Standard Oil Company of New Jersey, Appts. v. United States

ADJUDGED GASES

IN THE THE STATES UNITED OF SUPREME COURT AT 1910. OF OIL COMPANY NEW JERSEY

THE STANDARD THE UNITED STATES. ET AL. v. OF THE STATES PROM THE COURT UNITED

APPEAL CIRCUIT OF -EASTERN DISTRICT MISSOURI. THE FOR reargument April 11, 14,15,16, 1910; Argued restored to docket March 17, May January 12, 13,16, 15, reargued 1911. —Decided 1911. 1910; July 647, 209, 2,1890, c. 26 Stat. should be con- The Anti-trust Act of construed, prohibits reason; and, light as so all strued to an unreasonable or which amount contracts combination interstate commerce. restraint of trade in undue is an in this case unreasonable defendants The combination products petroleum moving and its of trade and undue restraint prohibitions commerce,-and falls within of the act in interstate (cid:127) as so 'construed. suit, in a the Government one of defendants Where brought authority of 4 § Circuit of the Únited States under Court district, Anti-trust Act July 1890, court, within the (cid:127) jurisdiction authority act, of that can of 5 take under § served,upon the defendants. order notice to be non-resident Allegations occurring prior passage to thte Anti-trust facts solely light may- on acts done after

Act be considered throw passage act. (1)

VOL. CCXXI —1 OCTOBER TERM, Syllabus. Act of Congress

The debates in on the Anti-trust 1890 show that one leading the enactment statute doubt influences governing a law of the United as to whether there is common States making in of trade and of-contracts restraint the creation and the legislation. monopolies of in the absence maintenance of enacting may body it not be of used as means for debates the While they may interpreting statute, be resorted to-as means a of as- certaining under which was enacted. the conditions “attempts trade,” to.monopolize,” and terms “restraint of as The Act, origin in the in took their common used the Anti-trust law and country prior to in of this and at the time familiar the law of were their-meaning sought adoption act, of and should be the the from prior conceptions English and American the of both law passage of the act. in restraint of trade'were original all contraeos The doctrine of in- in interest of freedom illegal long modified since so was resulting valid if the that the contract to contract dividuals otherwise rea- only operation in and was partial its restraint was sonable. monopolies to early against power create struggle England in incompatible were establishing institutions resulted in those English

with the Constitution. of restriction their monopolies were unlawful because At law common injury public to upon' and their individual freedom of contract evils were creating the same law; and 'at common and contracts of, or impeding brought prohibition as due course within the being of, in restraint trade. passage English of the .Anti-trust Act rule was the time of

At free from con- individual was contract and abstain that the to. right regard thereto, tracting every to exercise and reasonable , only voluntarily unreasonably' except he and‘ as was restricted n restraining right carry wrongful-purposes his on his or for trade. ' ' Steamship Mogul McGregor,1892,^A. C. 25. Co.Lv. although Lords, event,- an decision the House of announced after A of reflexly may England of to show the state the law serve at time of event. such country development Eng- of

This has followed the line'of the law been) land, public policy prohibit, illegal, has as treat public wrong intent to contracts,' or acts entered into with competitive right unreasonably conditions, restrict limit the which bring individuals, commerce, flow of restrain free about public prices. such as the evils enhancement-of STANDARD OIL CO. UNITED STATES. Syllabus. light in the of the then Act of 1890 was enacted exist-

The Anti-trust conception against trade, restraint ing practical the law right Congress to make and intent was not restrain en- resulting contracts, otherwise, whether from combinations or force unduly foreign commerce, interstate or restrain but which do not protect from contracts or combinations that commerce meth- ods, newj old or which would constitute an interference whether upon, it.- with, or undue restraint an contemplated required a Act standard of inter-

The Anti-trust standard reason pretation, it was intended that the applied applied been at the common law should determin- had prohibitions. ing particular within its acts were whether Act, “person” construed ref- The word 2 of Anti-trust § thereof, implies corporation as well as an individual. erence to 8§ “any part” by the of the Anti- referred to words § The commerce light purpose of of the manifest Act, as construed trust any part geographically the United States and act, also includes things forming part foreign any of classes a interstate the commerce. monopolize” “monopolize” as 2 of and used in the § “to

The words every bringing prohibited the act about result. Anti-trust Act reach is of restraint the essence freedom undue on to contract Fréedom right contract. the to general-language used, prior been to the effect cases where has

In n determining particular a to whether reason could not resorted Act, prohibitions the of the was the Anti-trust unrea- case within pointed was out the under consideration and sonableness of acts only by the that the authoritative of those cases are certitude r.ule Freight applied; v. Trans-Missouri Asso- reason States United Association, Joint dation, 290, States v. and United Traffic ' they qualified far as conflict with 505, U. limited so the S. and Act given Anti-trust of-1890. construction now involving application combinations the The of the Anti-trust Aot.to States does so extend the production of within the commodities authority power Congress subjects dehors its as to render the to of . Knight Go., E. G. United States v. statute .uhconstit'utional. 1, distinguished. n of generically enumerates character acts The Act the thé. Anti-trust prevent is prohibited wrongs and sus- and the intends judicial ceptible any. legis- of being without exertion of enforced power. lative a'commodity pe- control such as power

The over unification of TERM, 1910. á Appellants. Argument for U. by combining corporation products, in one its troleum, and capital gives many corporations aggregating a vast other stocks of presumption pur- an itself, prima intent and rise, of facie perpetual industry with, gain connected pose to dominate commodity products of, its the movement control commerce in violation of the Anti-trust of interstate channels by proof of 1890, presumption is made conclusive and that Act of case. such as in the record of this specificacts those commodity products such combination over the The fact that itself take include the crude article does not petroleum does not appears that of the Anti-trust Act when it outside the combination products necessarily con- monopolization the manufactured crude article. trols are the law cannot be inflicted not authorized Penalties which authority. judicial violating the remedy administered in case a combination to be

The forbid, first, Act two-fold: continuance Anti-trust act, second, as to to so the combination prohibited dissolve power. the force the unlawful neutralize Anti-trust of an unlawful combination under the The constituents deprived power lawful not be make normal and Act should continuing recreating contracts, but should be restrained from by any whatever; means combination a dissolution unlawful offending deprive the combination should not constituents obey compel but it. right live under the law should them to remedy against determining combination, an the court In unlawful injury public inflict serious the result and not on the must consider in a by causing necessary of interstate commerce com- a cessation modity. Rep. modified and affirmed.

173 Fed. facts, which involve construction the Sher- .of July 2, 1890, Act of and man Anti-trust whether defend- in its are stated provisions, opinion. ants had violated G. Johnson and Mr. John G. Milburn, Mr. John on the Frank L. was brief, ap- Mr. for whom Crawford , pellants: . the Standard Oil acquisition Company

The of the stocks the other Jersey companies óf New independent enterprises. All of the not a combination OIL CO. UNITED STATES. Argument Appellants. 221 U. S. the same stockholders who in the had various

companies were on of the one organizations carrying parts corporate belonged body business as a whole business. The this who, commencing prior of common stockholders gradually up common owners built and de- had as its ’in business, it. The used so far properties veloped acquired by purchase, purchased were they had been common funds for account of time to time with the For most and part plants the common owners. business in had not been ac- used properties . common but of the were creation quired by purchase and majority companies, owners. The most the common had created owners ones, been important conduct branches the business. for the convenient .of always been held in companies of these had The stocks The and. ownership. business common companies the trans- unchanged by to each other relations were their companies the stocks of the other Standard fer of Jersey. New Company Oil to, Act has no to the transfer application

The Sherman Company the Standard Oil New acquisition by, manufacturing of the stocks Jersey .various for the that such transfer corporations, reason producing foreign com not acts of acquisition were interstate and immediate their effect on inter merce, nor direct commerce, nor foreign power within state foreign commerce. regulate interstate Congress In re 52 Fed. 1; Greene, Knight, States v. United Rep. 104. conspiracies contracts, combinations §'l and combinations which Sherman Act are contracts more the freedom of one or

contractually restrict trade, and to them in conduct of his or their parties which restrict freedom conspiracies combinations or conduct of their than the them the parties of others affect directly when these restrictions business, interstate 6 1910.

Argument Appellants. 221 U. for S foreign acquisitions property trade. Purchases or contracts, in such combinations or con sense are in restraint trade are spiracies. Contracts contracts business, although contractor’s stranger with in one, wholly on carrying, cases a similar some carry freedom of the contractor partially restricts Holmes, as J., on that business otherwise he would. ing Pollock on Case, 404; in Northern Securities 352. Contracts, ed., contracts are invalid be p. 7th Such being to the injury public deprived cause industry and the injury party party’s restricted occupation. his by being precluded pursuing himself 20 Windsor, 68; Wall. Oregon Navigation Steam Co. v. 19 Pick. in restraint Thacker, Combinations Alger v. two persons combinations between or more of trade are carry in his freedom whereby party restricted each Eckersley, in his Hilton way. on his own v. ing business Bl. El. & 47. 6 in held

The cases which combinations have been deal at law restraint of trade being valid common executory agreements independent between manu with each to whereby and. dealers freedom of facturers to his respect his interest and conduct own business Morris Run Coal judgment Barclay is restricted. Co. v. 173; Pa. Co. v. Oh. Co., Guthrie, Coal 68 St. Salt 35 St. Pittston Elmira Coal N. Co., 558; Arnot v. 68 Y. 666; McConoughy, Illinois, 346; 79 India Bagging v. Craft 14 Kock, 168; La. Ann. Vulcan Co. Association Powder v. Co., California, Co. 510; Powder 96 Oil v. v. Hercules Brown, v. 83 Texas, 650; Chapin Iowa, 156. Adoue, in which trusts and similar combinations have The Cases as.combinations'iñ restraint of trade all held invalid been con centralized employed to secure deal with devices People v. River owned North separately trol concerns. C., Co., 354; 582; S. Sugar Refining Hun, 121 N. Y. Co., Poca- Distilling 29 Nebraska, 700; v. Nebraska State OIL. CO. UNITED STATES. Argument Appellants. U. Powhatan Coal & Co., hontas Coke Co. v. Coke 60 W. Va. 508.

A in of trade is a combination conspiracy restraint two or others than its members of their deprive more to freedom their business in their own conducting way by in A having boycott acts that effect. combination to is a illustration. sufficient

The Act did not of con enlarge category Sherman tracts, combinations and in restraint of trade. conspiracies United Trans-Missouri Association, 290; States v. Association, United States U. S. 505; v. Joint 171 Traffic States, Co. v. United 175 U. Addyston Pipe & Steel S. U. v. United 211; Montague Lowry, 38; 193 Swift Lawlor, 208 U. S. States, 375; 274; U. S. Loewe v. 196 212 Paper Voight Sons, Continental Co. v. & Wall U. S. combinations, all involved either 227, expressly constituting them, of the agreements restricting terms in conduct of the freedom of each his members business, conspiracies or its or restrict nature of others than members in the conduct the freedom their Case, of their business. The Northern Securities which, through was a combination the device U. S. restricted the of the stockholders of adopted, freedom separate railroad independent companies tw<£ independent of their management respective control and companies.. do not restrain acquisitions property

Purchases and .by The freedom of a trader is not restricted trade. The elimination of of his business. property sale far as his and business is con- property so competition, in- trade, merely not a restraint of but is an cerned, is civil effect of exercise of the fundamental cidental acquisition of freely.. and sell buy property right pur- the fact that illegal by is not made property the use of an end to such thereby put intends chaser Every purchase. him. with competition property Appellants. Argument for prop the elimination involves necessarily property and, there purchaser erty competition from use Cin elimination. effect such fore, an intent implies Bay, S. 179. cinnati Packet Co. v. U. Oil the Standard to, acquisition by,

The transfer various stocks of the Jersey of New Company not, and the continued 1899 was corporations year con- with the control of those shares ownership restraint not, conspiracy fers a combination the first section illegal by trade declared ownership Act. óf the common Because Sherman independent were not they in interest properties different elements of were the constituent competitive they but This situation was af- business single organism. of Company to the Standard Oil by fected the transfer of stockholders and Jersey, body New who had the same had and-continued separate companies controlled the of New Company control them the Standard Oil through present These considerations differentiate the Jersey. Case, case from the Northern Securities U. S. 197. The Securities' dealt with a combination of Northern Case properties diverse owners diverse separate being quasi-public of their were bound the law corporations public invested with franchises continue competitive, creating separate, independent through company of the a common instrumentality holding would necessarily prevent competitive control which relations. the assumption corpor- is no for that

There warrant naturally are engaged ations in the same business .origin of their or owner- potentially' competitive regardless corpora- men ship. body If the create several same ad- business for the carry large tions to on economical a reason, and the for other vantages location or in common owner- are all corporations stocks these com- potentially are ship, say they is a fiction to it OIL v. CO. UNITED STATES. Argument Appellants. U. one of petitive competi- their natural relation is tion.

The of the properties common owners Oil Standard and business right properties had the vest the busi- in a single notwithstanding ness such a corporation, disintegration transaction might prevent tend to ownerships. the different into The properties diverse Act upon rights Sherman does not restrictions impose joint owners. The their acquisitions to 1882 were lawful and prior effect The upon purpose was incidental. competition legal the trust of titles to bring 1879 was to the scattered into individuals joint-properties then vested various Agreement Trust single trusteeship. purpose trusteeship to hold provide practicable 1882 was legal title an effective executive joint properties, management marketable or evidence symbol and a raised in the interest of each The only question owner. Company, case of State Standard Oil Oh. St. Oil Com-

was whether ultra vires for the Standard was the trustees pany Ohio to its stock to be held permit of distribu- of instead owners. The method real only trust was the adopted tion on the dissolution of the plan feasible of distribution. certificate-holder Each in all assignment interest given an of his proportionate business companies. All the common being parts of The value was no sepárate there basis for valuations. being of its every upon the interest dependent owner was together of 1899 kept entirety. as an The transaction by business an the entire practically incorporation was of ownership common of Stand- through owners plain was the Oil of New That Company Jersey. ard object and effect of the transaction. purpose, with directly, The first section of the Act Sherman deals combinations, of in restraint contracts, and conspiracies monopoliz- The deals with directly trade.- second section 1910. Argument Appellants. does not Monopolizing attempts monopolize.

ing and td nor does its ab- of the first section operation enlarge of section. operation restrict sence contract, com- entities, deals with a first The section themselves, are and the entities bination, conspiracy; a or be illegal, may to be annulled declared expressly acts. section The second deals destroyed. common a definition. monopoly precise had At law Co. Crescent Blackstone, 4, 160; Butchers’ Union v. p. Vol. of idea City imports 111 U. 756. Co., Monopoly S. by of existing reason an exclusiveness exclusiveness liberty of of With the common- the restraint others. the,restraint grant resulted from the monopoly law Act the Sherman right privilege. or Under exclusive a grant substitute for the source there must some to monopoliz and restraint essential the exclusiveness essential, is ing. element found the-statement Greene, (In Rep. 116) re Fed. Judge Jackson right securing acquiring is “the exclusive monopolizing by dr means which prevent such trade commerce engaging others from therein.” Exclusion restrain monopolizing. Torts, Pollock on competition not L. 152; Case, Q. (1892) 23 B. D. ed., Mogul 615; 8th R. p. act is Monopolizing appro within the App. Cas. of contracts, means combinations trade priation restraint trade or other unlawful or or conspiracies general “the is re whereby subject acts, tortious . . he liberty trading from that . strained agencies In the absence such means or had before.” size, exclusion, aggregated capital, and volume power, monopolizing legal sense. business are . of a States, 196 U. case United Swift sepa- firms and individuals corporations, combination business, to- independently engaged in the rately controlling nearly it, monopolize whole of gether courses of conduct effective certain acts and STANDARD OIL v. CO. STATES. 11 UNITED 221 U. S. Argument Appellants'. for such, that end when done and a pursued combina- ' n tion. Richardson v. Buhl, 77 Michigan, 632; People v. North River Sugar Refining Co., 54 Hun, 354; v. Standard State 137; Oil State Co., 49 v. Oh. St. Distillery Co., 29 Ne Distilling Co. v. braska, 700; People, 156 Illinois, 448, and Anderson v. Shawnee Compress Co., U. S. 423, rest upon grounds and are special to this case. applicable hand, See on the other In re Greene, Fed. Rep. Trenton

Jackson, J.; Potteries Co. v. Oliphant, 58 N. J. Oakdale Co. v. Eq. 507; Garst, R. I. 484; State v. Co., ContinentalTobacco 177 Missouri, 1; Diamond Match Co. 106 N. Y. Roeber, 473; Davis v. Booth & Co., 131 Fed. Robinson v. Brick Rep. 31; Co., Rep. 127 Fed. 804. The acquisition existing plants or properties however ex made to obtain tensive, though their trade and eliminate common, is not competition, their at monopoly law or under the Sherman monopolizing Act, in the absence of others from the exclusion the trade by conspiracies to or contracts in end restraint of oil an trade elaborate scale, and effective other systematic, wrongful, ttfrtious or, illegal acts. such is -present When monopolizing The, act is to remedy prohibit offending conspiracies,' contracts, illegal acts" or means of exclusion, leaving or corporation pursue his or the individual its business properties plants with the acquired have beeif shorn the monopolizing created elements in, con duct of the business. . acquisition plants of competing and properties imputing

cannot unlawful to. rendered such ac- quisitions monopolize/ an intent The acquisition of does not plants properties anyone exclude from the the intent to monopolize and therefore trade attributed, cannot be acquisitions. to such The proposition that an is acquisition property rendered invalid because monopolize collateral intent not sustained the? TERM, 1910.

Argument Appellants. Pipe Addyston it. support to upon relied authorities sub- The and eases there cited. Rep. 291, Case, 85 Fed. Standard of the made owners acquisitions stantial they Act and re- the Sherman antedated Oil business extending long over a separate transactions sulted to an They accretions of were all'cases period years. insignificant part an They existing business. formed Act is in- as it exists. The Sherman business now to present monopolizing attempts or prevent to tended years ago acquisitions many made monopolize. Whether monopolize attempt not with an to or associated were were at present attempt monopolizing. has no relation with not Jersey was Company Oil New The Standard combining or attempting monopolize, or mpnopolizing, foreign monopolize, interstate anyone else products proceeding and its this petroleum when trade instituted, any or at time. was pipe of the lines has not been a means ownership The Substantially all of the lines owned monopolizing. pipe companies Oil constructed by the Standard have been any There has companies. those never been exclusion oil anyone the.production from the either in fields its storage, gathering or its oil, purchase, or its lines. of the by pipe Ownership pipe lines transportation companies advantages not Standard give does others. dealing producers open with the are upon erroneously operates The includes decree companies. appellant several sixth of the decree is section unwarranted provisions. in various its impracticable appellants the motion of the deny It was error to permitting upon order service them outside vacate the Missouri, Division of the Eastern District of the Eastern them of the. upon and to set aside service writs thereunder; and error subpoena issued overrule the jurisdiction the court appellants pleas OIL CO. v: UNITED STATES. Argument Appellants. for The appellants, them. were not residents of over District of Missouri nor they Eastern were found therein made authorizing the order was the service of when them upon the district. There no outside process involving in that district proceeding pending contro- ,the determination of versy appellants which the were necessary parties. D. Watson, appellants:

Mr. T. also for has failed to The Government maintain affirmative made Brent v. The pleadings. Bank, of the issue The Siren, 154; 614; Stinson, Pet. Wall. United States The transfer 1899 to the Standard Oil Company of of the Jersey non-cómpetitive various properties New by used thém not a jointly property as one restriction trade, monopolize, interstate or an or a attempt' violation Sherman Act. trusts, combines,

The Sherman Act permits corpora- compete and individuals to enter into and for inter.- tions long trade so It does not they lawfully.' state act seek those who regulate methods nor forbid enter into form, doing of a trust, their business trade from they carry or it corporation combine, on provided ;. lawfully. Jerséy

The Standard Company New after 1899 Oil. for might legitimately compete and properly interstate trade, notwithstanding -the combination the group of gave only it a it great power, provided did not properties n restrain means gain such trade or unlawful seek to contrary to the Act. monopoly provisions Sherman nothing in this case to show that There is after unlawfully compete, did restrict or seek the combination trade; yet such monopolize interstate evidence was the combination prove, was violat indispensable inAct 1906. the Calumet Hecla & ing the Sherman See 1910. Appellants. 221 U.

