Full opinion text
ORDER, AND FINDINGS OF FACT AND CONCLUSIONS OF LAW BROOMFIELD, Senior District Judge. This is a case with potentially serious implications for the future of gaming in Arizona. A synopsis of the court’s decision can be found beginning on page 1029. The Plaintiffs are permittees of horse and dog racing facilities in Arizona. Am. Compl. (doc. # 45) ¶¶ 1-2. The Plaintiff-Intervenor Tucson Greyhound Park, Inc., is a permittee for a dog racing enterprise. Am. Compl. (doc. # 52) ¶ 1. The Defendants include state authorities responsible for negotiating gaming compacts with Indian tribes and enforcing state laws prohibiting certain forms of gaming. Id. ¶¶ 3-5. At issue is the kind and breadth of gaming that the Arizona Governor may include in compacts with Indian tribes. The Plaintiffs and the Intervenor seek to enjoin the Governor from entering new, renewed or modified gaming compacts that would allow Indian tribes in Arizona to conduct slot machine, keno or blackjack gaming. Of the nineteen gaming compacts currently obtaining between the State and tribes, the first will begin to expire in 2003. BACKGROUND I. Procedural Background This action began in the Superior Court in Maricopa County in November, 2000. The Plaintiffs seek injunctive relief by-means of special action against the Governor, Jane Dee Hull, and the Attorney General, Janet Napolitano. The Plaintiffs name the State of Arizona as a defendant to preserve their right to attorneys’ fees in the event they prevail. Richard Romley, the County Attorney for Maricopa County, is named so that in the event the court grants the Plaintiffs’ alternative form of relief — an injunction against criminal prosecution — such relief may be effective. Romley has not actively participated in this litigation. It should be understood that where the court refers to “the Defendants,” the State and its officers (and not Romley) are intended, unless otherwise noted. The Plaintiffs requested that the case proceed on an accelerated basis. The Plaintiffs alleged that the Defendants were in the course of negotiating new or modified gaming compacts with Indian tribes, and that if compacts were concluded, the case would not be able to go forward. Accordingly, they believed expeditious treatment of their claims was necessary. The judge in the Superior Court granted the request. All Defendants removed the matter on December 15, 2000. Notice, of Removal (doc. # 1). The case was assigned to United States District Judge James A. Teil-borg. On January 14, 2001, Judge Teil-borg permitted Tucson Greyhound Park, Inc., to intervene as a plaintiff pursuant to a stipulation by the parties (doc. # 12). Judge Teilborg recused himself on January 16, 2001, and the case was reassigned to United States District Judge John W. Sedwick. On January 26, 2001, Judge Sedwick recused himself. At that time, the matter came before this court. On February 1, 2001, the court held a preliminary scheduling conference, at which time the Plaintiffs reiterated their desire for a ruling on the merits on an expedited basis. The Defendants asserted that potentially dispositive motions should be heard first. Shortly thereafter the court announced a briefing schedule. The parties were required to file dispositive motions and/or trial briefs, responses and replies prior to the trial. It was understood that a hearing on the motions and the trial would be held on same day. Since then, the court has approved a consent preliminary injunction submitted by the parties pursuant to a written stipulation. Order of February 16, 2001 (doc. # 53). The injunction prohibits the Defendants from entering any new, modified, ox-renewed gaming compacts until disposition of this case. Several dispositive motions are now before the court. They are: Defendants’ Motion to Dismiss (Justiciability) (doc. #49), Defendants’ Motion to Dismiss for Failure to Join Indispensable Parties (doc. # 28), Defendants’ Motion to Dismiss Amended Complaint for Failure to Join Indispensable Parties (doc. # 50), and Plaintiffs’ Motion for Summary Judgment (doc. # 46). The court heard oral argument on the motions on April 12, 2001, at which time it took the matter under advisement. Also on April 12, 2001, the court took evidence and held a trial on the merits. The Joint Statement of Facts (JSOF) submitted by the parties includes a stipulation that all the exhibits are admissible, although the parties do not stipulate to their relevance and reserve the right to challenge the relevance or materiality of any fact or document at any point in these proceedings. For purposes of this order, all the exhibits are part of the record. II. Factual Background Beginning in 1993, Arizona governors have entered into gaming compacts with tribes. Am. Compl. ¶ 10. Tribal gaming in Arizona is governed by the Indian Gaming Regulatory Act (IGRA), 25 U.S.C. §§ 2701 et seq., and by state law, which IGRA incorporates by reference. IGRA establishes three classes of gaming. Class I includes social games for prizes of minimal value and traditional forms of Indian gaming. 25 U.S.C. § 2703(6). Class II includes bingo and certain card games. Id. § 2703(7)(A). Class III is the default category, capturing any games not falling into classes I or II. Id. § 2703(8). Slot machines and blackjack are types of class III gaming, see id. § 2703(7)(B) (excluding such games from Class II), and so is keno, a house banking game, see 25 C.F .R. § 502.4(2). Tribes must reach a compact with the state where tribal lands are located in order to operate class III gaming on those lands. 25 U.S.C. § 2710(d). Under Arizona law, the Governor has authority to negotiate the terms of compacts on behalf of the State. See A.R.S. § 5-601. In the event negotiations fail, the Governor must enter into a standard form compact with any tribe wanting to sign on to its terms. A.R.S. § 5-601.01. Seventeen of the twenty-one recognized tribes in Arizona have entered into compacts, all on substantially similar terms. See Motion to Dismiss (doc. #28), Hart Aff. ¶ 4. The compacts authorize specific types of class III gaming, including slot machines, keno, lotteries, off-track pari-mutuel wagering, and pari-mutuel wagering on horse and dog racing. Ex. A to Hart Aff. (Salt River Pima-Maricopa Indian Community/State of Arizona gaming compact) § 3(a). Each compact provides for automatic renewal after the initial term. Hart. Aff. ¶ 5. Specifically, the typical duration clause reads: (1) This Compact shall be in effect for a term of ten (10) years after the effective date. (2) The duration of this Compact shall thereafter be automatically extended for terms of five (5) years, unless, either party serves written notice of nonrenewal on the other party not less than one hundred eighty (180) days prior to the expiration of the original term of this Compact or any extension thereof. Salt River Pima-Maricopa compact § 23(b). The termination clause provides: This Compact may be voluntarily terminated by mutual agreement of the parties, or by a duly adopted ordinance or resolution of the Tribe revoking the authority to conduct Class III gaming upon its lands, as provided for in 25 U.S.C. § 2710(d)(2)(D). Id. § 23(c). The enforceability clause provides in relevant part: (2) In the event that federal law changes to prohibit the gaming authorized by this Compact, the State may seek, in a court of- competent jurisdiction, a declaration that this Compact is invalid. (3) This Compact shall remain