subject to Roscoe Pound's criticism of Lochner and its progeny: they" exaggerate the importance of property and contract . [and] exaggerate private right at the expense of public interest. I If, as Millon proposes, corporate law scholars were willing to"jettison[ our obsession"with the various rights-based metaphors used to understand and explain the corporate form, how should we move forward? In other words, how should we engage in a conversation about possible changes in corporate govemance if the language of rights is temporarily off limits? Let me suggest that one useful way to think of these issues is to look at corporate law regulation. Instead of being seen as a set of statutory and common law rules contained within itself, corporate law should be subject to the same analysis as environmental law, labor law, tax law communications law, and the like. there are a number of ways to characterize what this analysis should be, of course, and there are many grounds for vigorous disagreement about what"counts'" "in regulatory theory. But behind all the complexity, at a high level of generality, the analysis with regard to corporate law rules should be the same as the analysis for other kinds of statutes and regulations. That is, one should ask what we want our society to look like. Then, we should seek to craft a bundle of legal rules and regulatory programs that are likely to move us in that direction. This construction could be at such a high level of abstraction as to be unhelpful. But it is worth noting that this conversation starts quite differently than how the discussion about corporate governance usually begins. Instead of looking at the outset to common law principles and notions of property and contract(or, for that matter, the rights of people in some kind of community ) we are forced to state at least--our assumptions about the purposes of law and our vision for society. Thus David Engel is correct in his claim that the issues of corporate social responsibility "cannot be debated except against the background of a general political theory. 3 The project, then, of constructing corporate law Roscoe Pound, Liberty of contract, 18 YALE L Horwitz, supra note?, at 32David L Engel, An Approach to Corporate Responsibility, 32 STAN. L REv. 1, 1(1979)31Roscoe Pound, Liberty of Contract, 18 YALE L.J. 454, 560-461 (1909) (quoted in Horwitz, supra note ?, at 34. 32David L. Engel, An Approach to Corporate Responsibility, 32 STAN. L. REV. 1, 1 (1979). 8 subject to Roscoe Pound’s criticism of Lochner and its progeny: they “exaggerate the importance of property and contract . . . [and] exaggerate private right at the expense of public interest.”31 II. Reality If, as Millon proposes, corporate law scholars were willing to “jettison[] our obsession” with the various rights-based metaphors used to understand and explain the corporate form, how should we move forward? In other words, how should we engage in a conversation about possible changes in corporate governance if the language of rights is temporarily off limits? Let me suggest that one useful way to think of these issues is to look at corporate law as regulation. Instead of being seen as a set of statutory and common law rules contained within itself, corporate law should be subject to the same analysis as environmental law, labor law, tax law, communications law, and the like. There are a number of ways to characterize what this analysis should be, of course, and there are many grounds for vigorous disagreement about what “counts” in regulatory theory. But behind all the complexity, at a high level of generality, the analysis with regard to corporate law rules should be the same as the analysis for other kinds of statutes and regulations. That is, one should ask what we want our society to look like. Then, we should seek to craft a bundle of legal rules and regulatory programs that are likely to move us in that direction. This construction could be at such a high level of abstraction as to be unhelpful. But it is worth noting that this conversation starts quite differently than how the discussion about corporate governance usually begins. Instead of looking at the outset to common law principles and notions of property and contract (or, for that matter, the rights of people in some kind of community), we are forced to state -- at least -- our assumptions about the purposes of law and our vision for society. Thus David Engel is correct in his claim that the issues of corporate social responsibility “cannot be debated except against the background of a general political theory.”32 The project, then, of constructing corporate law