Paul W. MacAvoy is a Thomas F. and William J. Gilbane President Fellow in the Department of Economics at Brown University. Professor MacAvoy served on President Ford's Council of Economic Advisors and on the board of directors of several corporations including Lafarge, American Cyanamid, Alumax, Combustion Engineering and the Chase Manhattan Bank Corporation. He is the author of twenty books and numerous journal articles focusing on government regulation of the structure and conduct of the corporation. Ira M. Millstein, Senior Partner, Weil, Gotshal & Manges LLP, has taught corporate governanc...