Full opinion text
MEMORANDUM DECISION, ORDER AND ORDER OF REFERENCE TO SPECIAL MASTER THELTON E. HENDERSON, District Judge. I. INTRODUCTION This antitrust and civil rights action is before the Court on the defendants’ motion to dismiss. The suit arises out of the enactment of a San Francisco municipal ordinance which sharply limits the number and kind of apartments which may be converted to condominiums in the city. Under the ordinance, the plaintiffs, the individual and corporate owners of a large apartment complex — Richard W. Traweek, Traweek Investment Company, Inc., and Traweek Investment Fund No. 10, Ltd. — are barred from converting any portion of their property to condominiums. Challenging the facial validity of the ordinance as well as the conduct and motives of the municipal officials who favored its enactment, the plaintiffs bring suit against the municipality and selected city officials alleging violations of federal antitrust and civil rights laws, and breaches of state tort and contract law. Named as defendants are the City and County of San Francisco, the San Francisco Department of Public Works, Dianne Feinstein, Mayor of San Francisco, Roger Boas, Chief Administrative Officer of San Francisco, John L. Molinari, Harry Britt, Wendy Nelder, Louise Renne, Carol Ruth Silver, Nancy Walker, Doris Ward, and Willie Kennedy, members of the San Francisco Board of Supervisors. The individual defendants are sued in their individual and official capacities. The Court has carefully considered the well-argued briefs and oral presentations of counsel. For the reasons stated below, we conclude that (1) the defendant officials’ participation in an alleged conspiracy to eliminate the plaintiffs’ ability to compete in the market for sale of condominiums supports a colorable claim under the Sherman Act, (2) no viable constitutional claims are presented by the plaintiffs’ complaint, and (3) the individual defendants are shielded from personal liability by the federal and state doctrines of absolute legislative immunity and must be dismissed as parties to this action. Accordingly, the defendants’ motion to dismiss will be denied in part and granted in part. Additionally, because of the difficult and sensitive discovery issues raised by the plaintiffs’ antitrust claims, a Special Master will be appointed to help formulate and monitor an appropriate discovery scheme. The order of reference is set forth at the conclusion of this decision. II. FACTS The plaintiffs purchased the 720-unit John Muir apartment complex in June 1980. In the spring and summer of 1982, they began to take steps to convert a portion of the property to condominiums. The municipal ordinance then in effect, Ordinance No. 337-79 (1979), limited to 1000 the number of conversions permitted in the city annually. Ord. No. 337-79, enacting Subdiv. Code § 1396 (hereafter referred to as the “1979 Ordinance”). Property owners interested in reserving a portion of the units allotted for conversion did so on a first come, first serve basis. No property owner was permitted to reserve more than 250 spots annually. Under this system, the plaintiffs successfully registered to submit applications to convert to condominiums 187 John Muir apartments. Although the registration process occurred in 1982, the anticipated development was scheduled for 1983 and thus, in the words of the Ordinance’s implementing regulations, the plaintiffs had gained 187 spots on the “1983 Priority List.” To reserve these spots, the plaintiffs paid the City $1,870. Thereafter, they spent $400,000 dollars to prepare conversion applications for the 187 units. In December 1982, the San Francisco Board of Supervisors amended the 1979 Ordinance to restrict the number of conversions permitted annually to 200 and to prohibit all conversion in buildings housing more than six units. Ord. No. 598-82 (1982) (hereafter referred to as the “1983 Ordinance”). The 1983 Ordinance, which went into effect January 1, 1983, makes some provision for applicants in midstream, like the plaintiffs, but expressly prohibits conversions by any 1983 registrant whose property contains more than twenty-five units. Under the terms of the 1983 Ordinance, the owners of the John Muir are unable to convert to condominiums any portion of their large complex. The 1983 Ordinance expires December 31, 1985. The plaintiffs filed suit in federal court on August 15, 1983 to challenge the facial validity of the 1983 Ordinance as well as the conduct and motives of the municipal officials who favored its enactment. Liberally construed, the plaintiffs’ complaint lists ten causes of action, ranging from violations of the federal antitrust laws, Sherman Act, 15 U.S.C. §§ 1, 2, to a myriad of constitutional challenges under the federal civil rights statutes, 42 U.S.C. §§ 1982, 1985(3), 1986, and pendant state claims for breach of contract and tortious interference with both contract and prospective business advantage. For our purposes on this motion to dismiss, it is sufficient to describe the five major federal claims presented by the complaint. First, it is alleged that the defendants violated the Sherman Act by engaging in a conspiracy with unnamed developers and other private citizens to eliminate the plaintiffs’ ability to compete in the market for sale of condominiums through enactment of the 1983 Ordinance and issuance of its precursive administrative directive. 15 U.S.C. §§ 1, 2. Second, four constitutional claims are stated. Plaintiffs aver that the 1983 Ordinance (1) exceeds the defendant municipality’s authority under its police powers, (2) constitutes a taking, (3) offends the Equal Protection Clause by irrationally distinguishing between different categories of property and by impinging on the fundamental rights of third parties, and (4) violates the plaintiffs’ procedural due process rights. A. The Factual Allegations of the Plaintiffs’ Complaint The factual allegations which the plaintiffs make in support of their claims may be summarized as follows: The plaintiffs bought the John Muir for $20 million in June 1980, hoping to convert its 720 moderately priced apartments to affordable condominiums. Constrained by the 1979 Ordinance, the plaintiffs planned to proceed in stages. The first stage commenced successfully when they reserved 187 spots on the 1983 Priority List. The condominium market which the plaintiffs hoped to enter was allegedly dominated by expensive, luxury condominiums. The plaintiffs aver that they intended to compete in this purportedly slow and saturated market by offering an alternative “affordable, quality condominium.” They further allege that unnamed real estate developers and other interested private citizens, alarmed by the threat of the plaintiffs’ price competition, “approached” the defendant officials to solicit their aid. During the meetings alleged with some or all of the defendant officials, the unnamed private citizens purportedly convinced the officials that governmental action barring conversion of the John Muir was needed to maintain the high price of condominiums in the city. As a result of this lobbying, the defendant officials allegedly agreed to stop, by governmental action, the conversion of the John Muir. First, the City’s Chief Administrative Officer, defendant Boaz, ordered the Director of the Department of Public Works to stop processing conversion applications. His informal administrative directive was issued in early December 1982, and