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Daniel R. Fischel

Academic Faculty

Emeriti

Full Time Teaching Faculty

Daniel R. Fischel

Lee and Brena Freeman Professor Emeritus of Law and Business

Biography

Daniel Fischel received his JD cum laude from the Law School in 1977. He was Comment Editor of the University of Chicago Law Review and was elected to the Order of the Coif. Following his graduation, he clerked for Thomas E. Fairchild, chief judge of the US Court of Appeals for the Seventh Circuit, and then for Justice Potter Stewart of the US Supreme Court. In 1980, he became a professor of law at the Northwestern University School of Law. After serving as a visiting professor at the Law School during the 1982-83 academic year, he joined the faculty permanently in January 1984. Mr. Fischel served as Dean of the Law School from 1999 to 2001.

Mr. Fischel graduated from Cornell University in 1972 and received his MA in American History from Brown University in 1974. His chief interests include corporations, corporate finance, and the regulation of financial markets. He is the author of numerous articles in these fields.

Education and Experience

Education

The University of Chicago Law School

JD, cum laude, 1977

  • Order of the Coif
  • Comment Editor, Vol. 44, University of Chicago Law Review
  • Approximately top 1 % of the Class
  • Awarded Casper Platt Award for best paper written by a student of the Law School
  • Awarded Jerome N. Frank Prize for excellence in legal writing while a member of the University of Chicago Law Review, 1974-1977
  • Studied law and economics with Richard Posner and other members of the faculty

Brown University

MA in American history, 1974

Cornell University

BA in American history, 1972

  • Minor in economics

Experience

The University of Chicago Law School

Lee and Brena Freeman Professor Emeritus of Law and Business, and Senior Lecturer, 2006-present
Dean, January 1999-February 2001
Lee and Brena Freeman Professor of Law and Business, July 1989-2006
Professor of Law, January 1984-July 1989
Visiting Professor of Law, July 1982-June 1983
Director, Law and Economics Program, January 1984-June 1991

The University of Chicago Graduate School of Business

Professor of Law and Business, July 1987-June 1990 

Northwestern University School of Law

Jack N. Pritzker Distinguished Visiting Professor of Law, Fall 2002
Professor of Law, June 1982-January 1984
Associate Professor of Law, June 1981-June 1982
Assistant Professor of Law, June 1980-June 1981

Levy and Erens

Attorney, Chicago, Illinois, July 1979-June 1980

Associate Justice Potter Stewart of the United States Supreme Court

Law Clerk, 1978-1979

Judge Thomas E. Fairchild, Chief Judge of the Seventh Circuit Court of Appeals

Law Clerk, Chicago, IL, 1977-1978 

Publications

Books (Author)

  • Payback: The Conspiracy to Destroy Michael Milken and the Financial Revolution He Created (Harper Collins, 1995).cu
  • The Economic Structure of Corporate Law (Harvard University Press, 1991) (with Frank H. Easterbrook).cu

