(Slip Opinion) OCTOBER TERM, 2009 1 

Syllabus 

NOTE: Where it is feasible, a syllabus (headnote) will be released, as is

being done in connection with this case, at the time the opinion is issued.

The syllabus constitutes no part of the opinion of the Court but has been

prepared by the Reporter of Decisions for the convenience of the reader. 

See United States v. Detroit Timber & Lumber Co., 200 U. S. 321, 337. 

SUPREME COURT OF THE UNITED STATES 

Syllabus 

CITIZENS UNITED v. FEDERAL ELECTION

COMMISSION 

APPEAL FROM THE UNITED STATES DISTRICT COURT FOR THE 

DISTRICT OF COLUMBIA 

No. 08–205. Argued March 24, 2009—Reargued September 9, 2009––

Decided January 21, 2010 

As amended by §203 of the Bipartisan Campaign Reform Act of 2002

(BCRA), federal law prohibits corporations and unions from using

their general treasury funds to make independent expenditures for 

speech that is an “electioneering communication” or for speech that

expressly advocates the election or defeat of a candidate. 2 U. S. C. 

§441b. An electioneering communication is “any broadcast, cable, or

satellite communication” that “refers to a clearly identified candidate

for Federal office” and is made within 30 days of a primary election,

§434(f)(3)(A), and that is “publicly distributed,” 11 CFR §100.29(a)(2),

which in “the case of a candidate for nomination for President . . . 

means” that the communication “[c]an be received by 50,000 or more

persons in a State where a primary election . . . is being held within 

30 days,” §100.29(b)(3)(ii). Corporations and unions may establish a

political action committee (PAC) for express advocacy or electioneering communications purposes. 2 U. S. C. §441b(b)(2). In McConnell 

v. Federal Election Comm’n, 540 U. S. 93, 203–209, this Court upheld 

limits on electioneering communications in a facial challenge, relying

on the holding in Austin v. Michigan Chamber of Commerce, 494 

U. S. 652, that political speech may be banned based on the speaker’s 

corporate identity.

In January 2008, appellant Citizens United, a nonprofit corporation, released a documentary (hereinafter Hillary) critical of thenSenator Hillary Clinton, a candidate for her party’s Presidential 

nomination. Anticipating that it would make Hillary available on 

cable television through video-on-demand within 30 days of primary

elections, Citizens United produced television ads to run on broadcast 
2 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Syllabus 

and cable television. Concerned about possible civil and criminal 

penalties for violating §441b, it sought declaratory and injunctive relief, arguing that (1) §441b is unconstitutional as applied to Hillary;

and (2) BCRA’s disclaimer, disclosure, and reporting requirements,

BCRA §§201 and 311, were unconstitutional as applied to Hillary

and the ads. The District Court denied Citizens United a preliminary injunction and granted appellee Federal Election Commission

(FEC) summary judgment. 

Held: 

1. Because the question whether §441b applies to Hillary cannot be 

resolved on other, narrower grounds without chilling political speech, 

this Court must consider the continuing effect of the speech suppression upheld in Austin. Pp. 5–20.

(a) Citizen United’s narrower arguments—that Hillary is not an 

“electioneering communication” covered by §441b because it is not

“publicly distributed” under 11 CFR §100.29(a)(2); that §441b may

not be applied to Hillary under Federal Election Comm’n v. Wisconsin 

Right to Life, Inc., 551 U. S. 449 (WRTL), which found §441b unconstitutional as applied to speech that was not “express advocacy or its 

functional equivalent,” id., at 481 (opinion of ROBERTS, C. J.), determining that a communication “is the functional equivalent of express 

advocacy only if [it] is susceptible of no reasonable interpretation

other than as an appeal to vote for or against a specific candidate,” 

id., at 469–470; that §441b should be invalidated as applied to movies 

shown through video-on-demand because this delivery system has a

lower risk of distorting the political process than do television ads;

and that there should be an exception to §441b’s ban for nonprofit

corporate political speech funded overwhelming by individuals—are

not sustainable under a fair reading of the statute. Pp. 5–12.

(b) Thus, this case cannot be resolved on a narrower ground 

without chilling political speech, speech that is central to the First 

Amendment’s meaning and purpose. Citizens United did not waive 

this challenge to Austin when it stipulated to dismissing the facial 

challenge below, since (1) even if such a challenge could be waived, 

this Court may reconsider Austin and §441b’s facial validity here because the District Court “passed upon” the issue, Lebron v. National 

Railroad Passenger Corporation, 513 U. S. 374, 379; (2) throughout

the litigation, Citizens United has asserted a claim that the FEC has

violated its right to free speech; and (3) the parties cannot enter into

a stipulation that prevents the Court from considering remedies necessary to resolve a claim that has been preserved. Because Citizen 

United’s narrower arguments are not sustainable, this Court must, in 

an exercise of its judicial responsibility, consider §441b’s facial validity. Any other course would prolong the substantial, nationwide 
Cite as: 558 U. S. ____ (2010) 3 

Syllabus 

chilling effect caused by §441b’s corporate expenditure ban. This 

conclusion is further supported by the following: (1) the uncertainty

caused by the Government’s litigating position; (2) substantial time

would be required to clarify §441b’s application on the points raised

by the Government’s position in order to avoid any chilling effect 

caused by an improper interpretation; and (3) because speech itself is 

of primary importance to the integrity of the election process, any

speech arguably within the reach of rules created for regulating political speech is chilled. The regulatory scheme at issue may not be a

prior restraint in the strict sense. However, given its complexity and 

the deference courts show to administrative determinations, a 

speaker wishing to avoid criminal liability threats and the heavy

costs of defending against FEC enforcement must ask a governmental agency for prior permission to speak. The restrictions thus function as the equivalent of a prior restraint, giving the FEC power

analogous to the type of government practices that the First Amendment was drawn to prohibit. The ongoing chill on speech makes it

necessary to invoke the earlier precedents that a statute that chills 

speech can and must be invalidated where its facial invalidity has

been demonstrated. Pp. 12–20. 

2. Austin is overruled, and thus provides no basis for allowing the 

Government to limit corporate independent expenditures. Hence, 

§441b’s restrictions on such expenditures are invalid and cannot be 

applied to Hillary. Given this conclusion, the part of McConnell that 

upheld BCRA §203’s extension of §441b’s restrictions on independent 

corporate expenditures is also overruled. Pp. 20–51. 

(a) Although the First Amendment provides that “Congress shall

make no law . . . abridging the freedom of speech,” §441b’s prohibition

on corporate independent expenditures is an outright ban on speech, 

backed by criminal sanctions. It is a ban notwithstanding the fact

that a PAC created by a corporation can still speak, for a PAC is a

separate association from the corporation. Because speech is an essential mechanism of democracy—it is the means to hold officials accountable to the people—political speech must prevail against laws

that would suppress it by design or inadvertence. Laws burdening 

such speech are subject to strict scrutiny, which requires the Government to prove that the restriction “furthers a compelling interest 

and is narrowly tailored to achieve that interest.” WRTL, 551 U. S., 

at 464. This language provides a sufficient framework for protecting 

the interests in this case. Premised on mistrust of governmental

power, the First Amendment stands against attempts to disfavor certain subjects or viewpoints or to distinguish among different speakers, which may be a means to control content. The Government may 

also commit a constitutional wrong when by law it identifies certain 
4 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Syllabus 

preferred speakers. There is no basis for the proposition that, in the

political speech context, the Government may impose restrictions on

certain disfavored speakers. Both history and logic lead to this conclusion. Pp. 20–25. 

(b) The Court has recognized that the First Amendment applies

to corporations, e.g., First Nat. Bank of Boston v. Bellotti, 435 U. S. 

765, 778, n. 14, and extended this protection to the context of political

speech, see, e.g., NAACP v. Button, 371 U. S. 415, 428–429. Addressing challenges to the Federal Election Campaign Act of 1971, the 

Buckley Court upheld limits on direct contributions to candidates, 18 

U. S. C. §608(b), recognizing a governmental interest in preventing 

quid pro quo corruption. 424 U. S., at 25–26. However, the Court invalidated §608(e)’s expenditure ban, which applied to individuals,

corporations, and unions, because it “fail[ed] to serve any substantial

governmental interest in stemming the reality or appearance of corruption in the electoral process,” id., at 47–48. While Buckley did not 

consider a separate ban on corporate and union independent expenditures found in §610, had that provision been challenged in Buckley’s 

wake, it could not have been squared with the precedent’s reasoning 

and analysis. The Buckley Court did not invoke the overbreadth doctrine to suggest that §608(e)’s expenditure ban would have been constitutional had it applied to corporations and unions but not individuals. Notwithstanding this precedent, Congress soon recodified 

§610’s corporate and union expenditure ban at 2 U. S. C. §441b, the 

provision at issue. Less than two years after Buckley, Bellotti reaffirmed the First Amendment principle that the Government lacks the

power to restrict political speech based on the speaker’s corporate 

identity. 435 U.S., at 784–785. Thus the law stood until Austin upheld a corporate independent expenditure restriction, bypassing 

Buckley and Bellotti by recognizing a new governmental interest in

preventing “the corrosive and distorting effects of immense aggregations of [corporate] wealth . . . that have little or no correlation to the

public’s support for the corporation’s political ideas.” 494 U. S., at 

660. Pp. 25–32. 

(c) This Court is confronted with conflicting lines of precedent: a 

pre-Austin line forbidding speech restrictions based on the speaker’s 

corporate identity and a post-Austin line permitting them. Neither 

Austin’s antidistortion rationale nor the Government’s other justifications support §441b’s restrictions. Pp. 32–47.

(1) The First Amendment prohibits Congress from fining or 

jailing citizens, or associations of citizens, for engaging in political

speech, but Austin’s antidistortion rationale would permit the Government to ban political speech because the speaker is an association

with a corporate form. Political speech is “indispensable to decision-
Cite as: 558 U. S. ____ (2010) 5 

Syllabus 

making in a democracy, and this is no less true because the speech

comes from a corporation.” Bellotti, supra, at 777 (footnote omitted). 

This protection is inconsistent with Austin’s rationale, which is 

meant to prevent corporations from obtaining “ ‘an unfair advantage 

in the political marketplace’ ” by using “ ‘resources amassed in the 

economic marketplace.’ ” 494 U. S., at 659. First Amendment protections do not depend on the speaker’s “financial ability to engage in 

public discussion.” Buckley, supra, at 49. These conclusions were reaffirmed when the Court invalidated a BCRA provision that increased the cap on contributions to one candidate if the opponent 

made certain expenditures from personal funds. Davis v. Federal 

Election Comm’n, 554 U. S. ___, ___. Distinguishing wealthy individuals from corporations based on the latter’s special advantages of, 

e.g., limited liability, does not suffice to allow laws prohibiting 

speech. It is irrelevant for First Amendment purposes that corporate 

funds may “have little or no correlation to the public’s support for the 

corporation’s political ideas.” Austin, supra, at 660. All speakers, including individuals and the media, use money amassed from the economic marketplace to fund their speech, and the First Amendment 

protects the resulting speech. Under the antidistortion rationale, 

Congress could also ban political speech of media corporations. Although currently exempt from §441b, they accumulate wealth with

the help of their corporate form, may have aggregations of wealth,

and may express views “hav[ing] little or no correlation to the public’s

support” for those views. Differential treatment of media corporations and other corporations cannot be squared with the First 

Amendment, and there is no support for the view that the Amendment’s original meaning would permit suppressing media corporations’ political speech. Austin interferes with the “open marketplace”

of ideas protected by the First Amendment. New York State Bd. of 

Elections v. Lopez Torres, 552 U. S. 196, 208. Its censorship is vast in

its reach, suppressing the speech of both for-profit and nonprofit,

both small and large, corporations. Pp. 32–40.

(2) This reasoning also shows the invalidity of the Government’s other arguments. It reasons that corporate political speech

can be banned to prevent corruption or its appearance. The Buckley

Court found this rationale “sufficiently important” to allow contribution limits but refused to extend that reasoning to expenditure limits,

424 U.S., at 25, and the Court does not do so here. While a single 

Bellotti footnote purported to leave the question open, 435 U. S., at

788, n. 26, this Court now concludes that independent expenditures, 

including those made by corporations, do not give rise to corruption

or the appearance of corruption. That speakers may have influence 

over or access to elected officials does not mean that those officials 
6 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Syllabus 

are corrupt. And the appearance of influence or access will not cause

the electorate to lose faith in this democracy. Caperton v. A. T. 

Massey Coal Co., 556 U. S. ___, distinguished. Pp. 40–45.

(3) The Government’s asserted interest in protecting shareholders from being compelled to fund corporate speech, like the antidistortion rationale, would allow the Government to ban political

speech even of media corporations. The statute is underinclusive; it 

only protects a dissenting shareholder’s interests in certain media for 

30 or 60 days before an election when such interests would be implicated in any media at any time. It is also overinclusive because it 

covers all corporations, including those with one shareholder. P. 46. 

(4) Because §441b is not limited to corporations or associations created in foreign countries or funded predominately by foreign

shareholders, it would be overbroad even if the Court were to recognize a compelling governmental interest in limiting foreign influence 

over the Nation’s political process. Pp. 46–47.

(d) The relevant factors in deciding whether to adhere to stare 

decisis, beyond workability—the precedent’s antiquity, the reliance 

interests at stake, and whether the decision was well reasoned— 

counsel in favor of abandoning Austin, which itself contravened the 

precedents of Buckley and Bellotti. As already explained, Austin was 

not well reasoned. It is also undermined by experience since its announcement. Political speech is so ingrained in this country’s culture 

that speakers find ways around campaign finance laws. Rapid 

changes in technology—and the creative dynamic inherent in the 

concept of free expression—counsel against upholding a law that restricts political speech in certain media or by certain speakers. In 

addition, no serious reliance issues are at stake. Thus, due consideration leads to the conclusion that Austin should be overruled. The 

Court returns to the principle established in Buckley and Bellotti that 

the Government may not suppress political speech based on the 

speaker’s corporate identity. No sufficient governmental interest justifies limits on the political speech of nonprofit or for-profit corporations. Pp. 47–50.

3. BCRA §§201 and 311 are valid as applied to the ads for Hillary

and to the movie itself. Pp. 50–57. 

(a) Disclaimer and disclosure requirements may burden the ability to speak, but they “impose no ceiling on campaign-related activities,” Buckley, 424 U. S., at 64, or “ ‘ “prevent anyone from speaking,” ’ ” McConnell, supra, at 201. The Buckley Court explained that 

disclosure can be justified by a governmental interest in providing 

“the electorate with information” about election-related spending 

sources. The McConnell Court applied this interest in rejecting facial

challenges to §§201 and 311. 540 U. S., at 196. However, the Court 
Cite as: 558 U. S. ____ (2010) 7 

Syllabus 

acknowledged that as-applied challenges would be available if a

group could show a “ ‘reasonable probability’ ” that disclosing its contributors’ names would “ ‘subject them to threats, harassment, or reprisals from either Government officials or private parties.’ ” Id., at 

198. Pp. 50–52. 

(b) The disclaimer and disclosure requirements are valid as applied to Citizens United’s ads. They fall within BCRA’s “electioneering communication” definition: They referred to then-Senator Clinton

by name shortly before a primary and contained pejorative references 

to her candidacy. Section 311 disclaimers provide information to the 

electorate, McConnell, supra, at 196, and “insure that the voters are 

fully informed” about who is speaking, Buckley, supra, at 76. At the 

very least, they avoid confusion by making clear that the ads are not 

funded by a candidate or political party. Citizens United’s arguments 

that §311 is underinclusive because it requires disclaimers for broadcast advertisements but not for print or Internet advertising and that 

§311 decreases the quantity and effectiveness of the group’s speech 

were rejected in McConnell. This Court also rejects their contention 

that §201’s disclosure requirements must be confined to speech that

is the functional equivalent of express advocacy under WRTL’s test 

for restrictions on independent expenditures, 551 U. S., at 469–476

(opinion of ROBERTS, C.J.). Disclosure is the less-restrictive alternative to more comprehensive speech regulations. Such requirements 

have been upheld in Buckley and McConnell. Citizens United’s argument that no informational interest justifies applying §201 to its

ads is similar to the argument this Court rejected with regard to disclaimers. Citizens United finally claims that disclosure requirements

can chill donations by exposing donors to retaliation, but offers no

evidence that its members face the type of threats, harassment, or

reprisals that might make §201 unconstitutional as applied. Pp. 52– 

55. 

(c) For these same reasons, this Court affirms the application of

the §§201 and 311 disclaimer and disclosure requirements to Hillary. 

Pp. 55–56. 

Reversed in part, affirmed in part, and remanded. 

KENNEDY, J., delivered the opinion of the Court, in which ROBERTS, 

C. J., and SCALIA and ALITO, JJ., joined, in which THOMAS, J., joined as 

to all but Part IV, and in which STEVENS, GINSBURG, BREYER, and SOTOMAYOR, JJ., joined as to Part IV. ROBERTS, C. J., filed a concurring 

opinion, in which ALITO, J., joined. SCALIA, J., filed a concurring opinion, in which ALITO, J., joined, and in which THOMAS, J., joined in part. 

STEVENS, J., filed an opinion concurring in part and dissenting in part,

in which GINSBURG, BREYER, and SOTOMAYOR, JJ., joined. THOMAS, J., 

filed an opinion concurring in part and dissenting in part. 
_________________ 

_________________ 

Cite as: 558 U. S. ____ (2010) 1 

Opinion of the Court 

NOTICE: This opinion is subject to formal revision before publication in the

preliminary print of the United States Reports. Readers are requested to

notify the Reporter of Decisions, Supreme Court of the United States, Washington, D. C. 20543, of any typographical or other formal errors, in order

that corrections may be made before the preliminary print goes to press. 

SUPREME COURT OF THE UNITED STATES 

No. 08–205 

CITIZENS UNITED, APPELLANT v. FEDERAL 

ELECTION COMMISSION 

ON APPEAL FROM THE UNITED STATES DISTRICT COURT FOR 

THE DISTRICT OF COLUMBIA 

[January 21, 2010] 

JUSTICE KENNEDY delivered the opinion of the Court. 

Federal law prohibits corporations and unions from 

using their general treasury funds to make independent

expenditures for speech defined as an “electioneering 

communication” or for speech expressly advocating the 

election or defeat of a candidate. 2 U. S. C. §441b. Limits 

on electioneering communications were upheld in McConnell v. Federal Election Comm’n, 540 U. S. 93, 203–209 

(2003). The holding of McConnell rested to a large extent 

on an earlier case, Austin v. Michigan Chamber of Commerce, 494 U. S. 652 (1990). Austin had held that political 

speech may be banned based on the speaker’s corporate 

identity.

In this case we are asked to reconsider Austin and, in 

effect, McConnell. It has been noted that “Austin was a 

significant departure from ancient First Amendment 

principles,” Federal Election Comm’n v. Wisconsin Right to 

Life, Inc., 551 U. S. 449, 490 (2007) (WRTL) (SCALIA, J., 

concurring in part and concurring in judgment). We agree

with that conclusion and hold that stare decisis does not 

compel the continued acceptance of Austin. The Govern-
2 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

ment may regulate corporate political speech through

disclaimer and disclosure requirements, but it may not 

suppress that speech altogether. We turn to the case now 

before us. 

I 

A 

Citizens United is a nonprofit corporation. It brought

this action in the United States District Court for the 

District of Columbia. A three-judge court later convened 

to hear the cause. The resulting judgment gives rise to 

this appeal.

Citizens United has an annual budget of about $12

million. Most of its funds are from donations by individuals; but, in addition, it accepts a small portion of its funds

from for-profit corporations. 

In January 2008, Citizens United released a film entitled Hillary: The Movie. We refer to the film as Hillary. It 

is a 90-minute documentary about then-Senator Hillary 

Clinton, who was a candidate in the Democratic Party’s 

2008 Presidential primary elections. Hillary mentions 

Senator Clinton by name and depicts interviews with

political commentators and other persons, most of them

quite critical of Senator Clinton. Hillary was released in 

theaters and on DVD, but Citizens United wanted to 

increase distribution by making it available through videoon-demand. 

Video-on-demand allows digital cable subscribers to 

select programming from various menus, including movies, television shows, sports, news, and music. The viewer 

can watch the program at any time and can elect to rewind or pause the program. In December 2007, a cable 

company offered, for a payment of $1.2 million, to make 

Hillary available on a video-on-demand channel called 

“Elections ’08.” App. 255a–257a. Some video-on-demand 

services require viewers to pay a small fee to view a se-
Cite as: 558 U. S. ____ (2010) 3 

Opinion of the Court 

lected program, but here the proposal was to make Hillary 

available to viewers free of charge. 

To implement the proposal, Citizens United was prepared to pay for the video-on-demand; and to promote the

film, it produced two 10-second ads and one 30-second ad 

for Hillary. Each ad includes a short (and, in our view,

pejorative) statement about Senator Clinton, followed by

the name of the movie and the movie’s Website address. 

Id., at 26a–27a. Citizens United desired to promote the

video-on-demand offering by running advertisements on

broadcast and cable television. 

B 

Before the Bipartisan Campaign Reform Act of 2002

(BCRA), federal law prohibited—and still does prohibit—

corporations and unions from using general treasury 

funds to make direct contributions to candidates or independent expenditures that expressly advocate the election 

or defeat of a candidate, through any form of media, in

connection with certain qualified federal elections. 2 

U. S. C. §441b (2000 ed.); see McConnell, supra, at 204, 

and n. 87; Federal Election Comm’n v. Massachusetts 

Citizens for Life, Inc., 479 U. S. 238, 249 (1986) (MCFL). 

BCRA §203 amended §441b to prohibit any “electioneering 

communication” as well. 2 U. S. C. §441b(b)(2) (2006 ed.).

An electioneering communication is defined as “any broadcast, cable, or satellite communication” that “refers to a 

clearly identified candidate for Federal office” and is made

within 30 days of a primary or 60 days of a general election. §434(f)(3)(A). The Federal Election Commission’s 

(FEC) regulations further define an electioneering communication as a communication that is “publicly distributed.” 11 CFR §100.29(a)(2) (2009). “In the case of a 

candidate for nomination for President . . . publicly distributed means” that the communication “[c]an be received

by 50,000 or more persons in a State where a primary 
4 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

election . . . is being held within 30 days.”

§100.29(b)(3)(ii). Corporations and unions are barred from

using their general treasury funds for express advocacy or

electioneering communications. They may establish,

however, a “separate segregated fund” (known as a political action committee, or PAC) for these purposes. 2 

U. S. C. §441b(b)(2). The moneys received by the segregated fund are limited to donations from stockholders and 

employees of the corporation or, in the case of unions,

members of the union. Ibid. 

C 

Citizens United wanted to make Hillary available 

through video-on-demand within 30 days of the 2008

primary elections. It feared, however, that both the film 

and the ads would be covered by §441b’s ban on corporatefunded independent expenditures, thus subjecting the

corporation to civil and criminal penalties under §437g. In 

December 2007, Citizens United sought declaratory and 

injunctive relief against the FEC. It argued that (1) §441b 

is unconstitutional as applied to Hillary; and (2) BCRA’s 

disclaimer and disclosure requirements, BCRA §§201 and 

311, are unconstitutional as applied to Hillary and to the 

three ads for the movie. 

The District Court denied Citizens United’s motion for a 

preliminary injunction, 530 F. Supp. 2d 274 (DC 2008) 

(per curiam), and then granted the FEC’s motion for 

summary judgment, App. 261a–262a. See id., at 261a 

(“Based on the reasoning of our prior opinion, we find that 

the [FEC] is entitled to judgment as a matter of law. See 

Citizen[s] United v. FEC, 530 F. Supp. 2d 274 (D.D.C.

2008) (denying Citizens United’s request for a preliminary 

injunction)”). The court held that §441b was facially

constitutional under McConnell, and that §441b was

constitutional as applied to Hillary because it was “susceptible of no other interpretation than to inform the 
Cite as: 558 U. S. ____ (2010) 5 

Opinion of the Court 

electorate that Senator Clinton is unfit for office, that the 

United States would be a dangerous place in a President 

Hillary Clinton world, and that viewers should vote

against her.” 530 F. Supp. 2d, at 279. The court also 

rejected Citizens United’s challenge to BCRA’s disclaimer 

and disclosure requirements. It noted that “the Supreme 

Court has written approvingly of disclosure provisions

triggered by political speech even though the speech itself 

was constitutionally protected under the First Amendment.” Id., at 281. 

We noted probable jurisdiction. 555 U. S. ___ (2008).

The case was reargued in this Court after the Court asked

the parties to file supplemental briefs addressing whether 

we should overrule either or both Austin and the part of 

McConnell which addresses the facial validity of 2 U. S. C. 

§441b. See 557 U. S. ___ (2009). 

II 

Before considering whether Austin should be overruled, 

we first address whether Citizens United’s claim that 

§441b cannot be applied to Hillary may be resolved on

other, narrower grounds. 

A 

Citizens United contends that §441b does not cover 

Hillary, as a matter of statutory interpretation, because

the film does not qualify as an “electioneering communication.” §441b(b)(2). Citizens United raises this issue for 

the first time before us, but we consider the issue because 

“it was addressed by the court below.” Lebron v. National 

Railroad Passenger Corporation, 513 U. S. 374, 379 (1995);

see 530 F. Supp. 2d, at 277, n. 6. Under the definition of 

electioneering communication, the video-on-demand showing of Hillary on cable television would have been a “cable 

. . . communication” that “refer[red] to a clearly identified

candidate for Federal office” and that was made within 30 
6 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

days of a primary election. 2 U. S. C. §434(f)(3)(A)(i).

Citizens United, however, argues that Hillary was not 

“publicly distributed,” because a single video-on-demand 

transmission is sent only to a requesting cable converter 

box and each separate transmission, in most instances, 

will be seen by just one household—not 50,000 or more 

persons. 11 CFR §100.29(a)(2); see §100.29(b)(3)(ii). 

This argument ignores the regulation’s instruction on

how to determine whether a cable transmission “[c]an be

received by 50,000 or more persons.” §100.29(b)(3)(ii).

The regulation provides that the number of people who 

can receive a cable transmission is determined by the

number of cable subscribers in the relevant area. 

§§100.29(b)(7)(i)(G), (ii). Here, Citizens United wanted to 

use a cable video-on-demand system that had 34.5 million 

subscribers nationwide. App. 256a. Thus, Hillary could 

have been received by 50,000 persons or more.

One amici brief asks us, alternatively, to construe the

condition that the communication “[c]an be received by

50,000 or more persons,” §100.29(b)(3)(ii)(A), to require “a 

plausible likelihood that the communication will be viewed 

by 50,000 or more potential voters”—as opposed to requiring only that the communication is “technologically capable” of being seen by that many people, Brief for Former 

Officials of the American Civil Liberties Union as Amici 

Curiae 5. Whether the population and demographic statistics in a proposed viewing area consisted of 50,000 

registered voters—but not “infants, pre-teens, or otherwise 

electorally ineligible recipients”—would be a required

determination, subject to judicial challenge and review, in

any case where the issue was in doubt. Id., at 6. 

In our view the statute cannot be saved by limiting the

reach of 2 U. S. C. §441b through this suggested interpretation. In addition to the costs and burdens of litigation, 

this result would require a calculation as to the number of 

people a particular communication is likely to reach, with 
Cite as: 558 U. S. ____ (2010) 7 

Opinion of the Court 

an inaccurate estimate potentially subjecting the speaker

to criminal sanctions. The First Amendment does not 

permit laws that force speakers to retain a campaign

finance attorney, conduct demographic marketing research, or seek declaratory rulings before discussing the

most salient political issues of our day. Prolix laws chill 

speech for the same reason that vague laws chill speech:

People “of common intelligence must necessarily guess at 

[the law’s] meaning and differ as to its application.” Connally v. General Constr. Co., 269 U. S. 385, 391 (1926).

The Government may not render a ban on political speech 

constitutional by carving out a limited exemption through

an amorphous regulatory interpretation. We must reject

the approach suggested by the amici. Section 441b covers 

Hillary. 

B 

Citizens United next argues that §441b may not be 

applied to Hillary under the approach taken in WRTL. 

McConnell decided that §441b(b)(2)’s definition of an

“electioneering communication” was facially constitutional 

insofar as it restricted speech that was “the functional 

equivalent of express advocacy” for or against a specific 

candidate. 540 U. S., at 206. WRTL then found an unconstitutional application of §441b where the speech was not 

“express advocacy or its functional equivalent.” 551 U. S., 

at 481 (opinion of ROBERTS, C. J.). As explained by THE 

CHIEF JUSTICE’s controlling opinion in WRTL, the functional-equivalent test is objective: “a court should find that 

[a communication] is the functional equivalent of express

advocacy only if [it] is susceptible of no reasonable interpretation other than as an appeal to vote for or against a 

specific candidate.” Id., at 469–470. 

Under this test, Hillary is equivalent to express advocacy. The movie, in essence, is a feature-length negative 

advertisement that urges viewers to vote against Senator 
8 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

Clinton for President. In light of historical footage, interviews with persons critical of her, and voiceover narration, 

the film would be understood by most viewers as an extended criticism of Senator Clinton’s character and her 

fitness for the office of the Presidency. The narrative may

contain more suggestions and arguments than facts, but 

there is little doubt that the thesis of the film is that she is 

unfit for the Presidency. The movie concentrates on alleged wrongdoing during the Clinton administration, 

Senator Clinton’s qualifications and fitness for office, and 

policies the commentators predict she would pursue if

elected President. It calls Senator Clinton “Machiavellian,” App. 64a, and asks whether she is “the most qualified to hit the ground running if elected President,” id., at 

88a. The narrator reminds viewers that “Americans have 

never been keen on dynasties” and that “a vote for Hillary 

is a vote to continue 20 years of a Bush or a Clinton in the 

White House,” id., at 143a–144a. 

Citizens United argues that Hillary is just “a documentary film that examines certain historical events.” Brief 

for Appellant 35. We disagree. The movie’s consistent 

emphasis is on the relevance of these events to Senator

Clinton’s candidacy for President. The narrator begins by

asking “could [Senator Clinton] become the first female

President in the history of the United States?” App. 35a.

And the narrator reiterates the movie’s message in his

closing line: “Finally, before America decides on our next

president, voters should need no reminders of . . . what’s 

at stake—the well being and prosperity of our nation.” 

Id., at 144a–145a. 

As the District Court found, there is no reasonable 

interpretation of Hillary other than as an appeal to vote 

against Senator Clinton. Under the standard stated in 

McConnell and further elaborated in WRTL, the film 

qualifies as the functional equivalent of express advocacy. 
Cite as: 558 U. S. ____ (2010) 9 

Opinion of the Court 

C 

Citizens United further contends that §441b should be

invalidated as applied to movies shown through video-ondemand, arguing that this delivery system has a lower 

risk of distorting the political process than do television

ads. Cf. McConnell, supra, at 207. On what we might call 

conventional television, advertising spots reach viewers 

who have chosen a channel or a program for reasons unrelated to the advertising. With video-on-demand, by contrast, the viewer selects a program after taking “a series of

affirmative steps”: subscribing to cable; navigating 

through various menus; and selecting the program. See 

Reno v. American Civil Liberties Union, 521 U. S. 844, 867 

(1997).

While some means of communication may be less effective than others at influencing the public in different 

contexts, any effort by the Judiciary to decide which 

means of communications are to be preferred for the particular type of message and speaker would raise questions

as to the courts’ own lawful authority. Substantial questions would arise if courts were to begin saying what 

means of speech should be preferred or disfavored. And in 

all events, those differentiations might soon prove to be 

irrelevant or outdated by technologies that are in rapid 

flux. See Turner Broadcasting System, Inc. v. FCC, 512 

U. S. 622, 639 (1994).

Courts, too, are bound by the First Amendment. We 

must decline to draw, and then redraw, constitutional 

lines based on the particular media or technology used to

disseminate political speech from a particular speaker. It 

must be noted, moreover, that this undertaking would 

require substantial litigation over an extended time, all to

interpret a law that beyond doubt discloses serious First 

Amendment flaws. The interpretive process itself would

create an inevitable, pervasive, and serious risk of chilling

protected speech pending the drawing of fine distinctions 
10 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

that, in the end, would themselves be questionable. First 

Amendment standards, however, “must give the benefit of

any doubt to protecting rather than stifling speech.” 

WRTL, 551 U. S., at 469 (opinion of ROBERTS, C. J.) (citing 

New York Times Co. v. Sullivan, 376 U. S. 254, 269–270 

(1964)). 

D 

Citizens United also asks us to carve out an exception to

§441b’s expenditure ban for nonprofit corporate political

speech funded overwhelmingly by individuals. As an 

alternative to reconsidering Austin, the Government also 

seems to prefer this approach. This line of analysis, however, would be unavailing.

In MCFL, the Court found unconstitutional §441b’s

restrictions on corporate expenditures as applied to nonprofit corporations that were formed for the sole purpose

of promoting political ideas, did not engage in business

activities, and did not accept contributions from for-profit 

corporations or labor unions. 479 U. S., at 263–264; see 

also 11 CFR §114.10. BCRA’s so-called Wellstone Amendment applied §441b’s expenditure ban to all nonprofit 

corporations. See 2 U. S. C. §441b(c)(6); McConnell, 540 

U. S., at 209. McConnell then interpreted the Wellstone 

Amendment to retain the MCFL exemption to §441b’s

expenditure prohibition. 540 U. S., at 211. Citizens 

United does not qualify for the MCFL exemption, however,

since some funds used to make the movie were donations 

from for-profit corporations. 

The Government suggests we could find BCRA’s 

Wellstone Amendment unconstitutional, sever it from the 

statute, and hold that Citizens United’s speech is exempt 

from §441b’s ban under BCRA’s Snowe-Jeffords Amendment, §441b(c)(2). See Tr. of Oral Arg. 37–38 (Sept. 9, 

2009). The Snowe-Jeffords Amendment operates as a 

backup provision that only takes effect if the Wellstone 
Cite as: 558 U. S. ____ (2010) 11 

Opinion of the Court 

Amendment is invalidated. See McConnell, supra, at 339 

(KENNEDY, J., concurring in judgment in part and dissenting in part). The Snowe-Jeffords Amendment would exempt from §441b’s expenditure ban the political speech of 

certain nonprofit corporations if the speech were funded

“exclusively” by individual donors and the funds were 

maintained in a segregated account. §441b(c)(2). Citizens 

United would not qualify for the Snowe-Jeffords exemption, under its terms as written, because Hillary was 

funded in part with donations from for-profit corporations. 

Consequently, to hold for Citizens United on this argument, the Court would be required to revise the text of 

MCFL, sever BCRA’s Wellstone Amendment, §441b(c)(6),

and ignore the plain text of BCRA’s Snowe-Jeffords 

Amendment, §441b(c)(2). If the Court decided to create a 

de minimis exception to MCFL or the Snowe-Jeffords 

Amendment, the result would be to allow for-profit corporate general treasury funds to be spent for independent 

expenditures that support candidates. There is no principled basis for doing this without rewriting Austin’s holding that the Government can restrict corporate independent expenditures for political speech. 

