The Rehnquist ChoiceCreating Value Through Corporate Restructuring

The Rehnquist ChoiceCreating Value Through Corporate Restructuring

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The holidays are a great time to catch up some light reading, so it seemed only appropriate that I peruse a scintillating legal thriller or two. What I came up with was John W. Dean's The Rehnquist Choice (The Untold Story of the Nixon Appointment that Redefined the Supreme Court) and Stuart C. Gilson's in-depth review of real-life case studies in bankruptcies, buyouts and breakups.

Many of you will be attending ABI's Annual Spring Meeting (April 18-21, 2002) in Washington, D.C., so I am certain you will want the latest on Chief Justice William Rehnquist—just in case you have to make some small talk with him. John Dean will certainly give you something to talk about.

You remember John Dean as counsel to President Nixon. Dean went to jail for his role in the Watergate scandal. His story of Justice Rehnquist's appointment is a commentary on the way political power is used by the executive branch to influence the other two branches of government.

Through slight of hand, delay, arm-twisting and other means, the president has the opportunity to influence the judicial branch through the nominating and appointment process. The eye-opening aspect of the process is the way President Nixon went about attempting to create vacancies on the Court.

He targeted justices with whom he did not agree and sought information with which he could coerce them to retire. His tactics were sufficiently successful that Nixon was able to appoint four justices during his six years in office. Among those appointments was a then fairly obscure U.S. Justice Department lawyer, William Rehnquist. The facts surrounding Nixon's choice of Justice Rehnquist and the process of pushing the nomination through are fascinating, even if you have reservations about the accuracy of the account.

After reading about the Rehnquist appointment, you will certainly want to follow up with something of true quality, if not light, reading. Stuart C. Gilson's Creating Value through Corporate Restructuring could be just the thing. He acknowledges a number of ABI's members by name as having provided him with assistance in preparing what is a study of 13 actual cases by which corporations were restructured.

Among the cases are Continental Airlines, Humana Inc., USX Corp., Scott Paper Co. and UAL Corp. Interspersed with the discussion of the cases are subchapters that provide valuable information dealing with creditors', shareholders' and employees' claims. The author supplies information that gives the reader an inside view of the negotiations and decisions made in the specific cases as well.

The information provided in Gilson's book is the next best thing to being there. For those of us who are outside the major industrial and business centers and deal with smaller corporate bankruptcies, the book provides a useful source of information for creative solutions. The level of detail in the book is exceptional.

Neither of the books is as entertaining as a John Grisham novel, but each is engaging in its own way. Dean's tale is interesting and insightful. It provides a sense of the drama that exists in the power of politics for those of us who do not encounter it everyday. By the same token, Gilson gives a sense of the maneuvering that occurs behind the scenes in every workout and bankruptcy case. Both authors provide new revelations. Both deal with restructuring: one of business and the other of the court. If you want to restructure your recreational reading list, these books provide an excellent place to start.

Journal Date: 
Friday, February 1, 2002