Professor Dodd was a prophet crying in the wilderness when he argued in 1932 that corporate directors were trustees for the public's interest as well as for shareholders'.' Since then, however, it appears that all Jerusalem has gone out to confess and be baptized. Today, even a conservative Republican President calls for corporations to increase dramatically their contributions to the arts, human welfare, and the social good. 2 This growing acceptance of corporate social responsibility is a

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... lt of many factors, including: the professionalization of management; 3 the corporate legitimacy debate of the 1970's; 4 and, most recently, the influence of the Japanese corporate style. 5 As the demand for corporate altruism increases, so does the need for an examination of the legal bases of and limits on corporate ethical behavior. Corporate ethical conduct, the subject of this Comment, includes more than ethically motivated decisions to make charitable contributions to philanthropic causes. All business decisions motivated by corporate officials' ethical mores, rather than their desire to benefit the 1. Dodd, For Whom Are Corporate Managers Trustees?, 45 HARV. L.