Friedman v. Rogers

Mr. Justice Blackmun,

with whom Mr. Justice Marshall joins, concurring in part and dissenting in part.

I join Part III of the Court’s opinion and its judgment of affirmance with respect to No. 77-1164 (the § 2.02, or Texas Optometry Board composition, issue). I dissent, however, from Part II of the Court’s opinion and from its judgment of reversal with respect to Nos. 77-1163 and 77-1186 (the § 5.13 (d), or trade-name, issue).

I do not agree with the Court’s holding that the Texas Optometry Act’s § 5.13 (d), which bans the use of a trade name “in connection with” the practice of optometry in the State, is constitutional. In my view, the Court’s restricted *20analysis of the nature of a trade name overestimates the potential for deception and underestimates the harmful impact of the broad sweep of § 5.13 (d). The Court also ignores the fact that in Texas the practice of “commercial” optometry is legal. It has never been outlawed or made illegal. This inescapable conclusion is one of profound importance in the measure of the First Amendment rights that are asserted here. It follows, it seems to me, that Texas has abridged the First Amendment rights not only of Doctor Rogers but also of the members of the interverior-plaintiff Texas Senior Citizens Association by absolutely prohibiting, without reasonable justification, the dissemination of truthful information about wholly legal commercial conduct.

I

The First Amendment protects the “free flow of commercial information.” Virginia Pharmacy Board v. Virginia Consumer Council, 425 U. S. 748, 764 (1976). It prohibits a State from banning residential “For Sale” signs, Linmark Associates, Inc. v. Willingboro, 431 U. S. 85 (1977), or from disciplining lawyers who advertise the availability of routine professional services, Bates v. State Bar of Arizona, 433 U. S. 350 (1977), or from preventing pharmacists from disseminating the prices at which they will sell prescription drugs, Virginia Pharmacy Board, supra. In each of these cases, the Court has balanced the public and private interests that the First Amendment protects against the justifications proffered by the State. Without engaging in any rigid categorization of the degree of scrutiny required, the Court has distinguished between permissible and impermissible forms of state regulation.1

In 1976, Texas had 934 resident licensed optometrists divided almost evenly between “professional” and “commer*21cial” factions. Rogers is the leader of the commercial forces. He and his associates operate more than 100 optometry offices. Before the enactment of § 5.13 (d) in 1969, their offices used, and where still allowed by a grandfather provision, § 5.13 (k) (which, but for the decision of the District Court, would have expired on January 1, 1979), continue to use, the name Texas State Optical, or TSO. An optometrist who agrees to participate with Rogers in his organization must obey an elaborate set of restrictions on pain of termination. He must purchase all inventory and supplies from Rogers Brothers; do all laboratory work at their laboratory; abide by their policies concerning the examination of patients; take patients on a first-come-first-served basis rather than by appointment; and retain Rogers Brothers at 4% of net cash to do all accounting and advertising. App. A-71 to A-98. As a result of these and other rules, the Rogers organization is able to offer and enforce a degree of uniformity in care at all its offices along with other consumer benefits, namely, sales on credit, adjustment of frames and lenses without cost, one-stop care, and transferability of patient records among Texas State Optical offices.2 The TSO chain typifies commercial optometry, with its emphasis on advertising, volume, and speed of service.

The Court today glosses over the important private and public interests that support Rogers’ use of his trade name. *22For those who need them, eyeglasses are one of the “basic necessities” of life in which a consumer’s interest “may be as keen, if not keener by far, than his interest in the day’s most urgent political debate.” Virginia Pharmacy Board, 425 U. S., at 763-764. For the mobile consumer, the Rogers trade name provides a valuable service.3 Lee Kenneth Benham, a professor and economist whose studies in this area have been relied upon by the Federal Trade Commission,4 testified in a deposition which is part of the record here:

“One of the most valuable assets which individuals have in this large mobile country is their knowledge about trade names. Consumers develop a sophisticated understanding of the goods and services provided and the prices associated with different trade names. This permits them to locate the goods, services, and prices they prefer on a continuing basis with substantially lower search costs than would otherwise be the case. This can perhaps be illustrated by pointing out the information provided by such names as Sears, Neiman Marcus or Volkswagen. This also means that firms have an enormous incentive to develop and maintain the integrity of the products and services provided under their trade name: the entire *23package they offer is being judged continuously by consumers on the basis of the samples they purchase.” App. A-336.

