER
V^L
Sworn to end subscribed before me at
thi«. th*
h~>
Notary Publio
'J The rert Worth OheMber of Q o w r e o , Rteogelsed mAmr the laws of the
•\<. ..
'* ri ^ ' .. state e( Texas certifies that to the best of its kaewle4ge m 4 belief
the shove, stateaaat iatrme mi
705
2575 A TAXI TN
GO AHEAD PSE
/
L W
^
758229 TELEX PD BELL HELICOPTER CO FT* TEX 7/26/71 1105A CST
MSG 177
7*—"—"
9512575 AIR TAXI COMPANY
MEHRABAD AIRPORT
TEHERAN IRAN
ATTENTION:
MR IRANZAD
IN REPLY REFER TO NO 656
AA
' WE ANXIOUSLY AWAIT YOUR FIRST WEEKLY REPORT.
IN PARTICULAR LATEST INFO CONCERNING DEBBYS FOR
MIN OF POWER A M WATER- ALL 6UT EFFORT I T W N S
MADF TO OBTAIN ATTRACTIVE FINANCE TERMS- HOWEVER
_
WE WANT TO PRESENT PACKAGE AFTER REPEAT AFTER
A
^ ^ ^ G R A C E ' S BID IS RECEIVED AND CONTENTS OF SAID IIID IS
Q
KNOWN,
BB
REF FEASIBILITY STUDY FOR RED LION AND SUN. PRICE
FOR ONE MAN 4 WEEKS WOULD BE IN THE NEIGHBORHOOD
OF 5,000 DOLLARS WITH BELL PAYING TRANSPORTATION
AND LIVING EXPENSES DURING STAY IN IRAN.
PLEASE ACKNOWLEDGE RECEIPT OF THIS TELEX.
PLEASE GIVE BEST REGARDS TO ALL.
GALLAGHER/HORSLEY
BELLCRAFT
END
O
2575 A TAXI TN
x
77[t*4 "JyyuAet**
GOODMORNING MR HORSLEY AND GALLAGHER THIS IS MGM CALLING YOUR
MSG VERY WELL RCD WILL PASS ON REGARDS AND OCJITBEST REGARDS
TO ALL AT BELLL CHEERIO FOR NOW
THANK YOU
GOOD0YE
706
-AUiAUi
ysxr—* J»
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JL£ 4
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707
AIR TAXI COMPANY
CUSTOMER'S WEEKLY PROGRESS REPORT
Week-ending... * W Y . » / . W7J.
Name 'of
PR Hot 3
Imperial Iranian M r Force
~ . .
Contact
•£Ltle
Col. Ashari
Deputy Chief of Staff, Material*
IIA7 Headquarters, Doshan Tapeh* Teheran,
Iran.
•
T.l.phnn.
W
"
791556
Tale*
Cables
Discussions
Your proposal for 205-A helicopters for rescue operation
is still under consideration. Because of certain new
regulations imposed by the Government for the purchase of
aircraftcand helicopters, we believe there is a little chance
1
to obtain H A P a approval
buy these helicopters*
Conclusions
We are constantly filoving vp the matter and will report
to you the outcome of our efforts In duer. course of time*
Ujf'Z&M
^
^
^
Signature
K
* ^M***
is
708
d i c i
i
H EUCOPTER
poor orncc eox o a • rams^imt TIXAS rtioi
COMPANY
A mtwoai COMPANY
3 August 1971
In reply r e f e r tot
F5tJEGicmtI879
(
^
Mr. Khalil Iranzad
Salas Hanagar
Air Taxi Company
Mehrabad Airport
Teheran, Iran
Oaar Khalils
Enclosed you w i l l find f i v o ( 5 ) copias of General Howie*s speech to
the IIGF general s t a f f . Three (3) additional packets of f i v e ( 5 )
each have a l s o been a i r mailed in an e f f o r t to a l l e v i a t e any mailing
problems as have occurred in the past.
Please distribute as necessary and In particular, make sure that
General Minbashian receives a copy.
General Howze extends his kindest regards to a l l and requests that
you thank General Minbashian for his cooperation during his recent
visit.
I would like to add my personal thanks to you and Mr. Zanganeh for
the assistance and hospitality made available to us on behalf of
A i r Taxi Company. I sincerely look forward to your v i s i t to the
United States so that I may have the opportunity to raturn your
most gracious hospitality.
Please give my regards to Charlie and the family.
you a l l again soon. Best personal regards.
I hope to see
. Sincerely,
BELL HELICOPTER COM*NY
John E. Gallagher, Jr.
International Sales Representative
Enclosure
P. S.
Please acknowledge receipt of total twenty (20) copies of
General Howze*s speech.