Argument for 709, 715; Judge Fed. Rep. Case, Judge Knappen, 728; Judgé Gray United Rep. 727, 167 Fed. Lurton, 8, 1910. December Reading Co., decided v. States the Northern Secu- difference between great is a There at bar. Case and case rities' the idea potential competition, question On the all the same owned properties between competition properties The idea that themselves novelty. is a persons more he must if one man owns two or compete, startling. himself, Competition is between compete with Leary, 40 Wis- also novel. Fairbanks is owners joint Tobacco Co., v. Continental 642, 643; Whitwell consin, 454. Rep. Fed. striving persons, of two or more or is the

Competition individually thing, for one jointly, either corporations, action; the strife differ- e., trade; personal i. between Their compete. do not relative Properties persons. ent their owners to readily more enable use may locations against but and as of themselves competition, them other, compete. do not they each the Sherman Act read that the same idea makes This of individuals shall not group operate own person sites, refineries or stores or for any more for two or might manufactories which be used kind of different competition. Joint Association Case, owners Traffic “naturally or "potential” competitive” are The words v. Act. Cascade Railroad Co. Superior in the Sherman not Washington, rule of com potential 346. Court, 51 the only ownership physical the refers petition oil goes which into inter produce properties the oil itself. United v. not to States commerce, state ^and Co., 1; U. Northern Securities Co.v. Knight E. C. S. 7 U. 40 . States, 193 United In a highly penal Act is . one. criminal The Sherman act is degree proof beyond under prosecution STANDARD OIL CO. UNITED STATES. Argument U. S. Appellants. for

reasonable In doubt. a civil suit it, degree under is great, so the proof direct, must be plain and con but. vincing. United States Freight v. Trans-Missouri Assn., 58 Rep. 77; Fed. Northern v. United Securities Co. States, 193 U. S. 401; Co., State v. Tobacco Continental 177 Miss 1. issippi, is a

There distinction between private traders and rail- road and companies; see also distinction under.Sherman Act between quasi-public corporations and private traders. Trans-Missouri Case,

The mere method in. which are stocks held not pre- scribed the Sherman Act;'all methods are lawful if not trade, used to restrict gain an unlawful monopoly. ruling Under court’s of a large the effectiveness busi- organization ness may, by very fact, reason of bring it under Act. Sherman justified by

The decree below was not the facts foimd by court; Sherman after the court in Act; 5§ permitted the distribution the shareholders of among Standard Oil Company Jersey of New the stocks held company, authority did without lawful so to do, define limit the distribution; of that method restrict the distributees sale, the future use and disposal of their stocks; restrict sale, the distributees use and disposal properties; their and in the contract relations exist, thereafter as as the well use and disposition of the different such a properties in drastic manner as to injure greatly destroy the value the same and their profitable render future practically impossible. use disintegrates The decree appellants’ built with properties joint moneys use so units create that never be- existed compels separately fore these units to carry compete units, on business and other' directly con- It trary purpose of their creation. allows future operation refineries, lines, and use pipe other n only under the properties appellants vagüe 16

Argument Appellants. 221 for U. S. terms of comprehensive, 6 broad indefinite, § but operate who in the future those subjecting decree, by unwittingly violating for contempt them to attachment appellants prohibits It terms. indefinite vague and until discontinu- interstate commerce all ftngaging (cid:127) illegal in- combination, of the thus operation ance of for an indefinite and uncertain penalty a new flicting period. are unauthorized Sher- restrictions

All of such governing settled rules are violation Act, man contrary provisions and are injunctions, by this approved heretofore court under decrees different especially the one the Northern Act, Sherman Case. Securities wholly the Sherman Act decree authorized merely enjoins stops illegal one that an

negative, — is filed or which then operation petition when thing 144 Lacassagne Chapius, 124; v. E. C. is foreseen. Case, 17; U. v. 1, 156 S. Harriman Northern Se Knight Co. 244, 289; 197 S. & Co. v. U. United Co.,

curities Swift 375, 402; States v. Reading Co., S. United States, 196 U. Circuit, Circuit Court Third Decem decided 8,1910. ber Act prescribes specific certain methods

The Sherman Noyes which are exclusive of all others. on of relief Relations, ed., 1909, 406; Greer, 2d Intercorporate Mills § Stoller, Rep. 1, 3; 77 Fed. Minnesota v. Northern & Co. 48, 71; U. Barnet Co., Bank, S. v. National 194 Securities East Tennessee R. Co. v. 555, R. Southern Tel. 558; Bank v. 310; S. Farmers’ Co., Dearing, U. United States v. Union 29, 35; Co., Railroad U. Pacific U. S. 569. injures hampers greatly The decree the value stockholders, parties though they the stock of are to the bill. in equity, rep-

A when to bill does party corporation, STANDARD OIL CO. v. UNITED STATES. Appellants. Argument 221 U. S. for its stockholders, only resent but within the cor scope of and power, rights not as to the individual porate of the to do with his Taylor stockholder as he chooses. property Co. v. 122 Co., Rep. & Southern Fed. 147, 153, 154. Pacific A has no corporation right right to conclude or affect the respect shareholder ownership incidents particular of his v. shares. Brown Mail Steamship Pacific Co., Cas. 2025; Fed. No. 5 Morse 525; Bay Blatch. State Co., Gas 91 Fed. Rep. 944, Harriman v. Northern Se 946; Co., 244, curities 197 U. S. 288-290.

The decree follows the appellants and their properties after the dissolution.

The Sherman Act closely limits power and defines the a court on petition filed to relief. give equitable petition The must pray that such violations shall be en- joined or otherwise prohibited; and it these violations the act that the court may enjoin, only now such violations. Past competition unlawful does deprive parties of their right conduct competition. lawful Haven R. New R. Case, 361, U. S. 404.

The Sherman Act does not give power the coruts to disintegrate strike down and non-competing group of physical properties used to manufacture an article of trade. These physical properties bought áre and held and used under laws; they state do not enter into inter- state commerce and hence are not under Federal control. New Haven R. Co. Comm., R. v. Interstate Com. State 404; v. Omaha Elevator Co., Nebraska, 637.

The effect of the decree is ruinous. For instance, these companies 54,616 own jointly miles pipe lines, of which the seven individual their defendants and associates built 50,000 miles, over in which they have an investment of $61,000,000. over splits

The decree up system this line pipe into eleven parts, away takes owners, from the who jointly built the pipe lines and who created the all sub-companies, control

von. ccxxi —2

Argument Appellants. over, the eleven sub-companies, compels the different independently alone, to stand their parts different and, and-to com- other, of each be hostile to principal with another. with their one principal . pete continuous, always but parallel are never Pipe lines value, wholly upon its which depends each line has other, and whether parts system, connection carrying out together as one are used all whole. isolated pipe system would line the decree cut into make the successful use, such prevent., segments, pipe impossible. lines operation destroy would the value especially The decree or less. who each five of all shareholders shares stock .had one to August 19, 1907, on from holding The stockholders numbered and the 1,157, each stockholders shares four each out a total num- five shares numbered of owning 5,085 ber stockholders.

Considering novo, findings the case de and not on the it below, petition is not true that when the the court in 1906, appellants filed the seven individual was this case associates, were, con- private oil, traders their. a Act, carrying of the Sherman on provisions trary to the foreign oils, trade interstate and to conspiracy restrain illegal means a gain by monopoly and to thereof.. law each of allowed arid allows indi- The Federal foreign for interstate and compete freely to viduals products. may its use all'the weapons in oil and He traffic suggest, wage and skill can his to suc- ingenuity to are not limited to His,rights compete cessful warfare. are only fair or but reasonable, such means as are merely tend to the directly to as are unlawful and such limited Sherman Act. The Federal law violation .also share, whatever competitor and assures to allows eacli in oil foreign he interstate or trade large, however are they may provided his means not unlawful. win or to passed protect was trade and further The Sherman Act STANDARD OIL CO. v. UNITED STATES. Argument Appellants. U.

competition. It makes such restraint and monopoly a inflicts, crime and on conviction, penalties severe fot such offense. competitors It one set of permits purchase property other competitors solely avoid further The mere size of the competition.. competing corpora- tions combinations is immaterial.

The trade monopoly at common.law forbidden because, only because, excluded all others from practicing trade, such and seems have been then royal limited to a grant, as, for example, giving the ex- right clusive It playing manufacture cards'. was and is a thing, engrossing, distinct from regrating forestalling market, all prevention which were based on'the prices artificial for the necessaries No one of these life.. falls under Federal but each is jurisdiction, subject only. state control present between, litigation is the Federal Govern-

ment and questions certain of its citizens. The involved solely .rights are of these Federal citizens ef- upon fect those rights A.ct, the Sherman and whether these Federal provisions citizens violated the have ' n ' n n (cid:127) that act.

There was and no as a Federal thing such crime, express congressional-acts, aside no such act matters, wasdn existence to the prior 1890, as to charged all petition, things the the matters and done by the de-. prior fendants thereto are immaterial.

This only case involves, involves, question the the and monopolization restraint and foreign interstate when, in oil in November, 1906, petition trade the was it-does not filed; any alleged involve or monopoly restraint (cid:127) oil industry States. appellants The lawfully were entitled to so hold and use interstate all of its combined properties. trade case, To succeed this Government must also show that the said Standard Oil then in 1906 Company was. OCTOBER'TERM,

20' Argument United States. U. for the foreign interstate or actually restrain using power its excluding attempting in 1906 or was then oil, trade , trade and means others from sáid by illegal exclude thereof. same, part a monopolize attempting (cid:127) traders, compel private does not Act The Sherman other. The char- compete with each organized, however great such that a cor- business was and is oil acter on necessity carrying for and is an economic was poration and success of the Standard growth The industry. individual enterprise the result of was Company Oil un- It not the result of laws of trade. natural was. skill, unremitting toil, denials means, but of lawful instance of where the continuous use and is an hardships, capital great labor and reached forty skill, years for success. Act

To a violation Sherman prove § clearly petition must show when Government inter- actually restraining were then appellants was filed trade in oil. state prove mpnopoly Act,

To under of the Sherman § must show that the appellants were, the Government filed, using was then petition when unlawful means industry their control of the to maintain and that then unlawful means' appellants excluding were others industry. from said Attorney General and Mr. Frank B. Kellogg, with Mr. Cordenio N. Severance on

whom brief, United States:

It is immaterial this conspiracy had its inception prior Law, to the enactment the Sherman or that many granted of -the rebates and discriminations by the rail- roads which enabled defendants to monopolize the in petroleum commerce antedated the enactment of the Interstate Commerce Act; principles of the common applied law interstate as well as to intrastate com- OIL v. UNITED CO. STATES. 21 Argument U. S. for the 221 United States. Co. Telegraph

merce. Union v. Western Call Pub. Co., U. S. v. W. R. 92; Murray 181 C. & N. Fed. Co., 62 Rep. 24; Interstate Comm. B. & O. Com. v. R. 145 Co., U. S. 263; Kentucky Bank v. Adams Express. 93 Co., U. S. National Lead 174; Co. v. Grote Paint Store Co., 80 Mo. App. v. 247; People Chicago Trust, Gas Illinois, 130 268; Richardson Buhl, v. 77 Michigan, 632; State v. Nebraska Distilling Co., 700; Nebraska, Distilling 29 & Cattle Feed ing Co. v. People, Illinois, 156 448.

From the earliest date various these corporations were together by held agreements trust which void were at But common law. they whether were void or not, the a continuing one; no there was vested combination right by reason the acquisition these stocks trustees,, and Act when Sherman was passed the con tinuance combination became illegal. United States Freight v. Association, cited approved 166 Texas, Waters-Pierce Oil Co. 212 U. v. S. 86; Thompson v. Castle Steamship Co., Rep. 251; Fed. United Union v. American Tobacco Co., States Fed. Rep. 700; Finck Schneider Co., Rep. v. Granite W. 86 S. Ford v. 221; Chi cago Milk Assn., Illinois, Oil through Standard Company, various defendant

subsidiary engaged is corporations producing pur chasing petroleum Pennsylvania, crude West Virginia, Oklahoma, Ohio, Indiana, Illinois, Kansas and California; the same transporting pipe lines from the States in produced into same the various other States manufactories the various in manu defendants; facturing the same into products of petroleum and transporting products, largely those in the tank cars of (controlled the Union Tank Line Company by the Stand Company ard Oil Jersey) New the various market ing throughout places States, selling the United and in and disposing clearly of the same. This makes the defend ants in interstate commerce. & engaged Co. Swift TERM, 1910.

Argument 221 United States. U. S. An- States, 375; Compress 196 U. S. Shawnee Co. v. United 209 Loewe v. U. 274. 423; Lawlor, U. S. 208 S. derson, stocks amalgamation companies these The all Company Jersey the Standard Oil of New as a 1899 restraint holding corporation was combination in. 1 trade Act. United States v. within § Sherman 193 Harriman Co., Northern Securities U. S. v. 197; Northern Securities 197 U. S. Co., 244; Compress Shawnee Co. Anderson, 423; Co. 209 U. & v. United v. Swift 196 U. S. Loewe v. 208 375; Lawlor, 274; U. S. States, Paper Continental Wall Co. v. Fed. Voight, Rep. 939; 148 212 227; Rep. U. S. Burrows Inter. Met. 156 Fed. Co., v. Montague Distilling v. & Cattle 389; Lowry, 38; Harding Co. v. v. Am. Feeding People, Illinois, 48; 156 American Co., 577; Glucose 55 N. E. Dunbar v. Tel. Rep. Co., & 79 E. Standard Oil Teleg. Rep. 427; N. Missouri v. Storage Merchants’ Ice & Co. Co., Missouri, 1; 218 Cold Rohrman, Rep. v. 128 S. 599; W. State v. International Co., Kansas, 371; Harvester International Harvester Co. Commonwealth, Kentucky, 543; State v. Creamery Mfg. W. Package Co., Rep. 126 N. Case

The Northern Securities and other authorities cited under this head are conclusive of the proposition this is a restraint of combination in trade. The court held that of the Sherman Act inhibitions not limited to were those direct restraints upon trade and commerce evidenced by contracts between independent railway lines of to fix rates, rates or maintain or manufacturing or other to limit corporations supply or control prices; power suppression competition and therefore of restraint of trade exercised which could be exercised ownership reason stock control the various corporations, was much' in violation of the Anti-trust Act as direct is nothing restraint contract. There the act can be to prohibit suppres- which construed competition sion of by reason stock control railways STATES, STANDARD OIL CO. v. UNITED Argument for the United States. and at the same time to permit in manufacturing in- dustries, pipe line or car companies, line companies en- gaged the manufacture and of oil. The transportation contracts, combinations in the form of trusts or otherwise, or conspiracies in restraint of trade, are inhibited by the first section of the act as applied these classes corporations cannot be distinguished from those con- tracts, combinations in the form of trusts or otherwise, or conspiracies in restraint of trade, applied when to railway companies. thing inhibited is the restraint of in- terstate commerce. The thing be accomplished is to. maintenance the freedom of trade, The inhibition against suppression of competition by any instru- mentality, or scheme, plan device, to evade the act, ap- plies to all corporations and all devices. The point real is hot instrumentality or the scheme to suppress used the competition, but competition whether is thus sup- pressed and trade restrained and monopolized. Nowhere in the decisions of this court is there authority for the that proposition combinations stock ownership or the railroads, purchase of competing properties is invalid as to but as to trading valid and manufacturing companies. The act of Congress and the decisions of this far court, so as the principle goes, places upon them the same plane. In the argument Freight of the- Association cases it was urged by counsel that the inhibitions of the Sherman Act regard in this did not to apply railroads, but only included trading companies. It is urged now they apply railroads and do not apply manufacturing and trading companies. But this court Freight Association clearly cases laid down rule while there are points existing of difference between the two classes of corpora- tions, yet they are all engaged in interstate commerce, to the injuries public have many common fea- tures, and that the inhibitions apply to all. 166 U. S. 322. 221 U. S. States.

Argument for the United in 1899 companies stocks of these transfer The Jersey had no of New Company Oil the Standard to. trustees in transfer sanctity than the legal greater the transfer of the. stocks different from 1882, nor was Railways to and Great Northern Pacific of the Northern years two Company Securities the Northern corporate Standard present organization after urged of reasoning It is the usual course Oil combination. right a has a person cases—because trust in all these a com may purchase he therefore property, purchase he may purchase competitor he one because petitor, an indi competitors, of his what all may purchase do. corporation may a These were may do vidual great ability by counsel pressed with arguments identical case subsequent Case and in Securities Northern 291; Co., Securities Harriman v. Northern contrary. position is also this held but court universal trend of the American the almost contrary to of an in and state. The exercise both Federal decisions all other circumstances disconnected from right dividual together taken with the other legal, but when may be prohibited thing. may accomplish the circumstances prohibits person of the act section The second monopolizing attempting corporation single country by part of the commerce any monopolize whatever, any and also any means conspiring accomplish objects to the same persons or person other manifestly of the act not intended were The two sections thing; otherwise the second section to cover the same Any contract or useless. combination in would be otherwise, conspiracy restraint of form of a trust or prohibited to is first monopoly trade tends which Case, 175 U. S. Addyston Pipe 211; United States section. Co., 193 U. S. 334. Securities v. Northern is meaning then is: What question The the word used the second section of “monopoly,” as the act? v. OIL CO. UNITED STATES. Argument for the United States. 221 U. S. monopoly by did not have in mind Congress

Of course grant. or executive National Cotton Oil Co. v. legislative v. Inter. Met. 129; Co., Burrows 156 Fed. Texas, monopolies Such Rep. 389, opinion by Judge Holt. could by grant Congress this country except not exist in grants and it has held that exclusive States, been are void. Butchers’ pursue ordinary legitimate an business City U. S. 754. Co., Union Co. v. Crescent either monopoly. did in mind an This Congress have absolute country In a by legislative grant. can be obtained only of in is free to enter field ours, everyone like where It is sufficient monopoly probable. no absolute dustry, ag act if the combination or the bring it within the . . or monopoly “tends to . are capital gregation bring things calculated to about forbid reasonably v. 212 U. S. 86. Texas, Origi Co. den.” Waters-Pierce monopoly grant by sovereign power meant nally carry on right employment. only exclusive If grant grant was the itself. was act exclusion there no These void, monopoly. monopolies then was in all monarchial Monopoly, common countries. were meaning came to have broader under the however, days, especially in the later common law Congress and in order to arrive at what States, United to understand important the act 1890 is intended understanding history general of the times and the political as defined the courts and the monopoly economists, monopolies and the which were known the. generally against Congress legislat people of this passage law, Prior ing. various trust decided, trusts, had in which like the Standard been cases illegal they had held because tended to been Oil Sugar v. People North River monopoly. Refining create a Distilling Nebraska Hun, 354; Co., Co., 54 State Ne braska, Co., 49 v. Standard Oil Oh. St. 700; State had defined monopoly other decisions known Various 26 TERM, 1910. 221

Argument the United States. 19 Pick. Thacker, this v. country, Alger cases as —such Salt Co. Illinois, 268; 51; People Chicago Trust, v. Gas 130 Illi McConoughy, v. Guthrie, 666; v. Oh. St. Craft nois, 346; Collins, Georgia, R. R. v. Central Co. . Act was before the Sherman were decided Thesébcases , as was defined at common law passed, monopoly They embrace country. understood and existed in- this trust; agreements fixing prices, trusts the Standard Oil like thereby or tend- dividing territory, limiting production, price general ing products; to enhance'or control the restraining individuals from agreements engaging except property; as incident to the sale of employment corporations of or a purchases by large proportion all plants; or mechanical com- competing manufacturing separate partnership in the form of binations businesses controlling -for really purpose trade; but various, .the monopoly. other forms of There was no acquiring doing exclusion of from business in anyone unlawful else They “monopoly” these cases. show that the term as- jurisprudence in American' applied, monopoly meant ac- by mere individual quired acts, distinguished as grant government, individual although the act in and illegal; of itself the concentration business in the hands of one or so combination, corporation, person, give as to control of the or said product prices; as McKenna, Mr. Justice Colton Oil Case, sup- “all pression competition, by unification of interest management.”

