I respectfully dissent. I cannot join the majority’s continuing effort to limit and restrict the terms of private arbitration agreements, which enjoy special protection under both state and federal law.
Both the Federal Arbitration Act (FAA; 9 U.S.C. § 1 et seq.) and the California Arbitration Act (CAA; Code Civ. Proc., § 1281 et seq.) provide that an agreement to resolve disputes by arbitration, rather than by court litigation, must be enforced except upon grounds applicable to contracts generally. These statutes are intended to override courts’ historical suspicion of arbitration as an inferior forum for the vindication of claims, and to endorse contracts—including employment contracts—in which parties agree to resolve their disputes by this relatively cheap, simple, and expeditious means. (See, e.g., Circuit City Stores, Inc. v. Adams (2001) 532 U.S. 105, 111-124 [149 L.Ed.2d 234, 121 S.Ct. 1302]; Gilmer v. Inter state/Johnson Lane Corp. (1991) 500 U.S. 20, 30 [114 L.Ed.2d 26, 111 S.Ct. 1647] (Gilmer); Moses H. Cone Hospital v. Mercury Constr. Corp. (1983) 460 U.S. 1, 24 [74 L.Ed.2d 765, 103 S.Ct. 927] (Moses H. Cone Hospital); St. Agnes Medical Center v. PacifiCare of California (2003) 31 Cal.4th 1187, 1204 [8 Cal.Rptr.3d 517, 82 P.3d 727]; Mercury Ins. Group v. Superior Court *474(1998) 19 Cal.4th 332, 342 [79 Cal.Rptr.2d 308, 965 P.2d 1178]; Moncharsh v. Heily & Blase (1992) 3 Cal.4th 1, 9 [10 Cal.Rptr.2d 183, 832 P.2d 899].)1
In all but the most exceptional cases, these laws thus demand deference to the “fundamentally contractual nature [of private arbitration], and to the attendant requirement that [contractual] arbitration shall proceed as the parties themselves have agreed. [Citation.]” (Vandenberg v. Superior Court (1999) 21 Cal.4th 815, 831 [88 Cal.Rptr.2d 366, 982 P.2d 229], first italics added; see, e.g., Volt Info. Sciences v. Leland Stanford Jr. U. (1989) 489 U.S. 468, 478 [103 L.Ed.2d 488, 109 S.Ct. 1248] [FAA “requires courts to enforce privately negotiated agreements to arbitrate, like other contracts, in accordance with their terms”].) Of course, “by agreeing to arbitrate, a party ‘trades the procedures and opportunity for review in the courtroom for the simplicity, informality, and expedition of arbitration.’ [Citation.]” (Gilmer, supra, 500 U.S. 20, 31.)
Because of the statutory preference that arbitration agreements be fully implemented, past decisions have recognized but limited circumstances in which general contract principles may render terms of such an agreement unenforceable. The majority holds that such circumstances may be present here. In my view, the majority thereby errs.
Real party in interest Circuit City Stores, Inc. (Circuit City), offered its employees, including plaintiff Gentry, a voluntary program to resolve disputes by arbitration. Consistent with the primary advantage of arbitration as a quicker, simpler, and cheaper alternative to court litigation, the program provided, among other things, that claims would proceed on an individual basis, and that consolidation of the separate claims of multiple plaintiffs in a single proceeding would not be permitted.
The program’s terms, including the individual arbitration provision, were set forth in a package of written materials, which plaintiff Gentry received, and were further explained in a video presentation, which he attended. He signed a receipt for the written materials. The receipt advised that he should review the materials and contact Circuit City with any questions. It even suggested that he could consult with an attorney about his legal rights. Finally, it clearly provided that, having done so, he could “opt out” of the arbitration program, without penalty, by mailing the appropriate form to Circuit City within 30 days.
Gentry did not exercise his option. The majority concedes that a contract under the program’s terms was thus validly formed.
*475Later, contrary to those provisions, Gentry filed a class action against Circuit City, seeking overtime wages allegedly due both to himself and to other employees. The superior court enforced the arbitration agreement according to its terms, and ordered individual arbitration of Gentry’s claim. The Court of Appeal summarily denied mandate. We directed that court to reconsider under the intervening decision in Discover Bank v. Superior Court (2005) 36 Cal.4th 148 [30 Cal.Rptr.3d 76, 113 P.3d 1100] (Discover Bank). After doing so, the Court of Appeal again denied Gentry relief.
