Gerald R. Ford Library

INTRODUCTION

The Roderick M. Hills Papers, 1975-1990, contain materials from Hills’ positions as Counsel to President Gerald R. Ford and as Chairman of the Securities and Exchange Commission (SEC), and his post-governmental career with various companies and law firms.

After working privately in the corporate and law worlds, Roderick Hills assumed the position of Counsel to the President in March 1975. Filling the vacancy left by Philip Areeda (who left in February 1975), Hills served as primary assistant to Philip Buchen, the head of the Counsel's Office under President Ford. Hills, and his successor Edward Schmults, were deeply involved in wide-ranging federal deregulation efforts, each serving as co‑chair of the Domestic Council Review Group on Regulatory Reform. Hills also played a large role in the White House response to the Arab boycott of American businesses having dealings with Israel.

Hills provided legal advice to President Ford and members of the White House staff, handled administrative matters, and reviewed documents produced by other White House offices for legal concerns. He gave advice on domestic and foreign policy issues (especially those involving legal questions), constitutional or statutory powers of the President, acceptance of gifts, the Hatch Act, and other political restrictions. Among the administrative matters he handled were conflict of interest questions, standards of conduct, secret service protection authorizations, and approval of White House contacts with independent regulatory agencies. He also reviewed action memoranda, proclamations, executive orders, Civil Aeronautics Board decisions, and personnel appointment memoranda.

In October 1975, Hills left his White House position after being appointed and confirmed as Chairman of the Securities and Exchange Commission.

The Securities and Exchange Commission is the federal agency with primary responsibility to protect investors; maintain fair, orderly, and efficient markets; and facilitate capital formation. As described by its organizational mission, the Commission’s main focus is federal laws governing securities, as it is charged with interpreting laws and issuing or amending any rules. The SEC is governed by five commissioners, each of whom is appointed by the President to serve a five-year term. One commissioner is designated by the President as Chairman and serves as executive officer of the agency.

After leaving the SEC in March 1977, Hills served on the executive boards of multiple corporations and continued his legal practice. During this period, Hills established himself as an expert on the economics of alternative energies, federal regulation of businesses, and shareholder communications, while emerging as a leading advocate of effective corporate governance.

SCOPE AND CONTENT

The Hills Papers document some aspects of his government service more completely than others. His materials from his time as White House Counsel are less complete than those on the SEC. (Most of the White House materials were left for his successor and can be found in the Edward Schmults Files). Materials in the Hills White House Subject File are sporadic and containing mostly pamphlets and printed government documents, including material on the Aviation Act of 1975 and the Financial Institutions Act of 1975, and a report on the doctrine of Executive Privilege. The largest portion of the Subject File is comprised of telephone logs. His White House Chronological File documents written contact between Hills’ and other White House employees with some additional outgoing correspondence. The small Correspondence File contains much that is personal in nature (e.g. congratulatory letters received upon his appointment or letters requesting or recommending other governmental appointments).

Hills’ SEC Subject Files contain mostly articles and reports published by various committees and associations, such as the American Bar Association, the American Assembly, and American Society of International Law. An additional portion of the Subject Files contains clippings of articles on financial and economic issues which extend beyond Hills’ tenure with the SEC. The Subject Files does not contain materials that illustrate Hills’ duties or accomplishments as SEC Chairman .The SEC Chronological File documents all letters and memoranda out of Hills’ office from the beginning to end of his term as Chairman. The majority of this material is comprised of Hills’ responses to congratulatory letters and speaking invitations.

Outside of items directly related to Hills’ position as Counsel and SEC Chairman, the rest of the material in Hills’ papers pertains to speeches and Congressional testimony he delivered based on the positions he held and his legal expertise. Materials in the Testimony File include drafts and transcripts of Hills’ own statements regarding issues such as Regulatory Reform, the energy crisis, and alternative fuels; the Speech File includes these topics and others from speeches delivered at governmental and non-governmental functions.

A large portion of the Hills Papers relate to work he performed outside of governmental service. Hills held positions on the executive boards of various companies and continued his private legal practice. The Post-Governmental Subject Files include documentation from cases Hills handled which involved the parties of Drexel Burnham Lambert; Oak Industries/The Manchester Group, Ltd.; Modern Materials, Inc.; and Alexander and Alexander Services. These materials are unprocessed and closed for research.

Related Materials (October 2008):

The Edward Schmults Files are very closely tied to Hills’ work as White House Counsel. As Hills’ successor, Schmults inherited and continued much of his work. Materials relating to the Ford administration's regulatory reform program comprise almost one third of the collection. This series details the activities of the Domestic Council Review Group on Regulatory Reform and also many specific regulatory reform issues they handled. Although regulatory reform materials are in a separate series, occasional items on this topic may also be found in Schmults' general file.