Though it is true that the Court should construe statutes as necessary to avoid constitutional questions, the 

series of steps suggested would be difficult to take in view

of the language of the statute. In addition to those difficulties the Government’s suggestion is troubling for still 

another reason. The Government does not say that it 

agrees with the interpretation it wants us to consider. See 

Supp. Brief for Appellee 3, n. 1 (“Some courts” have implied a de minimis exception, and “appellant would appear

to be covered by these decisions”). Presumably it would

find textual difficulties in this approach too. The Government, like any party, can make arguments in the alternative; but it ought to say if there is merit to an alternative 

proposal instead of merely suggesting it. This is especially 
12 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

true in the context of the First Amendment. As the Government stated, this case “would require a remand” to

apply a de minimis standard. Tr. of Oral Arg. 39 (Sept. 9, 

2009). Applying this standard would thus require case-bycase determinations. But archetypical political speech 

would be chilled in the meantime. “‘First Amendment 

freedoms need breathing space to survive.’” WRTL, supra, 

at 468–469 (opinion of ROBERTS, C. J.) (quoting NAACP v. 

Button, 371 U. S. 415, 433 (1963)). We decline to adopt an

interpretation that requires intricate case-by-case determinations to verify whether political speech is banned,

especially if we are convinced that, in the end, this corporation has a constitutional right to speak on this subject. 

E 

As the foregoing analysis confirms, the Court cannot 

resolve this case on a narrower ground without chilling 

political speech, speech that is central to the meaning and 

purpose of the First Amendment. See Morse v. Frederick, 

551 U. S. 393, 403 (2007). It is not judicial restraint to 

accept an unsound, narrow argument just so the Court can

avoid another argument with broader implications. Indeed, a court would be remiss in performing its duties 

were it to accept an unsound principle merely to avoid the 

necessity of making a broader ruling. Here, the lack of a 

valid basis for an alternative ruling requires full consideration of the continuing effect of the speech suppression

upheld in Austin. 

Citizens United stipulated to dismissing count 5 of its

complaint, which raised a facial challenge to §441b, even

though count 3 raised an as-applied challenge. See App.

23a (count 3: “As applied to Hillary, [§441b] is unconstitutional under the First Amendment guarantees of free

expression and association”). The Government argues

that Citizens United waived its challenge to Austin by

dismissing count 5. We disagree. 
Cite as: 558 U. S. ____ (2010) 13 

Opinion of the Court 

First, even if a party could somehow waive a facial

challenge while preserving an as-applied challenge, that 

would not prevent the Court from reconsidering Austin or 

addressing the facial validity of §441b in this case. “Our 

practice ‘permit[s] review of an issue not pressed [below] 

so long as it has been passed upon . . . .’” Lebron, 513 

U. S., at 379 (quoting United States v. Williams, 504 U. S. 

36, 41 (1992); first alteration in original). And here, the 

District Court addressed Citizens United’s facial challenge. See 530 F. Supp. 2d, at 278 (“Citizens wants us to 

enjoin the operation of BCRA §203 as a facially unconstitutional burden on the First Amendment right to freedom 

of speech”). In rejecting the claim, it noted that it “would

have to overrule McConnell” for Citizens United to prevail 

on its facial challenge and that “[o]nly the Supreme Court 

may overrule its decisions.” Ibid. (citing Rodriguez de 

Quijas v. Shearson/American Express, Inc., 490 U. S. 477, 

484 (1989)). The District Court did not provide much 

analysis regarding the facial challenge because it could 

not ignore the controlling Supreme Court decisions in 

Austin or McConnell. Even so, the District Court did 

“‘pas[s] upon’” the issue. Lebron, supra, at 379. Furthermore, the District Court’s later opinion, which granted

the FEC summary judgment, was “[b]ased on the reasoning of [its] prior opinion,” which included the discussion of 

the facial challenge. App. 261a (citing 530 F. Supp. 2d 

274). After the District Court addressed the facial validity 

of the statute, Citizens United raised its challenge to 

Austin in this Court. See Brief for Appellant 30 (“Austin 

was wrongly decided and should be overruled”); id., at 30– 

32. In these circumstances, it is necessary to consider 

Citizens United’s challenge to Austin and the facial validity of §441b’s expenditure ban.

Second, throughout the litigation, Citizens United has 

asserted a claim that the FEC has violated its First 

Amendment right to free speech. All concede that this 
14 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

claim is properly before us. And “‘[o]nce a federal claim is

properly presented, a party can make any argument in

support of that claim; parties are not limited to the precise

arguments they made below.’” Lebron, supra, at 379 

(quoting Yee v. Escondido, 503 U. S. 519, 534 (1992); 

alteration in original). Citizens United’s argument that 

Austin should be overruled is “not a new claim.” Lebron, 

513 U. S., at 379. Rather, it is—at most—“a new argument to support what has been [a] consistent claim: that 

[the FEC] did not accord [Citizens United] the rights it

was obliged to provide by the First Amendment.” Ibid. 

Third, the distinction between facial and as-applied 

challenges is not so well defined that it has some automatic effect or that it must always control the pleadings 

and disposition in every case involving a constitutional

challenge. The distinction is both instructive and necessary, for it goes to the breadth of the remedy employed by 

the Court, not what must be pleaded in a complaint. See 

United States v. Treasury Employees, 513 U. S. 454, 477– 

478 (1995) (contrasting “a facial challenge” with “a narrower remedy”). The parties cannot enter into a stipulation that prevents the Court from considering certain

remedies if those remedies are necessary to resolve a claim

that has been preserved. Citizens United has preserved 

its First Amendment challenge to §441b as applied to the 

facts of its case; and given all the circumstances, we cannot easily address that issue without assuming a premise—the permissibility of restricting corporate political

speech—that is itself in doubt. See Fallon, As-Applied and 

Facial Challenges and Third-Party Standing, 113 Harv.

L. Rev. 1321, 1339 (2000) (“[O]nce a case is brought, no

general categorical line bars a court from making broader

pronouncements of invalidity in properly ‘as-applied’ 

cases”); id., at 1327–1328. As our request for supplemental briefing implied, Citizens United’s claim implicates the 

validity of Austin, which in turn implicates the facial 
Cite as: 558 U. S. ____ (2010) 15 

Opinion of the Court 

validity of §441b.

When the statute now at issue came before the Court in 

McConnell, both the majority and the dissenting opinions 

considered the question of its facial validity. The holding 

and validity of Austin were essential to the reasoning of 

the McConnell majority opinion, which upheld BCRA’s

extension of §441b. See 540 U. S., at 205 (quoting Austin, 

494 U. S., at 660). McConnell permitted federal felony

punishment for speech by all corporations, including 

nonprofit ones, that speak on prohibited subjects shortly 

before federal elections. See 540 U. S., at 203–209. Four 

Members of the McConnell Court would have overruled 

Austin, including Chief Justice Rehnquist, who had joined 

the Court’s opinion in Austin but reconsidered that conclusion. See 540 U. S., at 256–262 (SCALIA, J., concurring in

part, concurring in judgment in part, and dissenting in 

part); id., at 273–275 (THOMAS, J., concurring in part,

concurring in result in part, concurring in judgment in

part, and dissenting in part); id., at 322–338 (opinion of 

KENNEDY, J., joined by Rehnquist, C. J., and SCALIA, J.). 

That inquiry into the facial validity of the statute was 

facilitated by the extensive record, which was “over

100,000 pages” long, made in the three-judge District

Court. McConnell v. Federal Election Comm’n, 251 

F. Supp. 2d 176, 209 (DC 2003) (per curiam) (McConnell 

I). It is not the case, then, that the Court today is premature in interpreting §441b “‘on the basis of [a] factually 

barebones recor[d].’” Washington State Grange v. Washington State Republican Party, 552 U. S. 442, 450 (2008) 

(quoting Sabri v. United States, 541 U. S. 600, 609 (2004)). 

The McConnell majority considered whether the statute

was facially invalid. An as-applied challenge was brought

in Wisconsin Right to Life, Inc. v. Federal Election 

Comm’n, 546 U. S. 410, 411–412 (2006) (per curiam), and 

the Court confirmed that the challenge could be maintained. Then, in WRTL, the controlling opinion of the 
16 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

Court not only entertained an as-applied challenge but 

also sustained it. Three Justices noted that they would 

continue to maintain the position that the record in 

McConnell demonstrated the invalidity of the Act on its 

face. 551 U. S., at 485–504 (opinion of SCALIA, J.). The 

controlling opinion in WRTL, which refrained from holding the statute invalid except as applied to the facts then 

before the Court, was a careful attempt to accept the 

essential elements of the Court’s opinion in McConnell, 

while vindicating the First Amendment arguments made 

by the WRTL parties. 551 U. S., at 482 (opinion of 

ROBERTS, C. J.).

As noted above, Citizens United’s narrower arguments

are not sustainable under a fair reading of the statute. In 

the exercise of its judicial responsibility, it is necessary

then for the Court to consider the facial validity of §441b.

Any other course of decision would prolong the substantial, nation-wide chilling effect caused by §441b’s prohibitions on corporate expenditures. Consideration of the 

facial validity of §441b is further supported by the following reasons.

First is the uncertainty caused by the litigating position

of the Government. As discussed above, see Part II–D, 

supra, the Government suggests, as an alternative argument, that an as-applied challenge might have merit.

This argument proceeds on the premise that the nonprofit 

corporation involved here may have received only de 

minimis donations from for-profit corporations and that

some nonprofit corporations may be exempted from the

operation of the statute. The Government also suggests 

that an as-applied challenge to §441b’s ban on books may 

be successful, although it would defend §441b’s ban as

applied to almost every other form of media including 

pamphlets. See Tr. of Oral Arg. 65–66 (Sept. 9, 2009). 

The Government thus, by its own position, contributes to

the uncertainty that §441b causes. When the Government 
Cite as: 558 U. S. ____ (2010) 17 

Opinion of the Court 

holds out the possibility of ruling for Citizens United on a 

narrow ground yet refrains from adopting that position, 

the added uncertainty demonstrates the necessity to 

address the question of statutory validity. 

Second, substantial time would be required to bring 

clarity to the application of the statutory provision on 

these points in order to avoid any chilling effect caused by 

some improper interpretation. See Part II–C, supra. It is 

well known that the public begins to concentrate on elections only in the weeks immediately before they are held.

There are short timeframes in which speech can have 

influence. The need or relevance of the speech will often 

first be apparent at this stage in the campaign. The decision to speak is made in the heat of political campaigns,

when speakers react to messages conveyed by others. A 

speaker’s ability to engage in political speech that could 

have a chance of persuading voters is stifled if the speaker 

must first commence a protracted lawsuit. By the time 

the lawsuit concludes, the election will be over and the 

litigants in most cases will have neither the incentive nor, 

perhaps, the resources to carry on, even if they could

establish that the case is not moot because the issue is 

“capable of repetition, yet evading review.” WRTL, supra, 

at 462 (opinion of ROBERTS, C. J.) (citing Los Angeles v. 

Lyons, 461 U. S. 95, 109 (1983); Southern Pacific Terminal 

Co. v. ICC, 219 U. S. 498, 515 (1911)). Here, Citizens 

United decided to litigate its case to the end. Today,

Citizens United finally learns, two years after the fact,

whether it could have spoken during the 2008 Presidential

primary—long after the opportunity to persuade primary

voters has passed.

Third is the primary importance of speech itself to the

integrity of the election process. As additional rules are 

created for regulating political speech, any speech arguably within their reach is chilled. See Part II–A, supra. 

Campaign finance regulations now impose “unique and 
18 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

complex rules” on “71 distinct entities.” Brief for Seven 

Former Chairmen of FEC et al. as Amici Curiae 11–12. 

These entities are subject to separate rules for 33 different

types of political speech. Id., at 14–15, n. 10. The FEC 

has adopted 568 pages of regulations, 1,278 pages of explanations and justifications for those regulations, and 

1,771 advisory opinions since 1975. See id., at 6, n. 7. In 

fact, after this Court in WRTL adopted an objective “appeal to vote” test for determining whether a communication was the functional equivalent of express advocacy, 

551 U. S., at 470 (opinion of ROBERTS, C. J.), the FEC 

adopted a two-part, 11-factor balancing test to implement 

WRTL’s ruling. See 11 CFR §114.15; Brief for Wyoming

Liberty Group et al. as Amici Curiae 17–27 (filed Jan. 15, 

2009).

This regulatory scheme may not be a prior restraint on

speech in the strict sense of that term, for prospective

speakers are not compelled by law to seek an advisory 

opinion from the FEC before the speech takes place. Cf. 

Near v. Minnesota ex rel. Olson, 283 U. S. 697, 712–713 

(1931). As a practical matter, however, given the complexity of the regulations and the deference courts show to

administrative determinations, a speaker who wants to

avoid threats of criminal liability and the heavy costs of 

defending against FEC enforcement must ask a governmental agency for prior permission to speak. See 2 

U. S. C. §437f; 11 CFR §112.1. These onerous restrictions 

thus function as the equivalent of prior restraint by giving

the FEC power analogous to licensing laws implemented 

in 16th- and 17th-century England, laws and governmental practices of the sort that the First Amendment was 

drawn to prohibit. See Thomas v. Chicago Park Dist., 534 

U. S. 316, 320 (2002); Lovell v. City of Griffin, 303 U. S. 

444, 451–452 (1938); Near, supra, at 713–714. Because 

the FEC’s “business is to censor, there inheres the danger

that [it] may well be less responsive than a court—part of 
Cite as: 558 U. S. ____ (2010) 19 

Opinion of the Court 

an independent branch of government—to the constitutionally protected interests in free expression.” Freedman 

v. Maryland, 380 U. S. 51, 57–58 (1965). When the FEC 

issues advisory opinions that prohibit speech, “[m]any 

persons, rather than undertake the considerable burden

(and sometimes risk) of vindicating their rights through 

case-by-case litigation, will choose simply to abstain from 

protected speech—harming not only themselves but society as a whole, which is deprived of an uninhibited marketplace of ideas.” Virginia v. Hicks, 539 U. S. 113, 119 

(2003) (citation omitted). Consequently, “the censor’s 

determination may in practice be final.” Freedman, supra, 

at 58. 

This is precisely what WRTL sought to avoid. WRTL 

said that First Amendment standards “must eschew ‘the 

open-ended rough-and-tumble of factors,’ which ‘invit[es]

complex argument in a trial court and a virtually inevitable appeal.’” 551 U. S., at 469 (opinion of ROBERTS, C. J.) 

(quoting Jerome B. Grubart, Inc. v. Great Lakes Dredge & 

Dock Co., 513 U. S. 527, 547 (1995); alteration in original).

Yet, the FEC has created a regime that allows it to select 

what political speech is safe for public consumption by 

applying ambiguous tests. If parties want to avoid litigation and the possibility of civil and criminal penalties, they

must either refrain from speaking or ask the FEC to issue 

an advisory opinion approving of the political speech in 

question. Government officials pore over each word of a 

text to see if, in their judgment, it accords with the 11-

factor test they have promulgated. This is an unprecedented governmental intervention into the realm of 

speech.

The ongoing chill upon speech that is beyond all doubt 

protected makes it necessary in this case to invoke the 

earlier precedents that a statute which chills speech can 

and must be invalidated where its facial invalidity has

been demonstrated. See WRTL, supra, at 482–483 (ALITO, 
20 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

J., concurring); Thornhill v. Alabama, 310 U. S. 88, 97–98 

(1940). For these reasons we find it necessary to reconsider Austin. 

III 

The First Amendment provides that “Congress shall 

make no law . . . abridging the freedom of speech.” Laws 

enacted to control or suppress speech may operate at 

different points in the speech process. The following are 

just a few examples of restrictions that have been attempted at different stages of the speech process—all laws 

found to be invalid: restrictions requiring a permit at the 

outset, Watchtower Bible & Tract Soc. of N. Y., Inc. v. 

Village of Stratton, 536 U. S. 150, 153 (2002); imposing a 

burden by impounding proceeds on receipts or royalties, 

Simon & Schuster, Inc. v. Members of N. Y. State Crime 

Victims Bd., 502 U. S. 105, 108, 123 (1991); seeking to 

exact a cost after the speech occurs, New York Times Co. v. 

Sullivan, 376 U. S., at 267; and subjecting the speaker to

criminal penalties, Brandenburg v. Ohio, 395 U. S. 444, 

445 (1969) (per curiam). 

The law before us is an outright ban, backed by criminal

sanctions. Section 441b makes it a felony for all corporations—including nonprofit advocacy corporations—either

to expressly advocate the election or defeat of candidates 

or to broadcast electioneering communications within 30

days of a primary election and 60 days of a general election. Thus, the following acts would all be felonies under 

§441b: The Sierra Club runs an ad, within the crucial

phase of 60 days before the general election, that exhorts 

the public to disapprove of a Congressman who favors

logging in national forests; the National Rifle Association

publishes a book urging the public to vote for the challenger because the incumbent U. S. Senator supports a 

handgun ban; and the American Civil Liberties Union

creates a Web site telling the public to vote for a Presiden-
Cite as: 558 U. S. ____ (2010) 21 

Opinion of the Court 

tial candidate in light of that candidate’s defense of 

free speech. These prohibitions are classic examples of 

censorship.

Section 441b is a ban on corporate speech notwithstanding the fact that a PAC created by a corporation can still 

speak. See McConnell, 540 U. S., at 330–333 (opinion of 

KENNEDY, J.). A PAC is a separate association from the 

corporation. So the PAC exemption from §441b’s expenditure ban, §441b(b)(2), does not allow corporations to speak. 

Even if a PAC could somehow allow a corporation to

speak—and it does not—the option to form PACs does not 

alleviate the First Amendment problems with §441b. 

PACs are burdensome alternatives; they are expensive to

administer and subject to extensive regulations. For 

example, every PAC must appoint a treasurer, forward 

donations to the treasurer promptly, keep detailed records 

of the identities of the persons making donations, preserve

receipts for three years, and file an organization statement

and report changes to this information within 10 days.

See id., at 330–332 (quoting MCFL, 479 U. S., at 253– 

254).

And that is just the beginning. PACs must file detailed 

monthly reports with the FEC, which are due at different 

times depending on the type of election that is about to 

occur: 

“‘These reports must contain information regarding

the amount of cash on hand; the total amount of receipts, detailed by 10 different categories; the identification of each political committee and candidate’s authorized or affiliated committee making contributions, 

and any persons making loans, providing rebates, refunds, dividends, or interest or any other offset to operating expenditures in an aggregate amount over 

$200; the total amount of all disbursements, detailed 

by 12 different categories; the names of all authorized 
22 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

or affiliated committees to whom expenditures aggregating over $200 have been made; persons to whom

loan repayments or refunds have been made; the total

sum of all contributions, operating expenses, outstanding debts and obligations, and the settlement 

terms of the retirement of any debt or obligation.’” 

540 U. S., at 331–332 (quoting MCFL, supra, at 253– 

254). 

PACs have to comply with these regulations just to

speak. This might explain why fewer than 2,000 of the

millions of corporations in this country have PACs. 

See Brief for Seven Former Chairmen of FEC et al. as 

Amici Curiae 11 (citing FEC, Summary of PAC Activity

1990–2006, online at http://www.fec.gov/press/press2007/ 

20071009pac/sumhistory.pdf); IRS, Statistics of Income: 

2006, Corporation Income Tax Returns 2 (2009) (hereinafter Statistics of Income) (5.8 million for-profit corporations

filed 2006 tax returns). PACs, furthermore, must exist 

before they can speak. Given the onerous restrictions, a 

corporation may not be able to establish a PAC in time to

make its views known regarding candidates and issues in 

a current campaign. 

Section 441b’s prohibition on corporate independent 

expenditures is thus a ban on speech. As a “restriction on 

the amount of money a person or group can spend on

political communication during a campaign,” that statute 

“necessarily reduces the quantity of expression by restricting the number of issues discussed, the depth of their 

exploration, and the size of the audience reached.” Buckley v. Valeo, 424 U. S. 1, 19 (1976) (per curiam). Were the 

Court to uphold these restrictions, the Government could

repress speech by silencing certain voices at any of the 

various points in the speech process. See McConnell, 

supra, at 251 (opinion of SCALIA, J.) (Government could

repress speech by “attacking all levels of the production 
Cite as: 558 U. S. ____ (2010) 23 

Opinion of the Court 

and dissemination of ideas,” for “effective public communication requires the speaker to make use of the services of

others”). If §441b applied to individuals, no one would 

believe that it is merely a time, place, or manner restriction on speech. Its purpose and effect are to silence entities whose voices the Government deems to be suspect. 

Speech is an essential mechanism of democracy, for it is 

the means to hold officials accountable to the people. See 

Buckley, supra, at 14–15 (“In a republic where the people 

are sovereign, the ability of the citizenry to make informed

choices among candidates for office is essential”). The 

right of citizens to inquire, to hear, to speak, and to use 

information to reach consensus is a precondition to

enlightened self-government and a necessary means to

protect it. The First Amendment “‘has its fullest and most 

urgent application’ to speech uttered during a campaign

for political office.” Eu v. San Francisco County Democratic Central Comm., 489 U. S. 214, 223 (1989) (quoting 

Monitor Patriot Co. v. Roy, 401 U. S. 265, 272 (1971)); see 

Buckley, supra, at 14 (“Discussion of public issues and 

debate on the qualifications of candidates are integral to 

the operation of the system of government established by 

our Constitution”).

For these reasons, political speech must prevail against 

laws that would suppress it, whether by design or inadvertence. Laws that burden political speech are “subject to 

strict scrutiny,” which requires the Government to prove

that the restriction “furthers a compelling interest and is 

narrowly tailored to achieve that interest.” WRTL, 551 

U. S., at 464 (opinion of ROBERTS, C. J.). While it might 

be maintained that political speech simply cannot be 

banned or restricted as a categorical matter, see Simon & 

Schuster, 502 U. S., at 124 (KENNEDY, J., concurring in 

judgment), the quoted language from WRTL provides a

sufficient framework for protecting the relevant First

Amendment interests in this case. We shall employ it 
24 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

here. 

Premised on mistrust of governmental power, the First 

Amendment stands against attempts to disfavor certain

subjects or viewpoints. See, e.g., United States v. Playboy 

Entertainment Group, Inc., 529 U. S. 803, 813 (2000) 

(striking down content-based restriction). Prohibited, too, 

are restrictions distinguishing among different speakers, 

allowing speech by some but not others. See First Nat. 

Bank of Boston v. Bellotti, 435 U. S. 765, 784 (1978). As 

instruments to censor, these categories are interrelated:

Speech restrictions based on the identity of the speaker 

are all too often simply a means to control content. 

Quite apart from the purpose or effect of regulating

content, moreover, the Government may commit a constitutional wrong when by law it identifies certain preferred

speakers. By taking the right to speak from some and

giving it to others, the Government deprives the disadvantaged person or class of the right to use speech to strive to 

establish worth, standing, and respect for the speaker’s 

voice. The Government may not by these means deprive 

the public of the right and privilege to determine for itself 

what speech and speakers are worthy of consideration. 

The First Amendment protects speech and speaker, and 

the ideas that flow from each. 

The Court has upheld a narrow class of speech restrictions that operate to the disadvantage of certain persons, 

but these rulings were based on an interest in allowing 

governmental entities to perform their functions. See, e.g., 

Bethel School Dist. No. 403 v. Fraser, 478 U. S. 675, 683 

(1986) (protecting the “function of public school education”); Jones v. North Carolina Prisoners’ Labor Union, 

Inc., 433 U. S. 119, 129 (1977) (furthering “the legitimate

penological objectives of the corrections system” (internal 

quotation marks omitted)); Parker v. Levy, 417 U. S. 733, 

759 (1974) (ensuring “the capacity of the Government to 

discharge its [military] responsibilities” (internal quota-
Cite as: 558 U. S. ____ (2010) 25 

Opinion of the Court 

tion marks omitted)); Civil Service Comm’n v. Letter Carriers, 413 U. S. 548, 557 (1973) (“[F]ederal service should 

depend upon meritorious performance rather than political service”). The corporate independent expenditures at 

issue in this case, however, would not interfere with governmental functions, so these cases are inapposite. These 

precedents stand only for the proposition that there are

certain governmental functions that cannot operate without some restrictions on particular kinds of speech. By

contrast, it is inherent in the nature of the political process that voters must be free to obtain information from 

diverse sources in order to determine how to cast their 

votes. At least before Austin, the Court had not allowed 

the exclusion of a class of speakers from the general public 

dialogue.

We find no basis for the proposition that, in the context 

of political speech, the Government may impose restrictions on certain disfavored speakers. Both history and

logic lead us to this conclusion. 

A 

1 

The Court has recognized that First Amendment protection extends to corporations. Bellotti, supra, at 778, n. 14 

(citing Linmark Associates, Inc. v. Willingboro, 431 U. S. 

85 (1977); Time, Inc. v. Firestone, 424 U. S. 448 (1976); 

Doran v. Salem Inn, Inc., 422 U. S. 922 (1975); Southeastern Promotions, Ltd. v. Conrad, 420 U. S. 546 (1975); Cox 

Broadcasting Corp. v. Cohn, 420 U. S. 469 (1975); Miami 

Herald Publishing Co. v. Tornillo, 418 U. S. 241 (1974); 

New York Times Co. v. United States, 403 U. S. 713 (1971) 

(per curiam); Time, Inc. v. Hill, 385 U. S. 374 (1967); New 

York Times Co. v. Sullivan, 376 U. S. 254; Kingsley Int’l 

Pictures Corp. v. Regents of Univ. of N. Y., 360 U. S. 684 

(1959); Joseph Burstyn, Inc. v. Wilson, 343 U. S. 495 

(1952)); see, e.g., Turner Broadcasting System, Inc. v. FCC, 
26 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

520 U. S. 180 (1997); Denver Area Ed. Telecommunications 

Consortium, Inc. v. FCC, 518 U. S. 727 (1996); Turner, 512 

U. S. 622; Simon & Schuster, 502 U. S. 105; Sable Communications of Cal., Inc. v. FCC, 492 U. S. 115 (1989); 

Florida Star v. B. J. F., 491 U. S. 524 (1989); Philadelphia 

Newspapers, Inc. v. Hepps, 475 U. S. 767 (1986); Landmark Communications, Inc. v. Virginia, 435 U. S. 829 

(1978); Young v. American Mini Theatres, Inc., 427 U. S. 

50 (1976); Gertz v. Robert Welch, Inc., 418 U. S. 323 

(1974); Greenbelt Cooperative Publishing Assn., Inc. v. 

Bresler, 398 U. S. 6 (1970). 

This protection has been extended by explicit holdings to

the context of political speech. See, e.g., Button, 371 U. S., 

at 428–429; Grosjean v. American Press Co., 297 U. S. 233, 

244 (1936). Under the rationale of these precedents,

political speech does not lose First Amendment protection

“simply because its source is a corporation.” Bellotti, 

supra, at 784; see Pacific Gas & Elec. Co. v. Public Util. 

Comm’n of Cal., 475 U. S. 1, 8 (1986) (plurality opinion)

(“The identity of the speaker is not decisive in determining

whether speech is protected. Corporations and other

associations, like individuals, contribute to the ‘discussion, 

debate, and the dissemination of information and ideas’ 

that the First Amendment seeks to foster” (quoting Bellotti, 435 U. S., at 783)). The Court has thus rejected the

argument that political speech of corporations or other 

associations should be treated differently under the First

Amendment simply because such associations are not 

“natural persons.” Id., at 776; see id., at 780, n. 16. Cf. 

id., at 828 (Rehnquist, J., dissenting).

At least since the latter part of the 19th century, the

laws of some States and of the United States imposed a 

ban on corporate direct contributions to candidates. See 

B. Smith, Unfree Speech: The Folly of Campaign Finance 

Reform 23 (2001). Yet not until 1947 did Congress first

prohibit independent expenditures by corporations and 
Cite as: 558 U. S. ____ (2010) 27 

Opinion of the Court 

labor unions in §304 of the Labor Management Relations 

Act 1947, 61 Stat. 159 (codified at 2 U. S. C. §251 (1946 

ed., Supp. I)). In passing this Act Congress overrode the

veto of President Truman, who warned that the expenditure ban was a “dangerous intrusion on free speech.” 

Message from the President of the United States, H. R. 

Doc. No. 334, 89th Cong., 1st Sess., 9 (1947).

For almost three decades thereafter, the Court did not 

reach the question whether restrictions on corporate and 

union expenditures are constitutional. See WRTL, 551 

U. S., at 502 (opinion of SCALIA, J.). The question was in

the background of United States v. CIO, 335 U. S. 106 

(1948). There, a labor union endorsed a congressional

candidate in its weekly periodical. The Court stated that 

“the gravest doubt would arise in our minds as to [the 

federal expenditure prohibition’s] constitutionality” if it

were construed to suppress that writing. Id., at 121. The 

Court engaged in statutory interpretation and found the 

statute did not cover the publication. Id., at 121–122, and 

n. 20. Four Justices, however, said they would reach the

constitutional question and invalidate the Labor Management Relations Act’s expenditure ban. Id., at 155 

(Rutledge, J., joined by Black, Douglas, and Murphy, JJ., 

concurring in result). The concurrence explained that any 

“‘undue influence’” generated by a speaker’s “large expenditures” was outweighed “by the loss for democratic processes resulting from the restrictions upon free and full

public discussion.” Id., at 143. 

In United States v. Automobile Workers, 352 U. S. 567 

(1957), the Court again encountered the independent 

expenditure ban, which had been recodified at 18 U. S. C.

§610 (1952 ed.). See 62 Stat. 723–724. After holding only

that a union television broadcast that endorsed candidates 

was covered by the statute, the Court “[r]efus[ed] to anticipate constitutional questions” and remanded for the 

trial to proceed. 352 U. S., at 591. Three Justices dis-
28 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

sented, arguing that the Court should have reached the

constitutional question and that the ban on independent 

expenditures was unconstitutional: 

“Under our Constitution it is We The People who

are sovereign. The people have the final say. The legislators are their spokesmen. The people determine 

through their votes the destiny of the nation. It is 

therefore important—vitally important—that all 

channels of communications be open to them during

every election, that no point of view be restrained or 

barred, and that the people have access to the views of 

every group in the community.” Id., at 593 (opinion of

Douglas, J., joined by Warren, C. J., and Black, J.). 

The dissent concluded that deeming a particular group

“too powerful” was not a “justificatio[n] for withholding

First Amendment rights from any group—labor or corporate.” Id., at 597. The Court did not get another opportunity to consider the constitutional question in that case;

for after a remand, a jury found the defendants not guilty. 

See Hayward, Revisiting the Fable of Reform, 45 Harv. J.

Legis. 421, 463 (2008).

 Later, in Pipefitters v. United States, 407 U. S. 385, 400– 

401 (1972), the Court reversed a conviction for expenditure of union funds for political speech—again without 

reaching the constitutional question. The Court would not 

resolve that question for another four years. 

2 

In Buckley, 424 U. S. 1, the Court addressed various 

challenges to the Federal Election Campaign Act of 1971

(FECA) as amended in 1974. These amendments created 

18 U. S. C. §608(e) (1970 ed., Supp. V), see 88 Stat. 1265,

an independent expenditure ban separate from §610 that 

applied to individuals as well as corporations and labor

unions, Buckley, 424 U. S., at 23, 39, and n. 45. 
Cite as: 558 U. S. ____ (2010) 29 

Opinion of the Court 

Before addressing the constitutionality of §608(e)’s

independent expenditure ban, Buckley first upheld

§608(b), FECA’s limits on direct contributions to candidates. The Buckley Court recognized a “sufficiently important” governmental interest in “the prevention of corruption and the appearance of corruption.” Id., at 25; see id., 

at 26. This followed from the Court’s concern that large 

contributions could be given “to secure a political quid pro 

quo.” Ibid.

 The Buckley Court explained that the potential for quid 

pro quo corruption distinguished direct contributions to

candidates from independent expenditures. The Court 

emphasized that “the independent expenditure ceiling . . . 

fails to serve any substantial governmental interest in

stemming the reality or appearance of corruption in the 

electoral process,” id., at 47–48, because “[t]he absence of

prearrangement and coordination . . . alleviates the danger that expenditures will be given as a quid pro quo for 

improper commitments from the candidate,” id., at 47. 

Buckley invalidated §608(e)’s restrictions on independent 

expenditures, with only one Justice dissenting. See Federal Election Comm’n v. National Conservative Political 

Action Comm., 470 U. S. 480, 491, n. 3 (1985) (NCPAC). 

Buckley did not consider §610’s separate ban on corporate and union independent expenditures, the prohibition 

that had also been in the background in CIO, Automobile 

Workers, and Pipefitters. Had §610 been challenged in the 

wake of Buckley, however, it could not have been squared 

with the reasoning and analysis of that precedent. See 

WRTL, supra, at 487 (opinion of SCALIA, J.) (“Buckley

might well have been the last word on limitations on

independent expenditures”); Austin, 494 U. S., at 683 

(SCALIA, J., dissenting). The expenditure ban invalidated

in Buckley, §608(e), applied to corporations and unions,

424 U. S., at 23, 39, n. 45; and some of the prevailing 

plaintiffs in Buckley were corporations, id., at 8. The 
30 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

Buckley Court did not invoke the First Amendment’s 

overbreadth doctrine, see Broadrick v. Oklahoma, 413 

U. S. 601, 615 (1973), to suggest that §608(e)’s expenditure

ban would have been constitutional if it had applied only 

to corporations and not to individuals, 424 U. S., at 50. 

Buckley cited with approval the Automobile Workers dissent, which argued that §610 was unconstitutional. 424 

U. S., at 43 (citing 352 U. S., at 595–596 (opinion of Douglas, J.)).

Notwithstanding this precedent, Congress recodified 

§610’s corporate and union expenditure ban at 2 U. S. C.

§441b four months after Buckley was decided. See 90 Stat. 

490. Section 441b is the independent expenditure restriction challenged here.

Less than two years after Buckley, Bellotti, 435 U. S. 

765, reaffirmed the First Amendment principle that the

Government cannot restrict political speech based on the

speaker’s corporate identity. Bellotti could not have been 

clearer when it struck down a state-law prohibition on 

corporate independent expenditures related to referenda 

issues: 

“We thus find no support in the First . . . Amendment, or in the decisions of this Court, for the proposition that speech that otherwise would be within the 

protection of the First Amendment loses that protection simply because its source is a corporation that 

cannot prove, to the satisfaction of a court, a material 

effect on its business or property. . . . [That proposition] amounts to an impermissible legislative prohibition of speech based on the identity of the interests 

that spokesmen may represent in public debate over 

controversial issues and a requirement that the

speaker have a sufficiently great interest in the subject to justify communication. 

. . . . . 
Cite as: 558 U. S. ____ (2010) 31 

Opinion of the Court 

“In the realm of protected speech, the legislature is 

constitutionally disqualified from dictating the subjects about which persons may speak and the speakers who may address a public issue.” Id., at 784–785. 

It is important to note that the reasoning and holding of 

Bellotti did not rest on the existence of a viewpointdiscriminatory statute. It rested on the principle that the

Government lacks the power to ban corporations from

speaking. 

Bellotti did not address the constitutionality of the 

State’s ban on corporate independent expenditures to 

support candidates. In our view, however, that restriction 

would have been unconstitutional under Bellotti’s central 

principle: that the First Amendment does not allow political speech restrictions based on a speaker’s corporate

identity. See ibid. 

3 

Thus the law stood until Austin. Austin “uph[eld] a

direct restriction on the independent expenditure of funds 

for political speech for the first time in [this Court’s] history.” 494 U. S., at 695 (KENNEDY, J., dissenting). There, 

the Michigan Chamber of Commerce sought to use general 

treasury funds to run a newspaper ad supporting a specific candidate. Michigan law, however, prohibited corporate independent expenditures that supported or opposed 

any candidate for state office. A violation of the law was 

punishable as a felony. The Court sustained the speech 

prohibition.