The case McConoughy, supra, well illustrates Craft argument. this pretended copartnership be- formed tween the dealers of the Rochelle, carry- town of while ing on the business separately, enabled them to control prices to the detriment of surrounding country. It monopolizing attempt monopo- was’therefore an lize a part of the commerce of the State; monopoli- and the zation would just have been sepa- effective had these v. UNITED STATES. OIL CO. Argument the United States. corporations stock enterprises been business rate A holding company. hands a. placed stock Smiley Kansas, similar the cáse 196 illustration was Kansas, .240), attempt in which an (affirming 65 S. 447 U. station held particular of a was grain trade to control The Standard combination statute. a state illegal under a vast commerce monopolize to control attempt is án people undertook: con as these country, of the entire commerce. monopolize a local trol and in the Sher- therefore, as used “monopoly,” term The or at- monopolies such intended to cover man Act was to exist in as .were known this monopolize tempts illegal at common those which were country; defined as commerce, to intrastate States, applied when law were, the act Congress known to when those which commonly known in monopoly most passed. Congress the debates in show country, and which this act, were those prohibited by to be intended were otherwise) purchase or by combination acquired (by competitor, of a as a purchase concerns. The competing a,of standing alone, was the exercise transaction separate in and of itself unlawful at common privilege, not lawful Se- statute, yet" in the Northern prohibited by nor law railway of stock in a was held purchase curities Case the. of a seheme of pursuance done illegal to be when monopoly. case, this doubt necessary

It is not wé whether comprehensive it is to make a defini- possible, case might monopoly every which will cover case tion clearly bar conies It is sufficient if the case at arise. that the de- provisions of the act. We believe within the. a com- monopoly by means of acquired fendants have through principal manufacturing concerns bination 2728, 2726, Cong. Rec., 21, part 3, pp. 2456-2460, 2562, 2645, Vol. 5, 4093, 4101; 2928; Cong. Rec., 21, part pp. 4089, 4098, 2791, Vol. 6, p. part Vol. - TERM, 1910.

(cid:127) United States. U. Argument for the have, by very reason they holding company; size, to maintain this ifio- thgi-combination, able been competition, discrim- -unfair nopolj^ihiSSigh methods set forth in the and other means inatory rates, freight monopoly, this kind of If this did not mean proofs. act The men country. vm in this doubt if there is such a thing .' n who this fa- country were framed the Constitution ’- n miliar growing out of acts monopolies history against guarded people They -of the Government. they open but left provisions, these constitutional and enterprise, for of individual field the exercise widest privileges, easy made personal it the abuse of these was unlimited permitting incorporation, state laws by people rise to the evils that convinced the of the ne- gave Sherman Anti-trust Act. It cessity passage for the English as common monopolies not known was commonly as law, monopolies but such were understood act country prohibited. to exist in this which that foregoing As a natural conclusion from the definition monopoly by appellants’ they counsel claim that against inhibitions of the second section are the unlawful acquire monopoly, used to but acquired means only is not that the court can monopoly illegal; therefore monopoly was acquired, restrain the means which the believe this to leaving monopoly exist. We an be If altogether too refined construction the act. such be interpretation, the true the result would be that one could in a separate given combine all the manufactures branch country by use of industry in this unlawful means such if discriminatory freight rates, but, as not attacked by the complete it had obtained Government before control of its business, very size, through its ramifications States, impossible anyone all the make else to would price products and it could control the compete, country beyond be the reach of the law. entire would price at a low could, by selling competitor It where was GIL CO. v. UNITED STATES. 29 States. Argument for United 221 S.U. raising price where there

engaged business absolutely control competition, attempt ho at yet loss suffering without itself business monopoly to destroy the powerless would be Government had abandoned. means been because unlawful in restraint finds this combination If the court of. to enjoin it is authorized 3 hionopoly, trade and § such decree as make plenary power and has the same provisions terms and necessary enforce U. S. States, United v. Securities Co. act. Northern 375; United U. S. States, Co. v. & 336, 337, 344; Swift 566; Crutcher v. 560, How. Marigold, United States 110; The re 57; Rapier, In Kentucky, 141 U. Paper General United States v. Lottery 321; Case, decree, settling Judge Sanborn Co., opinion Co., v. American Tobacco 164 Fed. United States reported; R. R. Co. v. Rock Island & 700; Chicago, Rep. Pacific R. 47 Fed. Co., Rep. R. Union Pacific companies obtained re the defendant Evidence discriminatory transportation rates bates engaged competitors, their product against their thereby oppressive competition methods unfair and through and dealers manufacturers destroying smaller Missouri this case. State country, is material out the of Minnesota v. Missouri, State Co., 1; Oil 218 v. Standard of Standard Oil v. Rep. 527; 126 N. Co. Co., Standard Oil W. C., 120 Tennessee, 618; 117 S. Tennes Tennessee, State of v. 217 South Dakota Central State see, C., 413; S. 86; Light, Heat 504; Citizens’ & Rep. Lumber 123 N. W. Co., Rep. 553; 171 Fed. State Ne Montgomery, Power Co. v. Nebraska, 254; Rep. S. 117 N. W. C., v. 82 Drayton, braska Supp. 120 Y. 443. People Co., v. American Ice N. 769; after it is joining conspiracy A a person corporation aiding execution, becomes its formed, thereafter if conspirator originally a he time as much v. put operation. into United States designed and 1910. 30 221 Opinion.of the U. Court. v. Rep. 294; Claflin, Lincoln 7 Co., 152 Fed. Standard Oil v. 24 Fed. Babcock, United Cas. 915, States 132; Wall. v. Fed. Cassidy, Rep. United States 67 698, 14,487; No. United Illinois, 1; 122 States Case, The Anarchist v. 702; People Johnson, Rep. 682, 684; Mather, v. 26 Fed. 4 Wend. 230. conspiracy continuing Every was a offense. overt

This thereof furtherance renewal act committed all of parties. statute limitations as to same begin run until commission the last does not claim parties Neither can the right act. overt vested & Eng. Ency. Law, law. 19 Am. 2d ed, violate the v. United States Actions;” Greene, “Limitations 115 People, Illinois, 124 343; 399; Spies Ochs v. v. Rep. Fed. Cyc. 678; State v. Illinois, 1; Pippin, 8 88 People, v. 148 Fed. Bradford, Rep. 646; United States N. Car. v. St. 413; Bartilson, 489; People Commonwealth 85 Pa. 4 Wend. Mather, 261; Kemp, v. State v. 87 No. Car. 538; Fire Ins. Rep. American Co. v. So. State, (Miss.) 99; United D. States, App. Lorenz v. C. 337; People v. (N. Y.) Misc. Willis, 568; Raleigh Cook, 60 Texas, 438; Gillespie, (Pa.) Commonwealth v. 10 Am. Dec.

Mr. Chief the opinion Justice White delivered court. Company The Standard Oil of New and 33 other Jersey John D. corporations, Rockefeller, William Rockefeller and five other individual defendants prosecute this appeal a decree of court below. reverse Such decree was entered a bill upon filed the United States under author- 4, ity of of the act of c. July 2,1890, p. 209, known as § Act, the Anti-trust object had its the enforcement provisions of that act. The record inordinately voluminous, consisting twenty-three volumes of printed matter, aggregating about twelve thousand- pages, con- vast taining a amount of confusing conflicting testi- OIL CO. UNITED STATES. 31 Opinion S.U. of 221 the Court.

mony relating to innumerable,' complex and varied busi- transactions, extending a period ness over of nearly forty In an pave effort to years. way to reach subjects are to which we called consider, propose at we upon order of outset, following give the bill, to the merest outline of possible contents, its summarize the answer, to indicate the of the trial, course and out point briefly the decision below rendered.

The bill and. exhibits, covering one hundred and sev enty pages printed on record, was filed 15, November 1906. Corporations known as Oil Company Standard Oil Jersey, Company New Standard of California, Stand Company ard Oil Indiana, Standard Company of Oil Iowa, Standard Oil Company Kansas, Standard Oil Company Kentucky, Standard Company Oil of Ne Standard braska, Company Oil York, New Standard and Company sixty-two corporations Ohio other Oil partnerships, and as also seven were named individuals thirty The defendants. bill was divided into numbered and sections, sought theory relief upon the the vari defendants “to engaged conspiring were restrain ous commonly in petroleum, trade commerce ‘crude called refined the other oil, products petroleum, oil/ among the several Territories States United Columbia and foreign States District na and to tions, said commerce.” monopolize The con have alleged to been formed about spiracy 1870 of the individual year defendants, three viz: D. and Henry William Rockefeller Rockefeller, John M. Flagler. concerning The detailed averments the alleged conspiracy arranged were with-reference three periods, first from 1882, the second from 1882 to the third from the time of filing of the bill. general charge concerning period was as follows:

Opinion U. of the Codlt. de- said individual period first the during “That said Company Standard Oil in connection with the fendants, stock through interests and obtained Ohio, purchased agreements into in, and otherwise and entered ownership limited and persons, firms, corporations, with, various' and refining, shipping, in engaged purchasing, partnerships various the products among and its selling petroleum and re- price of crude purpose fixing the States for the limiting production products- thereof, and the fined oil therein, and controlling transportation thereof, and among and commerce the sev- restraining trade thereby the said commerce.” States, monopolizing eral charge it was averred that John D. To establish this other named individ- Rockefeller several and William 1870, separate partner- three who, prior composed uals, oil and refining in the business of crude ships engaged in organized its shipping products commerce, interstate as the Standard year 1870, corporation known company and transferred to that Company Oil Ohio of the said the members thereof partnerships, the business in to their stock- becoming, proportion prior ownership, in It corporation. holders was averred the other individual defendants soon afterwards became participants in combination and either illegal property, transferred to individuals be held for the corporation bene- fit all in interest in parties proportion respective their in is, proportion interests combination; to their ownership stock the Standard Company Oil Ohio. By stated, charged the means thus it was that by year acquired combination had substantially all but four of oil thirty-five forty (cid:127)three or refineries lo- Ohio. Cleveland, By power cated .reason thus in further pur- obtained and execution the intent and trade and to pose monopolize commerce, restrain in petroleum as its intrastate, prod- interstate as well the combination and its ucts, alleged the bill mem- OIL CO. UNITED STATES. Opinion Court. large preferential bers rates and in many obtained rebates ways competitors their devious over various rail- advantage road and that means of the thus companies, all, if virtually competitors were forced many, obtained of the combination or to become members were either it alleged, business; thus, during driven out brought results were about: period following question combination, a. in addition to the refineries That previously stated, -acquired Cleveland which had limit production and had either dismantled to which it acquired to time a continued also from time operate, petroleum, of situated large of refineries crude number in Ohio and elsewhere. York, Pennsylvania, New obtained, acquired, previously like those properties thus being for the benefit held although belonging ostensibly divergently controlled, combination, were in of the Oil being the name Standard put them some of ,or corporations name of Ohio, some Company therewith, or some being affiliated partnerships limited had who become original of the owners in the name left of Ohio and Company Oil in the Standard stockholders 6. That alleged illegal combination. thus members pipe lines obtained control had the combination from the oil fields to the transporting oil for available Pittsburg, Titusville, Philadelphia, in Cleveland, refineries c. That combination Jersey, New York and New complete mastéry a period named had obtained during cent of the business controlling per oil over the industry, selling refining petroleum producing, shipping, to fix the crude price able and thus was products, its monopolize restrain and all and to petroleum refined in, products. interstate commerce those (1882 to period bearing upon The averments second claim: had relation 1899) “ period conspiracy second during That the said agreement, into contract trust defendants entered vol.. ccxx;i—3 ,1910.

Opinion of 221 U. the Court. independent firms, which various limited corporations, ip partnerships and individuals engaged purchasing, trans- porting, refining, shipping, and oil and selling products among thereof the various States manage- turned over the ment of their said business, corporations part- and limited nerships trustees, composed nine chiefly certain indi- viduals defendant said herein, agreement trust was restraint trade and and in law, violation of commerce partieulárly hereinafter more alleged:” was, agreement

The trust thus referred to set out It in January, bill. made its terms the -By forty stock of corporations^ including the Standard Oil Company of and a Ohio, large quantity of'various proper- which hád previously ties acquired- by alleged been and which forms, combination was held diverse as we , previously indicated, have for the benefit the members combination, was vested the trustees and their successors, “to be all parties" interest jointly.” held In body agreement the trust was contained a fist of the various individuals and corporations and limited part- nerships whose stockholders and members, portion thereof, parties agreement. became This list is in margin-.1 All following corpora lát. the stockholders and members of the partnerships, and limited tions to wit: Company, Acme Oil New York. Company, Pennsylvania.

Acme Oil Refining Company Philadelphia.* Atlantic (Limited). Bush Co.& Company,

Camden Oil Consolidated Elizabethport Acid Works.

Imperial Refining Company (Limited).

Charles Pratt & Co.

Paine, Ablett & Co. Company,

Standard Oil Ohio. Company, Standard Pittsburg. Oil Ferry Transportation Smith’s Oil Company. (Limited). Company

Solar Oil i>. OIL CO. UNITED STATES. Opinion of the Court. agreement provision made for the method con- trolling trustees, managing property manufacturing, etc., corpora- the formation of additional (Limited). Fleming Manufacturing Company Sone & corporations Also all and members of such other the stockholders may join partnerships agreement and limited hereafter in this at request provided of the trustees herein for. following individuals, 2d. The to wit: Andrews, Archbold, Arter, Bostwick,

W. C. D. Lide K. A. John J. Benjamin Brewster, Bushnell, Bushnell, Camden, D. Thomas C. J. N. (cid:127)Henry Davis, Flagler, Flagler, Huntington, L. H. Mrs. H. M. John M. Hutchins, Heye, Jennings, Lockhart, H. A. Charles F. G. A. B. Charles Macy, McGregor, Macy, jr., Á. M. H. William H. estate of William executor; Macy, Macy, Payne, H. A. jr., Josiah William H. O. J. Henry Pouch, Rockefeller, Rockefeller, Rogers, John D. H. William Thompson, Wardwell, Vandcrgrift, W. P. J. J. William T. W. G. War- den, Joseph Warden, Warden, Co., Wheaton, L. Louise C. Frew & George Harkness, H. Hanna, Chapin, M. W. D. M. D. M. Hark- ness, trustee, Harkness, Payne, trustee; Pratt, S. V. 0. H. Charles George Pratt, Pratt, York, Vilas, Horace A. M. H. H. M. C. Julia R. - George Keith, trustees, F. Chester. may join agreement Also all such individuals as hereafter at request provided of the trustees herein for. portion following 3d. A of the stockholders and members of the corporations partnerships, and limited to wit: Lubricating Company.

American Oil Company.

Baltimore Oil United Company..

Beacon Oil Company. Manufacturing &Bush Denslow Refining Pittsburg. Central Co. of

Chesebrough Manufacturing Company. Carley Company.

Chess Company.

Consolidated Tank .Line Company. Oil

Inland

Keystone Refining Company. Company.

Maverick Oil Company.

National Transit Company.

Portland Kerosene Oil Company. Producers’ Consolidated Land and Petroleum (Limited). Signal Oil Works

Thompson Company (Limited). & Bedford

Opinion the Court. 221 ü. trust, and unless terminated States, tions in various of the “during the lives a was to continue specified, mode agree- and trustees named survivors survivor agree- thereafter.” The twenty-óne years ment and certif- of Standard Oil Trust provided ment for the issue under trust represent arising icates interest in view trust, course properties affected agreement subject to which and provisions in the be coin- caused the interest certificates related and exact interest representative cident with Standard Oil is, Company combination, or- alleged the trustees Ohio. afterwards it was Soon Jersey and Oil New Company the Standard ganized having York, the former Company Oil New Standard capital stock and the latter capital $3,000,000 stock of and $10,000,000 subsequently increased to $5,000,000, pursuant “that alleged bill respectively. The $15,000,000 to be trans- agreement the trustees caused to said trust said corporations of all and the stocks ferred themselves and agreement, named in said trust partnerships limited and who the individuals copartnerships, caused various of independent prop- refineries and other apparently owned refining transporting employed the business erties oil in various States Terri- selling among said Manufacturing Company. Devoe (Limited). Company Lubricating Eclipse Oil (Limited). Refining Company Empire (Limited). Pipe Company Franklin (Limited). Works Galena Oil (Limited). Company Oil Galena Farm Mining Company. Germania Company.

Vacuum Oil (Limited). Company Tine C. Van & H. Company. Oil Waters-Pierce thereof) (not being all of other Also stockholders members join corporations partnerships may hereafter and limited who in this provided agreement request of the herein for.” at the trustees 37 CO. UNITED STATES. STANDARD OIL Opinion of the Court. transfer aforesaid, as tories of the United States .their said, respective several States property situated York, said of New Companies of States Standard Oil corpora- Ohio, and other Pennsylvania New Jersey, from time to trustees tions said organized acquired acquired so .” and property time. . For the stocks . that in alleged It was certificates. issued trust trustees and own- the-stock “unlawfully 1888 controlled the trustees partnerships and limited ership of various en-r corporations refining, selling, transportation, gaged purchase such in the excerpted list which shipping per oil,” . ’margin.1

1 Wholly Partially Corporations List Slocks Which'Were Trust, Oil the Trustees Standard Held

Capital S. 0. trust ownership. Stock.' York State: New $300,000 Entire. Company, Acme manufacturers Oil petroleum products.

óf 200,000 Do. Refining Company, manufac- Atlas products. petroleum turers of 25;000 Manufacturing Do.

American Wick lamp Company, manufacturers wicks. Manufacturing per cent. & Denslow Bush 300.000 pe- Company, manufacturers products.

troleum Chesebrough Manufacturing 2,661-5,000 Com- 500.000 petroleum. pany, manufacturers Refining Company (Lim- per 1-67.2 ct. Central 200.000 petroleum ited), manufacturers products.

.- Manufacturing Company, Entire. Devoe 300.000 (cid:127) petro- packers, manufacturers of leum. (Lim-. per

Empire Refining Company cent. 100.000 petroleum ited), manufacturers

products.x TEEM, ÓCTOBEE

Opinion of the Court. U.S. period The bill charged during quo the second war- ranto against were commenced proceedings Standard Oil Company Ohio, entry by which resulted Supreme Ohio, 2, 1892, Court of on of a March decree

Capital S. O.-trust. ownership. Stock. (cont.): New York State

Oswego Manufacturing Company, 100,000 Entire.

manufacturers of wood cases. Mánufacturing Company, Pratt Do. 500.000 petroleum prod- of manufacturers ucts. Company

Standard Oil New Do. 5.000. York, petro- manufacturers products. leum Fleming Manufacturing

Soné & Do. 250.000 Company (Limited), manufactur- products. petroleum ers of

Thompson Company Bedford per & 80 cent. 250.000 (Limited), pe- manufacturers of products.

troleum Company, per Vacuum Oil manufac- 75 cent. 25.000 products. petroleum turers of Jersey: New

Eagle Company, Oil manufacturers Entire.. 350.000 products. petroleum jobbers McKirgan Company, Oil Do. 75.000 petroleum products. Company Standard Oil New 000 Do. 3.000. petro- Jersey, manufacturers of products. leum

Pennsylvania: Company,

Acme Oil manufacturers Do. 300.000 petroleum products; Refining Company, Atlantic manu- Do. 400.000 petroleum products. facturers of . Galena (Limited), 150,000 Oil Works per manu- cent. 86J^ petroleum products. facturers of . Refining (Lim- Company Imperial Entire. 300.000 ited), petroleum manufacturers

products. v. UNITED CO. STATES. OIL Opinion of Court. S.U. void, only be- to be ágreement the trust adjudging party of Ohio was a Company Oil cause Standard itself agreement also because same, but Capital S. 0. trust ownership. Stock. (coni.): Pennsylvania per cent. Land and Ns 1,000,000

Producers’ Consolidated Company, producers Petroleum

of crude oil. per cent. 25,455,200 94 Company, Transit trans- National porters of crude oil. Entire. Company, Oil manufac-

Standard 400.000 petroleum products. turers of per Signal (Limited), Works manu- Oil cent. 38M 100.000 petroleum products. facturers of Ohio: per 1,000,000 cent. Company,

Consolidated Tank-Line jobbers petroleum products. pe- 50,000 pér Company, jobbers of cent.

