Book Reviews

• DOI: 10.1177/0003603X7401900222
• Date: 01 June 1974
• Author: Joel Davidow
• Published date: 01 June 1974
• Subject Matter: Book Reviews

BOOK

REVIEWS

447

Earl

W. Kintner,

Primer

on the

Law

of

Mergers: A Guide for

the Businessman, New York: Macmillan (1973), 451 pp.,

$12.95.

Earl

Kintner, a

former

Chairman of the

Federal

Trade

Commission, and now a highly successful Washington prac-

titioner

and

senior

partner

of a large law firm, has published

the

fourth

of a series of

"primers"

on

antitrust

or

trade

regu-

lation subjects.

Earlier

works in the series dealt with gen-

eral principles of

antitrust,

the Robinson-Patman Act,

and

the law of deceptive practices.

This

latest

work expands on a single topic in antitrust,

i.e., the law of mergers, and covers

that

topic quite exhaus-

tively in over 450 pages. One reason

for

the length of the

book is

that

Kintner

chooses to offer a

brief

discussion of

governing law and policy considerations in

regard

to many

of the non-antitrust aspects of mergers before plunging into

detailed analysis of competitive issues. Much of the first

130 pages of the book is made up of chapters dealing with the

methods of effectuating amerger, securities law considera-

tions, accounting aspects,

tax

issues

and

labor law problems.

In

a sense the book is much more a

"primer"

in

its

treat-

ment of the non-antitrust legal issues

than

in

its

remaining

300 or so pages devoted to antitrust. The idea or purpose of

a

primer

would seem to be to provide businessmen with a

simple, clear statement of rules to follow

and

problems to

avoid. This goal is

attained

in the non-antitrust chapters.

On the other hand, the

antitrust

section of the book is one of

the longest and most thorough discussions of merger law,

merger cases, and

merger

enforcement which is available

in

print.

Moreover, the book considers in detail such esoteric

topics as the

treatment

of mergers

under

the original Clayton

Act,

under

the Sherman Act

and

under Section 5 of the

FTC

Act.

It

is difficult to see why the average (or even per-

spicacious) businessman needs or wants to know

that

the

Clayton Act was useless against mergers until 1950;

that

the