Now the majority reverses, finding that the individual-arbitration term in Circuit City’s agreement with Gentry may be invalid. The majority does not reach this result—because it cannot—by any analysis to be found in the prior case law. No finding is made that a class remedy is essential, as a practical matter, to vindication of the “unwaivable” statutory right (Armendariz v. Foundation Health Psychcare Services, Inc. (2000) 24 Cal.4th 83, 100-113 [99 Cal.Rptr.2d 745, 6 P.3d 669] (Armendariz); see Green Tree Financial Corp.-Ala. v. Randolph (2000) 531 U.S. 79, 90-91 [148 L.Ed.2d 373, 121 S.Ct. 513]) to overtime wages. Nor does the majority rely, for this holding, on the public policy against contract terms that are both procedurally and substantively oppressive, and thus “unconscionable.” (See Gilmer, supra, 500 U.S. 20, 33; Armendariz, supra, at pp. 113-121; but cf. discussion, post.)
Finally, there is no suggestion that the individual-arbitration clause in the voluntary agreement between Gentry and Circuit City meets the test of invalid “exculpatory” agreements (see Civ. Code, § 1668) set forth in Discover Bank, supra, 36 Cal.4th 148. There we confronted an agreement, unilaterally imposed by means of a “bill staffer,” that required customers of a credit card company to either accept nonclass arbitration of claims against the company or cease using their accounts. The Discover Bank majority held that a waiver of class rights, contained in such a mandatory contract, may be deemed exculpatory, and thus unenforceable, in a setting where “disputes between the contracting parties [will] predictably involve small amounts of damages, and ... it is alleged that the party with the superior bargaining power has carried out a scheme to deliberately cheat large numbers of [persons] out of individually small sums of money.” (Id., at pp. 162-163.) Under such circumstances, the majority reasoned, the waiver of class treatment “becomes in practice the exemption of the party [with superior bargaining power] ‘from responsibility for [its] own fraud, or willful injury to the person or property of another.’ [Citation.]” (Id., at p. 163.)
Whatever the merits of Discover Bank—a decision from which I largely dissented—we face no similar situation here. As the instant majority admits, claims for overtime wages, unlike the minor credit card fees and charges at issue in Discover Bank, are not necessarily and predictably “minuscule” (see *476maj. opn., ante, pp. 456-457), such that the incentive to prosecute individual actions, and thus to hold the wrongdoer to account, will rarely, if ever, be present. Obviously, an individual claim for accumulated unpaid wages can be substantial. And (here is no indication in the record that Gentry himself—the person whose contract for individual arbitration is actually before us—cannot, as a practical matter, vindicate his statutory overtime rights except through class proceedings.
Moreover, as the instant majority acknowledges, Circuit City did not abruptly impose on Gentry a mandatory requirement of individual arbitration. Unlike the credit card customers in Discover Bank, Gentry was given the opportunity to consider the terms of Circuit City’s arbitration proposal, and, after doing so, to opt out of the arbitration program without suffering any penalty or sanction.
Nonetheless, breaking new ground, the majority opines that, for several reasons, an agreement to arbitrate disputes on an individual basis might make it “very difficult” (maj. opn., ante, at p. 457) for some Circuit City employees to pursue their unwaivable rights to unpaid overtime wages. To that extent, the majority reasons, such a provision—even, apparently, if neither oppressive nor mandatory—must thus be considered exculpatory and invalid. Accordingly, the majority rules that if, on remand, the trial court decides a representative action is a significantly better means of enforcing the statutory rights of all affected Circuit City employees to unpaid overtime wages, the court may, at Gentry’s behest, ignore and dishonor his agreement to arbitrate on an individual basis.
In effect, the majority holds that, despite such an agreement, the trial court may certify a class, in an overtime-wage case, in any circumstance where it could otherwise do so. For all practical purposes, the majority thus decrees, such agreements are forbidden, and meaningless, in this context.2
*477The majority cites no currently valid statutory provision that requires or supports such a determination.3 On the other hand, two statutes—the FAA and the CAA—strongly undermine it. I conclude that the majority may not elevate a mere judicial affinity for class actions as a beneficial device for implementing the wage laws above the policy expressed by both Congress and our own Legislature that voluntary individual agreements to arbitrate—by which parties give up certain litigation rights and procedures in return for the relative speed, informality, and cost efficiency of arbitration—should be enforced according to their terms. Hence, I cannot accept the majority’s reasoning, or its result.