Inland Oil products. troleum 3,500,000 Company, Entire. Oil manufac-

Standard petroleum products. turers Refining Company, Do. manu-

Solar 500.000 petroleum products. of facturers Kentucky: jobbers Do. Company,

Standard Oil 600.000 petroleum products.

Maryland: 600,000 5,059-6,000 Company,

Baltimore United Oil petroleum prod- manufacturers

ucts. Virginia:

West 200,000 51 ier cent'. Com- Camden Consolidated Oil petro- pany, manufacturers of products.

leum

Minnesota: 100,000 Entire. jobbers of Company,

Standard Oil petroleum products.

Missouri: job- 400,000 per cent. Company, 50 Oil

Waters-Pierce petroleum products. bers of OCTOBER.

(cid:127) n S.U. of the Court. Opinion creation of an amounted to the in of trade restraint was (cid:127) after this shortly alleged It was monopoly. unlawful therewith, complying for the seemingly purpose decision, to dissolve apparently had were voluntary proceedings subterfuge were proceedings these but trust, a. amounted, ato transfer they simply because sham companies the trust 64 of the held stock companies, remaining to some it controlled thereby, in all, before the decree 84 having controlled it’s in real- giving up dominion, yet seemingly part while by means the control the same ity preserving . authority. it had retained complete to which companies as the that:especially case, was this the charged It virtually selected transfer was companies stock trustees or the members of their imme- the nine owned bill that in alleged further diate families associates. contempt of Ohio Attorney-General instituted 1897 the the cláim quo upon warranto case based proceedings that;-the had riot-been dissolved as required by trust proceedings that case. same time decree About also were commenced to forfeit the quo warranto charter Buckeye Pipe known as the Line an pipe Company, line

Capital- S. O. trust ownership. Stock. Massachusetts: 100,000 jobbers Company,

Beacon Oil Entire. . petroleum products. 100,000 Company, jobbers Oil Maverick Do. products. petroleum

Maine: 200,000 Company, Portland Kerosene Do. . Oil jobbers petroleum products. (cid:127) (cid:127) Iowa: Company, jobbers per Standard Oil 600,000 cent’ petroleum products. jobbers Company, 300,000 per

Continental Oil cent. 62J^ petroleum products. OIL CO. v. UNITED STATES. il Opinion of tbe U. Court. stock, Ohio alleged, whose was corporation, owned members combination, ground on of its connection the trust which had been held to il- be. legal. bill charged,

The result these caused proceedings, to wrongful a resort to the asserted have alleged acts been committed the third as follows: during period, " during period conspiracy That the third of said and pursuance operated thereof the said individual defendants of New as a through Company Jersey, Standard Oil holding obtained and corporation corporation, acquired corpora- of the various stocks majority refining, ship- engaged tions in purchasing, transporting, selling and various States and ping, among oil into and District of Territories of States Colum- the United and thereby managed and nations, bia and with and foreign the. violation of the laws United same, controlled the alleged.” States, particularly as hereinafter more of January, the month alleged It was in or about the charter of the caused individual defendants to be amended; Jersey Standard Oil of New Company were company objects of said "so that business and mining, man- do kinds ‘To all follows, stated to wit: and goods transporting and ufacturing, trading business; manner; buy, sell, merchandise land or water vessels, structures, improve houses, and build lease, land; operate pipe and lay wharves, and cars, docks, piers; into, to enter electricity; conducting to erect lines; lines its pertaining to kind carry every out contracts of and pat- licenses under grant business; acquire, sell, use, sell, acquire, hold, or otherwise rights; purchase ent stock bonds capital assign, transfer shares and to corporations, indebtedness other evidences of voting ownership, including all the ‘privileges exercise and have carry on its business upon held; the stock so world, parts all agencies therefor offices TERM, the Opinion of Court. convey and real and estate purchase, mortgage, to hold, ” Jersey.’ the State of New oxitside

personal property company the since stock capital —which to increased 1892, $10,000,000 had been March —was individual thereto- defendants, and $110,000,000;' of directors. majority to be board fore, continued it it was say detail suffices to into going Without shortly proceedings after these in the bill alleged corporations the stock of the various end, to an trust came by by its being transferred had been' controlled which Company Jersey, to the- Standard Oil New holders issued therefor certificates of its com- corporation which of $97,250,000. to the amount The bill con- mon stock referring development of new allegations tained Kansas, southeastern fields, example, California, oil Territory, Indian and northern and Oklahoma, northern building or otherwise-acquiring by made reference and lines in pipe the combination of refineries the new purpose monopolizing fields for the restraining petroleum products. trade in its interstate Reiterating in substance averments that both the from 1882 to 1899 and Standard Gil Trust the Standard Jersey Oil New since had Company monopolized in petroleum commerce and its and restrained interstate length bill forth great additionally at set products, by during the second and third various means to the effect occasioned in addition combi- periods, independent alleged previously concerns, nation of mo- complained of was and restraint continued.'' With- nopoly the elaborate attempting out follow averments on these fifty-seven pages printed over rec- subjects spread that such averments ord, say may properly it suffices following under the heads: groxxped Rebates, preferences discriminatory practises other favor of the combina- railroad companies; tion restraint and monopolization pipe lines, against unfair practises control com- OIL CÓ. UNITED STATES. Opinion of the Court. peting pipe lines; competitors contracts with restraint methods of trade; unfair such as local competition, at the price cutting points íiecessary suppress where espionage of the competition; competitors, business of bogus operation independent payment companies, oil, of rebates with the like on the division of the intent; United States into districts and opera- limiting tions of the various subsidiary to disr corporations as such competition tricts so that in the sale of petroleum products corporations between such had entirely been eliminated and destroyed; finally to was was made what reference ” alleged to be the “enormous and profits unreasonable the earned Standard Oil Trust and the Standard Oil as a result of Company alleged monopoly; pre- which sumably was averred réflexly inferring means of as scope power acquired by the alleged combination. Coming to the that prayer bill, say suffices to in general terms the was, first, substantial relief asked the combination in restraint of interstate'trade had commerce which monopolized same, alleged as be found to bill, par- have and that existence ties thereto perpetually enjoined doing be further any give act to to it; second, effect the transfer of the- of stocks the various corporations to the Standard Oil Company of New Jersey, allegeddn the be held to bill, be in violation of the first and second of Anti- sections Act, trust and that Company the Standard Oil of New Jersey enjoined be and restrained from in any manner con- tinuing to exert control subsidiary corporations over the by means of of ownership otherwise; third, said stock or relief specific by injunction against be awarded fur- of ther violation the statute the acts specifically of of in the bill. There complained was also a for prayer gen- eral relief.

Of numerous defendants named in bill, the. Oil Company Waters-Pierce was the only resident 1910.

Opinion of the Court. only- was commenced and the the suit district process Contemporaneous therein. defendant served under made an order, the bill the court filing of with the process upon the service of Act, Anti-trust 5' of the §' they could found. defendants, wherever be other all the unsuccessfully moved defendants the various Thereafter for service on defendants order non-resident to vacate the (cid:127) jurisdiction. exceptions Joint were pleas or filed unsuccessfully filed, upon ground imperti- likewise many complaint, the averments the bill of nence, alleged related acts have those which particularly to the prior passage the combination done been year prior Act and Anti-trust and a separate defendants filed answers, Certain on Oil Com- filed behalf the Standard joint answer of the other Jersey numerous defendants. pany New adequately-indicated by' the answers will spope on the brief for summary subject made quoting the appellants. admitting many say that, whilst

“It sufficient of acquisitions property, the formation of the alleged in 1882, 1892, .of its dissolution trust and so-called Company Jersey Oil of New of by the Standard acquisition in corporations 1899, they deny the various stocks respecting conspiracies combinations or allegations all the monopolize trade; particularly to oil restrain 1882, acquisition trust of or the the so-called Oil the Standard companies by of the defendant shares in a 1899, was combination Jersey of New Company corporations. concerns or competing independent to respecting adopted the means petition averments of the denial are traversed either aby the oil trade monopolize their or effect.” alleged purpose, or of intent the acts special being issue, On the cause at 24, .1907, June evidence, and re- to take the appointed his examiner was on 5 It April was heard was filed March port CO. v. UNITED OIL STATES. 45 Opinion 221 U. Court. expediting, 11,1903,

to under the act of 10,1909, February consisting judges. before Court four a/Circuit in United States. In The court decided favor of the wrong- all of acts of opinion delivered, the multitude in so far as charged aside, they in'the bill were doing put to alleged prior passage to have been committed were (the de- Anti-trust as evidence their Act, “except fendants') continuing of-their conduct of its purpose, (173 Fed.'Rep. 177.) effect.”.

By adjudged decree which was entered it .the the/C*ombining companies of the stocks of various Company hands of Standard Oil 1899 Jersey New the. combination, restraint; iff constituted a of trade and álso an attempt monopolize monopolization under 2 of the Anti-trust The decree' was seven against Act. § defendants, Company individual the Standard Oil New foreign and one Jersey, thirty-six domestic companies com- Jersey New pany Company which the Oil Standard .defend- ownership; corporate controls stock 38 these being held to parties ants be the combination found exist.1 defend- corporate

The bill was dismissed as to all other number, 3 of decree ants, being adjudged by 33 § engaged they proved “have been carrying out of operation-or the combination.”2 says: corporate appellants (37) “Of defendants Counsel for the 38 judgment of the decree and to which named section the. Refining Co,, applies, not'appealed, four have Corsicaha court wit: Security Có., orfe; Co., Co., Oil and- Oil Oil Waters-Piefc'e Manhattan (cid:127) liquidated longer and no Iowa, Standard Oil Co. of has been ' ' - . .... exists.” V dismissed, companies gas were natural Of the defendants 16 liquidated ceased to-exist before the- companies were which were defendants, number, filing petition. the The dismissed other Co., Co., Co., Refining Tidewater Oil Florence Oil United Oil were: Refining Co., Frank Pipe (L’t’d), Co. Platt & Washburn Tide Water Pennsylvania Pipe lin Oil Co. Co. and

á6

Opinion of the Court. Jersey was en- Company Oil New The Standard exerting over voting any from the stocksor control joined the subsidiary subsidiary com- companies, the said as the paying any from énjoined were dividends panies or it to con- Company permitting Oil exercise Standard or them'by ownership power virtue of the stock trol over individuals by means the combination. The acquired entering from into enjoined were also corporations any like combination which would into effect carrying Further, defendants, the decree. the individual evade subsidiary corpora- the 37 Company, Oil the Standard continuing in inter- engaging enjoined tions were in petroleum products during or its the commerce state illegal combination. continuance question jurisdiction requires At the outset consid- of. shall, also, preliminary, dispose eration, we be may to the that our attention question, another end upon the merits of contro- concentrated completely come to consider them. versy when we that in opinion consequence of the pres- First. We are district of the Oil Company, Waters-Pierce within ence authority of 5 of the Anti-trust court,' under § jurisdiction properly took over cause Act, rightly upon to be the non-resident defend- notice served ordered ants. exceptions taken to so overruling

Second. upon occurring prior as counted facts the bill much Act, be view may Anti-trust the. passage —whatever duty to restrict contro- original question as an area than that propounded a much narrower versy stage possibility present no think bill, the —we as preju- action of the court treated can the case say this because reversal. We justifying error dicial testimony no ad- do, gave weight as we court, shall except in so far complained averments under duced jacts upon the done after the light throw as it tended STANDARD-OIL CO. UNITED STATES. Opinion of the Court.

passage the Anti-trust Act and the it results of which charged were.being participated and enjoyed by the alleged filing combination at the time of the of the bill.

We are thus with the brought face face merits of the controversy.

Both as to the law and as to the facts the opposing con- pressed tentions argument the are numerous and in all aspects their are so that it is irreconcilable difficult to reduce them to some fundamental generalization, which by being disposed of would them all. instance, decide For as to the law. agree While both sides the deter- mination of the controversy upon rests the correct con- struction and application of the first and second sections yet the Anti-trust Act, as to the meaning views the act are as wide is apart poles, since there no real agreement point of on any view of the act. And this also is the case as scope and of authorities effect relied upon, although even instances and some one the same is authority asserted to controlling. is

So also it as to Thus, hand, facts. on the one with relentless and pertinacity minuteness of analysis, is insisted that it the facts establish that the assailed com- bination took its birth purpose unlawfully acquire wealth oppressing public destroying just rights of others, that its exemplifies entire career an carrying wrongful inexorable out of such it intents, since, asserted, is the pathway of the combination from the beginning the time of bill filing is marked proofs with constant of wrong upon public inflicted is strewn with resulting the wrecks from crushing out, regard to law, without rights the individual others. Indeed, so it is conclusive, urged, proof is on these subjects asserted that the prin-' existence cipal corporate defendant —the Standard Company Oil Jersey New the vast property accumulation of —with it owns controls, which its potency because infinite TERM, 1910.

Opinion U. Court. its continued dangerous example harm and menace to all open enduring is an affords, existence reproach to modern byword is a of trade and freedom hand, powerful other methods. On the economic demonstrate they it is insisted facts, analysis vast which development the business origin and that the of. compet- of lawful but the result control was defendants the the genius highest of guided by economic methods, itive into, insight com- by a keen by courage, order, sustained of acquisition great the resulting situations, mercial in- serving to stimulate the time wealth, but at same to the distribution widely extend production, crease largely a that at cost below products petroleum the proving to prevailed, thus would have otherwise be. which general pub- time a benefaction to the and the same at one advantage to individuals. It as of as well enormous lic con- proof that enormous volume is not denied the almost a to period in the record lifetime tained thére-may be found proof addressed, is acts which they but the insistence is that were rather- wrongdoing, rule, the than and most cases either were exception the individual' zeal rivalries great of too the keen result and habits of dealing or of the methods which, of business commonly practised if were time. And wrong, even at. the truth concerning state these conten- to discover and analysis arguments weighing, call the' tions both a outset, of. of. jungle conflicting as have said at the we years, period forty a testimony covering duty difficult and, rightly perform even-if.satisfactorily accomplished, regard to state impossible almost with reasonable brevity. it is

Duly just stated, certain appreciating situation parties concord between the is dis only point one controversy aspect that the cernable, in-every is, conception meaning of the controlled correct thé first and second sections We shall Act. Anti-trust. OIL CO. UNITED STATES. Opinion S.U. of the Court. departing from what be the otherwise would therefore — of analysis natural'order this one of har* point —make initial básis of our examination'of mony the conten that, tions, relying upon conception by doing so some may harmonious result adequate dominate resonance - 'the control discord which the case abounds. first; say, That is to we shall come consider'the mean ing first and second of the' sections Anti-trust Act text, and after what diseerning proeess appears to be its meaning true proCeéd wé shall consider respective parties concerning contentions of the act, strength weakness’df those contentions, as'well accuracy of meaning of the act ás'dédüced fíbm in the light text prior decisions this Court com cerning it. When we have doné this-we-shall .then- ap proach the facts. this shall- Following we make course investigation our Separate héadings: under four First. text of the first and second Of the act origi sections nally considered and its meaning com the'light of-the mon law and law- country of‘this .the atthe time its adoption. Second. The contentions of the con parties cerning act, and the and efféct of the decisions scope upon this court which they rely.' Third. The applica tion of the statute to facts, and, Fourth. The if remedy, any, to’be afforded as the result Ofsuch application.

First. The text the act meaning. and its We quote the text- Of the first and second sections of act, as follows “ Section 1. Every contract, combination in form of trust or otherwise, or conspiracy, restraint Of tráde commerce, or among the States, several or with foreign nations, is hereby illegal. Every declared to person who any shall make such or contract; engage any such or combination shall of a conspiracy," be deemed guilty' misdemeanor, and, on conviction thereof,' pun- shall be by fine ished not exceeding by five or thousand'dollars,

VOL. ccxxi —4 1910. 221 U. S.

Opinion of the Court. by both said year, or exceeding not one imprisonment discretion the court. punishments, or monopolize, attempt shall person who Every “Sec. per- other any combine or with conspire or monopolize, com- of the trade or monopolize part son or persons, States, foreign nations, or the several among merce misdemeanor, on and, of a convic- guilty shall be deemed exceeding punished fine not five shall be thereof, tion exceeding dollars, by imprisonment one thousand in the discretion of the year, punishments, both said * court.” there was a show that doubt ás whether debates the sub- governed States which law of the United

common among the influ- legislation was in the absence ject They act. conclusively leading passage ences led to the legis- the main cause which show, however, that required the eco- thought lation was the that was is, vast accumula- times, nomic condition corporations individuals, tion of wealth in hands corporate organization, development the enormous afforded, facility organizations which such combination and that combina- facility used, being the fact that the being multiplied, as the wide- tions known trusts were and would be spread had been impression power their gen- the public injure exerted to individuals and oppress used a means for erally. may not be Although debates v. Trans-Missouri (United a statute States interpreting cited) that Freight Association, and cases by resorting rule in the is not violated things nature to. at ascertaining the environment debates as means particular law, is, the time of the enactment of adopted. it was history period when There can no doubt that sole with which subject be con- first deals of trade as therein section is restraint attempt monopolize aiSd "that to templated, subject is the which the second sec- monopolization v. UNITED STANDARD OIL CO. STATES. Opinion the Court. U. It is terms,

tion concerned. certain that those at least rudimentary meaning,'took origin their. their , law, and were also iii the common familiar law of this to country prior and at the-time of adoption . . questipn. act in shall first to then; endeavor seek

We their meaning, not iii an indulging elaborate and by analysis learned of the' and of English law the law of this country, by but making very a brief elementary reference and indisputable conceptions of both the English and American law on the subject-prior the Anti-trust Act. the passage It a. is certain .that át very remote period the words “ ” M contract restraint of in England trade came to refer voluntary by some restraint an put by contract individ- right to'carry ual on his on his or trade calling. Originally' all contracts such were considered be illegal, because it they was deemed were injurious public as well as to the individuals In made them. who. interest of the modi-, freedom individuals'to contract this doctrine was only* fied so that was by when restraint .was contract to’ general so as kingdoih coterminous with the that it was treated void. is to if say, the restraint was That partial its and was operation reasonable ótherwise. contract was held to be valid: were, Monopolies

b. by defined Lord Coke as follows: “ ‘A an monopoly is or institution, allowance grant, commission, his or king otherwise to any person politic or bodies or persons, corporate, or sole. selling) buying, making, or working, using anything, whereby any person or persons, politic bodies or corpo- sought are rate, to be restrained of any freedom or liberty their, had they before, hindered lawful trade.' 85.)” Inst. c. (3

Hawkins thus defined them: “ ‘A monopoly is an allowance to a king particu- lar persons making, of the sole person buying, selling,

52 Opinion U. of the Court. whereby subject anything using or working, or manufacturing freedom of from the general is restrained ” 29.) P. c. (Hawk. 1, C. bk. he had before.’ trading which struggle and the monopolies frequent granting is them, that to create power to denial of which led a that, incompatible they establishment were say,, to and need not is known to all constitution English with the outcry public which led to the The evils reviewed. be to power final and to the denial of monopolies against power 1. The summarily thus stated: may them make fix it enjoyed the one to monopoly gave to who which the power 2. The thereby injure public; price on enabling produc- a limitation engendered which it of the quality of deterioration in tion; danger 3. The and, which was deemed was monopolized article inevitable production control over its monopolistic resultant only as thus conceived embraced and sale. As monopoly sovereign from an exertion arising a consequence prohibitions or obtained express no restrictions power, as by monopoly an individual of a the creation against so as the considered; it was at least far neces- such. But as concerned, individuals saries of life were «that to to right might usurp their contract be able abuse of arbitrarily prices, wrongs one of the power enhance passed it came to be that were arising from monopoly, laws regrating and forestalling, such as to offenses relating placed upon the were engrossing by prohibitions to deal under such power of individuals circumstances as, according conception and conditions dealings were times, presumption created for right of one’s to contract simply the exertion honest <a motive unaccompanied by wrongful his own benefit of a or consequence but injure others, were contract rise,to .the dealing give of such course of character through the injure intent others presumption- an instance, prices. of a increase of means, monopolistic UNITED STANDARD OIL STATES. CO. Opinion the Court.