709
1
V
ii./\t I Hit
2575 A TAXI TN
RCANY2454 1318
BELL HCPTR FTW
758229 TELEX P D BELL HELICOPTER C<J FTW TEX 8/4/71 114P CST
MSG 38
j^s
9512575 AIR TAXI COMPANY
TEHERAN IRAN
ATTENTION
COPY TOi
C —
ZANGANEH
IRANZAD
IN REPLY REFER TO NO 671
FURTHER
TELEX APPRECIATE YOU ADVISE BY
T
TTO HORSLEY/GALLAGHER
D A T e
0 F
?! !£L 2L
AIRMAIL OF FIRST WEEKLY ACTIVITY REPORT
AS PROMISED IN TEHERAN WEEK JULY 5 - 9 . THIS REPORT VITAL FOR
DOCUMENTATION IN YOUR FMS F I L E . BEST R E G A R D S .
HORSLEY
BELLCRAFT
END TU RC
2575 A TAXI TN
fi
9
2575 A TAXI TN
758229 BELL HELICOPTER CO FTWTEXAS MSGNO 70
9512575 AIR TAXI COMPANY TEHERAN IRAN
« ^jsll
i w
v
8 - 6 - 7 1 ^^—1: 2 5 5 P M
ATTNs A . H . ZANGANEH
IN REPLY REFER TO 0 6 7 6
REF MY MSG 0 6 7 5 . THIS WILL SERVE TO EXPLAIN RESALE PRICE
SUGGESTED FOR USED 2 0 4 B . NON-NEGOTIABLE FIRM PRICE NET TO Bl
IN USED CONDITION IS o 2 2 0 , 0 0 0 . NON-NEGOTIABLE FIRM PRICE IN
OVERHAULED CONDITION IS <>260.000 NET TO BELL.^ MAY I REPEAT
AND REUQEST THAT A CUSTOMER BE CAREFULLY SELECTED AS TO NOT
DETER POSSIBLE 2 0 5 SALE OR FOR THAT MATTER 2 1 2 . REASON
FOR THE SECOND EXPLANATION I THINK IS OBVIOUS AND HOPEFULLY
GIVES YOU SUFFICIENT BARGAINING P O W E R . GOOD L U C K . .
REGARDS
GALLAGHER
BELLCRAFT
END CD
e
2575 A TAXI TN
710
8575 A TAXI
TN
758229 BELL HELICOPTER CO FTW TEXAS MSGNO 74
9512575 A I R TAXI CO TEHERAN IRAN
ATTN A H ZANGANEH
IN REPLY REFER TO NO 675
l>
<
8 . 6 . 7 1 1245PM
—
—
*
WE HAVE A V A I L A B L E A USED
B S N
I He SUPERB C O N D I T I O N
TOTAL HOURS 1 , 0 0 1 . USED E X C L U S I V E L Y FOR V I P TRANSPORTATION
NEVER C A R R I E D EXTERNAL LOAD. ALL MAJOR I N S P E C T I O N S WERE ACCOMPLISHED
AT B E L L , S C I 3 F A C I L I T Y IN FORT WORTH . EXTERIOR COLOR FERN M I S T
GREEN WITH WHITE CHAMPAGNE M I S T C A B I N ACCENT S T R I P E . I N T E R I O R
ANTIQUE WHITE HEADLINER AND WHITE PANELS BLUE S E A T S , WHITE HONEY
TRIM HARVEST C A R P E T . E Q U I P P E D WITH DUAL CONTROLS, DUAL INSTRUMENTS
ARC 2 1 / ADF, ARC ,
. A VHF
S I X ( 6 ) PASSENGER CUSTOM I N T E R I O R . I T R E Q U I R E S 1 , 0 0
HOUR
I N S P E C T I O N WHICH E N T A I L S COMPONENT OVERHAUL. SUGGESTED RESALE
P R I C E IN AS I S C O N D I T I O N 2 5 5 , 0 0 0 . A V A I L A B L E FOR IMMEDIATE
DELIVERY.
SUGGESTED RESALE P R I C E IN OVERHAUL C O N D I T I O N 2 9 5 . 0 0 0 .
DELIVERY OF OVERHAULED S H I P W I L L BE APPROXIMATELY S I X ( 6 ) WEEKS.
OVERHAULED S H I P WOULD HAVE ALL COMPONENT ZERO T I M E EXCEPT FOR
ENGINE WHICH WOULD HAVE
HOURS LEFT TO TBO. M A I N ROTOR B L A D E S ,
ONE OF WHICH WOULD BE 1 , 0 0 0 HOURS,
SECOND OF WHICH WOULD BE 300
HOURS.