In the majority’s view, several factors suggest that the absence of a class remedy might “under some circumstances” unduly interfere with employees’ ability to vindicate their statutory rights to overtime pay. (Maj. opn., ante, at p. 457.) Because claims for unpaid overtime wages tend to be “modest,” the majority asserts, the fees and costs of proceeding individually might discourage many such actions, resulting in mere “ ‘ “random and fragmentary enforcement” ’ ” of the wage laws. (Id., at p. 462.) The majority cites the prospect of employer retaliation—admittedly illegal—against a worker who asserts an individual claim without the protective coloration of collective action. An additional issue, the majority suggests, is that many employees, especially those low-wage workers most vulnerable to violations, may not know their rights. Finally, the majority concludes, administrative proceedings—so-called Berman hearings (Lab. Code, §§ 98-98.8; see Murphy v. Kenneth Cole Productions, Inc. (2007) 40 Cal.4th 1094, 1114-1116 *478[56 Cal.Rptr.3d 880, 155 P.3d 284])—are an inadequate alternative means of vindicating smaller claims for overtime wages.
In many respects, the majority’s concerns are exaggerated. Though a credit card customer might not sue individually to recover a minor fee or charge he believes improper, one would expect an employee vigorously to pursue any significant amount due as compensation for his labor. The case law supports that hypothesis. As the majority acknowledges, “some 40 published cases over the last 70 years in California have involved individual employees prosecuting overtime violations without the assistance of class litigation or arbitration. [Citations.]” (Maj. opn., ante, at p. 462.)4
And though the majority stresses the drawbacks of individual litigation to resolve small or modest claims (see generally, e.g., Linder, supra, 23 Cal.4th 429, 435; Bell, supra, 115 Cal.App.4th 715, 741), it fails to consider that because arbitration is relatively quick, simple, informal, and inexpensive, it may allow the individual pursuit of claims that would be less practical if litigated individually in court. These qualities of informality, simplicity, and expedition—advantages largely negated by the complexities of a class proceeding—are presumably what Gentry and Circuit City sought when they agreed to individual arbitration.
Moreover, while collective action has its place, the parties here may also have contemplated that resolution of a dispute by the relatively simple, informal process of individual arbitration would reduce the workplace tensions that might otherwise arise as the result of a class battle in court. Indeed, though the majority suggests that class proceedings may lessen the chances of retaliation against an individual employee, I find it hard to imagine that a worker who organizes fellow employees to mount a class assault against the employer will thereby achieve improved standing in the employer’s eyes.
But even if class relief were a “significantly more effective” way for Circuit City employees, as a group, to establish their overtime-wage claims (maj. opn., ante, at pp. 450, 462, 464), this does not justify invalidating Gentry’s voluntary agreement to resolve his claims by individual arbitration. Unless Gentry’s contract to arbitrate individually constitutes a de facto waiver *479of his own statutory rights, he should not be allowed to act, contrary to his agreement, as a representative plaintiff.5 Otherwise, the strong public policy that arbitration agreements are to be enforced according to their terms should prevail.
Here, as in Discover Bank, the majority insists its analysis does not discriminate against the arbitral forum—an approach forbidden by both the FAA and the CAA—but simply indicates the procedures necessary in any forum to prevent the de facto waiver of statutory rights. However, there is more than one way courts can show hostility to arbitration as a simpler, cheaper, and less formal alternative to litigation. They can simply refuse to enforce the parties’ agreement to arbitrate. Or, more subtly, they can alter the arbitral terms to which the parties agreed, and defeat the essential purposes and advantages of arbitration, by transforming that process, against the parties’ expressed will at the time they entered the agreement, into something more and more like the court litigation arbitration is intended to avoid.
Given the strong policy that arbitration agreements are to be enforced as written, any such alteration should be employed only on a showing of the starkest necessity. The majority has not adhered to that limitation here.
Two years ago, I noted that “the [strong prevailing weight] of decisions, applying federal law or the law of other states, . . . hold[s] that arbitration clauses are not invalid either because they specifically exclude class treatment or because they preclude such treatment by failing expressly to provide for it. [Citations.]” (Discover Bank, supra, 36 Cal.4th 148, 176, fn. 1 (conc. & dis. opn. of Baxter, J.).) The majority does not suggest, and I have no reason to believe, that this situation has changed.6 The majority thus moves California further along the path away from the mainstream on the issue. Persuasive reasoning supports the contrary, prevailing view. I must therefore disassociate myself from the majority’s holding.