 To bypass Buckley and Bellotti, the Austin Court identified a new governmental interest in limiting political 

speech: an antidistortion interest. Austin found a compelling governmental interest in preventing “the corrosive 

and distorting effects of immense aggregations of wealth

that are accumulated with the help of the corporate form

and that have little or no correlation to the public’s sup-
32 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

port for the corporation’s political ideas.” 494 U. S., at 

660; see id., at 659 (citing MCFL, 479 U. S., at 257; 

NCPAC, 470 U. S., at 500–501). 

B 

The Court is thus confronted with conflicting lines of 

precedent: a pre-Austin line that forbids restrictions on 

political speech based on the speaker’s corporate identity 

and a post-Austin line that permits them. No case before 

Austin had held that Congress could prohibit independent 

expenditures for political speech based on the speaker’s 

corporate identity. Before Austin Congress had enacted 

legislation for this purpose, and the Government urged the

same proposition before this Court. See MCFL, supra, at 

257 (FEC posited that Congress intended to “curb the 

political influence of ‘those who exercise control over large

aggregations of capital’” (quoting Automobile Workers, 

supra, at 585)); California Medical Assn. v. Federal Election Comm’n, 453 U. S. 182, 201 (1981) (Congress believed 

that “differing structures and purposes” of corporations 

and unions “may require different forms of regulation in 

order to protect the integrity of the electoral process”). In 

neither of these cases did the Court adopt the proposition. 

In its defense of the corporate-speech restrictions in

§441b, the Government notes the antidistortion rationale

on which Austin and its progeny rest in part, yet it all but

abandons reliance upon it. It argues instead that two

other compelling interests support Austin’s holding that 

corporate expenditure restrictions are constitutional: an

anticorruption interest, see 494 U. S., at 678 (STEVENS, J., 

concurring), and a shareholder-protection interest, see id., 

at 674–675 (Brennan, J., concurring). We consider the 

three points in turn. 

1 

 As for Austin’s antidistortion rationale, the Government 
Cite as: 558 U. S. ____ (2010) 33 

Opinion of the Court 

does little to defend it. See Tr. of Oral Arg. 45–48 (Sept. 

9, 2009). And with good reason, for the rationale cannot 

support §441b.

If the First Amendment has any force, it prohibits Congress from fining or jailing citizens, or associations of

citizens, for simply engaging in political speech. If the 

antidistortion rationale were to be accepted, however, it

would permit Government to ban political speech simply 

because the speaker is an association that has taken on

the corporate form. The Government contends that Austin 

permits it to ban corporate expenditures for almost all 

forms of communication stemming from a corporation.

See Part II–E, supra; Tr. of Oral Arg. 66 (Sept. 9, 2009); 

see also id., at 26–31 (Mar. 24, 2009). If Austin were 

correct, the Government could prohibit a corporation from

expressing political views in media beyond those presented here, such as by printing books. The Government 

responds “that the FEC has never applied this statute to a

book,” and if it did, “there would be quite [a] good asapplied challenge.” Tr. of Oral Arg. 65 (Sept. 9, 2009). 

This troubling assertion of brooding governmental power 

cannot be reconciled with the confidence and stability in

civic discourse that the First Amendment must secure. 

Political speech is “indispensable to decisionmaking in a

democracy, and this is no less true because the speech 

comes from a corporation rather than an individual.” 

Bellotti, 435 U. S., at 777 (footnote omitted); see ibid. (the

worth of speech “does not depend upon the identity of its

source, whether corporation, association, union, or individual”); Buckley, 424 U. S., at 48–49 (“[T]he concept that

government may restrict the speech of some elements of 

our society in order to enhance the relative voice of others

is wholly foreign to the First Amendment”); Automobile 

Workers, 352 U. S., at 597 (Douglas, J., dissenting); CIO, 

335 U. S., at 154–155 (Rutledge, J., concurring in result).

This protection for speech is inconsistent with Austin’s 
34 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

antidistortion rationale. Austin sought to defend the 

antidistortion rationale as a means to prevent corporations from obtaining “‘an unfair advantage in the political

marketplace’” by using “‘resources amassed in the economic marketplace.’” 494 U. S., at 659 (quoting MCFL, 

supra, at 257). But Buckley rejected the premise that the 

Government has an interest “in equalizing the relative

ability of individuals and groups to influence the outcome

of elections.” 424 U. S., at 48; see Bellotti, supra, at 791, 

n. 30. Buckley was specific in stating that “the skyrocketing cost of political campaigns” could not sustain the 

governmental prohibition. 424 U. S., at 26. The First 

Amendment’s protections do not depend on the speaker’s 

“financial ability to engage in public discussion.” Id., at 

49. 

The Court reaffirmed these conclusions when it invalidated the BCRA provision that increased the cap on contributions to one candidate if the opponent made certain

expenditures from personal funds. See Davis v. Federal 

Election Comm’n, 554 U. S. ___, ___ (2008) (slip op., at 16) 

(“Leveling electoral opportunities means making and 

implementing judgments about which strengths should be

permitted to contribute to the outcome of an election. The 

Constitution, however, confers upon voters, not Congress, 

the power to choose the Members of the House of Representatives, Art. I, §2, and it is a dangerous business for 

Congress to use the election laws to influence the voters’ 

choices”). The rule that political speech cannot be limited 

based on a speaker’s wealth is a necessary consequence of 

the premise that the First Amendment generally prohibits 

the suppression of political speech based on the speaker’s 

identity.

Either as support for its antidistortion rationale or as a

further argument, the Austin majority undertook to distinguish wealthy individuals from corporations on the 

ground that “[s]tate law grants corporations special ad-
Cite as: 558 U. S. ____ (2010) 35 

Opinion of the Court 

vantages—such as limited liability, perpetual life, and 

favorable treatment of the accumulation and distribution 

of assets.” 494 U. S., at 658–659. This does not suffice, 

however, to allow laws prohibiting speech. “It is rudimentary that the State cannot exact as the price of those

special advantages the forfeiture of First Amendment 

rights.” Id., at 680 (SCALIA, J., dissenting).

It is irrelevant for purposes of the First Amendment 

that corporate funds may “have little or no correlation to 

the public’s support for the corporation’s political ideas.” 

Id., at 660 (majority opinion). All speakers, including

individuals and the media, use money amassed from the 

economic marketplace to fund their speech. The First 

Amendment protects the resulting speech, even if it was 

enabled by economic transactions with persons or entities 

who disagree with the speaker’s ideas. See id., at 707 

(KENNEDY, J., dissenting) (“Many persons can trace their

funds to corporations, if not in the form of donations, then 

in the form of dividends, interest, or salary”). 

Austin’s antidistortion rationale would produce the

dangerous, and unacceptable, consequence that Congress 

could ban political speech of media corporations. See 

McConnell, 540 U. S., at 283 (opinion of THOMAS, J.) (“The 

chilling endpoint of the Court’s reasoning is not difficult to

foresee: outright regulation of the press”). Cf. Tornillo, 

418 U. S., at 250 (alleging the existence of “vast accumulations of unreviewable power in the modern media empires”). Media corporations are now exempt from §441b’s 

ban on corporate expenditures. See 2 U. S. C. 

§§431(9)(B)(i), 434(f)(3)(B)(i). Yet media corporations 

accumulate wealth with the help of the corporate form, the 

largest media corporations have “immense aggregations of 

wealth,” and the views expressed by media corporations

often “have little or no correlation to the public’s support”

for those views. Austin, 494 U. S., at 660. Thus, under 

the Government’s reasoning, wealthy media corporations 
36 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

could have their voices diminished to put them on par

with other media entities. There is no precedent for permitting this under the First Amendment. 

The media exemption discloses further difficulties with 

the law now under consideration. There is no precedent 

supporting laws that attempt to distinguish between

corporations which are deemed to be exempt as media 

corporations and those which are not. “We have consistently rejected the proposition that the institutional press

has any constitutional privilege beyond that of other 

speakers.” Id., at 691 (SCALIA, J., dissenting) (citing Bellotti, 435 U. S., at 782); see Dun & Bradstreet, Inc. v. 

Greenmoss Builders, Inc., 472 U. S. 749, 784 (1985) (Brennan, J., joined by Marshall, Blackmun, and STEVENS, JJ., 

dissenting); id., at 773 (White, J., concurring in judgment).

With the advent of the Internet and the decline of print 

and broadcast media, moreover, the line between the 

media and others who wish to comment on political and 

social issues becomes far more blurred. 

The law’s exception for media corporations is, on its own 

terms, all but an admission of the invalidity of the antidistortion rationale. And the exemption results in a further,

separate reason for finding this law invalid: Again by its

own terms, the law exempts some corporations but covers

others, even though both have the need or the motive to

communicate their views. The exemption applies to media

corporations owned or controlled by corporations that have

diverse and substantial investments and participate in

endeavors other than news. So even assuming the most

doubtful proposition that a news organization has a right 

to speak when others do not, the exemption would allow a 

conglomerate that owns both a media business and an

unrelated business to influence or control the media in 

order to advance its overall business interest. At the same 

time, some other corporation, with an identical business 

interest but no media outlet in its ownership structure, 
Cite as: 558 U. S. ____ (2010) 37 

Opinion of the Court 

would be forbidden to speak or inform the public about the

same issue. This differential treatment cannot be squared

with the First Amendment. 

There is simply no support for the view that the First

Amendment, as originally understood, would permit the 

suppression of political speech by media corporations. The 

Framers may not have anticipated modern business and 

media corporations. See McIntyre v. Ohio Elections 

Comm’n, 514 U. S. 334, 360–361 (1995) (THOMAS, J., 

concurring in judgment). Yet television networks and 

major newspapers owned by media corporations have

become the most important means of mass communication 

in modern times. The First Amendment was certainly not

understood to condone the suppression of political speech 

in society’s most salient media. It was understood as a 

response to the repression of speech and the press that

had existed in England and the heavy taxes on the press

that were imposed in the colonies. See McConnell, 540 

U. S., at 252–253 (opinion of SCALIA, J.); Grosjean, 297 

U. S., at 245–248; Near, 283 U. S., at 713–714. The great

debates between the Federalists and the Anti-Federalists 

over our founding document were published and expressed 

in the most important means of mass communication of

that era—newspapers owned by individuals. See McIntyre, 514 U. S., at 341–343; id., at 367 (THOMAS, J., concurring in judgment). At the founding, speech was open,

comprehensive, and vital to society’s definition of itself; 

there were no limits on the sources of speech and knowledge. See B. Bailyn, Ideological Origins of the American 

Revolution 5 (1967) (“Any number of people could join in

such proliferating polemics, and rebuttals could come from

all sides”); G. Wood, Creation of the American Republic 

1776–1787, p. 6 (1969) (“[I]t is not surprising that the

intellectual sources of [the Americans’] Revolutionary 

thought were profuse and various”). The Framers may 

have been unaware of certain types of speakers or forms of 
38 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

communication, but that does not mean that those speakers and media are entitled to less First Amendment protection than those types of speakers and media that provided the means of communicating political ideas when 

the Bill of Rights was adopted. 

Austin interferes with the “open marketplace” of ideas 

protected by the First Amendment. New York State Bd. of 

Elections v. Lopez Torres, 552 U. S. 196, 208 (2008); see 

ibid. (ideas “may compete” in this marketplace “without 

government interference”); McConnell, supra, at 274 

(opinion of THOMAS, J.). It permits the Government to ban

the political speech of millions of associations of citizens. 

See Statistics of Income 2 (5.8 million for-profit corporations filed 2006 tax returns). Most of these are small 

corporations without large amounts of wealth. See Supp.

Brief for Chamber of Commerce of the United States of 

America as Amicus Curiae 1, 3 (96% of the 3 million businesses that belong to the U. S. Chamber of Commerce 

have fewer than 100 employees); M. Keightley, Congressional Research Service Report for Congress, Business 

Organizational Choices: Taxation and Responses to Legislative Changes 10 (2009) (more than 75% of corporations

whose income is taxed under federal law, see 26 U. S. C. 

§301, have less than $1 million in receipts per year). This 

fact belies the Government’s argument that the statute is 

justified on the ground that it prevents the “distorting

effects of immense aggregations of wealth.” Austin, 494 

U. S., at 660. It is not even aimed at amassed wealth. 

The censorship we now confront is vast in its reach. The 

Government has “muffle[d] the voices that best represent 

the most significant segments of the economy.” McConnell, supra, at 257–258 (opinion of SCALIA, J.). And “the 

electorate [has been] deprived of information, knowledge 

and opinion vital to its function.” CIO, 335 U. S., at 144 

(Rutledge, J., concurring in result). By suppressing the

speech of manifold corporations, both for-profit and non-
Cite as: 558 U. S. ____ (2010) 39 

Opinion of the Court 

profit, the Government prevents their voices and viewpoints from reaching the public and advising voters on

which persons or entities are hostile to their interests. 

Factions will necessarily form in our Republic, but the 

remedy of “destroying the liberty” of some factions is 

“worse than the disease.” The Federalist No. 10, p. 130 (B.

Wright ed. 1961) (J. Madison). Factions should be checked 

by permitting them all to speak, see ibid., and by entrusting the people to judge what is true and what is false. 

The purpose and effect of this law is to prevent corporations, including small and nonprofit corporations, from 

presenting both facts and opinions to the public. This 

makes Austin’s antidistortion rationale all the more an 

aberration. “[T]he First Amendment protects the right of

corporations to petition legislative and administrative 

bodies.” Bellotti, 435 U. S., at 792, n. 31 (citing California 

Motor Transport Co. v. Trucking Unlimited, 404 U. S. 508, 

510–511 (1972); Eastern Railroad Presidents Conference v. 

Noerr Motor Freight, Inc., 365 U. S. 127, 137–138 (1961)).

Corporate executives and employees counsel Members of 

Congress and Presidential administrations on many issues, as a matter of routine and often in private. An amici 

brief filed on behalf of Montana and 25 other States notes 

that lobbying and corporate communications with elected

officials occur on a regular basis. Brief for State of Montana et al. as Amici Curiae 19. When that phenomenon is 

coupled with §441b, the result is that smaller or nonprofit 

corporations cannot raise a voice to object when other 

corporations, including those with vast wealth, are cooperating with the Government. That cooperation may

sometimes be voluntary, or it may be at the demand of a

Government official who uses his or her authority, influence, and power to threaten corporations to support the

Government’s policies. Those kinds of interactions are 

often unknown and unseen. The speech that §441b forbids, though, is public, and all can judge its content and 
40 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

purpose. References to massive corporate treasuries 

should not mask the real operation of this law. Rhetoric 

ought not obscure reality.

Even if §441b’s expenditure ban were constitutional,

wealthy corporations could still lobby elected officials,

although smaller corporations may not have the resources

to do so. And wealthy individuals and unincorporated

associations can spend unlimited amounts on independent 

expenditures. See, e.g., WRTL, 551 U. S., at 503–504 

(opinion of SCALIA, J.) (“In the 2004 election cycle, a mere 

24 individuals contributed an astounding total of $142

million to [26 U. S. C. §527 organizations]”). Yet certain 

disfavored associations of citizens—those that have taken 

on the corporate form—are penalized for engaging in the 

same political speech.

When Government seeks to use its full power, including

the criminal law, to command where a person may get his

or her information or what distrusted source he or she 

may not hear, it uses censorship to control thought. This 

is unlawful. The First Amendment confirms the freedom 

to think for ourselves. 

2 

What we have said also shows the invalidity of other 

arguments made by the Government. For the most part 

relinquishing the antidistortion rationale, the Government 

falls back on the argument that corporate political speech

can be banned in order to prevent corruption or its appearance. In Buckley, the Court found this interest “sufficiently important” to allow limits on contributions but did 

not extend that reasoning to expenditure limits. 424 U. S., 

at 25. When Buckley examined an expenditure ban, it

found “that the governmental interest in preventing corruption and the appearance of corruption [was] inadequate to justify [the ban] on independent expenditures.” 

Id., at 45. 
Cite as: 558 U. S. ____ (2010) 41 

Opinion of the Court 

With regard to large direct contributions, Buckley reasoned that they could be given “to secure a political quid 

pro quo,” id., at 26, and that “the scope of such pernicious 

practices can never be reliably ascertained,” id., at 27. 

The practices Buckley noted would be covered by bribery

laws, see, e.g., 18 U. S. C. §201, if a quid pro quo arrangement were proved. See Buckley, supra, at 27, and n. 28 

(citing Buckley v. Valeo, 519 F. 2d 821, 839–840, and nn. 

36–38 (CADC 1975) (en banc) (per curiam)). The Court, in 

consequence, has noted that restrictions on direct contributions are preventative, because few if any contributions 

to candidates will involve quid pro quo arrangements. 

MCFL, 479 U. S., at 260; NCPAC, 470 U. S., at 500; Federal Election Comm’n v. National Right to Work Comm., 

459 U. S. 197, 210 (1982) (NRWC). The Buckley Court, 

nevertheless, sustained limits on direct contributions in 

order to ensure against the reality or appearance of corruption. That case did not extend this rationale to independent expenditures, and the Court does not do so here.

“The absence of prearrangement and coordination of an

expenditure with the candidate or his agent not only

undermines the value of the expenditure to the candidate, 

but also alleviates the danger that expenditures will be 

given as a quid pro quo for improper commitments from 

the candidate.” Buckley, 424 U. S., at 47; see ibid. (independent expenditures have a “substantially diminished 

potential for abuse”). Limits on independent expenditures, such as §441b, have a chilling effect extending well

beyond the Government’s interest in preventing quid pro 

quo corruption. The anticorruption interest is not sufficient to displace the speech here in question. Indeed, 26 

States do not restrict independent expenditures by forprofit corporations. The Government does not claim that 

these expenditures have corrupted the political process in 

those States. See Supp. Brief for Appellee 18, n. 3; Supp. 

Brief for Chamber of Commerce of the United States of 
42 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

America as Amicus Curiae 8–9, n. 5. 

A single footnote in Bellotti purported to leave open the

possibility that corporate independent expenditures could 

be shown to cause corruption. 435 U. S., at 788, n. 26. For 

the reasons explained above, we now conclude that independent expenditures, including those made by corporations, do not give rise to corruption or the appearance of 

corruption. Dicta in Bellotti’s footnote suggested that “a

corporation’s right to speak on issues of general public 

interest implies no comparable right in the quite different 

context of participation in a political campaign for election 

to public office.” Ibid. Citing the portion of Buckley that 

invalidated the federal independent expenditure ban, 424

U. S., at 46, and a law review student comment, Bellotti 

surmised that “Congress might well be able to demonstrate the existence of a danger of real or apparent corruption in independent expenditures by corporations to influence candidate elections.” 435 U. S., at 788, n. 26. 

Buckley, however, struck down a ban on independent 

expenditures to support candidates that covered corporations, 424 U. S., at 23, 39, n. 45, and explained that “the 

distinction between discussion of issues and candidates 

and advocacy of election or defeat of candidates may often 

dissolve in practical application,” id., at 42. Bellotti’s 

dictum is thus supported only by a law review student

comment, which misinterpreted Buckley. See Comment, 

The Regulation of Union Political Activity: Majority and

Minority Rights and Remedies, 126 U. Pa. L. Rev. 386, 408 

(1977) (suggesting that “corporations and labor unions 

should be held to different and more stringent standards

than an individual or other associations under a regulatory scheme for campaign financing”).

Seizing on this aside in Bellotti’s footnote, the Court in 

NRWC did say there is a “sufficient” governmental interest in “ensur[ing] that substantial aggregations of wealth 

amassed” by corporations would not “be used to incur 
Cite as: 558 U. S. ____ (2010) 43 

Opinion of the Court 

political debts from legislators who are aided by the contributions.” 459 U. S., at 207–208 (citing Automobile 

Workers, 352 U. S., at 579); see 459 U. S., at 210, and n. 7; 

NCPAC, supra, at 500–501 (NRWC suggested a governmental interest in restricting “the influence of political 

war chests funneled through the corporate form”). NRWC, 

however, has little relevance here. NRWC decided no 

more than that a restriction on a corporation’s ability to

solicit funds for its segregated PAC, which made direct

contributions to candidates, did not violate the First 

Amendment. 459 U. S., at 206. NRWC thus involved 

contribution limits, see NCPAC, supra, at 495–496, which, 

unlike limits on independent expenditures, have been an

accepted means to prevent quid pro quo corruption, see 

McConnell, 540 U. S., at 136–138, and n. 40; MCFL, supra, at 259–260. Citizens United has not made direct 

contributions to candidates, and it has not suggested that 

the Court should reconsider whether contribution limits 

should be subjected to rigorous First Amendment scrutiny. 

When Buckley identified a sufficiently important governmental interest in preventing corruption or the appearance of corruption, that interest was limited to quid 

pro quo corruption. See McConnell, supra, at 296–298 

(opinion of KENNEDY, J.) (citing Buckley, supra, at 26–28, 

30, 46–48); NCPAC, 470 U. S., at 497 (“The hallmark of 

corruption is the financial quid pro quo: dollars for political favors”); id., at 498. The fact that speakers may have

influence over or access to elected officials does not mean 

that these officials are corrupt: 

“Favoritism and influence are not . . . avoidable in 

representative politics. It is in the nature of an 

elected representative to favor certain policies, and, by 

necessary corollary, to favor the voters and contributors who support those policies. It is well understood 

that a substantial and legitimate reason, if not the 
44 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

only reason, to cast a vote for, or to make a contribution to, one candidate over another is that the candidate will respond by producing those political outcomes the supporter favors. Democracy is premised

on responsiveness.” McConnell, 540 U. S., at 297 

(opinion of KENNEDY, J.). 

Reliance on a “generic favoritism or influence theory . . . is

at odds with standard First Amendment analyses because

it is unbounded and susceptible to no limiting principle.” 

Id., at 296. 

The appearance of influence or access, furthermore, will

not cause the electorate to lose faith in our democracy. By

definition, an independent expenditure is political speech 

presented to the electorate that is not coordinated with a

candidate. See Buckley, supra, at 46. The fact that a 

corporation, or any other speaker, is willing to spend 

money to try to persuade voters presupposes that the 

people have the ultimate influence over elected officials.

This is inconsistent with any suggestion that the electorate will refuse “‘to take part in democratic governance’” 

because of additional political speech made by a corporation or any other speaker. McConnell, supra, at 144 (quoting Nixon v. Shrink Missouri Government PAC, 528 U. S. 

377, 390 (2000)). 

Caperton v. A. T. Massey Coal Co., 556 U. S. ___ (2009), 

is not to the contrary. Caperton held that a judge was

required to recuse himself “when a person with a personal 

stake in a particular case had a significant and disproportionate influence in placing the judge on the case by raising funds or directing the judge’s election campaign when 

the case was pending or imminent.” Id., at ___ (slip op., at

14). The remedy of recusal was based on a litigant’s due

process right to a fair trial before an unbiased judge. See 

Withrow v. Larkin, 421 U. S. 35, 46 (1975). Caperton’s 

holding was limited to the rule that the judge must be 
Cite as: 558 U. S. ____ (2010) 45 

Opinion of the Court 

recused, not that the litigant’s political speech could be 

banned. 

The McConnell record was “over 100,000 pages” long, 

McConnell I, 251 F. Supp. 2d, at 209, yet it “does not have 

any direct examples of votes being exchanged for . . . expenditures,” id., at 560 (opinion of Kollar-Kotelly, J.). This 

confirms Buckley’s reasoning that independent expenditures do not lead to, or create the appearance of, quid pro 

quo corruption. In fact, there is only scant evidence that

independent expenditures even ingratiate. See 251 

F. Supp. 2d, at 555–557 (opinion of Kollar-Kotelly, J.).

Ingratiation and access, in any event, are not corruption.

The BCRA record establishes that certain donations to 

political parties, called “soft money,” were made to gain

access to elected officials. McConnell, supra, at 125, 130– 

131, 146–152; see McConnell I, 251 F. Supp. 2d, at 471–

481, 491–506 (opinion of Kollar-Kotelly, J.); id., at 842– 

843, 858–859 (opinion of Leon, J.). This case, however, is 

about independent expenditures, not soft money. When 

Congress finds that a problem exists, we must give that 

finding due deference; but Congress may not choose an

unconstitutional remedy. If elected officials succumb to 

improper influences from independent expenditures; if 

they surrender their best judgment; and if they put expediency before principle, then surely there is cause for 

concern. We must give weight to attempts by Congress to 

seek to dispel either the appearance or the reality of these

influences. The remedies enacted by law, however, must

comply with the First Amendment; and, it is our law and

our tradition that more speech, not less, is the governing 

rule. An outright ban on corporate political speech during

the critical preelection period is not a permissible remedy. 

Here Congress has created categorical bans on speech that 

are asymmetrical to preventing quid pro quo corruption. 
46 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

3 

The Government contends further that corporate independent expenditures can be limited because of its interest 

in protecting dissenting shareholders from being compelled to fund corporate political speech. This asserted 

interest, like Austin’s antidistortion rationale, would allow 

the Government to ban the political speech even of media 

corporations. See supra, at 35–37. Assume, for example,

that a shareholder of a corporation that owns a newspaper 

disagrees with the political views the newspaper expresses. See Austin, 494 U. S., at 687 (SCALIA, J., dissenting). Under the Government’s view, that potential disagreement could give the Government the authority to

restrict the media corporation’s political speech. The First 

Amendment does not allow that power. There is, furthermore, little evidence of abuse that cannot be corrected by

shareholders “through the procedures of corporate democracy.” Bellotti, 435 U. S., at 794; see id., at 794, n. 34. 

Those reasons are sufficient to reject this shareholderprotection interest; and, moreover, the statute is both 

underinclusive and overinclusive. As to the first, if Congress had been seeking to protect dissenting shareholders, 

it would not have banned corporate speech in only certain

media within 30 or 60 days before an election. A dissenting shareholder’s interests would be implicated by speech

in any media at any time. As to the second, the statute is 

overinclusive because it covers all corporations, including 

nonprofit corporations and for-profit corporations with

only single shareholders. As to other corporations, the 

remedy is not to restrict speech but to consider and explore other regulatory mechanisms. The regulatory

mechanism here, based on speech, contravenes the First 

Amendment. 

4 

We need not reach the question whether the Govern-
Cite as: 558 U. S. ____ (2010) 47 

Opinion of the Court 

ment has a compelling interest in preventing foreign 

individuals or associations from influencing our Nation’s

political process. Cf. 2 U. S. C. §441e (contribution and 

expenditure ban applied to “foreign national[s]”). Section 

441b is not limited to corporations or associations that 

were created in foreign countries or funded predominately

by foreign shareholders. Section 441b therefore would be 

overbroad even if we assumed, arguendo, that the Government has a compelling interest in limiting foreign

influence over our political process. See Broadrick, 413 

U. S., at 615. 

C 

Our precedent is to be respected unless the most convincing of reasons demonstrates that adherence to it puts

us on a course that is sure error. “Beyond workability, the

relevant factors in deciding whether to adhere to the

principle of stare decisis include the antiquity of the

precedent, the reliance interests at stake, and of course 

whether the decision was well reasoned.” Montejo v. 

Louisiana, 556 U. S. ___, ___ (2009) (slip op., at 13) (overruling Michigan v. Jackson, 475 U. S. 625 (1986)). We 

have also examined whether “experience has pointed up 

the precedent’s shortcomings.” Pearson v. Callahan, 555 

U. S. ___, ___ (2009) (slip op., at 8) (overruling Saucier v. 

Katz, 533 U. S. 194 (2001)).

These considerations counsel in favor of rejecting Austin, which itself contravened this Court’s earlier precedents in Buckley and Bellotti. “This Court has not hesitated to overrule decisions offensive to the First 

Amendment.” WRTL, 551 U. S., at 500 (opinion of SCALIA, 

J.). “[S]tare decisis is a principle of policy and not a mechanical formula of adherence to the latest decision.” 

Helvering v. Hallock, 309 U. S. 106, 119 (1940). 

For the reasons above, it must be concluded that Austin 

was not well reasoned. The Government defends Austin, 
48 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

relying almost entirely on “the quid pro quo interest, the 

corruption interest or the shareholder interest,” and not 

Austin’s expressed antidistortion rationale. Tr. of Oral 

Arg. 48 (Sept. 9, 2009); see id., at 45–46. When neither 

party defends the reasoning of a precedent, the principle of 

adhering to that precedent through stare decisis is diminished. Austin abandoned First Amendment principles, 

furthermore, by relying on language in some of our precedents that traces back to the Automobile Workers Court’s 

flawed historical account of campaign finance laws, see

Brief for Campaign Finance Scholars as Amici Curiae; 

Hayward, 45 Harv. J. Legis. 421; R. Mutch, Campaigns, 

Congress, and Courts 33–35, 153–157 (1988). See Austin, 

supra, at 659 (quoting MCFL, 479 U. S., at 257–258; 

NCPAC, 470 U. S., at 500–501); MCFL, supra, at 257 

(quoting Automobile Workers, 352 U. S., at 585); NCPAC, 

supra, at 500 (quoting NRWC, 459 U. S., at 210); id., at 

208 (“The history of the movement to regulate the political 

contributions and expenditures of corporations and labor 

unions is set forth in great detail in [Automobile Workers], 

supra, at 570–584, and we need only summarize the development here”). 

Austin is undermined by experience since its announcement. Political speech is so ingrained in our culture that speakers find ways to circumvent campaign 

finance laws. See, e.g., McConnell, 540 U. S., at 176–177 

(“Given BCRA’s tighter restrictions on the raising and

spending of soft money, the incentives . . . to exploit [26

U. S. C. §527] organizations will only increase”). Our 

Nation’s speech dynamic is changing, and informative

voices should not have to circumvent onerous restrictions 

to exercise their First Amendment rights. Speakers have

become adept at presenting citizens with sound bites, 

talking points, and scripted messages that dominate the

24-hour news cycle. Corporations, like individuals, do not 

have monolithic views. On certain topics corporations 
Cite as: 558 U. S. ____ (2010) 49 

Opinion of the Court 

may possess valuable expertise, leaving them the best 

equipped to point out errors or fallacies in speech of

all sorts, including the speech of candidates and elected 

officials. 

Rapid changes in technology—and the creative dynamic

inherent in the concept of free expression—counsel against 

upholding a law that restricts political speech in certain 

media or by certain speakers. See Part II–C, supra. 

Today, 30-second television ads may be the most effective

way to convey a political message. See McConnell, supra, 

at 261 (opinion of SCALIA, J.). Soon, however, it may be

that Internet sources, such as blogs and social networking

Web sites, will provide citizens with significant information about political candidates and issues. Yet, §441b 

would seem to ban a blog post expressly advocating the 

election or defeat of a candidate if that blog were created

with corporate funds. See 2 U. S. C. §441b(a); MCFL, 

supra, at 249. The First Amendment does not permit

Congress to make these categorical distinctions based on

the corporate identity of the speaker and the content of

the political speech. 

No serious reliance interests are at stake. As the Court 

stated in Payne v. Tennessee, 501 U. S. 808, 828 (1991),

reliance interests are important considerations in property 

and contract cases, where parties may have acted in conformance with existing legal rules in order to conduct

transactions. Here, though, parties have been prevented 

from acting—corporations have been banned from making 

independent expenditures. Legislatures may have enacted bans on corporate expenditures believing that those

bans were constitutional. This is not a compelling interest 

for stare decisis. If it were, legislative acts could prevent 

us from overruling our own precedents, thereby interfering with our duty “to say what the law is.” Marbury v. 

Madison, 1 Cranch 137, 177 (1803). 

Due consideration leads to this conclusion: Austin, 494 
50 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

U. S. 652, should be and now is overruled. We return to 

the principle established in Buckley and Bellotti that the 

Government may not suppress political speech on the

basis of the speaker’s corporate identity. No sufficient 

governmental interest justifies limits on the political

speech of nonprofit or for-profit corporations. 

D 

Austin is overruled, so it provides no basis for allowing 

the Government to limit corporate independent expenditures. As the Government appears to concede, overruling 

Austin “effectively invalidate[s] not only BCRA Section

203, but also 2 U. S. C. 441b’s prohibition on the use of 

corporate treasury funds for express advocacy.” Brief for 

Appellee 33, n. 12. Section 441b’s restrictions on corporate

independent expenditures are therefore invalid and cannot be applied to Hillary. 

Given our conclusion we are further required to overrule

the part of McConnell that upheld BCRA §203’s extension

of §441b’s restrictions on corporate independent expenditures. See 540 U. S., at 203–209. The McConnell Court 

relied on the antidistortion interest recognized in Austin 

to uphold a greater restriction on speech than the restriction upheld in Austin, see 540 U. S., at 205, and we have 

found this interest unconvincing and insufficient. This 

part of McConnell is now overruled. 

IV 

A 

Citizens United next challenges BCRA’s disclaimer and 

disclosure provisions as applied to Hillary and the three 

advertisements for the movie. Under BCRA §311, televised electioneering communications funded by anyone 

other than a candidate must include a disclaimer that 

“‘_______ is responsible for the content of this advertising.’” 2 U. S. C. §441d(d)(2). The required statement 
Cite as: 558 U. S. ____ (2010) 51 

Opinion of the Court 

must be made in a “clearly spoken manner,” and displayed 

on the screen in a “clearly readable manner” for at least 

four seconds. Ibid. It must state that the communication 

“is not authorized by any candidate or candidate’s committee”; it must also display the name and address (or Web 

site address) of the person or group that funded the advertisement. §441d(a)(3). Under BCRA §201, any person

who spends more than $10,000 on electioneering communications within a calendar year must file a disclosure

statement with the FEC. 2 U. S. C. §434(f)(1). That 

statement must identify the person making the expenditure, the amount of the expenditure, the election to which

the communication was directed, and the names of certain 

contributors. §434(f)(2).

Disclaimer and disclosure requirements may burden the

ability to speak, but they “impose no ceiling on campaignrelated activities,” Buckley, 424 U. S., at 64, and “do not 

prevent anyone from speaking,” McConnell, supra, at 201 

(internal quotation marks and brackets omitted). The 

Court has subjected these requirements to “exacting scrutiny,” which requires a “substantial relation” between the 

disclosure requirement and a “sufficiently important” 

governmental interest. Buckley, supra, at 64, 66 (internal 

quotation marks omitted); see McConnell, supra, at 231– 

232. 

In Buckley, the Court explained that disclosure could be 

justified based on a governmental interest in “provid[ing]

the electorate with information” about the sources of 

election-related spending. 424 U. S., at 66. The McConnell Court applied this interest in rejecting facial challenges to BCRA §§201 and 311. 540 U. S., at 196. There 

was evidence in the record that independent groups were

running election-related advertisements “‘while hiding 

behind dubious and misleading names.’” Id., at 197 (quoting McConnell I, 251 F. Supp. 2d, at 237). The Court 

therefore upheld BCRA §§201 and 311 on the ground that 
52 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

they would help citizens “‘make informed choices in the

political marketplace.’” 540 U. S., at 197 (quoting McConnell I, supra, at 237); see 540 U. S., at 231. 

Although both provisions were facially upheld, the

Court acknowledged that as-applied challenges would be 

available if a group could show a “‘reasonable probability’” 

that disclosure of its contributors’ names “‘will subject 

them to threats, harassment, or reprisals from either

Government officials or private parties.’” Id., at 198 

(quoting Buckley, supra, at 74).