This illustrated the definition engrossing found in 5 and Edw. statute, VI, ch. as follows: ' "Whatsoever . . person persons. . shall engross get -or their into his hands buying, ór contracting, other than promise-taking, demise, grant, or by lease of corn land, tithe, any growing or in the fields, or any other corn or grain, butter, cheese, fish, or other dead victual, within the realm of England, intent to whatsoever/ sell again/, the-same shall be'accepted, and taken reputed, art engrosser or engrossers.” unlawful

byAs providing- Statutes against engrossing the quantity.engrossed was^not to required be the or whole a" proximate part of the whole -of'an it is article, clear that there was a wide difference between monopoly en grossing, etc. But as the principal wrong which it was deeméd*would result from monopoly, that is, an enhance price, ment of the was the same wrong to which it was thought prohibited engrossment give would rise, it pass came to that monopoly and engrossing re wefe garded virtually as one the same thing. In 'other words, prohibited act of engrossing because its accomplishment inevitable of one of the evils .deemed engendered be came monopoly, to as referred a being constituting or an monopoly attempt to monopo argument lize. Thus in his Pollexfen, East India Com . pany Sandys, 165, 169, Skin. said: "By law, common he said is free, and for that/trade that cited 3 Inst. F. B. 81; 65; 4; Roll. that the common much against law is as ‘monopoly’ as ‘engrossing;’ and that differ that they only, ‘monopoly’ byis patent from king, other is the act of subject between party party; that the but mischiefs are the same both, and there is the against same law both. Moore, 11 Rep. 84. The 673; sole trade of anything is ‘engross- ex rei ing’ natura,. for whosoever hath the sole trade of and selling ‘engrossed’ hath buying trade; who- TERM, 1910.

Opinion of the Court. hath the any country, trade sole hath sole soever produce buying selling country, of that trade ” ‘engrossing.’ is an price, which his own at mental by operation process led to And although they acts which did monopoly as a considering thought produce were some monopoly not constitute impediment so also because effects, its baneful they produced, of trade which to the due course or burden in restraint trade. to be referred as acts came such of monopoly Lord Coke’s definition by my shown This is . whereby or allowance . . “an'institution being politic corporate, bodies are or persons, any person liberty freedom to be restrained sought trade.” It is or hindered their lawful had before they gives the definition which Hawkins also illustrated is said the effect of monopoly wherein it monopoly “from the the citizen freedom manufactur- to restrain had And trading especially which he before.” see ing or J., Reynolds of C. Mitchel Parker, (1711), opinion the Williams, where á is of 181, 1 P. classification made brings which it generically descrip- within the monopoly of of restraint trade. tion

Generalizing considerations, these the is this: situation the That common law monopolies 1. were unlawful upon of their restriction individual freedom of because injury and their 2. That public. contract as to of of life freedom the individual to deal necessaries where the nature and restricted character of the deal- was as engender such to ing presumption was intent to at one of injuries about least which it bring from would that an monopoly, deemed result is undue That to the freedom price. protect enhancement individual in his only interest, contract own weal, the interest common principally but a con- of an individual which tract he an put unreasonable as to upon carrying himself on his trade or restraint busi- OIL CO. v. UNITED STATES. Opinion of the Court. And that at common law the evils conse- void. ness was things those etc., caused be upon engrossing, quent monopoly and be coming as treated within sometimes mon- and the same considerations caused called monopoly effect, brought and to be operation of its opoly because generally impeding the due course and spoken within of trade. being of or restraint con- more accurate economic development

From the changes society in conditions of and the came ceptions recognized prohibited by engross- the acts to be did forestalling, etc., statutes not have harmful ing, they presumed to have when the tendency which were and concerning enacted, them was therefore legislation previously which had been did not justify presumption but, contrary, on the such acts tended them, deduced fructify develop trade. See the statutes of 12th 1772, III, ch. enacted statute of George 71, in 1844, Victoria, repealing prohibi- enacted ch. etc., forestalling, upon the ex- against engrossing, tions had come to ground prohibited acts press not in. development as favorable to considered It remarkable nowhere at restraint trade. (that prohibition against can be found common law there This an individual. would seem monopoly, creation consciously profound intuitively, manifest, either operation of as to the inevitable economic conception in favor protec- balance forces equipoise That individuals resulted. is. rights tion of monopoly concrete as-it was deemed say, sovereign power, act of such only and, arise from an could to in- sovereign being restrained, prohibitions as power not of mo- against dividuals creation directed, were in relation only to such acts to nopoly, applied but were it if deemed, as to which not particular subjects might restrained, consequences monopoly some of but an instinctive recognition this was all, result. After ’ Opinion Courts of. that the course of trade could be made

of. truisms it, right and that individual’s to by obstructing free axi destroying right. not be such protected trade could by (cid:127) just From the it results that outside clearly made review resulting Of the from the want of in an power restrictions voluntarily unreasonably (cid:127)individual"to restrain his right to on his trade or carry business and outside want'o'f to restrain by the free course trade con- right tracts acts a implied wrongful purpose, which freedom and to abstain contracting contract and to exer- every right cise reasonable incident thereto became English law.. and effect of this scope rule The free- is clearly dom to trade contract shown the decision Mogul Steamship McGregor Co. v. A. C. 25. (1892), it is true that the decision of the of Lords in While House shortly was announced question pas- case after sage Act, reflexly it serves to show the Anti-trust (cid:127) in England exact state "of the law at the time the Anti- trust statute was enacted.

In country this also the acts from which was deemed a if part there resulted not all of the conse- injurious ascribed to came to be quences monopoly, referred to words, itself. In other here as had monopoly been case England, practical common sense caused atten- tion upon to be concentrated not correct theoretically gave name to the condition or acts which given be rise but to result, a harmful the result itself and to remedy- produced. of the evils which it ing just statement made is an early illustrated statute the Province of is, Massachusetts, chap. 31 of the laws of 1778- 1779, by monopoly forestalling were expressly treated as thing. one and same

It is principles concerning also true while the con- voluntary tracts restraint trade, is, put restraint person right on his his pursue calling, only hence operating subjectively, generally recognized came OIL CO. UNITED STATES. Opinion of the Court. to rule, it moreover English came accordance with it had a which was considered or acts pass contracts thought which especially those were tendency, monopolistic and hence to enhance competition diminish unduly to also in’a monopolize words, to prices other —came —in they had and treated as been spoken to generic sense trade, and the due course restricting as England, of trade. The dread in restraint being therefore as power, while governmental monopoly as an emanation country, mind this early it date out of passed at an did not serve Government, a result of our of the structure which consequences the evil assuage to the fear as to or producing of individuals might from the acts arise It of monopoly. tending consequences to produce amount- have said as resulted such acts as treating we restrictions, ing to sometimes constitutional monopoly, decisions, served again legislative judicial enactments the occur- prevent to purpose illustrate the to enforce and as con- country in the mother recognized evils ence contracts providing against monopoly, by sequent upon or, of individuals of individuals or combinations or acts To such results. deemed to be conducive corporations on provisions or legislative to .the constitutional refer illustrate decisions subject many judicial which opinion. append this We unnecessarily prolong would are contained margin treatises, &c., a note to wherein provisions and statutory references constitutional relating subject.1 decisions, etc., to numerous arose-the will be found that as modern conditions It more legislation judicial decision came trend mani- restrictions to new adapt recognized more thought it was dealing festations of conduct or of seq., et 1403, Purdy’s pp. Corporations, on Private vol. Beach Com chapter Monopolies; and Labor on Trusts Cooke on Trade ed., Law, pp, 194-195; Eng. Ency. 2d binations, App. ÍI, Am. & “ (cid:127) scq. et Monopolies Trusts,’-’ pp. 844; article Opinion U. Court. justified wrongs which it intent do. inference prevent beginning. had from the purpose been the out in National Cotton Oil clearly pointed The evolution Texas, Co. v. 197 U. S. and Shawnee Co. v. Compress Anderson, and, indeed, will be to 423; found be illustrated in the of this court aspects various decisions which with of have been concerned the enforcement the n act we are considering. now into going very briefly

Without detail and but sur- veying field, may the whole it be with accuracy said that prices the dread of and of enhancement wrongs other thought which was from the would flow undue limita- competitive tion conditions caused or contracts qn acts of corporations, other individuals or as led, a matter prohibition-or to the public policy, treating illegal as all unreasonably contracts or acts which were restrictive of competitive conditions, either from the or char- nature or acter the contract or act surrounding where the cir- such to cumstances were justify the conclusion that had they not been entered into or performed the legitimate purpose reasonably in- forwarding personal and developing trade, terest but on contrary the were of a such as to give character rise to the or pre- inference they sumption that had been entered into or done with the intent to do wrong general public and to limit right the of individuals, restraining thus the free flow of tending commerce and to bring about the such as evils, prices, enhancement of against were considered to be public It is policy. equally say true to survey the legislation this country on this subject from the beginning show, depending will as it did upon economic conceptions at which obtained the time when legislation adopted or judicial decision was ren- dered, ‘that contracts or acts were at one time to deemed be of such a character as justify wrong- the inference of ful intent which were at another period thought not be v. UNITED STATES. OIL CO. Opinion of the Court. seen, as we have again, But this simply- that character. of England. law development line followed the language second us Let consider firsij that where words principle are sections, guided which had at time a statute well-known employed law of this country common law meaning at used in that sense to have been un- are they presumed contrary.1 compels context less the section, interpreted first the words aré: As form of trust or “Every combination contract, or com- restraint of trade otherwise, conspiracy illegal.” declared to be As hereby merce ... is there, the statute was intended dispute no room regulation for the interstate and to formulate rule is what was the rule question foreign commerce, it which adopted? in law this country law and the

In view of the common have trade, feviewed, which we as to restraint history must have under effect which illuminating that we think it referred, have results: rule to which we n . That manifests that the statute the context was. light existing practical conception in drawn groups -of it trade, of restraint because within the law in which were restraint of contracts only that class, all sense, contracts or in but ácts subjective trade to attempts monopolize, yet theoretically which wiere to as iii in had come be considered restraint practice which in a broad sense. trade n . That new forms many view of.contracts being were evolved from existing and combinations which it deemed an was essential all- conditions, economic to make sure that form of enumeration no embracing by which an undue or combination restraint contract 446; States, 161 U. Wong Swearingen v. United S. United States 446; Kepner 649; Keck v. United 172 U. S. States, 169 U. Ark, Kim States, 100, v. United

Opinion of the Court. foreign interstate or commerce was brought about could restraint from save such condemnation. The statute un- right der this view evidenced the intent not to restrain the to contracts, make enforce whether resulting unduly combination or which did not otherwise, restrain foreign or commerce, interstate com- protect but merce from Restrained being by methods, whether old or new, which would constitute an interference that is an undue restraint.

c. And the contracts pro- acts embraced as. vision were not expressly since defined, the enumeration itself simply addressed of acts, classes those classes being enough broad every embrace con- conceivable tract or combination which could be concerning made trade or subjects commerce such commerce, act., thus by any caused done the enumerated anywhere methods field of activity the whole human illegal be if in trade, restraint of it inevitably follows n provision necessarily called for the exercise of judgment required that some standard should be resorted for the purpose of determining whether contained prohibitions in the statute had or had not any given case been violated. Thus not but specifying indubitably it contemplating requiring standard, follows that intended the standard reason applied which had' been at the and in this law commo^ dealing country subjects of the character em- statute, braced was intended to the measure used for the purpose determining in a given whether or case a act had had not particular brought about wrong provided. which the against statute

And a consideration of the text of the second section serves to establish that it was intended to supplement first and to make sure that by possible no guise could the public policy embodied the first section frus- be trated or prohibitions evaded. The of the second embrace OIL CO v. UNITED STATES. Opinion of the Court. monopolize, shall or attempt who to “Every person conspire any or or with per- combine other monopolize, part trade persons,, monopolize any or or son of^the n states, the several among foreign commerce it By . (cid:127). .” ternas 8 ‘is reference nations, § a person'clearly implies corporation, certain that the word an (cid:127)as well as individual.'. by “any the words part” commerce .referred light purpose of the manifest of the stat-

construed a significance, and distributive geographical, has both ute of theJJnited and any portion States that is includes of inter- things forming part One of classes any foreign commerce. state or “to and.“mo- monopolize” words

Undoubtedly, every bringing section reach act as nopolize” used if is ambiguity, any, results. The prohibited about is intended détermining'what by monopolize. involved readily light of the ambiguity dispelled But.this of trade to of the law of restraint which history previous it .gives indication which of the have referred we which, which monopoly evolution acts practical ..the an monopoly,. is, undue the same result produce trade, spoken carné to be all of the course restraint restraint trade. synonymous with, indeed .of be as, first forbidden all by the section having words, In other unduly restraining trade, is, monopolizing means combination, etc., the second every contract, byit means prohibitions to make seeks, if possible, section all by embracing complete perfect all more act prohibited by section, end the first to reach the attempts attempt monopolize, trade, restraints of is, although the acts monopolization thereof, even brought about or attempted be such results are general- within the brought embraced are about when the And, course, first section. enumeration as it harmonized with is thus made section second Opinion of the Court. complement first,

was intended to be the of the it be- that comes obvious to be criteria resorted to any case for given purpose of ascertaining whether viola- of the tions section have is been the rule of committed, guided by reason the established law and the plain duty to the prohibitions enforce of the act thus public policy which its restrictions obviously were enacted And to subserve. it is worthy observation, as we have previously law, remarked the common concerning although the statute comprehensiveness enumerations embodied in first both the and second sec- tions makes it certain purpose its prevent was to undue restraints of kind or every nature, nevertheless by the omission of direct prohibition against monopoly it concrete indicates a consciousness the free- dom of the individual right to contract when not unduly or improperly exercised was the most efficient means for the prevention of monopoly, since the operation centrifugal centripetal forces from the resulting right freely contract was the means monopoly inevitably would be prevented if no extraneous or sover- eign power it and imposed no right to make unlawful having contracts a monopolistic tendency per- were In mitted. other words that freedom contract essence of freedom from undue right restraint on the contract.

Clear as it us seems to meaning of the provisions of the statute in light of the review which we have made, nevertheless before definitively applying that mean- ing us behooves to consider urged the contentions on one side or the other concerning the meaning statute, which, if would maintained, give it, aspects in some a much wider and in every view at least dif- a somewhat ferent significance. And to do brings this tous second question at which, outset, we have stated it was our purpose to consider and dispose of. OIL CO. UNITED STATES. Opinion of tbe Court. U. as to the parties meaning contentions

Second. decisions this court relied the statute the con- upon of cerning those contentions. substance, urged by

In the propositions the Govern- this: That of language ment are to the the stat- reducible contract, combination, ute embraces in re- every etc., its no trade, of and hence text leaves room for the straint of the judgment, imposes plain duty exercise but simply its applying prohibitions every to case within its literal language. assuming The error involved lies in the matter to may be decided. is true because as the acts which This first and the come under the stated the section classes which are not applies restraint trade to thát section enumerated or it specifically defined, is obvious play must in case be into in order judgment every called a within particular to determine whether act is embraced is within such statutory the and whether if the act classes, its or effect it to be classes nature causes restraint To the trade within the intendment the act. hold to every would either that contrary require conclusion kind nature, act or or contract, combination not, it on trade or was within operated whether a restraint be destructive of statute, thus the statute would right agree any respect all to or combine contract whatever, as to in interstate trade embraced subjects not then the reached, or if commerce, this conclusion were it to that as the statute would require contention held and excluded not define to which it related things did which the acts which it means only resort light of could be reason —the en- relates ascertained —the of its impossible was because the statute forcement n uncertainty. merely generic enumeration which makes to which it refers and the ab- of the acts statute trade as of restraint of used any definition sence which conclusion, is, leaves for but one statute room ¡the limit unduly expressly designed appli- .64 221 ü. S.

Opinion of the Court. clearly definition, but while act by precise cation ulterior bound- is, by defining standard, fixing transgressed impunity, could not be aries which reason, guided by light it to be determined leave' and enforce duty apply of law and the principles in every given statute, embodied policy the public n casewhether act was within any particular or contract the statute. contemplation may be, they views these said, persuasive it is

But, decisions previous here because may applied, not be meaning to the statute a have given this court result construction which must excludes the expressly v. are United States The cases reasoning státed. and United States Association, 166 Freight Both cases U. the Association, 171 S. 505. Joint Traffic or associations of combinations legality the involved purpose for the in interstate commerce engaged railroads the association controlling parties conduct iri The association many particulars. or combination being in each as in viola was assailed case combination they held were. It is un the statute. It was that tion of language, opinion general that each case doubted of, context, use when from its which, separated was made that the conclusion it was decided that rea justify would not be to for determin purpose son could resorted stat ing complained the acts of were within the whether is, ute. It true the nature character however, also was fully of the contract each case referred ágreement to their suggestipns pointed as unreasonableness out in order to indicate that were within they pro by hibitions of the As the cannot any possi statute. cases (cid:127) ble as conception treated authoritative without that reason certitude was resorted to for the purpose them, it as a deciding follows matter of course it must held light have since reason, been the conclusion have reached, could not been otherwise that the assailed v. UNITED CO.. OIL STATES. Opinion of the Court. contracts or agreements were within general enumera- tion of the statute, their operation and effect brought about restraint trade which the statute prohibited. This being inevitable, the deduction can in only reason be this: That in the upon cases relied it having complained been found' that the acts of were within the and operated statute to produce injuries which the forbade, that resort to reason permissible was not statute order allow that to be done which the statute pro- being true, This rulings the cases relied hibited. upon rightly when appreciated were therefore this and nothing more: That as considering agree- the contracts or ments, necessary their effect and the character of the parties by they they whom were were made, clearly re- purview straints within the of the statute, they trade could not be taken out of that category indulging in reasoning as to general expediency or non-expediency having made the wisdom or contracts or the want of being wisdom of the statute which their prohibited made. say, is to That cases but decided that the nature and did a contracts, creating they character conclusive brought such presumption statute, them within result was not to be the substitution of a disregarded appreciation ought of what to be for the judicial the law judicial duty enforcing the law as was made. plain say But aside from it is that the cases reasoning true upon do not construed sustain the rightly relied when all of the by doctrine contended for is numer- established applied ous decisions of this which have en- court very the all in the Act, they forced Anti-trust since nature the things upon guide rest the reason was premise every the in case by provisions which the were act of the two interpreted. Indeed intermediate the decision in Freight decision Association cases, is, after the the the Case, in the Joint and before the decision Case Traffic States, 171 U. S. was Hopkins case of de- United vol. ccxxi —5

Opinion U. of the Court. by Mr. Justice Peck- being delivered cided, opinion the Freight Associa opinions wrote both ham, who referring And, cases. tion and the Joint Traffic rule of broad claim made as to the Hopkins Case Association Freight Case, announced interpretation the act by “To treat as condemned (p.'592): said cost of con which, result, under as a agreements all in may business be an commercial ducting interstate act far be enlarge application would creased must meaning language fair used. There yond com upon direct and immediate effect interstate some be And in Joint in order the act.’’ to come within merce expressly reiterated this statement was Case Traffic. limitation like on by example; and illustrated approved Association and Joint language Freight used general of Bement v. National is also the clear result Cases Traffic of Cincinnati 70, 92, especially Harrow Co., 186 Packet Co. v. U. S. 179. Bay, 200

If it is to in all the criterion which be determined combination, cases whether is a re- every contract, etc., law, of trade within the .intendment of the is the straint involved, direct or indirect effect of the acts then of rule of reason the guide, course the becomes and the con- we given statute, being have instead of struction upon, refuted the cases relied those cakes demon- true, strated to be correct. This is as the con- because the., which we have deduced from history struction analysis act and the of its text is that in simply every case claimed that an act or acts where it is are in violation of reason, light the statute the rule of the principles public policy and. the which the act embodies, of law must follows, From this it since that applied. rule result of the test as to indirect, direct or their ultimate aspect, come one and the thing, same differ- only ence between the two is that which obtains therefore which do things (cid:127)between at differ all.

