Nos. 89-1581 and 89-1712.

877 F.2d 496 (1989)

AMANDA ACQUISITION CORPORATION, Plaintiff-Appellant/Cross-Appellee, v. UNIVERSAL FOODS CORPORATION, et al., Defendants-Appellees/Cross-Appellants.

United States Court of Appeals, Seventh Circuit.

Decided May 24, 1989.

Attorney(s) appearing for the Case

Michael B. Apfeld, William H. Levit, Jr., Godfrey & Kahn, Milwaukee, Wis., Gregory P. Joseph, Stephen Lew, Honey L. Leichner, Claire S. Hancock, Michael C. Cooper, Eric S. Sherby, Fried, Frank, Harris, Shriver & Jacobson, New York City, for plaintiff-appellant.

John R. Dawson, David E. Beckwith, Michael Fischer, Maureen A. McGinnity, Michael P. Van Alstine, Foley & Lardner, Milwaukee, Wis., Michael Schwartz, Barbara Robbins, Peter C. Hein, William C. Sterling, Richard H. Weiss, Robert A. Ragazzo, Stephen R. Neuwirth, Wachtell, Lipton, Rosen & Katz, New York City, Jonathan I. Blackman, Cleary, Gottlieb, Steen & Hamilton, New York City, for defendants-appellees.

Donald J. Hanaway, Atty. Gen., Daniel D. Stier, Asst. Atty. Gen., Office of the Atty. Gen., Wisconsin Dept. of Justice, Madison, Wis., for intervenor.

Before BAUER, Chief Judge, EASTERBROOK, Circuit Judge, and WILL, Senior District Judge.

EASTERBROOK, Circuit Judge.

States have enacted three generations of takeover statutes in the last 20 years. Illinois enacted a first-generation statute, which forbade acquisitions of any firm with substantial assets in Illinois unless a public official approved. We concluded that such a statute injures investors, is preempted by the Williams Act, and is unconstitutional under the dormant Commerce Clause. MITE Corp. v. Dixon, 633 F.2d 486

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