valid and enforceable against the State and the Tribe unless or until it is held to be invalid in a final non-appealable judgment or order of a court of competent jurisdiction. Id. § 23(d). These compact terms form the basis of the relationship between the State and tribes engaged in gaming. The Defendants admit that “the Governor is considering the possibility of executing renewed, amended compacts” to take effect when current compacts expire in 2003. Answer ¶ 5 (doc. # 72). The Defendants maintain that renewal negotiations between the State and the Indian tribes were initiated in December 1999 by the tribes, id., and are presently underway. They have included discussions about slot machines and blackjack. Id. Apparently longer compact terms have also been contemplated, for the Governor disputes the Plaintiffs’ suggestion that her authority is limited to compacts for terms not exceeding ten years. Id. ¶ 12. The Plaintiffs and Intervenor claim they do not intend to disturb the existing compacts. Rather, they express alarm at the prospect of renewal of the existing compacts or execution of new compacts. They contend that they have been injured by the advent of slot machine, keno and poker gaming on Indian reservations. Am. Compl. ¶ 15. The Plaintiffs are concerned by the possibility that the State could increase the concentration of gaming on the reservations. Id. ¶¶ 13, 15. They foresee a “massive expansion and extension in quantity and types” of tribal gaming. Id. ¶ 44. The Plaintiffs predict that heightened competition from tribal gaming will lead to their demise. Id. ¶ 15. Accordingly, they seek to enjoin the State from pursuing these negotiations and from concluding new compacts. Id. ¶ 6. To this end, the Plaintiffs argue that renewed or new compacts along the lines contemplated by the State would be illegal under federal and state statutory law and in violation of state and federal constitutional norms. Specifically, they contend that the Governor lacks authority to execute compacts authorizing slot machine, keno and blackjack gaming. Id. ¶¶ 18-19. They allege that the Governor would invade the province of the legislature if she were to enter into compacts that allow tribes to conduct gaming activities that are otherwise prohibited by state statutes. Id. ¶ 21. They assert that such compacts would also violate the federal Indian Gaming Regulatory Act (IGRA), 18 U.S.C. § 1166, 25 U.S.C. § 2710(d), and 25 U.S.C. § 2710(d)(6). Plaintiffs also believe that the compacts unlawfully treat Indian tribes differently than non-Indians. Id. ¶¶ 25-29. For these reasons, they ask the court to prohibit the Governor from entering renewed compacts. Id. at 12. They recognize that effective relief would require the Governor to give affirmative notice that the State will not renew the compacts, which, under the terms of the compacts, must be tendered at least 180 days before the date of expiration. See Response (doc. # 65) at 1. In the event the court rejects their arguments that the proposed compacts are illegal, the Plaintiffs wish to be afforded the same gaming privileges as the tribes. Id. ¶ 6. They envision this remedy taking the form of an injunction against criminal prosecution, for if the Plaintiffs were to engage in the kinds of gaming that the State is allegedly about to condone for the tribes, the Plaintiffs would be subject to prosecution. Id. ¶¶ 32-33. Defendant Romley’s duty to enforce state gambling prohibitions is the reason for his inclusion in this lawsuit. The Defendants contend that this matter is not justiciable for a number of reasons. As questions going to the court’s jurisdiction and justiciability are logically resolved prior to the merits, the court shall address the Defendants’ Motions to Dismiss first. The court shall address the Plaintiffs’ Motion for Summary Judgment in the context of its findings of fact and conclusions of law at trial. SYNOPSIS Due to the complexity of this order, and thus its length, the court believes it is appropriate to provide a synopsis. Engrossing legal issues have been presented; in particular, the interplay of federal and state law is very unusual. On issues of both federal and state law, the case breaks fresh ground. The Plaintiffs and Interve-nor advance several theories why they should prevail, while the Defendants assert that not only should the Plaintiffs and Intervenor not prevail, but also that the court does not have the authority to decide the dispute. The Defendants argue that the court lacks the power to decide this case because the Plaintiffs do not have the attributes necessary for them to be parties; in other words, that they lack standing. To the contrary, the Plaintiffs have demonstrated that they have a real and immediate problem, and that their position could be materially improved by a favorable ruling here. Thus, the court determines that it has authority to decide the core issues of the Plaintiffs’ case, and that no jurisdictional defect precludes it from reaching the merits. The Defendants also contend that representatives for the tribes in Arizona must participate in this case. In rejecting this argument, the court emphasizes that the issues before it concern the limits of the powers of the State and its officers. The court must decide what these limits are, and whether the Defendants’ planned actions go beyond them. Accordingly, the court finds the tribes are not indispensable parties to this litigation in its present form, not because the issues are not important to them, but because adjudication of the issues does not require their presence. One of the limits on the State and its officers arises from the division of Arizona government into three branches; simply put, each branch has unique duties that cannot be taken over by the two other branches. Under the separation of powers doctrine, no other' branch can usurp the power of the legislative branch. Under the non-delegation doctrine, which complements the separation of powers doctrine, the legislative branch cannot delegate its power to make law to another branch. The legislature may, however, delegate to other branches the duty to make rules to carry out a purpose fixed by the legislature. The legislature must supply the “intelligible principle” behind every law. If the legislature purports to enact a law like a blank check, leaving some other branch to create a rationale and then carry it out, such an arrangement violates the non-delegation doctrine. The Plaintiffs and Intervenor argue that the Arizona statute authorizing the Governor to negotiate and enter compacts violates the non-delegation doctrine. They complain that the Governor is enabled to unilaterally create gaming policy within the State. She could take the position that very little gaming should take place on tribal land, or she could take the position that a great deal of gaming is desirable. Either position could be based on nothing more than the Governor’s whim. Whatever position the Governor takes, however, the citizens of Arizona are committed once compacts are executed. After due consideration, the court holds that decisions about what kinds of gaming should be legal in Arizona and what kinds of gaming the State should agree to permit within its boundaries pursuant to tribal-State compacts are legislative decisions. Ariz.Rev. Stat. § 5-601 delegates this lawmaking power to the Governor without conveying even a germ of policy to guide the Governor’s discretion. Since