- v. UNITED OIL CO. STATES. Opinion of the Court. identity that is this result between If it be true there in the Association applied Freight the to be rule intended indirect, rule of direct and and the rule of is, that the Case, as it under statute we construe should reason which the how was it that may be be asked the applied, here in Case much opinion Freight in the Association consideration of whether given subject agreement was in involved could be combination which was that case upon of the statute prohibitions taken out of the pertinent is theory question its reasonableness. if and must it be now fully frankly met, de.emed Freight mistakenly Association decided Case it announced broadly too the doctrine which stated, should be overruled or limited. expressly either

Í rise to the results gives question The confusion which distinguish to failing power between want its terms or circumstances which a case take among such it, considering surrounded circumstances parties, plainly statute, is within .the out character resort to operation statute reason effect establish, ought that the to be treated as contract statute, duty every within the and the case where it necessary becomes from the nature character of the parties pass decide whether it was within the statute This question by of reason. distinc- upon light in its think, point we serves to out what ultimate tion, conception underlying was the the reference thought Freight Case, Association the-rule reason made in the interpreted by such the con- especially when reference light of opinion subsequent text of the in the in Cincinnati Com- Hopkins Packet .opinion Case Bay, U. S. 179. pany v. degree, not in slightest wanting

And in order to be far, frankness, say however, by separat- we so ing opinions used in the general language Association and Joint from the con- Freight cases Traffic

Opinion of the Court. 221 U. the parties with which cases were subject text and the that the re- language be conceived concerned, may give the which we to with construction conflicts ferred necessarily qualified. are now limited statute, they the if to from this conclusion we are possible escape no -We see many cases decided this court which to the adhere if Law has been and enforced and applied Anti-trust is to to and enforce that law the future duty apply is true, first because the construc- to exist. The continue give slight- the statute does not which we now tion case single previous degree conflict .decided est Law the contention concerning the Anti-trust aside be- cases, and Freight Association and-Joint to the Traffic every applied casés of .reason one those rule cause subject before determining whether the purpose for the true, is also the statute. The second court was within already pointed out, have unaided as we since, it is to how impossible Understand light reason public in the future be enforced statute.may be it establishes made policy which efficaciousj are objections .far as the the defendants concerned So headings:— are all embraced under two they act, true, if the bill That the even averments of the be a. do constitutionally applied, be to so would because cannot Congress subjects dehors the reach the power extend commerce, by authority regulate, enabling of its production mere commod- to deal with body questions But all the upon States. structure within the ities upon is based decision in United argument proceeds this 1. Knight Co., view, however, E. States v. C. case and the arguments of that argument which the takes repeatedly pressed upon view have been so upon based en- interpretation in connection with court this Anti-trust and have been so Act, forcement necessa- as to rily and decided be unsound cause the expressly require and to ex- plainly contentions foreclosed no OIL CO. v. UNITED STATES. 69 Opinion 221 U. S. Court. v. Northern

.press notice. United States Securities Co., U. Lawlor, U. S. Loewev. S. & 197, 334; 274; Co. Swift v. U. 375; Montague United v. States, Lowry, 193 Compress Anderson, U. S. 3 Shawnee Co. 423. . arguments are various forms of Many pressed in in substance contending statement which amount cannot be the facts of this applied.under statute case rights property destroying without impairing freedom of which is trade, essentially necessary contract or well-being society .and which it insisted is pro- tected of due guaranty process the' constitutional of law. aíl arguments But the ultimate foundation of these is the not be to in assumption may interpret- that reason resorted and ing statute, therefore the statute applying th,e the to unreasonably right contract unreason- restricts hold right the to ably operates upon acquire property. premise, As the is demonstrated to be unsound the con- the of course the given statute, proposi- struction we have tions rest need not be upon premise which further noticed. . upon

So far as the the arguments proceed conception statute it generality that in view of of the not sus- the is the courts because it ceptible being enforced cannot judicial legislative a exertion of be carried out without The statute they clearly certainly are power, unsound. the character of acts which it genericaily enumerates it was prevent. and the which intended to prohibits wrong but propositions that, consistently The insist therefore the of due principles law, fundamental process left the to judiciary never can be decide whether a case acts come within a given particular generic statutory propositions, But to reduce' the provision. however, meaning this their final makes it clear that in substance they deny legislative authority the existence essential challenge right judiciary perform duties of the government has exerted from department 1910.

Opinion of the Court. no require elaboration. is' as to This so clear beginning. no demonstra- needs that which Yet, let us demonstrate for-instance Take examples. tion, by a few obvious upon called to deter- judiciary familiar cases where ¿re given within a act or acts particular mine a whether .Take.ques- intent. wrongful depending upon prohibition, which must be exer- power fraud. Consider the tions of upon called to de- every case where the courts are cised in are, are invalid which particular acts termine whether valid, but which in and themselves abstractly speaking, of their invalid direct effect' to be because are asserted commerce. upon interstate consid- proposition requiring to the third

We come then viz eration, them,. and the the statute application Third. facts substantially as

Beyond dispute proofs establish following in the facts: alleged bill Oil Company Ohio; of the Standard The creation Oil organization 1882, 2. The Standard Trust of not referred previous bill, and also one Supreme Ohio, and the Court-of cul- proceedings upon finding in a that the com- minating decree based unlawfully trust; to that party the transfer pany was in certain companies; trustees.of stocks proceedings; and, finally, increase of the contempt cap- Company Jersey Standard Oil New ital'of the of the shares of acquisition by company the stock of exchange its certificates. corporations the other possibilities and the property The vast amount from the which facts last far-reaching control resulted we by pre- the' statement have stated are shown which concerning parties to the agree- trust viously annexed corporations whose stock ment of and was held and under the trust which by The trustees came therefore by Jersey corporation. But be held the New these state- .to an accuracy convey appreciation do ments CO. UNITED STATES. .71 STANDARD OIL U.;S. Opinion Court. entry the time of the situation it existed at decree than years elapsed more ten below, during the since New'Jersey corporation acquiring between the formerly other which was held property the stock and agreement, trust the situation of the trustees' under the changed, change a- which when an- course had somewhat think, light proof, in the we establishes alyzed capital New enlarging Jersey the result of stock it the vast to which we giving power and have' company gave consequence, is, its normal referred’produced and enormous dividends corporation, despite de- corporations of certain enumerated spite dropping out enlarged an arid below, the court more decree over trade and sway and control commerce perfect its The ultimate situation products. and re- petroleum an examination to will made manifest §§ ferred which are mar- below, of the decree excerpted gin.1 ____;___ Rockefeller, D. William Section 2. That the defendants John Henry Henry Rogers, Flagler, Archbold,' D.

Rockefeller, H. M. John Payne, Pratt, M. hereafter called the seven H. Charles Oliver Company defendants, Oil united with the Standard individual combination, this and'since to form and effectuate defendants other engaged carrying it into been still are effect its formation have Anglo-American Company continuing it; that Oil the defendants Buckeye Pipe Refining Company, Company, Line (Limited), Atlantic Chésebrough Manufacturing Company, Borne-Scrymser Company, Pipe Company,- Line Consolidated, Colonial Oil Com Cumberland . Pipe Company, Company, Crescent Line pany/ Oil Continental Henry Payne, copartnership doing Folger, Jr., N. C. and Calvin style Refining firm name and of Corsicana Com business under the Signal Pipe Company, pany, Company, Galena Oil Eureka Line ^ Company, Pipe Company, Line Manhattan Oil Indiana National (cid:127) Company, Pipé Company, Transit New York Northern Line (cid:127)Transit Company, Security Prairie and Gas Company, Company, Oil Ohio Oil Refining Company, Pipe Company, Solar Southern Line Com Oil Pennsylvania Pipe.Lines pany, Company, Penn Oil Southwest South Company, California, Company, Oil Standard Oil Com Standard Indiana, Company,’ Iowa, pany, of Standard Oil Standard Oil TERM, 1910. 221 S. U. Opinion of Court.

. it was stated, weight just facts Giving to the afforded light in the to, were entitled they deemed Kentucky, Company, of Standard Company, Kansas, Standard Oil York, Company, of New Oil Nebraska, Standard Company, of Oil Ohio, Company, Company, and Finch Union Swan Oil Standard Washington Company, Oil Com- Oil Company, Vacuum Tank Line into became Company,, have entered pany, Oil Waters-Pierce aiding actively operating or are either parties this combination and the defend- it; of this combination operation of means monopo- conspired in this section have combined ants named continuing monopolize a substantial monopolized, and lize, are have states, among'the territories and part of the commerce 2 of the act. foreign section anti-trust nations, violation of ** ******* of the combina- and execution That formation Section Company has its stock to the conspiracy Standard issued tion exchange for the of other $90,000,000 than stocks of more amount controls holds, and now owns and all of corporations which it majority many the stock or con- corporations, a capital stock of corporations corporations and stock in other trolling interests some as follows: Total Owned ^ capital Oil company. Standard Name of Company.

stock. £1,000,000 Company, £999,740 Limited Anglo-American Oil Refining Company........... $5,000,000 $5,000,000 Atlantic n Borne-Scrymser Company............ 200,000 199,700 Pipe Company.......... 10,000,000 9,999,700 Buckeye Line Manufacturing Company, Chesebrough 277,700 Consolidated,..................... 500,000 250,000 249,300 Company... .............. Oil Colonial 300,000 300,000 'Company............. Oil Continental 3,000,000 Pipe Company.....(cid:127).... 3,000,000 Line Crescent 4,999,400 . 5,000,000 Pipe Company........... Line Eureka 10,000,000 7,079,500 Galena-Signal Company........... Oil 1,000,000 999,700 Pipe Company.......... Indiana Line 450,000 450,000 Company...... Lawrence Natural Gas' 149,900 Mahoning Company......... 150,000 Gas Fuel " 500,000 Company.....;.. 500,000 Gas Mountain State ' 25,455,200 25,451,650 Company........... Transit National 5,000,000 5,000,000 Company.......... York Transit New OIL v. UNITED CO. STATES. Opinion of the Court. 221 U. circumstances, facts and

proof cognate other court below, dealings by held that the acts and established

Total Owned company. capital Name of Standard Oil Company.

stock. Pipe Company.. 4,000,000 Line Northern ..---- 4.000. Gas Com- Northwestern Ohio. Natural pany.................'-------- 1,649,450 2,775,250 10,000,000 9,999,850 Company.......:........... Oil Ohio n 1.000. People’s Company 1,000,000 Gas .. Natural .310,000 Pittsburg ’. Company Natural Gas 310.000 499,400 Refining Company......... Solar 500.000 10,000,000 Pipe 10,000,000 Company.'........ Southern Line 2,500,000 Company____.(cid:127)......... South Penn Oil . 2.500.000 . n Pennsylvania 3,500,000 Pipe- Lines... Southwest . 3.500.000 California).. 16,999,500 Company (of 17,000,000 Standard Oil Indiana)---- Company (of 1,000,000 Standard Oil 999.000 Iowa)... Company (of 1,000,000 1,000,000 Standard . Oil n 999,300 Company (of Kansas)... 1,000,000 Standard Oil . . Kentucky).. 997,200 Company (of 1,000,000 Standard Oil Nebraska) 599,500 (of 600,000 Company .. Standard Oil York).. Company (of 15,000,000 15,000,000 New Standard Oil Ohio)'...... Company (of 3,500,000 3,499,400 Standard Oil . (cid:127) 100,000 Company............ Swan and Finch 100.000 3,499,400 Company........... 3,500,000 Line Union Tank Company.......'......... 2,500,000 Vacuum Oil 2.500.000 100,000 71,480 Washington Company............ Oil - 400,000 274,700 Company.....:;.... Waters-Pierce Oil Company, which owned That the defendant National Transit aforesaid, Company as owns and and controlled Standard Oil. following-named cor- capital controls the amounts of the stocks of respectively, opposite each, porations partnerships limited stated as follows: Total Owned capital Trans- National company.

Name Company. stock. $412,000 $825,000 Company............ Connecting Gas 998,500 Line'Company...... 1,000,000 Pipe Cumberland Company.............(cid:127) 6,000,000 East Gas Ohio 5.999.500 19,500 50,0.00 , Company, Limited...... Pipe Franklin _ Company......... 10,000;000 Gas Prairie Oil and 9.999.500

Opinion the Court. destroy competition” proof operated “potentiality to such an which otherwise would have existed extent as the transfers of stock which were made to the to cause New and the control resulted Jersey corporation over the subsidiary and various to be a many corporations combina- conspiracy tion or restraint of trade violation of the act, attempt first but also to be an to monop- section , monopolization bringing perennial olize and a about a of the second section. violation to doubt see no cause We correctness these con- considering subject clusions, every aspect, of the .is, by both in view established the record and facts and necessary operation the effect of the law as we have , Company acquired by That the Standard also the has control the ownership Security its stock or of the Company, of otherwise Oil a corporation Texas, under the of refinery created laws which owns a at State, in Company, corpora- Beaumont and the Manhattan Oil a pipe tion, which owns a line situated in the States of Indiana and'Ohio; Company, corporations partnerships Standard and the and the. engaged named in Section are in the various branches of the busi- producing, purchasing transporting petroleum ness of in the principal oil-producing States, districts of the United in New York, (cid:127) Pennsylvania, Virginia, Tennessee, Kentucky, Ohio, West Indiana, Kansas, Oklahoma, Louisiana, Illinois, Texas, Colorado and Cali- and’transporting shipping through the fornia, pipe in oil owned lines these, by companies oil-producing from the various dis- controlled through states, refining petroleum'and in into and other the tricts manufacturing products, shipping petroleum various it in the and. into products the the thereof into states and territories of the United foreign States, nations, shipping of Columbia and to the District thé petroleum products and its in tank cars owned or controlled subsidiary companies into states and various territories of the United Columbia; selling petroleum States and into the District of and in products places its in various states and territories foreign countries; United-States, in. District of Columbia and in Company subsidiary companies the Standard controls the Subsidiary management directs the thereof so that none of the com- panies competes companies other those or with the Stand- Company, managed single is all person. ard but their trade as that of a OIL STATES. CO. UNITED Opinion of the Court. lacts, from the the inferences deducible upon construed following reasons: power pe- and control over a. the unification Because the inevitable result troleum and its which was products combining Jersey corporation byr the New its to it of the stocks stock and the transfer increase a capital, so vast many corporations, aggregating so other countervailing in the gives itself, and of absence of rise, least, presump- circumstances, say prima facie dominancy tion intent and to maintain purpose of normal methods industry, over the oil not as result but new means of com- development, industrial that greater order bination which were resorted added than would otherwise have arisen .power might be followed, whole with had normal methods been cen- excluding others the trade thus purpose of perpetual in the combination tralizing control. and its channels petroleum products

movements commerce. of interstate prima

b. intent presumption Because the facie trade, monopo- and to about monopolize bring restrain from the act of stock resulting expanding lization vast vesting it with such Jersey corporation the New the oil is made conclusive consid- industry, control of of who ering, persons corporations the conduct the 1, in the mainly bringing about extension were instrumental in New before the con- power Jersey corporation the of to the formation of prior that result and summation agreements 2, by,considering and trust of 1879 1882: the and agreements as to under those proof- what done the was vesting the power immediately preceded acts which .the the by weighing well as Jersey corporation the as .in New ' has corporation the vested power in which modes it. from the which have arisen and results been exerted corpora- by acts doné the individuals Recurring the the bringing about instrumental mainly who were tions Opinión of the Ceurt. during pe- of the New the

expansion Jersey corporation of 1879 agreements riod the formation trust prior including agreements, purpose and those the 1882, charges the merit the numerous weighing substantial an such but wrongdoing during period, solely made discovering think no disin- purpose, aid for we intent without period question mind can the survey terested very to the the irresistibly driven conclusion being geriius development organization for commercial from the beginning seem manifested which it would others which purpose an intent and to exclude begot soon wholly by dealings manifested acts and was frequently made with the theory they with the were inconsistent advancing development of busi- single conception contrary on the methods, ness usual but which power from the drive others involved the intent necessarily from their thus right field and to them trade and exclude And, mastery which was end view. accomplish agree- considering period date of trust up' expansion of 1879 ments time Jersey extension corporation, gradual the New ensued, over the commerce in oil which power . of, Court the tardiness or Supreme Ohio, decision of the deci- conforming to the commands of--that reluctance cul- sion, adopted finally the method first and that which all plan Jersey corporation, minated of the New serve make the continued exist- additionally manifest intent have indicated previously ence of the which we other among things impelled expansion which power New The exercise of the which Jersey corporation. foregoing from that organization resulted fortifies. came, acqui- conclusions, development since the which means every sition efficient here there which ensued the slow competition asserted, have been could which, methods which means-of but. resistless followed absorbed and under brought control, were transportation OIL »: CO. UNITED STATES. Opinion of the Court. which was which the system marketing adopted divided into districts and the trade each country a designated corporation in oil was turned over to district all excluded, combination and all others were within the a and intent up purpose mind to conviction lead the to so certain as cause practically which think is we to domain of reasonable con- not be within the subject, tention.

The no to could have attempt monopolize inference that and that no resulted from intended, monopolization been a very the acts it is established that complained of, since was controlled produced small of the crude oil percentage power is unwarranted. As combination, substantial ovei; . result of the ab- product the crude was the inevitable product, which existed the refined solute control over to con- monopolization power of the one with it the carried this other, if the inferences which situation trol the unnecessary we it suggests developed, were deem might to do, they cogency to well serve to add additional monopolize of intent which we have presumption proof subjects. arises from on other unquestioned found are thus last which we are brought subject We upon consider, called viz: he remedy

Fourth. administered. found may ordinarily It be where was conceded i statute, had ade that acts been done in violation restraining the measure of relief would result from quate States, v. United doing of such acts in the future. Swift the condition this, U. S. 375. But like where case statute, which has been in violation brought about itself, ¿ttempt monop only is not a continued to enforce olize, duty but also a monopolization, con of broader more requires application statute which áre not authorized trolling penalties remedies. As it follows authority, may by judicial law inflicted are which we confronted to meet the situation with 78

Opinion the 221 U. S. of Court. in the two-fold character application remedies becomes 1st, like To the in the future of ácts doing essential: forbid past to those we found have been done which have 2d. exertion which be violative of the statute. would The the effectually as will dissolve of such measure relief statute, combination found to exist violation the. oper- continually the extension and thus neutralize power unlaw- ating possession which the of the force bring brought has continue to fully obtained will about. however,

In for the purpose, remedies this applying by to injúry public fact not- be that- the must overlooked restraint, monopo- on, undue or the prevention the an which upon trade or foundation lization of commerce is.the that one statute and moreover prohibitions rest, the the is to purposes protect, of the fundamental the statute n destroy, ^fights of property. determining Let as means of what then, accurately us to- first relief afford, relief -come to consider what we.are to fix how far below, afforded the court in order from or to the necessary relief, take add to that it prohibitions-of statute.jjiay com end have operative force. plete decree, below virtue and of its 1, 2, court of §§ part previously excerpted have we margin, as it Jersey that the in so far

adjudged corporation New corporations, various recited held the stock §§ decree, a combina- or-controlled same was and of first of the and an act,, of the section tion in violation monopolize monopolization contrary or attempt act. It the dissolu- commanded section second in' directed combination, effect, therefore tion to the Jersey corporation back New the transfer en- subsidiary corporations various stockholders stock which had been turned over same of the titled its stock. To Jersey company exchange to the New CO. v. UNITED OIL STATES. Opinion of the Court. make this 5 of command effective the decree forbade § corporation any the New from in Jersey form maimer Or any any power exercising ownership exerting directly its indirectly- apparent virtue of title to the ip stocks of corporations, prohibited subsidiary those subsid- iary any dividends to corporations paying the New Jersey-corporation or-doing act which would recog-' power in company, except nize further to the extent necessary that was that company enable to transfer . stock. So far as the stock owners . subsid- iary corporations, corporations the themselves were concerned after the had transferred, stock been 6 of the § enjoined decree them way conspiring from or com- bining.to or violate act to or monopolize attempt to the. monopolize ownership virtue their the stock .trans- ferred to them, prohibited .agreements all between the (cid:127) .subsidiary corporations or other stockholders in the future, tending bring or. to about further produce violations of the act.

