Male Publishing Corp.

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IN THE :MATTER OF :MALE PUBLISHING CORP. ET AL.

CONSENT ORDER, ETC., IN REGARD TO THE ALLEGED VIOLATION OF SEC. 2 (d) OF THE CLAYTON ACT Docket 0-2,00. 001nplain-t, J1tly 26, 196B-Decisi. , July 26, 196B Consent order requiring ten publishers of magazines and comic books with the same address and a common controlling officer-publishing "Male Stag My Confessions My Romance Screen Stars True Action True Secrets Movie World", and "Men" magazines, among others-to cease discriminating in price in violation of Sec. 2 (d) of the Clayton Act by paying promotional allowances to certain retail customers-some of whom operated chain retail outlets in railroad, airport, and bus terminals, and outlets in hotels and office buildings, and others of whom furnished services in connection with the handling of respondents' publications such as taking purchase orders and distributing, billing, and collecting-while not making such payments available on proportionally equal terms to their competitors, including drug chains, grocery chains, and other newsstands. CO:\fPLAINT The Federal Trade Commission, having reason to believe that the parties respondent named in the captjon hereof and hereinafter more particularly designated and described, have violated and are now violating the provisions or subsection (d) or Section 2 or the Clayton Act (U. C. Title 15, Sec. 13), as amended by the Robinson-Patman Act, hereby issues its complaint stating its charges with respect thereto as follows :

, , Complaint 61 F.

P ARA.GRAPH 1. Respondent Male Publishing Corp. is a corporation organized and doing business under the laws of the State of New York with its office and principal place or business located at 655 l\1adison Avenue, New York, N.Y. Said respondent, among other things, has been engaged and is presently engaged in the business of publishing and distributing various publications including magazines and comie books under copyrighted titles including ".J\1ale." Respondent's sales or publications during the calendar year 1960 exceeded one million two hundred thousand dollars.

PAR. 2. Respondent Atlas !1magazines, Inc., isa corporation organized and doing business under the laws or the State or N ew~ York, with its office and principal place or business located at. 655 :Madison A venue, New York, N.Y. Said respondent, among other things, has been engaged and is presently engaged in the business of publishing and distributing various publications including magazines and comic books under copyrighted titles inc.1uding "Stag" and "l\1y Conressions. Respondents sales or publications during the calendar year 1960 exceeded one million four hundred thousand dollars. PAR. 3. Respondent Official :Magazine Corp. is a corporation organized and doing business under the la:ws or the. State or New Y ork with hs office and principal place. or business located at 655 l\1adison Avenue, New York, N.Y. Said respondent, among other things, has been engaged and is presently engaged in the business or publishing and distributing various publications including magazines under copyrighted titles including "l\1y Romance Screen Stars True Action and "True Secrets." Respondent's sales or publications during the calendar year 1960 exceeded six hundred fifty thousand dollars. PAR. 4. Respondent Canan1 Publishers Sales Corp. is a. corporation organized and doing business under the laws of the State or N e'\v Y ork with its office and prineipa.l place of business located at 655 l\1adison Avenue, New York, N.Y. Said responde, , among other things, has been engaged and is presently engaged in the business' or publishing and distributing various publications including comie books under copyrighted titles. Respondents sales or publications during the calendar year 1960 exceeded forty-three thousand dollars. PAR. 5. Respondent Bard Publishing Corp. is a corporation organized and doing business under the la.ws or the State or New York with its office and principal place or business located at 655 l\Iadison Avenue, New York, N.Y. Said respondent, among other things, has been engaged and is presently engaged in the business or publishing and distributing various publications including comic books under copyrighted titles. Respondent' sa.les or publications during the ca.lendar year 1960 exceeded forty-seven thousand dollars. ,., MALE PUBLISHING CORP. ET AL. 317 315 Complaint PAR. 6. Respondent Interstate Publishing Corp. is a corporation organized and doing business under the laws of the State or New York with its office and principal place or business located at 655 ~ladison Avenue, New York, N.Y. Sa.id respondent, among other things, has been engaged and is presently engaged in the business of publishing and distributing various publications including magazines and comie books under the copyrighted titles including "~lovie ~Y orld. ~' Respondent' s sales of publieat-ions during the calendar year 1960 exceeded one hundred forty thousand dollars.

