Full opinion text
ORDER ON DEFENDANTS’ MOTION TO DISMISS CERTAIN CLAIMS IN PLAINTIFFS’ SECOND AMENDED COMPLAINT HORNBY, District Judge. Buyers and lessees of new motor vehicles have sued automobile companies and two national dealer associations. They claim that these defendants conspired among themselves and with unnamed dealers to prevent less-expensive Canadian vehicles from entering the American market. This conduct, they contend, foreclosed a discount distribution channel and caused new vehicle prices in the United States to rise to artificially high levels. I ruled previously that these consumers can seek in-junctive relief under federal antitrust law. In re New Motor Vehicles Canadian Exp. Antitrust Litig., 307 F.Supp.2d 136, 144 (D.Me.2004). I also ruled that they cannot recover federal antitrust damages because of the Supreme Court’s ruling in Illinois Brick Co. v. Illinois, 431 U.S. 720, 97 S.Ct. 2061, 52 L.Ed.2d 707 (1977), unless they join as named defendants the dealers from whom they bought and prove that those dealers joined the conspiracy. In re New Motor Vehicles, 307 F.Supp.2d at 141-43. After that ruling, these consumers filed a Second Amended Complaint. They still do not name the dealers as defendants, although they do allege that the automobile companies and dealer associations engaged in concerted action with American and Canadian dealers. Second Am. Consolidated Class Action Compl. for Violations of the Sherman Antitrust Act (“Second Am. Compl.”) (Docket Item 109). They continue to seek damages from the automobile companies and dealer associations, but this time for violations of state antitrust and consumer protection statutes and on the basis of common law restitution. They also still seek injunctive relief under federal antitrust law. All defendants move to dismiss a number of the state law claims pursuant to Fed.R.Civ.P. 12(b)(6). Defs.’ Mot. to Dismiss Certain Claims in Pis.’ Second Am. Compl. (“Defs.’ Mot.”) (Docket Item 122). The motion to dismiss is Granted as to the Louisiana antitrust claim, but Denied as to the antitrust claims for the District of Columbia, Michigan, Minnesota, Mississippi, Nevada, New Mexico, South Dakota, Tennessee, West Virginia and Wisconsin. The defendants did not move to dismiss the Arizona, California, Kansas, Maine, North Carolina, North Dakota and Vermont antitrust claims. Therefore, the antitrust claims remain for sixteen states and the District of Columbia. The motion to dismiss is Granted as to the state, consumer protection claims for Arizona, Colorado, Connecticut, Delaware, Georgia, Kentucky, Maryland, Massachusetts, Michigan, Minnesota, Missouri, New Jersey, New York, North Dakota, Ohio, Oklahoma, Pennsylvania, Rhode Island, South Dakota, Tennessee and Virginia. The plaintiffs have not opposed the motion to dismiss the Illinois, Oregon, Texas and Washington consumer protection claims and the motion to dismiss those claims is also Granted. The motion to dismiss is Denied as to the consumer protection claims for Arkansas, Maine, Montana, New Hampshire, New Mexico and Vermont. The motion to dismiss the consumer protection claims for the District of Columbia, Idaho and Utah is Granted as to the dealer associations, but otherwise Denied. The defendants did not move to dismiss the consumer protection claims for Alaska, California, Nebraska, Nevada, North Carolina and West Virginia. Therefore, consumer protection claims remain for fourteen states and the District of Columbia. The motion to dismiss is Granted as to all restitution claims against the dealer associations. The motion to dismiss the restitution claims is Denied as to the states where state antitrust or consumer protection claims remain, but otherwise Granted. I. APPLICABLE STANDARDS (A) Facts In ruling on a 12(b)(6) motion, I “must accept as true the well-pleaded factual allegations of the complaint [and] draw all reasonable inferences therefrom in the plaintiffs favor.” LaChapelle v. Berkshire Life Ins. Co., 142 F.3d 507, 508 (1st Cir.1998). A 12(b)(6) motion should be granted “only if it is clear that no relief could be granted under any set of facts that could be proved consistent with the allegations.” Pena-Borrero v. Estremeda, 365 F.3d 7, 11 (1st Cir.2004). Certainly I would prefer to have seen factual allegations tied more directly to the new theories in the Second Amended Complaint; it would have made review of this 12(b)(6) motion much easier. Nevertheless, if the plaintiffs satisfy the liberal pleading standards applicable to a 12(b)(6) motion, any factual inadequacies in their claims will be tested at trial or on summary judgment, not on a motion to dismiss. (B) Law In ruling on state law claims, I follow a decision of the highest state court “unless there are very persuasive grounds for believing that the state’s highest court would no longer adhere to it.” 19 Charles A. Wright, Arthur R. Miller and Edward H. Cooper, Federal Practice and Procedure § 4507, at 92 (1982); see also Johnson v. Fankell, 520 U.S. 911, 916, 117 S.Ct. 1800, 138 L.Ed.2d 108 (1997) (“Neither this Court nor any other federal tribunal has any authority to place a construction on a state statute different from the one rendered by the highest court of the State.”). In the absence of a ruling by the state’s highest court, I consider and may follow intermediate court rulings unless I am convinced that the state’s highest court would decide otherwise. Hicks ex rel. Feiock v. Feiock, 485 U.S. 624, 630 n. 3, 108 S.Ct. 1423, 99 L.Ed.2d 721 (1988); 19 Wright, supra, § 4507, at 94-95. State trial court rulings provide guidance but are not controlling unless they are treated as precedents within the state itself. 19 Wright, supra, § 4507, at 96. State court dicta also provide “persuasive evidence of how the state court might decide the point.” Id. at 97. II. ANALYSIS I deal with the claims that are new to the Second Amended Complaint in three categories: state antitrust claims, state consumer protection claims and restitution claims. (A) State Antitrust Claims The defendants urge me to dismiss eleven of the eighteen state antitrust claims primarily because of state bans on indirect purchaser lawsuits and what they say is the plaintiffs’ failure to allege sufficient intrastate conduct. District of Columbia, Michigan and Minnesota Antitrust Claims For the District of Columbia, Michigan and Minnesota, the defendants move to dismiss on the ground that the plaintiffs “pleaded monopolization — a single actor offense — rather than a combination in restraint of trade.” Defs.’ Mot. at 6. The plaintiffs respond that an inadvertent typographical error caused this pleading mistake. Pis.’ Opp’n to Defs.’ Mot. to Dismiss Certain Claims in Pis.’ Second Am. Compl. (“Pis.’ Opp’n”) at 2 n. 2 (Docket Item 135). The defendants do not pursue the issue in their Reply memorandum. I accept the plaintiffs’ correction. I also note that the plaintiffs need not cite the correct statutory provision to state a claim for relief, because “[a] complaint sufficiently raises a claim even if it points to no legal theory or even if it points to the wrong legal theory as a basis for that claim, as long as relief is possible under any set of facts that could be established consistent with the allegations.” Morales-Vallellanes v. Potter, 339 F.3d 9, 14 (1st Cir.2003) (citation omitted). Louisiana Antitrust Claim The defendants challenge the Louisiana antitrust claim on the basis that indirect purchasers cannot recover for antitrust injury in Louisiana. The parties do not cite, and I have not found, any Louisiana state court opinions on point. Accordingly, I follow the Fifth Circuit’s holding in Free v. Abbott Laboratories, Inc., 176 F.3d 298, 299 (5th Cir.1999), that “Louisiana courts would follow the federal indirect purchaser rule.” Accord FTC v. Mylan Labs., Inc., 99 F.Supp.2d 1, 6 (D.D.C.1999). The plaintiffs challenge this federal court interpretation of Louisiana law. They cite Louisiana Power & Light Co. v. United Gas Pipe Line Co., 493 So.2d 1149, 1154 (La.1986), for the proposition that “Louisiana’s antitrust statute was ‘intended to be sweeping in its breadth.’ ” Pis.’ Opp’n at 3. In Louisiana Power, however, the Supreme Court of Louisiana was dealing with Louisiana Revised Statutes section 51:122, a sweeping provision that forbids “[ejvery contract, combination in the form of trust or otherwise, or conspiracy, in restraint of trade or commerce in this state,” La.Rev. Stat. § 51:122(A). Section 51:137, on the other hand, is Louisiana’s antitrust remedy provision. It provides that “[a]ny person who is injured in his business or property by any person by reason of any act or thing forbidden by this Part may sue.” Id. § 51:137. Although the term “any person” seems broad (as the plaintiffs contended at oral argument), the Fifth Circuit concluded in Free that the modifying language of this section limits recovery to “the extent of injury to ‘business or property’ comprehended by the antitrust laws,” a limitation that precludes recovery by indirect purchasers. 176 F.3d at 300 (citing Illinois Brick, 431 U.S. at 729, 97 S.Ct. 2061). I agree. I therefore GRANT the defendants’ motion to dismiss the plaintiffs’ Louisiana antitrust claim on the ground that the plaintiffs are indirect purchasers. Mississippi Antitrust Claim In support of their motion to dismiss the Mississippi antitrust claim, the defendants argue that the Mississippi antitrust statute is limited to intrastate conduct. To be sure, in many ways, the Mississippi antitrust statute is inward-looking. Nevertheless, the definition of “trust or combine” is broad, and the statute prohibits agreements to “restrain trade,” “increase ... the price of a commodity” or “hinder competition in the production, importation ... sale or purchase of a commodity.” Miss.Code Ann. § 75-21-1 (emphasis added). Both sides point to Standard Oil Co. of Kentucky v. State, 107 Miss. 377, 65 So. 468 (1914), in support of their respective positions. Standard Oil was a decision addressing how far Mississippi’s antitrust law could extend constitutionally without violating the interstate commerce clause. Id. at 471. Nevertheless, its reasoning provides some guidance on the intended scope of the state’s antitrust laws. In this early case, the Mississippi Supreme Court explained that sales and distribution within Mississippi are intrastate in character when made “after the ... products [have] been received ... in this state and ... incorporated into the general mass of property therein.” Id. at 470. It held that “to be punishable under state laws, [a conspiracy to monopolize trade] must have as one of its objects a monopoly in the intrastate trade ... to be accomplished in part at least by transactions which are also wholly intrastate.” Id. at 471. See also In re Microsoft Corp. Antitrust Litig., No. MDL 1332, 2003 WL 22070561 (D.Md. Aug. 22, 2003) (following Standard Oil and stating that in order for a claim to come within the scope of the Mississippi antitrust statute, a plaintiff must allege “at least some conduct ... which was performed wholly intrastate”). In this case, a reasonable inference from the Second Amended Complaint is that the manufacturers wanted Mississippi dealers (like those of every other state) to charge Mississippi consumers higher prices as a result of the lack of competition from imported Canadian vehicles. This would “hinder competition in the ... importation ... of a commodity.” See Miss. Code Ann. § 75-21-1. Moreover, some of those sales would occur wholly within the State of Mississippi, after the vehicle had been “incorporated into the general mass of property” in the state, thereby falling within the compass of the Mississippi antitrust statute. The motion to dismiss the Mississippi antitrust claim is therefore Denied. Nevada Antitrust Claim The defendants contend that Nevada’s antitrust coverage is limited to intrastate activities. They rely solely on the statutory language; neither side cites case law. The Nevada Unfair Trade Practice Act enumerates a wide range of prohibited anticompetitive behaviors and declares it “unlawful to conduct any part of any such activity in this state.” Nev.Rev.Stat., § 598A.060. The allegations of the Second Amended Complaint certainly could have been more fulsome on this subject. Nevertheless, I conclude that it is reasonable to read it as alleging concerted action among the manufacturers and Nevada dealers, a conspiracy contemplating vehicle sales in Nevada at higher prices because of the exclusion of Canadian vehicles. See Second Am. Compl. ¶¶ 39, 65 (naming United States dealers as coconspirators and alleging concerted action between United States dealers and defendants to implement the conspiracy). Under such a reading, the Second Amended Complaint alleges that a part of the conspiracy was conducted in the State of Nevada. The motion to dismiss the Nevada antitrust claim is therefore Denied. New Mexico Antitrust Claim The defendants seek dismissal of the New Mexico claim for failure to allege sufficient intrastate activity. New Mexico prohibits every conspiracy “in restraint of trade or commerce, any part of which trade or commerce is within this state.” N.M. Stat. Ann. § 57-1-1. Unlike some state statutes, the New Mexico antitrust provision makes it crystal clear that only the trade or commerce, not necessarily the conspiracy, must be within the state. The New Mexico statute further specifies that an effect on, or involvement of, interstate or foreign commerce does not bar application of the state statute. Id. § 57-1-13. New Mexico vehicle sales' are certainly trade or commerce within the State of New Mexico. The defendants’ motion to dismiss the New Mexico antitrust claim is therefore Denied. South Dakota Antitrust Claim The South Dakota statute declares: “A contract, combination, or conspiracy between two or more persons in restraint of trade or commerce any part of which is within this state is unlawful.” S.D. Codified Laws § 37-1-3.1. The statutory language is ambiguous as to whether it is a part of the conspiracy or a part of the trade or commerce that must be within the state. Nevertheless, it is logical to assume that the state intended its antitrust coverage to be as broad as possible. Therefore, I conclude that the plaintiffs need only allege that a part of the trade or commerce occurred within South Dakota. The sales of motor vehicles in South Dakota satisfy this requirement. Even if part of the conspiracy must occur within the state, the Second Amended Complaint contains sufficient allegations to survive a motion to dismiss. As with the Nevada antitrust claim, I read the Second Amended Complaint as alleging South Dakota dealers’ participation in the conspiracy in an attempt to maintain high prices of motor vehicle sales in South Dakota. See Second Am. Compl. ¶¶ 39, 65. The motion to dismiss the South Dakota antitrust claim is therefore Denied. Tennessee