REQUEST THAT YOU MAKE EVERY EFFORT TO S E L L T H I S MACHINE
TO A CAREFULLY SELECTED CUSTOMER WHO WANTS AN EXCELLENT V I P
HELICOPTER BUT WHO MIGHT BE G Z Z Z 2 * U N W I L L I N G TO I N V E S T THE P R I C E
OF A NEW 2 0 5 A 1 OR 212 FOR V I P TRANSPORTATION
REGARDS GALLAGHER
Out
l£<0+
ViM
BELL HCPTR FTW
2575 A TAXI
UOm
Ji U. W
TN
<<-^AUG 9/71
=*f
BELL HELICOPTER CO
REF 4 6 / 7 1
ATTN HORSLEY/GALLAGHER
AA YR REF NO 6 7 1 F I R S T THREE WEEKLY A C T I V I T Y REPORTS A I R M A I L E D
AUGUST S I X T H
BB I I N VERY F U R I O U S ABOUT NONSHIPMENT AOG PARTS OUR LETTER DATED
JUNE 14 1971 REF S / B L 7 0 4 0 / 1 1 8 8 L / C NO 5 0 / 2 5 2 8 3 . P L E A S E TELEX
LATEST STATUS URGENTLY
CC REF YOUR 675 IMMEDIATE CUSTOMER U N L I K E L Y HOWEVER W I L L ENDEAVOUR
TO S E L L T H I S MACHINE
REGARDS IRANZAD
2575 ATAXI
TN
e
BELL HCPTR FTW
2575 A TAXI
TN
711
Dear M r . Zanganeh,
Attached is a copy of a telex that was to be sent to
Khalil but was given to me instead to discuss with you and I nearly forgot.
Have transmitted your feelings etc. (along with my
endorsement) to F.W.
The AOG items will be shipped tomorrow, though the
L.C. needs to be extended in validity date and if F.W.
continue to insist a U . S . bank confirmation.
«
This is an infuriating situation as well as being an
embarrassing one, but lets hope it is all settled •toute
suite*.
I look forward to seeing you again soon, and hope you
have a good few days down south.
Best wishes
Chris Horsley
712
HOTEL GEORGE V
3I.AVCMJL GfcOttGL V
PARIS
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IHIIHW UIHIIMWORM PAINS Uiw-TRMX J ,,H,IH!I;V URN P «I»M«VATION
3
713
TELEX NO:
2575
TELEX TO:
AIR TAXI
TEHERAN
ATTN:
IRAN
K . IRANZAD
REFER YOUR TELEX 46/71 RE U N AOG SPARES REGRET TO ADVISE SHIPMENT
DELAYED FOR TWO REASONS:
(1) HAD ATTEMPTED TO CONSOLIDATE INTO
ONE SHIPMENT ALL REQUIRED ITEMS WHICH UNFORTUNATELY WAS OCCURING
DURING PLANT SHUTDOWN, PLANS FOR WHICH YOU HAD BEEN ADVISED, WITH
DRASTICALLY REDUCED WORK FORCE (2) FOR THE REASON THAT IS EQUALLY
EMBARRASSING BOTH TO YOU AND BELL, WE HAVE BELATEDLY BECOME AWARE
THAT THE LETTER OF CREDIT WAS NOT CONFIRMED BY A U.S. BANK.
ACCORDINGLY WE NOW FIND OURSELVES IN A POSITION OF HAVING MATERIAL
AVAILABLE FOR SHIPMENT, BUT NO ACCEPTABLE ELCEE.
I AM SURE YOU
ARE AWARE THAT ALL TRANSACTIONS WHERE PAYMENT IS TO BE BY ELCEE
THE CREDIT MUST BE CONFIRMED BY A U.S. BANK AND PROVIDE ADEQUATE
TIME FOR SHIPMENT AND NEGOTIATION OF DOCUMENTS. IN VIEW OF
CUSTOMER SENSITIVITY WE ARE PREPARED TO EFFECT SHIPMENT IMMEDIATELY
CONTINGENT UPON THE F O L L O W I N G W X l )
YOU WILL APPRISE THE CENTRAL
BANK OF IRAN OF THE NEED FOR A U.S. BANK CONFIRMATION AND EXTEND
VALIDITY PERIOD THROUGH SEPT. 30.
(2) ADVISE BELL THAT YOU WILL
BE RESPONSIBLE FOR PAYMENT IF (1) ABOVE IS NOT ACCOMPLISHED IN .
REASONABLE TIME WHICH SHALL BE CONSTRUED AS THIRTY DAYS.