PAR. 7. Respondent Hercules Publishing Corp. is a corporation organized and doing business under the laws or the State or New York with its office and principal place or business located at ()55 ~ladison Avenue, New York, N.Y. Said respondent, a.l110ng other things, has been engaged and is presently engaged in the business or publishing and distributing various publications including comic books under eopyrightecl titles. Respondents sales or publications during the calendar year 1960 exceeded forty-three thousand clollal's. PAR. 8. Respondent Leading 1\lagazine Corp. is a corporation orga- 1lized and doing business under the la. ws of the State of N ewY ork with its office and principal place or business located at 655 ~ladison Avenue, New York, N.Y. Said respondent among other things, has been engaged and is presently engaged in the business or publishing and distributing various publications including comic books under eopyrighted titles. Respondent's sales or publications during the c.alenclar year 1960 exceeded sixty-one thousand dollars. PAR. 9. Respondent Zenith Publishing Corp. is rt corporation organized and doing business under the la,vs of the State of New York with its office and principal place or business located at 655 :NIadison Avenue" New York, N.Y. Said respondent, among other things, has been engaged and is presently engaged in the business or publishing and distributing various public.ations including magazines and comie books under copyrighted titles including "~len." Respondent~s sales or publications during the calendar year 1960 exceeded seven hundred thousand dollars.

PAR. 10. Respondent Vista Publications, Inc.. is a corporation organized and doing business under the la ws of the State or New York with its office and principal plac.e of business located at 655 ~ladison Ave, New York, N.Y. Said respondent, among other things, has been engaged and is presently engaged in the business or publishing and distributing various publications including magazines and comic books under copyrighted titles. Respondent~s sales or publications during the calendar year 1960 exceeded two hundred twenty thousand dollars. 318 FEDERAL TRADE COl\tIMISSION DECISIONS Complaint 61 F.

Respondents Canmn Publishers Sales Corp., Bard Publishing Corp. Interstate Publishing Corp., Hercules Publishing Corp., Leading l\fagazine Corp., Zenith Publishing Corp., and Vista Publications Ine., are members or an unincorporated association known as the l\tlarvel Comic Group. These respondents operate jointly under the trade name and style or l\tlarvel Comic Group. Total sales or publications by the l\farvel Comic Group during the calendar year 1960 exceeded one million three hundred thousand dollars. PAR. 11. Respondent l\lartin Goochnan is the controlling member or a partnership doing business under the trade name and style of l\tlagazine l\lanage.ment Company, with his office and principal place or business located at 655 Madison Avenue, New York, N.Y. Through this partnership, l\fagazine l\1management Company, respondent Martin Goodman controls and operates approximately forty-eight corporations engaged, among other things, in the business of publishing and distributing various publications.

Respondent l\iartin Goodman is an officer or each or the corporations named as respondents above. He formulates, directs and controls the ads and practices or each corporate respondent either directly or through the partnership, l\fagazine l\lanagement Company; and his address is the same as that or each corporate respondent named herein.

PAR. 12.. Publications published by all corporations named as respondents herein are distributed by said respondents to customers through their national distributor, Independent News Co., Inc., hereinarter referred to as Independent News.

Independent News has acted and is now acting as national distributor for the publications or several independent publishers, including the corporations named as respondents herein. Independent News, as national distributor or publications published by said respondents and other independent publishers, has performed and is now performing various services for these publishers. Among the services performed and still being performed by Independent News for the benefit or these publishers are the taking or purchase orders and the distributing, billing and collecting for such publications from customers. Independent News also had participated in the negotiations or various promotional arrangements with the retail customers or said publishers including said respondents.

In its capacity as national distributor for respondents in dealing with the customers of respondents, Independent News served and is now serving as a conduit or intermediary for the sale, distribution and promotion of publications published by respondents. MALE PUBLISHING CORP. ET AL. 319 315 Complaint PAR. 13. Respondents, through their conduit or intermediary, Independent News, have sold and distributed and now sell and distribute their publications in substantial quantities in commerce, as "commerce" is defined in the Clayton Act, as amended, to competing eustomeI'S loc.ated throughout various States or the Unite,d States and in the District or Columbia.