For the reasons stated below, we find the statute valid 

as applied to the ads for the movie and to the movie itself. 

B 

Citizens United sought to broadcast one 30-second and 

two 10-second ads to promote Hillary. Under FEC regulations, a communication that “[p]roposes a commercial

transaction” was not subject to 2 U. S. C. §441b’s restrictions on corporate or union funding of electioneering communications. 11 CFR §114.15(b)(3)(ii). The regulations,

however, do not exempt those communications from the 

disclaimer and disclosure requirements in BCRA §§201

and 311. See 72 Fed. Reg. 72901 (2007). 

Citizens United argues that the disclaimer requirements in §311 are unconstitutional as applied to its ads.

It contends that the governmental interest in providing

information to the electorate does not justify requiring

disclaimers for any commercial advertisements, including

the ones at issue here. We disagree. The ads fall within 

BCRA’s definition of an “electioneering communication”:

They referred to then-Senator Clinton by name shortly 

before a primary and contained pejorative references to

her candidacy. See 530 F. Supp. 2d, at 276, nn. 2–4. The 

disclaimers required by §311 “provid[e] the electorate with 

information,” McConnell, supra, at 196, and “insure that 

the voters are fully informed” about the person or group 
Cite as: 558 U. S. ____ (2010) 53 

Opinion of the Court 

who is speaking, Buckley, supra, at 76; see also Bellotti, 

435 U. S., at 792, n. 32 (“Identification of the source of

advertising may be required as a means of disclosure, so 

that the people will be able to evaluate the arguments to 

which they are being subjected”). At the very least, the

disclaimers avoid confusion by making clear that the ads 

are not funded by a candidate or political party. 

Citizens United argues that §311 is underinclusive

because it requires disclaimers for broadcast advertisements but not for print or Internet advertising. It asserts 

that §311 decreases both the quantity and effectiveness of 

the group’s speech by forcing it to devote four seconds of 

each advertisement to the spoken disclaimer. We rejected 

these arguments in McConnell, supra, at 230–231. And 

we now adhere to that decision as it pertains to the disclosure provisions.

As a final point, Citizens United claims that, in any 

event, the disclosure requirements in §201 must be confined to speech that is the functional equivalent of express

advocacy. The principal opinion in WRTL limited 2 

U. S. C. §441b’s restrictions on independent expenditures

to express advocacy and its functional equivalent. 551 

U. S., at 469–476 (opinion of ROBERTS, C. J.). Citizens 

United seeks to import a similar distinction into BCRA’s

disclosure requirements. We reject this contention. 

The Court has explained that disclosure is a less restrictive alternative to more comprehensive regulations of

speech. See, e.g., MCFL, 479 U. S., at 262. In Buckley, the 

Court upheld a disclosure requirement for independent 

expenditures even though it invalidated a provision that 

imposed a ceiling on those expenditures. 424 U. S., at 75– 

76. In McConnell, three Justices who would have found 

§441b to be unconstitutional nonetheless voted to uphold 

BCRA’s disclosure and disclaimer requirements. 540 

U. S., at 321 (opinion of KENNEDY, J., joined by Rehnquist, 

C. J., and SCALIA, J.). And the Court has upheld registra-
54 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

tion and disclosure requirements on lobbyists, even 

though Congress has no power to ban lobbying itself. 

United States v. Harriss, 347 U. S. 612, 625 (1954) (Congress “has merely provided for a modicum of information 

from those who for hire attempt to influence legislation or 

who collect or spend funds for that purpose”). For these 

reasons, we reject Citizens United’s contention that the

disclosure requirements must be limited to speech that is 

the functional equivalent of express advocacy.

Citizens United also disputes that an informational

interest justifies the application of §201 to its ads, which

only attempt to persuade viewers to see the film. Even if 

it disclosed the funding sources for the ads, Citizens

United says, the information would not help viewers make

informed choices in the political marketplace. This is 

similar to the argument rejected above with respect to 

disclaimers. Even if the ads only pertain to a commercial

transaction, the public has an interest in knowing who is

speaking about a candidate shortly before an election.

Because the informational interest alone is sufficient to 

justify application of §201 to these ads, it is not necessary 

to consider the Government’s other asserted interests. 

Last, Citizens United argues that disclosure requirements can chill donations to an organization by exposing 

donors to retaliation. Some amici point to recent events in 

which donors to certain causes were blacklisted, threatened, or otherwise targeted for retaliation. See Brief for 

Institute for Justice as Amicus Curiae 13–16; Brief for 

Alliance Defense Fund as Amicus Curiae 16–22. In 

McConnell, the Court recognized that §201 would be unconstitutional as applied to an organization if there were a 

reasonable probability that the group’s members would 

face threats, harassment, or reprisals if their names were 

disclosed. 540 U. S., at 198. The examples cited by amici 

are cause for concern. Citizens United, however, has 

offered no evidence that its members may face similar 
Cite as: 558 U. S. ____ (2010) 55 

Opinion of the Court 

threats or reprisals. To the contrary, Citizens United has

been disclosing its donors for years and has identified no

instance of harassment or retaliation. 

Shareholder objections raised through the procedures of 

corporate democracy, see Bellotti, supra, at 794, and n. 34, 

can be more effective today because modern technology 

makes disclosures rapid and informative. A campaign

finance system that pairs corporate independent expenditures with effective disclosure has not existed before today. It must be noted, furthermore, that many of Congress’ findings in passing BCRA were premised on a 

system without adequate disclosure. See McConnell, 540 

U. S., at 128 (“[T]he public may not have been fully informed about the sponsorship of so-called issue ads”); id., 

at 196–197 (quoting McConnell I, 251 F. Supp. 2d, at 237).

With the advent of the Internet, prompt disclosure of 

expenditures can provide shareholders and citizens with

the information needed to hold corporations and elected 

officials accountable for their positions and supporters.

Shareholders can determine whether their corporation’s

political speech advances the corporation’s interest in

making profits, and citizens can see whether elected officials are “‘in the pocket’ of so-called moneyed interests.” 

540 U. S., at 259 (opinion of SCALIA, J.); see MCFL, supra, 

at 261. The First Amendment protects political speech;

and disclosure permits citizens and shareholders to react 

to the speech of corporate entities in a proper way. This 

transparency enables the electorate to make informed 

decisions and give proper weight to different speakers and 

messages. 

C 

For the same reasons we uphold the application of 

BCRA §§201 and 311 to the ads, we affirm their application to Hillary. We find no constitutional impediment to 

the application of BCRA’s disclaimer and disclosure re-
56 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of the Court 

quirements to a movie broadcast via video-on-demand.

And there has been no showing that, as applied in this 

case, these requirements would impose a chill on speech or

expression. 

V 

When word concerning the plot of the movie Mr. Smith 

Goes to Washington reached the circles of Government, 

some officials sought, by persuasion, to discourage its

distribution. See Smoodin, “Compulsory” Viewing for 

Every Citizen: Mr. Smith and the Rhetoric of Reception,

35 Cinema Journal 3, 19, and n. 52 (Winter 1996) (citing 

Mr. Smith Riles Washington, Time, Oct. 30, 1939, p. 49); 

Nugent, Capra’s Capitol Offense, N. Y. Times, Oct. 29,

1939, p. X5. Under Austin, though, officials could have

done more than discourage its distribution—they could 

have banned the film. After all, it, like Hillary, was 

speech funded by a corporation that was critical of Members of Congress. Mr. Smith Goes to Washington may be

fiction and caricature; but fiction and caricature can be a 

powerful force.

Modern day movies, television comedies, or skits on

Youtube.com might portray public officials or public policies in unflattering ways. Yet if a covered transmission 

during the blackout period creates the background for 

candidate endorsement or opposition, a felony occurs

solely because a corporation, other than an exempt media

corporation, has made the “purchase, payment, distribution, loan, advance, deposit, or gift of money or anything of 

value” in order to engage in political speech. 2 U. S. C. 

§431(9)(A)(i). Speech would be suppressed in the realm 

where its necessity is most evident: in the public dialogue 

preceding a real election. Governments are often hostile 

to speech, but under our law and our tradition it seems

stranger than fiction for our Government to make this

political speech a crime. Yet this is the statute’s purpose 
Cite as: 558 U. S. ____ (2010) 57 

Opinion of the Court 

and design.

Some members of the public might consider Hillary to 

be insightful and instructive; some might find it to be

neither high art nor a fair discussion on how to set the 

Nation’s course; still others simply might suspend judgment on these points but decide to think more about issues

and candidates. Those choices and assessments, however, 

are not for the Government to make. “The First Amendment underwrites the freedom to experiment and to create 

in the realm of thought and speech. Citizens must be free 

to use new forms, and new forums, for the expression of

ideas. The civic discourse belongs to the people, and the 

Government may not prescribe the means used to conduct 

it.” McConnell, supra, at 341 (opinion of KENNEDY, J.).

The judgment of the District Court is reversed with

respect to the constitutionality of 2 U. S. C. §441b’s restrictions on corporate independent expenditures. The 

judgment is affirmed with respect to BCRA’s disclaimer 

and disclosure requirements. The case is remanded for 

further proceedings consistent with this opinion. 

It is so ordered. 
_________________ 

_________________ 

Cite as: 558 U. S. ____ (2010) 1 

ROBERTS, C. J., concurring 

SUPREME COURT OF THE UNITED STATES 

No. 08–205 

CITIZENS UNITED, APPELLANT v. FEDERAL 

ELECTION COMMISSION 

ON APPEAL FROM THE UNITED STATES DISTRICT COURT FOR 

THE DISTRICT OF COLUMBIA 

[January 21, 2010] 

CHIEF JUSTICE ROBERTS, with whom JUSTICE ALITO 

joins, concurring. 

The Government urges us in this case to uphold a direct 

prohibition on political speech. It asks us to embrace a 

theory of the First Amendment that would allow censorship not only of television and radio broadcasts, but of 

pamphlets, posters, the Internet, and virtually any other 

medium that corporations and unions might find useful in

expressing their views on matters of public concern. Its 

theory, if accepted, would empower the Government to

prohibit newspapers from running editorials or opinion 

pieces supporting or opposing candidates for office, so long 

as the newspapers were owned by corporations—as the

major ones are. First Amendment rights could be confined 

to individuals, subverting the vibrant public discourse 

that is at the foundation of our democracy. 

The Court properly rejects that theory, and I join its 

opinion in full. The First Amendment protects more than

just the individual on a soapbox and the lonely pamphleteer. I write separately to address the important principles of judicial restraint and stare decisis implicated in 

this case. 

I 

Judging the constitutionality of an Act of Congress is 
2 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

ROBERTS, C. J., concurring 

“the gravest and most delicate duty that this Court is

called upon to perform.” Blodgett v. Holden, 275 U. S. 142, 

147–148 (1927) (Holmes, J., concurring). Because the 

stakes are so high, our standard practice is to refrain from

addressing constitutional questions except when necessary 

to rule on particular claims before us. See Ashwander v. 

TVA, 297 U. S. 288, 346–348 (1936) (Brandeis, J., concurring). This policy underlies both our willingness to construe ambiguous statutes to avoid constitutional problems

and our practice “‘never to formulate a rule of constitutional law broader than is required by the precise facts to

which it is to be applied.’” United States v. Raines, 362 

U. S. 17, 21 (1960) (quoting Liverpool, New York & Philadelphia S. S. Co. v. Commissioners of Emigration, 113 

U. S. 33, 39 (1885)).

The majority and dissent are united in expressing allegiance to these principles. Ante, at 12; post, at 14 

(STEVENS, J., concurring in part and dissenting in part).

But I cannot agree with my dissenting colleagues on how 

these principles apply in this case.

The majority’s step-by-step analysis accords with our

standard practice of avoiding broad constitutional questions except when necessary to decide the case before us.

The majority begins by addressing—and quite properly 

rejecting—Citizens United’s statutory claim that 2 U. S. C.

§441b does not actually cover its production and distribution of Hillary: The Movie (hereinafter Hillary). If there 

were a valid basis for deciding this statutory claim in 

Citizens United’s favor (and thereby avoiding constitutional adjudication), it would be proper to do so. Indeed, 

that is precisely the approach the Court took just last 

Term in Northwest Austin Municipal Util. Dist. No. One v. 

Holder, 557 U. S. ___ (2009), when eight Members of the

Court agreed to decide the case on statutory grounds

instead of reaching the appellant’s broader argument that 

the Voting Rights Act is unconstitutional. 
Cite as: 558 U. S. ____ (2010) 3 

ROBERTS, C. J., concurring 

It is only because the majority rejects Citizens United’s

statutory claim that it proceeds to consider the group’s 

various constitutional arguments, beginning with its 

narrowest claim (that Hillary is not the functional equivalent of express advocacy) and proceeding to its broadest 

claim (that Austin v. Michigan Chamber of Commerce, 494 

U. S. 652 (1990) should be overruled). This is the same 

order of operations followed by the controlling opinion in 

Federal Election Comm’n v. Wisconsin Right to Life, Inc., 

551 U. S. 449 (2007) (WRTL). There the appellant was 

able to prevail on its narrowest constitutional argument

because its broadcast ads did not qualify as the functional 

equivalent of express advocacy; there was thus no need to

go on to address the broader claim that McConnell v. 

Federal Election Comm’n, 540 U. S. 93 (2003), should be 

overruled. WRTL, 551 U. S., at 482; id., at 482–483 

(ALITO, J., concurring). This case is different—not, as the 

dissent suggests, because the approach taken in WRTL 

has been deemed a “failure,” post, at 11, but because, in 

the absence of any valid narrower ground of decision,

there is no way to avoid Citizens United’s broader constitutional argument.

The dissent advocates an approach to addressing Citizens United’s claims that I find quite perplexing. It presumably agrees with the majority that Citizens United’s

narrower statutory and constitutional arguments lack 

merit—otherwise its conclusion that the group should lose

this case would make no sense. Despite agreeing that

these narrower arguments fail, however, the dissent argues that the majority should nonetheless latch on to one 

of them in order to avoid reaching the broader constitutional question of whether Austin remains good law. It 

even suggests that the Court’s failure to adopt one of these 

concededly meritless arguments is a sign that the majority

is not “serious about judicial restraint.” Post, at 16. 

This approach is based on a false premise: that our 
4 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

ROBERTS, C. J., concurring 

practice of avoiding unnecessary (and unnecessarily

broad) constitutional holdings somehow trumps our obligation faithfully to interpret the law. It should go without

saying, however, that we cannot embrace a narrow ground 

of decision simply because it is narrow; it must also be

right. Thus while it is true that “[i]f it is not necessary to

decide more, it is necessary not to decide more,” post, at 14 

(internal quotation marks omitted), sometimes it is necessary to decide more. There is a difference between judicial 

restraint and judicial abdication. When constitutional 

questions are “indispensably necessary” to resolving the

case at hand, “the court must meet and decide them.” Ex 

parte Randolph, 20 F. Cas. 242, 254 (No. 11, 558) (CC Va.

1833) (Marshall, C. J.).

Because it is necessary to reach Citizens United’s 

broader argument that Austin should be overruled, the 

debate over whether to consider this claim on an asapplied or facial basis strikes me as largely beside the 

point. Citizens United has standing—it is being injured

by the Government’s enforcement of the Act. Citizens 

United has a constitutional claim—the Act violates the 

First Amendment, because it prohibits political speech. 

The Government has a defense—the Act may be enforced, 

consistent with the First Amendment, against corporations. Whether the claim or the defense prevails is the

question before us.

Given the nature of that claim and defense, it makes no 

difference of any substance whether this case is resolved 

by invalidating the statute on its face or only as applied to

Citizens United. Even if considered in as-applied terms, a 

holding in this case that the Act may not be applied to

Citizens United—because corporations as well as individuals enjoy the pertinent First Amendment rights—

would mean that any other corporation raising the same

challenge would also win. Likewise, a conclusion that the 

Act may be applied to Citizens United—because it is 
Cite as: 558 U. S. ____ (2010) 5 

ROBERTS, C. J., concurring 

constitutional to prohibit corporate political speech—

would similarly govern future cases. Regardless whether

we label Citizens United’s claim a “facial” or “as-applied”

challenge, the consequences of the Court’s decision are the 

same.1 

II 

The text and purpose of the First Amendment point in

the same direction: Congress may not prohibit political

speech, even if the speaker is a corporation or union. 

What makes this case difficult is the need to confront our 

prior decision in Austin. 

This is the first case in which we have been asked to 

overrule Austin, and thus it is also the first in which we 

have had reason to consider how much weight to give stare 

decisis in assessing its continued validity. The dissent 

erroneously declares that the Court “reaffirmed” Austin’s 

holding in subsequent cases—namely, Federal Election 

Comm’n v. Beaumont, 539 U. S. 146 (2003); McConnell; 

and WRTL. Post, at 48–50. Not so. Not a single party in 

any of those cases asked us to overrule Austin, and as the 

dissent points out, post, at 4–6, the Court generally does 

not consider constitutional arguments that have not properly been raised. Austin’s validity was therefore not directly at issue in the cases the dissent cites. The Court’s 

unwillingness to overturn Austin in those cases cannot be 

understood as a reaffirmation of that decision. 

A 

Fidelity to precedent—the policy of stare decisis—is vital 

—————— 

1The dissent suggests that I am “much too quick” to reach this conclusion because I “ignore” Citizens United’s narrower arguments. Post, 

at 13, n. 12. But in fact I do not ignore those arguments; on the contrary, I (and my colleagues in the majority) appropriately consider and 

reject them on their merits, before addressing Citizens United’s broader 

claims. Supra, at 2–3; ante, at 5–12. 
6 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

ROBERTS, C. J., concurring 

to the proper exercise of the judicial function. “Stare 

decisis is the preferred course because it promotes the 

evenhanded, predictable, and consistent development of 

legal principles, fosters reliance on judicial decisions, and 

contributes to the actual and perceived integrity of the 

judicial process.” Payne v. Tennessee, 501 U. S. 808, 827 

(1991). For these reasons, we have long recognized that 

departures from precedent are inappropriate in the absence of a “special justification.” Arizona v. Rumsey, 467 

U. S. 203, 212 (1984).

At the same time, stare decisis is neither an “inexorable 

command,” Lawrence v. Texas, 539 U. S. 558, 577 (2003),

nor “a mechanical formula of adherence to the latest decision,” Helvering v. Hallock, 309 U. S. 106, 119 (1940),

especially in constitutional cases, see United States v. 

Scott, 437 U. S. 82, 101 (1978). If it were, segregation 

would be legal, minimum wage laws would be unconstitutional, and the Government could wiretap ordinary criminal suspects without first obtaining warrants. See Plessy 

v. Ferguson, 163 U. S. 537 (1896), overruled by Brown v. 

Board of Education, 347 U. S. 483 (1954); Adkins v. Children’s Hospital of D. C., 261 U. S. 525 (1923), overruled by 

West Coast Hotel Co. v. Parrish, 300 U. S. 379 (1937); 

Olmstead v. United States, 277 U. S. 438 (1928), overruled 

by Katz v. United States, 389 U. S. 347 (1967). As the 

dissent properly notes, none of us has viewed stare decisis 

in such absolute terms. Post, at 17; see also, e.g., Randall 

v. Sorrell, 548 U. S. 230, 274–281 (2006) (STEVENS, J., 

dissenting) (urging the Court to overrule its invalidation of 

limits on independent expenditures on political speech in 

Buckley v. Valeo, 424 U. S. 1 (1976) (per curiam)). 

Stare decisis is instead a “principle of policy.” Helvering, 

supra, at 119. When considering whether to reexamine a 

prior erroneous holding, we must balance the importance

of having constitutional questions decided against the 

importance of having them decided right. As Justice 
Cite as: 558 U. S. ____ (2010) 7 

ROBERTS, C. J., concurring 

Jackson explained, this requires a “sober appraisal of the

disadvantages of the innovation as well as those of the

questioned case, a weighing of practical effects of one 

against the other.” Jackson, Decisional Law and Stare 

Decisis, 30 A. B. A. J. 334 (1944). 

In conducting this balancing, we must keep in mind that 

stare decisis is not an end in itself. It is instead “the 

means by which we ensure that the law will not merely

change erratically, but will develop in a principled and 

intelligible fashion.” Vasquez v. Hillery, 474 U. S. 254, 265 

(1986). Its greatest purpose is to serve a constitutional

ideal—the rule of law. It follows that in the unusual 

circumstance when fidelity to any particular precedent

does more to damage this constitutional ideal than to

advance it, we must be more willing to depart from that

precedent.

Thus, for example, if the precedent under consideration 

itself departed from the Court’s jurisprudence, returning

to the “ ‘intrinsically sounder’ doctrine established in prior

cases” may “better serv[e] the values of stare decisis than 

would following [the] more recently decided case inconsistent with the decisions that came before it.” Adarand 

Constructors, Inc. v. Peña, 515 U. S. 200, 231 (1995); see 

also Helvering, supra, at 119; Randall, supra, at 274 

(STEVENS, J., dissenting). Abrogating the errant precedent, rather than reaffirming or extending it, might better

preserve the law’s coherence and curtail the precedent’s 

disruptive effects.

Likewise, if adherence to a precedent actually impedes

the stable and orderly adjudication of future cases, its 

stare decisis effect is also diminished. This can happen in

a number of circumstances, such as when the precedent’s 

validity is so hotly contested that it cannot reliably function as a basis for decision in future cases, when its rationale threatens to upend our settled jurisprudence in

related areas of law, and when the precedent’s underlying 
8 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

ROBERTS, C. J., concurring 

reasoning has become so discredited that the Court cannot 

keep the precedent alive without jury-rigging new and

different justifications to shore up the original mistake.

See, e.g., Pearson v. Callahan, 555 U. S. ___, ___ (2009) 

(slip op., at 10); Montejo v. Louisiana, 556 U. S. ___, ___ 

(2009) (slip op., at 13) (stare decisis does not control when 

adherence to the prior decision requires “fundamentally

revising its theoretical basis”). 

B 

These considerations weigh against retaining our decision in Austin. First, as the majority explains, that decision was an “aberration” insofar as it departed from the 

robust protections we had granted political speech in our 

earlier cases. Ante, at 39; see also Buckley, supra; First 

Nat. Bank of Boston v. Bellotti, 435 U. S. 765 (1978). 

Austin undermined the careful line that Buckley drew to 

distinguish limits on contributions to candidates from

limits on independent expenditures on speech. Buckley

rejected the asserted government interest in regulating

independent expenditures, concluding that “restrict[ing]

the speech of some elements of our society in order to

enhance the relative voice of others is wholly foreign to the

First Amendment.” 424 U. S., at 48–49; see also Bellotti, 

supra, at 790–791; Citizens Against Rent Control/Coalition for Fair Housing v. Berkeley, 454 U. S. 290, 

295 (1981). Austin, however, allowed the Government to 

prohibit these same expenditures out of concern for “the

corrosive and distorting effects of immense aggregations of

wealth” in the marketplace of ideas. 494 U. S., at 660. 

Austin’s reasoning was—and remains—inconsistent with 

Buckley’s explicit repudiation of any government interest 

in “equalizing the relative ability of individuals and 

groups to influence the outcome of elections.” 424 U. S., at 

48–49. 

Austin was also inconsistent with Bellotti’s clear rejec-
Cite as: 558 U. S. ____ (2010) 9 

ROBERTS, C. J., concurring 

tion of the idea that “speech that otherwise would be 

within the protection of the First Amendment loses that 

protection simply because its source is a corporation.” 435 

U. S., at 784. The dissent correctly points out that Bellotti 

involved a referendum rather than a candidate election, 

and that Bellotti itself noted this factual distinction, id., at 

788, n. 26; post, at 52. But this distinction does not explain why corporations may be subject to prohibitions on 

speech in candidate elections when individuals may not.

Second, the validity of Austin’s rationale—itself adopted 

over two “spirited dissents,” Payne, 501 U. S., at 829—has 

proved to be the consistent subject of dispute among Members of this Court ever since. See, e.g., WRTL, 551 U. S., 

at 483 (SCALIA, J., joined by KENNEDY and THOMAS, JJ., 

concurring in part and concurring in judgment); McConnell, 540 U. S., at 247, 264, 286 (opinions of SCALIA, 

THOMAS, and KENNEDY, JJ.); Beaumont, 539 U. S., at 163, 

164 (opinions of KENNEDY and THOMAS, JJ.). The simple 

fact that one of our decisions remains controversial is, of 

course, insufficient to justify overruling it. But it does 

undermine the precedent’s ability to contribute to the 

stable and orderly development of the law. In such circumstances, it is entirely appropriate for the Court—

which in this case is squarely asked to reconsider Austin’s 

validity for the first time—to address the matter with a 

greater willingness to consider new approaches capable of 

restoring our doctrine to sounder footing. 

 Third, the Austin decision is uniquely destabilizing 

because it threatens to subvert our Court’s decisions even 

outside the particular context of corporate express advocacy. The First Amendment theory underlying Austin’s 

holding is extraordinarily broad. Austin’s logic would

authorize government prohibition of political speech by a

category of speakers in the name of equality—a point that

most scholars acknowledge (and many celebrate), but that

the dissent denies. Compare, e.g., Garrett, New Voices in 
10 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

ROBERTS, C. J., concurring 

Politics: Justice Marshall’s Jurisprudence on Law and 

Politics, 52 Howard L. J. 655, 669 (2009) (Austin “has been 

understood by most commentators to be an opinion driven

by equality considerations, albeit disguised in the language of ‘political corruption’ ”) with post, at 74 (Austin’s 

rationale “is manifestly not just an ‘equalizing’ ideal in

disguise”).2 

It should not be surprising, then, that Members of the

Court have relied on Austin’s expansive logic to justify 

greater incursions on the First Amendment, even outside

the original context of corporate advocacy on behalf of

candidates running for office. See, e.g., Davis v. Federal 

Election Comm’n, 554 U. S. ___, ___ (2008) (slip op., at 7– 

8) (STEVENS, J., concurring in part and dissenting in part) 

(relying on Austin and other cases to justify restrictions on 

campaign spending by individual candidates, explaining

that “there is no reason that their logic—specifically, their 

concerns about the corrosive and distorting effects of 

wealth on our political process—is not equally applicable 

in the context of individual wealth”); McConnell, supra, at 

203–209 (extending Austin beyond its original context to 

cover not only the “functional equivalent” of express advocacy by corporations, but also electioneering speech conducted by labor unions). The dissent in this case succumbs to the same temptation, suggesting that Austin 

justifies prohibiting corporate speech because such speech 

—————— 

2See also, e.g., R. Hasen, The Supreme Court and Election Law: 

Judging Equality from Baker v. Carr to Bush v. Gore 114 (2003) (“Austin represents the first and only case [before McConnell] in which a

majority of the Court accepted, in deed if not in word, the equality

rationale as a permissible state interest”); Strauss, Corruption, Equality, and Campaign Finance Reform, 94 Colum. L. Rev. 1369, 1369, and 

n. 1 (1994) (noting that Austin’s rationale was based on equalizing 

political speech); Ashdown, Controlling Campaign Spending and the

“New Corruption”: Waiting for the Court, 44 Vand. L. Rev. 767, 781

(1991); Eule, Promoting Speaker Diversity: Austin and Metro Broadcasting, 1990 S. Ct. Rev. 105, 108–111. 
Cite as: 558 U. S. ____ (2010) 11 

ROBERTS, C. J., concurring 

might unduly influence “the market for legislation.” Post, 

at 82. The dissent reads Austin to permit restrictions on 

corporate speech based on nothing more than the fact that 

the corporate form may help individuals coordinate and

present their views more effectively. Post, at 82. A 

speaker’s ability to persuade, however, provides no basis

for government regulation of free and open public debate

on what the laws should be. 

If taken seriously, Austin’s logic would apply most directly to newspapers and other media corporations. They

have a more profound impact on public discourse than

most other speakers. These corporate entities are, for the

time being, not subject to §441b’s otherwise generally 

applicable prohibitions on corporate political speech. But 

this is simply a matter of legislative grace. The fact that 

the law currently grants a favored position to media corporations is no reason to overlook the danger inherent in 

accepting a theory that would allow government restrictions on their political speech. See generally McConnell, 

supra, at 283–286 (THOMAS, J., concurring in part, concurring in judgment in part, and dissenting in part).

These readings of Austin do no more than carry that

decision’s reasoning to its logical endpoint. In doing so,

they highlight the threat Austin poses to First Amendment rights generally, even outside its specific factual 

context of corporate express advocacy. Because Austin is 

so difficult to confine to its facts—and because its logic

threatens to undermine our First Amendment jurisprudence and the nature of public discourse more broadly—

the costs of giving it stare decisis effect are unusually high.

Finally and most importantly, the Government’s own

effort to defend Austin—or, more accurately, to defend

something that is not quite Austin—underscores its weakness as a precedent of the Court. The Government concedes that Austin “is not the most lucid opinion,” yet asks 

us to reaffirm its holding. Tr. of Oral Arg. 62 (Sept. 9, 
12 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

ROBERTS, C. J., concurring 

2009). But while invoking stare decisis to support this

position, the Government never once even mentions the 

compelling interest that Austin relied upon in the first 

place: the need to diminish “the corrosive and distorting 

effects of immense aggregations of wealth that are accumulated with the help of the corporate form and that have

little or no correlation to the public’s support for the corporation’s political ideas.” 494 U. S., at 660. 

Instead of endorsing Austin on its own terms, the Government urges us to reaffirm Austin’s specific holding on

the basis of two new and potentially expansive interests—

the need to prevent actual or apparent quid pro quo corruption, and the need to protect corporate shareholders. 

See Supp. Brief for Appellee 8–10, 12–13. Those interests 

may or may not support the result in Austin, but they were 

plainly not part of the reasoning on which Austin relied. 

To its credit, the Government forthrightly concedes that 

Austin did not embrace either of the new rationales it now 

urges upon us. See, e.g., Supp. Brief for Appellee 11 (“The 

Court did not decide in Austin . . . whether the compelling 

interest in preventing actual or apparent corruption provides a constitutionally sufficient justification for prohibiting the use of corporate treasury funds for independent 

electioneering”); Tr. of Oral Arg. 45 (Sept. 9, 2009) (“Austin did not articulate what we believe to be the strongest

compelling interest”); id., at 61 (“[The Court:] I take it we

have never accepted your shareholder protection interest. 

This is a new argument. [The Government:] I think that 

that’s fair”); id., at 64 (“[The Court:] In other words, you

are asking us to uphold Austin on the basis of two arguments, two principles, two compelling interests we have 

never accepted in [the context of limits on political expenditures]. [The Government:] [I]n this particular context,

fair enough”).

To be clear: The Court in Austin nowhere relied upon

the only arguments the Government now raises to support 
Cite as: 558 U. S. ____ (2010) 13 

ROBERTS, C. J., concurring 

that decision. In fact, the only opinion in Austin endorsing

the Government’s argument based on the threat of quid 

pro quo corruption was JUSTICE STEVENS’s concurrence. 

494 U. S., at 678. The Court itself did not do so, despite

the fact that the concurrence highlighted the argument. 

Moreover, the Court’s only discussion of shareholder protection in Austin appeared in a section of the opinion that

sought merely to distinguish Austin’s facts from those of 

Federal Election Comm’n v. Massachusetts Citizens for 

Life, Inc., 479 U. S. 238 (1986). Austin, supra, at 663. 

Nowhere did Austin suggest that the goal of protecting

shareholders is itself a compelling interest authorizing

restrictions on First Amendment rights.

To the extent that the Government’s case for reaffirming 

Austin depends on radically reconceptualizing its reasoning, that argument is at odds with itself. Stare decisis is a 

doctrine of preservation, not transformation. It counsels 

deference to past mistakes, but provides no justification 

for making new ones. There is therefore no basis for the 

Court to give precedential sway to reasoning that it has

never accepted, simply because that reasoning happens to 

support a conclusion reached on different grounds that 

have since been abandoned or discredited. 

Doing so would undermine the rule-of-law values that

justify stare decisis in the first place. It would effectively

license the Court to invent and adopt new principles of 

constitutional law solely for the purpose of rationalizing

its past errors, without a proper analysis of whether those 

principles have merit on their own. This approach would

allow the Court’s past missteps to spawn future mistakes, 

undercutting the very rule-of-law values that stare decisis 

is designed to protect. 

None of this is to say that the Government is barred

from making new arguments to support the outcome in 

Austin. On the contrary, it is free to do so. And of course 

the Court is free to accept them. But the Government’s 
14 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

ROBERTS, C. J., concurring 

new arguments must stand or fall on their own; they are 

not entitled to receive the special deference we accord to

precedent. They are, as grounds to support Austin, literally unprecedented. Moreover, to the extent the Government relies on new arguments—and declines to defend 

Austin on its own terms—we may reasonably infer that it 

lacks confidence in that decision’s original justification.

Because continued adherence to Austin threatens to 

subvert the “principled and intelligible” development of 

our First Amendment jurisprudence, Vasquez, 474 U. S., 

at 265, I support the Court’s determination to overrule

that decision. 

* * * 

We have had two rounds of briefing in this case, two oral

arguments, and 54 amicus briefs to help us carry out our

obligation to decide the necessary constitutional questions 

according to law. We have also had the benefit of a comprehensive dissent that has helped ensure that the Court

has considered all the relevant issues. This careful consideration convinces me that Congress violates the First

Amendment when it decrees that some speakers may not 

engage in political speech at election time, when it matters 

most. 
_________________ 

_________________ 

Cite as: 558 U. S. ____ (2010) 1 

SCALIA, J., concurring 

SUPREME COURT OF THE UNITED STATES 

No. 08–205 

CITIZENS UNITED, APPELLANT v. FEDERAL 

ELECTION COMMISSION 

ON APPEAL FROM THE UNITED STATES DISTRICT COURT FOR 

THE DISTRICT OF COLUMBIA 

[January 21, 2010] 

JUSTICE SCALIA, with whom JUSTICE ALITO joins, and

with whom JUSTICE THOMAS joins in part, concurring. 

I join the opinion of the Court.1 

I write separately to address JUSTICE STEVENS’ discussion of “Original Understandings,” post, at 34 (opinion

concurring in part and dissenting in part) (hereinafter

referred to as the dissent). This section of the dissent 

purports to show that today’s decision is not supported by

the original understanding of the First Amendment. The 

dissent attempts this demonstration, however, in splendid 

isolation from the text of the First Amendment. It never 

shows why “the freedom of speech” that was the right of

Englishmen did not include the freedom to speak in association with other individuals, including association in the 

corporate form. To be sure, in 1791 (as now) corporations 

could pursue only the objectives set forth in their charters;

but the dissent provides no evidence that their speech in

the pursuit of those objectives could be censored. 

Instead of taking this straightforward approach to

determining the Amendment’s meaning, the dissent embarks on a detailed exploration of the Framers’ views 

about the “role of corporations in society.” Post, at 35. 

The Framers didn’t like corporations, the dissent con-

—————— 

1 JUSTICE THOMAS does not join Part IV of the Court’s opinion. 
2 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

SCALIA, J., concurring 

cludes, and therefore it follows (as night the day) that

corporations had no rights of free speech. Of course the 

Framers’ personal affection or disaffection for corporations

is relevant only insofar as it can be thought to be reflected 

in the understood meaning of the text they enacted—not, 

as the dissent suggests, as a freestanding substitute for 

that text. But the dissent’s distortion of proper analysis is

even worse than that. Though faced with a constitutional

text that makes no distinction between types of speakers, 

the dissent feels no necessity to provide even an isolated

statement from the founding era to the effect that corporations are not covered, but places the burden on petitioners

to bring forward statements showing that they are (“there

is not a scintilla of evidence to support the notion that 

anyone believed [the First Amendment] would preclude 

regulatory distinctions based on the corporate form,” post,

at 34–35).