A.R.S. § 5-601 violates article III of the Arizona Constitution and is void, the Governor is not enabled to enter compacts. The Governor’s inability to enter compacts may readily be cured by the Arizona Legislature with the enactment of an appropriate delegation of compact authority. Assuming that the Governor could enter compacts, the Plaintiffs argue those compacts cannot include terms for slot machine, keno or blackjack gaming. The parties have disputed whether such gaming is permitted under state law, and whether games have to be legal in Arizona before being included in a compact. The court finds that Arizona law does not permit slot machine, keno or blackjack gaming at charity casino nights or under other circumstances. Outside the social and amusement gambling contexts, the only gambling permitted under Arizona law must be conducted as a raffle. Federal law does not permit the State to enter compacts authorizing tribes to engage in gaming otherwise prohibited by state law. Therefore, even if A.R.S. § 5-601 were valid, the Governor could not properly enter compacts for games of chance other than raffles. Finding A.R.S. § 5-601 unconstitutional is sufficient to convey to the Plaintiffs and Intervenor the principal relief they seek. The Plaintiffs do not prevail on their attempt to sue under the federal Indian Gaming Regulatory Act (IGRA), 25 U.S.C. §§ 2701 et seq., their “local or special law” argument, their equal privileges claim, or their federal Equal Protection theory. The Intervenor prevails only on its non-delegation theory; its arguments that compacts are unlawful because they are treaties, legislation subject to tribal approval, or contracts impinging on the State’s reserved powers are all rejected. DISCUSSION I. Justiciability The Defendants move for dismissal of the first three of the Plaintiffs’ claims. They maintain that the Plaintiffs lack standing to challenge future compacts currently under negotiation. They further submit that IGRA does not authorize private causes of action. Resort may not be had to state law remedies, the Defendants argue, because IGRA occupies the field of regulation of tribal gaming, thereby preempting state claims. Finally, the Defendants argue that the State of Arizona must be dismissed because-claims against it are barred by the Eleventh Amendment. The Defendants state that their motion is made pursuant to Fed.R.Civ.P. 12(b)(6). A. Standing Article III standing requires a plaintiff to demonstrate three elements. The plaintiff must show (1) injury in fact, or an injury that is concrete and particularized and actual or imminent; (2) causation, or that the injury is “fairly traceable” to the challenged action; and (3) redressability. Lujan v. Defenders of Wildlife, 504 U.S. 555, 560-61, 112 S.Ct. 2130, 2136, 119 L.Ed.2d 351 (1992). For purposes of ruling on a motion to dismiss for want of standing, the court must accept as true all material allegations of the complaint, and must construe the complaint in favor of the complaining party. Desert Citizens Against Pollution v. Bisson, 231 F.3d 1172, 1178 (9th Cir.2000). The Defendants challenge the Plaintiffs’ assertion of the first and third elements, and also recommend dismissal pursuant to the prudential “zone of interests” doctrine. In response, the Plaintiffs contend that standing is not necessary to maintain this action, but they also assure the court they have it. Sua sponte, the court also questions the Intervenor’s standing to assert a constitutional contract theory. 1. Imminent Injury/Ripeness The Defendants contend that the Plaintiffs do not have an imminent injury. The actual injury requirement of Article III standing, by excluding hypothetical and indefinite injuries, overlaps with the justiciability doctrine of ripeness, which requires a live and immediate controversy. Thomas v. Anchorage Equal Rights Comm’n, 220 F.3d 1134, 1138-39 (9th Cir.2000) (en banc). Whereas the “imminent injury” requirement of Article III standing deals with the proximity of harm generally, the ripeness doctrine looks exclusively at the vector of time. See id. at 1138. Standing thus bears “close affinity” to the ripeness issue of whether the harm asserted has “matured sufficiently to warrant judicial intervention.” Warth v. Seldin, 422 U.S. 490, 499 n. 10, 95 S.Ct. 2197, 2205 n. 10, 45 L.Ed.2d 343 (1975). The Ninth Circuit analyzes the constitutional and prudential concepts of ripeness separately. See Thomas, 220 F.3d at 1138-41. a. Constitutional element For Article III purposes, a plaintiff must have suffered an “injury in fact” to a legally protected interest that is both “concrete and particularized” and “actual or imminent,” as opposed to “conjectural” or “hypothetical.” Lujan, 504 U.S. at 560, 112 S.Ct. at 2136. The point of this inquiry is to find truly adversarial parties with a genuine stake in the outcome of the litigation, and to ensure that the case does not extend the court beyond the role constitutionally allotted to the federal judiciary. Spencer v. Kemna, 523 U.S. 1, 11, 118 S.Ct. 978, 985, 140 L.Ed.2d 43 (1998). The mere existence of an allegedly unconstitutional statute does not satisfy the injury-in-fact requirement. Thomas, 220 F.3d at 1139. Application of the statute must be threatened so as to put a plaintiffs rights in genuine peril. Id. When the “asserted threat is wholly contingent upon the occurrence of unforeseeable events,” id. at 1141, the complaint must be dismissed. Once events have transpired on which immediate legal consequences rest, however, such as the passage of a rule requiring immediate compliance, “ ‘[o]ne does not have to await the consummation of threatened injury to obtain preventive relief. If the injury is certainly impending, that is enough.’ ” Thomas v. Union Carbide Agric. Prods. Co., 473 U.S. 568, 581, 105 S.Ct. 3325, 3333, 87 L.Ed.2d 409 (1985). It follows that legal questions that may be decided without significant factual development are more likely to be ripe. Freedom to Travel Campaign v. Newcomb, 82 F.3d 1431, 1434 (9th Cir.1996). Ripeness is necessarily a fact-intensive inquiry. For example, a breach of contract lawsuit is not ripe until it becomes certain that the contractual obligation will not be honored. Clinton v. Acequia, Inc., 94 F.3d 568, 572 (9th Cir.1996). A civil rights suit to enjoin enforcement of a law is not ripe until there is a “genuine threat of imminent prosecution.” Thomas, 220 F.3d at 1139. The certainty that the statute or rule will be applied is important, for “[t]he degree of contingency is an important barometer of ripeness.” Riva v. Commonwealth of Massachusetts, 61 F.3d 1003, 1011 (1st Cir.1995); see also Neal v. Shimoda, 131 F.3d 818, 825 (9th Cir.1997) (if parole is conditioned on a statutory requirement, among other things, inmates may challenge the statute even if they have not yet satisfied other conditions). i. Plaintiffs’ challenged claims In this case, the Defendants characterize the Plaintiffs’ asserted injury as speculative because it would result, if at all, from future compact-renewal actions by state and federal officials. They argue that “[u]nless, and until, new compacts are executed, the Plaintiffs cannot know the harm they may, or may not incur.” Motion (doc. #49) at 4. They also suggest that economic harm from future competition is speculative, because, competition is inherently risky and success in business necessarily unpredictable. At oral argument, the Defendants submitted that a judgment