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December 1, 2014
Dear Trustees:
I write in response to the letter dated November 26, 2014 from the nine alumnielected trustees requesting access to files related to creation of the Freeh Report, which we
understand to be certain documents collected and/or created by Freeh Sporkin & Sullivan
LLP (FSS) in its role as Special Investigative Counsel to the Board of the Trustees of the
University. Without conceding the alumni-elected trustees prerogative to review the
requested documents as asserted in the November 26, 2014 letter, I have directed Joseph F.
ODea, Jr., Esq. of Saul Ewing to make the FSS database and interview materials available
for review as appropriate on reasonable terms and in a manner that honors the promise of
confidentiality.
As you may know, the University has engaged Saul Ewing LLP to represent it in
regard to the claims made by the victims of Jerry Sandusky and other matters. In that
capacity, Saul Ewing has custody of the documents collected by FSS and the interview
memoranda prepared by FSS. The documents will be available for review in Saul Ewings
offices in Philadelphia, where they are maintained for purposes of pending litigation. The
documents, and in particular the interview memoranda, include sensitive and private
information shared by hundreds of Penn State employees, officials and others associated with
the University, with FSS in exchange for a promise of confidentiality. The University
intends to honor the promise of confidentiality to the maximum extent permitted by law. The
University also believes the interview memoranda and some of the underlying documents to
be attorney-client communications and/or protected by the work product doctrine and other
privileges and statutory restrictions. Some of the documents may also be at issue and/or
subject to discovery requests and confidentiality orders in pending litigation. For these and
other reasons, Saul Ewing has recommended that we ask each trustee who wishes to review
these documents to sign a confidentiality agreement which they will provide. In providing
access to the documents, we intend to take other steps to protect the identity of individuals.
I note that the alumni-elected trustees have requested access to millions of pages and
so, obviously, there are both legal and practical issues to be considered. I will leave those
details to be worked out with legal counsel. Mr. ODea can be reached at 215/972-7109.
Any trustee who wishes to review these documents should contact him directly.
Sincerely,

Keith E. Masser
Chairman, Board of Trustees