""By §7, pending.the accomplishment the dissolution stock, óf the by the transfer of and until it combination thg consummated, was in 2, 'defendants.named constitut- § all ing the corporations to which we have referred, were enjoined engaging in or on carrying interstate com- And by 9-,'among merce. delay other things of thirty § days granted carrying was for into effect of the direc- tions the decree. far as the So decree held that the ownership the stock

. of the Jersey New corporation constituted' a-combination in violation of the first section an to attempt create a monopoly or to monopolize under the second section and commanded dissolution of the combination, the decree clearly was And appropriate. this is also true of 5 of the § decree which restrained both the New Jersey corporation subsidiary and the corporations from doing anything which would recognize give dr effect to further ownership

Opinion XT.S. of the Court. were Jersey corporation in the New stocks which retransferred. to be ordered in so far that, way relief But the contention against which was awarded the stock injunction § subsidiary corporations subsidiary holders of after transfer of stock themselves corporations the. completed conformity was to corporation Jersey New broad; awarded too a. Be was decree, relief to sufficiently specific and tended cause it not cause was within order cease who were embrace those law protection of the land and re under the to be to thereafter conduct their under them business quired contempt violating for punishments jeopardy New Haven R. R. v. Interstate Com general injunction. 200 U. S. 404. Besides it is said that Commission, merce imposed by putting 6—even out of view the restraint § stated —was moreover calculated just do consideration may and it of itself to pro injury public on the of trade which restraint due course very duce the this since prevent. say We it does intended an an illegal restraint trade or follow because necessarily a monopolization resulted from monopolize attempt transfer of stocks of.the sub and the the the combination corporation to the New Jersey corporations sidiary monopolize monopoliza or attempt or a like restraint agreements between one necessarily arise tion would from after the transfer subsidiary corporations the more For illustra Jersey corporation. the New by of the stock of the transfer of By the effect lines. tion, pipe take the under the control of come pipe lines would the the stock uni being subjected instead corporations' various the lines corporations, owning If various form control. as to public combine interests *ó. u determined Combination such or' line, agreement continuous make a would, might it act, yet repugnant not be the example, As another take the decree. by restrained OIL CO. v. UNITED STATES. Opinion U. the Court. Tank Line Company, Union one of subsidiary corpora- the tions, by the owner of all tank the cars in use practically If the combination. -no possibility existed of agreements for the of these among subsidiary distribution cars the the corporations,. most serious public detriment the might'result. interest merit, abstractly the Conceding considered, these they are contentions irrelevant. We so we think, since construe the sixth paragraph the as decree, depriving not the corpora- stockholders or the n the tions, after dissolution of combination, the power to make normal and lawful or agreements, contracts but restraining as from, by them whatever, device recreating directly or indirectly illegal the combination decree, which the dissolved. In words other we construe the sixth paragraph of decree, depriving the not the stockholders corporations of the under right live land, law of but as compelling obedience to that law. As therefore the sixth paragraph as thus construed amenable to criticism directed against it and cannot produce the harmful arguments results which suggest obviously right. whs think We of mag- view the nitude of the interests involved and their complexity the delay thirty days executing allowed for the decree too short and should be so as extended to embrace a period of at least also, pos- six months. So view sible serious injury to result to public from an absolute cessation of interstate in petroleum prod- commerce and its ucts such vast agencies as are com- embraced result bination, a might arise that portion the decree which enjoined carrying on interstate com- only by merce not the New all corporation but Jersey subsidiary until companies com- dissolution bination transfer stocks accordance injunction provided decree, for in 7- thereof § been- not have awarded. should is right that decree below

Our conclusion ccxxl — 6 VOL. 1910.

Harlan, J., concurring dissenting. affirmed, except be as to the minor matters concern- should we should modified. ing which have indicated decree affirmance will with direc- Our order therefore be one of in accordance tions, however, modify the decree jurisdiction court to retain opinion. this The below respect necessary compliance every extent to compel with its decree. ordered.

And it so concurring part, Mr. Justice Harlan and dissent- . ing part. objections me to duty express constrains

A sense opinion just have to certain declarations I on court. delivered behalf Company that the Standard Oil holding I concur subsidiary companies constitute Jersey and its New commerce, in restraint interstate combination monopolized and have monopolize attempted have they known in violation of what is such parts of commerce—all c. 26 Stat. 647. Anti-trust Act as the sustained that view overwhelmingly in this case evidence n andled decree, its Court, by final order the Circuit and the dis- Jersey corporation New dissolution illegal combination between cor- continuance companies. subsidiary and its poration should have been decree below my judgment, .In af- But the while qualification. court, without affirmed in respect firming decree, directs some modifications “minor matters.” It is to be what characterizes prove may those to be modifications apprehended I in view this, particularly In have saying mischievous. necessarily that “it does opinion . the statement of trade or an at- an restraint illegal follow that because monopolization or a tempt monopolize resulted of the stocks of the transfer combination Jersey to the New subsidiary corporation,.. corporations OIL v. UNITED CO. STATES. J., concurring 221 U. S. Harlan, dissenting. and of or attempt monopolize a like restraint trade that necessarily from monopolization agreements would arise subsidiary more of corporations one or the between after Jersey corporation.” the stock the New by transfer of the language, parts in connection other Taking this subsidiary companies thus, the are opinion, effect, the I unwisely, although think —that the New' informed — an corporation, being illegal combination, Jersey go must they an existence, may join agreement restrain out if among commerce the States such restraint be not “un- due.” my parts

In order that objections certain opinion may distinctly I must appear, court’s state the the Anti- Congress passed under which circumstances Act, judicial the decisions trust and trace course the scope. necessary its and This is more be- meaning decision, interpreted the its when cause court the has not the opinion, only upset long- its language of n act, usurped but has interpretation settled branch legislative constitutional functions of the of the. opinions all for the respect With due Government. I what court others, say feel bound that has said of our integrity for the insti- well cause some alarm may stands. tutions. us see how the .matter bet country will' All who the condition in. 1890 recall among the everywhere, people there was that remember Nation had feeling of unrest. The been deep generally, all now feel—but slavery fortunately, as of human rid — country was in real was the conviction universal to be slavery sought from another kind danger fastened slavery people, namely, the American would on hands of a few aggregations capital result corporations controlling, and for their own individuals advantage exclusively, the entire business profit' nec- including and sale country, production to be then danger thought Such essaries life. TERM, concurring dissenting. Harlan, J., felt, that it must firmly and all imminent, .met as would statutory regulations, adequately protect such wrong. there- against oppression Congress people the whole gave subject took up fore matter All National Gov- agreed consideration.. fullest by legislation, regulate the domestic not, could ernment wholly States; for, within the several trade carried.On with, because regulate such trade remained power to But, by, authority States. under never surrendered granted by Constitution, Congress to it could expressly among the several States and with commerce regulate Its- foreign authority regulate such commerce states.. being given due to other paramount, and is force by law the fathers of the fundamental devised provisions protection for the safety for the Government and in inhering life, security rights liberty '"and the essential and property. by and to the considerations,

. Guided these end so as interstate commercewas people,, concerned, might far , by monopolies, not be dominated combinations and vast to advance having power ends, regard- own selfish their general welfare, Congress passed less interests of. and. Act of in (the the. Anti-trust words italics here these (cid:127) in this-opinion mine): are and'elsewhere ' Every in contract, combination form of “Sec. sl. ' or, otherwise, trust or in restraint of trade conspiracy, or among foreign several or with na- States, commerce the. is tions, hereby illegal. Every declared to be who person CQntract hny any shall make such or in such com- engage shall of mis- conspiracy,, guilty bination be deemed or. demeanor, on and, thereof, shall- be punished conviction by not exceeding dollars, fine five or im- by thousand prisonment by not both exceeding year, one or said discretion, . punishments, in Every of. the court. 2.§ shall person who or monopolize, attempt ^monopolize, or combine or conspire any person with other or persons,

STANDARD OIL CO. v. UNITED STATES. concurring dissenting. Harlan, J-, among of the trade or commerce monopolize any part foreign nations, or with shall be deemed States, several misdemeanor, thereof, on conviction shall guilty and, of a dollars, punished by exceeding be fine not five thousand exceeding or not or both year, one by imprisonment Every said of the court. 3. in the discretion punishments, § or or otherwise, in of trust contract, combination form any trade- or commerce restraint of conspiracy, or District of Co- States Territory the United any or between or restraint'of trade commerce lumbia, Terri- such-Territory any or between such another, District or or the tory or Territories and State States any Dis- Columbia, or or nations, between foreign na- foreign trict or or any of Columbia and State States shall hereby person who illegal. Every declared tions, such such combination any or engage make contract misdemeanor, guilty or conspiracy, shall deemed not fine and, shall be thereof, punished on conviction dollars, imprisonment five exceeding thousand by' one said exceeding year, punishments, both discretion Stat. c. the court.” 26 case is as important inquiry present The in its to inter- meaning and that act scope application of state commerce. mean-

In 1896 this had to determine the court occasion as case known ing scope important and of act in an the U. S. The Freight the Trans-Missouri Case. 166 290. validity there the Anti-trust question was as to the under Act railroad of certain between numerous agreement an for the companies, whereby they formed association and maintaining rates, of rules purpose establishing and specified over regulations respect freight of traffic the first, Two whether questions routes. were involved: second, agree- whether the carriers; act railroad applied of basis illegal the annulment of which the ment court brought. The the States suit which United 1910. dissenting. concurring Harlan, J., the act. In by embraced that railroad carriers were .held other court, among things, determining question, said: “ contract, com- includes every of the act language The conspiracy, or or otherwise, form of trust bination in the among the several State's or commerce trade restraint'of of very as the terms far foreign nations. So of the nature de- contract go, apply any they statute is in restraint trade A -contract therefore scribed. act pro- of the' language is,. by strict or commerce into be- entered though such contract hibited, even railroad, only common carriers competing tween for .the affecting traffic rates thereby for the purposes agree- If an such transportation persons property. it is commerce, prohibited trade or ment restrains no agreement, an mat- be said that statute, unless can cannot relating transportation terms, ter what its only no escape see restrain trade or commerce. We nature does re- agreement that if an of such a conclusion . . . it, is condemned this act.. agreement strain country Nor is the substantial interests it, for any should commodity sole'power one within powerful will subject the sole of one combination capital. has, extends, so as its Congress jurisdiction far prohibited all form of contracts or combinations in the trusts into for trade purpose restraining entered .(cid:127) ... all prohibits commerce. While statute limita- otherwise, the form trusts combinations tion is not confined to that form alone. All combinations which are restraint trade or commerce prohibited, are in' whether in the form trusts or in other what- form ever.” v. Freight Assn., United States S. 290, 166 U. 324, proceeded court then to consider the second

above, saying: question questions, "Thf liext dis- is statute, cussed as to wliat is true construction of the OIL CO. v. UNITED. STATES. J., 221 U. Harlan, concurring dissenting. to common applies that it carriers railroad.

assuming languagé as in meaning is used What stat- combination contract,- form of .ute, 'every that injthe in or restraint otherwise, conspiracy trust or of trade or or among the States .with foreign commerce several na- ’ illegal? declared to be Is it confined tions, is to a hereby only is combination which in contract or unreasonable or or commerce, of trade does it include what restraint and in plainly covers, act terms all language that It is now amplifica- contracts of nature? with much urged that in il- argument statute, declaring tion of form of or every otherwise, combination in the trust legal in restraint of trade not conspiracy commerce, does therein imports, used but language plainly mean what illegal it only that means to declare such contract of trade, leaving which is in unreasonable restraint while provisions act; all others unaffected the term 'contract.in meaning.of common law restraint such contracts as are in unreason- only trade’ includes that term in trade, and when is used able restraint contracts, all statute it not intended include Federal .is trade, those which are unrea- only restraint but By . use simple restraint ... sonable thereof. trade,’ all contracts of the term 'contract in restraint of be in- otherwise, whether valid or would nature, contract which in- not alone kind cluded, and wasr restraint unreasonable being valid and unenforceable body of an act pronounces thé When, therefore, trade. combination in restraint of illegal every (cid:127)as contract or among States, etc., commerce trade or several such limited ordinary meaning language plain and which, is in of contract alone unreasonable that kind all contracts are included such trade, restraint but of' no or limitation can be exception added language, that which has" been omitted the act placing without that kind of contract only ... If by Congress. $8 J., concurring 221U.

Hablan, dissenting. and is in which unreasonable restraint trade be within the. of . il- meaning statute, declared therein to be it is legal, apparent subject at once that of what is a n . great reasonable rate is attended with . uncertainty. . say, To therefore,) the act which excludes-agreements in trade, are not unreasonable restraint of and which tend , simply up rates keep for is transportation, reasonable substantially to the question leave of unreasonableness companies . themselves. . . But assuming of this agreements nature not are void at common and that law the various cases cited by the learned courts below show the it, answer to the statement of validity their is to now be found the terms the statute under con- sideration. . . . arguments which have been against addressed us the inclusion all contracts in restraint of as trade, provided for language of the act, have been upon alleged based presumption that Congress, notwithstanding the language act, could not have intended to embrace all but contracts, only such contracts as were unreasonable restraint of trade. Un- der these circumstances are, therefore, we asked to ..hold that the act of Congress excepts contracts which áre not in unreasonable restraint of and which" trade, only keep up rates to a price, notwithstanding reasonable the lan- guage of the act In exception. makes no such other words, we are asked to by way judicial read into act legisla- tion an that is not there placed exception lawmaking branch the Government, and this is to upon be done theory that the impolicy legislation of such is so clear that it cannot be supposed Congress intended the natural import of the language it used. This we cannot and ought not to do. . . .

“If the act ought read, contended by defend- ants, is body to amend it and not this Congress court, by a process judicial legislation wholly Large unjustifiable. numbers do agree not that the view taken by defendants UNITED STATES. OIL CO. v. J., 221 S.U. concurring dissenting. Harlan, Congress may very substance, or true sound belief in the act. The passing did share probably is to be found its the Government public policy of then in statutes, directly spoken, have they and when practice constant decisions of the courts lawmaking power but when the government officials; has subject, over con- particular speaks upon in such case legislate, public power policy stitutional any If contract is what the statute enacts. the law prohibit commerce, or a con- or combination in restraint trade is void, or made in violation such law tract combination the courts by have theretofore decided may whatever been on country that sub- public policy to have been the from the which we have drawn ex- ject. The conclusion question into the us that amination made before above that railroads, and ren- applies the Anti-trust Act in restraint of trade all which are illegal agreements ders that expression, we have above defined or commerce as agreement be- then whether the question and the arises us fore is of that nature.” opinion, extracts

I have made these extended in Freight in Case order the 'Txans-Missouri of the court urged was there point that beyond show question, only con- Anti-trust Act condemned .counsel by that'the in conspiracies that were tracts, combinations,'trusts that commerce, and of interstate unreasonable restraint point. that language in and decisive met the .court clear in words de- unequivocal that had adjudged Congress It in form of combination, “every contract, clared com- restraint otherwise, conspiracy, or trust and that illegal, States” shall be among merce the several concerned, was distinction, as interstate commerce so no far of such commerce restraints be tolerated between that were unreasonable, restraints -were undue or With, con- knowledge of the then or reasonable. full due Congress- deter- country business, of its of the dition . dissenting. 221 U. concurring J., Harlan, an absolute, meet, the situation meet, mined to did combination in “every contract, statutory prohibition of trade or in restraint otherwise, trust the form of suggestion response more; commerce.” Still down only to strike intended Congress able counse' as unreason- monopolies contracts, combinations and such in words court, this commerce, ably interstate restrained hold was to so misunderstood, said too clear to be an ex- legislation, by way judicial, “to read into the act law-making branch there ception placed said, as have we “This,” Government.” the court seen. do.” ought “we cannot and not to pur- when the ago, It that fifteen appears years thus fresh Anti-trust Act was Congress pose passing general and the statesmen courts, lawyers, the minds of indulge judicial this court declined public, expressly word “unreason- legislation, by inserting act It may be stated import. other of like able” or word large accepted at this view country here that country the entire act, throughout and the Federal courts interpretation the provisions according enforced its What, in Association was to given Freight then, the Case. by those the be done who soundness the questioned this placed by on the act court that interpretation word case? the court had decided that insert the As “judicial legisla- act “unreasonable” the would be.t part, only tion” its the alternative left to those who on opposed decision in that was to Congress the case induce recognize right to so amend the the act as to to restrain interstate to a reasonable extent. public commerce The press, in Con- magazines journals, law debates gress, speeches addresses men and ..by public jurists, general all contain abundant evidence understand- ing meaning, scope that the of the Anti-trust extent court, Act had this and that judicially been determined the only remaining for discussion was the question open OIL CO. UNITED STATES. J., concurring dissenting. Harlan, policy declared the act —a matter that wisdom cognizance Congress. within exclusively was But since the every Congress at session of of 1896, decision Government, branch with full lawmaking has decision, refused to change of that knowledge so amend the or to act it had declared 1890 as policy operation contracts, its combinations and except restrain interstate reasonably trusts that commerce.. illegal in combinations that were But who were those up set They at baseless claim despair. did not once 1896 disturbed the “business that interests the decision known let be would country,” they rule was until the established that would never content to be subjected commerce reasonable permit interstate came opportunity again an to raise Finally, restraints. had, this full upon court con- question the same I in 1896. now allude to the sideration, determined case Association, United v. Joint States Traffic What was that case? 505, decided against States It suit United more than court to have the declare thirty companies illegal,, railroad agreement aAct, the Anti-trust certain between under asked was denied the sub- companies. relief these brought and the Government Federal courts ordinate case here. urged in points that case important

It is state charged violating the companies by the defendant court promptly and to met Act, Anti-trust show copious Í make a extract from-the To that end them. Among things, Case. other the Joint opinion Traffic agreement one in “Upon comparing said: [the court U. Case, consideration, under then the Joint Traffic forth in the of United set case States one with 505] Association, 290, 166 U. S. Freight Trans-Missouri suggests them that a similar similarity great between in 5581. (p. cases” should reached two result b.e J., Harlan, concurring dissenting. and in urged Learned counsel the Joint Case a reconsid- Traffic in question eration decided the Trans-Missouri Case contending that “the decision in that case Trans- [the Freight Missouri quite plainly erroneous, is and the Case] pf consequences such error are far reaching disastrous, clearly justice at policy, war with and sound and the placed construction upon the Anti-trust statute has been public received and alarm.” surprise They , suggested that made in the Joint Case point Traffic meaning as to the scope might the act have been but previous was made The court (171 case. said 559) that “the Trans-Missouri report Case clearly not only shows that the taken was point now there urged upon the it court, attention of the but was then intern-- tionally necessarily decided.” question court again whether the should consider point decided the Trans-Missouri Case, 171 U. S. disposed of in the most decisive language, as fol- “Finally, lows: are we asked reconsider the question de- cided Case, Trans-Missouri steps retrace the therein, taken because plain error contained in that decision and the widespread alarm with which was re- ceived and the serious consequences have resulted, may soon result, from interpreted law a»s It is proper case. to remark application that an a re- consideration of a question but decided this lately court is usually upon based argu- statement that some of the ments employed on the original hearing question have been overlooked or misunderstood, or that some con- trolling authority has been either misapplied the court passed over without discussion or notice. While this is not strictly an application for a rehearing the same case, yet in substance it is the thing. same The court asked to reconsider a question just but decided after careful investigation of the matter involved. have hereto- There fore been in arguments effect two precisely the same OIL CO. UNITED STATES. if. J., S.U. dissenting. concurring Harlan, and court, arguments the and the same before questions now report those occasions. to us on both The addressed were a opinion Case de- Trans-Missouri shows the dissenting in opinion in and that the was concurred case, that livered of the That it opinion, court. by three other members will ability arguments the great force gives with and seen, finally by at the the was against decision which arrived in- questions full discussion of the' It after a court. was of the views entertained knowledge and the volved with dissenting opinion, minority expressed the by if court came to the conclusion did. the majority rehearing for a the case petition the decision a after Soon argument in its printed favor, made, supported was vigor length and and at a an earnestness pressed and with importance certainly commensurate with the which were and with care deliberation also court, of the case. This again of their importance, a full appreciation with consid- A in ma- involved its former decision. questions the ered it more at conclusion the court once arrived jority of applica- it announced, accordingly denied first had n arguments the third time the saíne And now are. tion. asked to recant its former again the court is employed^ question opposi- same direct to 'ddcide opinion, the. in the, arrived at Trans-Missouri the conclusion tion. making application while The learned counsel Case. argument opposition frankly confers fully, named been so so the case above decision has. dissenting opinion -presented clearly forcibly and so Freight hardly Mr. Justice White Case] [in it. necessary repeat nor is it it, to add to possible this opinion so close division of that there fact was advisement, first under to- the matter court was when of the judges taken some gether different views us to most careful and scrutiniz- courts, led of the lower sides, both arguments advanced examination ing majority an examination that the and it after such Hablan, concurring ,U. J., dissenting. S'. - conclusion it court came did. is-not now al- .It that the court on the former overlooked leged occasion for the argument respondents misapplied any control- authority. simply It is ling court, insisted that not- withstanding arguments for an opposite view, arrived at an for result, which, stated, erroneous already reasons ought to be reconsidered and reversed. As we have twice already deliberately earnestly considered the same argu- ments which are now a third time our pressed upon atten- for it tion, hardly expected could be opinion that our should change from already expressed.” now utterances, taken in These connection with what was said in previously Freight Case,.show the Trans-Missouri clearly affirmatively so no as admit of doubt that years court, many this ago, upon thg consideration, fullest interpreted the Anti-trust prohibiting as making Act illegal only every not contract or in combination, whatever form, in commerce, which was restraint of interstate with regard out to its reasonableness or unreasonableness, but attempts all monopolies monopolize “any part” of such trade or Let me commerce. to a refer few other cases in in scope decision the Freight Association Case to: In was referred Bement v. National Co., Harrow U. 70, 92, 186 S. the court said: “It is true that has been held this (Anti-trust court that the act Act) included restraint commerce, whether unrea reasonable sonable citing United v. States Trans-Missouri Freight ”— Asso., U. 166 S. United 290; States v. Joint Associa Traffic tion, 171 U. S. 505; Addyston Pipe Co. &c. v. States, United 175 U. S. Montague In v. Lowry, U. 38, S. 46, which involved the validity, Act, under Anti-trust a certain association formed for the sale tiles, mantels, grates, referring the court to the contention that the sale of in tiles San Francisco so small-“ as to be a neg that, ligible quantity,” held the association was neverthe less a combination restraint of interstate trade or com- OIL V. UNITED CO. STATES. J., concurring 221 U. Harlan, dissenting.