Antitrust Claim The Tennessee Court of Appeals has recently analyzed the coverage of the Tennessee antitrust statute in great depth. Sherwood v. Microsoft Corp., No. M2000-01850-COA-R9CV, 2003 WL 21780975 (Tenn.Ct.App.2003); see also Freeman Indus. LLC v. Eastman Chem. Co., No. E2003-00527-COA-R9CV, 2004 WL 1102435, at *7 (Tenn.Ct.App. May 18, 2004), appeal granted E2003-000527-SC-S09-CV, 2004 Tenn. LEXIS 857 (Oct. 4, 2004). I find the reasoning of Sherwood persuasive. I therefore discount the earlier federal court interpretations of this aspect of Tennessee law in In re Vitamins Antitrust Litigation, No. MDL 1285, 2001 WL 849928 at *2 (D.D.C. Apr. 11, 2001); FTC v. Mylan Laboratories, Inc., 62 F.Supp.2d 25, 51 (D.D.C.1999); and FTC v. Mylan Laboratories, Inc., 99 F.Supp.2d 1, 9 (D.D.C.1999). Sherwood held that indirect purchasers can recover damages under Tennessee antitrust law. 2003 WL 21780975, at *29. It also rejected any requirement that the illegal conduct “predominantly” affect intrastate commerce. Id. at *17. It concluded instead that “Tennessee’s Trade Practices Act applies to illegal conduct that substantially affects commerce within this state.” Id. at *21 (emphasis added); accord Freeman, 2004 WL 1102435, at *6-7. I conclude that the Second Amended Complaint here, with the reasonable inferences to be drawn from it, satisfies the Sherwood substantial-effects standard. The Second Amended Complaint’s allegation of concerted action by dealers to increase new car prices necessarily implicates substantial effects on commerce within Tennessee. It is reasonable to infer that manufacturers wholesale their vehicles to dealers in Tennessee and make significant profits from Tennessee transactions. According to the Second Amended Complaint, retail prices throughout the country (thus including Tennessee) are higher as a result of the prohibition on importing Canadian cars. According to Sherwood, “the [Tennessee] legislature clearly intended that the Act apply to anti-competitive conduct that decreases competition in or increases the price of goods paid by consumers in Tennessee even though those goods may have arrived in Tennessee through interstate commerce.” 2003 WL 21780975, at *16. The allegations here meet that standard. The motion to dismiss the Tennessee antitrust claim is therefore Denied. West Virginia Antitrust Claim The defendants argue that West Virginia bars indirect purchasers from recovering damages. The West Virginia Antitrust Act does not explicitly address the issue, providing only that “[a]ny person who shall be injured in his business or property by reason of a violation of the provisions of this article may bring an action therefor.” W. Va.Code § 47-18-9. The statute includes a harmonization provision, which directs that the Antitrust Act is to be construed “in harmony with ruling judicial interpretations of comparable federal antitrust statutes.” Id. § 47-18-16. The same provision states that the law is to be construed “liberally.” Id. Section 47-18-20 gives the West Virginia Attorney General authority to “make and adopt such rules and regulations as may be necessary for the enforcement and administration of [the Antitrust Act].” The Attorney General has issued a legislative rule providing that “[a]ny person who is injured directly or indirectly by reason of a violation of the West Virginia Antitrust Act may bring an action for damages.” W. Va.Code St. R. § 142-9-2 (citation omitted). That rule was approved by the West Virginia legislature as part of omnibus legislation approving legislative rules on a variety of topics. S. 243, Reg. Sess., at 1023 (W.Va.1990) (enacted). Under West Virginia Supreme Court precedent, a legislative rule approved by the legislature generally “has the force of a statute itself,” and “is entitled to more than mere deference; it is entitled to controlling weight.” Boggess v. Workers’ Comp. Div., 208 W.Va. 448, 541 S.E.2d 326, 330 (2000). But when a rule is approved, as here, only as part of omnibus legislation, it has no such effect and is subject to the analytical framework described in Chevron, U.S.A, Inc. v. Natural Resources Defense Council, 467 U.S. 837, 842-43, 104 S.Ct. 2778, 81 L.Ed.2d 694 (1984). W. Va. Health Care Cost Review Auth. v. Boone Mem’l Hasp., 196 W.Va. 326, 472 S.E.2d 411, 420-23 (1996). Although the parties’ memoranda do not address this particular issue, at oral argument the defendants argued that the West Virginia Attorney General’s interpretation allowing indirect purchasers to recover is not entitled to deference. According to the defendants, the statutory harmonization provision requires that West Virginia recognize the Illinois Brick limitations on indirect purchaser recovery. The West Virginia Supreme Court states that in reviewing an agency’s legislative rule, a court must first ask whether the Legislature has directly spoken to the precise question at issue. If the intention of the Legislature is clear, that is the end of the matter, and the agency’s position only can be upheld if it conforms to the Legislature’s intent. No deference is due the agency’s interpretation at this stage. Id. at 422. I conclude that the West Virginia Legislature did not speak directly to whether indirect purchasers can recover state antitrust damages. The harmonization provision alone is not enough to amount to a direct statement, for harmonization is not as strict as the defendants would like. In Nebraska, for example, the antitrust statute requires that when any language in the state statute is “the same as or similar to the language of a federal antitrust law,” Nebraska courts “shall follow the construction given to the federal law by the federal courts.” Neb.Rev.Stat. § 59-829. Nevertheless, the Nebraska Supreme Court has held that indirect purchasers can recover damages under Nebraska antitrust law notwithstanding Illinois Brick. Arthur v. Microsoft Corp., 267 Neb. 586, 676 N.W.2d 29, 37 (2004). Likewise, in Iowa, a harmonization provision has not prevented the Iowa Supreme Court from permitting damage recovery by indirect purchasers. Comes v. Microsoft Corp., 646 N.W.2d 440, 446-47 (Iowa 2002). The West Virginia harmonization principle (particularly in a sentence calling simultaneously for “liberal” construction) is simply not a direct statement prohibiting indirect purchaser recovery. According to the West Virginia Supreme Court, if the legislative intent is not clear, the [next] question for the court is whether the agency’s answer is based on a permissible construction of the statute. A valid legislative rule is entitled to substantial deference by the reviewing court. As a properly promulgated legislative rule, the rule can be ignored only if the agency has exceeded its constitutional or statutory authority or [if the rule] is arbitrary or capricious. Boone Mem’l Hosp., 472 S.E.2d at 422. Here, I conclude that the Attorney General’s legislative rule permitting indirect purchasers to recover damages is based on a permissible construction of the statute (which is to be construed “liberally”). Cases from other states are divided on whether state antitrust law is governed by Illinois Brick limitations where the state statute is silent. But allowing such recovery is certainly a “permissible construction.” It is neither arbitrary nor capricious, and is therefore entitled to deference. Accordingly, I conclude that West Virginia permits antitrust recovery by indirect purchasers. See In re Terazosin Hydrochloride Antitrust Litig., 160 F.Supp.2d 1365, 1376 n. 8 (S.D.Fla.2001). I also conclude that the Second Amended Complaint sufficiently alleges the necessary intrastate activity. Although the West Virginia statute, like the South Dakota statute, is not specific as to whether it is the commerce or the illegal conduct that must be inside the state, I conclude that the allegations suffice for the reasons I discussed concerning South Dakota. See Buscher v. Abbott Labs., No. 94-C-755, at 2 (W.Va.Cir.Ct. Jan. 27, 1994) (Pis.’ Opp’n., Palmer Decl. Ex. A) (“Thus, the Antitrust Act prohibits a conspiracy that restrains West Virginia trade or commerce, regardless of the locus of the conspiracy.”). My conclusion is fortified by the fact that the monopoly section of West Virginia’s antitrust statute covers a monopoly “any part of which is in this state.” W. Va.Code § 47-18-4. The motion to dismiss the West Virginia antitrust claim is therefore Denied. Wisconsin Antitrust Claim The parties inform me that the Wisconsin Supreme Court currently has under review a case that may control the outcome of their arguments here on the scope of Wisconsin’s antitrust statute. See Olstad v. Microsoft Corp., 271 Wis.2d 113, 679 N.W.2d 548 (2004) (granting petition to certify). In the interests of judicial economy, I therefore Deny the motion to dismiss WITHOUT PREJUDICE to its renewal following the Wisconsin Supreme Court decision. (B) State Consumer Protection Statutes The plaintiffs assert claims under the consumer protection statutes of thirty-nine states and the District of Columbia. The defendants ask me to dismiss thirty-four of them. The plaintiffs concede four of those. That leaves thirty consumer protection statutes at issue. The defendants assert a variety of reasons for dismissal, including failure to allege fraudulent or deceptive conduct, improperly using consumer protection statutes for what are really antitrust claims, lack of standing for indirect purchasers, failure to allege intrastate conduct, some states’ prohibition of consumer protection class actions, preemption by federal and state regulation and failure to give prefiling notice of claims. (1) In General: For states whose consumer protection statutes prohibit only fraudulent or deceptive conduct, does the Second Amended Complaint contain sufficient allegations? Nowhere does the Second Amended Complaint specifically assert fraudulent or deceptive conduct. Nor do the plaintiffs point to any fraud or deception in their legal memoranda. Only at oral argument did the plaintiffs’ lawyers specify what the deception was. There, they argued that the defendants’ failure to inform consumers of the conspiracy to keep out Canadian ears had inflated new car prices in the United States. This omission or failure to disclose was material, they argued, because it deprived consumers of choice when purchasing vehicles. The plaintiffs’ late-articulated claim of deception by omission does not withstand scrutiny. The Second Amended Complaint charges that prices were lower in Canada and higher in the United States for the same vehicles. Second Am. Compl. ¶ 1. There is no assertion that this price differential was hidden from, or unknown to, consumers. On the contrary, the Second Amended Complaint details public aspects of the conspiracy’s restriction on imports. Second Am. Compl. ¶ 51 (describing Canadian dealers’ policy of requiring new car buyers to sign “No-Export” agreements), ¶ 55 (alleging refusal to honor warranties on cars imported from Canada), ¶ 65 (alleging refusal to convert speedometers and odometers from the metric system). For all that appears, if United States consumers failed to acquire the cheaper Canadian vehicles, it was because they did not care to, or because the alleged conspiracy prevented Canadian dealers from selling to them (or to a discount channel in the United States), not because the conspiracy was unknown. In other words, even if an American dealer had said to a consumer, “You know, this car costs more because we have conspired with the manufacturers to prevent Canadian cars from coming into the American market,” the price would have remained the same (unless and until someone halted the alleged conspiracy). Perhaps the defendants’ conduct was anticompetitive, a matter still to be determined; but the Second Amended Complaint cannot be read to assert that it was “fraudulent” or “deceptive,” or that the “omission” was material to the consumer’s decision to buy the vehicle at the price negotiated. (2) Specific State Statutes Arizona Consumer Protection Claim The Arizona Consumer Fraud Act (“ACFA”) prohibits the act, use or employment by any person of any deception, deceptive act or practice, fraud, false pretense, false promise, misrepresentation, or concealment, suppression or omission of any material fact with intent that others rely upon such concealment, suppression or omission, in connection with the sale or advertisement of any merchandise whether or not any person has in fact been misled, deceived, or damaged thereby. Ariz.Rev.Stat. § 44-1522(A). The Arizona Court of Appeals has held that an ACFA plaintiff must show “a false promise or misrepresentation made in connection with the sale or advertisement of merchandise and the hearer’s consequent and proximate injury.” Dunlap v. Jimmy CMC of Tucson, Inc., 136 Ariz. 338, 666 P.2d 83, 87 (1983); see also Holeman v. Neils, 803 F.Supp. 237, 242 (D.Ariz.1992) (citing Dunlap ). By the statute’s terms, an omission must be material. Ariz.Rev.Stat. § 44-1522A. As I have stated, the Second Amended Complaint, even as “amended” at oral argument, does not meet this standard. The ACFA contains a permissive harmonization provision. It states: “It is the intent of the legislature, in construing subsection A, that the courts may use as a guide interpretations given by the federal trade commission and the federal courts to 15 United States Code §§ 45, 52 and 55(a)(1).” Ariz.Rev.Stat. § 44-1522(C). The plaintiffs contend that because antitrust violations and group boycotts are violations of the FTC Act, 15 U.S.C. §§ 41-58, the harmonization provision should yield the same result under the ACFA. Pis.’ Opp’n at 7-8; Pis.’ Oral Argument Ex. It is true that Arizona’s harmonization provision allows Arizona judges to consider interpretations of the FTC Act. But it does not require that they follow those federal interpretations. See Ariz.Rev.Stat. § 44-1522(C); see also Mary Dee Pridgen, Consumer Protection and the Law, § 3:33 (2003) (“While the state courts have shown great deference to FTC decisions, they universally maintain that they are not bound by the FTC’s interpretations.”). Unlike the FTC Act, the Arizona statute does not include a prohibition on unfair methods of competition, and it does not prohibit unfair acts and practices in addition to deceptive acts and practices. Compare Ariz.Rev.Stat. § 44-1522(A) with 15 U.S.C. § 45(a). Following Dunlap v. Jimmy GMC of Tucson, Inc., 666 P.2d at 87, I conclude that deception is required to state a claim under the ACFA. The defendants’ motion to dismiss the plaintiffs’ claim under the Arizona Consumer Fraud Act is therefore Granted. Arkansas Consumer Protection Claim The Arkansas Deceptive Trade Practices Act (“ADTPA”) forbids certain enumerated “[djeceptive and unconscionable trade practices,” as well as “any other unconscionable, false, or deceptive act or practice in business, commerce, or trade.” Ark.Code Ann. § 4-88-107(a). It