was promulgated “in anticipation of the passage” of the 1983 Ordinance. Second, on December 20, 1982, the Board of Supervisors passed the 1983 Ordinance. Ord. No. 598-82 (1982). Under the 1983 Ordinance’s expansive grandfather clause — which permitted 1983 registrants with buildings containing less than twenty-five units to vie for the remaining spots on the 1982 Priority List — allegedly only the plaintiffs and one other registrant were flatly precluded from converting their registered property. The other 1983 registrant barred from converting his property allegedly petitioned the Board of Supervisors for relief. Although sympathetic to his situation, members of the Board of Supervisors denied his request, allegedly explaining that his fate was linked to that of the plaintiffs, and that the Board of Supervisors was unwilling to allow the plaintiffs to proceed with the conversion of the John Muir. Two final incidents are alleged as indicative of the defendants’ wrongdoing. First, in early 1983, the plaintiffs were advised by a prominent San Franciscan that their attempt to convert the John Muir was unsuccessful because they “came into town through the wrong channels.” H. Tr. at 65:3-10. Second, after the present lawsuit was filed, the plaintiffs received an offer from a local attorney, acting on behalf of an unnamed principal, to buy the John Muir at a price well above its value as rental property. The attorney, who refused to disclose his principal’s identity, stated that the price offered reflected the property’s worth as condominiums. He explained that although the plaintiffs could not secure approval for conversion, the offeror’s unnamed principal could. H. Tr. at 56:11-25, 57:1-2. The complaint then sums up its allegations by stating that the defendants have combined and conspired with the unnamed private citizens for the purpose of eliminating the plaintiffs’ ability to compete in the market for sale of condominiums through the enactment of the 1983 Ordinance and the issuance of the precursive administrative directive. As a result of the concerted action, the plaintiffs aver that they have been injured and seek declaratory, injunctive and monetary relief, including treble damages. Remaining allegations challenge the facial validity of the 1983 Ordinance under the civil rights statutes and pray for appropriate relief. Also included are allegations supporting the plaintiffs’ pendant state claims. B. The Motion to Dismiss The defendants move to dismiss the plaintiffs’ federal claims under Rule 12(b)(6) of the Federal Rules of Civil Procedure. They maintain that no federal antitrust liability can stem from their anticompetitive regulation of condominium conversions or the political discussion which preceded it, contending that the challenged activity falls within the exemptions for state action and political advocacy recognized by the Supreme Court in Parker v. Brown, 317 U.S. 341, 63 S.Ct. 307, 87 L.Ed. 315 (1943), and Eastern Railroad Presidents Conference v. Noerr Motor Freight, Inc,, 365 U.S. 127, 81 S.Ct. 523, 5 L.Ed.2d 464 (1961), respectively. They next urge dismissal of the plaintiffs’ constitutional claims for failure to state a legal claim. And lastly, the defendants contend that the individual city officials named as defendants are immune from personal liability under the federal and state doctrines of legislative immunity and therefore must be dismissed as parties to this action. In considering the sufficiency of the plaintiffs’ complaint, we turn first to the antitrust claims. For the reasons stated below, we conclude that the plaintiffs’ allegations state an actionable antitrust claim. III. DISCUSSION At this early stage of litigation, the Court is, of course, bound to construe the plaintiffs’ complaint liberally. The plaintiffs are entitled to all reasonable inferences which flow from the facts alleged. Conley v. Gibson, 355 U.S. 41, 45-46, 78 S.Ct. 99, 101-02, 2 L.Ed.2d 80 (1957). The complaint may not be dismissed unless it appears beyond doubt that the plaintiffs can prove no set of facts in support of their claims which would entitle them to relief. Id. Viewing the plaintiffs’ complaint thusly, we conclude that a colorable antitrust claim is presented. A. The Antitrust Claims The plaintiffs allege that the defendant officials have violated the federal antitrust laws by engaging in a conspiracy to eliminate the plaintiffs’ ability to compete in the market for sale of condominiums in San Francisco. Sherman Act, 15 U.S.C. §§ 1, 2 (1973). The purpose and effect of the alleged conspiracy, the plaintiffs maintain, was to protect the current market from plaintiffs’ threatened price competition in order to maintain the high price of condominiums for the benefit of plaintiffs’ competitors. The alleged scheme was purportedly effected by governmental action: the enactment of an anticompetitive ordinance and the issuance of a precursive administrative directive. In effect, the plaintiffs allege that the defendant officials have wrongly enlisted their legislative and administrative authority to control the price of condominiums in San Francisco, to the detriment of the plaintiffs and for the benefit of plaintiffs’ competitors, the defendants’ alleged co-conspirators. Their allegations, though threadbare and largely conclusory, state a viable antitrust claim. The Sherman Act was intended to “[prevent] ... restraints to free competition in business and commercial transactions which tend[] to restrict production, raise prices or otherwise control the market to the detriment of purchasers or consumers of goods and services ____” Apex Hosiery v. Leader, 310 U.S. 469, 493, 60 S.Ct. 982, 992, 84 L.Ed. 1311 (1940); see also In re Airport Antitrust Litigation, supra, 521 F.Supp. at 573. The conduct to which the plaintiffs attribute their loss — a conspiracy to control the condominium market — is at the heart of the Sherman Act’s proscriptions. Apex Hosiery v. Leader, supra, 310 U.S. at 493, 60 S.Ct. at 992; see also Westborough Mall v. City of Cape Girardeau, Mo., 693 F.2d 733 (8th Cir.1982). The fact that the alleged scheme to restrain trade was implemented by arguably valid governmental action does not shield the alleged bad behavior and motives of the defendant officials from review by the antitrust court. As the plurality in City of Lafayette v. Louisiana Power & Light Co., supra, stated: “even a lawful monopolist may be subject to antitrust restraints when it seeks to extend or exploit its monopoly in a manner not contemplated by its authorization.” 