Four Lessons from the Whole Foods Case

9 Pages Posted: 31 Jul 2008 Last revised: 5 Aug 2008

See all articles by Thomas A. Lambert

Thomas A. Lambert

University of Missouri - School of Law


This article examines the recent district court decision rejecting a Federal Trade Commission (FTC) challenge to the proposed merger of organic grocers Whole Foods and Wild Oats. The article contends that the district court was right to reject the FTC's challenge and identifies four principles that should guide future merger investigations: (1) "hot documents" defining the market, demonstrating apparent motivation, or predicting effects should be ignored; (2) unique distribution channels should not be deemed "markets" unless they significantly reduce transaction costs; (3) merger analysis should better account for business trends and productive efficiencies; and (4) the deck should not be stacked so heavily in the favor of the FTC.

Keywords: Whole Foods, Federal Trade Commission, FTC, regulation, mergers, policy, anticompetitive, productive efficiencies

JEL Classification: G34, G38, K21

Suggested Citation

Lambert, Thomas Andrew, Four Lessons from the Whole Foods Case. Regulation, Vol. 31, No. 1, Spring 2008, University of Missouri School of Law Legal Studies Research Paper No. 2008-22, Available at SSRN:

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Cato Institute ( email )

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Thomas Andrew Lambert

University of Missouri - School of Law ( email )

Missouri Avenue & Conley Avenue
Columbia, MO MO 65211
United States

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