On September 30th, the Ninth Circuit "explore[d] the treacherous path which corporate counsel must tread under the attorney-client privilege when conducting an internal investigation to advise a publicly traded company on its financial disclosure obligations." In U.S. v. Ruehle, the former CFO of Broadcom Corporation asserted an individual attorney-client privilege in an effort to suppress statements he made to Broadcom's outside counsel concerning the company's stock option backdating practices. Ruehle made the statements during an internal investigation into the company's practices initiated after private civil lawsuits had been filed against the company, and Ruehle individually, but before a criminal suit was filed against him. Without disturbing the trial court's finding that an attorney-client relationship existed between outside counsel and Ruehle, the Ninth Circuit held that Ruehle's statements could not be suppressed. Applying federal common law, the Court held that Ruehle knew his statements would be disclosed to the firm's outside auditors and therefore lacked an expectation of confidentiality. Moreover, Ruehle's statements were primarily factual in nature.