here would be merely advisory because no one knows what state law will be at the time of compact execution. In response, the Plaintiffs argue that they are already competing with the tribes and already suffering, so the economic effects of tribal competition are certain. Response (doc. # 65) at 11. Their expert calculates that they lose about $20 million annually to “illegal” competition from the tribes. The expert predicts that if Indian gaming is expanded as proposed, such losses will rise more than 30 percent to about $26 million per year. The Plaintiffs expect that if the Governor enters ten-year compacts on expanded terms, their total loss will reach $250 million. If the Plaintiffs prevail, and the Governor notifies"’the tribes that the State will not renew the compacts, the Plaintiffs anticipate their ten-year revenues to increase by $200 million. At oral argument, the parties agreed that the Plaintiffs suffer some quantifiable injury from tribal gaming. ' Although the parties do not agree about the extent of the Plaintiffs’ damage, they correctly observe that this detail is irrelevant. The dispute centers on whether the Plaintiffs’ injury is sufficiently immediate before the precise terms of future compacts — if any— are known. The Governor has three options before her: she can renew the compacts on the existing terms, modify those terms and renew, or give notice of intent not to renew. The Plaintiffs assert injury to them is likely if the Governor does anything other than cancel the compacts. The Governor has participated in compact renewal negotiations, and she has agreed not to enter renewed compacts only for the period until the court rules. Once the Governor signs new compacts, it is undisputed (for the purposes of this motion, at least) that Plaintiffs’ claims become nonjusticia-ble. It is true that the existence of .new compacts is contingent upon execution, and their terms cannot be known with certainty until consummation. Conceivably, the court could require the Plaintiffs to interpose their claims between the time negotiators reach an agreement on compact terms and the time the Governor signs the compacts. Such a requirement could be facilitated by an injunction preventing the Governor from executing proposed compacts. At that instant, the terms of the future compacts and prevailing state law would be known. The court does not believe that delaying adjudication until that instant would materially ripen the issues, however. The Plaintiffs’ claims address the power of the Governor to agree to slot machine, keno and blackjack gaming. The challenged terms are known with specificity, and it is undisputed that the Governor has considered them. The Governor has not disclaimed the possibility of executing compacts on the terms negotiated. A decision whether to execute negotiated compacts is imminent. Indeed, the parties have stipulated that “[ujnless barred by Court order, the Governor intends to negotiate in an effort to reach an agreement on modified or new compacts to be executed before the end of her term.” JSOF (doc. # 75) ¶ 58. The questions before the court are overwhelmingly legal in nature and any needed factual development occurred at the trial phase of the hearing. If, under existing law, the Governor cannot enter compacts including certain terms, nobody profits by spending more time negotiating over them. ' To the extent that the Defendants suggest that the Governor could refuse to enter compacts regardless how far negotiations progress, this possibility does not destroy jurisdiction. Under the Arizona statutes, it always remains possible that the Governor will decide not to sign a negotiated agreement. Her discretion over compact negotiation and execution is unrestricted. What is guaranteed is that whether the Governor enters a compact or not, her decision on the compacts will be taken pursuant to an allegedly unlawful grant of authority. Furthermore, adopting the Defendants’ distinction between negotiating and entering compacts -would create an artificial fissure contrary to IGRA. Federal law provides that “the State shall negotiate with the Indian tribe in good faith to enter into such a compact.” 25 U.S.C. § 2710(d)(3)(A). IGRA anticipates that compacts will be negotiated in consideration of state law and then become effective. The court finds the Plaintiffs’ challenges pointed and immediate, and holds that they satisfy the Article III component of standing. ii. Intervenor’s reserved powers claim The Intervenor’s claim that compacts would contract away the State’s police power is not ripe for Article III purposes. The Intervenor. suggests that compacts bind the State to a particular exercise of the legislative power, or limit its power to legislate. Am. Compl. ¶ 18; Opening Brief (doc. #43) at 5. For the reasons that follow, the court lacks jurisdiction to entertain such a claim. States may act either in a sovereign capacity or as contractors. See United States v. Winstar Corp., 518 U.S. 839, 896, 116 S.Ct. 2432, 2465, 135 L.Ed.2d 964 (1996) (plurality opinion). When a state enters into a contract, it is ordinarily governed by the same law generally applicable to contracts between private individuals. Id. at 895, 116 S.Ct. at 2464-65 (quoting Lynch v. United States, 292 U.S. 571, 579, 54 S.Ct. 840, 843, 78 L.Ed. 1434 (1934)). The contracting parties remain subject to subsequent legislation by the sovereign, including legislation that might obstruct or alter the contractual bargain, for which the government as contractor may not be held liable. Horowitz v. United States, 267 U.S. 458, 461, 45 S.Ct. 344, 69 L.Ed. 736 (1925) (describing the sovereign acts doctrine). The government creates an exception to this presumption when, in the contract, sovereign power is “surrendered in unmistakable terms.” Winstar, 518 U.S. at 872, 116 S.Ct. at 2453 (quoting Bowen v. Public Agencies Opposed to Social Security Entrapment, 477 U.S. 41, 52, 106 S.Ct. 2390, 2397, 91 L.Ed.2d 35 (1986)). Pursuant to the reserved powers doctrine, some sovereign powers cannot be ceded even if the contractual intent to do so is patently clear. See Atlantic Coast Line R. Co. v. Goldsboro, 232 U.S. 548, 558, 34 S.Ct. 364, 368, 58 L.Ed. 721 (1914). For example, states cannot contract away their police powers. Id.; Stone v. Mississippi, 101 U.S. 814, 25 L.Ed. 1079 (1879) (holding that a company granted a state charter to conduct a lottery was not immune from subsequent legislation prohibiting lotteries). The reserved powers doctrine comes into play when state liability is asserted for governmental actions that interfere with performance of a contract with the state. When a state takes on contractual duties, and the regulatory landscape later changes, the state may consider itself barred from honoring its prior agreement. If the party on the other side of the breach sues, the state can defend its actions by asserting that it could not guarantee performance of the contract in the face of changing law, due to the essential nature of the governmental powers that would be constrained. Courts decide whether the earlier government had the capacity to bind future legislatures and executives, and/or whether the later legislation extricated the state from its contract. Resolution turns on whether holding the state to its commitment would “strip” the government of its “core” legislative powers. Winstar, 518 U.S. at 889 & n.34, 116 S.Ct. at 2462 & n.34. Here, the Intervenor encounters