435 U.S. at 417, 98 S.Ct. at 1138. Nor are we convinced that the state action doctrine prevents antitrust review of the allegedly wrongful personal behavior and motives of governmental officials. That doctrine bars antitrust enforcement which seriously threatens the governmental structure of federalism. City of Lafayette, supra, 435 U.S. at 400, 98 S.Ct. at 1130. It removes from the proscriptions of the antitrust laws anticompetitive municipal restraints undertaken in furtherance of state mandates to displace competition with regulation. Community Communications Co. v. City of Boulder, 455 U.S. 40, 102 S.Ct. 835, 70 L.Ed.2d 810 (1982); see also Town of Hallie v. City of Eau Claire, 700 F.2d 376, 381 (7th Cir.1983), petition for cert. filed, 52 U.S.L.W. 3070 (U.S. May 11, 1983). Enforcing the antitrust laws against governmental officials — whose personal behavior and motives in undertaking arguably protected governmental action allegedly offend the antitrust laws — infringes on no policy of federalism. See Westborough Mall v. City of Cape Girardeau, Mo., supra, 693 F.2d at 746; Stauffer v. Town of Grand Lake, Colo., 1981-1 Trade Cas. (CCH) ¶64,029 at 76,326, 76,330 (D.Colo., Oct. 9, 1980); see also P. Areeda, Antitrust Law ¶¶203.3, 203.4 (1982 Supp.). Or, as some courts have analyzed the issue, since it is clear that the State Legislature did not foresee or contemplate that the defendant officials would enlist their authority in furtherance of a scheme to control the price of condominiums in San Francisco, the defendant officials have not engaged in protected state action. See, e.g., Westborough Mall v. City of Cape Girardeau, Mo., supra, 693 F.2d at 746. Similarly, we are disinclined to interpret the Noerr-Pennington doctrine to protect governmental officials who allegedly participate in an actionable scheme to restrain trade. The Noerr-Pennington doctrine protects advocacy of, not participation in anticompetitive activities. California Motor Transport Co. v. Trucking Unlimited, 404 U.S. 508, 92 S.Ct. 609, 30 L.Ed.2d 642 (1972); In re Airport Antitrust Litigation, supra, 521 F.Supp. at 582-83. Moreover, even assuming that the NoerrPennington doctrine has sufficient breadth to protect the conduct of governmental officials, the doctrine’s sham exception may be available here where the plaintiff alleges that the defendant officials misused their authority to further a scheme to restrain trade. In re Airport Antitrust Litigation, supra, 521 F.Supp. at 588. Accordingly, the defendants’ motion to dismiss the plaintiffs’ antitrust claims is denied on the ground the plaintiffs’ allegations that the defendant officials wrongly enlisted their governmental authority to control the price of condominiums in San Francisco support a colorable antitrust claim. In so ruling, we do not reach the question of whether the 1983 Ordinance itself or its precursive administrative directive reflect an affirmatively expressed and clearly articulated state policy to displace competition with regulation in the condominium market. With today’s decision, we only authorize the plaintiffs to go forward with their claim that the municipal action complained of was tainted by improper official behavior and motives. In proceeding in this manner, we are mindful of the possible chilling effect on the use and workings of governmental machinery posed by inquiry into the plaintiffs’ allegations. The tenuousness of the plaintiffs’ allegations, coupled with the burden on public officials of responding to them, suggest that this Court must move forward with the utmost care. See P. Areeda, supra, p. 11, at ¶¶ 203.3, 203.4. Our task is to balance the right of the plaintiffs to pursue their claim without undue impediment, against the sensitive governmental interests necessarily impinged on by their pursuit. The prospect of indiscriminate inquiry into the mental processes of governmental decision-makers troubles us greatly. Village of Arlington Heights v. Metropolitan Housing Corp., 429 U.S. 252, 268 and n. 18, 97 S.Ct. 555, 565 and n. 18, 50 L.Ed.2d 450 (1977) (“[J]udicial inquiries into legislative or executive motivation represent a substantial intrusion into the workings of other branches of government ... [and are] ‘usually to be avoided.’ ”) (quoting Citizens to Preserve Overton Park v. Volpe, 401 U.S. 402, 420, 91 S.Ct. 814, 825, 28 L.Ed.2d 136 (1971)). Disruption of the free flow of information between the polity and their municipal legislators which is indispensable to informed public decision-making also causes particular concern. Eastern Railroad Presidents Conference v. Noerr Motor Freight, supra, 365 U.S. at 137-38, 81 S.Ct. 529-30. Nor, in a larger sense, are we unaware of the unfortunate temptation for parties to claim conspiracy whenever governmental decisions go against them. Unrestrained discovery in these actions could seriously disrupt the governmental processes and needlessly harass governmental officials. To guard against such a scenario, and yet to allow the plaintiffs to move forward in this action, this Court will exercise our inherent powers over the administration of justice, Ex Parte Peterson, 253 U.S. 300, 312-14, 40 S.Ct. 543, 547-48, 64 L.Ed. 919 (1920); Schwimmer v. United States, 232 F.2d 855, 864-65 (8th Cir.1956); First Iowa Hydro Electric Cooperative v. Iowa-Illinois Gas & Electric Co., 245 F.2d 613, 627 (8th Cir.1957), cert. denied, 355 U.S. 871, 78 S.Ct. 122, 2 L.Ed.2d 76 (1957), to appoint a Special Master to aid in the formulation and monitoring of a carefully cabined scheme of discovery. Such an appointment will contribute substantially to the expedition and orderliness of discovery, as well as to the delicate balancing of competing interests in this complex and difficult case. Associate Dean Thomas M. Jorde of the Boalt Hall School of Law, an expert in antitrust and civil procedure, has kindly agreed to aid the Court and counsel by assuming the role of Special Master in this action. Our precise order of reference is set forth at the conclusion of this decision. B. The Constitutional Claims We next consider the sufficiency of the plaintiffs’ constitutional claims. It is alleged that the 1983 Ordinance (1) exceeds the defendant municipality’s authority under its police powers, (2) constitutes a taking, (3) offends the Equal Protection Clause by irrationally distinguishing between different categories of property and by impinging on the rights of third parties, and (4) was enacted in violation of the plaintiffs’ due process rights. For the reasons stated below, we find the plaintiffs’ constitutional claims insufficient as a matter of law. Accordingly, as to these claims, the defendants’ motion to dismiss will be granted. 1. The Scope of the Defendant Municipality’s Police Powers: Substantive Due Process The plaintiffs’ substantive due process challenge to the 1983 Ordinance appears to be two-fold. First, they contest the wisdom or rationality of the legislative means used to further the Ordinance’s stated housing goals. Second, they insist that they are entitled to conduct discovery to prove that the Ordinance’s stated and “concededly legitimate purpose[s]” were feigned. Plaintiffs’ Opposition Memorandum at 7:7-8 (hereafter referred to as “Pis’. Opp.Mem.”). Merely articulating the plaintiffs’ theories reveals their irresolvable weaknesses. The power of local governments to legislate for the public welfare is, of course, broad. Schad v. Mount Ephraim, 452 U.S. 61, 68, 101 S.Ct. 2176, 2182, 68 L.Ed.2d 671 (1981). Economic regulation, like the ordinance before us, must be sustained against a due process challenge if the regulation rationally furthers any legitimate state objective. Id. The Court is not “authorize[d] ... to resolve conflicts in evidence against the legislature’s conclusion ...” Vance v. Bradley, 440 U.S. 93, 111, 99 S.Ct. 939, 949, 59 L.Ed.2d 171 (1979) (quoting Brotherhood of Locomotive Firemen v. Chicago, Rock Island and Pacific Railroad, 393 U.S. 129, 138-39, 89 S.Ct. 323, 327-28, 21 L.Ed.2d 289 (1968)); see also Minnesota v. Clover Leaf Creamery Co., 449 U.S. 456, 464, 101 S.Ct. 715, 724, 66 L.Ed.2d 659 (1981) (“Where there was evidence before the legislature reasonably supporting the classification, litigants may not procure invalidation of the legislation merely by tendering evidence in court that the legislature was mistaken.”) Moreover, “it is constitutionally