P-GRZ.
THIS UNDESIREABLE CIRCUMSTANCE, HOWEVER, SUGGEST THAT CAN BE ~
/
AVOIDED IN ANY FUTURE TRANSACTIONS IF ALL PARTIES INVOLVED UNDERSTAND AND COMPLY WITH THE BUSINESS PRACTICES FOLLOWED BY BELL. '
714
TELEX TO:
K . IRANZAD
PAGE 2
I WOULD CONFIRM THAT THE NEED FOR U.S. BANK CONFIRMATION OF
ELCEE IS NOT BASED ON A LACK OF CONFIDENCE THAT PAYMENT WILL BE
RECEIVED, BUT INSTEAD A CONCERN FOR THE PURCHASER'S BENEFIT.
EXPERIENCE HAS SHOWN THAT IF THE U.S. BANK HAS CONFIRMED AN ELCEE
THEN THEY ARE MOTIVATED TO EFFECT PAYMENT AND ACCORDINGLY TRANSFER
THE NECESSARY DOCUMENTS AT THE EARLIEST POSSIBLE TIME THEREBY
BENEFITTING THE CUSTOMER THROUGH EARLY RECEIPT OF THE REQUIRED
DOCUMENTATION.
REGARDS
MITCHELL
BELLCRAFT
715
2575 A TAXI TN
TELEX IRTN 0U25/.08 12.39
PLS GET ME TLX 7 5 8 2 ® 0945 FORT WORTH TEXAS USA
MO
«0» A TAXI TN
2575
1246
GMTVI AUSADfTDFDFDFDO
BELL HCPTR FTW
2575 A TAXI TN
TLX 758229 FORT WORTH TEXAS USA
AUG 25/71
REF 58/71
ATTN GALLAGHER
• AA REF YOUR TELEX Tin iHH^V-LI i,|,,i " ^ J l WE IMMEDIATELY CHECKED WITH
ALL FORCES INORDER TO FIND OUT THE SOURCES OF INQUIRY. THEY ALL
DENIED SUCH A R E Q U E S T . FINALLY WE LEARNED THAT APPARENTLY
REQUEST WAS MADE BY TOPOGRAPHICAL TRAINING TEAM fefe&feAB- OF US ARMY
WHO OWN TWO (2) UH-1 RESULTING INQUIRY TO BE PROCESSED THRU THE
NORMAL US GOVERNMENT C H A N N E L S . THEREFORE REGRET CANNOT PROCESS
THRU
THE IRANIAN C H A N N E L S .
BB REF YOUR TELEX711 MR HORSLEY WILL CONTACT AND EXPLAIN OUR
DISCUSSIONS IN PARIS CONCERNING THIS SUBJECT REGARDS ZANGANEH
2575
A TAXI TN
BELL HCPTR FTW
2575 A TAXI TN
716
2575 A IAXI TNH
RCANY 128 0043*
2575 'A TAXI TN
RCANY2432 0042
BELL HCPTR FTW
758229 BELL HELICOPTER CO FTW TEXAS
9512575 AIR TAXI C O . TEHERAN IRAN
MSNO 104
8-10-17
1145PM
ATTNi K . IRANZAD
IN REPLY REFER TO 0 6 8 0
THIS IS TO ACKNOWLEDGE RECEIPT OF ZANGANEH TELEX DATED AUG 9
1971 CONCERN I NG^JLKES. DECISION TO GO AHEAD WITH 3d SHARK OR SWORDY
FISH PLUS APPROXIMATELY 60 SAIL. WE ANXIOUSLY AWAIT FURTHER DETAILS AND DEIjSRE AT THE EARLIEST POSSIBLE OPPORTUNITY A
REQUEST FROM -SCHOOL FOR A PROPOSAL TO ASSEMBLE/MANUFACTURE SAI
WE AGREE AND W I L L C O M P L Y WITH TROUTS R E C O M M E N D A T I O N THAT
REMAIN IN BACKGROUND UNTIL CALLED IN. WILL S^Nlt) COMPARISON
HtW-UKMANCk CHARTS FOR SHARK AND SWORDY TO YOU A S A P . HORSLEY
WILL MEET WITH ZANGANEH IN
PARIS TO FURTHER DISCUSS NEEDED INFORMATION.
BEST REGARDS TO A L L .
GALLAGHER
BELLCRAFT
CORRECTION: LINE 5
INSTEAD OF SAILESAM
LAST WORD READS* . MANUFACTURE SAILS.
THANK YOU
END CD
JG
MSG WELL RCD BIBI FOR NOW
TU BIBI
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2575 A TAXI TN
5
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