*480In a separate ruling, the majority concludes that the arbitration agreement between Gentry and Circuit City is procedurally unconscionable, thus exposing numerous other provisions of the agreement to possible invalidation on grounds that they are substantively oppressive or unfair. (See, e.g, Armendariz, supra, 24 Cal.3d 83, 114.) Again, I cannot agree.
As noted above, this was not a case in which one party has simply imposed mandatory contract terms on another. Gentry was not required blindly to accept the arbitration program and its terms as a condition of his employment. (Cf. Little v. Auto Stiegler, Inc. (2003) 29 Cal.4th 1064, 1071 [130 Cal.Rptr.2d 892, 63 P.3d 979]; Armendariz, supra, 24 Cal.4th 83, 91-92, 114-115; see also Discover Bank, supra, 36 Cal.4th 148, 154 [customers of credit card company could reject arbitration term of cardholder agreement only by ceasing to use their accounts].) On the contrary, Circuit City provided Gentry, and other employees, with an extensive orientation about the program, then allowed them a reasonable time to “opt out,” without penalty, simply by mailing back a form.
The instant Court of Appeal determined on this basis that no procedural unconscionability was present. Two Ninth Circuit decisions, applying California law, had previously reached the same conclusion. (Circuit City Stores, Inc. v. Najd (9th Cir. 2002) 294 F.3d 1104, 1108; Circuit City Stores, Inc. v. Ahmed (9th Cir. 2002) 283 F.3d 1198, 1199-1200.)
The majority concedes that Gentry’s freedom to choose against the arbitration program “weights] against a finding of procedural unconscionability. [Citation.]” (Maj. opn., ante, at p. 470.) Nonetheless, the majority discerns an “element” of procedural oppression—thus allowing scrutiny of the agreement’s substantive terms—by finding that Circuit City’s explanatory materials were “one-sided.” (Ibid.) In particular, the majority asserts, the explanatory materials failed to disclose that certain terms of the arbitration program might work to an employee’s disadvantage in specific situations. Whatever the merits of that premise,7 the receipt Gentry signed prominently advised that he could consult his own attorney about the legal “pros and cons” of the program, and he was given ample opportunity to do so. Under these circumstances, there is no basis for a conclusion that the process by which Circuit City sought to secure its employees’ agreement to the program was misleading.
*481The majority also points out that Circuit City made clear its preference for arbitration. But even if Circuit City encouraged employees to accept the arbitration agreement, the record is devoid of any evidence that it implied, threatened, or imposed any sanction for an employee’s decision to opt out of the program. I see in this situation no grounds for a finding that Circuit City unfairly coerced or induced its employees’ agreement.
Accordingly, I would affirm the judgment of the Court of Appeal.
Chin, J., and Corrigan, J., concurred.
The petition of real party in interest for a rehearing was denied October 31, 2007. Baxter, J., Chin, J., and Corrigan, J., were of the opinion that the rehearing should be granted.
Section 2 of the FAA (9 U.S.C. § 2) creates “a liberal federal policy favoring arbitration agreements, notwithstanding any state substantive or procedural policies to the contrary.” (Moses H. Cone Hospital, supra, 460 U.S. 1, 24.)
The majority denies that class action waivers in arbitration agreements are necessarily invalid in suits to vindicate overtime-wage rights, but that is the practical effect of the majority’s holding. Even where no class action waiver is at issue, “[a] line of California cases follows the principle of rule 23(b)(3) of the Federal Rules of Civil Procedure (28 U.S.C.), which ‘provides that, for a class action to be maintained, it must be “superior to other available methods for the fair and efficient adjudication of the controversy.” This “superiority” criterion has been held to be “manifest” in the . . . requirement that the class mechanism confer “substantial benefits.” ’ [Citations.]” (Bell v. Farmers Ins. Exchange (2004) 115 Cal.App.4th 715, 741 [9 Cal.Rptr.3d 544] (Bell); see also, e.g., Linder v. Thrifty Oil Co. (2000) 23 Cal.4th 429, 435 [97 Cal.Rptr.2d 179, 2 P.3d 27] (Linder); Blue Chip Stamps v. Superior Court (1976) 18 Cal.3d 381, 385 [134 Cal.Rptr. 393, 556 P.2d 755].) Thus, the majority holds in effect that whenever, in an overtime-wage case, the court could otherwise find a class proceeding appropriate, it may do so notwithstanding a free and fair agreement for individual arbitration. Nor is there any realistic limitation in the majority’s suggestion that its rule applies to cases where “systematicQ” denial of overtime pay to a “class of employees” is alleged. (Maj. opn., *477ante, at p. 463.) Such assertions would appear, by necessity, in any complaint seeking to litigate overtime-pay claims in a class proceeding.