And the District Court found in this case that “the Texas State Optical name [TSO] has come to communicate to the consuming public information as to certain standards of price and quality, and availability of particular routine services.” 438 F. Supp. 428, 431 (ED Tex. 1977).

The Rogers trade name also serves a distinctly public interest. To that part of the general public that is not then in the market for eye care, a trade name is the distinguishing characteristic of the commercial optometrist. The professional faction does not use trade names. Without trade names, an entirely legal but regulated mode of organizing optometrical practice would be banished from that public’s view. The appellants in Nos. 77-1163 and 77-1186 do not argue that the Rogers partnership contracts run afoul of any statute other than §5.13 (d). The Act, indeed, explicitly approves other incidents of commercial optometry, including the leasing of space on a percentage basis, § 5.13 (b); the hiring of professional employees without regard to supervision, § 5.13 (c); and the leasing of space in mercantile establishments, § 5.14. The Texas Optometry Act, with limited exceptions in § 5.09 (a), does not prohibit advertising. Yet § 5.13 (d) will bar Rogers from telling both consumers and the rest of the public that the TSO organization even exists. It totally forbids the use of a trade name “in connection with his practice of optometry.” 5

The political impact of forcing TSO out of the public view cannot be ignored. Under the Texas Sunset Act, the Texas Optometry Act will expire September 1, 1981. Tex. Rev. Civ. Stat. Ann., Art. 4552-2.01a (Vernon Supp. 1978-1979). By *24preventing TSO from advertising its existence, the State has struck a direct blow at Rogers’ ability to campaign for the re-enactment of the portions of the statute he favors, and for the demise of those, such as § 2.02, that he finds objectionable. The citizen is more likely to pay attention to the head of a statewide organization whose reputation is known than to an optometrist whose influence is obscurely perceived.

II

The Court characterizes as “substantial and well demonstrated” the state interests offered to support suppression of this valuable information. Ante, at 15. It first contends that because a trade name has no intrinsic meaning, it can cause deception. The name may remain unchanged, it is pointed out, despite a change in the identities of the optometrists who employ it. Secondly, the Court says that the State may ban trade names to discourage commercial optometry while stopping short of prohibiting it altogether. Neither of these interests justifies a statute so sweeping as § 5.13 (d).

A

Because a trade name has no intrinsic meaning, it cannot by itself be deceptive. A trade name will deceive only if it is used in a misleading context. The hypotheticals posed by the Court, and the facts of Texas State Bd. of Examiners in Optometry v. Carp, 412 S. W. 2d 307 (Tex.), appeal dismissed and cert. denied, 389 U. S. 52 (1967), concern the use of optometric trade names in situations where the name of the practicing optometrist is kept concealed. The deception lies not in the use of the trade name, but in the failure simultaneously to disclose the name of the optometrist. In the present case, counsel for the State conceded at oral argument that § 5.13 (d) prohibits the use of a trade name even when the optometrist’s name is also prominently displayed. Tr. of Oral Arg. 39. It thus prohibits wholly truthful speech that *25is entirely removed from the justification on which the Court most heavily relies to support the statute.