Journal Articles

  • "Market Evidence in Corporate Law," 69 University of Chicago Law Review 941 (2002). cu
  • "Multidisciplinary Practice," 55 Business Lawyer 951 (2000). ssrn cu
  • "Government Liability for Breach of Contract," 1 American Law and Economics Review 313 (1999) (with Alan O. Sykes). ssrn cu
  • "Lawyers and Confidentiality," 65 University of Chicago Law Review 1 (1998). cu
  • "The Law and Economics of Vanishing Premium Insurance," 22 Delaware Journal of Corporate Law 1 (1997) (with Robert S. Stillman). cu
  • "Clustering and Competition in Asset Markets," 40 Journal of Law and Economics 23 (1997) (with Kenneth R. Cone, Sanford J. Grossman & Merton H. Miller). cu
  • "Corporate Crime," 25 Journal of Legal Studies 319 (1996) (with Alan O. Sykes). cu
  • "Contract and Fiduciary Duty," 36 Journal of Law and Economics 425 (1993) (with Frank H. Easterbrook). cu
  • "Civil RICO after Reves: An Economic Commentary," 1993 Supreme Court Review 157 (1993) (with Alan O. Sykes). cu
  • "Should the Law Prohibit 'Manipulation' in Financial Markets?," 105 Harvard Law Review 503 (1991) (with David J. Ross). cu
  • "Property Rights, Legal Wrongs in Insider Trading," American Enterprise 57 (1990) (with Frank H. Easterbrook). cu
  • "The Economics of Lender Liability," 99 Yale Law Journal 131 (1989). cu
  • "The Corporate Contract," 89 Columbia Law Review 1416 (1989) (with Frank H. Easterbrook). cu
  • "Efficient Capital Markets the Crash and the Fraud on the Market Theory," 74 Cornell Law Review 907 (1989). cu
  • "ERISA's Fundamental Contradiction: The Exclusive Benefit Rule," 55 University of Chicago Law Review 1105 (1988) (with John H. Langbein). cu
  • "Organized Exchanges and the Regulation of Dual Class Common Stock," 54 University of Chicago Law Review 119 (1987). cu
  • "The Regulation of Banks and Bank Holding Companies," 73 Virginia Law Review 301 (1987) (with Andrew M. Rosenfield & Robert S. Stillman). cu
  • "From MITE to CTS: State Anti-Takeover Statutes, the Williams Act, the Commerce Clause and Insider Trading," 1987 Supreme Court Review 47 (1987). cu
  • "Comparable Worth and Discrimination in Labor Markets," 53 University of Chicago Law Review 891 (1986) (with Edward P. Lazear). cu
  • "The Role of Liability Rules and the Derivative Suit in Corporate Law: A Theoretical and Empirical Analysis," 71 Cornell Law Review 261 (1986) (with Michael Bradley). cu
  • "Comparable Worth: A Rejoinder," 53 University of Chicago Law Review 950 (1986) (with Edward P. Lazear). cu
  • "Regulatory Conflict and Entry Regulation of New Futures Contracts," 59 Journal of Business S85 (1986). cu
  • "The Regulation of Accounting: Some Economic Issues," 52 Brooklyn Law Review 1051 (1986). cu
  • "Close Corporations and Agency Costs," 38 Stanford Law Review 271 (1985) (with Frank H. Easterbrook). cu
  • "Limited Liability and the Corporation," 27 Corporate Practice Commentator 313 (1985) (with Frank H. Easterbrook) (originally published as 52 U. Chi. L. Rev. 89 1985). cu
  • "Limited Liability and the Corporation," 52 University of Chicago Law Review 89 (1985) (with Frank H. Easterbrook). cu
  • "Optimal Damages in Securities Cases," 52 University of Chicago Law Review 611 (1985) (with Frank H. Easterbrook). cu
  • "Customer Protection in Futures and Securities Markets," 4 Journal of Futures Markets 273 (1984) (with Sanford J. Grossman). cu
  • "Insider Trading and Investment Analysts: An Economic Analysis of Dirks v. Securities and Exchange Commission," 13 Hofstra Law Review 127 (1984). cu
  • "Business Judgment Rule and the Trans Union Case, The Institute on Dynamics of Corporate Control," 40 Business Lawyer 1437 (1984). cu
  • "Mandatory Disclosure and the Protection of Investors," 70 Virginia Law Review 669 (1984) (with Frank H. Easterbrook). cu
  • "Labor Markets and Labor Law Compared with Capital Markets and Corporate Law," 51 University of Chicago Law Review 1061 (1984). cu
  • "Voting in Corporate Law Corporations and Private Property," 26 Journal of Law and Economics 395 (1983) (with Frank H. Easterbrook). cu
  • "The Appraisal Remedy in Corporate Law," 1983 American Bar Foundation Research Journal 875 (1983). cu
  • "Auctions and Sunk Costs in Tender Offers," 35 Stanford Law Review 1 (1982) (with Frank H. Easterbrook). cu
  • "Use of Modern Finance Theory in Securities Fraud Cases Involving Actively Traded Securities," 38 Business Lawyer 1 (1982). cu
  • "Antitrust Suits by Targets of Tender Offers," 80 Michigan Law Review 1155 (1982) (with Frank H. Easterbrook). cu
  • "Antitrust Suits by Targets of Tender Offers," 24 Corporate Practice Commentator 515 (1982) (with Frank H. Easterbrook) (originally published as 80 Mich L Rev 1155 1982). cu
  • "The Regulation of Insider Trading," 35 Stanford Law Review 857 (1982) (with Dennis W. Carlton). cu
  • "The Corporate Governance Movement," 35 Vanderbilt Law Review 1259 (1982). cu
  • "The Proper Role of a Target's Management in Responding to a Tender Offer," 94 Harvard Law Review 1161 (1981) (with Frank H. Easterbrook). cu
  • "Race to the Bottom Revisited: Reflections on Recent Developments in Delaware's Corporation Law," 76 Northwestern University Law Review 913 (1981). cu
  • "Corporate Control Transactions," 91 Yale Law Journal 698 (1981) (with Frank H. Easterbrook). cu
  • "The Law and Economics of Dividend Policy," 67 Virginia Law Review 699 (1981). cu
  • "Takeover Bids, Defensive Tactics, and Shareholders' Welfare," 36 Business Lawyer 1733 (1981) (with Frank H. Easterbrook). cu
  • "Secondary Liability under Section 10(b) of the Securities Act of 1934," 69 California Law Review 80 (1981). cu
  • "Efficient Capital Market Theory, the Market for Corporate Control, and the Regulation of Cash Tender Offers," 57 Texas Law Review 1 (1978). cu
  • "Antitrust Liability for Attempts to Influence Government Action: The Basis and Limits of the Noerr--Pennington Doctrine," 45 University of Chicago Law Review 80 (1977). cu
  • Comment, "The Demand and Standing Requirements in Stockholder Derivative Actions," 44 University of Chicago Law Review 168 (1976). cu
  • Comment, "The Use of Government Judgments in Private Antitrust Litigation: Clayton Act Section 5(a), Collateral Estoppel, and Jury Trial," 43 University of Chicago Law Review 338 (1975). cu

