Nos. 01-55630, 01-55633, 01-55636 and 01-55638.

309 F.3d 1113 (2002)

The CALIFORNIA DEPARTMENT OF TOXIC SUBSTANCES CONTROL; The Hazardous Waste Control Account, and the Hazardous Substance Account, Plaintiffs-Appellees, v. COMMERCIAL REALTY PROJECTS, INC.; L.A. Metromall, LLC; Atlantic Richfield Company; Chevron U.S.A., Inc., a Pennsylvania Corporation; Minnesota Mining & Manufacturing Company; Mobil Oil Corporation, a New York Corporation; Shell Oil Company; Shell Chemical Co., a Delaware Corporation; Union Oil Company Of California, a California Corporation; Unocal Corporation; a Delaware Corporation; Standard Oil Company of California, a Delaware Corporation; Richfield Poli Corporation, a Delaware Corporation; Long Beach Oil Development Company, a Nevada Corporation; Southern California Gas Company, a California Corporation; Humble Oil & Refining Co, a Delaware Corporation; Tidewater Oil Company, a Delaware Company; ALLIED SIGNAL INC., a Delaware Company; Gulf Oil Corporation, a Pennsylvania Corporation; Exxon Corporation, a New Jersey Corporation; Phillips Petroleum Company; City of Bellflower; City of Gardena; City of Compton; City of Palos Verdes, Defendants-Appellees. and City of Buena Park; City of Hawthorne; City of Hermosa Beach; City of Huntington Park; City of Norwalk; City of Paramount; City of Redondo Beach; City of Seal Beach; City of South Gate; City of Torrance, Municipal Corporations, Applicants in intervention-Appellants, and City of Lynwood, Applicant in intervention-Appellant, and City of Lawndale, Applicant in intervention-Appellant, and City of Long Beach, Applicant in intervention-Appellant.

United States Court of Appeals, Ninth Circuit.

Filed October 25, 2002.

Attorney(s) appearing for the Case

Lisa Bond, Richards, Watson & Gershon, Los Angeles, CA, for applicants-in-intervention-appellants Cities of Buena Park, Hawthorne, Hermosa Beach, Huntington Park, Paramount, Redondo Beach, Seal Beach, South Gate and Torrance.

Jeremy G. March, Thever & Associates, Los Angeles, CA, for applicant-in-intervention-appellant City of Lynwood.

Richard Motevideo and Treg A. Julander, Rutan & Tucker, LLP, Costa Mesa, CA, for applicant-in-intervention-appellant City of Lawndale.

Lisa Peskay Malmsten, Deputy City Attorney, Long Beach, CA, for applicant-in-intervention-appellant City of Long Beach.

Dennis A. Ragen, Deputy Attorney General, San Diego, CA, for plaintiff-appellee California Department of Toxic Substance Control.

Andrew H. Perellis and Miles A. Zvi, Seyfarth Shaw, Chicago, IL, for defendants-appellees Commercial Realty Projects, Inc. and L.A. Metromall, LLC.

James J. Dragna and Greg A. Christianson, McCutchen, Doyle, Brown & Enersen, LLP, Los Angeles, CA, for defendants-appellees Atlantic Richfield Company, Chevron U.S.A., Inc., Exxon Mobil Corp., Honeywell International Inc., Phillips Petroleum Co., Shell Chemical Co., Shell Oil Co., Southern California Gas Co., Texaco Inc., Union Oil Company of California, and Unocal Corp.

Laura J. Carroll and Jeffrey D. Wexler, Luce, Forward, Hamilton & Scripps, LLP, Los Angeles, CA, for defendant-appellee Long Beach Oil Development Co.

Daniel Romano and Kenneth H. Moss, Law Offices of Daniel Romano, Los Angeles, CA, for amicus curiae City of Carson, Carson Redevelopment Agency, and Community Facilities District No. 95-1 of the City of Carson.

Before: FERNANDEZ, RAWLINSON, Circuit Judges, and SHEA, District Judge.

RAWLINSON, Circuit Judge.

Applicants-In-Intervention/Appellants Cities of Buena Park, Hawthorne, Hermosa Beach, Huntington Park, Paramount, Redondo Beach, Seal Beach, South Gate, Torrance, Lynwood, Lawndale and Long Beach (sometimes collectively referred to as "Cities") appeal the denial of their motions to intervene in this action for recovery of environmental response costs under the Comprehensive Environmental Response...


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