also prohibits: “(1) The act, use, or employment by any person of any deception, fraud, or false pretense; [and] (2) The concealment, suppression, or omission of any material fact with the intent that others rely upon the concealment, suppression, or omission.” Id. § 44-88-108. The ADTPA is not patterned directly on the FTC Act and does not contain a provision harmonizing its interpretation with that of the FTC Act. See Ark.Code Ann. §§ 4-88-101 to - 115; Pridgen, supra, § 3:5. I have previously ruled' that the plaintiffs do not allege any false or deceptive acts. I turn to whether the alleged conspiracy is “unconscionable.” The ADTPA does not defíne the term “unconscionable.” See Ark.Code Ann. §§ 4-88-101 to -115. In Arkansas ex rel. Bryant v. R & A Investment Co., a case involving usurious contracts, the Supreme Court of Arkansas looked to contract law to define “unconscionable” under the ADTPA. The court stated that “[t]wo important considerations are whether there is a gross inequality of bargaining power between the parties to the contract and whether the aggrieved party was made aware of and comprehended the provision in question.” 336 Ark. 289, 985 S.W.2d 299, 302 (1999). That contract law definition does not seem pertinent to evaluating an alleged antitrust conspiracy. I turn, therefore, to general definitions. “Unconscionable” may be broadly defined as “showing no regard for conscience; affronting the sense of justice, decency, or reasonableness.” Black’s Law Dictionary 1561 (8th ed.2004); cf. Idaho Code § 48-603C(2)(d) (stating that one circumstance a court should consider when determining whether an act is unconscionable under the Idaho Consumer Protection Act is “[w]hether the sales conduct or pattern of sales conduct would outrage or offend the public conscience”). In the absence of any Arkansas caselaw to the contrary, I find that the plaintiffs’ allegations of a conspiracy to keep Canadian cars out of the United States market are sufficient to state a claim of an unconscionable practice under the ADTPA. I find no support in the ADTPA or Arkansas caselaw for a ban on indirect purchaser suits. The ADTPA provides a private cause of action for damages for any person injured by a violation of the ADT-PA, and is not limited to a cause of action for direct purchasers. Ark.Code Ann. § 4-88-113(f). Arkansas also does not prohibit indirect purchaser suits under its antitrust laws. See Ark.Code Ann. §§ 4-75-201 to -320. CADA and NADA are not exempt from the reach of the ADTPA. The ADTPA prohibits unconscionable, false or deceptive acts or practices “in business, commerce, or trade.” Ark.Code Ann. § 4-88-107(a)(10). The statute does not define “business,” “commerce” or “trade,” but these terms are broad enough to encompass CADA’s and NADA’s activities, as alleged in paragraphs 2, 36 and 37 of the Second Amended Complaint. ADTPA liability is not limited to sellers of goods. See Ark.Code Ann. § 4 — 88—113(f) (“Any person who suffers actual damage or injury as a result of an offense or violation as defined in this chapter has a cause of action to recover actual damages, if appropriate, and reasonable attorney’s fees.”). The defendants’ motion to dismiss the plaintiffs’ Arkansas consumer protection claim is therefore Denied. Colorado Consumer Protection Claim The Colorado Consumer Protection Act (“CCPA”) enumerates a list of behaviors prohibited as “deceptive trade practices.” Colo.Rev.Stat. § 6-1-105. The plaintiffs allege only that the defendants violated the catchall provision, section 6-l-105(u), which declares it a deceptive trade practice to: Fail[] to disclose material information concerning goods, services, or property which information was known at the time of an advertisement or sale if such failure to disclose such information was intended to induce the consumer to enter into a transaction. The Colorado Supreme Court has held that to establish a claim under the CCPA, a private plaintiff must show that “the challenged practice caused the plaintiffs injury.” Rhino Linings USA, Inc. v. Rocky Mountain Rhino Lining, Inc., 62 P.3d 142, 146-47 (Colo.2003) (quoting Hall v. Walter, 969 P.2d 224, 235 (Colo.1998)). As I described at the outset, the Second Amended Complaint, even if amended by the plaintiffs’ oral argument, does not allege fraudulent or deceptive conduct by the defendants, and certainly none that is material, i.e., a deception that caused the plaintiffs’ injury (overpayment). Under the statute’s plain language and the Colorado Supreme Court’s interpretation, the plaintiffs’ Colorado Consumer Protection claim must be Dismissed. Connecticut Consumer Protection Claim In Vacco v. Microsoft Corp., 260 Conn. 59, 793 A.2d 1048 (2002), the Connecticut Supreme Court concluded that an indirect purchaser (there an end-user licensee of computer software) lacked standing to sue a software manufacturer under the Connecticut Unfair Trade Practices Act (“CUTPA”). In arriving at that conclusion, the court applied the following “three part policy analysis” to determine whether an indirect purchaser has standing to sue: First, the more indirect an injury is, the more difficult it becomes to determine the amount of [the] plaintiffs damages attributable to the wrongdoing as opposed to other, independent factors. Second, recognizing claims by the indirectly injured would require courts to adopt complicated rules apportioning damages among plaintiffs removed at different levels of injury from the viola-tive acts, in order to avoid the risk of multiple recoveries. Third, struggling with the first two problems is unnecessary when there are directly injured parties who can remedy the harm without these attendant problems. Id. at 1066. The last two factors of the analytical framework described in Vacco weigh strongly against the plaintiffs here. Recognizing CUTPA claims by these buyers could well lead to duplicative recoveries. It would undoubtedly produce complicated damages apportionment issues. I referred to these problems in ruling that the plaintiffs, as indirect purchasers, could not recover damages under their federal antitrust claims. In re New Motor Vehicles Canadian Exp. Antitrust Litig., 307 F.Supp.2d 136, 140-41. Moreover, “there are directly injured parties who can remedy the harm without these attendant problems.” See Vacco, 793 A.2d at 1066. American and Canadian automobile dealers and would-be discount distributors are all directly injured parties who could sue without creating these duplicative recovery problems. As to the first factor, remoteness, these plaintiffs are one step closer to the defendants than the plaintiff in Vacco was to the defendant software manufacturer. (In that case, the software manufacturer charged computer manufacturers who charged retailers who charged the plaintiff.) Nevertheless, there will certainly be difficult issues in determining to what degree the manufacturers’ conduct affected the dealers’ ultimate retail pricing decisions. I conclude that the defendants’ motion to dismiss the plaintiffs’ CUTPA claim must be Granted. Delaware Consumer Protection Claim The Delaware Consumer Fraud Act (“DCFA”) prohibits “[t]he act, use or employment by any person of any deception, fraud, false pretense, false promise, misrepresentation, or the concealment, suppression, or omission of any material fact with intent that others rely upon such concealment, suppression or omission, in connection with the sale ... of any merchandise.” Del. Code. Ann. tit. 