Book Sections

  • "The Hewlett-Packard Merger: A Case Study," in The New Investor Relations: Expert Perspectives on the State of the Art, Benjamin M. Cole ed. (Bloomberg Press, 2004) (with Kenneth R. Cone, Eduardo Peñalver & David J. Ross). cu
  • "The Use of Trading Models to-Estimate Aggregate Damages in Securities Fraud Litigation: A Proposal for Change," in Securities Class Actions: Abuses and Remedies (The National Legal Center for the Public Interest, 1994) (with David J. Ross). cu
  • "The Corporate Contract," in Foundations of Corporate Law, Roberta Romano ed. (Oxford University Press, 1993) (with Frank H. Easterbrook). cu
  • "Limited Liability and the Corporation," in Foundations of Corporate Law, Roberta Romano ed. (Oxford University Press, 1993) (with Frank H. Easterbrook). cu
  • "The Corporate Contract," in Corporate Law and Economic Analysis, Lucian A. Bebchuk ed. (Cambridge University Press, 1990) (with Frank H. Easterbrook). cu
  • "Should One Agency Regulate Financial Markets?," in Black Monday and the Future of Financial Markets, R. Kamphuis, R. Kormendi & J. W. Watson eds. (Dow Jones-Irwin Inc., 1988). cu
  • "Corporate Control Transactions," in Corporate Counsel's Annual, E. Burchell ed. (1983) (with Frank H. Easterbrook). cu
  • "The Proper Role of a Target's Management in Responding to a Tender Offer," in Corporate Counsel's Annual, E. Burchell ed. (1982) (with Frank H. Easterbrook). cu
  • "The Proper Role of a Target's Management in Responding to a Tender Offer," in Fiduciary Problems in Acquisitions and Takeovers, Leo Herzel ed. (1981) (with Frank H. Easterbrook). cu
  • "The Proper Role of a Target's Management in Responding to a Tender Offer," in Thirteenth Annual Institute on Securities Regulation, A. Fleischer ed. (1981) (with Frank H. Easterbrook). cu

Other Publications

  • "The Feel-Good Folly of Fossil-Fuel Divestment," Wall Street Journal, February 9, 2015. www
  • "The Lessons of Enron," Fathom, 2002 (with Douglas G. Baird & Randal C. Picker & Julie A. Roin). www
  • "A Firm That Failed Well," Wall Street Journal, October 12, 1998 (with Randal C. Picker).
  • "Trading on Inside Information," University of Chicago Law School Record, Spring 1990 (with Frank H. Easterbrook).
  • "Is Takeover Defense in Shareholders' Best Interest?," Legal Times of Washington, August 10, 1981, at p. 42 (with Frank H. Easterbrook).

Additional Activities

Memberships and Professional Affiliations

  • American Economic Association, American Finance Association
  • Board of Directors, Center for the Economy and the State

Events

  • Panelist, Lessons from Enron, University of Chicago Law School (April 2, 2002)
  • Various conferences on the Economics of Corporate, Securities and Commodities Law and the Regulation of Financial Markets

Editorial Work

  • Referee, Journal of Financial Economics; Journal of Law and Economics; Journal of Legal Studies

Other Activities

  • Consultant and/or advisor, New York Stock Exchange; National Association of Securities Dealers; Chicago Board of Trade; Federal Trade Commission; Department of Labor; Securities and Exchange Commission; Canadian Securities and Exchange Commission; United States Department of Justice; Federal Deposit insurance Corporation; Office of Thrift Supervision