Also related to Hills’ work as Counsel are the Bobbie Green Kilberg Files. Kilberg inherited Hills’ materials on the Arab boycott of American business that had ties to Israel when Hills vacated his position. Though Kilberg used the materials and acquired her own, Hills’ files are maintained as a separate series in this collection.

Hills was interviewed by A. James Reichley in conjunction with the production of Reichley’s book Conservatives in an Age of Change: The Nixon and Ford Administrations (Brookings Institution, 1981). Hills’ interview covers White House administration, philosophies of the two Presidents and their administrations, relationships among various administration officials, and the roles of the Cabinet and Domestic Council. The interview is contained in the A. James Reichley Interview Transcripts.

L. William Seidman, in his positions as Assistant to the President for Economic Affairs and executive director of the Economic Policy Board (EPB), established a connection with Hills over interactions on various issues. The L. William Seidman Files contain six folders related to Roderick Hills, five of which contain materials from his tenure as Counsel (specifically, on the matters of the Arab Boycott and Airline Regulatory Reform) and one folder linked to the SEC (largely containing memoranda and economic reports).

Series Descriptions

Boxes 1-2 White House Chronological Files, 1975. (.6 linear feet)

Recommendations for appointments, copies of executive orders and amendments, correspondence, memoranda, and agendas.

Arranged alphabetically by subject.

Boxes 2-3 White House Correspondence Files, 1975. (.6 linear feet)

Congratulatory letters, memoranda, and correspondence. The majority of the materials are incoming to Hills’ office. Some correspondence from notable government officials, including Anne Armstrong and Senator Edward Kennedy.

Arranged alphabetically by name.

Boxes 4-6 White House Subject Files, 1975. (1.2 linear feet)

This series contains conference notes, personnel résumés, memoranda, and oral arguments, but the majority is comprised of Hills’ White House telephone logs and messages. Some governmental reports, including an evaluation of the doctrine of Executive Privilege following the Watergate scandal.

Arranged alphabetically by subject.

Boxes 7-10 Securities and Exchange Commission Subject Files, 1975-92. (1.6 linear feet)

Personnel résumés and recommendations, various SEC reports, clippings, printed materials and conference reports. Included in these materials is a folder of SEC-related items that have been transferred to the Audiovisual department.

Arranged alphabetically by subject.

Boxes 11-18 Securities and Exchange Commission Chronological Files, 1975-77. (3.2 linear feet)

Correspondence, articles, congratulatory letters, and invitations for speaking engagements. Early materials are mostly congratulatory letters on Hills’ new position, while later materials focus more specifically on economics. The majority of the materials are Hills’ outgoing responses to others.

Arranged chronologically.

Boxes 19-23 Speeches, 1975-90. (2.0 linear feet)

Speeches, correspondence, printed materials and conference reports concerning Hills’ speeches and trips. The speeches are usually draft reading copies or formal transcripts of Hills’ statements concerning economic and finance issues, a large focus of which is the role of federal regulation in the securities industry. Speeches span from Hills’ time as SEC Chairman to many years after, when he was still called upon to deliver advice and recommendations due to his economic expertise.

Arranged chronologically.

Boxes 24-27 Congressional Testimony, 1975-1989. (1.4 linear feet)

Speeches, statements, correspondence, printed materials and reports concerning Hills’ appearances to testify before the U.S. Congress. Testimony is usually formal transcripts of Hills’ statements but certain folders contain multiple draft copies with annotations as well as items Hills referenced when composing his statements. The majority of Hills’ testimony concerns economic issues, the largest portions of which focus on corporate disclosure in the securities industry and the reform of federal economic monitoring and regulation programs.

Arranged chronologically by date of appearance.

Post-Government Subject Files, 1978-2005. (23.8 linear feet)

This series contains materials related to Hills’ legal work on private cases, specifically those cases involving the parties of Drexel Burnham Lambert; Oak Industries/The Manchester Group, Ltd.; Modern Materials, Inc.; and Alexander and Alexander Services.

This series is currently unprocessed and not available for research.

Container List

Box 1 White House Chronological File

03/18/1975 – 09/15/1975

Box 2 White House Chronological File

09/16/1975 – 10/29/1975

White House Correspondence File

A - M

Box 3 White House Correspondence File

N - Z

Box 4 White House Subject File

Aviation Act of 1975

Clippings

Doctrine of Executive Privilege; (1)-(4)

Energy Independence Authority

Financial Institutions Act of 1975

Ford Administration’s Efforts to Reform Government Regulation of Business

Government-Industry Relationship in Steel

Reconstruction Finance Corp.

