## Facts

- A trade association of Portland cement manufacturers and its member companies coordinated collection and dissemination of business information relevant to interstate cement sales.
- Members used “specific job” contracts to supply cement for particular construction projects with future delivery at a maximum price; buyers could benefit from price declines and were not required to take delivery.
- Contractors could obtain multiple specific job contracts from different manufacturers for the same project, creating a risk of over-ordering and seeking deliveries beyond contractual entitlement.
- The association established reporting and verification procedures for specific job contracts, including sharing contract details, conducting jobsite checks, and distributing information to members to help them refuse improper deliveries.
- The association also collected and circulated data on production, stocks, shipments, freight rates, and prices reflected in completed specific job contracts.
- The United States alleged these information exchanges and related conduct constituted concerted action restraining interstate commerce in violation of Sherman Act § 1.
- A federal district court entered a perpetual injunction effectively prohibiting continuation of the association and its challenged activities; the defendants appealed directly to the Supreme Court.

## Issues

1. Whether cooperative gathering and dissemination of information on specific job contracts, production and shipment statistics, freight rates, and prices from completed contracts constituted an unlawful restraint of interstate commerce under Sherman Act § 1.
2. Whether the association’s activities permitted an inference of a concerted plan to control production or maintain prices.

## Decision

- The Supreme Court reversed the injunction.
- Cooperative dissemination of information enabling sellers to prevent buyers from obtaining fraudulent or unauthorized deliveries under future-delivery contracts was not an unlawful restraint of trade.
- Exchange of production data, freight information, and prices from closed specific job contracts was not unlawful absent proof of an agreement or understanding to fix prices or limit output.
- A tendency toward more uniform pricing arising from shared information and independent firm decisions did not, by itself, establish a Sherman Act § 1 violation.
- The record did not support inferring a price-maintenance or output-control scheme from the information-sharing practices alone.

## Legal Principles

- Cooperative collection and dissemination of accurate business information among competitors is not, without more, an unreasonable restraint of trade under Sherman Act § 1.
- Information sharing that permits each firm independently to protect itself against fraud or contractual abuse may be lawful even if done through a trade association.
- A Sherman Act § 1 violation generally requires an agreement or concerted scheme to restrain trade; parallel conduct influenced by commonly available information is insufficient absent additional proof.
- The fact that information exchanges may contribute to price uniformity through ordinary market forces does not alone establish illegality.

## Conclusion

The Court held that a cement trade association’s coordinated information exchanges—aimed in part at preventing improper deliveries under specific job contracts and including dissemination of production, freight, and closed-contract price data—did not violate Sherman Act § 1 without proof of an agreement to fix prices or restrict output, and it set aside the perpetual injunction.


Cement Manufacturers' Protective Ass'n v. United States, 268 U.S. 588 (1925)