¹ An abbreviated version of this article was read at the April, 1968 meeting of the Organization of American Historians in Dallas, Texas.

² Reeves, Clifford B., “A Brief for the Bankers,” American Mercury, XXVII (September, 1932), w31–32.Google Scholar

³ Investment Bankers Association of America, Proceedings, 1928–1933, passim.

⁴ Moley, Raymond, The First New Deal (New York, 1966), 306Google Scholar; Graham, Otis L. Jr., An Encore for Reform: The Old Progressives and the New Deal (New York, 1967), 6–7, 125.Google Scholar

⁵ Loss, Louis, Securities Regulation (3 vols., Boston, 1961), I, 27Google Scholar; Nash, Gerald D., “Government and Business: A Case Study of State Regulation of Corporate Securities, 1850–1933,” Business History Review, XXXVIII (Summer, 1964), 144–162.CrossRefGoogle Scholar

⁶ “Wall Street Accepts New Deal in Finance,” Literary Digest, CXVII (June 23, 1934). 36.

⁷ U.S. v. Henry S. Morgan et al., “Corrected Opinion of Harold R. Medina” (February 4, 1954), 59, 101; “Deadline – June 16,” Business Week (June 16, 1934), 18.

⁸ Harris Forbes Companies, organized in 1922, was the parent company of Harris Forbes & Co. (New York) and Harris Forbes & Co. (Boston), two independent corporations set up in 1911. In 1930, the parent company was taken over by the Chase Securities Corporation, the affiliate of the Chase National Bank; the next year the names of the New York and Boston Harris Forbes organizations were changed to Chase Harris Forbes Corporation. See U.S. v. Henry S. Morgan et al., “Corrected Opinion,” 89–90.

⁹ Ibid., 100–101; Kouwenhoven, John A., Partners in Banking: An Historical Potrait of a Great Private Bank, Brown Brothers Harriman & Co, 1818–1968 (New York, 1968), 198.Google Scholar

¹⁰ U.S. v. Henry S. Morgan et al., “Corrected Opinion,” 58–64.

¹¹ Ibid., 94–97.

¹² Ibid., 66–67.

¹³ Ibid., 78; and “Transcript of Trial, Defendants' Opening – Mr. Webster” (March 6, 1951), 4052–57; New York Times, April 27, 1933, June 2, 15, 1934.

¹⁴ U.S. Temporary National Economic Committee, Investigation of Concentration of Economic Power: Hearings (31 pts., Washington, 1939–1941), XXIII, 12029.Google Scholar

¹⁵ Harold L. Stuart to A. F. Hockenbeamer, April 19, 1933, in U.S. v. Henry S. Morgan et at., “Defendants' Exhibits,” BL–63.

¹⁶ Ibid., “Transcript of Trial (June 25, 1951), 8834–38. See also “Plaintiff's Exhibits,” Nos. 586, 638, 1138; “Corrected Opinion,” 362–69, all in ibid.

¹⁷ Lahman V. Bower to George Woods, September 24, 1936, “Plaintiff's Exhibits,” 1368, in ibid.

¹⁸ Ibid., “Corrected Opinion,” 328.

¹⁹ Haven, T. Kenneth, Investment Banking under the Securities and Exchange Commission (Ann Arbor, 1940), 135Google Scholar; Waterman, Merwin H., Investment Banking Functions: Their Evolution and Adaptation to Business Finance (Ann Arbor, 1958), 62.Google Scholar

²⁰ Berle, Adolf A. Jr., The Future of American Banking (New York, 1933), 5–6.Google Scholar

²¹ U.S. v. Henry S. Morgan et al., “Defendants' Opening – Mr. [Arthur H.] Dean” (December 11, 1950), 745–46.

²² The major New Deal securities laws, with the years of their enactment, were: the Securities Act (1933), Securities Exchange Act (1934), Public Utility Holding Company Act (1935), Chapter X of the Bankruptcy Act enacted as part of the Chandler Act (1938), Mahoney Act (1938), Trust Indenture Act (1939), Investment Company Act (1940), and Investment Advisers Act (1940).

²³ Loss, Securities Regulation, I, 130–31.

