Davis, Kenneth B., Jr.

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Case Western Reserve University School of Law

Case Western Reserve Law ReviewVolume 58 | Issue 12007Ron Coffey- A Student's AppreciationKenneth B. Davis Jr.Follow this and additional works at: https://scholarlycommons.law.case.edu/caselrevPart of the Law CommonsThis Tribute is brought to you for free and open access by the Student Journals at Case Western Reserve University School of Law Scholarly Commons.It has been accepted for inclusion in Case Western Reserve Law Review by an authorized administrator of Case Western Reserve University School ofLaw Scholarly Commons.Recommended CitationKenneth B. Davis Jr., Ron Coffey- A Student's Appreciation, 58 Case W. Res. L. Rev. 1 (2007)Available at: https://scholarlycommons.law.case.edu/caselrev/vol58/iss1/3TRIBUTEPROFESSOR RONALD J. COFFEYRON COFFEY-A STUDENT'SAPPRECIATIONKenneth B. Davis, Jr.tI am doubly delighted to participate in this tribute. First, because itis published in an institution still close to my heart, the Case WesternReserve Law Review. And second because its subject is my mentorand role model, Ron Coffey.Words like mentor and role model are invoked with suchregularity in testimonials that they risk devaluation in the reader'seye. In my case, though, they are if anything understatements. Evenbefore encountering Ron, I had long been interested in the workingsof financial markets, and even dabbled at a career in the field. But Isaw law school as the decision to leave that interest behind and fightnobler battlers. My classmates and I had, after all, come of age in the60s.1 Ron nonetheless showed us that corporate and securities lawwas as intellectually rich and alive, its policy issues as important andits causes as just as any found in the trendier parts of the curriculum.A few years later a study employed the term "cooling out" tocharacterize how law schools socialize idealistic students into therealities of a job market that rewards representing the rich andpowerful.2 Had these sociologists happened upon CWRU in thet Dean, Fred W. and Vi Moore Endowed Deanship, University of Wisconsin LawSchool. Dean Davis is a past Editor-in-Chief of the Case Western Reserve Law Review, and a1974 graduate of the Law School.I I remember one of my first-year classmates describing his moral struggle over whetherto petition to be exempted from taking the Property course because he did not believe in theunderlying concept. (He went on to become a banking partner in Seattle's largest firm.)2 James C. Foster, The "Cooling Out" of Law Students-Facilitating Market CooptationCASE WESTERN RESERVE LAW REVIEW1970s, they would have discovered what would no doubt seem likethe mother lode of supporting data, given the number of us whoentered law school to become civil rights lawyers, only to emerge inpursuit of careers in corporate law. Such was Ron's influence. Yet ifhe cooled us out, it was through daily doses of inspiration,compassion and rock-hard principle.For me personally, there was an even deeper Coffey lesson-hisconspicuous devotion to the enterprise of scholarship and teaching.Ron personified the idea that a career in teaching, a profession I couldnever have imagined pursuing, was the highest calling for those whotreasured the craft of law-the core of what gives law its legendaryreputation as "jealous mistress." A few years after graduation when Iwrote to some law schools inquiring if they would consider addingme to their staff for a year or two so that I could give teaching a try, Ilisted Ron as a reference. He called one day to say that he had spokento people from Wisconsin, adding something like "I know how to talkto my fellow academics in terms they understand." I got the job.I cannot remember when or where I first learned of Ron. He wasaway overseeing Ohio's Blue Sky law in 1971, my first year at theschool. But I can narrow that first awareness down to two possiblecandidates: Discussions with upper-classmates about Ron as aterrifying yet brilliant force in the classroom. And a conversation witha partner in the firm where I was clerking over the summer. He hadjust returned from a lunch with Ron and asked whether as a Casestudent I knew of him. He explained that (although not a Case gradhimself) he made a regular practice of getting together with Ron forhe knew no one with keener insight into the direction the law washeading. Those two dimensions of the man-teacher and legalvisionary-supply the combined theme for what follows.Ron was among the vanguard in the legal academy whoappreciated the growing importance of securities regulation and itsworthiness as a standalone field of specialization. He joined the Case(then still Western Reserve) faculty in 1966, part of the newgeneration hired by Lou Toepfer to restore the school to its past glory.According to the Directory of Law Teachers, only 31 people in thecountry taught a course in securities regulation that year,3 and onlyten of them are names I recognize as ever having written in the field.By the time of Coffey's tenth anniversary on the faculty in 1976, theof Future Lawyers, 3 LAW & POL'Y Q. 243 (1981).3 1966 Directory of Law Teachers in ABA Approved Law Schools 396.[Vol. 58:1A STUDENT'S APPRECIATIONlist of those (including adjuncts) teaching the subject for ten or moreyears had grown to merely 22.4Within his first year on the faculty, Coffey made a monumentalcontribution to the young field-his classic article of the definition ofa security.5 That article, though written at the very outset of hiscareer, shows us much about what would characterize Ron's work inthe years to come. He created an entirely fresh conceptual frameworkto resolve an issue courts had been struggling with for decades: Whenshould an investment arrangement be dealt with under the state andfederal securities laws? Ron's solution was quickly adopted by courtsand regulatory agencies alike. As a consequence, Ron facilitatedenhanced access to justice, by means of both private litigation andgovernmental enforcement, for many who had been fleeced by allsorts of novel investment schemes.During Ron's first decade on the faculty, the field of securitiesregulation burst open at the seems, as the federal courts developednovel means to extend the reach of the various federal statutes,especially the Securities Exchange Act of 1934. Never one to eitherlet go of the details or artificially constrain his scope of inquiry, howRon must have struggled to keep up with this surging tide. In myrecollections of walking into