PAR. 14. In the course a,nd conduct or their business in commerce respondents have paid or contracted for the payment or something of value to or for the benefit or some or their customers as eompensation or in consideration for services or facilities furnished, or contracted to be furnished, by or through such customers in connection with the handling, sale. or offering for sale or publications sold to them by respondents. Such payments or allowances were not made vailable on proportionally equal terms to all other customers or responde.nts competing in the distribution or such publications. PAR. 15. As an example or the practic.es alleged herein, respondents have made payments or allowances to certain retail customers who operate chain retail outlets in railroad, airport and bus terminals, as well as outlets located in hotels and office buildings. Such payments or allo\vances were not offered or otherwise made available on proportionally equal terms to all other customers (inel uding drug chains grocery chains and other newsstands) competing with the favored customers in the sale and distribution or the publications or respondents. Among the favored customers rec.eiving payments in 1960, and offered to otherduring the first six months or 1961, which were not sale ofcompeting customers in connection with the purchase and respondents' publications were:

MALE PUBLISHING CORP.

AP1J1' Oximate A mount Received (Jan.-June) Customer: 1960 1961 ABO Vending Corp., Long Island City, N.Y____-------- $45. 65 $11. Greyhound Post Houses, Forest Park, 11L____ -_-------- 3 711. 92 567. Union News 00., New York, N.Y__-_------------------- 4 546. 74 1, 086. Garfield News, New York, N.Y__----------------------- 548. 16 128. Interstate Hosts, Los Angeles, Calif_----_------------- 123.48 ATLAS MAGAZINES, INC.

510. 60 Greyhound Post Houses, Forest Park, 11L_ _---_-------- 4 081.48 Sky Chefs, New York, N.Y__-------------------------- 260. 65 27. Union News Co., New York, N.l--_-------------------- 5 316. 68 1, 453. OFFICIAL MAGAZINE CORP.

Greyhound Post Houses, Forest Park, 11L____----------- 443. 55 146. 53 Union News Co., New York, N.Y--------------------_._- 1 748. 390. 00 Decision and Order 61 :F' MARVEL CO:\IIC GROUP Vnion Ne\ys Co., Xew York Y____------------------- 596. 92 1 411. Garfield News, New York, N.Y____---------------------- 425. 14 100. Greyhound Post Houses, Forest Park, Ill--_____------- 2 144. 5G 335. Respondents made said payments to their favored customers on the basis or indiyidualnegotiations. Among said favored c.customers such payments were not made on proportionally equal terms. PAR. 16. The acts and practices of respondents as alleged above are in violation or the provisions or subsection (d) or Seetion :2 or the Clayton Act, as amended.

DECISION AXD ORDER The Commission lun-ing heretofore determined to issue its complaint charging the respondents named in the caption hereof with violation or subsection (cl) of Section 2 of the Clayton Aet, as amended and the respondents having ,been served with notice or said determination and with a copy or the complaint the Commission intended to issue, together with a proposed form or order; and The respondents and counsel for the Commission having thereafter exec.nted an agreement containing a consent order, an admission by the respondents of all the jurisdictional facts set forth in the complaint to issue herein, a statement that the signing or said agreement is ror settlement purposes only and does not constitute an admission by respondents that the law has been violated as set forth in such complaint, and waivers and provisions as required by the Commission rules; and' The Commission, having considered the agreement, hereby accepts same, issues its complaint in the form contemplated by said agreement makes the rollow"ing jurisdictional findings, and enters the following order:

1. R.respondent, )fale Publishing Corp., is a corporation organized existing and doing business under and by virtue or the la',s or the State or New York, with its office and principal place or business located at 655 )fadison Avenue, in the city or New York, State of New York.

Respondent, Atlas :Jfagazines, Inc., is a corporation organized existing and doing business under and by virtue or the laws or the State or New York, ,vi th its office and principal place or business located at 655 ~ladison Avenue, in the city of New York, State of New York.

Respondent, Official ~fagazine Corp., is a corporation organized l'existing and doing business under and by virtue or the laws or the , .