Despite the corporation-hating quotations the dissent 

has dredged up, it is far from clear that by the end of the 

18th century corporations were despised. If so, how came 

there to be so many of them? The dissent’s statement that 

there were few business corporations during the eighteenth century—“only a few hundred during all of the 18th

century”—is misleading. Post, at 35, n. 53. There were 

approximately 335 charters issued to business corporations in the United States by the end of the 18th century.2 

See 2 J. Davis, Essays in the Earlier History of American 

Corporations 24 (1917) (reprint 2006) (hereinafter Davis). 

This was a “considerable extension of corporate enterprise 

—————— 

2The dissent protests that 1791 rather than 1800 should be the relevant date, and that “[m]ore than half of the century’s total business

charters were issued between 1796 and 1800.” Post, at 35, n. 53. I used 

1800 only because the dissent did. But in any case, it is surely fanciful

to think that a consensus of hostility towards corporations was transformed into general favor at some magical moment between 1791 and 

1796. 
Cite as: 558 U. S. ____ (2010) 3 

SCALIA, J., concurring 

in the field of business,” Davis 8, and represented “unprecedented growth,” id., at 309. Moreover, what seems 

like a small number by today’s standards surely does not 

indicate the relative importance of corporations when the

Nation was considerably smaller. As I have previously 

noted, “[b]y the end of the eighteenth century the corporation was a familiar figure in American economic life.” 

McConnell v. Federal Election Comm’n, 540 U. S. 93, 256 

(2003) (SCALIA, J., concurring in part, concurring in judgment in part, and dissenting in part) (quoting C. Cooke, 

Corporation Trust and Company 92 (1951) (hereinafter 

Cooke)). 

Even if we thought it proper to apply the dissent’s approach of excluding from First Amendment coverage what

the Founders disliked, and even if we agreed that the 

Founders disliked founding-era corporations; modern 

corporations might not qualify for exclusion. Most of the 

Founders’ resentment towards corporations was directed 

at the state-granted monopoly privileges that individually 

chartered corporations enjoyed.3 Modern corporations do

not have such privileges, and would probably have been 

favored by most of our enterprising Founders—excluding,

perhaps, Thomas Jefferson and others favoring perpetuation of an agrarian society. Moreover, if the Founders’ 

specific intent with respect to corporations is what matters, why does the dissent ignore the Founders’ views 

about other legal entities that have more in common with 

modern business corporations than the founding-era cor-

—————— 

3 “[P]eople in 1800 identified corporations with franchised monopolies.” L. Friedman, A History of American Law 194 (2d ed. 1985) 

(hereinafter Friedman). “The chief cause for the changed popular 

attitude towards business corporations that marked the opening of the

nineteenth century was the elimination of their inherent monopolistic 

character. This was accomplished primarily by an extension of the

principle of free incorporation under general laws.” 1 W. Fletcher, 

Cyclopedia of the Law of Corporations §2, p. 8 (rev. ed. 2006). 
4 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

SCALIA, J., concurring 

porations? At the time of the founding, religious, educational, and literary corporations were incorporated under

general incorporation statutes, much as business corporations are today.4 See Davis 16–17; R. Seavoy, Origins of 

the American Business Corporation, 1784–1855, p. 5 

(1982); Cooke 94. There were also small unincorporated

business associations, which some have argued were the 

“‘true progenitors’” of today’s business corporations.

Friedman 200 (quoting S. Livermore, Early American

Land Companies: Their Influence on Corporate Development 216 (1939)); see also Davis 33. Were all of these 

silently excluded from the protections of the First 

Amendment? 

The lack of a textual exception for speech by corporations cannot be explained on the ground that such organizations did not exist or did not speak. To the contrary, 

colleges, towns and cities, religious institutions, and guilds 

had long been organized as corporations at common law 

and under the King’s charter, see 1 W. Blackstone, Commentaries on the Laws of England 455–473 (1765); 1 S. 

Kyd, A Treatise on the Law of Corporations 1–32, 63

(1793) (reprinted 2006), and as I have discussed, the practice of incorporation only expanded in the United States. 

Both corporations and voluntary associations actively

petitioned the Government and expressed their views in

newspapers and pamphlets. For example: An antislavery

Quaker corporation petitioned the First Congress, distributed pamphlets, and communicated through the press in

1790. W. diGiacomantonio, “For the Gratification of a 

Volunteering Society”: Antislavery and Pressure Group 

—————— 

4At times (though not always) the dissent seems to exclude such non-

“business corporations” from its denial of free speech rights. See post, 

at 37. Finding in a seemingly categorical text a distinction between the 

rights of business corporations and the rights of non-business corporations is even more imaginative than finding a distinction between the

rights of all corporations and the rights of other associations. 
Cite as: 558 U. S. ____ (2010) 5 

SCALIA, J., concurring 

Politics in the First Federal Congress, 15 J. Early Republic 169 (1995). The New York Sons of Liberty sent a circular to colonies farther south in 1766. P. Maier, From 

Resistance to Revolution 79–80 (1972). And the Society

for the Relief and Instruction of Poor Germans circulated a 

biweekly paper from 1755 to 1757. Adams, The Colonial 

German-language Press and the American Revolution, in 

The Press & the American Revolution 151, 161–162 (B. 

Bailyn & J. Hench eds. 1980). The dissent offers no evidence—none whatever—that the First Amendment’s 

unqualified text was originally understood to exclude such 

associational speech from its protection.5 

—————— 

5The best the dissent can come up with is that “[p]ostratification

practice” supports its reading of the First Amendment. Post, at 40, 

n. 56. For this proposition, the dissent cites Justice White’s statement

(in dissent) that “[t]he common law was generally interpreted as

prohibiting corporate political participation,” First Nat. Bank of Boston 

v. Bellotti, 435 U. S. 765, 819 (1978). The sole authority Justice White 

cited for this proposition, id., at 819, n. 14, was a law-review note that 

made no such claim. To the contrary, it stated that the cases dealing

with the propriety of corporate political expenditures were “few.” Note, 

Corporate Political Affairs Programs, 70 Yale L. J. 821, 852 (1961). 

More specifically, the note cites only two holdings to that effect, one by 

a Federal District Court, and one by the Supreme Court of Montana. 

Id., at 852, n. 197. Of course even if the common law was “generally

interpreted” to prohibit corporate political expenditures as ultra vires,

that would have nothing to do with whether political expenditures that 

were authorized by a corporation’s charter could constitutionally be 

suppressed.

As additional “[p]ostratification practice,” the dissent notes that the

Court “did not recognize any First Amendment protections for corporations until the middle part of the 20th century.” Post, at 40, n. 56. But 

it did that in Grosjean v. American Press Co., 297 U. S. 233 (1936), a

case involving freedom of the press—which the dissent acknowledges 

did cover corporations from the outset. The relative recency of that 

first case is unsurprising. All of our First Amendment jurisprudence 

was slow to develop. We did not consider application of the First 

Amendment to speech restrictions other than prior restraints until 

1919, see Schenck v. United States, 249 U. S. 47 (1919); we did not

invalidate a state law on First Amendment grounds until 1931, see 
6 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

SCALIA, J., concurring 

Historical evidence relating to the textually similar 

clause “the freedom of . . . the press” also provides no

support for the proposition that the First Amendment

excludes conduct of artificial legal entities from the scope

of its protection. The freedom of “the press” was widely

understood to protect the publishing activities of individual editors and printers. See McIntyre v. Ohio Elections 

Comm’n, 514 U. S. 334, 360 (1995) (THOMAS, J., concurring in judgment); see also McConnell, 540 U. S., at 252– 

253 (opinion of SCALIA, J.). But these individuals often 

acted through newspapers, which (much like corporations) 

had their own names, outlived the individuals who had 

founded them, could be bought and sold, were sometimes

owned by more than one person, and were operated for 

profit. See generally F. Mott, American Journalism: A 

History of Newspapers in the United States Through 250 

Years 3–164 (1941); J. Smith, Freedom’s Fetters (1956).

Their activities were not stripped of First Amendment 

protection simply because they were carried out under the

banner of an artificial legal entity. And the notion which 

follows from the dissent’s view, that modern newspapers, 

since they are incorporated, have free-speech rights only 

at the sufferance of Congress, boggles the mind.6 

—————— 

Stromberg v. California, 283 U. S. 359 (1931), and a federal law until 

1965, see Lamont v. Postmaster General, 381 U. S. 301 (1965). 6The dissent seeks to avoid this conclusion (and to turn a liability

into an asset) by interpreting the Freedom of the Press Clause to refer 

to the institutional press (thus demonstrating, according to the dissent,

that the Founders “did draw distinctions—explicit distinctions— 

between types of ‘speakers,’ or speech outlets or forms ”). Post, at 40 

and n. 57. It is passing strange to interpret the phrase “the freedom of

speech, or of the press” to mean, not everyone’s right to speak or publish, but rather everyone’s right to speak or the institutional press’s

right to publish. No one thought that is what it meant. Patriot Noah 

Webster’s 1828 dictionary contains, under the word “press,” the following entry: 

“Liberty of the press, in civil policy, is the free right of publishing 
Cite as: 558 U. S. ____ (2010) 7 

SCALIA, J., concurring 

In passing, the dissent also claims that the Court’s

conception of corruption is unhistorical. The Framers 

“would have been appalled,” it says, by the evidence of

corruption in the congressional findings supporting the 

Bipartisan Campaign Reform Act of 2002. Post, at 61. 

For this proposition, the dissent cites a law review article 

arguing that “corruption” was originally understood to

include “moral decay” and even actions taken by citizens

in pursuit of private rather than public ends. Teachout, 

The Anti-Corruption Principle, 94 Cornell L. Rev. 341, 

373, 378 (2009). It is hard to see how this has anything to

do with what sort of corruption can be combated by restrictions on political speech. Moreover, if speech can be

prohibited because, in the view of the Government, it leads 

to “moral decay” or does not serve “public ends,” then 

there is no limit to the Government’s censorship power. 

The dissent says that when the Framers “constitutionalized the right to free speech in the First Amendment, it

was the free speech of individual Americans that they had 

in mind.” Post, at 37. That is no doubt true. All the 

provisions of the Bill of Rights set forth the rights of individual men and women—not, for example, of trees or polar 

bears. But the individual person’s right to speak includes 

the right to speak in association with other individual 

persons. Surely the dissent does not believe that speech 

—————— 

books, pamphlets, or papers without previous restraint; or the unrestrained right which every citizen enjoys of publishing his thoughts and 

opinions, subject only to punishment for publishing what is pernicious 

to morals or to the peace of the state.” 2 American Dictionary of the

English Language (1828) (reprinted 1970). 

As the Court’s opinion describes, ante, at 36, our jurisprudence

agrees with Noah Webster and contradicts the dissent. 

“The liberty of the press is not confined to newspapers and periodicals. It necessarily embraces pamphlets and leaflets. . . . The press in 

its historical connotation comprehends every sort of publication which 

affords a vehicle of information and opinion.” Lovell v. City of Griffin, 

303 U. S. 444, 452 (1938). 
8 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

SCALIA, J., concurring 

by the Republican Party or the Democratic Party can be

censored because it is not the speech of “an individual 

American.” It is the speech of many individual Americans, 

who have associated in a common cause, giving the leadership of the party the right to speak on their behalf. The 

association of individuals in a business corporation is no 

different—or at least it cannot be denied the right to speak 

on the simplistic ground that it is not “an individual

American.”7 

But to return to, and summarize, my principal point,

which is the conformity of today’s opinion with the original 

meaning of the First Amendment. The Amendment is 

written in terms of “speech,” not speakers. Its text offers 

no foothold for excluding any category of speaker, from 

—————— 

7The dissent says that “ ‘speech’ ” refers to oral communications of 

human beings, and since corporations are not human beings they 

cannot speak. Post, at 37, n. 55. This is sophistry. The authorized 

spokesman of a corporation is a human being, who speaks on behalf of

the human beings who have formed that association—just as the 

spokesman of an unincorporated association speaks on behalf of its

members. The power to publish thoughts, no less than the power to 

speak thoughts, belongs only to human beings, but the dissent sees no

problem with a corporation’s enjoying the freedom of the press. 

The same footnote asserts that “it has been ‘claimed that the notion 

of institutional speech . . . did not exist in post-revolutionary America.’ ” 

This is quoted from a law-review article by a Bigelow Fellow at the 

University of Chicago (Fagundes, State Actors as First Amendment

Speakers, 100 Nw. U. L. Rev. 1637, 1654 (2006)), which offers as the

sole support for its statement a treatise dealing with government

speech, M. Yudof, When Government Speaks 42–50 (1983). The cited 

pages of that treatise provide no support whatever for the statement—

unless, as seems overwhelmingly likely, the “institutional speech” 

referred to was speech by the subject of the law-review article, governmental institutions. 

The other authority cited in the footnote, a law-review article by a 

professor at Washington and Lee Law School, Bezanson, Institutional 

Speech, 80 Iowa L. Rev. 735, 775 (1995), in fact contradicts the dissent, 

in that it would accord free-speech protection to associations. 
Cite as: 558 U. S. ____ (2010) 9 

SCALIA, J., concurring 

single individuals to partnerships of individuals, to unincorporated associations of individuals, to incorporated

associations of individuals—and the dissent offers no 

evidence about the original meaning of the text to support 

any such exclusion. We are therefore simply left with the

question whether the speech at issue in this case is 

“speech” covered by the First Amendment. No one says

otherwise. A documentary film critical of a potential 

Presidential candidate is core political speech, and its

nature as such does not change simply because it was

funded by a corporation. Nor does the character of that 

funding produce any reduction whatever in the “inherent

worth of the speech” and “its capacity for informing the

public,” First Nat. Bank of Boston v. Bellotti, 435 U. S. 

765, 777 (1978). Indeed, to exclude or impede corporate

speech is to muzzle the principal agents of the modern free 

economy. We should celebrate rather than condemn the 

addition of this speech to the public debate. 
_________________ 

_________________ 

Cite as: 558 U. S. ____ (2010) 1 

Opinion of STEVENS, J. 

SUPREME COURT OF THE UNITED STATES 

No. 08–205 

CITIZENS UNITED, APPELLANT v. FEDERAL 

ELECTION COMMISSION 

ON APPEAL FROM THE UNITED STATES DISTRICT COURT FOR 

THE DISTRICT OF COLUMBIA 

[January 21, 2010]

 JUSTICE STEVENS, with whom JUSTICE GINSBURG, 

JUSTICE BREYER, and JUSTICE SOTOMAYOR join, concurring in part and dissenting in part. 

The real issue in this case concerns how, not if, the 

appellant may finance its electioneering. Citizens United 

is a wealthy nonprofit corporation that runs a political 

action committee (PAC) with millions of dollars in assets. 

Under the Bipartisan Campaign Reform Act of 2002 

(BCRA), it could have used those assets to televise and 

promote Hillary: The Movie wherever and whenever it 

wanted to. It also could have spent unrestricted sums to 

broadcast Hillary at any time other than the 30 days

before the last primary election. Neither Citizens United’s 

nor any other corporation’s speech has been “banned,” 

ante, at 1. All that the parties dispute is whether Citizens

United had a right to use the funds in its general treasury 

to pay for broadcasts during the 30-day period. The notion 

that the First Amendment dictates an affirmative answer 

to that question is, in my judgment, profoundly misguided. 

Even more misguided is the notion that the Court must

rewrite the law relating to campaign expenditures by forprofit corporations and unions to decide this case. 

The basic premise underlying the Court’s ruling is its

iteration, and constant reiteration, of the proposition that 

the First Amendment bars regulatory distinctions based 
2 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

on a speaker’s identity, including its “identity” as a corporation. While that glittering generality has rhetorical

appeal, it is not a correct statement of the law. Nor does it 

tell us when a corporation may engage in electioneering 

that some of its shareholders oppose. It does not even 

resolve the specific question whether Citizens United may

be required to finance some of its messages with the 

money in its PAC. The conceit that corporations must be 

treated identically to natural persons in the political

sphere is not only inaccurate but also inadequate to justify 

the Court’s disposition of this case. 

In the context of election to public office, the distinction

between corporate and human speakers is significant.

Although they make enormous contributions to our society, corporations are not actually members of it. They 

cannot vote or run for office. Because they may be managed and controlled by nonresidents, their interests may

conflict in fundamental respects with the interests of

eligible voters. The financial resources, legal structure,

and instrumental orientation of corporations raise legitimate concerns about their role in the electoral process. 

Our lawmakers have a compelling constitutional basis, if 

not also a democratic duty, to take measures designed to 

guard against the potentially deleterious effects of corporate spending in local and national races. 

The majority’s approach to corporate electioneering

marks a dramatic break from our past. Congress has

placed special limitations on campaign spending by corporations ever since the passage of the Tillman Act in 1907, 

ch. 420, 34 Stat. 864. We have unanimously concluded 

that this “reflects a permissible assessment of the dangers 

posed by those entities to the electoral process,” FEC v. 

National Right to Work Comm., 459 U. S. 197, 209 (1982) 

(NRWC), and have accepted the “legislative judgment that 

the special characteristics of the corporate structure require particularly careful regulation,” id., at 209–210. The 
Cite as: 558 U. S. ____ (2010) 3 

Opinion of STEVENS, J. 

Court today rejects a century of history when it treats the

distinction between corporate and individual campaign

spending as an invidious novelty born of Austin v. Michigan Chamber of Commerce, 494 U. S. 652 (1990). Relying

largely on individual dissenting opinions, the majority 

blazes through our precedents, overruling or disavowing a 

body of case law including FEC v. Wisconsin Right to Life, 

Inc., 551 U. S. 449 (2007) (WRTL), McConnell v. FEC, 540 

U. S. 93 (2003), FEC v. Beaumont, 539 U. S. 146 (2003), 

FEC v. Massachusetts Citizens for Life, Inc., 479 U. S. 238 

(1986) (MCFL), NRWC, 459 U. S. 197, and California 

Medical Assn. v. FEC, 453 U. S. 182 (1981). 

In his landmark concurrence in Ashwander v. TVA, 297 

U. S. 288, 346 (1936), Justice Brandeis stressed the importance of adhering to rules the Court has “developed . . . for 

its own governance” when deciding constitutional questions. Because departures from those rules always enhance the risk of error, I shall review the background of 

this case in some detail before explaining why the Court’s

analysis rests on a faulty understanding of Austin and 

McConnell and of our campaign finance jurisprudence

more generally .1 I regret the length of what follows, but 

the importance and novelty of the Court’s opinion require

a full response. Although I concur in the Court’s decision

to sustain BCRA’s disclosure provisions and join Part IV

of its opinion, I emphatically dissent from its principal

holding. 

—————— 

1Specifically, Part I, infra, at 4–17, addresses the procedural history

of the case and the narrower grounds of decision the majority has 

bypassed. Part II, infra, at 17–23, addresses stare decisis. Part III, 

infra, at 23–56, addresses the Court’s assumptions that BCRA “bans”

corporate speech, that identity-based distinctions may not be drawn in 

the political realm, and that Austin and McConnell were outliers in our 

First Amendment tradition. Part IV, infra, at 56–89, addresses the 

Court’s treatment of the anticorruption, antidistortion, and shareholder 

protection rationales for regulating corporate electioneering. 
4 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

I 

The Court’s ruling threatens to undermine the integrity

of elected institutions across the Nation. The path it has 

taken to reach its outcome will, I fear, do damage to this 

institution. Before turning to the question whether to 

overrule Austin and part of McConnell, it is important

to explain why the Court should not be deciding that 

question. 

Scope of the Case 

The first reason is that the question was not properly

brought before us. In declaring §203 of BCRA facially 

unconstitutional on the ground that corporations’ electoral 

expenditures may not be regulated any more stringently 

than those of individuals, the majority decides this case on 

a basis relinquished below, not included in the questions 

presented to us by the litigants, and argued here only in

response to the Court’s invitation. This procedure is 

unusual and inadvisable for a court.2 Our colleagues’

suggestion that “we are asked to reconsider Austin and, in 

effect, McConnell,” ante, at 1, would be more accurate if 

rephrased to state that “we have asked ourselves” to reconsider those cases. 

In the District Court, Citizens United initially raised a 

facial challenge to the constitutionality of §203. App. 23a–

24a. In its motion for summary judgment, however, Citi­

—————— 

2See Yee v. Escondido, 503 U. S. 519, 535 (1992) (“[U]nder this

Court’s Rule 14.1(a), only questions set forth in the petition, or fairly

included therein, will be considered by the Court” (internal quotation

marks and alteration omitted)); Wood v. Allen, ante, at __ (slip op., at 

13) (“[T]he fact that petitioner discussed [an] issue in the text of his

petition for certiorari does not bring it before us. Rule 14.1(a) requires 

that a subsidiary question be fairly included in the question presented 

for our review” (internal quotation marks and brackets omitted)); 

Cooper Industries, Inc. v. Aviall Services, Inc., 543 U. S. 157, 168–169 

(2004) (“We ordinarily do not decide in the first instance issues not

decided below” (internal quotation marks omitted)). 
Cite as: 558 U. S. ____ (2010) 5 

Opinion of STEVENS, J. 

zens United expressly abandoned its facial challenge,

1:07–cv–2240–RCL–RWR, Docket Entry No. 52, pp. 1–2 

(May 16, 2008), and the parties stipulated to the dismissal

of that claim, id., Nos. 53 (May 22, 2008), 54 (May 23,

2008), App. 6a. The District Court therefore resolved the 

case on alternative grounds,3 and in its jurisdictional

statement to this Court, Citizens United properly advised 

us that it was raising only “an as-applied challenge to the 

constitutionality of . . . BCRA §203.” Juris. Statement 5. 

The jurisdictional statement never so much as cited Austin, the key case the majority today overrules. And not 

one of the questions presented suggested that Citizens 

United was surreptitiously raising the facial challenge to 

§203 that it previously agreed to dismiss. In fact, not one 

of those questions raised an issue based on Citizens 

United’s corporate status. Juris. Statement (i). Moreover, 

even in its merits briefing, when Citizens United injected

its request to overrule Austin, it never sought a declaration that §203 was facially unconstitutional as to all corporations and unions; instead it argued only that the statute

could not be applied to it because it was “funded overwhelmingly by individuals.” Brief for Appellant 29; see

also id., at 10, 12, 16, 28 (affirming “as applied” character 

—————— 

3The majority states that, in denying Citizens United’s motion for a 

preliminary injunction, the District Court “addressed” the facial validity of BCRA §203. Ante, at 13. That is true, in the narrow sense that 

the court observed the issue was foreclosed by McConnell v. FEC, 540 

U. S. 93 (2003). See 530 F. Supp. 2d 274, 278 (DC 2008) (per curiam). 

Yet as explained above, Citizens United subsequently dismissed its

facial challenge, so that by the time the District Court granted the 

Federal Election Commission’s (FEC) motion for summary judgment, 

App. 261a–262a, any question about statutory validity had dropped out 

of the case. That latter ruling by the District Court was the “final

decision” from which Citizens United appealed to this Court under 

BCRA §403(a)(3). As regards the lower court decision that has come 

before us, the claim that §203 is facially unconstitutional was neither 

pressed nor passed upon in any form. 
6 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

of challenge to §203); Tr. of Oral Arg. 4–9 (Mar. 24, 2009)

(counsel for Citizens United conceding that §203 could be

applied to General Motors); id., at 55 (counsel for Citizens 

United stating that “we accept the Court’s decision in 

Wisconsin Right to Life”).

 “‘It is only in exceptional cases coming here from the 

federal courts that questions not pressed or passed upon 

below are reviewed,’” Youakim v. Miller, 425 U. S. 231, 

234 (1976) (per curiam) (quoting Duignan v. United States, 

274 U. S. 195, 200 (1927)), and it is “only in the most

exceptional cases” that we will consider issues outside the 

questions presented, Stone v. Powell, 428 U. S. 465, 481, n. 

15 (1976). The appellant in this case did not so much as

assert an exceptional circumstance, and one searches the

majority opinion in vain for the mention of any. That is 

unsurprising, for none exists.

Setting the case for reargument was a constructive step,

but it did not cure this fundamental problem. Essentially,

five Justices were unhappy with the limited nature of the

case before us, so they changed the case to give themselves 

an opportunity to change the law. 

As-Applied and Facial Challenges 

This Court has repeatedly emphasized in recent years

that “[f]acial challenges are disfavored.” Washington State 

Grange v. Washington State Republican Party, 552 U. S. 

442, 450 (2008); see also Ayotte v. Planned Parenthood of 

Northern New Eng., 546 U. S. 320, 329 (2006) (“[T]he 

‘normal rule’ is that ‘partial, rather than facial, invalidation is the required course,’ such that a ‘statute may . . . be 

declared invalid to the extent that it reaches too far, but 

otherwise left intact’” (quoting Brockett v. Spokane Arcades, Inc., 472 U. S. 491, 504 (1985); alteration in original)). By declaring §203 facially unconstitutional, our 

colleagues have turned an as-applied challenge into a

facial challenge, in defiance of this principle. 
Cite as: 558 U. S. ____ (2010) 7 

Opinion of STEVENS, J. 

This is not merely a technical defect in the Court’s

decision. The unnecessary resort to a facial inquiry

“run[s] contrary to the fundamental principle of judicial 

restraint that courts should neither anticipate a question 

of constitutional law in advance of the necessity of deciding it nor formulate a rule of constitutional law broader

than is required by the precise facts to which it is to be 

applied.” Washington State Grange, 552 U. S., at 450 

(internal quotation marks omitted). Scanting that principle “threaten[s] to short circuit the democratic process by

preventing laws embodying the will of the people from 

being implemented in a manner consistent with the Constitution.” Id., at 451. These concerns are heightened

when judges overrule settled doctrine upon which the 

legislature has relied. The Court operates with a sledge

hammer rather than a scalpel when it strikes down one of 

Congress’ most significant efforts to regulate the role that 

corporations and unions play in electoral politics. It compounds the offense by implicitly striking down a great 

many state laws as well.

The problem goes still deeper, for the Court does all of 

this on the basis of pure speculation. Had Citizens United 

maintained a facial challenge, and thus argued that there 

are virtually no circumstances in which BCRA §203 can be 

applied constitutionally, the parties could have developed,

through the normal process of litigation, a record about

the actual effects of §203, its actual burdens and its actual

benefits, on all manner of corporations and unions.4 

—————— 

4Shortly before Citizens United mooted the issue by abandoning its 

facial challenge, the Government advised the District Court that it

“require[d] time to develop a factual record regarding [the] facial 

challenge.” 1:07–cv–2240–RCL–RWR, Docket Entry No. 47, p. 4 (Mar. 

26, 2008). By reinstating a claim that Citizens United abandoned, the

Court gives it a perverse litigating advantage over its adversary, which

was deprived of the opportunity to gather and present information 

necessary to its rebuttal. 
8 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

“Claims of facial invalidity often rest on speculation,” and

consequently “raise the risk of premature interpretation of

statutes on the basis of factually barebones records.” Id., 

at 450 (internal quotation marks omitted). In this case, 

the record is not simply incomplete or unsatisfactory; it is

nonexistent. Congress crafted BCRA in response to a

virtual mountain of research on the corruption that previous legislation had failed to avert. The Court now negates 

Congress’ efforts without a shred of evidence on how §203 

or its state-law counterparts have been affecting any

entity other than Citizens United.5 

Faced with this gaping empirical hole, the majority

throws up its hands. Were we to confine our inquiry to 

Citizens United’s as-applied challenge, it protests, we

would commence an “extended” process of “draw[ing], and 

then redraw[ing], constitutional lines based on the particular media or technology used to disseminate political 

speech from a particular speaker.” Ante, at 9. While 

tacitly acknowledging that some applications of §203

might be found constitutional, the majority thus posits a

future in which novel First Amendment standards must 

—————— 

5 In fact, we do not even have a good evidentiary record of how §203 

has been affecting Citizens United, which never submitted to the 

District Court the details of Hillary’s funding or its own finances. We 

likewise have no evidence of how §203 and comparable state laws were

expected to affect corporations and unions in the future. 

It is true, as the majority points out, that the McConnell Court 

evaluated the facial validity of §203 in light of an extensive record. See 

ante, at 15. But that record is not before us in this case. And in any 

event, the majority’s argument for striking down §203 depends on its

contention that the statute has proved too “chilling” in practice—and in

particular on the contention that the controlling opinion in WRTL, 551 

U. S. 449 (2007), failed to bring sufficient clarity and “breathing space”

to this area of law. See ante, at 12, 16–20. We have no record with 

which to assess that claim. The Court complains at length about the 

burdens of complying with §203, but we have no meaningful evidence to

show how regulated corporations and unions have experienced its 

restrictions. 
Cite as: 558 U. S. ____ (2010) 9 

Opinion of STEVENS, J. 

be devised on an ad hoc basis, and then leaps from this

unfounded prediction to the unfounded conclusion that

such complexity counsels the abandonment of all normal 

restraint. Yet it is a pervasive feature of regulatory systems that unanticipated events, such as new technologies,

may raise some unanticipated difficulties at the margins. 

The fluid nature of electioneering communications does

not make this case special. The fact that a Court can 

hypothesize situations in which a statute might, at some 

point down the line, pose some unforeseen as-applied 

problems, does not come close to meeting the standard for 

a facial challenge.6 

The majority proposes several other justifications for the 

sweep of its ruling. It suggests that a facial ruling is

necessary because, if the Court were to continue on its

normal course of resolving as-applied challenges as they 

present themselves, that process would itself run afoul of 

the First Amendment. See, e.g., ante, at 9 (as-applied 

review process “would raise questions as to the courts’ own

lawful authority”); ibid. (“Courts, too, are bound by the 

First Amendment”). This suggestion is perplexing. Our 

colleagues elsewhere trumpet “our duty ‘to say what the 

law is,’” even when our predecessors on the bench and our 

counterparts in Congress have interpreted the law differ­

—————— 

6Our cases recognize a “type of facial challenge in the First Amendment context under which a law may be overturned as impermissibly 

overbroad because a substantial number of its applications are unconstitutional.” Washington State Grange v. Washington State Republican 

Party, 552 U. S. 442, 449, n. 6 (2008) (internal quotation marks omitted). Citizens United has not made an overbreadth argument, and 

“[w]e generally do not apply the strong medicine of overbreadth analysis where the parties fail to describe the instances of arguable overbreadth of the contested law,” ibid. (internal quotation marks omitted). 

If our colleagues nonetheless concluded that §203’s fatal flaw is that it 

affects too much protected speech, they should have invalidated it for 

overbreadth and given guidance as to which applications are permissible, so that Congress could go about repairing the error. 
10 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

ently. Ante, at 49 (quoting Marbury v. Madison, 1 Cranch 

137, 177 (1803)). We do not typically say what the law is 

not as a hedge against future judicial error. The possibility that later courts will misapply a constitutional provision does not give us a basis for pretermitting litigation 

relating to that provision.7 

The majority suggests that a facial ruling is necessary

because anything less would chill too much protected 

speech. See ante, at 9–10, 12, 16–20. In addition to begging the question what types of corporate spending are

constitutionally protected and to what extent, this claim

rests on the assertion that some significant number of 

corporations have been cowed into quiescence by FEC

“‘censor[ship].’” Ante, at 18–19. That assertion is unsubstantiated, and it is hard to square with practical experience. It is particularly hard to square with the legal landscape following WRTL, which held that a corporate

communication could be regulated under §203 only if it 

was “susceptible of no reasonable interpretation other

than as an appeal to vote for or against a specific candidate.” 551 U. S., at 470 (opinion of ROBERTS, C. J.) (emphasis added). The whole point of this test was to make 

§203 as simple and speech-protective as possible. The 

Court does not explain how, in the span of a single election

cycle, it has determined THE CHIEF JUSTICE’s project to be 

—————— 

7Also perplexing is the majority’s attempt to pass blame to the Government for its litigating position. By “hold[ing] out the possibility of

ruling for Citizens United on a narrow ground yet refrain[ing] from 

adopting that position,” the majority says, the Government has caused

“added uncertainty [that] demonstrates the necessity to address the

question of statutory validity.” Ante, at 17. Our colleagues have

apparently never heard of an alternative argument. Like every litigant, the Government would prefer to win its case outright; failing that,

it would prefer to lose on a narrow ground. The fact that there are 

numerous different ways this case could be decided, and that the

Government acknowledges as much, does not demonstrate anything 

about the propriety of a facial ruling. 
Cite as: 558 U. S. ____ (2010) 11 

Opinion of STEVENS, J. 

a failure. In this respect, too, the majority’s critique of

line-drawing collapses into a critique of the as-applied 

review method generally.8 

The majority suggests that, even though it expressly 

dismissed its facial challenge, Citizens United nevertheless preserved it—not as a freestanding “claim,” but as a 

potential argument in support of “a claim that the FEC

has violated its First Amendment right to free speech.” 

Ante, at 13; see also ante, at 4 (ROBERTS, C. J., concurring) 

(describing Citizens United’s claim as: “[T]he Act violates

the First Amendment”). By this novel logic, virtually any

submission could be reconceptualized as “a claim that the 

Government has violated my rights,” and it would then be 

available to the Court to entertain any conceivable issue 

that might be relevant to that claim’s disposition. Not 

only the as-applied/facial distinction, but the basic relationship between litigants and courts, would be upended if 

the latter had free rein to construe the former’s claims at 

such high levels of generality. There would be no need for 

plaintiffs to argue their case; they could just cite the constitutional provisions they think relevant, and leave the 

rest to us.9 

—————— 

8The majority’s “chilling” argument is particularly inapposite with

respect to 2 U. S. C. §441b’s longstanding restriction on the use of

corporate general treasury funds for express advocacy. If there was 

ever any significant uncertainty about what counts as the functional

equivalent of express advocacy, there has been little doubt about what 

counts as express advocacy since the “magic words” test of Buckley v. 

Valeo, 424 U. S. 1, 44, n. 52 (1976) (per curiam). Yet even though 

Citizens United’s briefs never once mention §441b’s restriction on 

express advocacy; even though this restriction does not generate

chilling concerns; and even though no one has suggested that Hillary

counts as express advocacy; the majority nonetheless reaches out to

opine that this statutory provision is “invalid” as well. Ante, at 50. 9The majority adds that the distinction between facial and as-applied

challenges does not have “some automatic effect” that mechanically

controls the judicial task. Ante, at 14. I agree, but it does not follow 

that in any given case we should ignore the distinction, much less 
12 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

Finally, the majority suggests that though the scope of

Citizens United’s claim may be narrow, a facial ruling is 

necessary as a matter of remedy. Relying on a law review

article, it asserts that Citizens United’s dismissal of the 

facial challenge does not prevent us “‘from making

broader pronouncements of invalidity in properly “asapplied” cases.’” Ante, at 14 (quoting Fallon, As-Applied 

and Facial Challenges and Third-Party Standing, 113

Harv. L. Rev. 1321, 1339 (2000) (hereinafter Fallon)); 

accord, ante, at 5 (opinion of ROBERTS, C. J.) (“Regardless 

whether we label Citizens United’s claim a ‘facial’ or ‘asapplied’ challenge, the consequences of the Court’s decision are the same”). The majority is on firmer conceptual 

ground here. Yet even if one accepts this part of Professor 

Fallon’s thesis, one must proceed to ask which as-applied

challenges, if successful, will “properly” invite or entail 

invalidation of the underlying statute.10 The paradigmatic

case is a judicial determination that the legislature acted

with an impermissible purpose in enacting a provision, as

this carries the necessary implication that all future asapplied challenges to the provision must prevail. See 

Fallon 1339–1340. 