Report on Activities and Organization of Lending Agencies of the Government

Travel, President’s Trip to Oklahoma and California, 9/19-22/75

Stanford Reunion, 9/26 - 27/1975

United Kingdom Civil Aviation Authority

Box 5 White House Subject File

White House Missouri Conference on Domestic and Economic Affairs; (1)-(2)

White House Mess

White House Personnel File,

- Investigation of Confirmation of Chairmen

- Résumés of Applicants for Staff Positions

White House Phone Logs, 03/17/75 – 06/20/75

Box 6 White House Subject File

White House Phone Logs, 06/21/75 – 10/28/75

White House Tennis Team

Box 7 Securities and Exchange Commission Subject File

American Film Institute Gala, December 1977

ARTICLE: “Gains, Caution in Corporate Governance,” Roderick M. Hills, Financier: Journal of Financial Affairs, June 1978

ARTICLE: “Where are we on Securities Disclosure after the Advisory Committee Report,” Homer Kripke, Journal of Accounting, Auditing, and Finance, Fall 1978

Audio-Visual Materials

Bi-national Assembly on Mexican-American Relations

Carter-Mondale Transition

Carter Public Citizens Forum, August 1976

Corporate Rights and Responsibilities, Hearings, June 1976

Clippings

- Post-SEC Tenure, Undated

- Post-SEC Tenure, Jan. 1988 – Oct. 1988

- Post-SEC Tenure, Nov. 1988; (1)-(2)

- Post-SEC Tenure, Dec. 1988 – Apr. 1992

Debate, opposing Monroe Freedman, District of Columbia Bar Association; (1)-(3)

Box 8 Securities and Exchange Commission Subject File

FDIC, Meeting 12/31/75, New York City

Final Report of the SEC, SEC Major Issues Conference, Jan. 1977

Foreign Payments; (1)-(2)

Foreign Visitors; (A-H)-(I-N)

Foreign Visitors, Gifts from

Guide to Mergers and Acquisitions, Arthur Andersen & Co.

Insider Trading

- Bibliographic Information and Clippings

- Publication

Box 9 Securities and Exchange Commission Subject File

New York Law Journal, Interview with, Dec. 1975

Peabody Coal Company, Post-SEC Tenure

Personnel, Résumés and Recommendations

The Pleasure of His Company, Paul B. Fay, Jr.

“Redefining Government’s Role in the Market System,” Statement by Research and Policy Committee, Committee for Economic Development, July 1979

Report of the SEC on Questionable and Illegal Payments and Practices, May 1976; (1)-(2)

Box 10 Securities and Exchange Commission Subject File

Report of the American Bar Association on Questionable Foreign Payments by Corporations, Mar. 1977; (1)-(2)

Report of the Fifty-First American Assembly – Capital Needs of the U.S.: The Next Decade, Oct. 1976

Report of Progress to the SEC from the Advisory Committee on Corporate Disclosure, Aug. 1976; (1)-(3)

SEC Automatic Data Processing Plan, Dec. 1976

“Sensitive Payments Abroad: International and Domestic Aspects,” American Society of International Law, Apr. 1977

“Transitional Corporations and Developing Countries: New Policies for a Changing Economy,” Apr. 1981

Travel

“Wall Street Week” Television Appearance, Apr. 1976

Who’s Who in America

Who’s Who in American Lawyers

Yale Business School Student Boycott, 1988

Box 11 Securities and Exchange Commission Chronological File

10/08/75 – 11/10/75

Box 12 Securities and Exchange Commission Chronological File

11/11/75 – 01/29/76

Box 13 Securities and Exchange Commission Chronological File

02/01/76 – 04/15/76

Box 14 Securities and Exchange Commission Chronological File

04/16/76 – 06/15/76

Box 15 Securities and Exchange Commission Chronological File

06/16/76 – 08/15/76

Box 16 Securities and Exchange Commission Chronological File

08/16/76 – 10/15/76

Box 17 Securities and Exchange Commission Chronological File

10/16/76 – 01/31/77

Box 18 Securities and Exchange Commission Chronological File

02/01/77 – 04/07/77

Box 19 Speeches

12/05/75 – A Report from the SEC Security Industry Association Annual Convention

01/07/76 – Address to American Institute of Certified Public Accountants (1)-(3)

02/17/76 – Democracy and the Planned Economy - Friends of Foes?