6, § 2513(a). Because the Delaware statute requires deception or omission of a material fact, allegations of which I have found missing in the Second Amended Complaint, the defendants’ motion to dismiss must be Granted. See McDuffy v. Koval, 226 F.Supp.2d 541, 547 (D.Del.2002) (granting summary judgment in favor of the defendants based on the plaintiffs’ failure to allege fraudulent behavior in support of their DCFA claim); Grand Ventures, Inc. v. Whaley, 632 A.2d 63, 66 (Del.1993) (noting that the DCFA provides consumers with an implied private cause of action to recover for injuries caused by merchants’ fraud or deception). I need not address whether the plaintiffs allege sufficient Delaware conduct by the defendants. District of Columbia Consumer Protection Claim The defendants’ motion to dismiss the District of Columbia (“D.C.”) consumer protection claim against the dealer associations, CADA and NADA, is GRANTED. D.C.’s highest court has ruled that the D.C. Consumer Protection Procedures Act (“DCCPPA”) clearly contemplates complaints against “merchants” who “supply the goods or services which are or would be the subject matter of a trade practice.” While a “merchant” is not limited to the actual seller of the goods or services complained of, he must be a “person” connected with the “supply” side of a consumer transaction. Howard v. Riggs Nat’l Bank, 432 A.2d 701, 709 (D.C.Ct.App.1981) (citation omitted). The Second Amended Complaint does not allege that these dealer associations had any merchant-consumer relationship with the consumer plaintiffs. As for the automobile companies, the DCCPPA contains a long list of actions that constitute “unlawful trade practices,” almost all of them having to do with deception. D.C.Code Ann. § 28-3904. I have already explained that the Second Amended Complaint does not adequately allege deception. In fact, the plaintiffs’ allegations do not approximate any of the “unlawful trade practices” listed in section 28-3904. D.C.’s highest court, however, has interpreted the statute more broadly: The Consumer Protection Procedures Act is a comprehensive statute designed to provide procedures and remedies for a broad spectrum of practices which injure consumers. While the [DCCPPA] enumerates a number of specific unlawful trade practices, the enumeration is not exclusive. A main purpose of the [DCCPPA] is to assure that a just mechanism exists to remedy all improper trade practices. Trade practices that violate other laws, including the common law, also fall within the purview of the [DCCPPA]. Dist. Cablevision Ltd. P’ship v. Bassin, 828 A.2d 714, 722-28 (D.C.2003) (internal quotation marks and citations omitted). In Bassin, the court permitted cable subscribers to use the DCCPPA to seek relief for an excessive late payment penalty. Id. at 723. The court did not premise the subscribers’ right to proceed upon the basis of fraud or deception. Instead, the court permitted subscribers to recover compensatory and treble damages because the late payment penalty did not meet common-law standards for a liquidated damages clause. Id. at 724-25. Since Bassin declares that the DCCPPA can be used as a remedy for improper trade practices that violate other laws, the statute is broad enough to cover the alleged illegal conspiracy here. Given the D.C. court’s flexible and broad interpretation of the DCCPPA, the defendants’ motion to dismiss the plaintiffs’ D.C. consumer protection claim against the automobile companies must be Denied. Georgia Consumer Protection Claim Georgia’s Fair Business Practices Act (“GFBPA”) requires that a plaintiff deliver to any prospective defendant a written demand “identifying the claimant and reasonably describing the unfair or deceptive act or practice relied upon and the injury suffered” at least thirty days before filing a GFBPA claim. Ga.Code Ann. § 10-1-399(b). Here, the plaintiffs maintain that their earlier antitrust complaints initially filed across the country and the subsequent Consolidated Amended Complaint filed in this Court satisfy this notice requirement. Pis.’ Opp’n at 12. Although the notice requirement “must be liberally construed,” Stringer v. Bugg, 254 Ga.App. 745, 563 S.E.2d 447, 449 (2002), and “[i]t is well-settled [that] the question of sufficiency of notice is one for the court,” Sharpe v. Gen. Motors Corp., 198 Ga.App. 313, 401 S.E.2d 328, 329 (1991), I reject the plaintiffs’ argument. The statute requires written notice at least thirty days “prior to the filing of any such action.” Ga.Code Ann. § 10 — 1—399(b). The procedure presumably is designed to encourage settlement and to avoid unnecessary lawsuits. See id. To hold that a complaint filed in court suffices as notice if it is later amended to add a consumer protection claim flies in the face of both the statutory language and its policy. (I do not reach the question of whether the filing of an antitrust lawsuit can constitute notice of a potential consumer protection claim.) The motion to dismiss the Georgia consumer protection claim is Granted Without Prejudice. Idaho Consumer Protection Claim The defendants’ motion to dismiss the Idaho consumer protection claim against CADA and NADA is Granted. The Idaho Consumer Protection Act (“ICPA”) forbids “unfair methods of competition and unfair or deceptive acts or practices,” Idaho Code § 48-603, as well as “unconscionable method[s], act[s] or practiced],” id. § 48-603C, “in the conduct of any trade or commerce,” id. §§ 48-603, 48-603C. “ ‘Trade’ and ‘commerce’ ” are defined as “advertising, offering for sale, selling, leasing, renting, collecting debts arising out of the sale or lease of goods or distributing goods or services, either to or from locations within the state of Idaho, or directly or indirectly affecting the people of this state.” Id. § 48-602(2). The ICPA further defines “services” as “work, labor or any other act or practice provided or performed by a seller to or on behalf of a consumer.” Id. § 48-602(7) (emphasis added). The plaintiffs allege that CADA and NADA provided services to automobile dealers, Second Am. Compl. ¶¶ 36-37, but do not allege that CADA and NADA provided services to or on behalf of consumers. The plaintiffs therefore cannot maintain their Idaho consumer protection claim against CADA and NADA. Regarding the automobile companies, Idaho Code section 48-603 enumerates prohibited unfair methods of competition and unfair or deceptive acts or practices, and includes a catchall provision forbidding “[e]ngaging in any act or practice which is otherwise misleading, false, or deceptive to the consumer,” id. § 48-603(17). The Second Amended Complaint does not allege any of the prohibited practices listed in the ICPA, and does not otherwise allege a misleading, false or deceptive act. The ICPA also prohibits “[a]ny unconscionable method, act or practice in the conduct of any trade or commerce.” Id. §§ 48-603C(l); 48-603(18). Section 48-603(c)(2) lists four “circumstances” to guide courts in determining whether a challenged behavior is unconscionable: first, whether the defendant took advantage of a consumer who was unable to protect his or her own interests; second, whether the defendant knew that the price “grossly exceeded” market value; third, whether the “transaction ... was excessively one-sided in favor of the alleged violator”; and finally, whether the conduct “would outrage or offend the public conscience, as determined by the court.” Allegations