Citizens United’s as-applied challenge was not of this 

sort. Until this Court ordered reargument, its contention

was that BCRA §203 could not lawfully be applied to a 

—————— 

invert it. 10Professor Fallon proposes an intricate answer to this question that 

the majority ignores. Fallon 1327–1359. It bears mention that our 

colleagues have previously cited Professor Fallon’s article for the exact

opposite point from the one they wish to make today. In Gonzales v. 

Carhart, 550 U. S. 124 (2007), the Court explained that “[i]t is neither

our obligation nor within our traditional institutional role to resolve 

questions of constitutionality with respect to each potential situation

that might develop,” and “[f]or this reason, ‘[a]s-applied challenges are 

the basic building blocks of constitutional adjudication.’ ” Id., at 168 

(opinion for the Court by KENNEDY, J.) (quoting Fallon 1328 (second 

alteration in original)). 
Cite as: 558 U. S. ____ (2010) 13 

Opinion of STEVENS, J. 

feature-length video-on-demand film (such as Hillary) or

to a nonprofit corporation exempt from taxation under 26

U. S. C. §501(c)(4)11 and funded overwhelmingly by individuals (such as itself). See Brief for Appellant 16–41.

Success on either of these claims would not necessarily

carry any implications for the validity of §203 as applied to 

other types of broadcasts, other types of corporations, or

unions. It certainly would not invalidate the statute as

applied to a large for-profit corporation. See Tr. of Oral 

Arg. 8, 4 (Mar. 24, 2009) (counsel for Citizens United

emphasizing that appellant is “a small, nonprofit organization, which is very much like [an MCFL corporation],”

and affirming that its argument “definitely would not be 

the same” if Hillary were distributed by General Motors).12 

There is no legitimate basis for resurrecting a facial chal­

—————— 

11 Internal Revenue Code section 501(c)(4) applies, inter alia, to nonprofit organizations “operated exclusively for the promotion of social

welfare, . . . the net earnings of which are devoted exclusively to charitable, educational, or recreational purposes.” 12 THE CHIEF JUSTICE is therefore much too quick when he suggests

that, “[e]ven if considered in as-applied terms, a holding in this case

that the Act may not be applied to Citizens United—because corporations as well as individuals enjoy the pertinent First Amendment 

rights—would mean that any other corporation raising the same 

challenge would also win.” Ante, at 4 (concurring opinion). That 

conclusion would only follow if the Court were to ignore Citizens

United’s plausible as-applied arguments and instead take the implausible position that all corporations and all types of expenditures enjoy 

the same First Amendment protections, which always trump the 

interests in regulation. At times, the majority appears to endorse this 

extreme view. At other times, however, it appears to suggest that

nonprofit corporations have a better claim to First Amendment protection than for-profit corporations, see ante, at 20, 39, “advocacy” organizations have a better claim than other nonprofits, ante, at 20, domestic 

corporations have a better claim than foreign corporations, ante, at 46– 

47, small corporations have a better claim than large corporations, 

ante, at 38–40, and printed matter has a better claim than broadcast

communications, ante, at 33. The majority never uses a multinational

business corporation in its hypotheticals. 
14 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

lenge that dropped out of this case 20 months ago. 

Narrower Grounds 

It is all the more distressing that our colleagues have

manufactured a facial challenge, because the parties have 

advanced numerous ways to resolve the case that would 

facilitate electioneering by nonprofit advocacy corporations such as Citizens United, without toppling statutes

and precedents. Which is to say, the majority has transgressed yet another “cardinal” principle of the judicial 

process: “[I]f it is not necessary to decide more, it is necessary not to decide more,” PDK Labs., Inc. v. Drug Enforcement Admin., 362 F. 3d 786, 799 (CADC 2004) (Roberts, J., concurring in part and concurring in judgment). 

Consider just three of the narrower grounds of decision

that the majority has bypassed. First, the Court could 

have ruled, on statutory grounds, that a feature-length

film distributed through video-on-demand does not qualify

as an “electioneering communication” under §203 of

BCRA, 2 U. S. C. §441b. BCRA defines that term to encompass certain communications transmitted by “broadcast, cable, or satellite.” §434(f)(3)(A). When Congress

was developing BCRA, the video-on-demand medium was 

still in its infancy, and legislators were focused on a very

different sort of programming: short advertisements run 

on television or radio. See McConnell, 540 U. S., at 207. 

The sponsors of BCRA acknowledge that the FEC’s implementing regulations do not clearly apply to video-ondemand transmissions. See Brief for Senator John 

McCain et al. as Amici Curiae 17–19. In light of this 

ambiguity, the distinctive characteristics of video-ondemand, and “[t]he elementary rule . . . that every reasonable construction must be resorted to, in order to save a 

statute from unconstitutionality,” Hooper v. California, 

155 U. S. 648, 657 (1895), the Court could have reasonably 
Cite as: 558 U. S. ____ (2010) 15 

Opinion of STEVENS, J. 

ruled that §203 does not apply to Hillary.13 

Second, the Court could have expanded the MCFL exemption to cover §501(c)(4) nonprofits that accept only a 

de minimis amount of money from for-profit corporations.

Citizens United professes to be such a group: Its brief says

it “is funded predominantly by donations from individuals

who support [its] ideological message.” Brief for Appellant 

5. Numerous Courts of Appeal have held that de minimis 

business support does not, in itself, remove an otherwise 

qualifying organization from the ambit of MCFL.14 This 

Court could have simply followed their lead.15 

Finally, let us not forget Citizens United’s as-applied 

constitutional challenge. Precisely because Citizens 

—————— 

13The Court entirely ignores this statutory argument. It concludes 

that §203 applies to Hillary on the basis of the film’s content, ante, at 

7–8, without considering the possibility that §203 does not apply to

video-on-demand transmissions generally. 14See Colorado Right to Life Comm., Inc. v. Coffman, 498 F. 3d 1137, 

1148 (CA10 2007) (adopting this rule and noting that “every other 

circuit to have addressed this issue” has done likewise); Brief for

Independent Sector as Amicus Curiae 10–11 (collecting cases). The 

Court rejects this solution in part because the Government “merely

suggest[s] it” and “does not say that it agrees with the interpretation.” 

Ante, at 11. Our colleagues would thus punish a defendant for showing

insufficient excitement about a ground it has advanced, at the same 

time that they decide the case on a ground the plaintiff expressly 

abandoned. The Court also protests that a de minimis standard would 

“requir[e] intricate case-by-case determinations.” Ante, at 12. But de 

minimis tests need not be intricate at all. A test that granted MCFL 

status to §501(c)(4) organizations if they received less than a fixed 

dollar amount of business donations in the previous year, or if such 

donations represent less than a fixed percentage of their total assets, 

would be perfectly easy to understand and administer. 15Another bypassed ground, not briefed by the parties, would have

been to revive the Snowe-Jeffords Amendment in BCRA §203(c), 

allowing certain nonprofit corporations to pay for electioneering communications with general treasury funds, to the extent they can trace

the payments to individual contributions. See Brief for National Rifle 

Association as Amicus Curiae 5–15 (arguing forcefully that Congress 

intended this result). 
16 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

United looks so much like the MCFL organizations we

have exempted from regulation, while a feature-length 

video-on-demand film looks so unlike the types of electoral

advocacy Congress has found deserving of regulation, this 

challenge is a substantial one. As the appellant’s own

arguments show, the Court could have easily limited the

breadth of its constitutional holding had it declined to

adopt the novel notion that speakers and speech acts must

always be treated identically—and always spared expenditures restrictions—in the political realm. Yet the Court 

nonetheless turns its back on the as-applied review process that has been a staple of campaign finance litigation 

since Buckley v. Valeo, 424 U. S. 1 (1976) (per curiam), and 

that was affirmed and expanded just two Terms ago in 

WRTL, 551 U. S. 449. 

This brief tour of alternative grounds on which the case

could have been decided is not meant to show that any of 

these grounds is ideal, though each is perfectly “valid,” 

ante, at 12 (majority opinion).16 It is meant to show that 

there were principled, narrower paths that a Court that

was serious about judicial restraint could have taken.

There was also the straightforward path: applying Austin 

and McConnell, just as the District Court did in holding 

—————— 

16 THE CHIEF JUSTICE finds our discussion of these narrower solutions 

“quite perplexing” because we suggest that the Court should “latch on

to one of them in order to avoid reaching the broader constitutional

question,” without doing the same ourselves. Ante, at 3. There is 

nothing perplexing about the matter, because we are not similarly

situated to our colleagues in the majority. We do not share their view 

of the First Amendment. Our reading of the Constitution would not

lead us to strike down any statutes or overturn any precedents in this

case, and we therefore have no occasion to practice constitutional 

avoidance or to vindicate Citizens United’s as-applied challenge. Each 

of the arguments made above is surely at least as strong as the statutory argument the Court accepted in last year’s Voting Rights Act case, 

Northwest Austin Municipal Util. Dist. No. One v. Holder, 557 U. S. __ 

(2009). 
Cite as: 558 U. S. ____ (2010) 17 

Opinion of STEVENS, J. 

that the funding of Citizens United’s film can be regulated 

under them. The only thing preventing the majority from 

affirming the District Court, or adopting a narrower 

ground that would retain Austin, is its disdain for Austin. 

II 

The final principle of judicial process that the majority 

violates is the most transparent: stare decisis. I am not an 

absolutist when it comes to stare decisis, in the campaign 

finance area or in any other. No one is. But if this principle is to do any meaningful work in supporting the rule of 

law, it must at least demand a significant justification, 

beyond the preferences of five Justices, for overturning

settled doctrine. “[A] decision to overrule should rest on

some special reason over and above the belief that a prior 

case was wrongly decided.” Planned Parenthood of Southeastern Pa. v. Casey, 505 U. S. 833, 864 (1992). No such 

justification exists in this case, and to the contrary there

are powerful prudential reasons to keep faith with our 

precedents.17 

The Court’s central argument for why stare decisis 

ought to be trumped is that it does not like Austin. The 

opinion “was not well reasoned,” our colleagues assert, and 

it conflicts with First Amendment principles. Ante, at 47– 

48. This, of course, is the Court’s merits argument, the

many defects in which we will soon consider. I am perfectly willing to concede that if one of our precedents were

dead wrong in its reasoning or irreconcilable with the rest

of our doctrine, there would be a compelling basis for 

revisiting it. But neither is true of Austin, as I explain at 

length in Parts III and IV, infra, at 23–89, and restating a

merits argument with additional vigor does not give it 

—————— 

17 I will have more to say shortly about the merits—about why Austin 

and McConnell are not doctrinal outliers, as the Court contends, and 

why their logic is not only defensible but also compelling. For present 

purposes, I limit the discussion to stare-decisis-specific considerations. 
18 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

extra weight in the stare decisis calculus. 

Perhaps in recognition of this point, the Court supplements its merits case with a smattering of assertions. The 

Court proclaims that “Austin is undermined by experience

since its announcement.” Ante, at 48. This is a curious 

claim to make in a case that lacks a developed record. The 

majority has no empirical evidence with which to substantiate the claim; we just have its ipse dixit that the real 

world has not been kind to Austin. Nor does the majority

bother to specify in what sense Austin has been “undermined.” Instead it treats the reader to a string of non

sequiturs: “Our Nation’s speech dynamic is changing,” 

ante, at 48; “[s]peakers have become adept at presenting

citizens with sound bites, talking points, and scripted

messages,” ibid.; “[c]orporations . . . do not have monolithic 

views,” ibid. How any of these ruminations weakens the 

force of stare decisis, escapes my comprehension.18 

The majority also contends that the Government’s hesitation to rely on Austin’s antidistortion rationale “diminishe[s]” “the principle of adhering to that precedent.” 

Ante, at 48; see also ante, at 11 (opinion of ROBERTS, C. J.) 

(Government’s litigating position is “most importan[t]” 

—————— 

18 THE CHIEF JUSTICE suggests that Austin has been undermined by 

subsequent dissenting opinions. Ante, at 9. Under this view, it appears 

that the more times the Court stands by a precedent in the face of

requests to overrule it, the weaker that precedent becomes. THE CHIEF 

JUSTICE further suggests that Austin “is uniquely destabilizing because 

it threatens to subvert our Court’s decisions even outside” its particular

facts, as when we applied its reasoning in McConnell. Ante, at 9. Once 

again, the theory seems to be that the more we utilize a precedent, the

more we call it into question. For those who believe Austin was correctly decided—as the Federal Government and the States have long 

believed, as the majority of Justices to have served on the Court since 

Austin have believed, and as we continue to believe—there is nothing

“destabilizing” about the prospect of its continued application. It is 

gutting campaign finance laws across the country, as the Court does

today, that will be destabilizing. 
Cite as: 558 U. S. ____ (2010) 19 

Opinion of STEVENS, J. 

factor undermining Austin). Why it diminishes the value

of stare decisis is left unexplained. We have never thought 

fit to overrule a precedent because a litigant has taken 

any particular tack. Nor should we. Our decisions can 

often be defended on multiple grounds, and a litigant may 

have strategic or case-specific reasons for emphasizing

only a subset of them. Members of the public, moreover,

often rely on our bottom-line holdings far more than our

precise legal arguments; surely this is true for the legislatures that have been regulating corporate electioneering 

since Austin. The task of evaluating the continued viability of precedents falls to this Court, not to the parties.19 

Although the majority opinion spends several pages

making these surprising arguments, it says almost nothing about the standard considerations we have used to

determine stare decisis value, such as the antiquity of the

precedent, the workability of its legal rule, and the reliance interests at stake. It is also conspicuously silent 

about McConnell, even though the McConnell Court’s 

decision to uphold BCRA §203 relied not only on the antidistortion logic of Austin but also on the statute’s historical pedigree, see, e.g., 540 U. S., at 115–132, 223–224, and 

the need to preserve the integrity of federal campaigns, 

see id., at 126–129, 205–208, and n. 88. 

We have recognized that “[s]tare decisis has special force

when legislators or citizens ‘have acted in reliance on a 

previous decision, for in this instance overruling the deci­

—————— 

19Additionally, the majority cites some recent scholarship challenging 

the historical account of campaign finance law given in United States v. 

Automobile Workers, 352 U. S. 567 (1957). Ante, at 48. Austin did not 

so much as allude to this historical account, much less rely on it. Even 

if the scholarship cited by the majority is correct that certain campaign

finance reforms were less deliberate or less benignly motivated than 

Automobile Workers suggested, the point remains that this body of law

has played a significant and broadly accepted role in American political

life for decades upon decades. 
20 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

sion would dislodge settled rights and expectations or

require an extensive legislative response.’” Hubbard v. 

United States, 514 U. S. 695, 714 (1995) (quoting Hilton v. 

South Carolina Public Railways Comm’n, 502 U. S. 197, 

202 (1991)). Stare decisis protects not only personal rights 

involving property or contract but also the ability of the 

elected branches to shape their laws in an effective and

coherent fashion. Today’s decision takes away a power

that we have long permitted these branches to exercise.

State legislatures have relied on their authority to regulate corporate electioneering, confirmed in Austin, for 

more than a century.20 The Federal Congress has relied

on this authority for a comparable stretch of time, and it

specifically relied on Austin throughout the years it spent

developing and debating BCRA. The total record it compiled was 100,000 pages long.21 Pulling out the rug beneath Congress after affirming the constitutionality of 

§203 six years ago shows great disrespect for a coequal 

branch. 

By removing one of its central components, today’s

ruling makes a hash out of BCRA’s “delicate and interconnected regulatory scheme.” McConnell, 540 U. S., at 172. 

Consider just one example of the distortions that will

follow: Political parties are barred under BCRA from 

soliciting or spending “soft money,” funds that are not

subject to the statute’s disclosure requirements or its

source and amount limitations. 2 U. S. C. §441i; McConnell, 540 U. S., at 122–126. Going forward, corporations

and unions will be free to spend as much general treasury

money as they wish on ads that support or attack specific 

—————— 

20See Brief for State of Montana et al. as Amici Curiae 5–13; see also 

Supp. Brief for Senator John McCain et al. as Amici Curiae 1a–8a 

(listing 24 States that presently limit or prohibit independent electioneering expenditures from corporate general treasuries). 21Magleby, The Importance of the Record in McConnell v. FEC, 3 

Election L. J. 285 (2004). 
Cite as: 558 U. S. ____ (2010) 21 

Opinion of STEVENS, J. 

candidates, whereas national parties will not be able to

spend a dime of soft money on ads of any kind. The 

Court’s ruling thus dramatically enhances the role of 

corporations and unions—and the narrow interests they 

represent—vis-à-vis the role of political parties—and the 

broad coalitions they represent—in determining who will 

hold public office.22 

Beyond the reliance interests at stake, the other stare 

decisis factors also cut against the Court. Considerations 

of antiquity are significant for similar reasons. McConnell 

is only six years old, but Austin has been on the books for 

two decades, and many of the statutes called into question

by today’s opinion have been on the books for a halfcentury or more. The Court points to no intervening

change in circumstances that warrants revisiting Austin. 

Certainly nothing relevant has changed since we decided 

WRTL two Terms ago. And the Court gives no reason to 

think that Austin and McConnell are unworkable. 

In fact, no one has argued to us that Austin’s rule has 

proved impracticable, and not a single for-profit corporation, union, or State has asked us to overrule it. Quite to 

the contrary, leading groups representing the business

community,23 organized labor,24 and the nonprofit sector,25 

together with more than half of the States,26 urge that we 

—————— 

22To be sure, the majority may respond that Congress can correct the

imbalance by removing BCRA’s soft-money limits. Cf. Tr. of Oral Arg. 

24 (Sept. 9, 2009) (query of KENNEDY, J.). But this is no response to any 

legislature that takes campaign finance regulation seriously. It merely 

illustrates the breadth of the majority’s deregulatory vision. 23See Brief for Committee for Economic Development as Amicus Curiae; Brief for American Independent Business Alliance as Amicus 

Curiae. But see Supp. Brief for Chamber of Commerce of the United

States of America as Amicus Curiae. 24See Brief for American Federation of Labor and Congress of Industrial Organizations as Amicus Curiae 3, 9. 25See Brief for Independent Sector as Amicus Curiae 16–20. 26See Brief for State of Montana et al. as Amici Curiae. 
22 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

preserve Austin. As for McConnell, the portions of BCRA

it upheld may be prolix, but all three branches of Government have worked to make §203 as user-friendly as possible. For instance, Congress established a special mechanism for expedited review of constitutional challenges, see 

note following 2 U. S. C. §437h; the FEC has established a

standardized process, with clearly defined safe harbors, 

for corporations to claim that a particular electioneering

communication is permissible under WRTL, see 11 CFR 

§114.15 (2009);27 and, as noted above, THE CHIEF JUSTICE 

crafted his controlling opinion in WRTL with the express

goal of maximizing clarity and administrability, 551 U. S.,

at 469–470, 473–474. The case for stare decisis may be

bolstered, we have said, when subsequent rulings “have

reduced the impact” of a precedent “while reaffirming the

decision’s core ruling.” Dickerson v. United States, 530 

U. S. 428, 443 (2000).28 

In the end, the Court’s rejection of Austin and McCon-

—————— 

27The FEC established this process following the Court’s June 2007

decision in that case, 551 U. S. 449. In the brief interval between the 

establishment of this process and the 2008 election, corporations and 

unions used it to make $108.5 million in electioneering communications.

Supp. Brief for Appellee 22–23; FEC, Electioneering Communication

Summary, online at http://fec.gov/finance/disclosure/ECSummary.shtml 

(all Internet materials as visited Jan. 18, 2010, and available in Clerk

of Court’s case file). 28Concedely, Austin and McConnell were constitutional decisions, 

and we have often said that “claims of stare decisis are at the weakest 

in that field, where our mistakes cannot be corrected by Congress.” 

Vieth v. Jubelirer, 541 U. S. 267, 305 (2004) (plurality opinion). As a 

general matter, this principle is a sound one. But the principle only

takes on real force when an earlier ruling has obstructed the normal

democratic process; it is the fear of making “mistakes [that] cannot be

corrected by Congress,” ibid., that motivates us to review constitutional 

precedents with a more critical eye. Austin and McConnell did not 

obstruct state or congressional legislative power in any way. Although

it is unclear how high a bar today’s decision will pose to future attempts to regulate corporate electioneering, it will clearly restrain

much legislative action. 
Cite as: 558 U. S. ____ (2010) 23 

Opinion of STEVENS, J. 

nell comes down to nothing more than its disagreement

with their results. Virtually every one of its arguments

was made and rejected in those cases, and the majority

opinion is essentially an amalgamation of resuscitated 

dissents. The only relevant thing that has changed since 

Austin and McConnell is the composition of this Court.

Today’s ruling thus strikes at the vitals of stare decisis, 

“the means by which we ensure that the law will not 

merely change erratically, but will develop in a principled 

and intelligible fashion” that “permits society to presume 

that bedrock principles are founded in the law rather than

in the proclivities of individuals.” Vasquez v. Hillery, 474 

U. S. 254, 265 (1986). 

III 

The novelty of the Court’s procedural dereliction and its

approach to stare decisis is matched by the novelty of its

ruling on the merits. The ruling rests on several premises.

First, the Court claims that Austin and McConnell have 

“banned” corporate speech. Second, it claims that the 

First Amendment precludes regulatory distinctions based 

on speaker identity, including the speaker’s identity as a 

corporation. Third, it claims that Austin and McConnell 

were radical outliers in our First Amendment tradition 

and our campaign finance jurisprudence. Each of these 

claims is wrong. 

The So-Called “Ban” 

Pervading the Court’s analysis is the ominous image of 

a “categorical ba[n]” on corporate speech. Ante, at 45. 

Indeed, the majority invokes the specter of a “ban” on

nearly every page of its opinion. Ante, at 1, 4, 7, 10, 11, 

12, 13, 16, 20, 21, 22, 23, 26, 27, 28, 29, 30, 31, 33, 35, 38, 

40, 42, 45, 46, 47, 49, 54, 56. This characterization is 

highly misleading, and needs to be corrected.

In fact it already has been. Our cases have repeatedly 
24 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

pointed out that, “[c]ontrary to the [majority’s] critical

assumptions,” the statutes upheld in Austin and McConnell do “not impose an absolute ban on all forms of corporate political spending.” Austin, 494 U. S., at 660; see also 

McConnell, 540 U. S., at 203–204; Beaumont, 539 U. S., at 

162–163. For starters, both statutes provide exemptions

for PACs, separate segregated funds established by a

corporation for political purposes. See 2 U. S. C. 

§441b(b)(2)(C); Mich. Comp. Laws Ann. §169.255 (West 

2005). “The ability to form and administer separate segregated funds,” we observed in McConnell, “has provided

corporations and unions with a constitutionally sufficient

opportunity to engage in express advocacy. That has been 

this Court’s unanimous view.” 540 U. S., at 203. 

Under BCRA, any corporation’s “stockholders and their 

families and its executive or administrative personnel and 

their families” can pool their resources to finance electioneering communications. 2 U. S. C. §441b(b)(4)(A)(i). A 

significant and growing number of corporations avail

themselves of this option;29 during the most recent election 

cycle, corporate and union PACs raised nearly a billion 

dollars.30 Administering a PAC entails some administrative burden, but so does complying with the disclaimer,

disclosure, and reporting requirements that the Court 

today upholds, see ante, at 51, and no one has suggested 

that the burden is severe for a sophisticated for-profit 

corporation. To the extent the majority is worried about 

—————— 

29See FEC, Number of Federal PAC’s Increases, http://fec.gov/press/

press2008/20080812paccount.shtml. 30See Supp. Brief for Appellee 16 (citing FEC statistics placing this 

figure at $840 million). The majority finds the PAC option inadequate

in part because “[a] PAC is a separate association from the corporation.” Ante, at 21. The formal “separateness” of PACs from their host 

corporations—which administer and control the PACs but which cannot

funnel general treasury funds into them or force members to support 

them—is, of course, the whole point of the PAC mechanism. 
Cite as: 558 U. S. ____ (2010) 25 

Opinion of STEVENS, J. 

this issue, it is important to keep in mind that we have no

record to show how substantial the burden really is, just 

the majority’s own unsupported factfinding, see ante, at 

21–22. Like all other natural persons, every shareholder

of every corporation remains entirely free under Austin 

and McConnell to do however much electioneering she 

pleases outside of the corporate form. The owners of a 

“mom & pop” store can simply place ads in their own 

names, rather than the store’s. If ideologically aligned 

individuals wish to make unlimited expenditures through

the corporate form, they may utilize an MCFL organization that has policies in place to avoid becoming a conduit 

for business or union interests. See MCFL, 479 U. S., at 

263–264. 

The laws upheld in Austin and McConnell leave open

many additional avenues for corporations’ political speech.

Consider the statutory provision we are ostensibly evaluating in this case, BCRA §203. It has no application to

genuine issue advertising—a category of corporate speech 

Congress found to be far more substantial than electionrelated advertising, see McConnell, 540 U. S., at 207—or 

to Internet, telephone, and print advocacy.31 Like numer­

—————— 

31Roaming far afield from the case at hand, the majority worries that 

the Government will use §203 to ban books, pamphlets, and blogs. 

Ante, at 20, 33, 49. Yet by its plain terms, §203 does not apply to 

printed material. See 2 U. S. C. §434(f)(3)(A)(i); see also 11 CFR

§100.29(c)(1) (“[E]lectioneering communication does not include communications appearing in print media”). And in light of the ordinary 

understanding of the terms “broadcast, cable, [and] satellite,” 

§434(f)(3)(A)(i), coupled with Congress’ clear aim of targeting “a virtual 

torrent of televised election-related ads,” McConnell, 540 U. S., at 207, 

we highly doubt that §203 could be interpreted to apply to a Web site or

book that happens to be transmitted at some stage over airwaves or

cable lines, or that the FEC would ever try to do so. See 11 CFR 

§100.26 (exempting most Internet communications from regulation as

advertising); §100.155 (exempting uncompensated Internet activity

from regulation as an expenditure); Supp. Brief for Center for Independent Media et al. as Amici Curiae 14 (explaining that “the FEC has 
26 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

ous statutes, it exempts media companies’ news stories, 

commentaries, and editorials from its electioneering restrictions, in recognition of the unique role played by the

institutional press in sustaining public debate.32 See 2 

U. S. C. §434(f)(3)(B)(i); McConnell, 540 U. S., at 208–209; 

see also Austin, 494 U. S., at 666–668. It also allows 

corporations to spend unlimited sums on political communications with their executives and shareholders, 

§441b(b)(2)(A); 11 CFR §114.3(a)(1), to fund additional 

PAC activity through trade associations, 2 U. S. C. 

§441b(b)(4)(D), to distribute voting guides and voting

records, 11 CFR §§114.4(c)(4)–(5), to underwrite voter 

registration and voter turnout activities, §114.3(c)(4);

§114.4(c)(2), to host fundraising events for candidates 

within certain limits, §114.4(c); §114.2(f)(2), and to publicly endorse candidates through a press release and press 

conference, §114.4(c)(6).

At the time Citizens United brought this lawsuit, the

only types of speech that could be regulated under §203 

were: (1) broadcast, cable, or satellite communications;33 

(2) capable of reaching at least 50,000 persons in the 

relevant electorate;34 (3) made within 30 days of a primary

or 60 days of a general federal election;35 (4) by a labor 

union or a non-MCFL, nonmedia corporation;36 (5) paid for 

—————— 

consistently construed [BCRA’s] media exemption to apply to a variety

of non-traditional media”). If it should, the Government acknowledges

“there would be quite [a] good as-applied challenge.” Tr. of Oral Arg. 65 

(Sept. 9, 2009). 32As the Government points out, with a media corporation there is

also a lesser risk that investors will not understand, learn about, or 

support the advocacy messages that the corporation disseminates.

Supp. Reply Brief for Appellee 10. Everyone knows and expects that 

media outlets may seek to influence elections in this way. 33 2 U. S. C. §434(f)(3)(A)(i). 

34 §434(f)(3)(C). 

35 §434(f)(3)(A)(i)(II). 

36 §441b(b); McConnell, 540 U. S., at 211. 
Cite as: 558 U. S. ____ (2010) 27 

Opinion of STEVENS, J. 

with general treasury funds;37 and (6) “susceptible of no 

reasonable interpretation other than as an appeal to vote 

for or against a specific candidate.”38 The category of

communications meeting all of these criteria is not trivial,

but the notion that corporate political speech has been 

“suppress[ed] . . . altogether,” ante, at 2, that corporations

have been “exclu[ded] . . . from the general public dialogue,” ante, at 25, or that a work of fiction such as Mr. 

Smith Goes to Washington might be covered, ante, at 56– 

57, is nonsense.39 Even the plaintiffs in McConnell, who 

had every incentive to depict BCRA as negatively as possible, declined to argue that §203’s prohibition on certain 

uses of general treasury funds amounts to a complete ban. 

See 540 U. S., at 204. 

In many ways, then, §203 functions as a source restriction or a time, place, and manner restriction. It applies in

a viewpoint-neutral fashion to a narrow subset of advocacy 

messages about clearly identified candidates for federal 

office, made during discrete time periods through discrete 

channels. In the case at hand, all Citizens United needed 

to do to broadcast Hillary right before the primary was to

abjure business contributions or use the funds in its PAC,

which by its own account is “one of the most active conservative PACs in America,” Citizens United Political Victory 

—————— 

37 §441b(b)(2)(C). 38 WRTL, 551 U. S. 449, 470 (2007) (opinion of ROBERTS, C. J.). 39 It is likewise nonsense to suggest that the FEC’s “‘business is to 

censor.’ ” Ante, at 18 (quoting Freedman v. Maryland, 380 U. S. 51, 57 

(1965)). The FEC’s business is to administer and enforce the campaign

finance laws. The regulatory body at issue in Freedman was a state 

Board of Censors that had virtually unfettered discretion to bar distribution of motion picture films it deemed not to be “moral and proper.” 

See id., at 52–53, and n. 2. No movie could be shown in the State of 

Maryland that was not first approved and licensed by the Board of

Censors. Id., at 52, n. 1. It is an understatement to say that Freedman 

is not on point, and the majority’s characterization of the FEC is deeply 

disconcerting. 
28 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

Fund, http://www.cupvf.org/.40 

So let us be clear: Neither Austin nor McConnell held or 

implied that corporations may be silenced; the FEC is not 

a “censor”; and in the years since these cases were decided, 

corporations have continued to play a major role in the 

national dialogue. Laws such as §203 target a class of

communications that is especially likely to corrupt the

political process, that is at least one degree removed from

the views of individual citizens, and that may not even

reflect the views of those who pay for it. Such laws burden 

political speech, and that is always a serious matter, 

demanding careful scrutiny. But the majority’s incessant

talk of a “ban” aims at a straw man. 

Identity-Based Distinctions 

The second pillar of the Court’s opinion is its assertion 

that “the Government cannot restrict political speech

based on the speaker’s . . . identity.” Ante, at 30; accord, 

ante, at 1, 24, 26, 30, 31, 32, 33, 34, 49, 50. The case on 

which it relies for this proposition is First Nat. Bank of 

Boston v. Bellotti, 435 U. S. 765 (1978). As I shall explain, 

infra, at 52–55, the holding in that case was far narrower 

than the Court implies. Like its paeans to unfettered

discourse, the Court’s denunciation of identity-based

distinctions may have rhetorical appeal but it obscures

reality.

“Our jurisprudence over the past 216 years has rejected

an absolutist interpretation” of the First Amendment. 

WRTL, 551 U. S., at 482 (opinion of ROBERTS, C. J.). The 

—————— 

40Citizens United has administered this PAC for over a decade. See 

Defendant FEC’s Memorandum in Opposition to Plaintiff’s Second 

Motion for Preliminary Injunction in No. 07–2240 (ARR, RCL, RWR)

(DC), p. 20. Citizens United also operates multiple “527” organizations

that engage in partisan political activity. See Defendant FEC’s Statement of Material Facts as to Which There Is No Genuine Dispute in No.

07–2240 (DC), ¶¶ 22–24. 
Cite as: 558 U. S. ____ (2010) 29 

Opinion of STEVENS, J. 

First Amendment provides that “Congress shall make no

law . . . abridging the freedom of speech, or of the press.” 

Apart perhaps from measures designed to protect the

press, that text might seem to permit no distinctions of 

any kind. Yet in a variety of contexts, we have held that 

speech can be regulated differentially on account of the 

speaker’s identity, when identity is understood in categorical or institutional terms. The Government routinely

places special restrictions on the speech rights of students,41 prisoners,42 members of the Armed Forces,43 foreigners,44 and its own employees.45 When such restrictions are justified by a legitimate governmental interest, 

they do not necessarily raise constitutional problems.46 In 

—————— 

41See, e.g., Bethel School Dist. No. 403 v. Fraser, 478 U. S. 675, 682 

(1986) (“[T]he constitutional rights of students in public school are not

automatically coextensive with the rights of adults in other settings”). 42See, e.g., Jones v. North Carolina Prisoners’ Labor Union, Inc., 433 

U. S. 119, 129 (1977) (“In a prison context, an inmate does not retain

those First Amendment rights that are inconsistent with his status as a 

prisoner or with the legitimate penological objectives of the corrections 

system” (internal quotation marks omitted)). 43See, e.g., Parker v. Levy, 417 U. S. 733, 758 (1974) (“While the 

members of the military are not excluded from the protection granted

by the First Amendment, the different character of the military community and of the military mission requires a different application of

those protections”). 44See, e.g., 2 U. S. C. §441e(a)(1) (foreign nationals may not directly

or indirectly make contributions or independent expenditures in connection with a U. S. election). 45See, e.g., Civil Service Comm’n v. Letter Carriers, 413 U. S. 548 

(1973) (upholding statute prohibiting Executive Branch employees from 

taking “any active part in political management or in political campaigns” (internal quotation marks omitted)); Public Workers v. Mitchell, 

330 U. S. 75 (1947) (same); United States v. Wurzbach, 280 U. S. 396 

(1930) (upholding statute prohibiting federal employees from making 

contributions to Members of Congress for “any political purpose whatever” (internal quotation marks omitted)); Ex parte Curtis, 106 U. S. 