merce violation the Anti-trust Act. In Loewe Lawlor, 274, 297, all the of this members court saying Trans-Missouri, Joint concurred Traffic Northern cases “hold effect that the arid Securities Anti application prohibition trust has a than the Law broad0r In trade at common of restraints of law.” Shaw unlawful (1907), nee Co. v. Anderson Compress 423, 432, again all the court concurred in members de that, claring only that “it has been decided unreason but all of trade prohibited, direct restraints are able being common thereby distinguished law law.” Addyston Fed. Pipe Company, Rep. In United States v. for the Court of 271, 278, Judge Taft, speaking Ap Circuit according deci Circuit, Sixth said peals Freight Case, this Association sion of court-iri “contracts transportation of interstate restraint were within regarded the restraints could reason statute, whether & Ohio Fuel .In Chesapeake at common not.” able law 610, 619, Rep. United 115 Fed. the Cir- (1902), Co. v. States referring for after Circuit, Court of the Sixth Appeals cuit right regulate commerce, interstate Congress to the this court in the interpreted prior the decisions of thus Addyston Pipe the Joint Trans-Missouri, Traffic right, Congress “In this Co. cases: the exercise and Steel iri of trade. fit all.contracts restraint to.prohibit has seen ques to the courts the consideration It has left unreasonable, is reasonable or such restraint tion whether illegal at the com have been the contract would or whether by judi The act consideration leaves mon law not. character, this but con no all authority question cial if in illegal restraint and combinations are declared tracts far the States.” As back among trade commerce it 489, 497, U. S. Shelby Taxing District, 120 Robbins subjecting regulations, drum held that certain local was trade, could and domestic engaged in both interstate mers discrimina- fact that no by reason not be sustained TERM, 1910. J., U. dissenting. concurring and Harlan, different States. The among citizens made was tion difficulty, for the did not meet that observed court this at all.” be taxed cannot commerce “interstate that reason Anti- acted, by when no Congress doubt view this Under interstate upon whatever restraint it forbade Act trust theory upon manifestly proceeded It commerce. com- at all not be restrained could commerce interstate must be allowed but monopolies, trusts or binations, and un- wholly unvexed channels, accustomed in its flow ordinary restrain its that would by anything obstructed 313, U. S. Barber, Minnesota v. See also movement. 82, 78, Rebman, Brimmer v. 326; on delivered behalf opinion minority In Case, present our Northern Securities made referred contentions the de- Justice Chief Cade, Association one of which Freight in the fendants involved did not unreasonably there agreement said: “Both commerce, and these con- interstate restrain against association, the court were decided tentions did Anti-trust Act embrace interstate holding that corporations, prohib- as that act carriage by railroad commerce, in restraint of interstate any contract ited character, they contracts whether embraced all hence or unreasonable.” One the Justices who were reasonable in'a separate opin- Securities Case dissented Northern minority, thus referred to the concurred in ion, and Joint cases: “For it cannot be too care- Freight Traffic ‘ ’ applies that that clause con- fully every remembered kind —a consideration of the forbidden which was the tract Freight Trans-Missouri Association point turning nothing to do . . Size has with the matter. case. . of commerce monopoly ‘any part’ among A of the States is unlawful.”

In it be to to may this connection well refer the adverse in on 1909, Nelson, made Senator behalf report in Committee, reference to á certain bill Judiciary Senate CO. v. STATES. OIL UNITED J., concurring dissenting. and Hablan, in and which to amend proposed offered the Senate in particulars. report Anti-trust Act That con various able-analysis judicial tains a and of decisions full, careful relating monopolies to combinations and restraint of said in it things and other Among trade commerce. present

bear on the involved case are questions offense, to “The Anti-trust Act makes it a criminal these: the law, provides punishment violate and a both fine imprisonment. inject question and To into the act the un agreement an or combination is reasonable or whether penal reasonable render the as criminal or stat would act to that ut hence, extent, ute indefinite and uncertain, and to amount terly nugatory practically void, would . And part . . while repeal the act. prosecu objection technical civil apply same does or unreason tions, injection the rule reasonableness of to the uncertainty would lead variableness and greatest ableness reasonable re the law. The enforcement of defense be as many be would every straint would made in case there juries. as courts cases, rules reasonableness different another one court or deem unreasonable jury might What jury A court or jury might court deem reasonable. might find a or combination reason given agreement Ohio might find able, jury a court and Wisconsin while In the unreasonable. agreement same and- combination Justice N. Y. Chief People Sheldon, case and combinations ‘If agreements Andrews remarks: hurtful may are or be competition prices prevent all agreements only remedy prohibit sure trade, ah validity agreement character. If such public prejudice upon proof to depend made actual difficult in case injury, very be would establish .to very be might the moral evidence although invalidity, Act, To convincing.’ ... amend Anti-trust it,, entirely emasculate bill, suggested by would this as a reme nugatory render it practical purposes for all ccxxi —7 vol. dissenting. concurring J.,

Harlan, civil not lie and prosecutions Criminal would statute. dial and uncer greatest doubt labor under would remedies cer clear, comprehensive, it exists is The act as tainty. covers the field It highly practically remedial. tain a model every respect and is in law. jurisdiction, Federal juncture, it when present at the destroy To undermine as ob to be increase, appear on the are combinations be a ca rights public, of the would as ever livious by postponement the indefinite lamity.” The result was proposed any consideration further the Senate Anti-trust Act. amendments consideration, full adjudged, upon has been After what . Act, and the Anti-trust meaning scope 'as attorneys litigants of this court usages when view have been delib- reopen attempted questions have as to surprise I to no little what decided, confess erately says The court that the present case. has occurred con- cited, by possible above “cannot cases, previous as authoritative the certitude ception be treated without deciding purpose that reason was resorted to for the is this opinion And its full of intimations them.” present ques- in those so far as the proceeded cases, court is the “rule of concerned, being guided tion without light or “the of reason.” It is more than once reason,” if not if Anti-trust Act is intimated, suggested, that as' prohibiting every combination, be construed contract nature, is fact restraint of com- of whatever reasonableness or unreasonable- merce, regardless that the court restraint, ness of such that fact show would decision, according in its to “the proceeded, light had not reason,” disregarded the “rule of'reason.” If but had n qf in its construction court, cases, wrong those was fully apprehended it the'act, it certain views previous pro- advanced counsel cases and learned published reports to be The nounced them untenable.. this all place beyond court question. opinion'of OIL UNITED STATES. CO. J., concurring dissenting. Harlan, as a experience judicial a Justice wide delivered Attorney General court had before officer, and the on lawyers recognized, were States and who United in The same profession. their great as leaders sides, all opinion the Trans- delivered the jurist eminent who in the Joint As- opinion the Missouri Case delivered Traffic repre- that case Case, sociation and the Association was ability universally recognized. by lawyers was sented whose escaped notice in those point Is it to be that supposed Justice ex- sagacity who cases we think the when ability pro- the court, the pressed views interpretation sought astute such an found, lawyers, who to insert as the court words compel the act would had not and the inser- Congress put there, statute- which to “judicial legisla- tion amount words, would is it has tion”? court asked to do that which Now this do, has it not not declared and would distinctly could constitutionally it not it then said could now done what modified the act has, interpretation, do. It mere as a practical it of value defensive Congress, deprived reading On against measure the evils to be remedied. will,be, that as the delivered, first opinion just inquiry things particular holding court is unanimous in its subsidiary Company done Oil Standard the Anti-trust companies, under case, illegal this were or unreason- Act, those in reasonable things were whether it why necessary commerce, able was restraint interstate is in the opinion, an done argument, to make as elaborate according act as to the “rule reason” the show if it passed Congress interpreted be contained should ” ? only or the “undue word “unreasonable” word given can to this which, frankness, answer be question is, that its judg- court intends to decide deliberate the act ment, years ago, permitted fifteen to the effect .that commerce, no of interstate restraint whether whatever not accordance unreasonable, reasonable S._ dissenting. J., concurring and U. Harlan, says, In the court that will the “rule of reason.”' effect time, the discussion under bring for the first now, reason” .to the the “rule of “light apply of reason” and of this court I to be decided. have questions authority proceeding part on its that such course saying legislation.” “judicial would depar- serious more, involves a Still what now done have Counsel ture of this court. usages settled n already ordinarily questions to discuss been allowed pres- than once at the decisions. More by previous settled & In St. I. M. term, applied. Louis, that rule has been ent the court had oc- 281, 295, S. Ry. Taylor, Co. v. 210 U. original meaning scope casion to determine passed for protec- Act of Safety Appliance Congress on interstate employés passengers tion of railroad A 5, particular construction 27 Stat. c. 196. § trains. interstate carrier upon by of act insisted the was the the and Safety Act; under Appliance which sued was one construction, that a than the contention was different After a harsh one. upon by carrier, insisted the would be for Mr. said act, Moody the of the Justice quoting words meaning is no from of these escape the court: “There the clarify them, and not Explanation ought cannot words. signifi- them or lessen their epiployed to to confuse be sup- the to purpose legislature The obvious of was cance. law with an absolute duty the common plant, the qualified in duty just. does, point more If the railroad deemed it comply standard, the use cars do not fact; plain law, it the there arises prohibitions violates compensation from to make to liability that violation the this urged it. is is harsh injured by one is It who that, To this if it be true con- reply construction. we They is the courts. struction, its harshness no concern of have no wisdom responsibility justice legislation, for is unless duty written, ho to the law as it except enforce lawmaking power is beyond it the constitutional clearly OIL CO. v. UNITED STATES. J., 221U. S. Hablan, concurring dissenting.

body.....It quite conceivable that Congress, con- hardship templating injuries, inevitable such loss to to the hoping community diminish the economic them, should deem to their resulting impose wise measurably burdens could control upon those their who in upon helpless instead of those are the main causes, who in to regard. intelligible, and, Such policy would say require not so as to us to doubt least, unreasonable that it intended, interpre- some unnatural and to seek tation of no in part see error this words. We common the ease.” And at this court we were present term asked, Safety Act, a case to arising Appliance under (cid:127) Case, Taylor de- question reconsider.the decided We so, saying opinion just clined do an down: now handed unwilling regard ques- are facts, view we “In these Appliance meaning scope Safety tion as couplers so far as it relates automatic on trains mov- Act, in interstate to further discussion here. ing traffic, open as wrong Taylor way is.open the court was case the If Congress in its dis may, such an amendment the statute as - ought deem to disturb cretion, proper. This court now what has been so and acted widely accepted upon A having contrary courts as been that case. decided uncertainty, mischief, course would cause if not infinite in the administration in the Federal courts. of the law appropriate avoid it is that we misapprehension,, say To not to be questioning are the soundness understood interpretation placed upon this court heretofore Safety Appliance only mean that until say Act. We by an Congress, statute, changes amendment this adhere to Case, rule announced court Taylor will Q. States, B. Co. apply Ry. and that rule.” & v. United C., insisted in the present U. S. 559. When counsel case and rulings court, this upon a reversal the former Act as interpretation an the Anti-trust would asked such this commerce, of interstate restraints reasonable allow Harlan, J., concurring dissenting. and S.U. in deference to I court, practice, should, established submit, question, according have said to. them: “That to our prac- open not for further discussion tice,-is here. This court long ago (1) that deliberately act, interpreting held its all ordinary acceptation, prohibits their restraints words of interstate commerce combinations in form, whatever and or unreasonable; (2) whether reasonable the question public policy relates to matters of reference to commerce among foreign nations, Congress the States and with and (3) alone the subject; can deal with this--court would en- upon authority Congress if, guise .croach under the it should assume to determine a matter of construction, public (4) parties go Congress must and ob- policy; if they tain an amendment of the Anti-trust Act think this decisions'; (5) court in its this court wrong former cannot, since its function is judicially legislate, and will not law, belongs legislative it de- declare the while I partment course, to make the á am sure, law. Such not have offended the “rule of reason.” would But in their have deemed it my brethren, wisdom, best pursue They different course. have said to those now condemn our to- object who former decisions who all legislative prohibitions contracts, combinations trusts in restraint.of “You commerce, may interstate now'. commerce, provided yon restrain such are reasonable about care the restraint undue.” it; only take consideration, according of the case under to' disposition defendants, will, claimed, it- is quiet the views give country.” rest to “the business On the con- strong I conviction that it trary, have a will throw country into confusion and invite widely- business harassing- litigation; injurious extended and effects of for many years Congress be felt to come. will When which every contract, combination or prohibited monopoly, in commerce, prescribed simple, rule restraint definite could be understand, easily could ap- all ' v. UNITED STANDARD OIL CÓ. STATES. dissenting. J., concurring and Harlan, and law, to the not to everyone wishing obey plied by now, But in violation law. conduct their business number, in cases feared, have, is to are without be we solve ..recurring inquiry constantly the —difficult combination, or contract, the proof particular —whether is not an "unreasonable” involved in each case trust in Congress, effect, trade. said "undue” restraint of trade, any form, no df there restraint should years ago that solemnly adjudged many and this court explicit it thus said clear and Congress meant" what of the act. that it could not add to words and words, Congress are now, the action But those who condemn such restraints courts will allow effect, informed . not to be unreason- commerce as of interstate are shown able or undue. I have hereto- fully than refer,

It remains for me to more we .look my judgment done, another, and, fore —if this That important case. aspect the future —the most branch of by the judicial aspect usurpation concerns depart- legislative functions the Government the foundations men laid ment. The illustrious who of the National Consti- part no institutions, bur deemed per-, or more essential consequence more tution of provisions than the government, form manancy of our Government powers distributed under which were departments coordinate among separate, equal three that, This at was —legislative, executive, judicial. regulation among of governmental feature time new people it is deemed earth, nations country as most section of our own vital every Constitution republic whose workings representative aof accomplish in order to and established ordained only means, but in its Preamble objects stated necessary or by expressly either means, provided by the department No itself. instrument implication, by constitutionally exercise can government of that n (cid:127) IP. concurring dissenting. Harlan, J., . depart- strictly to another committed powers separate ' ment. of the court in this the outset that the action I said at men thoughtful alarm who revered might well case Jhe things I this are inti- many that by Constitution. meant not be opinion and said the court’s which will mated sanctioning by than as an regarded otherwise invasion Congress of the constitutional domain of judiciary —an interpretation modify to soften or attempt by what some This let me public policy. court, repeat, a harsh regard as adjudged many ago it could solemnly years not,.ex- into Anti- by legislation,” read words cept “judicial which, being there in- püt. by Congress, trust Act.not Act, it serted, give meaning a words which properly interpreted, justify. if' would not passed, change public court has decided that could thus a policy by Congress; Congress formulated and declared paramount authority regulate has interstate commerce, change policy inaugurated and that it alone can a by once legislation. nothing The courts have to do wis- Congress. an is policy duty dom act Their to ascer- if Congress, embodying the will statute tain. is of that will the courts expression constitutional, must it. no function respect They have to declare a public legislative nor to amend policy, enactments. is “What termed the the Government policy with reference to “ particular as this court has legislation,” said, generally is thing, upon' a all very uncertain which sorts of opinions, other, may each variant from the by formed different persons. It is a much too ground unstable upon which rest judgment the court in the interpretation Hadden Collector, statutes.” Nevertheless, Wall. 107. if misapprehend do not its opinion, the court has now I Congress read into the act of words are not to be which and has there, thereby adjudged found done that which.it and 1898 could not be done without violating CO. v. UNITED STANDARD OIL STATES. J., concurring Hablan, dissenting.

the Constitution, namely, by interpretation of a statute, changed public policy legislative declared depart- ment. many years

After of public service at the National Capital, and after a close somewhat observation of the conduct of I public affairs, impelled say am there abroad, in our a most land, harmful tendency bring about amending of constitutions legislative enact- ments judicial means alone of construction. As pub- lic policy has legislative department been declared in respect commerce, of interstate over Congress has entire control, Constitution, under all concerned must has patiently lawfully done, submit to been un- what til People of the United States —the all Na- source-of tional power shall, time, upon their reflection own — through legislative department of thé Government, require of that change policy. say There are some who . that liberty it is a of one’s part conduct commerce to. among being subject governmental the States to without authority. that not liberty, regulated by But would law, liberty, regulated by law, and cannot be is not to be desired. The of the is Supreme Law Land —which binding upon upon Presidents, Congresses, alike all — People gives to and to Con- Congress, Courts'and — gress alone, regulate interstate authority commerce, forbids restraint of such Congress commerce, when all its any form, obey must mandate. To overreach by judicial the action nf Congress merely construction, is, by is a at of our indirection, integrity blow: governmental the end most dan- prove will system, all. Mr. gerous Bradley on wisely said, when Justice. Bench, this prac- unconstitutional illegitimate footing by their first silent get approaches slight tices legal from of legal procedure. Boyd deviations modes v. States, United 635. We shall do well warnings great jurist. of that heed the

Syllabus. 221 ü. S. policy the merits of the embod- stop to discuss I do not 1890; for, Act of as has been often ad- Anti-trust in the ied system, our constitutional have courts, under judged, legisla- policy concern with wisdom rightful no Government which by that branch tion enacted (cid:127) make can laws. alone concurring general stated, .while the reasons For I Court, of the Circuit dissent decree affirmance directs the court which the judgment part this Court, as as the Circuit well decree modification which, effect, assert opinion parts from those in the Anti-trust to insert words court, in this authority, which, being . there, not Congress put did Act which part public declare, Congress made inserted, it has chosen declare. country, what policy AMERICA STATES OF AMERICAN UNITED COMPANY. TOBACCO COMPANY v. TOBACCO UNITED AMERICAN OF STATES AMERICA. THE THE OF FROM CIRCUIT COURT UNITED STATES

APPEALS DISTRICT OF THE SOUTHERN NEW YORK. FOR Argued 3, 4, 6, January 5, 1910; 118, restored to docket for re- Nos. 119. reargued January 11, 1910; 9,10,11,12,1911. argument April Decided 29, May States, ante, p. 1, followed and v. United reaffirmed Oil Co. Standard July given Act to be Anti-trust the construction as to 209; held that the combination in this 1890, 647, 26 Stat. ana case c. attempt monopolize and an the busi- in restraint of trade one prohibitions commerce interstate within ness of tobacco in' the act.

Case Details

Case Name: Standard Oil Company of New Jersey, Appts. v. United States

Court Name: Supreme Court of the United States

Date Published: Apr 11, 1910

Citation: 221 U.S. 1

Docket Number: 398

Court Abbreviation: SCOTUS