²⁴ Bates, George E., “Some Effects of the Securities Act upon Investment Banking Practices,” Law and Contemporary Problems, IV (January, 1937), 72CrossRefGoogle Scholar; Miller, S. L., “Effects on Investment Banking Practices of Federal Regulation of Securities,” Investment Banking, VII (September 22, 1937), 355.Google Scholar

²⁵ Bates, “Some Effects of the Securities Act,” 77.

²⁶ Alfred E. Borneman, vice president of Kidder, Peabody & Co., Inc., to author, January 20, 1968.

²⁷ Bates, “Some Effects of the Securities Act,” 77–78.

²⁸ Emerson, Sumner B., “The Wholesaling of Corporate Securities,” in Lohman, Philipp H. and Ricciardi, Franc M. (eds.), Wall Street Explains its Operations (New York, 1951), 91Google Scholar; Dean, Arthur H., “The Federal Securities Act: I,” Fortune, VIII (August, 1933), 99Google Scholar; U.S. v. Henry S. Morgan et al., “Corrected Opinion,” 41–42.

²⁹ Bates, “Some Effects of the Securities Act,” 73; Miller, “Effects on Investment Banking Practices of Federal Regulation of Securities,” 356.

³⁰ Loss, Securities Regulation, I, 187–88.

³¹ A. F. Hockenbeamer to Harold L. Stuart, May 29, 1933, in U.S. v. Henry S. Morganet al., “Defendants' Exhibits,” No. 131–64.

³² Moulton, Harold G.et al., Capital Expansion, Employment, and Economic Stability (Washington, 1940), 247Google Scholar; Bates, “Some Effects of the Securities Act,” 77–78.

³³ Hanes, John W., “The Lifeblood of Our Industrial Machine: The Capital Market and the Investment Banker,” Vital Speeches of the Day, IV (May 1, 1938), 421–24.Google Scholar See also Hanes, John W. and Frothingham, Francis E., “Two Viewpoints on Investment Banking,” Business Week (March 26, 1938), 56.Google Scholar

³⁴ Corey, E. Raymond, “Corporate Financing by Direct Placement,” Harvard Business Review, XXVIII (November, 1950), 76.Google Scholar See also the author's more extended treatment in Direct Placement of Corporate Securities (Boston, 1951).

³⁵ Quoted in Loss, Securities Regulation, I, 692.

³⁶ U.S. TNEC, Investigation of Concentration of Economic Power: Final Report of the Executive Secretary (Washington, 1941), 231Google Scholar; Kemmerer, Donald L., “The Marketing of Securities, 1930–1952,” Journal of Economic History, XII (Fall, 1952), 457–59.Google Scholar See also U.S. House, Committee on Interstate and Foreign Commerce, 82 Cong., 2 Sess., Study of the Securities and Exchange Commission; Report (Washington, 1952), 127–131.Google Scholar

³⁷ “The Investment Banker: 1939,” Fortune, XX (September, 1939), 115.

³⁸ U.S. TNEC, Final Report of the Executive Secretary, 231.

³⁹ Loss, Securities Regulation, I, 129–58, provides a brief, expert survey of the major provisions of the various statutes enforced by the SEC, but see also Dean, Arthur H., “Twenty-Five Years of Federal Securities Regulation by the Securities and Exchange Commission,” Columbia Law Review, LIX (May, 1959), 697–747.CrossRefGoogle Scholar

⁴⁰ Loss, Securities Regulation, I, 121–28, II, 1359–64.

⁴¹ U.S. House, Special Subcommittee on Legislative Oversight of the Committee on Interstate and Foreign Commerce, 85 Cong., 2 Sess., History of the National Association of Securities Dealers, Inc. (Washington, 1959), 2–3Google Scholar; Fulton, Wallace H., “NASD and Self-Regulation of Over-the-Counter Markets,” in Investment Bankers Association of America, Fundamentals of Investment Banking (Englewood Cliffs, 1949), 632–645.Google Scholar

⁴² Maloney, Francis T., “Cooperative Regulation,” Investment Banking, IX (September, 1939), 18–23.Google Scholar

⁴³ Berle, Adolf A. Jr., “Action to Avoid Another 1929,” American Bankers Association Journal, XXVI (July, 1933), 16–18.Google Scholar

⁴⁴ Loss, Securities Regulation, I, 124; “Self-Regulation,” Investment Banking, VIII (January, 1938), 48.