three problems. First, it is unclear that the proposed compacts would include a conveyance or abrogation of state police power. The court anticipates that any compact terms making inroads on the State’s police power will be subtle. In the absence of certain compact terms, the court cannot render an opinion about their forecast effect. Second, even if the compact terms were known and could only be construed to cede the State’s police power, no conflict arises unless and until the Arizona legislature amends state gambling laws. As long as the compacts adhere to existing law, whether they obstruct future law-making poses a merely hypothetical problem. Third, assuming that a reserved-powers problem were ripe, the Intervenor has no standing to enjoin the State. A citizen’s interest in conforming a state’s actions to law is not enough, by itself, to confer standing. See Allen v. Wright, 468 U.S. 737, 754, 104 S.Ct. 3315, 3326, 82 L.Ed.2d 556 (1984). The Intervenor does not have a direct or particularized injury resulting from the alleged surrender of state police power. Accordingly, the court dismisses the Intervenor’s sovereign acts claim for lack of constitutional standing. b. Prudential element To evaluate the prudential concept of ripeness, the court considers (1) whether the issues are fit for judicial decision, and (2) whether the parties will suffer hardship if the court declines to consider the matter. San Diego County Gun Rights v. Reno, 98 F.3d 1121, 1132 (9th Cir.1996). The various factors that enter into a court’s assessment of fitness include: whether the claim involves uncertain and contingent events that may not occur as anticipated or at all; the extent to which a claim is bound up in the facts; and whether the parties to the action are sufficiently adverse. Philadelphia Fed’n of Teachers v. Ridge, 150 F.3d 319, 323 (3rd Cir.1998). Issues that defy the fashioning of a narrow, case-specific holding are also unfit for judicial decision. See Texas v. United States, 523 U.S. 296, 301, 118 S.Ct. 1257, 1260, 140 L.Ed.2d 406 (1998) (refusing to offer an opinion that a state statute could never be applied in violation of federal law); see also Thomas, 220 F.3d at 1141 (requiring a “concrete factual scenario” demonstrating how a challenged law violates the plaintiffs’ rights). The challenges brought here by the greyhound and horse racing industries take place in the context of a genuine dispute about the forms of gambling allowed under state law. The adversary stance of the parties is well established. The Defendants have not persuaded the court that any pertinent factual issues remain for development, nor has the court identified any. As noted above, the issues are principally legal: whether Arizona statutes authorize the Governor to enter compacts with terms for operating slot machines, whether state statutes cede legislative power to the Governor, and whether state law requires the Governor to conclude compacts within the strictures of IGRA. ‘Whether [a] statute delegates legislative power is a question for the courts,” Whitman v. American Trucking Ass’n, 531 U.S. 457, 121 S.Ct. 903, 912, 149 L.Ed.2d 1 (2001), and that issue and others are properly presented here. Deferring adjudication would cause the Plaintiffs hardship: If a dispute over compact terms is premature before the Secretary’s approval, afterwards litigation cannot proceed, for then the tribes would be absent, indispensable parties. Indeed, the Defendants are already arguing that the tribes are indispensable on the theory that the Plaintiffs’ claims affect the tribes’ rights under the existing compacts. While the Plaintiffs could perhaps still bring claims against the State for relying on unconstitutional state laws, the problem of redressability at that juncture would likely be insuperable. The court finds declining jurisdiction on prudential grounds unwarranted. 2. Redressability The Defendants argue that even if the Governor were enjoined from entering gaming compacts with tribes, it is “highly likely” that tribal gaming will continue. In arguing the futility of relief, the Defendants rely on an analogy to Lujan v. Defenders of Wildlife, 504 U.S. 555, 112 S.Ct. 2130, 119 L.Ed.2d 351 (1992). Lujan's, observation that the intervening actions of non-parties may prevent effective redress does not control here. In Lujan, the plaintiffs challenged environmental regulations proposed by the Secretary of the Interior. 504 U.S. at 558, 112 S.Ct. at 2135. The regulations would have- limited the applicability of the Endangered Species Act (ESA) to domestic activities of federal agencies. Id. at 559, 112 S.Ct. at 2135. The plaintiffs wanted federal agencies funding development in foreign countries to observe the ESA. Id. at 562, 112 S.Ct. at 2137. As an alternate -ground for denying standing, the plurality wrote that even if the proposed rule were changed, it was an “open question” whether the agencies would be bound by it. Id. at 568, 112 S.Ct. at 2140. Because the agencies were not parties to the plaintiffs’ lawsuit, they would not be obliged “to honor an incidental legal determination.” Id. at 569, 112 S.Ct. at 2141. The plurality further assumed that if required to comply with the ESA, federal agencies would withdraw funding for projects. It found no indication that projects would not go forward despite the withdrawal of federal funds, so it assumed that the environmental harm feared by Plaintiffs would nevertheless be inevitable. Id. at 571, 112 S.Ct. at 2142. Plaintiffs lacked standing because it was “conjectural” whether winning relief against the Secretary of the Interior would alter or affect the activities of the non-party federal agencies or prevent environmental damage. Id. The Defendants here argue that “[l]ike the agencies who were not parties to the Lujan litigation, the Indian tribes who conduct Indian gaming are not parties here and would not be bound by any district court determination concerning their activities on sovereign tribal ground.” Motion at 5. The Defendants foresee ongoing tribal gaming for three reasons: (1) the current compacts provide for automatic renewal for a 5-year term; (2) in the absence of compacts, federal law permits the tribes to conduct class III gaming with the approval of the Secretary of the Interi- or, see 25 U.S.C. § 2710(d)(7)(B)(vii); and (3) the tribes could engage in “uncompact-ed gaming,” which only the federal government can contain, and then, allegedly, only with difficulty. In response, the Plaintiffs point out that: (1) one vein of relief sought is an order requiring the Governor to send notice of non-renewal, defusing the automatic renewal clause; (2) uncompacted class III gaming is a federal felony offense, 18 U.S.C. § 1166; and (3) the federal government has effective means to prevent it. They also argue that the Secretary of the Interior cannot approve class III gaming in violation of a judgment here that such gaming is prohibited to all persons in Arizona. The Plaintiffs contend that the prospect that the tribes might continue class III gaming without a compact does not undercut their interest in ensuring the Governor follows proper procedures. Response at 20 n.12. The Defendants do not raise the automatic renewal clause again in reply. Instead, they write that it cannot be assumed that the Plaintiffs will obtain redress from an order here if uncompacted tribal gaming is the ultimate result. Reply (doc. # 67) at 4. They argue that the relevant enforcement authority (presumably the U.S. Attorney or some other agent of the federal government) “is not a party here and is not bound by this Court’s interpretation of IGRA or Arizona law.” Id In a footnote, the Defendants question the Plaintiffs’ reliance on precedents involving claims to enforce procedural rights, which, the Defendants argue, have a lower re-dressability threshold. They characterize the Plaintiffs’ claims as a challenge to the State’s “substantive ability through its Governor to compact for certain types of games under IGRA.” Reply (doc. # 67) at 4 n.3. A plaintiff must demonstrate redressability for each form of relief sought. Friends of the Earth v. Laidlaw Environmental Serv., 528 U.S. 167, 185, 120 S.Ct. 693, 706, 145 L.Ed.2d 610 (2000). It is not necessary for judicial relief to inevitably cure the asserted injury; rather, redress need only be likely, or more than “merely speculative.” Lujan, 504 U.S. at 561, 112 S.Ct. 2130. The procedural-opportunity theory of standing posits injury when an executive or administrative agency has failed to comply with its governing procedures. 