The Court suggests that a State may prohibit “misleading commercial speech” even though it is “offset” by the publication of clarifying information. Ante, at 12 n. 11. Corrected falsehood, however, is truth, and, absent some other regulatory justification, a State may not prohibit the dissemination of truthful commercial information. By disclosing his individual name along with his trade name, the commercial optometrist acts in the spirit of our First Amendment jurisprudence, where traditionally “the remedy to be applied is more speech, not enforced silence.” Linmark Associates, Inc. v. Willingboro, 431 U. S., at 97, quoting Whitney v. California, 274 U. S. 357, 377 (1927) (Brandeis, J., concurring).6 The ultimate irony of the Court’s analysis is that § 5.13 (d), because of its broad sweep, actually encourages deception. That statute, in conjunction with § 5.13 (e),7 prevents the consumer from ever *26discovering that Rogers controls and in some cases employs the optometrist upon whom the patient has relied for care. In effect, the statute conceals the fact that a particular practitioner is engaged in commercial rather than professional optometry, and so deprives consumers of information that may well be thought relevant to the selection of an optometrist.

B

The second justification proffered by the Court is that a State, while not prohibiting commercial optometry practice altogether, could ban the use of trade names in order to discourage commercial optometry. Just last Term, however, the Court rejected the argument that the States’ power to create, regulate, or wind up a corporation by itself could justify a restriction on that corporation’s speech. See First Nat. Bank of Boston v. Bellotti, 435 U. S. 765, 780 n. 16 (1978). Moreover, this justification ignores the substantial First Amendment interest in the dissemination of truthful information about legally available professional services. See Bigelow v. Virginia, 421 U. S. 809, 822-825 (1975). It is not without *27significance that most of the persons influenced by a trade name are those who, by experience or by reputation, know the quality of service for which the trade name stands. The determination that banning trade names would discourage commercial optometry, therefore, necessarily relies on an assumption that persons previously served thought that the trade-name practitioner had performed an acceptable service. If the prior experience had been bad, the consumer would want to know the trade name in order to avoid those who practice under it. The first and second stated purposes of § 5.13 are "to protect the public in the practice of optometry,” and to “better enable members of the public to fix professional responsibility.” These purposes are ill-served by a statute that hinders consumers from enlisting the services of an organization they have found helpful, and so, in effect, prevents consumers from protecting themselves.

The Court repeatedly has rejected the “highly paternalistic” approach implicit in this justification. See First Nat. Bank of Boston v. Bellotti, 435 U. S., at 791 n. 31. There is nothing about the nature of an optometrist’s services that justifies adopting an approach of this kind here. An optometrist’s duties are confined by the statute, § 1.02 (1), to measuring the powers of vision of the eye and fitting corrective lenses. See Williamson v. Lee Optical Co., 348 U. S. 483, 486 (1955) (defining terms). The optometrist does not treat disease. His service is highly standardized. Each step is controlled by statute. § 5.12. Many of his functions are so mechanical that they can be duplicated by machines that would enable a patient to measure his own vision.8 Patients participate in the refraction process, and they frequently can easily assess *28the quality of service rendered. The cost per visit is low enough- — $15 to $35 — that comparison shopping is sometimes possible See App. A-420. Because more than half the Nation's population uses eyeglasses, 43 Fed. Reg. 23992 (1978), reputation information is readily available. In this context, the First Amendment forbids the choice which Texas has made to shut off entirely the flow of commercial information to consumers who, we have assumed, “will perceive their own best interests if only they are well enough informed.” Virginia Pharmacy Board, 425 U. S., at 770.

Because § 5.13 (d) absolutely prohibits the dissemination of truthful information about Rogers’ wholly legal commercial conduct to consumers and a public who have a strong interest in hearing it, I would affirm the District Court’s judgment holding that § 5.13 (d) is unconstitutional.

See Canby & Gellhorn, Physician Advertising: The First Amendment and the Sherman Act, 1978 Duke L. J. 543, 552-554.