MALE PUBLISHING CORP. ET AL. 321 315 D~ision and Order State or New York, with its office.e and princ.ipal place or business located at 655 :Madison A venue, in the city or New York, State orNew Y~k. Respondent, Canm11 Publishers Sales Corp., is a corporation organized, existing and doing business under and by virtue or the laws or the State or New York, with its office.e and princ.ipal place of business located at 655 :.Madison A venue, in the city or New York, State of New York.

Respondent, Bard Publishing Corp., is a corporation organized existing and doing business under and by virtue or the laws or the State or New York, with its office and principal place of business located at 655 l\1adison Avenue, in the city of New York, State of New York.

Respondent, Interstate Publishing Corp., is a corporation organized existing and doing business under and by virtue of the laws or the State or New York, with its office and principal place or business located at 655 l\1adison Avenue, in the city or New York, State or New York.

Respondent, :Hercules Publishillg Corp., is a corporation organized existing and doing business under and by virtue or the. laws or the State or New York, with its office and principal place or business located at 655 l\1adison A venue, in the city or New York, State or New York.

Respondent, Leading l\laga.zine Corp., is a corporation organized existing and doing business under and by virtue or the laws or the State or New York, with its office and principal place or business located at 655 l\ladison A venue, in the city or New York, State or New Yark.

Respondent, Zenith Publishing Corp., is a corporation organized existing and doing business under and by virtue or the laws or the State or New York, with its office and princ.ipal place or business located at 655 l\1adison Avenue, in the city or New York, State or New York.

Respondent Vista Publications, Ine. , is a coll)oration organized existing and doing business under and by virtue or the laws or the State or New York, with its office.e and principal place or business IDeated at 655 l\:Iadison A venue, in the city or New York, State. of New York.

Respondent l\:Iartin Goodman is the eontrolling member or a partnership doing business under the trade name and style or :Magazine :Management Company. I-Ie is also an officer or each or said corporations and his address is the same. as that or said corporations. Decision and Order 61 F.

2. The Federal Trade Commission has jurisdiction of the subject matter or this proceeding and or the respondents. ORDER 1 t is ordered That respondents Male Publishing Corp., Atlas ~1agazines, Inc., Official Magazine Corp., Canam Publishers Sales Corp. Bard Publishing Corp., Hereules Publishing Corp., Interstate Publishing Corp., Leading Magazine Corp., Zenith Publishing Corp., and Vista Publications, Inc., all corporations, their respective officers, and Martin Goodman, individually, as an officer or each or said corporations and as controlling member or a partnership doing business under the trade name and sty Ie or ~lagazine I\1management Company, and respondents' employees, agents and representatives, directly or through any corporate or other device, in connection with the distribution, sale or offering for sale or publications including magazines and comic books in commerce, as "commerce" is defined in the amended Clayton Act, do forthwith cease and desist from: Paying or contracting for the payment or an allowance or anything or value to, or for the benefit of, any customer as compensation or in consideration for any services or facilities furnished by or through such customer in connection with the handling, offering for sale, sale or distribution or publications including magazines and comic books published, sold or offered for sale by respondents, unless such payn1ent or consideration is affirmatively offered and otherwise made available on proportionally equal terms to all or their other customers competing with such favored customer in the distribution or such publications including magazines and cOlnic books.

The word "customer" as used above shall be deemed to mean anyone who purchases from a respondent, acting either as principal or agent or from a distributor or wholesaler where such transaction with such purchaser is essentially a sale by such respondent, acting either as principal or agent.

For purposes or this order, the individual respondent named herein shall be presumed to formulate, direct and control the policies, acts and practices or any corporation or other business enterprise in which his beneficial interest exceeds fifty per cent (50%) or the total. The beneficial interest" of said respondent, within the meaning or the . foregoing, shall be deemed to inelude the beneficial interest or any and all members of his immediate family by blood or marriage. Nothing contained herein shall be construed to prevent a due showing by said respondent that he does not in rftet formulate, direct and control THOMPSON-HAYWARD CHEMICAL CO. 323 315 Complaint the policies, acts and practices of any corporation or other business en terprise.

It is further' ordered That the respondents herein shall, within sixty (60) days after service upon them or this order, file with the Commission a report in writing setting forth in detail the manner and form in which they have complied with this order.