13 Charles R. Wright, Arthur R. Miller and Edward H. Cooper, Federal Practice and Procedure § 3531.4 at 433 (2d ed. 1984 & Supp.2000). It is not necessary to show that the final agency decision would have been different; it is enough to raise the possibility that had the agency observed required procedures, it would have considered its decision differently. Id. A substantive injury, on the other hand, arises when someone is ordered to do or refrain from doing something; a formal legal license, power, or authority is granted, modified or withheld; someone is subjected to civil or criminal liability; or legal rights or obligations are created. See Ohio Forestry Ass’n, Inc. v. Sierra Club, 523 U.S. 726, 733, 118 S.Ct. 1665, 1670, 140 L.Ed.2d 921 (1998). The court finds that for the purposes of surviving a motion to dismiss, the Plaintiffs have sufficiently alleged redress-ability. The first and third claims are substantive and must be held to substantive standards, but the second is a procedural injury and the procedural notions of redress apply. On the first claim, set out supra at 1030 n. 2, it is likely that if the court held that the Governor lacks authority under A.R.S. § 5-601 to offer slot machine, keno and blackjack gaming in the new compacts, she would not conclude new compacts on such terms. Executive actions taken in excess of law are ultra vires. Besides, the Plaintiffs want the court to enjoin the Governor from entering the compacts, a remedy that would further decrease the likelihood that the Governor would proceed. On the second claim, if the court held that the Governor lacks authority to enter any compacts because of a problem with the enabling statute A.R.S. § 5-601, it is likely that new compacts will not be entered pursuant to those statutes. This inability would not be the end of the story, of course. The Arizona Legislature might attempt to cure any defects with the statute, or it might do nothing and compel tribes to obtain class III gaming permits through the federal administrative process. Either way, invalidating the statute would force a reexamination of state compacting processes by Arizona’s political bodies. The Plaintiffs might not carry the debate, but they would prevail by obtaining a public airing of their views. On the third claim, the Plaintiffs seek to improve their competitiveness by limiting the tribes to the varieties of gaming that the Plaintiffs are allowed. Preventing the tribes from engaging in blackjack, keno and slot machine gaming could very well end the alleged competitive imbalance. Cf. Washington v. Daley, 173 F.3d 1158, 1165 (9th Cir.1999) (holding that the redressa-bility requirement is met when a judicial determination would effectively transfer the tribal allocation of a resource to competing nontribal claimants). At this early stage, it is not “mere speculation” to believe that if the court rejects the Defendants’ argument about the breadth of gaming lawful in Arizona, and about what IGRA permits states to do, the gaming extended to the tribes by state compacts will be restricted. The possibility that redress will be derailed by actions of the Secretary of the Interior or the tribes is unpersuasive. Lu-jan cautions against making assumptions about the independent actions of non-parties. The Ninth Circuit has held it error to pre-judge the outcome of an administrative proceeding and summarily conclude that no redress is obtainable. See Tyler v. Cuomo, 236 F.3d 1124, 1133 (9th Cir.2000). The court may not pre-judge the outcome of a consultation by the Secretary of the Interior with the tribes pursuant to 25 U.S.C. § 2710(d)(7). In fact, there is good reason to believe that the Defendants are incorrect in predicting that the Secretary would annul any relief the Plaintiffs might win here. Assuming that the State revises its view of its gambling laws following a decision here and tribal-State negotiations fail, it is unclear that the Secretary would entirely override the State’s position. See 25 U.S.C. § 2710(d)(7)(B)(vii)(I) (the Secretary must prescribe regulations for gaming consistent with relevant state law). Regulations binding on the Secretary expressly provide that proposals are to be consistent with state law, and contemplate extensive involvement by state officials. See Class III Gaming Procedures, 25 C.F.R. Part 291 (2000). If a gaming proposal is not consistent with state law, and if the gaming proposed is not permitted in the State for any purposes by any person, organization, or entity, the proposal may be rejected. 29 C.F.R. §§ 291.8(b), 291.11(b). Thus, in the event that the Plaintiffs obtain a favorable ruling on what Arizona law permits, it is likely that this relief will be preserved in subsequent administrative proceedings. Just as the court will not speculate about the future decisions of the Secretary of the Interior, in the event that the tribes are faced with a choice of no gaming or uncompacted gaming, the court may not assume that the tribes will hazard uncom-pacted gaming. After all, the compacts will not begin to expire for another two years, during which time it is conceivable that some resolution can be reached. Likewise, whether a settlement can be reached or not, the court may not assume that federal authorities will decline to enforce federal law if it is violated by the tribes. In sum, it is likely that if the court adopts the interpretation of state law that the Plaintiffs propose, the choices of independent parties will be circumscribed by that interpretation, even if those parties are not legally bound by this adjudication. Unlike Lujan, where the plaintiffs’ standing argument fell apart because non-parties had no obligation to take actions necessary for relief, here, the Secretary of the Interior, the tribes and federal law enforcement officers have obligations preex-istent to and distinct from this lawsuit that would serve — not thwart — a remedy. The court finds the Defendants’ reliance on two district court cases from the Fifth Circuit unpersuasive. In holding that plaintiffs had not established redressability, these courts found that the requested relief would only delay and not prevent Indian gaming. See Willis v. Fordice, 850 F.Supp. 523, 534 (S.D.Miss.1994), aff'd 55 F.3d 633 (5th Cir.1995); Langley v. Edwards, 872 F.Supp. 1531, 1534 (W.D.La.1995), aff'd. 77 F.3d 479 (5th Cir.1996). The Willis court relied on a pre-IGRA Supreme Court case to suggest that tribes have an absolute right to engage in class III gaming. It specifically did not consider whether class III Indian gaming would be inevitable under IGRA. See 850 F.Supp. at 529 n. 7. It is now abundantly clear that tribes may lawfully conduct class III gaming only pursuant to a valid compact, 25 U.S.C. § 2710(d)(1)(C), whether negotiated directly with the State or through the intervention of the Secretary. It is entirely possible that state law may block tribal plans to engage in certain kinds of class III gaming, depending on how IGRA is construed. The court rejects the approach taken in these opinions as inconsistent with Ninth Circuit law. B. Zone of interests The Defendants argue that the Plaintiffs do not fall within the “zone of interests” regulated by IGRA. The Plaintiffs respond that as competitors of entities regulated by IGRA, their claims are within the zone of interests. They also contend that the Defendants misapprehend the nature of their claims. They maintain they raise state law claims that implicate IGRA but do not depend on IGRA for a cause of action. The Plaintiffs thus imply but do not state directly that delimiting IGRA’s zone of interests is unnecessary here. In light of the varying characterizations of the Plaintiffs’ third claim and their response to the merits of this argument, the court shall discuss the “zone of interests” theory, to the extent that the third claim rests on an implied cause of action under IGRA. Even when a plaintiff satisfies Article Ill’s standing requirements, a prudential rule requires that the plaintiffs complaint fall within “the zone of interests to be protected or regulated by the statute or constitutional guarantee in question.” Valley Forge Christian College v. Americans United for Separation of Church & State, 454 U.S. 464, 475, 102 S.Ct. 752, 760, 70 L.Ed.2d 700 (1982). The prudential zone of interests doctrine is used to establish whether a plaintiff has a federal cause of action; that is, whether a particular plaintiff has a right to judicial enforcement of a legal duty of the defendant. See William A. Fletcher, The Structure of Standing, 98 Yale L.J. 221, 237, 252 (1988). In order for the zone of interests doctrine to bar a plaintiff with an actual injury and -with Article III standing: (1) the plaintiff must not be the subject of the challenged statute, and (2) the plaintiffs interests must be “so marginally related to or inconsistent with the purposes implicit in the statute that it cannot reasonably be assumed that Congress intended to permit the suit.” Clarke v. Securities Industry Ass’n, 479 U.S. 388, 399, 107 S.Ct. 750, 757, 93 L.Ed.2d 757 (1987). The test is permissive and allows standing so long as it is “arguable” that the plaintiffs interests are within the zone covered by the statute. Id. “[T]here need be no indication of congressional purpose to benefit the would-be plaintiff.” Id. at 399-400, 107 S.Ct. at 757. When a would-be plaintiff competes with entities directly regulated by the statute in question, it has repeatedly been held that the zone of interests test is satisfied. See National Credit Union Administration v. First National Bank & Trust (“NCUA”), 522 U.S. 479, 118 S.Ct. 927, 140 L.Ed.2d 1 (1998); Clarke, 479 U.S. at 403, 107 S.Ct. 750; TAP Pharmaceuticals v. U.S. Dep’t of Health and Human Serv., 163 F.3d 199, 208 (4th Cir.1998); Mova Pharmaceutical Corp. v. Shalala, 140 F.3d 1060, 1074 (D.C.Cir.1998); American Fed’n of Gov’t Employees, Local 2119 v. Cohen, 171 F.3d 460, 469 n.4 (7th Cir.1999). For example, competitors of financial institutions have standing to challenge an agency action relaxing restrictions on the activities of those institutions. NCUA, 522 U.S. at 488, 118 S.Ct. at 933. In NCUA, commercial banks were permitted to challenge a rule that allowed federal credit unions to expand membership eligibility. Commercial banks had an interest in minimizing the market share of credit unions, and that interest “arguably” fell within the statute. Id. at 494-95, 118 S.Ct. at 936. That the statute limiting credit union membership was apparently intended to promote the cooperative nature and financial soundness of credit unions — not to shelter commercial banks — was deemed irrelevant. Id. at 498, 118 S.Ct. at 938. While the competitor standing rule is reasonably clear, the zone of interests doctrine has been generally described as “malleable.” See 13 Charles Alan Wright, et al., Federal Practice and Procedure § 3531.7 at 726 (Supp.2000). It originated as a way to interpret the broad grant of standing in the Administrative Procedure Act (APA), at 5 U.S.C. § 702. See Clarke, 479 U.S. at 399, 107 S.Ct. at 757 (1987) (construing Ass’n of Data Processing Serv. Org., Inc. v. Camp, 397 U.S. 150, 90 S.Ct. 827, 25 L.Ed.2d 184 (1970)). The zone of interests is not a test of universal application. See id. at 400 n. 16, 107 S.Ct. at 757 n. 16. Indeed, the Supreme Court’s most recent discussions of the zone of interests test could be read to limit its relevance to cases arising under the APA or similar statutes with broad provisions for the public to challenge the actions of federal agencies. See NCUA, 522 U.S. at 488-93, 118 S.Ct. at 933-35 (1998); Federal Election Commission v. Akins, 524 U.S. 11, 19, 118 S.Ct. 1777, 1783, 141 L.Ed.2d 10 (1998) (construing zone of interests protected by Federal Elections Campaign Act). The possibility that the zone of interests test is not particularly useful to analyze causes of action outside the administrative or citizen suit context has been expressly recognized by the Third Circuit. See Conte Bros. Automotive v. Quaker State-Slick 50, Inc., 165 F.3d 221, 226 (3d Cir.1998); see also 13 Charles A. Wright, et al., Federal Practice & Procedure § 3531.7 at 823 (Supp.2001). On the other hand, the zone of interests doctrine may bear on all cases arising under federal law. See Bennett v. Spear, 520 U.S. 154, 117 S.Ct. 1154, 1162, 137 L.Ed.2d 281 (1997) (“Congress legislates against the background of our prudential standing doctrine, which applies unless it is expressly negated.”). The Ninth Circuit has recently engaged in a “zone of interests” analysis regarding a claim without administrative or citizen-suit characteristics. See San Xavier Development Authority v. Charles, 237 F.3d 1149 (9th Cir.2001). In San Xavier, the lessee of an Indian tribe attempted to assert statutory rights only a tribe can assert. See id. at 1152. Specifically, in attempting to disentangle -itself from obligations to a subles-see,- the plaintiff (a tribe’s lessee) argued that the sublease was void because it violated the requirement that leases be approved by the Secretary of the Interior, and it ignored a statutory constraint on alienation of tribal trust lands. See id. at 1152-53. The Ninth Circuit held that a non-Indian lessor does not have the right to invoke statutory remedies enacted to protect Indian tribes and their members. Id. at 1153. Thus, it used “zone of interests” language to determine that the plaintiffs had no federal cause of action under the statute they sought to invoke. Informed by San Xavier, it is apparent that the Defendants assert a zone of interests argument because they conceive the Plaintiffs’ claims as arising under IGRA. The Defendants argue that IGRA recognizes only three legal interests — those of compacting States, tribes, and the Secretary of the Interior- — -and