irrelevant whether this reasoning in fact underlay the legislative decision.” Flemming v. Nestor, 363 U.S. 603, 612, 80 S.Ct. 1367, 1373, 4 L.Ed.2d 1435 (1960); see also United States Rail road, Retirement Board v. Fritz, 449 U.S. 166, 179, 101 S.Ct. 453, 461, 66 L.Ed.2d 368 (1980). The district court may simply “hypothesize the motivations of the ... legislature to find a legitimate objective promoted by the provision under attack.” Malmed v. Thornburgh, 621 F.2d 565, 569 (3rd Cir.1980), cert. denied, 449 U.S. 955, 101 S.Ct. 361, 66 L.Ed.2d 219 (1980). As a consequence, inquiry into the subjective motivations of the legislators is unnecessary and usually prohibited. Village of Arlington Heights v. Metropolitan Housing Development Corp., supra, 429 U.S. at 268 and n. 18, 97 S.Ct. at 565 and n. 18; United States v. O’Brien, 391 U.S. 367, 383, 88 S.Ct. 1673, 1682, 20 L.Ed.2d 672 (1968) (quoting McCray v. United States, 195 U.S. 27, 56, 24 S.Ct. 769, 776, 49 L.Ed. 78 (1904)). Application of these familiar standards quickly reveals that the 1983 Ordinance constitutes an appropriate exercise of the defendant municipality’s police powers and thus meets the requirements of the Due Process Clause. First, an undisputed purpose of the challenged regulation is to achieve a balance between owned and rental housing and to preserve rental housing opportunities for low and moderate income residents. That this purpose is within the bounds of the defendant municipality’s police powers is conceded by the plaintiffs, see supra note 24, and is, in fact, beyond dispute. See, e.g., Berman v. Parker, 348 U.S. 26, 32-33, 75 S.Ct. 98, 102, 99 L.Ed. 27 (1954); Block v. Hirsch, 256 U.S. 135, 41 S.Ct. 458, 65 L.Ed. 865 (1921); Construction Industry Association v. City of Petaluma, 522 F.2d 897, 908-09, nn. 16 & 17 (9th Cir.1975), cert. denied, 424 U.S. 934, 96 S.Ct. 1148, 47 L.Ed.2d 342 (1976); see also Note, The Validity of Ordinances Limiting Condominium Conversion, 78 Mich.L.Rev. 124, 128-32 (1979). Second, the means chosen to implement this goal — limitations on the number and kind of apartments which may be converted to condominiums annually — can hardly be characterized as unreasonable. See infra pp. 1027-1028 (discussion of the classifications drawn under the 1983 Ordinance). Legislators throughout the country have linked the growth of condominium conversions to the loss of affordable rental housing. See, e.g., Condominium and Cooperative Abuse Relief Act of 1980, Pub.L. No. 399, §§ 602-617, 94 Stat. 1672 (1980) (codified at 15 U.S.C. §§ 3601-3616) (discouraging lending by federally insured lending institutions for condominium conversion where there are adverse impacts on housing opportunities of low and moderate income, elderly, and handicapped tenants; 1982 Cal.Stats. ch. 1447, § 1 (codified at Gov’t Code § 66452.50) (providing for local agencies to enter agreements with subdividers requiring units within new condominium development to be made available as rental housing for ten years); Sunnyvale Municipal Code §§ 19.84.010(4), 19.84.030 (prohibiting conversion unless apartment vacancy rates exceed three per cent). Thus, we are unable to find that it was irrational for the defendants to conclude that a balanced rental and owned housing stock could be furthered by sharply limiting the number of conversions permitted annually and by establishing strict conversion eligibility criteria based on the nature and size of the property. See supra note 6 and accompanying text (description and text of the 1983 Ordinance). Accordingly, this Court must conclude that the legislative means employed by the 1983 Ordinance to further its legitimate goals are rationally drawn. The plaintiffs’ claim under the Due Process Clause will therefore be dismissed. Their apparent disagreement with the methods chosen by the Board of Supervisors to achieve a balanced rental and owned housing stock does not support a constitutional claim. Maher v. Roe, 432 U.S. 464, 479-480, 97 S.Ct. 2376, 2385, 53 L.Ed.2d 484 (1977) (“[CJourt[s] do not strike down state laws ‘because they may be unwise, improvident, or out of harmony with a particular school of thought.’ ”) (quoting Williamson v. Lee Optical Co., 348 U.S. 483, 488, 75 S.Ct. 461, 464, 99 L.Ed. 563 (1955). Nor does their suspicion of an illicit purpose provide any basis for constitutional attack under the Due Process Clause. United States v. O’Brien, 391 U.S. 367, 383, 88 S.Ct. 1673, 1682, 20 L.Ed.2d 672 (1968) (“It is a familiar principle of constitutional law that ... [a] [cjourt will not strike down an otherwise constitutional statute on the basis of an alleged illicit motive.”) Plaintiffs’ remedy for the Ordinance’s perceived shortcomings lies elsewhere than in the courts. Minnesota State Board for Community Colleges v. Knight, 465 U.S. 271, 104 S.Ct. 1058, 1065, 79 L.Ed.2d 299 (1984) (“Disagreement with public policy and disapproval of officials’ responsiveness ... is to be registered principally at the polls.”) The defendants’ motion to dismiss the plaintiffs' substantive due process challenge will therefore be granted. 2. Taking The plaintiffs next contend that the 1983 Ordinance violates the guarantee of the Fifth and Fourteenth Amendments that private property shall not “be taken for public use, without just compensation.” The plaintiffs allege that the 1983 Ordinance prevents “any economically viable use of the property” and denies their “reasonable investment expectations.” For the reasons stated below, we conclude that the plaintiffs’ allegations do not support a viable taking claim. In determining whether a taking has occurred, the Court must focus on the uses permitted under the challenged regulation. Penn Central Transportation Co. v. City of New York, 438 U.S. 104, 131, 98 S.Ct. 2646, 2662, 57 L.Ed.2d 631 (1978); American Savings and Loan Ass’n. v. County of Mann, 653 F.2d 364, 368 (9th Cir.1981); Oceanic California, Inc. v. City of San Jose, supra, 497 F.Supp. at 973. If the regulation constitutes a valid exercise of the police powers — as we have concluded the 1983 Ordinance does, see supra at pp. 1022-1024, — no taking can be found if there remains a reasonable use of the property. American Savings and Loan Ass’n v. County of Marin, supra, 653 F.2d at 368 (interpreting Agins v. City of Tiburon, 447 U.S. 255, 100 S.Ct. 2138, 65 L.Ed.2d 106 (1980)). Neither allegations of diminished property value, nor charges that the property owner has been denied the opportunity to change to a more profitable use support actionable taking claims. Haas v. City and County of San Francisco, 605 F.2d 1117, 1120 (9th Cir.1979), cert. denied, 445 U.S. 928, 100 S.Ct. 1315, 63 L.Ed.2d 761 (1979), reh’g denied, 446 U.S. 929, 100 S.Ct. 1867, 64 L.Ed.2d 282 (1980); Pompa Construction Corp. v. City of Saratoga Springs, 706 F.2d 418, 420 n. 2, 424, 425 (2nd Cir.1983); Oceanic California, Inc. v. City of San Jose, supra, 497 F.Supp. at 974, 976-77. The plaintiffs argue that the 1983 Ordinance constitutes a taking because (1) it prevents the highest and best use of their land and (2) it interferes with distinct, investment backed expectations. The plaintiffs’ theories are discussed in turn below. First, the plaintiffs’ “best use” theory is premised on the proposition that the market value of the John Muir would increase significantly were plaintiffs allowed to convert the property to condominiums. This concept that a taking may be founded on the deprivation of a property’s best use has been repeatedly rejected by the Ninth Circuit and other courts as inconsistent with the Supreme Court’s seminal decision in Penn Central Transportation Co. v. New York City. See, e.g., American Savings and Loan Ass’n v. County of Marin, supra, 653 F.2d at 368 (“A police power regulation is not invalid simply because it prevents the highest and best use of the land.”); Haas v. City and County of San Francisco, supra, 605 F.2d at 1120; Pompa Construction Corp. v. City of Saratoga Springs, supra, 706 F.2d at 420 n. 2, 424, 425; Deltona Corp. v. United States, 657 F.2d 1184, 1190-94, 228 Ct.Cl. 476 (1981); Oceanic California, Inc. v. City of San Jose, supra, 497 F.Supp. at 975 n. 20. Nonetheless, the plaintiffs press the discredited theory on this Court, insisting that it has been revived by a recent Ninth Circuit decision, Martino v. Santa Clara Water District, 703 F.2d 1141 (9th Cir.1983). A careful reading of Martino proves otherwise. In Martino, a panel of the Ninth Circuit reversed the district court’s summary judgment against the landowner, ruling in part, that a facial taking challenge to a zoning ordinance was ripe despite the landowner’s failure to submit a development plan. After holding that the plaintiff’s taking claim was justiciable, the Martino court instructed the district court to ascertain, on remand, whether the challenged regulation “ ‘prevented] the best use of the appellants’ land ... [or] extinguished] a fundamental attribute of ownership.’ ” Id., at 1147 (brackets in original) (quoting Agins v. City of Tiburon, supra, 447 U.S. at 262, 100 S.Ct. at 2142). The Martino court’s dictum is drawn from the Supreme Court’s decision in Agins v. City of Tiburón, supra. As Judge Alfonzo Zirpoli of this Court has explained, the Agins “best use” language cannot be taken at face value: Landowners cannot premise a taking merely upon loss of the “best use” of their property. There is dictum in the Agins decision which may conceivably be read to negatively imply a contrary conclusion: “Although the ordinances limit development, they neither prevent the best use of appellants’ land, see United States v. Causby, 328 U.S. 256, 262 and n. 7 [66 S.Ct. 1062, 1066 and n. 7, 90 L.Ed. 1206] (1946), nor extinguish a fundamental attribute of ownership, see Kaiser Aetna v. United States, 444 U.S. [164] at 179 [100 S.Ct. 383 at 392, 62 L.Ed.2d 332] [(1979)]. Agins v. City of Tiburón, supra, 447 U.S. at 262 [100 S.Ct. at 2142].” ... The Court’s citation elsewhere is the Agins opinion to its decision in Penn Central indicates the long-standing rule that deprivation of property’s “best use” does not of itself mean that a taking has occurred. Oceanic California, Inc. v. City of San Jose, supra, 497 F.Supp. at 975 n. 20. Like Judge Zirpoli, we refuse to read the dictum of the Supreme Court in Agins, or that of the Ninth Circuit in Martino, as overruling the well-reasoned and long-standing rule that deprivation of a property’s “best use” does not result in an unconstitutional taking. Returning to the appropriate taking analysis, the sole question is whether the 1983 Ordinance leaves the plaintiffs with any reasonable use of their property. The obvious answer is that it does. The 1983 Ordinance does not prohibit or affect the continued rental of the John Muir or its resale as rental property. In short, the Ordinance does not extinguish any existing use of the plaintiffs’ property and thus does not constitute a taking. See Oceanic California, Inc. v. City of San Jose, supra, 497 F.Supp. at 974 (dismissing for failure to state a takings claim on the ground, inter alia, that “no existing use of the property is alleged to have been stopped, ... by the acts complained of.”) Turning to the plaintiffs’ remaining theory, we conclude that the complaint does not allege the kind of reasonable investment expectations cognizable as a possible partial basis for a taking claim. First, the plaintiffs bought into a heavily regulated situation and were on notice that the City’s condominium conversion regulations were subject to annual review. See supra Note 4. Their purchase of property already subject to regulations pertaining to condominium conversion was therefore necessarily “subject to further legislation upon the same topic.” Veix v. Sixth Ward Building & Loan Association, 310 U.S. 32, 38, 60 S.Ct. 792, 794, 84 L.Ed. 1061 (1940); cf. Energy Reserves Group, Inc. v. Kansas Power and Light Co., 459 U.S. 400, 103 S.Ct. 697, 704, 74 L.Ed.2d 569 (1983) (party’s contract expectations are not impaired by change in law where party is operating in heavily regulated industry). Second, the plaintiffs had no “vested right” to complete the planned development under California law. The right to develop a subdivision, such as the conversion of the John Muir apartments, vests under California law only after the developer obtains tentative or final map approval and expends substantial sums in reliance on that approval. El Patio v. Permanent Rent Control Bd., 110 Cal.App.3d 915, 927, 168 Cal.Rptr. 276 (1980); Billings v. California Coastal Commission, 103 Cal.App.3d 729, 736, 163 Cal.Rptr. 288 (1980) (“final map approval is required in subdivision developments before a right to complete the development vests.”) Although the plaintiffs allege that they submitted a tentative map, Cplt. ¶ 15, there is no allegation that the map was approved or that the plaintiff thereafter spent large sums in reliance on that approval. The pre-approval expenditure of $400,000 supports no cognizable constitutional claim. See Oceanic California, Inc. v. City of San Jose, supra, 497 F.Supp. at 974; see also Avco Community Developers, Inc. v. South Coast Regional Commission, 17 Cal.3d 785, 800, 132 Cal.Rptr. 386, 553 P.2d 546 (1976), cert. denied, 429 U.S. 1083, 97 S.Ct. 1089, 51 L.Ed.2d 529 (1978) (“Land use regulations ... involve the exercise of the state’s police power ... and it is settled that the government may not contract away its right to exercise the police power in the future.”) We thus reject the plaintiffs’ final contention that a taking claim can be premised on the allegations of wrongful deprivation of investment expectations. No reasonable investment expectation was denied by enactment of the 1983 Ordinance. Whatever expectations the plaintiffs may have had about the conversion of the 187 John Muir apartments under the 1979 Ordinance did not give rise to a binding legislative commitment. Accordingly, the defendants’ motion to dismiss the plaintiffs’ taking claim will be granted. 3. Equal Protection The plaintiffs’ equal protection challenge has two facets. The plaintiffs allege that (1) the classifications drawn under the 1983 Ordinance bear no rational relation to the legitimate state interest of achieving a balanced rental and ownership housing stock and preserving rental housing opportunities for low and moderate income residents, and (2) the 1983 Ordinance discriminates against a suspect class and impinges on the fundamental rights of third parties. No colorable claim is stated under either theory- The standards under which the plaintiffs’ claim of irrational classifications must be evaluated have been set forth many times by the Supreme Court: the government retains broad discretion to enact laws which affect the economic interests of some groups of citizens differently from others so long as the system or classification used bears some rational relation to legitimate governmental purposes. San Antonio Independent School District v. Rodriquez, 411 U.S. 1, 40, 93 S.Ct. 1278, 1300, 36 L.Ed.2d 16 (1973); Dandridge v. Williams, 397 U.S. 471, 485, 90 S.Ct. 1153, 1161, 25 L.Ed.2d 491 (1970); McGowan v. Maryland, 366 U.S. 420, 425-27, 81 S.Ct. 1101, 1104-05, 6 L.Ed.2d 393 (1961). If the classification has some reasonable basis, it does not offend the Equal Protection Clause simply because it “is not made with mathematical nicety or because in practice it results in some inequality.” Lindsley v. Natural Carbonic Gas Co., 220 U.S. 61, 78, 31 S.Ct. 337, 340, 57 L.Ed. 369 (1911). Nor does the Clause prohibit the legislature from attacking a social or economic problem piecemeal, “addressing itself to the phase of the problem which seems most acute to the legislative mind,” Williamson v. Lee Optical Co., supra, 348 U.S. at 489, 75 S.Ct. at 465; see also City of New Orleans v. Dukes, 427 U.S. 297, 305, 96 S.Ct. 2513, 2517, 49 L.Ed.2d 511 (1976). Most important for our evaluation of the plaintiffs’ claim is the inveterate constitutional principle that “[a] statutory discrimination will not be set aside if any state of facts reasonably may be conceived to justify it.” McGowan v. Maryland, supra, 366 U.S. at 426, 81 S.Ct. at 1105 (emphasis added); see also Vance v. Bradley, 440 U.S. 93, 110-11, 99 S.Ct. 939, 949, 59 L.Ed.2d 171 (1979); Lamb v. Scripps, 627 F.2d 1015, 1020-21 (9th Cir.1980). The state of facts which justifies the challenged ordinance is readily apparent: a city-wide shortage of adequate low and moderate income rental housing and a large population of potential renters seeking such accommodations. See United States Bureau of Census, 1980 (Exhibit A to Groat Declaration) (Table 4, Report 1, STF 1-A and Table 25, Report 4, STF 1-A) (San Francisco has a 2.7 percent vacancy rate in rental housing); id. (Tables 1 and 10, Report 1, STF 1-A; Table 36, Report 4, STF 1-A; Tables 68 and 69, Report 6, STF 3-A) (Fifty-seven percent of San Francisco’s residents rent. Of that group, a significant portion are elderly and low and moderate income residents.) That the defendants could have reasonably concluded that the classifications, limiting the number of conversions permitted annually and distinguishing eligible from ineligible property on the basis of size and owner residency, rationally further the legitimate stated housing goals is clear. First, it is not irrational to conclude that reducing the number of condominium conversions permitted annually from 1,000 to 200 will relieve pressure on the city’s threatened rental housing stock, See supra pp. 1023-1024; see also Ord. No. 337-39, 114 (“[a]n increase in condominium conversion coupled with a low vacancy factor and increasing rents has precipitated a rental housing crisis in San Francisco.”); see also Condominium and Cooperative Abuse Relief Act of 1980, Pub.L. No. 399, §§ 602-617, 94 Stat. 1672 (1980) (codified at 15 U.S.C. §§ 3601-3616) (“(2) [T]he number of conversions of rental housing ... is accelerating, which in some communities may restrict [housing] options____” 15 U.S.C. § 3601(a)). Second, the distinction drawn between property with more than six rental units and that with less is surely reasonable: when larger rental buildings are converted, more tenants are displaced, and the already strapped rental stock is further strained. The classification drawn between buildings that are partially owner-occupied and those that are not is supportable for the same reason. Third, the Ordinance’s treatment of the unused portion of the 1982 conversion allotment is far from irrational. By allowing buildings with less than twenty-five units on the 1983 Priority List to proceed with the planned conversions, the defendants have presumably moderated the effect of the 1983 Ordinance on owners in midstream, without sacrificing the Ordinances’s essential goal of stemming the large scale withdrawal of affordable rental housing from the market. Cf. Ord. No. 251-74 (formerly codified at S.F.Admin. Code 1126A.2; repealed by Ord. No. 163-75) (In May 1974, the Board of Supervisors adopted an ordinance which imposed a temporary prohibition on conversion of apartment buildings containing twenty-five or more units to condominiums.). Despite the facial rationality of the 1983 Ordinance, the plaintiffs insist that they are entitled to conduct discovery to rebut the factual and policy assumptions which underlie the Ordinance. The plaintiffs are mistaken. We repeat: “A statutory discrimination will not be set aside if any state of facts reasonably may be conceived to justify it.” McGowan v. Maryland, supra, 366 U.S. at 426, 81 S.Ct. at 1105. “Court[s] do not strike down state laws ‘because they may be unwise, improvident, or out of harmony with a particular school of thought.’ ” Maher v. Roe, supra, 432 U.S. at 479-480, 97 S.Ct. at 2385 (quoting Williamson v. Lee Optical Co., supra, 348 U.S. at 488, 75 S.Ct. at 464). Because the classifications drawn by the 1983 Ordinance are rationally drawn, the first portion of the plaintiffs’ equal protection challenge must fail. Plaintiffs next attempt to invoke heightened judicial review of the 1983 Ordinance, by arguing that the Ordinance discriminates against a suspect class and impinges on fundamental rights. The suspect class identified by the plaintiffs includes potential customers who cannot afford to buy condominiums in San Francisco in the current market. The fundamental rights upon which the Ordinance purportedly infringes are (1) the right of the plaintiffs’ existing tenants to buy their John Muir apartments, and (2) the right of the plaintiffs’ potential customers to travel. Even if we assume that the plaintiffs have standing to represent the interests of these third parties, Craig v. Boren, 429 U.S. 190, 194-97, 97 S.Ct. 451, 455-56, 50 L.Ed.2d 397 (1976), no colorable equal protection claims on their behalf have been stated. Contrary to the plaintiffs’ suggestion, financial need does not identify a suspect class for the purposes of equal protection analysis. Maher v. Roe, supra, 432 U.S. at 471, 97 S.Ct. at 2381. Nor is there any basis for finding that existing tenants of the John Muir have a fundamental right to purchase their apartments. Cf. James v. Valtierra, 402 U.S. 137, 91 S.Ct. 1331, 28 L.Ed.2d 678 (1971). Finally, since the 1983 Ordinance does not affect potential condominium buyers who are non-residents of San Francisco in any way differently than it affects potential customers who are local residents, we see no basis for a right to travel claim. In sum, the plaintiffs fail to state any cognizable claims under either branch of the Equal Protection Clause and the defendants’ motion to dismiss these claims will therefore be granted. 4. Procedural Due Process The plaintiffs lastly contend that they were entitled to notice and a hearing before the enactment of the 1983 Ordinance and the issuance of its precursive administrative directive. As Justice Holmes commented on considering a like claim in Bi-Metallic Investment Co. v. State Board of Equalization, 239 U.S. 441, 445, 36 S.Ct. 141, 142, 60 L.Ed. 372 (1915), “[i]t [is] hard to believe that the proposition was seriously made.” As that case, and many others have made clear, the Due Process Clause does not grant to members of the public generally a right to be heard by legislative or administrative bodies making decisions of policy. Id.] Minnesota State Board for Community Colleges v. Knight, supra, 104 S.Ct. at 1065; Yassini v. Crossland, 618 F.2d 1356, 1363 (9th Cir.1980). Thus, even if we assume, for the purposes of argument, the presence of a protectible property interest, the plaintiffs’ procedural due process challenge to the defendants’ broadly rule-making and policy-forming conduct fails to state a claim for relief. The defendants’ motion to dismiss the plaintiffs’ procedural due process claim will therefore be granted. C. Legislative Immunity Finally, we address the defendants’ claim that the individual defendants are entitled to absolute legislative immunity from the plaintiffs’ federal antitrust and pendant state claims. Three questions are presented by the defendants’.-assertion, of legislative immunity: (1) whether the governmental conduct'challenged bjF the plamr tiffs’ complaint is legMative7 (2) whether the doctrine of legislative immunity protects the individual municipal officials from federal antitrust liability, and (3) whether state law doctrines of legislative immunity shield the individual defendants from liability for alleged breaches of state law. For the reasons stated below, we conclude that the federal and state doctrines of legislative immunity shield the individual defendants from liability under the complaint and thus require their dismissal from this action. 1. The Federal Doctrine of Legislative Immunity In Tenny v. Brandhove, 341 U.S. 367, 71 S.Ct. 783, 95 L.Ed. 1019 (1951), the Supreme Court reaffirmed the “long-standing and wise tradition that legislators are immune from legal responsibility for their intra-legislative statements and activities.” Id. at 379, 71 S.Ct. at 789 (Black, J., concurring). In recent years, Tenny has been interpreted to protect municipal officials against liability stemming from their legislative conduct. See, e.g., Kuzinich v. County of Santa Clara, 689 F.2d 1345, 1349-50 (9th Cir.1982); Aitchinson v. Raffiani, 708 F.2d 96, 98-99 (3rd 1983); Hernandez v. City of Lafayette, 643 F.2d 1188, 1193-94 (5th Cir.1981), cert. denied, 455 U.S. 907, 102 S.Ct. 1251,- 71 L.Ed.2d 444 (1982). The privilege has been held to protect governmental officials from declaratory and injunctive actions, as well as from suits for damages. See Supreme Court of Va. v. Consumers Union of the United States, 446 U.S. 719, 732 & n. 10, 100 S.Ct. 1967, 1974 & n. 10, 64 L.Ed.2d 641 (1980). The doctrine of absolute legislative immunity has been construed expansively. Contrary to the plaintiffs’ suggestion, the privilege is unaffected by allegations of conspiracy, Tenny v. Brandhove, supra; Gorman Towers, Inc. v. Bogoslavsky, 626 F.2d 607 (8th Cir.1980), malice or improper purpose, Tenny v. Brandhove, supra, 341 U.S. at 377, 71 S.Ct. at 788, or charges that the legislation itself is substantively or procedurally flawed, id. at 379, 71 S.Ct. at 789 (Black, J., concurring). Furthermore, the privilege protects not only the conduct of municipal legislators, but also the acts of municipal administrators and executives “taken in direct assistance of legislative activity.” Aitchison v. Raffiani, supra, 708 F.2d at 99-100; see also Gorman Towers, Inc. v. Bogoslavsky, supra, 626 F.2d at 615-16. Although a well-plead claim of bribery may destroy the immunity, see Bruce v. Riddle, 631 F.2d 272, 279 (4th Cir.1980), we have no occasion in this case to consider any such possible exception. See supra note 15. To ascertain whether legislative immunity is available, the Court must determine if the conduct complained of is legislative. The test is purely functional. Lake County Estates, Inc. v. Tahoe Regional Planning Agency, 440 U.S. 391, 405 n. 30, 99 S.Ct. 1171, 1179 n. 30, 59 L.Ed.2d 401 (1977). The Supreme Court has instructed the lower courts to examine the plaintiffs’ pleadings and determine whether the acts alleged “resulted] from the nature, and in the execution of” the official’s legislative duties. Tenny v. Brandhove, supra, 341 U.S. at 374, 71 S.Ct. at 787. If so, the action against the governmental official must be dismissed at the pleading stage. Tenny v. Brandhove, supra; Gorman Towers, Inc. v. Bogoslavsky, supra, 626 F.2d at 611. The plaintiffs argue that the conduct complained of consists of “non-legislative administrative acts.” Pis.’ Opp.Mem. at 71-72. We disagree. Viewing the complaint in the light most favorable to the plaintiffs, the complaint alleges that the defendant members of the Board of Supervisors (1) failed “to remedy the discrimination created by [the 1979 Ordinance] ... such that it would not single out the John Muir despite the strong recommendation and preparation to so remedy by the Director of Public Works ...” Cplt. 1117(b), (2) met with economically self-interested private developers and other interested parties, and conspired with them to eliminate the plaintiffs’ ability to compete in the San Francisco condominium market through the enactment of the 1983 Ordinance, (3) injured the plaintiffs by refusing to allow buildings with more than twenty-five units to be converted to condominiums under the 1983 Ordinance, and (4) failed to comply with city and state law in enacting the 1983 Ordinance. The complaint also charges that defendant Boas, the City’s Chief Administrative Officer, “illegally” instructed the Department of Public Works not to allow buildings exceeding twenty-five units to be moved from the 1983 to the 1982 Priority List, “in anticipation” of the 1983 Ordinance. Cplt. ¶ 17(d). No specific allegations of wrongful conduct are levied against the defendant mayor. The challenged activity falls within the scope of the individual defendants’ legislative offices. The alleged decision of the defendant members of the Board of Supervisors not to sponsor or enact legislation which would liberalize the provisions of the 1979 Ordinance was a proper exercise of legislative discretion. Cf. Hernandez v. City of Lafayette, supra, 643 F.2d at 1193— 94. When the defendant members of the Board of Supervisors allegedly met with economically self-interested lobbyists, they also acted in a traditional legislative manner: “[m]eeting with ‘interest’ groups, professional or amateur, regardless of their motivation, is a part and parcel of the modern legislative procedures through which legislators receive information possibly bearing on the legislation they are to consider.” Bruce v. Riddle, supra, 631 F.2d at 280. See also Eastern Railroad Presidents Conference v. Noerr Motor Freight, Inc., supra, 365 U.S. at 137, 81 S.Ct. at 529. And, it is beyond reasonable dispute that the defendant officials’ enactment of the 1983 Ordinance was a legislative act. Kuzinich v. County of Santa Clara, supra, 689 F.2d at 1349 (“The enactment of a general zoning ordinance is a legislative act.”) The plaintiffs’ allegations of improper motive, unfair provisions, and flawed enactment do not alter the legislative nature of the conduct alleged. Moreover, since executive and administrative actions taken “in direct assistance of legislative activity” also constitute legislative conduct, Aitchinson v. Ruffiani, supra, 708 F.2d at 99-100 (mayor and borough attorney accorded legislative immunity because their activities were “legislative in character,” id. at 99), the challenged conduct of the defendant city administrator must also be characterized as legislative. The allegation that the defendant administrator acted “illegally” is insufficient, under the facts of this case, to defeat this characterization. Although no specific allegations of conduct engaged in by the defendant may- or are included in the complaint, construing the complaint liberally and in light of the plaintiffs’ offer of proof, we infer that the mayor’s alleged liability is based on two kinds of acts: (1) meetings with economically self-interested private developers and other interested persons, and (2) the formal approval of the 1983 Ordinance. Both acts are within the legislative functions of a municipal executive. First, just as meeting with interest groups is part and parcel of a municipal legislator’s duties, so too is a mayor entitled and encouraged to meet with interested persons, regardless of their motivations, to receive information regarding proposed legislation. Cf. Bruce v. Riddle, supra, 631 F.2d at 280. Second, an executive “acts legislatively” in approving or disapproving bills. Edwards v. United States, 286 U.S. 482, 490, 52 S.Ct. 627, 630, 76 L.Ed. 1239 (1932); Hernandez v. City of Lafayette, supra, 643 F.2d at 1193-94. We therefore conclude that the conduct allegedly engaged in by the defendant may- or “resulted] from the nature and in the execution of” her legislative functions and is therefore legislative. Having found the conduct complained of legislative, our next inquiry is whether the doctrine of fenny v. Brandhove protects the individual defendants against the charges of federal antitrust violations. We conclude, for the reasons stated below, that the individual defendants in this action are entitled to absolute legislative immunity from the antitrust violations charged. See Lochary v. Kayfetz, 5 Trade Reg.Rep. (1983-2 Trade Cas.) (CCH) ¶ 65,594 (N.D.Cal. July 5, 1983) (members of the Bolinas Community Public Utility Commission entitled to absolute legislative immunity against claims that a moratorium they imposed on water hook-ups violated the Sherman Act); Stauffer v. Town of Grand Lake, Colo., Civ. No. 80-A-752, slip.op. (D.Colo. Dec. 15, 1980) (members of the Grand Lake Board of Trustee and Planning Commission entitled to absolute quasi-judicial immunity against claims that the defendants’ decision to rezone the plaintiff’s property violated the Sherman Act). To determine the reach of federal common law immunities, the Supreme Court has generally accommodated two competing interests. The first is the interest in having governmental officials exercise their judgment free of the fear of burdensome and potentially ruinous personal litigation. The second is the interest in checking improper official conduct and in providing wronged individuals with adequate legal remedies. See, e.g., Butz v. Economou, 438 U.S. 478, 501-03, 98 S.Ct. 2894, 2908-09, 57 L.Ed.2d 895 (1978). In the realm of federal antitrust law, a third concern — the presumption against implied exclusions from coverage of the antitrust laws absent potential conflict with “policies of signal importance in our national traditions,” City of Lafayette v. Louisiana Power and Light Co., supra, 435 U.S. at 398-400, 98 S.Ct. at 1129-30, — should also be weighed in the balance. The need to insulate municipal decision-makers from the threat of devastating personal liability is particularly acute in the area of land use and development. The court in Gorman Towers, Inc. v. Bogoslovsky, supra, extended absolute legislative immunity to municipal officials who allegedly conspired with private citizens to prevent construction of the plaintiff’s proposed development through enactment of an unconstitutional zoning ordinance. The court explained: Because municipal legislators are closer to their constituents than either their state or federal counterparts, they are, perhaps, the most vulnerable to and least able to defend lawsuits caused by the passage of legislation. Particularly in the area of land use, where decisions may have an immediate quantifiable impact on both the value and development of property, local legislators should be free to act solely for the public good without the specter of personal liability with the passage of each zoning ordinance. Id., 626 F.2d at 612 (quoting Lignon v. Maryland, 448 F.Supp. 935, 947 (D.Md.1977)). Nor will the plaintiffs be denied an effective remedy by extending legislative immunity to the eligible municipal officials. If the individual defendants’ legislative conduct is indeed found culpable under the antitrust laws, the defendant municipality will presumably be liable for the official misdeeds of its agents. See supra note 36. Moreover, unlawful official conduct is always subject to the traditional “responsibility and the brake of the electoral process.” Lake County Estates, Inc. v. Tahoe Regional Planning Agency, supra, 440 U.S. at 409, 99 S.Ct. at 1181 (Blackmun, J., dissenting); Tenny v. Brandhove, supra, 341 U.S. at 378, 71 S.Ct. at 789. Finally, despite the traditional presumption against implied exclusions from coverage of the antitrust laws, City of Lafayette v. Louisiana Power and Light, supra, 435 U.S. at 398-400, 98 S.Ct. at 1129-30, the Supreme Court has held certain policies of sufficient national importance to override the presumption. In Eastern Railroad Presidents Conference v. Noerr Motor Freight, supra, 365 U.S. at 137-38, 81 S.Ct. at 529-30, the Court excluded anticompetitive advocacy of private citizens from the ambit of federal antitrust liability, reasoning, inter alia, that a contrary construction would “impede the open communication between the polity and its lawmakers which is vital to the functioning of a representative democracy.” City of Lafayette v. Louisiana Power and Light, supra, 435 U.S. at 399, 98 S.Ct. at 1129 (interpreting Noerr Motor Freight, supra, 365 U.S. at 137, 81 S.Ct. at 529). We believe that a similar interest of national importance calls for extending the long-standing and wise doctrine of absolute legislative immunity to the legislative conduct of municipal officials assailed under the antitrust laws. That interest is the need for insulated local decision-making free from the pressures and fears of burdensome, coercive and potentially ruinous personal liability. It was this interest that the Supreme Court stressed in Tenny v. Brandkove, supra: “Legislators are immune from deterrents to the uninhibited discharge of their legislative duty, not for their private indulgence, but for the public good. One must not expect uncommon courage even in legislators.” Id., 341 U.S. at 377, 71 S.Ct. at 788. Our consideration of these three interests leads us to conclude that absolute legislative immunity must extend to shield eligible municipal officials from antitrust liability. As such, the individual defendants in this action are protected from liability and will be dismissed as parties to these claims. 2. The State Doctrine of Legislative Immunity The final question raised by defendants’ motion to dismiss the individual defendants is whether the state doctrine of legislative immunity protects the individual defendants from liability on the plaintiffs’ pendant state claims. Since state law mirrors federal law in this area, HFH, Ltd. v. Superior Court of Los Angeles, 15 Cal.3d 508, 519-20,125 Cal.Rptr. 365, 542 P.2d 237 (1975), cert. denied, 425 U.S. 904, 96 S.Ct. 1495, 47 L.Ed.2d 754 (1976); Hardy v. Vial, 48 Cal.2d 577, 582, 311 P.2d 494 (1957); Glickman v. Glasner, 230 Cal.App.2d 120, 40 Cal.Rptr. 719 (1964); Cal.Gov’t Code § 821 (West 1980), we conclude that the individual defendants are immune from liability for their alleged breaches of state law as well. Accordingly, the individual defendants will be dismis