Ron's office as a student, he isinvariably confronting the stacked pages of the most recent week'srelease of the CCH Federal Securities Law Reporter, pencil in hand,underlining text or making marginal notes.This challenge notwithstanding, Ron would increasingly come tobelieve that he could not confine himself to keeping abreast of thelegal doctrine alone. The field of law and economics was blossoming,with clear implications for the study of corporate and securities law.But unlike so many of his fellow law professors who were content torely on intermediaries, Ron went straight to the raw source material.My sense of the man is that whenever he deems a particular body ofknowledge to be within his necessary domain, he is no longercomfortable being any distance from the cutting edge. One illustrationof what that entails will suffice. Many years ago I was meeting withfaculty from Wisconsin's finance department who were beginning todo work in what they described to me as an emerging "hot" paradigm,and had some technical questions about legal implications. As whatthey were describing (agency costs) began to sound increasinglyfamiliar, I remembered Ron excitedly laying it out to me at least two4 1976 Directory of Law Teachers-Revised List of Law Teachers by Subject 1188.5 Ronald J. Coffey, The Economic Realities of a "Security": Is There a More MeaningfulFormula?, 18 WES. RES. L. REv. 367 (1967).2007]CASE WESTERN RESERVE LAW REVIEWyears earlier. He had just come upon what would become one of the6seminal articles in the financial economics literature, worked his waythrough the jargon and intricate math, and immediately appreciated itssignificance for the law of fiduciary obligation. A recent Westlawcheck reveals that article has been cited 1250 times in the legalliterature over the ensuing years. I cannot help but wonder how manydozens of other articles Ron must wade through on a regular basis tounearth each such gem.For us as students in the early 1970s, Ron's devotion to his subjectmeant that we had two semesters of Securities Regulation at a timewhen most law schools had at best a single adjunct-taught class.Every top student regarded the two-semester sequence as a de factograduation requirement. It was a heady time for securities law. TheSEC's Division of Corporate Finance was undertaking an ambitiousproject to codify the law governing exemption from registration underthe 1933 Act; an aggressive new Division of Enforcement wasbeginning to develop novel tools to address corporate wrongdoing;and as noted above, the federal courts were making new law so fastthat "federalization of corporate law" was becoming an everydayphrase. One can readily imagine the challenge this presented tosomeone like Ron Coffey who would never relegate his students tostale teaching materials. The weekly flow of new judicial opinions,notes and revised problem sets made us feel something akin to lineworkers in the just-in-time delivery system of a Japanese auto plant.To be sure, Coffey's teaching energies were never restricted to theclassroom. I might be a product of the only Law Review board in thehistory of legal education on which what seemed like half themembership wrote their student notes on some aspect of 1934 Actrule lOb-5. The explanation is easy. Ron was generous with his ideas;a Coffey-suggested topic was assured to be original, interesting,challenging and immune from preemption; and Ron could be countedon to critically read and comment on each and every serious draft thatwas presented to him. Only with the benefit of several years as both alaw professor and Dean can I truly appreciate how much time Rondevoted to matters that we would all agree are essential to theeducational mission but are never credited on the conventionalacademic c.v., and therefore make it tempting to free ride on theefforts of our colleagues-things like reading drafts of student notes,taking time to address walk-in student questions in depth, judgingmoot court arguments, and reinforcing the school's ties to alumni and6 Michael C. Jensen & William H. Meckling, Theory of the Firm: Managerial Behavior,Agency Costs and Ownership Structure, 3 J. FIN. ECON. 305 (1976).[Vol. 58:1A STUDENT'SAPPRECIATIONthe practicing bar. As to the last of these, I have long suspected,though have no way of verifying, that Ron's stature in the downtowncorporate-law community played a major role in opening the doors ofCleveland's most prestigious law firms that had been closed to Casegrads just a few years before. I can attest that his name regularly cameup in job interviews.One closing thought. Like many, I spent the summer beforeentering law school reading everything I could lay my hands on aboutmy newly chosen profession. That endeavor led me to the bowels ofthe Cleveland Public Library one lunch hour to page through recentissues of the ABA Journal. I stumbled on an ad for a law publishinghouse whose apparent tactic was to inspire weary lawyers byportraying legal research in heroic terms. It quoted the last line ofTennyson's Ulysses: "To strive, to seek, to find, and not to yield."That image stuck with me as I entered law school.Those words still remind me of Ron. I don't know if I've ever metanyone as relentless in pursuit of the ideal answer to a hard question.In matters of intellectual inquiry, "close enough" and "good enough"were never within Ron's vocabulary-not when further analysis andreflection might yield an even more apt choice of phrase or purerformulation of an idea.When Ron entered law teaching, the scholarly norm was toproduce a comprehensive, meticulously researched piece every two orthree years. Lawyer-like was the watchword, with every implicationof the thesis considered and every likely objection anticipated anddealt with. It was an ideal genre for Ron. Scholarly fashion changes,however, and paging through the leading law reviews today reveals adifferent set of research priorities and styles. But for all of us whosefirst dealings with Ron came in the classroom of "Professor Coffey,"it is unthinkable that he might ever consider entrusting definition ofhis own intellectual enterprise to the scholarly fads of the day.Ron, through your four decades in teaching you have significantlyinfluenced how countless numbers of us confront each new legalquestion and challenge. What a legacy! Best wishes for all that liesahead.2007]

Ron Coffey- A Student\u27s Appreciation

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Ron Coffey- A Student\u27s Appreciation

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