as to the second and fourth “circumstances” may be inferred from the Second Amended Complaint. There, the plaintiffs allege that prices for new motor vehicles in the United States are ten to thirty percent greater than prices for the same vehicles in Canada, and that the defendants were aware of and attempted to maintain this potentially gross price disparity by conspiring to keep Canadian vehicles out of the United States. Second Am. Compl. ¶ 1. It is reasonable to infer that the defendants’ alleged attempts to prevent this competition “would outrage or offend the public conscience.” Although the ICPA is not modeled directly on the FTC Act, Idaho Code section 48-604(1) instructs courts to give “due consideration and great weight ... to the interpretation of the federal trade commission and the federal courts relating to section 59(a)(1) of the federal trade commission act (15 U.S.C. § 45(a)(1)).” The FTC Act prohibits antitrust violations, see FTC v. Cement Inst., 333 U.S. 683, 694, 68 S.Ct. 793, 92 L.Ed. 1010 (1948), and the plaintiffs have characterized the alleged conspiracy here as a group boycott in violation of the Sherman Act, see Second Am. Compl. ¶ 3. The Supreme Court of Idaho has directed courts to construe the ICPA liberally in light of the legislative intent “to deter deceptive or unfair trade practices and to provide relief for consumers exposed to proscribed practices.” State ex rel. Lance v. Hobby Horse Ranch Tractor and Equip. Co., 129 Idaho 565, 929 P.2d 741, 743 (1996). In light of allegations satisfying some of the circumstances for finding unconscionable acts under the ICPA, the persuasive guidance from the FTC Act’s prohibition on antitrust violations and the Supreme Court of Idaho’s directive to interpret the ICPA liberally, I Deny the automobile company defendants’ motion to dismiss the Idaho consumer protection claim. Kentucky Consumer Protection Claims Two sections of Kentucky’s Consumer Protection Act (“KCPA”) and a separate remedies provision are at stake. I deal with them separately. Section 367.170 In section 367.170, the KCPA forbids “unfair, false, misleading, or deceptive acts or unfair practices.” But as indirect purchasers, the plaintiffs cannot maintain their claim against the automobile companies or dealer associations. Under section 367.170, a consumer “may not maintain a private action against a seller with whom he did not deal or who made no warranty for the benefit of the subsequent purchaser,” because the statutory language “plainly contemplates an action by a purchaser against his immediate seller.” Skilcraft Sheetmetal, Inc. v. Ky. Mach., Inc., 836 S.W.2d 907, 909 (Ky.Ct.App.1992); see also Ky. Laborers Dist. Council Health & Welfare Trust Fund v. Hill & Knowlton, Inc., 24 F.Supp.2d 755, 772-73 (W.D.Ky.1998) (citing Skilcraft). The automobile companies and dealer associations did not deal with the plaintiffs nor did they make any relevant warranties for the plaintiffs’ benefit. The plaintiffs’ indirect purchaser status thus bars suit under section 367.170 of the KCPA. Section 367.175 Kentucky’s antitrust provision, Ky.Rev. Stat. Ann..§ 367.175, is included within the KCPA. Because section 367.175 is a penal statute with no private cause of action, however, I turn to section 446.070, the remedies provision, to see if this claim can survive the motion to dismiss. Section 446.070 Section 446.070 provides “A person injured by the violation of any statute may recover from the offender such damages as he sustained by reason of the violation, although a penalty or forfeiture is imposed for such violation.” Ky.Rev. Stat. Ann. § 446.070. To recover under section 446.070 for a violation of section 367.175, the plaintiffs must show that the violation of section 367.175 proximately caused their injuries, see Shields v. Booles, 238 Ky. 673, 38 S.W.2d 677, 681 (1931) (cited in Kentucky Laborers, 24 F.Supp.2d at 774), and that they are in the class of persons intended to be protected by section 367.175, Kentucky Laborers, 24 F.Supp.2d at 774; State Farm Mut. Ins. Co. v. Reeder, 763 S.W.2d 116, 118 (Ky.1988). As indirect purchasers, the plaintiffs cannot meet these criteria for their antitrust injury. The motion to dismiss the Kentucky consumer protection claims against all the defendants is therefore Gkanted. Maine Consumer Protection Claim Pre filing Notice Under Maine’s Unfair Trade Practices Act, a prospective plaintiff must deliver to the prospective defendant “a written demand for relief, identifying the claimant and reasonably describing the unfair and deceptive act or practice relied upon and the injuries suffered” at least thirty days before filing an action. 5 M.R.S.A. § 213(1-A). However, the Maine Law Court has held that “the notice requirements of section 213(1 — A) are not jurisdictional.” Oceanside at Pine Point Condo. Owners Ass’n v. Peachtree Doors, Inc., 659 A.2d 267, 273 (Me.1995). Thus, the plaintiffs’ failure to comply with the express terms of the notice requirement does not bar their Maine consumer protection claim, although there may be other consequences (such as a cessation of litigation for the thirty-day period, if requested, or a denial of attorney fees and costs). See id. Fraudulent or Deceptive Conduct Maine forbids “[u]nfair methods of competition and unfair or deceptive acts or practices in the conduct of any trade or commerce.” 5 M.R.S.A. § 207. I have already explained that the Second Amended Complaint does not sufficiently allege deception, but Maine’s Unfair Trade Practices Act also prohibits unfair methods of competition and is modeled on the FTC Act. See Pridgen, supra, § 3:5. The Maine statute also contains a provision directing courts to interpret it in harmony with the FTC Act, 5 M.R.S.A. § 207(1), and the Maine Law Court examines federal precedent in interpreting it. Tungate v. MacLean-Stevens Studios, Inc., 714 A.2d 792, 797 (Me.1998). The Second Amended Complaint characterizes the alleged conspiracy as a group boycott. Second Am. Compl. ¶ 3. A group boycott is an agreement by competitors “not to deal with, or to deal only on specified terms with, other economic actors.” ABA Section of Antitrust Law, Antitrust Law Developments 104 (5th ed.2002). Group boycotts violate the Sherman Act and the FTC Act’s prohibition on unfair methods of competition. FTC v. Superior Court Trial Lawyers Ass’n, 493 U.S. 411, 422, 110 S.Ct. 768, 107 L.Ed.2d 851 (1990) (describing the defendants’ boycott as a “classic restraint of trade” under the Sherman Act and as such, an unfair method of competition under section five of the FTC Act); see also Cement Inst, 333 U.S. at 694, 68 S.Ct. 793 (stating that the same conduct may violate both the Sherman Act and the FTC Act). There are no Maine eases directly on point but, because the Maine statute and the Maine Law Court both direct courts to look to federal precedent, the alleged conspiracy, as a potential violation of the FTC Act, could violate the state prohibition on “unfair methods of competition.” See 5 M.R.S.A. § 207; Tungate, 714 A.2d at 797. Thus, the plaintiffs’ allegations of a conspiracy to keep Canadian vehicles out of the United States, if true, could constitute a violation of Maine’s Unfair Trade Practices Act. CADA and NADA The Maine statute permits a person who buys “services ... primarily for personal, family or household purposes” to sue for loss caused by another person’s use “of a method, act or practice declared unlawful by section 207.” 