371 (1882) (upholding statute prohibiting certain federal employees

from giving money to other employees for political purposes). 46The majority states that the cases just cited are “inapposite” be­
30 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

contrast to the blanket rule that the majority espouses, 

our cases recognize that the Government’s interests may

be more or less compelling with respect to different classes 

of speakers,47 cf. Minneapolis Star & Tribune Co. v. Minnesota Comm’r of Revenue, 460 U. S. 575, 585 (1983) 

(“[D]ifferential treatment” is constitutionally suspect

“unless justified by some special characteristic” of the 

regulated class of speakers (emphasis added)), and that 

the constitutional rights of certain categories of speakers, 

in certain contexts, “‘are not automatically coextensive

with the rights’” that are normally accorded to members of 

our society, Morse v. Frederick, 551 U. S. 393, 396–397, 

404 (2007) (quoting Bethel School Dist. No. 403 v. Fraser, 

478 U. S. 675, 682 (1986)).

The free speech guarantee thus does not render every 

other public interest an illegitimate basis for qualifying a

speaker’s autonomy; society could scarcely function if it

did. It is fair to say that our First Amendment doctrine

has “frowned on” certain identity-based distinctions, Los 

Angeles Police Dept. v. United Reporting Publishing Corp., 

—————— 

cause they “stand only for the proposition that there are certain governmental functions that cannot operate without some restrictions on 

particular kinds of speech.” Ante, at 25. The majority’s creative suggestion that these cases stand only for that one proposition is quite 

implausible. In any event, the proposition lies at the heart of this case, 

as Congress and half the state legislatures have concluded, over many 

decades, that their core functions of administering elections and passing legislation cannot operate effectively without some narrow restrictions on corporate electioneering paid for by general treasury funds. 47Outside of the law, of course, it is a commonplace that the identity

and incentives of the speaker might be relevant to an assessment of his

speech. See Aristotle, Poetics 43–44 (M. Heath transl. 1996) (“In

evaluating any utterance or action, one must take into account not just

the moral qualities of what is actually done or said, but also the identity of the agent or speaker, the addressee, the occasion, the means, and 

the motive”). The insight that the identity of speakers is a proper

subject of regulatory concern, it bears noting, motivates the disclaimer

and disclosure provisions that the Court today upholds. 
Cite as: 558 U. S. ____ (2010) 31 

Opinion of STEVENS, J. 

528 U. S. 32, 47, n. 4 (1999) (STEVENS, J., dissenting),

particularly those that may reflect invidious discrimination or preferential treatment of a politically powerful 

group. But it is simply incorrect to suggest that we have

prohibited all legislative distinctions based on identity or 

content. Not even close. 

The election context is distinctive in many ways, and the

Court, of course, is right that the First Amendment closely

guards political speech. But in this context, too, the authority of legislatures to enact viewpoint-neutral regulations based on content and identity is well settled. We 

have, for example, allowed state-run broadcasters to exclude independent candidates from televised debates. 

Arkansas Ed. Television Comm’n v. Forbes, 523 U. S. 666 

(1998).48 We have upheld statutes that prohibit the distribution or display of campaign materials near a polling 

place. Burson v. Freeman, 504 U. S. 191 (1992).49 Although we have not reviewed them directly, we have never

cast doubt on laws that place special restrictions on campaign spending by foreign nationals. See, e.g., 2 U. S. C. 

§441e(a)(1). And we have consistently approved laws that 

bar Government employees, but not others, from contrib­

—————— 

48 I dissented in Forbes because the broadcaster’s decision to exclude 

the respondent from its debate was done “on the basis of entirely

subjective, ad hoc judgments,” 523 U. S., at 690, that suggested anticompetitive viewpoint discrimination, id., at 693–694, and lacked a 

compelling justification. Needless to say, my concerns do not apply to 

the instant case. 49The law at issue in Burson was far from unusual. “[A]ll 50 States,” 

the Court observed, “limit access to the areas in or around polling

places.” 504 U. S., at 206; see also Note, 91 Ky. L. J. 715, 729, n. 89,

747–769 (2003) (collecting statutes). I dissented in Burson because the 

evidence adduced to justify Tennessee’s law was “exceptionally thin,”

504 U. S., at 219, and “the reason for [the] restriction [had] disappear[ed]” over time, id., at 223. “In short,” I concluded, “Tennessee 

ha[d] failed to point to any legitimate interest that would justify its

selective regulation of campaign-related expression.” Id., at 225. These 

criticisms are inapplicable to the case before us. 
32 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

uting to or participating in political activities. See n. 45, 

supra. These statutes burden the political expression of 

one class of speakers, namely, civil servants. Yet we have 

sustained them on the basis of longstanding practice and 

Congress’ reasoned judgment that certain regulations

which leave “untouched full participation . . . in political

decisions at the ballot box,” Civil Service Comm’n v. Letter 

Carriers, 413 U. S. 548, 556 (1973) (internal quotation 

marks omitted), help ensure that public officials are “sufficiently free from improper influences,” id., at 564, and 

that “confidence in the system of representative Government is not . . . eroded to a disastrous extent,” id., at 565. 

The same logic applies to this case with additional force 

because it is the identity of corporations, rather than 

individuals, that the Legislature has taken into account.

As we have unanimously observed, legislatures are entitled to decide “that the special characteristics of the corporate structure require particularly careful regulation” in 

an electoral context. NRWC, 459 U. S., at 209–210.50 Not 

only has the distinctive potential of corporations to corrupt

the electoral process long been recognized, but within the

area of campaign finance, corporate spending is also “furthest from the core of political expression, since corporations’ First Amendment speech and association interests

are derived largely from those of their members and of the 

public in receiving information,” Beaumont, 539 U. S., at 

161, n. 8 (citation omitted). Campaign finance distinctions

based on corporate identity tend to be less worrisome, in

other words, because the “speakers” are not natural persons, much less members of our political community, and 

—————— 

50They are likewise entitled to regulate media corporations differently from other corporations “to ensure that the law ‘does not hinder or

prevent the institutional press from reporting on, and publishing

editorials about, newsworthy events.’ ” McConnell, 540 U. S., at 208 

(quoting Austin v. Michigan Chamber of Commerce, 494 U. S. 652, 668 

(1990)). 
Cite as: 558 U. S. ____ (2010) 33 

Opinion of STEVENS, J. 

the governmental interests are of the highest order. Furthermore, when corporations, as a class, are distinguished 

from noncorporations, as a class, there is a lesser risk that 

regulatory distinctions will reflect invidious discrimination or political favoritism. 

If taken seriously, our colleagues’ assumption that the

identity of a speaker has no relevance to the Government’s 

ability to regulate political speech would lead to some

remarkable conclusions. Such an assumption would have

accorded the propaganda broadcasts to our troops by

“Tokyo Rose” during World War II the same protection as 

speech by Allied commanders. More pertinently, it would

appear to afford the same protection to multinational 

corporations controlled by foreigners as to individual 

Americans: To do otherwise, after all, could “‘enhance the 

relative voice’” of some (i.e., humans) over others (i.e., 

nonhumans). Ante, at 33 (quoting Buckley, 424 U. S., at 

49).51 Under the majority’s view, I suppose it may be a 

First Amendment problem that corporations are not permitted to vote, given that voting is, among other things, a 

—————— 

51The Court all but confesses that a categorical approach to speaker

identity is untenable when it acknowledges that Congress might be 

allowed to take measures aimed at “preventing foreign individuals or

associations from influencing our Nation’s political process.” Ante, at 

46–47. Such measures have been a part of U. S. campaign finance law

for many years. The notion that Congress might lack the authority to 

distinguish foreigners from citizens in the regulation of electioneering 

would certainly have surprised the Framers, whose “obsession with 

foreign influence derived from a fear that foreign powers and individuals had no basic investment in the well-being of the country.”

Teachout, The Anti-Corruption Principle, 94 Cornell L. Rev. 341, 393,

n. 245 (2009) (hereinafter Teachout); see also U. S. Const., Art. I, §9, cl. 

8 (“[N]o Person holding any Office of Profit or Trust . . . shall, without 

the Consent of the Congress, accept of any present, Emolument, Office, 

or Title, of any kind whatever, from any King, Prince, or foreign State”).

Professor Teachout observes that a corporation might be analogized to 

a foreign power in this respect, “inasmuch as its legal loyalties necessarily exclude patriotism.” Teachout 393, n. 245. 
34 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

form of speech.52 

In short, the Court dramatically overstates its critique

of identity-based distinctions, without ever explaining why

corporate identity demands the same treatment as individual identity. Only the most wooden approach to the

First Amendment could justify the unprecedented line it

seeks to draw. 

Our First Amendment Tradition 

A third fulcrum of the Court’s opinion is the idea that 

Austin and McConnell are radical outliers, “aberration[s],”

in our First Amendment tradition. Ante, at 39; see also 

ante, at 45, 56 (professing fidelity to “our law and our 

tradition”). The Court has it exactly backwards. It is 

today’s holding that is the radical departure from what 

had been settled First Amendment law. To see why, it is 

useful to take a long view. 

1. Original Understandings 

Let us start from the beginning. The Court invokes 

“ancient First Amendment principles,” ante, at 1 (internal

quotation marks omitted), and original understandings, 

ante, at 37–38, to defend today’s ruling, yet it makes only 

a perfunctory attempt to ground its analysis in the principles or understandings of those who drafted and ratified 

the Amendment. Perhaps this is because there is not a

scintilla of evidence to support the notion that anyone 

—————— 

52See A. Bickel, The Supreme Court and the Idea of Progress 59–60 

(1978); A. Meiklejohn, Political Freedom: The Constitutional Powers of

the People 39–40 (1965); Tokaji, First Amendment Equal Protection:

On Discretion, Inequality, and Participation, 101 Mich. L. Rev. 2409, 

2508–2509 (2003). Of course, voting is not speech in a pure or formal

sense, but then again neither is a campaign expenditure; both are

nevertheless communicative acts aimed at influencing electoral outcomes. Cf. Strauss, Corruption, Equality, and Campaign Finance 

Reform, 94 Colum. L. Rev. 1369, 1383–1384 (1994) (hereinafter 

Strauss). 
Cite as: 558 U. S. ____ (2010) 35 

Opinion of STEVENS, J. 

believed it would preclude regulatory distinctions based on 

the corporate form. To the extent that the Framers’ views 

are discernible and relevant to the disposition of this case,

they would appear to cut strongly against the majority’s

position.

This is not only because the Framers and their contemporaries conceived of speech more narrowly than we now 

think of it, see Bork, Neutral Principles and Some First

Amendment Problems, 47 Ind. L. J. 1, 22 (1971), but also 

because they held very different views about the nature of 

the First Amendment right and the role of corporations in

society. Those few corporations that existed at the founding were authorized by grant of a special legislative charter.53 Corporate sponsors would petition the legislature, 

and the legislature, if amenable, would issue a charter

that specified the corporation’s powers and purposes and 

“authoritatively fixed the scope and content of corporate 

organization,” including “the internal structure of the 

—————— 

53Scholars have found that only a handful of business corporations 

were issued charters during the colonial period, and only a few hundred 

during all of the 18th century. See E. Dodd, American Business Corporations Until 1860, p. 197 (1954); L. Friedman, A History of American

Law 188–189 (2d ed. 1985); Baldwin, American Business Corporations

Before 1789, 8 Am. Hist. Rev. 449, 450–459 (1903). JUSTICE SCALIA 

quibbles with these figures; whereas we say that “a few hundred”

charters were issued to business corporations during the 18th century,

he says that the number is “approximately 335.” Ante, at 2 (concurring 

opinion). JUSTICE SCALIA also raises the more serious point that it is 

improper to assess these figures by today’s standards, ante, at 3, 

though I believe he fails to substantiate his claim that “the corporation 

was a familiar figure in American economic life” by the century’s end, 

ibid. (internal quotation marks omitted). His formulation of that claim 

is also misleading, because the relevant reference point is not 1800 but 

the date of the First Amendment’s ratification, in 1791. And at that 

time, the number of business charters must have been significantly

smaller than 335, because the pace of chartering only began to pick up 

steam in the last decade of the 18th century. More than half of the 

century’s total business charters were issued between 1796 and 1800. 

Friedman, History of American Law, at 189. 
36 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

corporation.” J. Hurst, The Legitimacy of the Business 

Corporation in the Law of the United States 1780–1970,

pp. 15–16 (1970) (reprint 2004). Corporations were created, supervised, and conceptualized as quasi-public entities, “designed to serve a social function for the state.”

Handlin & Handlin, Origin of the American Business

Corporation, 5 J. Econ. Hist. 1, 22 (1945). It was “assumed that [they] were legally privileged organizations 

that had to be closely scrutinized by the legislature because their purposes had to be made consistent with public welfare.” R. Seavoy, Origins of the American Business 

Corporation, 1784–1855, p. 5 (1982). 

The individualized charter mode of incorporation reflected the “cloud of disfavor under which corporations 

labored” in the early years of this Nation. 1 W. Fletcher, 

Cyclopedia of the Law of Corporations §2, p. 8 (rev. ed. 

2006); see also Louis K. Liggett Co. v. Lee, 288 U. S. 517, 

548–549 (1933) (Brandeis, J., dissenting) (discussing fears

of the “evils” of business corporations); L. Friedman, A

History of American Law 194 (2d ed. 1985) (“The word 

‘soulless’ constantly recurs in debates over corporations. . . . Corporations, it was feared, could concentrate

the worst urges of whole groups of men”). Thomas Jefferson famously fretted that corporations would subvert the 

Republic.54 General incorporation statutes, and widespread acceptance of business corporations as socially 

useful actors, did not emerge until the 1800’s. See Hansmann & Kraakman, The End of History for Corporate 

Law, 89 Geo. L. J. 439, 440 (2001) (hereinafter Hansmann

& Kraakman) (“[A]ll general business corporation statutes

appear to date from well after 1800”). 

—————— 

54See Letter from Thomas Jefferson to Tom Logan (Nov. 12, 1816), in 

12 The Works of Thomas Jefferson 42, 44 (P. Ford ed. 1905) (“I hope we

shall . . . crush in [its] birth the aristocracy of our monied corporations 

which dare already to challenge our government to a trial of strength

and bid defiance to the laws of our country”). 
Cite as: 558 U. S. ____ (2010) 37 

Opinion of STEVENS, J. 

The Framers thus took it as a given that corporations

could be comprehensively regulated in the service of the 

public welfare. Unlike our colleagues, they had little

trouble distinguishing corporations from human beings,

and when they constitutionalized the right to free speech 

in the First Amendment, it was the free speech of individual Americans that they had in mind.55 While individuals 

might join together to exercise their speech rights, business corporations, at least, were plainly not seen as facilitating such associational or expressive ends. Even “the 

notion that business corporations could invoke the First 

Amendment would probably have been quite a novelty,”

given that “at the time, the legitimacy of every corporate

activity was thought to rest entirely in a concession of the

sovereign.” Shelledy, Autonomy, Debate, and Corporate 

Speech, 18 Hastings Const. L. Q. 541, 578 (1991); cf. Trustees of Dartmouth College v. Woodward, 4 Wheat. 518, 636 

—————— 

55 In normal usage then, as now, the term “speech” referred to oral 

communications by individuals. See, e.g., 2 S. Johnson, Dictionary of 

the English Language 1853–1854 (4th ed. 1773) (reprinted 1978) 

(listing as primary definition of “speech”: “The power of articulate

utterance; the power of expressing thoughts by vocal words”); 2 N.

Webster, American Dictionary of the English Language (1828) (reprinted 1970) (listing as primary definition of “speech”: “The faculty of

uttering articulate sounds or words, as in human beings; the faculty of 

expressing thoughts by words or articulate sounds. Speech was given 

to man by his Creator for the noblest purposes”). Indeed, it has been 

“claimed that the notion of institutional speech . . . did not exist in postrevolutionary America.” Fagundes, State Actors as First Amendment

Speakers, 100 Nw. U. L. Rev. 1637, 1654 (2006); see also Bezanson, 

Institutional Speech, 80 Iowa L. Rev. 735, 775 (1995) (“In the intellectual heritage of the eighteenth century, the idea that free speech was 

individual and personal was deeply rooted and clearly manifest in the 

writings of Locke, Milton, and others on whom the framers of the

Constitution and the Bill of Rights drew”). Given that corporations 

were conceived of as artificial entities and do not have the technical 

capacity to “speak,” the burden of establishing that the Framers and

ratifiers understood “the freedom of speech” to encompass corporate

speech is, I believe, far heavier than the majority acknowledges. 
38 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

(1819) (Marshall, C. J.) (“A corporation is an artificial

being, invisible, intangible, and existing only in contemplation of law. Being the mere creature of law, it possesses only those properties which the charter of its creation confers upon it”); Eule, Promoting Speaker Diversity: 

Austin and Metro Broadcasting, 1990 S. Ct. Rev. 105, 129

(“The framers of the First Amendment could scarcely have

anticipated its application to the corporation form. That, 

of course, ought not to be dispositive. What is compelling, 

however, is an understanding of who was supposed to be

the beneficiary of the free speech guaranty—the individual”). In light of these background practices and understandings, it seems to me implausible that the Framers

believed “the freedom of speech” would extend equally to

all corporate speakers, much less that it would preclude

legislatures from taking limited measures to guard 

against corporate capture of elections. 

The Court observes that the Framers drew on diverse 

intellectual sources, communicated through newspapers, 

and aimed to provide greater freedom of speech than had 

existed in England. Ante, at 37. From these (accurate)

observations, the Court concludes that “[t]he First 

Amendment was certainly not understood to condone the 

suppression of political speech in society’s most salient

media.” Ibid. This conclusion is far from certain, given

that many historians believe the Framers were focused on

prior restraints on publication and did not understand the

First Amendment to “prevent the subsequent punishment 

of such [publications] as may be deemed contrary to the 

public welfare.” Near v. Minnesota ex rel. Olson, 283 U. S. 

697, 714 (1931). Yet, even if the majority’s conclusion

were correct, it would tell us only that the First Amendment was understood to protect political speech in certain 

media. It would tell us little about whether the Amendment was understood to protect general treasury electioneering expenditures by corporations, and to what extent. 
Cite as: 558 U. S. ____ (2010) 39 

Opinion of STEVENS, J. 

As a matter of original expectations, then, it seems 

absurd to think that the First Amendment prohibits legislatures from taking into account the corporate identity of a

sponsor of electoral advocacy. As a matter of original

meaning, it likewise seems baseless—unless one evaluates

the First Amendment’s “principles,” ante, at 1, 48, or its 

“purpose,” ante, at 5 (opinion of ROBERTS, C. J.), at such a 

high level of generality that the historical understandings

of the Amendment cease to be a meaningful constraint on

the judicial task. This case sheds a revelatory light on the

assumption of some that an impartial judge’s application 

of an originalist methodology is likely to yield more determinate answers, or to play a more decisive role in the

decisional process, than his or her views about sound 

policy.

JUSTICE SCALIA criticizes the foregoing discussion for 

failing to adduce statements from the founding era showing that corporations were understood to be excluded from 

the First Amendment’s free speech guarantee. Ante, at 1– 

2, 9. Of course, JUSTICE SCALIA adduces no statements to 

suggest the contrary proposition, or even to suggest that

the contrary proposition better reflects the kind of right 

that the drafters and ratifiers of the Free Speech Clause

thought they were enshrining. Although JUSTICE SCALIA 

makes a perfectly sensible argument that an individual’s 

right to speak entails a right to speak with others for a 

common cause, cf. MCFL, 479 U. S. 238, he does not explain why those two rights must be precisely identical, or 

why that principle applies to electioneering by corporations that serve no “common cause.” Ante, at 8. Nothing

in his account dislodges my basic point that members of 

the founding generation held a cautious view of corporate

power and a narrow view of corporate rights (not that they

“despised” corporations, ante, at 2), and that they conceptualized speech in individualistic terms. If no prominent 

Framer bothered to articulate that corporate speech would 
40 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

have lesser status than individual speech, that may well

be because the contrary proposition—if not also the very 

notion of “corporate speech”—was inconceivable.56

 JUSTICE SCALIA also emphasizes the unqualified nature

of the First Amendment text. Ante, at 2, 8. Yet he would 

seemingly read out the Free Press Clause: How else could 

he claim that my purported views on newspapers must 

track my views on corporations generally? Ante, at 6.57 

Like virtually all modern lawyers, JUSTICE SCALIA presumably believes that the First Amendment restricts the

Executive, even though its language refers to Congress

alone. In any event, the text only leads us back to the

questions who or what is guaranteed “the freedom of 

speech,” and, just as critically, what that freedom consists 

of and under what circumstances it may be limited. 

JUSTICE SCALIA appears to believe that because corporations are created and utilized by individuals, it follows (as 

—————— 

56Postratification practice bolsters the conclusion that the First 

Amendment, “as originally understood,” ante, at 37, did not give corporations political speech rights on a par with the rights of individuals.

Well into the modern era of general incorporation statutes, “[t]he

common law was generally interpreted as prohibiting corporate political participation,” First Nat. Bank of Boston v. Bellotti, 435 U. S. 765, 

819 (1978) (White, J., dissenting), and this Court did not recognize any

First Amendment protections for corporations until the middle part of

the 20th century, see ante, at 25–26 (listing cases). 57 In fact, the Free Press Clause might be turned against JUSTICE 

SCALIA, for two reasons. First, we learn from it that the drafters of the 

First Amendment did draw distinctions—explicit distinctions—between

types of “speakers,” or speech outlets or forms. Second, the Court’s 

strongest historical evidence all relates to the Framers’ views on the 

press, see ante, at 37–38; ante, at 4–6 (SCALIA, J., concurring), yet while 

the Court tries to sweep this evidence into the Free Speech Clause, the 

Free Press Clause provides a more natural textual home. The text and 

history highlighted by our colleagues suggests why one type of corporation, those that are part of the press, might be able to claim special

First Amendment status, and therefore why some kinds of “identity”­

based distinctions might be permissible after all. Once one accepts that

much, the intellectual edifice of the majority opinion crumbles. 
Cite as: 558 U. S. ____ (2010) 41 

Opinion of STEVENS, J. 

night the day) that their electioneering must be equally

protected by the First Amendment and equally immunized

from expenditure limits. See ante, at 7–8. That conclusion certainly does not follow as a logical matter, and 

JUSTICE SCALIA fails to explain why the original public 

meaning leads it to follow as a matter of interpretation.

The truth is we cannot be certain how a law such as 

BCRA §203 meshes with the original meaning of the First 

Amendment.58 I have given several reasons why I believe

the Constitution would have been understood then, and 

ought to be understood now, to permit reasonable restrictions on corporate electioneering, and I will give many

more reasons in the pages to come. The Court enlists the 

Framers in its defense without seriously grappling with 

their understandings of corporations or the free speech 

right, or with the republican principles that underlay 

those understandings.

In fairness, our campaign finance jurisprudence has 

never attended very closely to the views of the Framers, 

see Randall v. Sorrell, 548 U. S. 230, 280 (2006) (STEVENS, 

J., dissenting), whose political universe differed profoundly from that of today. We have long since held that 

corporations are covered by the First Amendment, and

many legal scholars have long since rejected the concession theory of the corporation. But “historical context is 

usually relevant,” ibid. (internal quotation marks omitted), and in light of the Court’s effort to cast itself as

guardian of ancient values, it pays to remember that 

nothing in our constitutional history dictates today’s 

outcome. To the contrary, this history helps illuminate 

just how extraordinarily dissonant the decision is. 

—————— 

58Cf. L. Levy, Legacy of Suppression: Freedom of Speech and Press in

Early American History 4 (1960) (“The meaning of no other clause of

the Bill of Rights at the time of its framing and ratification has been so 

obscure to us” as the Free Speech and Press Clause). 
42 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

2. Legislative and Judicial Interpretation 

A century of more recent history puts to rest any notion

that today’s ruling is faithful to our First Amendment

tradition. At the federal level, the express distinction

between corporate and individual political spending on 

elections stretches back to 1907, when Congress passed 

the Tillman Act, ch. 420, 34 Stat. 864, banning all corporate contributions to candidates. The Senate Report on

the legislation observed that “[t]he evils of the use of 

[corporate] money in connection with political elections are 

so generally recognized that the committee deems it unnecessary to make any argument in favor of the general 

purpose of this measure. It is in the interest of good government and calculated to promote purity in the selection 

of public officials.” S. Rep. No. 3056, 59th Cong., 1st Sess., 

2 (1906). President Roosevelt, in his 1905 annual message

to Congress, declared: 

“‘All contributions by corporations to any political 

committee or for any political purpose should be forbidden by law; directors should not be permitted to 

use stockholders’ money for such purposes; and, moreover, a prohibition of this kind would be, as far as it 

went, an effective method of stopping the evils aimed

at in corrupt practices acts.’” United States v. Automobile Workers, 352 U. S. 567, 572 (1957) (quoting 40 

Cong. Rec. 96). 

The Court has surveyed the history leading up to the

Tillman Act several times, see WRTL, 551 U. S., at 508– 

510 (Souter, J., dissenting); McConnell, 540 U. S., at 115; 

Automobile Workers, 352 U. S., at 570–575, and I will 

refrain from doing so again. It is enough to say that the 

Act was primarily driven by two pressing concerns: first,

the enormous power corporations had come to wield in

federal elections, with the accompanying threat of both

actual corruption and a public perception of corruption; 
Cite as: 558 U. S. ____ (2010) 43 

Opinion of STEVENS, J. 

and second, a respect for the interest of shareholders and

members in preventing the use of their money to support 

candidates they opposed. See ibid.; United States v. CIO, 

335 U. S. 106, 113 (1948); Winkler, “Other People’s

Money”: Corporations, Agency Costs, and Campaign Finance Law, 92 Geo. L. J. 871 (2004).

Over the years, the limitations on corporate political

spending have been modified in a number of ways, as

Congress responded to changes in the American economy

and political practices that threatened to displace the 

commonweal. Justice Souter recently traced these developments at length.59 WRTL, 551 U. S., at 507–519 (dissenting opinion); see also McConnell, 540 U. S., at 115– 

133; McConnell, 251 F. Supp. 2d, at 188–205. The TaftHartley Act of 1947 is of special significance for this case. 

In that Act passed more than 60 years ago, Congress

extended the prohibition on corporate support of candidates to cover not only direct contributions, but independent expenditures as well. Labor Management Relations 

Act, 1947, §304, 61 Stat. 159. The bar on contributions 

“was being so narrowly construed” that corporations were 

easily able to defeat the purposes of the Act by supporting 

candidates through other means. WRTL, 551 U. S., at 511 

(Souter, J., dissenting) (citing S. Rep. No. 1, 80th Cong., 

1st Sess., 38–39 (1947)).

Our colleagues emphasize that in two cases from the

middle of the 20th century, several Justices wrote sepa­

—————— 

59As the majority notes, there is some academic debate about the 

precise origins of these developments. Ante, at 48; see also n. 19, supra. 

There is always some academic debate about such developments; the

motives of legislatures are never entirely clear or unitary. Yet the basic 

shape and trajectory of 20th-century campaign finance reform are clear,

and one need not take a naïve or triumphalist view of this history to 

find it highly relevant. The Court’s skepticism does nothing to mitigate

the absurdity of its claim that Austin and McConnell were outliers. Nor 

does it alter the fact that five Justices today destroy a longstanding

American practice. 
44 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

rately to criticize the expenditure restriction as applied to

unions, even though the Court declined to pass on its 

constitutionality. Ante, at 27–28. Two features of these 

cases are of far greater relevance. First, those Justices 

were writing separately; which is to say, their position

failed to command a majority. Prior to today, this was a

fact we found significant in evaluating precedents. Second, each case in this line expressed support for the principle that corporate and union political speech financed

with PAC funds, collected voluntarily from the organization’s stockholders or members, receives greater protection 

than speech financed with general treasury funds.60 

—————— 

60See Pipefitters v. United States, 407 U. S. 385, 409, 414–415 (1972)

(reading the statutory bar on corporate and union campaign spending

not to apply to “the voluntary donations of employees,” when maintained in a separate account, because “[t]he dominant [legislative] 

concern in requiring that contributions be voluntary was, after all, to

protect the dissenting stockholder or union member”); Automobile 

Workers, 352 U. S., at 592 (advising the District Court to consider on

remand whether the broadcast in question was “paid for out of the

general dues of the union membership or [whether] the funds [could] be

fairly said to have obtained on a voluntary basis”); United States v. 

CIO, 335 U. S. 106, 123 (1948) (observing that “funds voluntarily

contributed [by union members or corporate stockholders] for election 

purposes” might not be covered by the expenditure bar). Both the 

Pipefitters and the Automobile Workers Court approvingly referenced 

Congress’ goal of reducing “the effect of aggregated wealth on federal

elections,” understood as wealth drawn from a corporate or union

general treasury without the stockholders’ or members’ “free and 

knowing choice.” Pipefitters, 407 U. S., at 416; see Automobile Workers, 

352 U. S., at 582. 

The two dissenters in Pipefitters would not have read the statutory

provision in question, a successor to §304 of the Taft-Hartley Act, to

allow such robust use of corporate and union funds to finance otherwise 

prohibited electioneering. “This opening of the door to extensive

corporate and union influence on the elective and legislative processes,” 

Justice Powell wrote, “must be viewed with genuine concern. This 

seems to me to be a regressive step as contrasted with the numerous 

legislative and judicial actions in recent years designed to assure that

elections are indeed free and representative.” 407 U. S., at 450 (opinion 
Cite as: 558 U. S. ____ (2010) 45 

Opinion of STEVENS, J. 

This principle was carried forward when Congress

enacted comprehensive campaign finance reform in the 

Federal Election Campaign Act of 1971 (FECA), 86 Stat. 3,

which retained the restriction on using general treasury

funds for contributions and expenditures, 2 U. S. C.

§441b(a). FECA codified the option for corporations and 

unions to create PACs to finance contributions and expenditures forbidden to the corporation or union itself. 

§441b(b).

By the time Congress passed FECA in 1971, the bar on 

corporate contributions and expenditures had become such 

an accepted part of federal campaign finance regulation

that when a large number of plaintiffs, including several

nonprofit corporations, challenged virtually every aspect of

the Act in Buckley, 424 U. S. 1, no one even bothered to 

argue that the bar as such was unconstitutional. Buckley

famously (or infamously) distinguished direct contributions from independent expenditures, id., at 58–59, but its 

silence on corporations only reinforced the understanding

that corporate expenditures could be treated differently

from individual expenditures. “Since our decision in Buckley, Congress’ power to prohibit corporations and unions 

from using funds in their treasuries to finance advertisements expressly advocating the election or defeat of candidates in federal elections has been firmly embedded in our 

law.” McConnell, 540 U. S., at 203. 

Thus, it was unremarkable, in a 1982 case holding that

Congress could bar nonprofit corporations from soliciting 

nonmembers for PAC funds, that then-Justice Rehnquist 

wrote for a unanimous Court that Congress’ “careful legislative adjustment of the federal electoral laws, in a cautious advance, step by step, to account for the particular

legal and economic attributes of corporations . . . warrants

considerable deference,” and “reflects a permissible as­

—————— 

of Powell, J., joined by Burger, C. J.).
46 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

sessment of the dangers posed by those entities to the 

electoral process.” NRWC, 459 U. S., at 209 (internal

quotation marks and citation omitted). “The governmental interest in preventing both actual corruption and the 

appearance of corruption of elected representatives has 

long been recognized,” the unanimous Court observed,

“and there is no reason why it may not . . . be accomplished by treating . . . corporations . . . differently from

individuals.” Id., at 210–211. 

The corporate/individual distinction was not questioned

by the Court’s disposition, in 1986, of a challenge to the 

expenditure restriction as applied to a distinctive type of

nonprofit corporation. In MCFL, 479 U. S. 238, we stated 

again “that ‘the special characteristics of the corporate

structure require particularly careful regulation,’” id., at 

256 (quoting NRWC, 459 U. S., at 209–210), and again we

acknowledged that the Government has a legitimate

interest in “regulat[ing] the substantial aggregations of 

wealth amassed by the special advantages which go with

the corporate form,” 479 U. S., at 257 (internal quotation 

marks omitted). Those aggregations can distort the “free 

trade in ideas” crucial to candidate elections, ibid., at the 

expense of members or shareholders who may disagree 

with the object of the expenditures, id., at 260 (internal 

quotation marks omitted). What the Court held by a 5-to4 vote was that a limited class of corporations must be

allowed to use their general treasury funds for independent expenditures, because Congress’ interests in protecting shareholders and “restrict[ing] ‘the influence of political war chests funneled through the corporate form,’” id., 

at 257 (quoting FEC v. National Conservative Political 

Action Comm., 470 U. S. 480, 501 (1985) (NCPAC)), did 

not apply to corporations that were structurally insulated

from those concerns.61 

—————— 

61Specifically, these corporations had to meet three conditions. First, 
Cite as: 558 U. S. ____ (2010) 47 

Opinion of STEVENS, J. 

It is worth remembering for present purposes that the

four MCFL dissenters, led by Chief Justice Rehnquist,

thought the Court was carrying the First Amendment too 

far. They would have recognized congressional authority 

to bar general treasury electioneering expenditures even 

by this class of nonprofits; they acknowledged that “the

threat from corporate political activity will vary depending 

on the particular characteristics of a given corporation,” 

but believed these “distinctions among corporations” were

“distinctions in degree,” not “in kind,” and thus “more 

properly drawn by the Legislature than by the Judiciary.” 

479 U. S., at 268 (opinion of Rehnquist, C. J.) (internal 

quotation marks omitted). Not a single Justice suggested 

that regulation of corporate political speech could be no 

more stringent than of speech by an individual. 

 Four years later, in Austin, 494 U. S. 652, we considered 

whether corporations falling outside the MCFL exception 

could be barred from using general treasury funds to make 

independent expenditures in support of, or in opposition

to, candidates. We held they could be. Once again recognizing the importance of “the integrity of the marketplace

of political ideas” in candidate elections, MCFL, 479 U. S., 

at 257, we noted that corporations have “special advantages—such as limited liability, perpetual life, and favorable treatment of the accumulation and distribution of 

assets,” 494 U. S., at 658–659—that allow them to spend 

prodigious general treasury sums on campaign messages 

—————— 

they had to be formed “for the express purpose of promoting political

ideas,” so that their resources reflected political support rather than

commercial success. MCFL, 479 U. S., at 264. Next, they had to have

no shareholders, so that “persons connected with the organization will

have no economic disincentive for disassociating with it if they disagree 

with its political activity.” Ibid. Finally, they could not be “established 

by a business corporation or a labor union,” nor “accept contributions

from such entities,” lest they “serv[e] as conduits for the type of direct

spending that creates a threat to the political marketplace.” Ibid. 
48 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

that have “little or no correlation” with the beliefs held by

actual persons, id., at 660. In light of the corrupting 

effects such spending might have on the political process, 

ibid., we permitted the State of Michigan to limit corporate expenditures on candidate elections to corporations’ 

PACs, which rely on voluntary contributions and thus 

“reflect actual public support for the political ideals espoused by corporations,” ibid. Notwithstanding our colleagues’ insinuations that Austin deprived the public of

general “ideas,” “facts,” and “knowledge,” ante, at 38–39, 

the decision addressed only candidate-focused expenditures and gave the State no license to regulate corporate

spending on other matters.

In the 20 years since Austin, we have reaffirmed its 

holding and rationale a number of times, see, e.g., Beaumont, 539 U. S., at 153–156, most importantly in McConnell, 540 U. S. 93, where we upheld the provision challenged here, §203 of BCRA.62 Congress crafted §203 in

response to a problem created by Buckley. The Buckley 

—————— 

62According to THE CHIEF JUSTICE, we are “erroneou[s]” in claiming 

that McConnell and Beaumont “ ‘reaffirmed’ ” Austin. Ante, at 5. In 

both cases, the Court explicitly relied on Austin and quoted from it at

length. See 540 U. S., at 204–205; 539 U. S., at 153–155, 158, 160, 163; 

see also ante, at 15 (“The holding and validity of Austin were essential 

to the reasoning of the McConnell majority opinion”); Brief for Appellants National Rifle Association et al., O. T. 2003, No. 02–1675, p. 21

(“Beaumont reaffirmed . . . the Austin rationale for restricting expenditures”). The McConnell Court did so in the teeth of vigorous protests by 

Justices in today’s majority that Austin should be overruled. See ante, 

at 15 (citing relevant passages); see also Beaumont, 539 U. S., at 163– 

164 (KENNEDY, J., concurring in judgment). Both Courts also heard 

criticisms of Austin from parties or amici. See Brief for Appellants

Chamber of Commerce of the United States et al., O. T. 2003, No. 02– 

1756, p. 35, n. 22; Reply Brief for Appellants/Cross-Appellees Senator

Mitch McConnell et al., O. T. 2003, No. 02–1674, pp. 13–14; Brief for

Pacific Legal Foundation as Amicus Curiae in FEC v. Beaumont, O. T. 