Rogers owns some Texas State Optical offices; in others he is merely a partner; and in still others he has no financial interest other than licensing the TSO trade name and selling optical supplies and services to the "associated” optometrist. The Court, ante, at 15 n. 13, relies on Rogers’ deposition testimony to suggest that he exerts no control at all over associated offices. The representative contract introduced into evidence, however, requires that, as a condition of using the TSO trade name, the licensee must operate the office in accord with TSO policy and purchase all optical material from Rogers Brothers Laboratory. App. A-82 to A-83. See Brief for Appellee Texas Optometric Association, Inc., in No. 77-1164, pp. 16-18. The parties do not question the District Court’s factual finding that the TSO trade name is associated with certain standards of quality. See infra, at 23.

Trade names are a vital form of commercial speech. It has even been suggested that commercial speech can be defined as “speech referring to a brand name product or service that is not itself protected by the first amendment, issued by a speaker with a financial interest in the sale of the product or service or in the distribution of the speech.” Comment, First Amendment Protection for Commercial Advertising: The New Constitutional Doctrine, 44 U. Chi. L. Rev. 205, 254 (1976).

The Federal Trade Commission has promulgated a rule pre-empting certain state laws that restrict advertising of ophthalmic goods and services. 43 Fed. Reg. 24006 (1978). The Commission’s statement of basis and purpose characterizes the Benham studies as “reliable.” Id,., at 23995. See Benham, The Effect of Advertising on the Price of Eyeglasses, 15 J. Law & Econ. 337 (1972); Benham & Benham, Regulating Through the Professions: A Perspective on Information Control, 18 J. Law & Econ. 421 (1975).

Rogers may not even inform the public that he is associated with any 1 of the more than 100 offices his organization controls, unless he spends a specified amount of his practice time at that office. See § 5.13 (e).

The Court’s prior eases reviewing orders of the Federal Trade Commission have recognized that, when a trade name is alleged to be deceptive, the deception can be cured by “requiring proper qualifying words to be used in immediate connection with the names.” FTC v. Royal Milling Co., 288 U. S. 212, 217 (1933); see Jacob Siegel Co. v. FTC, 327 U. S. 608, 611-613 (1946). The Court would distinguish these eases, ante, at 12 n. 11, on the ground that the corporate interest protected there arose under the Fifth Amendment rather than the First. No justification for that distinction is offered.

Section 5.13 in pertinent part reads:

“(e) No optometrist shall use, cause or allow to be used, his name or professional identification, as authorized by Article 4590e, as amended, Revised Civil Statutes of Texas, on or about the door, window, wall, directory, or any sign or listing whatsoever, of any office, location or place where optometry is practiced, unless said optometrist is actually present and practicing optometry therein during the hours such office, location or place of practice is open to the public for the practice of optometry.

“(g) The requirement of Subsections (e) and (f) of this section that an optometrist be ‘actually present’ in an office, location or place of *26practice holding his name out to the public shall be deemed satisfied if the optometrist is, as to such office, location or place of practice, either:

“(1) physically present therein more than half the total number of hours such office, location, or place of practice is open to the public for the practice of optometry during each calendar month for at least nine months in each calendar year; or

“(2) physically present in such office, location, or place of practice for at least one-half of the time such person conducts, directs, or supervises any practice of optometry.

“(h) Nothing in this section shall be interpreted as requiring the physical presence of a person who is ill, injured, or otherwise incapacitated temporarily.”

As indicated by the Court’s opinion, ante, at 16, and n. 16, an optometrist may not advertise that he is the employee of another optometrist unless the employer is “actually present and practicing” at the same location with the employee. Conversely, when the employer’s name can be advertised, the employee’s name need not be mentioned.

See Bannon, A New Automated Subjective Optometer, 54 Am. J. Optometry & Phys, Optics 433 (1977); Guyton, Automated refraction, 13 Invest. Ophthalmology 814 (1974); Marg, Anderson, Chung, & Neroth, Computer-Assisted Eye Examination VI. Identification and Correction of Errors in the Refractor III System for Subjective Examination, 55 Am. J. Optometry & Phys, Optics 249 (1978).