California statutes generally permit class actions (Code Civ. Proc., § 382) and give workers the right to engage in concerted activities with respect to workplace issues, free of employer interference or coercion (see Lab. Code, § 923), but nothing suggests these laws preclude noncoercive agreements between employer and employee to arbitrate disputes on an individual basis.
As evidence of the Legislature’s hostility to the use of contractual arbitration to vindicate wage claims, the majority points to several California statutes that purported to render arbitration agreements unenforceable in this context. (Maj. opn., ante, at pp. 465-466, fn. 8.) Of course, as the majority implicitly concedes, all such laws have been superseded or invalidated by the prevailing public policy that favors enforcement of arbitration agreements according to their terms, as set forth in the CAA and the FAA. (See Perry v. Thomas (1987) 482 U.S. 483 [96 L.Ed.2d 426, 107 S.Ct. 2520] [FAA preempted California statute (Lab. Code, § 229) that allowed maintenance of action for unpaid wages “without regard to the existence of any private agreement to arbitrate”].)
On the other hand, as the majority is well aware, the Legislature knows how to provide for a right to class action relief that cannot be waived. It has made such provision, for example, in the Consumers Legal Remedies Act. (Civ. Code, §§ 1751, 1752, 1781; see Discover Bank, supra, 36 Cal.4th 148, 158-159; maj. opn., ante, at pp. 454-455.) No similar provisions appear in the wage laws at issue here.
In the modern era, these cases include Ramirez v. Yosemite Water Co. (1999) 20 Cal.4th 785 [85 Cal.Rptr.2d 844, 978 P.2d 2]; Rawson v. Tosco Refining Co. (1997) 57 Cal.App.4th 1520 [67 Cal.Rptr.2d 790]; Sequiera v. Rincon-Vitova Insectaries, Inc. (1995) 32 Cal.App.4th 632 [38 Cal.Rptr.2d 264]; Monzon v. Schaefer Ambulance Service, Inc. (1990) 224 Cal.App.3d 16 [273 Cal.Rptr. 615]; Baker v. Aubry (1989) 216 Cal.App.3d 1259 [265 Cal.Rptr. 381]; Hernandez v. Mendoza (1988) 199 Cal.App.3d 721 [245 Cal.Rptr. 36]; Swepston v. State Personnel Bd. (1987) 195 Cal.App.3d 92 [240 Cal.Rptr. 470]; and Markman v. County of Los Angeles (1973) 35 Cal.App.3d 132 [110 Cal.Rptr. 610],
As I have indicated in the text, such a finding cannot be made on this record under the standards suggested by the majority. There is no indication that Gentry’s own claim is too small to warrant individual legal action. He need not fear retaliation as a Circuit City employee, because his employment ended in March 2001, before he filed this lawsuit in August 2002. Moreover, the very fact that he sued indicates he was, and is, aware of his legal rights.
Skirchak v. Dynamic Research Corp., Inc. (D.Mass. 2006) 432 F.Supp.2d 175, the only overtime case cited by the majority in which a class waiver in an arbitration provision was invalidated, involved a mandatory agreement unilaterally imposed by the employer. In Skirchak, employees were advised by e-mail that they would be required to submit to the company’s dispute resolution program. Acceptance was a condition of continued employment. Applying principles of procedural unconscionability under Massachusetts law, the court deemed essential to its holding that the employees had no meaningful choice whether to accept the provision. (Id. at pp. 179-180.)
As the majority makes clear, the informational packet Gentry received included not only the “Associate Issue Resolution Handbook,” which sought to explain the program, but also the “Circuit City Dispute Resolution Rules and Procedures,” which set forth the program’s terms in full.