By KEVIN J. DELANEY
July 7, 2006; Page B1

Even billionaires have disputes with their contractors.

Sergey Brin and Larry Page, the low-key co-founders of Google Inc., set
tongues wagging last year when they bought a used Boeing 767 widebody as an
unusually large private jet. The 767-200 typically carries 180 passengers
and is three times as heavy as a conventional executive plane. Mr. Page said
last year that he and Mr. Brin would use it for personal travel, including
taking "large numbers of people to places such as Africa." He said it would
hold about 50 passengers when refurbished, but declined to comment on other
details of the plane, which has been kept ultra secret.

Now the Delaware holding company that technically owns the 767, Blue City
Holdings LLC, is embroiled in multiple lawsuits with an aviation designer
hired to plan and oversee the massive plane's interior renovation.

Blue City in early 2005 hired Leslie Jennings, a high-end aviation designer
whose work includes planes for Microsoft Corp. co-founder Paul Allen and
assorted royalty and heads of state, to transform the plane, which aviation
records indicate previously flew for over a decade in Qantas Airways' fleet.

Under the plans Mr. Jennings worked up for the executives, and repeatedly
modified according to their specifications, the widebody airliner was to
include a lounge near the front primarily for Google Chief Executive Eric
Schmidt's use, with two adjoining staterooms for the co-founders farther
aft, Mr. Jennings says. People familiar with the matter said last year that
the plans also called for a large sitting-and-dining area and space near the
rear for staff and passengers.
Leslie Jennings says these drawings, which were created and distributed to
aviation executives, are near-exact copies of his plans for refurbishing the
Blue City 767. The plans depict, from front to back, a lounge area, two
adjoining bedrooms, a large sitting and dining area, a seating area and
large galley.


Mr. Jennings says Messrs. Brin and Page "had some strange requests,"
including hammocks hung from the ceiling of the plane. At one point he
witnessed a dispute between them over whether Mr. Brin should have a
"California king" size bed, he says. Mr. Jennings says Mr. Schmidt stepped
in to resolve that by saying, "Sergey, you can have whatever bed you want in
your room; Larry, you can have whatever kind of bed you want in your
bedroom. Let's move on." Mr. Jennings says Mr. Schmidt at another point told
him, "It's a party airplane."

But last October, Blue City terminated Mr. Jennings's contract, saying he
wasn't doing his job properly. Mr. Jennings then filed a nearly $200,000
lien against the aircraft with the Federal Aviation Administration for
payment he hadn't received. He later filed a complaint related to the matter
against Blue City and Gore Design Completions Ltd., the San Antonio
executive-jet outfitting firm that worked on the plane, in District Court in
Bexar County, Texas.

Months later, Blue City and Mr. Jennings continue to face off in acrimonious
court battles with legal fees steadily mounting. In its complaint filed in
California Superior Court in Santa Clara County, Blue City alleged that Mr.
Jennings didn't properly perform the design work and failed to closely
manage the plane's renovation in line with the contract for $340,000 he had
signed, and various additional expenses that Mr. Jennings estimates at
nearly $50,000. A court filing says the refurbishment was planned as a
10-month project, which Mr. Jennings says he understood was originally
budgeted for about $10 million but eventually cost more.

Mr. Jennings, 67 years old, says the allegations are groundless. He says he
was wrongly fired after trying to alert Mr. Schmidt that Blue City was going
to be overcharged for some materials used in the interior of the plane. Mr.
Jennings says allegations that he wasn't sufficiently involved in the
project or accessible to the plane's owners are false, and has over 1,200
emails related to the project to disprove them.

David Schwarz, a lawyer for Blue City at Irell & Manella LLP in Los Angeles,
said in a statement that the company proceeded with the plane's
refurbishment following Mr. Jennings's firing, but took legal action to
enforce its agreement with Mr. Jennings and protect the confidentiality of
the project. Mr. Jennings's request for a temporary restraining order, which
a Texas judge denied in January, could have halted work on the project.

Mr. Jennings, who does business as Design Associates International of Mead,
Okla., says Blue City is deliberately running up his legal costs, as the
suit takes a toll on his health and his business. "They're intent on seeing
whether they can break every bone in my body and drain every cent out of
me," says Mr. Jennings.
Copies of views of the planned interior, the designer says.


Mr. Schwarz in the statement said Blue City declined to comment on any
aspect of the aircraft and said Mr. Jennings's comments to The Wall Street
Journal about the plane appeared to violate a confidentiality agreement and
an April court order.

In response, Mr. Jennings says there's a lot of information about the
plane's refurbishment publicly available already, including a copy of the
floor plan and other drawings circulating among aviation-industry
executives. Mr. Jennings says those plans and drawings circulating appear to
be virtually exact copies of his designs that someone else created. "I don't
see how there's anything confidential about the layout of that plane," he
says.

"It does seem to be a tremendous fight over relatively few issues," says
Bruce Cleeland, a lawyer for Mr. Jennings with Haight Brown & Bonesteel LLP
in Santa Ana, Calif.

Mr. Schwarz did not respond to a request to interview Messrs. Brin, Page or
Schmidt, which a Google spokesman referred to him. A spokeswoman for Gore
Design declined to comment. A Google spokesman and Mr. Page said last year
that the plane has no formal connection with the company and that Google
would not be reimbursing the co-founders for its costs.

None of the parties will say where the 767 is or whether it has been
finished. According to an online flight-tracking database, Blue City has
requested with the National Business Aviation Association trade group that
data related to the 767's whereabouts not be made public.

Write to Kevin J. Delaney at [EMAIL PROTECTED]

Gregory S. Williams
[EMAIL PROTECTED]



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