that the balancing act IGRA represents should not be upset by allowing a suit by interests unprotected by the scheme. The court acknowledges the dangers of meddling with IGRA’s integrated statutory scheme. See United States v. Spokane, 139 F.3d 1297, 1299 (9th Cir.1998) (deciding whether invalidation of one part of IGRA requires limiting the applicability of a counteracting provision). It is not apparent, however, how IGRA will be distorted by the Plaintiffs’ efforts to enforce IGRA’s regulations on tribal gaming. The status of the Plaintiffs as competitors of the tribes regulated by IGRA gives them an interest in enforcing IGRA’s terms. Considering that plaintiffs “need only show that their interests fall within the ‘general policy’ of the underlying statute, such that interpretations of the statute’s provisions or scope could directly affect them,” Graham v. FEMA, 149 F.3d 997, 1004 (9th Cir.1998), the court finds that the Plaintiffs’ interest “arguably” satisfies the zone of interest requirement of prudential standing. Moreover, it is preferable to determine whether IGRA contemplates suits by private-party competitors in the context of a motion to dismiss for failure to state a claim, and not in the process of making an initial determination of standing. Whether the Plaintiffs have a claim under IGRA depends on how IGRA is construed; that is, whether it is construed to contain an implied right of action. At this juncture, the court is unable to find that the assertion of an implied cause of action is so totally meritless as to deprive the court of subject matter jurisdiction to even consider the matter. See Steel Co. v. Citizens for a Better Environment, 523 U.S. 83, 89, 118 S.Ct. 1003, 1010, 140 L.Ed.2d 210 (1998). Therefore, the Defendants’ motion to dismiss for lack of standing is denied. Finding that the Plaintiffs have standing, it is unnecessary to reach the Plaintiffs’ claim, see Response (doc. # 65) at 4, that they may sue state officials without having a special or particularized interest in the result. C. Eleventh Amendment The Defendants argue that the State of Arizona should be dismissed as a defendant because there are no claims against the State as a separate entity, and if there were, such claims are barred by the Eleventh Amendment. In response, the Plaintiffs explain that they seek relief against state officers and have joined the State to assure execution of a fees judgment. The Plaintiffs anticipate an award of attorneys’ fees under the common fund/common benefit doctrine, the private attorney general doctrine, and 42 U.S.C. § 1988. Am. Compl. ¶¶ 39^15. The Plaintiffs argue that the Eleventh Amendment does not bar an award of attorneys’ fees, but if it did, the State has waived its sovereign immunity by removing this action to federal court. At oral argument, the parties agreed to table this issue until after the court rules on the other motions. The court shall reserve the matter for another day. II. Failure to Join Indispensable Parties The Defendants argue that the action must be dismissed because the Plaintiffs have failed to join the Indian tribes, who are alleged to be indispensable parties. On a motion to dismiss pursuant to Rule 12(b)(7), the court must first decide whether an absent person should be joined. Fed.R.Civ.P. 19(a); see 5A Charles A. Wright & Arthur R. Miller, Federal Practice & Procedure § 1359 (2d ed. 1990 & Supp.2001). If the absent party is necessary, the court then considers whether it can be joined. Quileute Indian Tribe v. Babbitt, 18 F.3d 1456, 1458 (9th Cir.1994). If the absent person should be joined but is unavailable, the court must then determine, by balancing the guiding factors set forth in Rule 19(b), whether the absent party is “indispensable” so that in “equity and good conscience” the action should be dismissed. Id. The moving party bears the burden of showing the nature of the unprotected interests of the absent persons. Makah Indian Tribe v. Verity, 910 F.2d 555, 558 (9th Cir.1990). Adjudicating a Rule 12(b)(7) motion is a fact-intensive and flexible inquiry. Id. Facts may be presented in the form of affidavits and other relevant extra-pleading evidence. McShan v. Sherrill, 283 F.2d 462, 464 (9th Cir.1960). A. Necessary Parties Under Rule 19(a)(1), the court begins by considering whether complete relief can be afforded to those already party to the- action in the absence of the unjoined parties. Quileute, 18 F.3d at 1458. If hot, then the tribes are considered necessary parties. Id. at 1459; Clinton v. Babbitt, 180 F.3d 1081, 1088-89 (9th Cir.1999). If the answer is yes, however, the court must then determine under Rule 19(a)(2) whether the absent party has a legally protected interest in the subject of the action that might be compromised by a disposition. Makah, 910 F.2d at 559. 1. Availability of complete relief The Defendants characterize the Plaintiffs’ suit as a challenge to the terms of existing compacts, particularly to the automatic renewal provision. Motion (doc. # 28) at 5; Motion (doc. # 50) at 3. The Defendants argue that as a matter of law, all parties to an agreement are necessary to adjudicate an attack on its terms, citing Clinton, 180 F.3d at 1088, and Kescoli v. Babbitt, 101 F.3d 1304 (1996). According to the Defendants, the tribes have a legally protected interest in the compacts to which they are parties, and should be joined if litigation on the terms of the existing compacts is to go forward. The Plaintiffs dispute the Defendants’ description of their claims. The Plaintiffs contend that they seek “only to confine the Governor within the law in renewing, administering, or modifying the compacts or in making new compacts.” Response at 22. The Plaintiffs expressly challenge only prospective compacts that would go into effect no earlier than 2003. The Plaintiffs maintain that since the Governor has unilateral power to not renew the compacts, and the tribes have no protectable interest in the State’s renewal determination, the tribes are not necessary parties. The court begins with the legal proposition that compacts are treated like contracts. Confederated Tribes of Siletz Indians v. Oregon, 143 F.3d 481, 484-85 (9th Cir.1998); Pueblo of Santa Ana v. Kelly, 104 F.3d 1546, 1556 (10th Cir.1997). When rights under a contract are litigated, all parties to the contract are necessary parties in order to afford complete relief. See Clinton, 180 F.3d at 1088 (citing Lomayaktewa v. Hathaway, 520 F.2d 1324, 1326 (9th Cir.1975)). The Defendants compare this case to Clinton and argue that the Ninth Circuit has already answered the questions before - the court. Whether Defendants are correct depends on the similarity of the material facts. In Clinton, the terms on which Navajo Nation members would reside on Hopi Partitioned Lands (HPL) were at stake. 180 F.3d at 1083. Congress attempted to resolve the differences between Navajos wanting to live on Hopi land (HPL Navajos) and the Hopi Tribe by enacting the Navajo-Hopi Land Dispute Settlement Dispute Act of 1996. The 1996 Act ratified a settlement between the United States and the Hopi Tribe, whereby the Hopi Tribe agreed to allow HPL Navajos to remain on their land under the terms of 75-year leases. Id. at 1085. A standard lease was negotiated by the Hopi Tribe, the Navajo Nation, and representatives of the HPL Navajos. Id. at 1085. The standard lease terms were embodied in an Accommodation Agreement among these parties. Id. at 1085. Th