Orthodox corporate law and economics holds that American corporate and securities regulation has evolved inexorably toward economic efficiency. That position is difficult to square with the fact that regulation is the product of government actors and institutions. Indeed, the rational behavior assumptions of law and economics suggest that those actors and institutions would tend to place their own self-interest ahead of economic efficiency. This Article provides anecdotal evidence of such self-interest at work. Based on an analysis of legislative history—primarily congressional hearings—this Article argues that Congress had little interest in the economic policy effect of insider trading legislation in the 1980s. Rather, those laws were motivated primarily by a desire to legitimate the existing political and economic order.

The policy and doctrinal grounds for prohibiting insider trading are unclear. Yet Congress devoted a great amount of attention to increasing the penalties for insider trading in the 1980s. Meanwhile, more serious economic issues went unaddressed. What explains this odd focus? Congress routinely explains corporate and securities legislation as motivated by a need to bolster "investor confidence" and protect the capital formation process. In the 1980s, legislators argued that insider trading scandals were undermining investor confidence. That argument is unconvincing, however, because those scandals were contemporaneous with unprecedented stock prices.

An alternative explanation for the 1980s legislation is that Congress sought political legitimacy: not "investor confidence" in the markets, but "voter confidence" in the political-economic system. Our government has a symbiotic relationship with a capitalist system under which the power of business and finance sometimes rivals that of the state. This arrangement is acceptable to most voters during prosperous times but can undermine the legitimacy of the political-economic system in times of perceived economic crisis. Government crafts its responses to such crises to protect its legitimacy. The process of self-legitimation does not consist merely of responding to exogenous preferences of constituents. It also includes attempts to mold constituents' preferences to be more consistent with the self-interest and problem-solving abilities of Congress.

Recent allegations that essential safety and efficacy information is often suppressed by medical product manufacturers or poorly evaluated by regulators have led to calls for greater information transparency. The public is justifiably concerned that its ability to conduct an informed risk-benefit assessment of drugs and medical devices is compromised. Several changes have already been made to federal regulatory law and medical research policy to mandate greater disclosure and more changes are being considered. However, it is possible that these measures may backfire by enhancing significant tort-based economic disincentives for generating new information. In other words, greater disclosure requirements could, paradoxically, lead to less information production. The resulting shortfall could be extremely dangerous and have a detrimental effect on health care for years to come. This Article addresses the crisis on the horizon and proposes a unique solution that connects tort law disincentives to information production incentives. It explains why an economically rational company would be expected to respond to transparency with less information and proposes a tort liability limitation as a solution that will encourage a cost-internalizing company to increase information production. This Article also considers the impact of the FDA's recent position on preemption along with other regulatory enhancements and concludes that these are effective, but second-best solutions.

Under Section 164 of the Internal Revenue Code, taxpayers are allowed to itemize and deduct the cost of their state and local taxes – income, property, and sales taxes.The accepted theory of this deduction is to effect a shift in federalism -giving more power to the states to regulate and tax.

In the article, the author argues that this deduction actually can serve an opposite purpose; rather than shifting regulation and power to the states and promoting federalism, it can actually undermine state governments. The author argues in this article that the deduction plays a large role in the way that state and local governments are structured. The author does not advocate the abolishment of Section 164, but rather a more complete understanding of how it actually functions and changes politics at the state and local levels.

Part I of this Article addresses the manner in which the courts have applied the standards for employer liability for sexual harassment and critiques the conclusions of those courts about the reasonableness of the employee's responses to sexually harassing conduct. In Part II, the Article addresses the ways in which women typically respond to sexual harassment—other than by immediately filing a formal complaint—and explains the reasonableness of such actions. Part II of the Article also explains why it would be appropriate and helpful for courts to apply a gender-conscious standard of reasonableness in judging women's responses to sexual harassment.

As courts continue to increase tort liability by expanding and purifying the negligence concept, another common law limit on liability being swept away is the fireman's rule.This rule bars firemen, policemen, ambulance drivers, emergency medical technicians and other professional rescuers from maintaining a tort suit against the private party, typically a crime victim or an occupant of a home or business, whose negligence triggered the peril in response to which the professional rescuer was injured.In the modern era courts or legislatures in at least eight jurisdictions have rejected the fireman's rule. Hence, once the professional rescuer in these jurisdictions shows that the defendant crime victim or home or business owner was negligent in triggering the peril and that the rescuer's injuries came from responding to the peril, the professional rescuer will establish a prima facie case to recover for his injuries from the defendant.At that point the defendant crime victim or home or business owner must resort to his only substantive defense, the rescuer's contributory negligence, which, this Article argues, the defendant will face severe practical difficulties in establishing. The current law raises serious doubt about whether those who have provided the professional rescuer first party benefits to compensate him for his injuries--such as the rescuer's accident, life and health insurers, the administrators of his disability pension plan or those paying for specially created death benefits--are subrogated to the rescuer's tort recovery from the defendant.Abolishing the fireman's rule, therefore, may allow the professional rescuer to recover all his tort damages from the defendant crime victim or homeowner on top of all of the first-party benefits he has also received. After explaining the fireman's rule in Part II, this Article discusses in Part III most of the arguments for and against abolishing the rule.The Article demonstrates several problems with the arguments against the fireman's rule and concludes by expressing novel arguments in favor of retaining the rule.

In 1983, Congress revised the tax code to subsidize tortious defendants who offered claimants settlements via structured payments.  Fearing that victims were carelessly dissipating lump sum awards, Congress justified its actions with anecdotal stories of victims on public assistance and a rather untenable statistic declaring that ninety percent of tort victims squandered their lump sums within five years.  The resulting $6 billion structured settlement industry spawned a zealous factoring market, anxious to give claimants drastically reduced lump sums in exchange for all future structured payments.  In 2001, Congress attempted to restrain the factoring industry via another round of tax revisions.  This Note argues that Congress's latest efforts, rather than protect victims, effectively secure the factoring industry's livelihood; that both tax structures unfairly restrict claimants' contractual freedoms; and that Congress must honestly evaluate its expressed devotion to tort victims in light of this critique.