5 M.R.S.A. § 213. CADA and NADA point out that the Second Amended Complaint does not allege that they “have engaged in any trade with consumers.” Defs.’ Mot. at 7 n. 6. I turn to section 207, therefore, to determine whether its prohibition is limited to those who engage directly in consumer transactions. Section 207 prohibits “[u]nfair methods of competition and unfair or deceptive acts or practices in the conduct of any trade or commerce.” 5 M.R.S.A. § 207. It does not limit the scope of its prohibition to consumer transactions. (Obviously, the plaintiffs will still have to prove causation between CADA’s and NADA’s activities and the plaintiffs’ alleged consumer injuries.) The defendants’ motion to dismiss the Maine consumer protection claims is therefore Denied. Maryland Consumer Protection The Maryland Consumer Protection Act (“MCPA”) forbids any “unfair or deceptive trade practice,” Md.Code Ann., Com. Law, § 13-303, and provides a nonexclusive list of prohibited acts, id. § 13-301. Subsection 9 of Section 13-301 prohibits “knowing concealment, suppression, or omission of any material fact with the intent that a consumer rely on the same in connection with ... [t]he promotion or sale of any consumer goods.” I have previously explained that the Second Amended Complaint, even if amended by the plaintiffs’ oral argument, does not adequately allege deception or material omission. As for the term “unfair,” the MCPA also declares that “[i]t is the intent of the General Assembly that in construing the term ‘unfair or deceptive trade practices’, due consideration and weight be given to the interpretations of § 5(a)(1) of the Federal Trade Commission Act by the Federal Trade Commission and the federal courts.” Id. § 13-105. A purpose of section 13-105 is to “achieve a fair comparability between what the FTC and [the Maryland Consumer Protection Division] consider to be unfair or deceptive, absent some clear Maryland policy that dictates a different conclusion.” Luskin’s, Inc. v. Consumer Prot. Div., 353 Md. 335, 726 A,2d 702, 711 (1999). However, the MCPA proscription of unfair and deceptive acts does not include antitrust violations, because the unfair or deceptive trade practices prohibited by the MCPA “do not include monopolistic conduct or other violations of [the Maryland Antitrust Act].” Davidson v. Microsoft Corp., 143 Md.App. 43, 792 A.2d 336, 345 (2002) (quoting In re Microsoft, 127 F.Supp.2d 702, 724 n. 25 (D.Md.2001)) (internal quotations omitted). The conspiracy the plaintiffs allege here is a potential violation of the Maryland Antitrust Act, Md.Code Ann., Com. Law, § 11-204(a)(1), a statute separate from the MCPA. Therefore, the alleged conspiracy does not constitute a violation of the MCPA, despite the provision harmonizing the FTC Act and the MCPA. The defendants’ motion to dismiss the Maryland consumer protection claim is Granted. Massachusetts Consumer Protection Claim At least thirty days before filing an action under the Massachusetts consumer protection statute, consumer plaintiffs must mail or deliver to any prospective defendant “a written demand for relief, identifying the claimant and reasonably describing the unfair or deceptive act or practice relied upon and the injury suffered.” Mass. Gen. Laws ch. 93A, § 9(3) (“chapter 93A”). The Supreme Judicial Court of Massachusetts has “often held that ‘[a] demand letter listing the specific deceptive practices claimed is a prerequisite to [a chapter 93A] suit and as a special element must be alleged and proved.’ ” Spring v. Geriatric Auth. of Holyoke, 394 Mass. 274, 475 N.E.2d 727, 735 (1984) (quoting Entrialgo v. Twin City Dodge, 368 Mass. 812, 333 N.E.2d 202, 204 (1975)); see also City of Boston v. Aetna Life Ins. Co., 399 Mass. 569, 506 N.E.2d 106, 109 (1987) (“The failure of the City to allege the sending of a demand letter is fatal to its [chapter 93A] claim.”). Contrary to the plaintiffs’ assertion, Pis.’ Opp’n at 12, the initial complaints filed across the country and the Amended Complaint filed in this Court almost seven months prior to the filing of the Second Amended Complaint cannot “effectively act as the required notice.” The purposes of the demand letter are to encourage settlement and to limit the damages the plaintiff can recover to any reasonable settlement offer that was tendered in response to the demand letter and rejected by the plaintiff. See Mass. Gen. Laws ch. 93A, § 9(3); Spring, 475 N.E.2d at 736. The plaintiffs’ complaints prior to the Second Amended Complaint do not comply with the plain language of the demand requirement of chapter 93A, nor do they foster settlement or potentially limit the plaintiffs’ relief. The motion to dismiss the plaintiffs’ chapter 93A claim is therefore Granted without prejudioe because the plaintiffs have not alleged that they delivered the required demand letter to the defendants. See McMahon v. Digital Equip. Corp., 944 F.Supp. 70, 77 (D.Mass.1996) (dismissing the plaintiffs chapter 93A claim for failure to allege that she sent the thirty-day demand letter). Michigan Consumer Protection Claim The Michigan Consumer Protection Act (“MICPA”) forbids only itemized “[u]nfair, unconscionable, or deceptive methods, acts or practices.” Mich. Comp. Laws § 445.903(1). The MICPA does not contain a harmonization provision, see Mich. Comp. Laws §§ 445.901-.921, and is not modeled directly on the FTC Act, compare Mich. Comp. Laws §§ 445.901-.921 with 15 U.S.C. § 45. The plaintiffs argued in their oral argument hearing exhibit that the MICPA should be liberally construed to achieve its intended purpose of prohibiting unfair practices in trade or commerce, citing Forton v. Laszar, 239 Mich.App. 711, 609 N.W.2d 850, 853 (2000). Although the MICPA does prohibit unfair practices, the proscribed practices are limited to those itemized in the statute, as recognized by the court in Forton. See id. (“The [MICPA] prohibits, and defines by example, ‘[u]nfair, unconscionable, or deceptive methods, acts, or practices in the conduct of trade or commerce.’ ”) (quoting Mich. Comp. Laws § 445.903(1)) (emphasis added). The plaintiffs’ allegations do not fit any of the MICPA’s itemized proscribed practices. See Mich. Comp. Laws § 445.903(1). Most of the listed unlawful practices involve deception, see id., which, as I previously explained, the plaintiffs have failed to allege. The plaintiffs’ allegations do not resemble any of the other listed unlawful practices, and the plaintiffs do not claim that they do. Consequently, the motion to dismiss the Michigan claim as to all the defendants is Granted. Minnesota Consumer Protection Claim The plaintiffs have failed to state a claim under the applicable Minnesota consumer protection statutes. Minnesota’s Uniform Deceptive Trade Practices Act prohibits a variety of acts, but all involve deception or misrepresentation. See Minn.Stat. §§ 325D.43-.48. Likewise, the Minnesota Prevention of Consumer Fraud Act proscribes “[t]he act, use, or employment by any person of any fraud, false pretense, false promise, misrepresentation, misleading statement or deceptive practice, with the intent that others rely thereon.” Minn.Stat. § 325F.69(1). As I have already explained, the Second Amended Complaint even as “amended” at oral argument does not state a deception or material omission claim. Indeed, a Minnesota court in a parallel action involving the same alleged anticompetitive behavior dismissed a Minnesota consumer fraud claim. Lerfald v. Gen. Motors C