⁴⁵ Fulton, Wallace H., “NASD and Self-Regulation of Over-the-Counter Markets,” in Investment Bankers Association of America, Fundamentals of Investment Banking (Englewood Cliffs, 1949), 632–645.Google Scholar

⁴⁶ Investment Bankers Association of America, Proceedings, 1941 (Washington, 1941), 11.Google Scholar

⁴⁷ U.S. Bureau of Census, Historical Statistics of the United States, Colonial Times to 1957 (Washington, 1960), 658.Google Scholar

⁴⁸ Ibid.

⁴⁹ Quoted in “The Securities Act: An Interim Report,” Fortune, VIII (December, 1933), 34.

⁵⁰ Moley, First New Deal, 306. See also De Bedts, Ralph F., The New Deal's SEC: The Formative Years (New York, 1964), 48–52.Google Scholar

⁵¹ New York Times, March 21, 1937; Ferdinand Pecora to author, May 22, 1964.

⁵² “Warburg Points Out Faults of Securities Act,” Rand McNally Bankers Monthly, LI (February, 1934), 106.

⁵³ U.S. Bureau of the Census, Historical Statistics of the United States, Colonial Times to 1957, 658; “The Investment Banker: 1939,” 84.

⁵⁴ Bates, “Some Effects of the Securities Act,” 74; Miller, “Effects on Investment Banking Practices of Federal Regulation of Securities,” 356; U.S. v. Henry S. Morgan et al., “Corrected Opinion,” 41 – 42.

⁵⁵ U.S. House Committee on Interstate and Foreign Commerce, 77 Cong., 1 and 2 Sess., Proposed Amendments to the Securities Act of 1933 and to the Securities Exchange Act of 1934: Hearings (6 pts., Washington, 1941–42), II, 403–404; Kemmerer, “The Marketing of Securities, 1930–1952,” 454–68.

⁵⁶ Sweezy, Paul M., “The Decline of the Investment Banker,” Antioch Review, I (March, 1941), 63–68CrossRefGoogle Scholar; Chase, Stuart, “Shadow over Wall Street,” Harper's Magazine, CLXXX (March, 1940), 367–374.Google Scholar

⁵⁷ Haven, T. Kenneth, Investment Banking under the Securities and Exchange Commission (Ann Arbor, 1940), 20–23, 35–39Google Scholar; Cohan, Avery B., “The Price of Underwriting Services on Corporate Debt, 1930–1952,” Journal of Finance, XV (September, 1950), 407 – 408Google Scholar. See also U.S. v. Henry S. Morgan et al., “Brief on General Points in Support of Motion to Dismiss,” Appendix A, Table 1.

⁵⁸ Board of Governors of the Federal Reserve System, Banking and Monetary Statistics (Washington, 1943), 485Google Scholar; Chase, “Shadow over Wall Street,” 364.

⁵⁹ “Investment Banking: 1939,” 110.

⁶⁰ Haven, Investment Banking under the Securities and Exchange Commission, 133 – 40. The four firms were Blair & Co., Schoellkopf, Hutton & Pomeroy, Central Republic Co., and Harris Hall & Co.

⁶¹ Stigler, George J., “Public Regulation of the Securities Markets,” Journal of Business, XXXVII (April, 1964), 124.Google Scholar Stigler's view is criticized by Irwin Friend and Edward S. Herman, “The S.E.C. through a Glass Darkly,” ibid. (October, 1964), 382–105, and by Sidney Robbins and Walter Werner, “Professor Stigler Revisited,” ibid. (October, 1964), 406–413. Stigler replies to his critics in “Comment,” ibid. (October, 1964), 414–422.

⁶² De Bedts, The New Deal's SEC, 51; Kennedy, Joseph P., “Big Business, What Now?” Saturday Evening Post, CCIX (January 16, 1937), 10–11.Google Scholar

⁶³ Douglas, William O., Democracy and Finance (New Haven, 1940), 37.Google Scholar