02/26/76 – Government Regulation and Business - A View from the SEC

03/15/76 – Address to the Association of the Bar (New York)

04/01/76 – Address to Calvin Bullock Forum

04/04/76 – Comments at White House Conference Concerning Regulatory Reform

04/11/76 – Address to Association of Reserve City Bankers

04/13/76 – “Corporate Morality: Whose Business is it?” (Town Hall)

04/20/76 – Public Citizens Forum (Ralph Nader)

05/01/76 – Address to Yale Law School

05/08/76 – Address to Business Council

05/26/76 – Address to Investment Company Institute

05/27/76 – Remarks to National Conference on Regulatory Reform

06/21/76 – Address to American Enterprise Institute

09/20/76 – Address at North American Securities Administrators Association Annual Convention

09/30/76 – Address to Investment Association of New York

11/05/76 – Remarks at Airlie House

11/08/76 – Remarks to the Economic Club of New York

11/11/76 – “Investment Company Board: Myth vs. Reality,” ALI-ABA

Box 20 Speeches

11/19/76 – Address to Federal Bar Association Workshop on Administrative Law

11/23/76 – Address to Harvard Business School

12/01/76 – Address to Securities Industries Association

1977 – “Coal and Collective Bargaining: Thoughts After the Settlement,” Peabody Coal Company

01/14/77 – Remarks at SEC Major Issues Conference

02/12/77 – Address to Morgan Guaranty Trust Company

03/04/77 – Address to Practising Law Institute

12/09/77 – Peabody Coal KMOX Radio

07/18/78 – “A Proposed Path Through Crowded Waters,” SEC Investigation of Foreign Payments by American Companies; (1)-(3)

Box 21 Speeches

09/13/78 – National Forum on Emerging Issues Affective U.S. Corporations, Public Affairs Council; (1)-(2)

10/20/78 – National Association of Manufacturers, Board of Directors Meeting

11/20/78 – Comstock Club

05/02/79 – Chicago Corporate Responsibility Group

05/29/79 – American Society of Corporate Secretaries

09/14/79 – “Corporate Governance: Bane or Boon?”, Business-Government Relations Council; (1)-(2)

03/20/80 – “Perspectives on Synfuels Developments: Roles of the Public and Private Sectors”

04/03/80 – Perspectives on Corporate Governance

Box 22 Speeches

04/23/80 – “Energy Crisis: Is There An Alternative?”, Phi Beta Kappa Association

04/29/80 – “Redefining Board Responsibilities as a Result of Increasing Government Intervention”

10/1980 – Young President’s Organization, Puerto Rico

10/01/80 – “The Responsibilities of Boards and Increasing Government Intervention” (1)-(2)

11/18/80 – “Regulatory Reform: Substance or Slogan?”, Conference on Government Regulation of Business

11/08/82 – Address at 1982 Annual Awards Ceremony of the SEC

01/12/83 – Remarks at Sears Roebuck Event

11/16/83 – Remarks to Operation Opportunity, sponsored by U.S. Chamber of Commerce

01/20/84 – Remarks at Trade Net Conference

02/28/84 – Remarks to Sears Retirees

Box 23 Speeches

09/1984 – Presentation to Board of Directors, New York Stock Exchange

03/07/85 – Address to Antitrust Conference Board

09/28/89 – “A World Economy – An Historical Perspective: May 1, 1975 – The Big Bang - What Next?”, Bank Indosuez Conference

10/07/89 – “Corporate Governance – The Dissenting Shareholder or the Independent Director – Who’s in Charge?”, American Society of Corporate Secretaries

11/02/89 – “Bolstering the Role and Accountability of the Independent Director,” Council of Institutional Investors Semi-Annual Meeting (1)-(2)

11/09/89 – “Activism in the Boardroom,” National Investor Relations Institute (NIRI)

12/04/90 – “Management’s Responsibility and the New Integral Control Reporting Requirements”

Box 24 Congressional Testimony

11/12/1975 – “Government in the Sunshine;” before Government Information and Individual Rights Subcommittee; House Committee on Government Operations (1)-(3)

12/09/1975 – Hearings on Securities Activities of Commercial Banks; before Subcommittee on Securities; Senate Committee on Banking, Housing, and Urban Affairs (1)-(3)

01/14/1976 – Statement on “Abuses of Corporate Power, Bribes, Kickbacks, Political Contributions, and Other Improper Payments;” before Subcommittee on Priorities and Economy in the Government; Joint Economic Committee,

02/05/1976 – Statements on “Competitive Improvements Act of 1975;” Subcommittee on Antitrust and Monopoly; Senate Judiciary Committee

02/24/1976 – Hearings on S. 2629, “The Municipal Securities Full Disclosure Act of 1976,”and S. 2524; Subcommittee on Securities; Senate Committee on Banking, Housing, and Urban Affairs

03/03/1976 – Investigation into Allegations of Lockheed Aircraft Corporation's Undisclosed Improper or Illegal Foreign Activities, Senate Committee on Banking Housing and Urban Affairs

Box 25 Congressional Testimony

03/18/1976 – Statements; Subcommittee on State, Justice, and Commerce; House, Judiciary, and Related Agencies Committee on Appropriations

04/29/1976 – Democratic Research Organization's Committee to Investigate a Balanced Federal Budget

05/18/1976 – Statement during Hearings on “Prohibiting Bribes to Foreign Officials;” Senate Committee on Banking, Housing, and Urban Affairs

05/20/1976 – Testimony on H.R. 12981; Subcommittee on Consumer Protection and Finance; House Committee on Interstate and Foreign Commerce

05/20/1976 – Testimony on Regulatory Reform, Subcommittee on Oversight and Investigations; House Committee on Interstate and Foreign Commerce (1)-(3)

05/25/1976 – Statement on Proposals for Improving Congressional Oversight of the Federal Regulatory Agencies; Senate Committee on Government Operations

06/03/1976 – Testimony on S. 2387 ‘The Petroleum Industry Competition Act of 1976;” Senate Judiciary Committee

06/09/1976 – Testimony on Corporate Participation in Boycotts; Commerce Consumer and Monetary Affairs Subcommittee; Senate Committee on Government Operations

06/21/1976 – Testimony on “Corporate Rights and Responsibilities;” Senate Commerce Committee

06/28/1976 – Statements on Voluntary Corporate Disclosure of Questionable and Illegal Foreign Payments and Practices; Commerce Consumer and Monetary Affairs Subcommittee; Senate Committee on Government Operations

08/06/1976 – Statements relating to Securities Activities of Commercial Banks; Subcommittee on Securities; Senate Committee on Banking Housing and Urban Affairs

09/21/1976 – Statement on H.R.15481; Subcommittee on Consumer Protection and Finance; House Committee on Interstate and Foreign Commerce

03/10/1977 – Hearings on H.R. 3721 and H.R. 3722; Subcommittee on Consumer Protection and Finance

03/16/1977 – Statements on S. 305 “Foreign Corrupt Practices Act of 1977” and “Domestic and Foreign Investment Improved Disclosure Act of 1977;” Senate Committee on Banking Housing and Urban Affairs

08/15/1978 – Testimony at ERISA Hearings on S. 3017 and Other Bills; Senate Human Resources Labor Subcommittee and Finance Pension Plans Subcommittee; Senate Human Resources Committee

Box 26 Congressional Testimony

06/25/1979 – Testimony before House Subcommittee for Energy Finance; Committee for Economic Development

07/18/1979 – Testimony on S. 1377, Establishing a Synthetic and Alternative Fuels Production Activity; Senate Committee on Governmental Affairs

07/26/1979 – Testimony on S. 932 (Omnibus Solar Energy Commercialization Act of 1979) and S. 1409 (Defense Production Act Amendments of 1979); Senate Committee on Banking Housing and Urban Affairs

09/06/1979 – Testimony to Task Force on Synthetic Fuels, Senate Budget Committee

09/12/1979 – Testimony on Synthetic Fuel Production, House Committee on Science and Technology

06/16/1981 – Amendments to Foreign Corrupt Practices Act of 1977 (S. 708); Subcommittee on Securities and Subcommittee on International Finance and Monetary Policy; Senate Committee on Banking Housing and Urban Affairs (1)-(2)

09/16/1981 – Foreign Corrupt Practices Act (FCPA); Subcommittee on Telecommunications, Consumer Protection, and Finance; Senate Committee on Energy and Commerce; (1)-(2)

01/28/1987 – Hearings on Corporate Takeovers; Senate Committee on Banking, Housing, and Urban Affairs (1)-(2)

Box 27 Congressional Testimony

08/02/1989 – Testimony on H.R. 2780 ("Shareholder Communications Improvement Act of 1989"); Subcommittee on Telecommunications and Finance; House Committee on Energy and Commerce (1)-(5)

11/17/1989 – Testimony on behalf of Citizens who remained in Vietnam after the Fall of Saigon; Subcommittees on International Economic Policy and Trade and Asian and Pacific Affairs; House Committee on Foreign Affairs

Gerald R. Ford Library

1000 Beal Avenue, Ann Arbor, MI 48109-2114