2002, No. 02–403, passim. If this does not qualify as reaffirmation of a

precedent, then I do not know what would. 
Cite as: 558 U. S. ____ (2010) 49 

Opinion of STEVENS, J. 

Court had construed FECA’s definition of prohibited “expenditures” narrowly to avoid any problems of constitutional vagueness, holding it applicable only to “communications that expressly advocate the election or defeat of a

clearly identified candidate,” 424 U. S., at 80, i.e., statements containing so-called “magic words” like “‘vote for,’ 

‘elect,’ ‘support,’ ‘cast your ballot for,’ ‘Smith for Congress,’ 

‘vote against,’ ‘defeat,’ [or] ‘reject,’” id., at 43–44, and n. 

52. After Buckley, corporations and unions figured out 

how to circumvent the limits on express advocacy by using

sham “issue ads” that “eschewed the use of magic words” 

but nonetheless “advocate[d] the election or defeat of 

clearly identified federal candidates.” McConnell, 540 

U. S., at 126. “Corporations and unions spent hundreds of 

millions of dollars of their general funds to pay for these

ads.” Id., at 127. Congress passed §203 to address this

circumvention, prohibiting corporations and unions from

using general treasury funds for electioneering communications that “refe[r] to a clearly identified candidate,” 

whether or not those communications use the magic words. 

2 U. S. C. §434(f)(3)(A)(i)(I). 

When we asked in McConnell “whether a compelling

governmental interest justifie[d]” §203, we found the

question “easily answered”: “We have repeatedly sustained 

legislation aimed at ‘the corrosive and distorting effects of 

immense aggregations of wealth that are accumulated 

with the help of the corporate form and that have little or 

no correlation to the public’s support for the corporation’s

political ideas.’” 540 U. S., at 205 (quoting Austin, 494 

U. S., at 660). These precedents “represent respect for the 

legislative judgment that the special characteristics of the 

corporate structure require particularly careful regulation.” 540 U. S., at 205 (internal quotation marks omitted). “Moreover, recent cases have recognized that certain

restrictions on corporate electoral involvement permissibly

hedge against ‘“circumvention of [valid] contribution 
50 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

limits.”’” Ibid. (quoting Beaumont, 539 U. S., at 155, in 

turn quoting FEC v. Colorado Republican Federal Campaign Comm., 533 U. S. 431, 456, and n. 18 (2001) (Colorado II); alteration in original). BCRA, we found, is faithful to the compelling governmental interests in 

“‘preserving the integrity of the electoral process, preventing corruption, . . . sustaining the active, alert responsibility of the individual citizen in a democracy for the wise 

conduct of the government,’” and maintaining “‘the individual citizen’s confidence in government.’” 540 U. S., at 

206–207, n. 88 (quoting Bellotti, 435 U. S., at 788–789; 

some internal quotation marks and brackets omitted). 

What made the answer even easier than it might have

been otherwise was the option to form PACs, which give

corporations, at the least, “a constitutionally sufficient

opportunity to engage in” independent expenditures. 540 

U. S., at 203. 

3. Buckley and Bellotti 

Against this extensive background of congressional

regulation of corporate campaign spending, and our repeated affirmation of this regulation as constitutionally

sound, the majority dismisses Austin as “a significant

departure from ancient First Amendment principles,” 

ante, at 1 (internal quotation marks omitted). How does 

the majority attempt to justify this claim? Selected passages from two cases, Buckley, 424 U. S. 1, and Bellotti, 

435 U. S. 765, do all of the work. In the Court’s view, 

Buckley and Bellotti decisively rejected the possibility of 

distinguishing corporations from natural persons in the 

1970’s; it just so happens that in every single case in

which the Court has reviewed campaign finance legislation in the decades since, the majority failed to grasp this

truth. The Federal Congress and dozens of state legislatures, we now know, have been similarly deluded. 

The majority emphasizes Buckley’s statement that 
Cite as: 558 U. S. ____ (2010) 51 

Opinion of STEVENS, J. 

“‘[t]he concept that government may restrict the speech of

some elements of our society in order to enhance the relative voice of others is wholly foreign to the First Amendment.’” Ante, at 33 (quoting 424 U. S., at 48–49); ante, at 

8 (opinion of ROBERTS, C. J.). But this elegant phrase

cannot bear the weight that our colleagues have placed on

it. For one thing, the Constitution does, in fact, permit 

numerous “restrictions on the speech of some in order to

prevent a few from drowning out the many”: for example,

restrictions on ballot access and on legislators’ floor time. 

Nixon v. Shrink Missouri Government PAC, 528 U. S. 377, 

402 (2000) (BREYER, J., concurring). For another, the 

Buckley Court used this line in evaluating “the ancillary 

governmental interest in equalizing the relative ability of 

individuals and groups to influence the outcome of elections.” 424 U. S., at 48. It is not apparent why this is

relevant to the case before us. The majority suggests that 

Austin rests on the foreign concept of speech equalization, 

ante, at 34; ante, at 8–10 (opinion of ROBERTS, C. J.), but 

we made it clear in Austin (as in several cases before and 

since) that a restriction on the way corporations spend

their money is no mere exercise in disfavoring the voice of 

some elements of our society in preference to others. 

Indeed, we expressly ruled that the compelling interest

supporting Michigan’s statute was not one of “‘equaliz[ing] 

the relative influence of speakers on elections,’” Austin, 

494 U. S., at 660 (quoting id., at 705 (KENNEDY, J., dissenting)), but rather the need to confront the distinctive

corrupting potential of corporate electoral advocacy financed by general treasury dollars, id., at 659–660. 

For that matter, it should go without saying that when

we made this statement in Buckley, we could not have 

been casting doubt on the restriction on corporate expenditures in candidate elections, which had not been challenged as “foreign to the First Amendment,” ante, at 33 

(quoting Buckley, 424 U. S., at 49), or for any other reason. 
52 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

Buckley’s independent expenditure analysis was focused 

on a very different statutory provision, 18 U. S. C. 

§608(e)(1) (1970 ed., Supp. V). It is implausible to think,

as the majority suggests, ante, at 29–30, that Buckley 

covertly invalidated FECA’s separate corporate and union

campaign expenditure restriction, §610 (now codified at 2 

U. S. C. §441b), even though that restriction had been on 

the books for decades before Buckley and would remain on 

the books, undisturbed, for decades after. 

The case on which the majority places even greater 

weight than Buckley, however, is Bellotti, 435 U. S. 765, 

claiming it “could not have been clearer” that Bellotti’s 

holding forbade distinctions between corporate and individual expenditures like the one at issue here, ante, at 30. 

The Court’s reliance is odd. The only thing about Bellotti 

that could not be clearer is that it declined to adopt the 

majority’s position. Bellotti ruled, in an explicit limitation 

on the scope of its holding, that “our consideration of a

corporation’s right to speak on issues of general public 

interest implies no comparable right in the quite different 

context of participation in a political campaign for election 

to public office.” 435 U. S., at 788, n. 26; see also id., at 

787–788 (acknowledging that the interests in preserving

public confidence in Government and protecting dissenting 

shareholders may be “weighty . . . in the context of partisan candidate elections”). Bellotti, in other words, did not 

touch the question presented in Austin and McConnell, 

and the opinion squarely disavowed the proposition for 

which the majority cites it. 

The majority attempts to explain away the distinction 

Bellotti drew—between general corporate speech and 

campaign speech intended to promote or prevent the

election of specific candidates for office—as inconsistent

with the rest of the opinion and with Buckley. Ante, at 31, 

42–44. Yet the basis for this distinction is perfectly coherent: The anticorruption interests that animate regulations 
Cite as: 558 U. S. ____ (2010) 53 

Opinion of STEVENS, J. 

of corporate participation in candidate elections, the “importance” of which “has never been doubted,” 435 U. S., at

788, n. 26, do not apply equally to regulations of corporate 

participation in referenda. A referendum cannot owe a 

political debt to a corporation, seek to curry favor with a

corporation, or fear the corporation’s retaliation. Cf. Austin, 494 U. S., at 678 (STEVENS, J., concurring); Citizens 

Against Rent Control/Coalition for Fair Housing v. Berkeley, 454 U. S. 290, 299 (1981). The majority likewise

overlooks the fact that, over the past 30 years, our cases 

have repeatedly recognized the candidate/issue distinction. See, e.g., Austin, 494 U. S., at 659; NCPAC, 470 

U. S., at 495–496; FCC v. League of Women Voters of Cal., 

468 U. S. 364, 371, n. 9 (1984); NRWC, 459 U. S., at 210, 

n. 7. The Court’s critique of Bellotti’s footnote 26 puts it in 

the strange position of trying to elevate Bellotti to canonical status, while simultaneously disparaging a critical

piece of its analysis as unsupported and irreconcilable

with Buckley. Bellotti, apparently, is both the font of all 

wisdom and internally incoherent.

The Bellotti Court confronted a dramatically different

factual situation from the one that confronts us in this 

case: a state statute that barred business corporations’ 

expenditures on some referenda but not others. Specifically, the statute barred a business corporation “from

making contributions or expenditures ‘for the purpose of 

. . . influencing or affecting the vote on any question submitted to the voters, other than one materially affecting 

any of the property, business or assets of the corporation,’” 

435 U. S., at 768 (quoting Mass. Gen. Laws Ann., ch. 55, 

§8 (West Supp. 1977); alteration in original), and it went

so far as to provide that referenda related to income taxation would not “‘be deemed materially to affect the property, business or assets of the corporation,’” 435 U. S., at

768. As might be guessed, the legislature had enacted this

statute in order to limit corporate speech on a proposed 
54 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

state constitutional amendment to authorize a graduated

income tax. The statute was a transparent attempt to

prevent corporations from spending money to defeat this

amendment, which was favored by a majority of legislators 

but had been repeatedly rejected by the voters. See id., at 

769–770, and n. 3. We said that “where, as here, the 

legislature’s suppression of speech suggests an attempt to

give one side of a debatable public question an advantage

in expressing its views to the people, the First Amendment

is plainly offended.” Id., at 785–786 (footnote omitted). 

Bellotti thus involved a viewpoint-discriminatory statute, created to effect a particular policy outcome. Even 

Justice Rehnquist, in dissent, had to acknowledge that “a

very persuasive argument could be made that the [Massachusetts Legislature], desiring to impose a personal income tax but more than once defeated in that desire by the 

combination of the Commonwealth’s referendum provision 

and corporate expenditures in opposition to such a tax,

simply decided to muzzle corporations on this sort of issue 

so that it could succeed in its desire.” Id., at 827, n. 6. To 

make matters worse, the law at issue did not make any 

allowance for corporations to spend money through PACs. 

Id., at 768, n. 2 (opinion of the Court). This really was a 

complete ban on a specific, preidentified subject. See 

MCFL, 479 U. S., at 259, n. 12 (stating that 2 U. S. C. 

§441b’s expenditure restriction “is of course distinguishable from the complete foreclosure of any opportunity for 

political speech that we invalidated in the state referendum context in . . . Bellotti” (emphasis added)).

The majority grasps a quotational straw from Bellotti, 

that speech does not fall entirely outside the protection of 

the First Amendment merely because it comes from a 

corporation. Ante, at 30–31. Of course not, but no one 

suggests the contrary and neither Austin nor McConnell 

held otherwise. They held that even though the expenditures at issue were subject to First Amendment scrutiny, 
Cite as: 558 U. S. ____ (2010) 55 

Opinion of STEVENS, J. 

the restrictions on those expenditures were justified by a

compelling state interest. See McConnell, 540 U. S., at 

205; Austin, 494 U. S., at 658, 660. We acknowledged in 

Bellotti that numerous “interests of the highest importance” can justify campaign finance regulation. 435 U. S., 

at 788–789. But we found no evidence that these interests 

were served by the Massachusetts law. Id., at 789. We 

left open the possibility that our decision might have been

different if there had been “record or legislative findings

that corporate advocacy threatened imminently to undermine democratic processes, thereby denigrating rather

than serving First Amendment interests.” Ibid. 

Austin and McConnell, then, sit perfectly well with 

Bellotti. Indeed, all six Members of the Austin majority

had been on the Court at the time of Bellotti, and none so 

much as hinted in Austin that they saw any tension between the decisions. The difference between the cases is 

not that Austin and McConnell rejected First Amendment

protection for corporations whereas Bellotti accepted it.

The difference is that the statute at issue in Bellotti 

smacked of viewpoint discrimination, targeted one class of 

corporations, and provided no PAC option; and the State

has a greater interest in regulating independent corporate

expenditures on candidate elections than on referenda,

because in a functioning democracy the public must have

faith that its representatives owe their positions to the 

people, not to the corporations with the deepest pockets. 

* * * 

In sum, over the course of the past century Congress has

demonstrated a recurrent need to regulate corporate

participation in candidate elections to “‘[p]reserv[e] the

integrity of the electoral process, preven[t] corruption, . . . 

sustai[n] the active, alert responsibility of the individual

citizen,’” protect the expressive interests of shareholders, 

and “‘[p]reserv[e] . . . the individual citizen’s confidence in 
56 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

government.’” McConnell, 540 U. S., at 206–207, n. 88 

(quoting Bellotti, 435 U. S., at 788–789; first alteration in 

original). These understandings provided the combined 

impetus behind the Tillman Act in 1907, see Automobile 

Workers, 352 U. S., at 570–575, the Taft-Hartley Act in 

1947, see WRTL, 551 U. S., at 511 (Souter, J., dissenting), 

FECA in 1971, see NRWC, 459 U. S., at 209–210, and 

BCRA in 2002, see McConnell, 540 U. S., at 126–132. 

Continuously for over 100 years, this line of “[c]ampaign 

finance reform has been a series of reactions to documented threats to electoral integrity obvious to any voter, 

posed by large sums of money from corporate or union

treasuries.” WRTL, 551 U. S., at 522 (Souter, J., dissenting). Time and again, we have recognized these realities

in approving measures that Congress and the States have 

taken. None of the cases the majority cites is to the contrary. The only thing new about Austin was the dissent, 

with its stunning failure to appreciate the legitimacy of

interests recognized in the name of democratic integrity

since the days of the Progressives. 

IV 

Having explained why this is not an appropriate case in 

which to revisit Austin and McConnell and why these 

decisions sit perfectly well with “First Amendment principles,” ante, at 1, 48, I come at last to the interests that are 

at stake. The majority recognizes that Austin and 

McConnell may be defended on anticorruption, antidistortion, and shareholder protection rationales. Ante, at 32– 

46. It badly errs both in explaining the nature of these 

rationales, which overlap and complement each other, and 

in applying them to the case at hand. 

The Anticorruption Interest 

Undergirding the majority’s approach to the merits is 

the claim that the only “sufficiently important governmen­
Cite as: 558 U. S. ____ (2010) 57 

Opinion of STEVENS, J. 

tal interest in preventing corruption or the appearance of

corruption” is one that is “limited to quid pro quo corruption.” Ante, at 43. This is the same “crabbed view of 

corruption” that was espoused by JUSTICE KENNEDY in 

McConnell and squarely rejected by the Court in that case.

540 U. S., at 152. While it is true that we have not always

spoken about corruption in a clear or consistent voice, the 

approach taken by the majority cannot be right, in my 

judgment. It disregards our constitutional history and the 

fundamental demands of a democratic society.

On numerous occasions we have recognized Congress’ 

legitimate interest in preventing the money that is spent 

on elections from exerting an “‘undue influence on an 

officeholder’s judgment’” and from creating “‘the appearance of such influence,’” beyond the sphere of quid pro quo 

relationships. Id., at 150; see also, e.g., id., at 143–144, 

152–154; Colorado II, 533 U. S., at 441; Shrink Missouri, 

528 U. S., at 389. Corruption can take many forms. Bribery may be the paradigm case. But the difference between 

selling a vote and selling access is a matter of degree, not 

kind. And selling access is not qualitatively different from 

giving special preference to those who spent money on 

one’s behalf. Corruption operates along a spectrum, and 

the majority’s apparent belief that quid pro quo arrangements can be neatly demarcated from other improper

influences does not accord with the theory or reality of 

politics. It certainly does not accord with the record Congress developed in passing BCRA, a record that stands as

a remarkable testament to the energy and ingenuity with

which corporations, unions, lobbyists, and politicians may

go about scratching each other’s backs—and which amply 

supported Congress’ determination to target a limited set

of especially destructive practices. 

The District Court that adjudicated the initial challenge 

to BCRA pored over this record. In a careful analysis,

Judge Kollar-Kotelly made numerous findings about the 
58 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

corrupting consequences of corporate and union independent expenditures in the years preceding BCRA’s passage. 

See McConnell, 251 F. Supp. 2d, at 555–560, 622–625; see 

also id., at 804–805, 813, n. 143 (Leon, J.) (indicating 

agreement). As summarized in her own words: 

“The factual findings of the Court illustrate that

corporations and labor unions routinely notify Members of Congress as soon as they air electioneering

communications relevant to the Members’ elections. 

The record also indicates that Members express appreciation to organizations for the airing of these election-related advertisements. Indeed, Members of 

Congress are particularly grateful when negative issue advertisements are run by these organizations,

leaving the candidates free to run positive advertisements and be seen as ‘above the fray.’ Political consultants testify that campaigns are quite aware of 

who is running advertisements on the candidate’s behalf, when they are being run, and where they are being run. Likewise, a prominent lobbyist testifies that

these organizations use issue advocacy as a means to 

influence various Members of Congress. 

“The Findings also demonstrate that Members of

Congress seek to have corporations and unions run

these advertisements on their behalf. The Findings 

show that Members suggest that corporations or individuals make donations to interest groups with the

understanding that the money contributed to these

groups will assist the Member in a campaign. After 

the election, these organizations often seek credit for

their support. . . . Finally, a large majority of Americans (80%) are of the view that corporations and other 

organizations that engage in electioneering communications, which benefit specific elected officials, receive

special consideration from those officials when matters 
Cite as: 558 U. S. ____ (2010) 59 

Opinion of STEVENS, J. 

arise that affect these corporations and organizations.” 

Id., at 623–624 (citations and footnote omitted). 

Many of the relationships of dependency found by Judge

Kollar-Kotelly seemed to have a quid pro quo basis, but 

other arrangements were more subtle. Her analysis

shows the great difficulty in delimiting the precise scope of

the quid pro quo category, as well as the adverse consequences that all such arrangements may have. There are 

threats of corruption that are far more destructive to a

democratic society than the odd bribe. Yet the majority’s

understanding of corruption would leave lawmakers impotent to address all but the most discrete abuses. 

Our “undue influence” cases have allowed the American 

people to cast a wider net through legislative experiments 

designed to ensure, to some minimal extent, “that officeholders will decide issues . . . on the merits or the desires 

of their constituencies,” and not “according to the wishes of

those who have made large financial contributions”—or 

expenditures—“valued by the officeholder.” McConnell, 

540 U. S., at 153.63 When private interests are seen to

exert outsized control over officeholders solely on account 

of the money spent on (or withheld from) their campaigns, 

the result can depart so thoroughly “from what is pure or 

—————— 

63Cf. Nixon v. Shrink Missouri Government PAC, 528 U. S. 377, 389 

(2000) (recognizing “the broader threat from politicians too compliant

with the wishes of large contributors”). Though discrete in scope, these

experiments must impose some meaningful limits if they are to have a

chance at functioning effectively and preserving the public’s trust.

“Even if it occurs only occasionally, the potential for such undue influence is manifest. And unlike straight cash-for-votes transactions, such 

corruption is neither easily detected nor practical to criminalize.” 

McConnell, 540 U. S., at 153. There should be nothing controversial

about the proposition that the influence being targeted is “undue.” In a 

democracy, officeholders should not make public decisions with the aim

of placating a financial benefactor, except to the extent that the benefactor is seen as representative of a larger constituency or its arguments are seen as especially persuasive. 
60 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

correct” in the conduct of Government, Webster’s Third 

New International Dictionary 512 (1966) (defining “corruption”), that it amounts to a “subversion . . . of the electoral process,” Automobile Workers, 352 U. S., at 575. At 

stake in the legislative efforts to address this threat is 

therefore not only the legitimacy and quality of Government but also the public’s faith therein, not only “the 

capacity of this democracy to represent its constituents

[but also] the confidence of its citizens in their capacity to

govern themselves,” WRTL, 551 U. S., at 507 (Souter, J., 

dissenting). “Take away Congress’ authority to regulate

the appearance of undue influence and ‘the cynical assumption that large donors call the tune could jeopardize

the willingness of voters to take part in democratic governance.’” McConnell, 540 U. S., at 144 (quoting Shrink 

Missouri, 528 U. S., at 390).64 

The cluster of interrelated interests threatened by such 

undue influence and its appearance has been well captured under the rubric of “democratic integrity.” WRTL, 

551 U. S., at 522 (Souter, J., dissenting). This value has 

underlined a century of state and federal efforts to regulate the role of corporations in the electoral process.65 

—————— 

64The majority declares by fiat that the appearance of undue influence by high-spending corporations “will not cause the electorate to lose

faith in our democracy.” Ante, at 44. The electorate itself has consistently indicated otherwise, both in opinion polls, see McConnell v. FEC, 

251 F. Supp. 2d 176, 557–558, 623–624 (DC 2003) (opinion of KollarKotelly, J.), and in the laws its representatives have passed, and our 

colleagues have no basis for elevating their own optimism into a tenet

of constitutional law. 65Quite distinct from the interest in preventing improper influences

on the electoral process, I have long believed that “a number of [other] 

purposes, both legitimate and substantial, may justify the imposition of 

reasonable limitations on the expenditures permitted during the course

of any single campaign.” Davis v. FEC, 554 U. S. ___, ___ (2008) (slip 

op., at 3) (opinion concurring in part and dissenting in part). In my

judgment, such limitations may be justified to the extent they are 

tailored to “improving the quality of the exposition of ideas” that voters 
Cite as: 558 U. S. ____ (2010) 61 

Opinion of STEVENS, J. 

Unlike the majority’s myopic focus on quid pro quo

scenarios and the free-floating “First Amendment principles” on which it rests so much weight, ante, at 1, 48, this 

broader understanding of corruption has deep roots in the 

Nation’s history. “During debates on the earliest [campaign finance] reform acts, the terms ‘corruption’ and

‘undue influence’ were used nearly interchangeably.” 

Pasquale, Reclaiming Egalitarianism in the Political 

Theory of Campaign Finance Reform, 2008 U. Ill. L. Rev. 

599, 601. Long before Buckley, we appreciated that “[t]o

say that Congress is without power to pass appropriate

legislation to safeguard . . . an election from the improper

use of money to influence the result is to deny to the nation in a vital particular the power of self protection.” 

Burroughs v. United States, 290 U. S. 534, 545 (1934).

And whereas we have no evidence to support the notion 

that the Framers would have wanted corporations to have

the same rights as natural persons in the electoral context, we have ample evidence to suggest that they would

have been appalled by the evidence of corruption that 

Congress unearthed in developing BCRA and that the

Court today discounts to irrelevance. It is fair to say that

“[t]he Framers were obsessed with corruption,” Teachout

348, which they understood to encompass the dependency 

of public officeholders on private interests, see id., at 373– 

374; see also Randall, 548 U. S., at 280 (STEVENS, J., 

dissenting). They discussed corruption “more often in the 

Constitutional Convention than factions, violence, or 

instability.” Teachout 352. When they brought our consti­

—————— 

receive, ibid., “free[ing] candidates and their staffs from the interminable burden of fundraising,” ibid. (internal quotation marks omitted), 

and “protect[ing] equal access to the political arena,” Randall v. Sorrell, 

548 U. S. 230, 278 (2006) (STEVENS, J., dissenting) (internal quotation

marks omitted). I continue to adhere to these beliefs, but they have not

been briefed by the parties or amici in this case, and their soundness is

immaterial to its proper disposition. 
62 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

tutional order into being, the Framers had their minds

trained on a threat to republican self-government that this 

Court has lost sight of. 

Quid Pro Quo Corruption 

There is no need to take my side in the debate over the

scope of the anticorruption interest to see that the Court’s 

merits holding is wrong. Even under the majority’s 

“crabbed view of corruption,” McConnell, 540 U. S., at 152, 

the Government should not lose this case. 

“The importance of the governmental interest in preventing [corruption through the creation of political debts] 

has never been doubted.” Bellotti, 435 U. S., at 788, n. 26. 

Even in the cases that have construed the anticorruption

interest most narrowly, we have never suggested that

such quid pro quo debts must take the form of outright

vote buying or bribes, which have long been distinct

crimes. Rather, they encompass the myriad ways in which 

outside parties may induce an officeholder to confer a 

legislative benefit in direct response to, or anticipation of,

some outlay of money the parties have made or will make 

on behalf of the officeholder. See McConnell, 540 U. S., at 

143 (“We have not limited [the anticorruption] interest to

the elimination of cash-for-votes exchanges. In Buckley, 

we expressly rejected the argument that antibribery laws 

provided a less restrictive alternative to FECA’s contribution limits, noting that such laws ‘deal[t] with only the 

most blatant and specific attempts of those with money to

influence governmental action’” (quoting 424 U. S., at 28; 

alteration in original)). It has likewise never been doubted 

that “[o]f almost equal concern as the danger of actual 

quid pro quo arrangements is the impact of the appearance of corruption.” Id., at 27. Congress may “legitimately conclude that the avoidance of the appearance of 

improper influence is also critical . . . if confidence in the 

system of representative Government is not to be eroded 
Cite as: 558 U. S. ____ (2010) 63 

Opinion of STEVENS, J. 

to a disastrous extent.” Ibid. (internal quotation marks 

omitted; alteration in original). A democracy cannot function effectively when its constituent members believe laws 

are being bought and sold.

In theory, our colleagues accept this much. As applied

to BCRA §203, however, they conclude “[t]he anticorruption interest is not sufficient to displace the speech here in

question.” Ante, at 41. 

Although the Court suggests that Buckley compels its

conclusion, ante, at 40–44, Buckley cannot sustain this 

reading. It is true that, in evaluating FECA’s ceiling on 

independent expenditures by all persons, the Buckley

Court found the governmental interest in preventing

corruption “inadequate.” 424 U. S., at 45. But Buckley did 

not evaluate corporate expenditures specifically, nor did it 

rule out the possibility that a future Court might find 

otherwise. The opinion reasoned that an expenditure 

limitation covering only express advocacy (i.e., magic

words) would likely be ineffectual, ibid., a problem that 

Congress tackled in BCRA, and it concluded that “the 

independent advocacy restricted by [FECA §608(e)(1)] does 

not presently appear to pose dangers of real or apparent

corruption comparable to those identified with large campaign contributions,” id., at 46 (emphasis added). Buckley

expressly contemplated that an anticorruption rationale 

might justify restrictions on independent expenditures at 

a later date, “because it may be that, in some circumstances, ‘large independent expenditures pose the same

dangers of actual or apparent quid pro quo arrangements

as do large contributions.’” WRTL, 551 U. S., at 478 

(opinion of ROBERTS, C. J.) (quoting Buckley, 424 U. S., at 

45). Certainly Buckley did not foreclose this possibility 

with respect to electioneering communications made with

corporate general treasury funds, an issue the Court had 

no occasion to consider. 

The Austin Court did not rest its holding on quid pro 
64 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

quo corruption, as it found the broader corruption implicated by the antidistortion and shareholder protection

rationales a sufficient basis for Michigan’s restriction on

corporate electioneering. 494 U. S., at 658–660. Concurring in that opinion, I took the position that “the danger of 

either the fact, or the appearance, of quid pro quo relationships [also] provides an adequate justification for state 

regulation” of these independent expenditures. Id., at 678. 

I did not see this position as inconsistent with Buckley’s 

analysis of individual expenditures. Corporations, as a

class, tend to be more attuned to the complexities of the 

legislative process and more directly affected by tax and

appropriations measures that receive little public scrutiny;

they also have vastly more money with which to try to buy

access and votes. See Supp. Brief for Appellee 17 (stating

that the Fortune 100 companies earned revenues of $13.1

trillion during the last election cycle). Business corporations must engage the political process in instrumental

terms if they are to maximize shareholder value. The 

unparalleled resources, professional lobbyists, and singleminded focus they bring to this effort, I believed, make 

quid pro quo corruption and its appearance inherently 

more likely when they (or their conduits or trade groups) 

spend unrestricted sums on elections. 

It is with regret rather than satisfaction that I can now 

say that time has borne out my concerns. The legislative

and judicial proceedings relating to BCRA generated a 

substantial body of evidence suggesting that, as corporations grew more and more adept at crafting “issue ads” to

help or harm a particular candidate, these nominally 

independent expenditures began to corrupt the political 

process in a very direct sense. The sponsors of these ads 

were routinely granted special access after the campaign 

was over; “candidates and officials knew who their friends 

were,” McConnell, 540 U. S., at 129. Many corporate 

independent expenditures, it seemed, had become essen­
Cite as: 558 U. S. ____ (2010) 65 

Opinion of STEVENS, J. 

tially interchangeable with direct contributions in their 

capacity to generate quid pro quo arrangements. In an 

age in which money and television ads are the coin of the 

campaign realm, it is hardly surprising that corporations 

deployed these ads to curry favor with, and to gain influence over, public officials. 

The majority appears to think it decisive that the BCRA

record does not contain “direct examples of votes being 

exchanged for . . . expenditures.” Ante, at 45 (internal

quotation marks omitted). It would have been quite remarkable if Congress had created a record detailing such

behavior by its own Members. Proving that a specific vote

was exchanged for a specific expenditure has always been

next to impossible: Elected officials have diverse motivations, and no one will acknowledge that he sold a vote. 

Yet, even if “[i]ngratiation and access . . . are not corruption” themselves, ibid., they are necessary prerequisites to

it; they can create both the opportunity for, and the appearance of, quid pro quo arrangements. The influx of 

unlimited corporate money into the electoral realm also 

creates new opportunities for the mirror image of quid pro 

quo deals: threats, both explicit and implicit. Starting

today, corporations with large war chests to deploy on

electioneering may find democratically elected bodies 

becoming much more attuned to their interests. The 

majority both misreads the facts and draws the wrong

conclusions when it suggests that the BCRA record provides “only scant evidence that independent expenditures

. . . ingratiate,” and that, “in any event,” none of it matters. Ibid. 

In her analysis of the record, Judge Kollar-Kotelly 

documented the pervasiveness of this ingratiation and

explained its significance under the majority’s own touchstone for defining the scope of the anticorruption rationale, Buckley. See McConnell, 251 F. Supp. 2d, at 555–560, 

622–625. Witnesses explained how political parties and 
66 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

candidates used corporate independent expenditures to

circumvent FECA’s “hard-money” limitations. See, e.g., 

id., at 478–479. One former Senator candidly admitted to

the District Court that “‘[c]andidates whose campaigns 

benefit from [phony “issue ads”] greatly appreciate the 

help of these groups. In fact, Members will also be favorably disposed to those who finance these groups when they 

later seek access to discuss pending legislation.’” Id., at 

556 (quoting declaration of Sen. Dale Bumpers). One 

prominent lobbyist went so far as to state, in uncontroverted testimony, that “‘unregulated expenditures—

whether soft money donations to the parties or issue ad 

campaigns—can sometimes generate far more influence 

than direct campaign contributions.’” Ibid. (quoting declaration of Wright Andrews; emphasis added). In sum, 

Judge Kollar-Kotelly found, “[t]he record powerfully demonstrates that electioneering communications paid for with

the general treasury funds of labor unions and corporations endears those entities to elected officials in a way

that could be perceived by the public as corrupting.” Id., at 

622–623. She concluded that the Government’s interest in 

preventing the appearance of corruption, as that concept

was defined in Buckley, was itself sufficient to uphold 

BCRA §203. 251 F. Supp. 2d, at 622–625. Judge Leon 

agreed. See id., at 804–805 (dissenting only with respect to the Wellstone Amendment’s coverage of MCFL 

corporations). 

 When the McConnell Court affirmed the judgment of the

District Court regarding §203, we did not rest our holding 

on a narrow notion of quid pro quo corruption. Instead we 

relied on the governmental interest in combating the 

unique forms of corruption threatened by corporations, as 

recognized in Austin’s antidistortion and shareholder 

protection rationales, 540 U. S., at 205 (citing Austin, 494 

U. S., at 660), as well as the interest in preventing circumvention of contribution limits, 540 U. S., at 128–129, 
Cite as: 558 U. S. ____ (2010) 67 

Opinion of STEVENS, J. 

205, 206, n. 88. Had we felt constrained by the view of

today’s Court that quid pro quo corruption and its appearance are the only interests that count in this field, ante, at 

32–46, we of course would have looked closely at that

issue. And as the analysis by Judge Kollar-Kotelly reflects, it is a very real possibility that we would have found

one or both of those interests satisfied and §203 appropriately tailored to them.

The majority’s rejection of the Buckley anticorruption

rationale on the ground that independent corporate expenditures “do not give rise to [quid pro quo] corruption or

the appearance of corruption,” ante, at 42, is thus unfair 

as well as unreasonable. Congress and outside experts

have generated significant evidence corroborating this

rationale, and the only reason we do not have any of the

relevant materials before us is that the Government had 

no reason to develop a record at trial for a facial challenge 

the plaintiff had abandoned. The Court cannot both 

sua sponte choose to relitigate McConnell on appeal and

then complain that the Government has failed to substantiate its case. If our colleagues were really serious about 

the interest in preventing quid pro quo corruption, they

would remand to the District Court with instructions to 

commence evidentiary proceedings.66 

The insight that even technically independent expendi­

—————— 

66 In fact, the notion that the “electioneering communications” covered

by §203 can breed quid pro quo corruption or the appearance of such

corruption has only become more plausible since we decided McConnell. 

Recall that THE CHIEF JUSTICE’s controlling opinion in WRTL subsequently limited BCRA’s definition of “electioneering communications”

to those that are “susceptible of no reasonable interpretation other than

as an appeal to vote for or against a specific candidate.” 551 U. S., at 

470. The upshot was that after WRTL, a corporate or union expenditure could be regulated under §203 only if everyone would understand 

it as an endorsement of or attack on a particular candidate for office. It 

does not take much imagination to perceive why this type of advocacy

might be especially apt to look like or amount to a deal or a threat. 
68 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

tures can be corrupting in much the same way as direct

contributions is bolstered by our decision last year in 

Caperton v. A. T. Massey Coal Co., 556 U. S. ___ (2009). In 

that case, Don Blankenship, the chief executive officer of a 

corporation with a lawsuit pending before the West Virginia high court, spent large sums on behalf of a particular 

candidate, Brent Benjamin, running for a seat on that 

court. “In addition to contributing the $1,000 statutory 

maximum to Benjamin’s campaign committee, 

Blankenship donated almost $2.5 million to ‘And For The

Sake Of The Kids,’” a §527 corporation that ran ads targeting Benjamin’s opponent. Id., at ___ (slip op., at 2).

“This was not all. Blankenship spent, in addition, just 

over $500,000 on independent expenditures . . . ‘“to support . . . Brent Benjamin.”’” