Because the attorney-client privilege ultimately rests on clients' request for legal advice about facts they give their lawyers, most courts extend privilege protection to those communications and to lawyers' specific legal advice in return. Several courts have rejected privilege protection for corporations' generic internal training manuals. Many courts take the same attitude toward procedural instructions for claims handling, general deposition preparation videos, basic antitrust educational materials, etc.

But some courts take a broader view. In McKnight v. Honeywell Safety Products USA, Inc., the court generously extended privilege protection to Honeywell's "annual on-line training on U.S. wage-hour compliance conducted by in-house counsel." Civ. A. No. 16-132WES, 2019 U.S. Dist. LEXIS 18076, at *3 (D.R.I. Feb. 5, 2019). The court noted that the withheld document contained "sixty-three slides consisting of essentially pure legal advice regarding federal and state wage-hour laws, followed by three slides about how to exit the training and verify that it was viewed." Id. at *4. The court concluded that "[t]here is no business advice or recommendation regarding the classification of a specific Honeywell position," but did not address the specificity requirement that many other courts assess. Id.

Corporations should not expect all courts to take this helpful approach, but may find it helpful to cite this decision in asserting privilege protection for internal training materials.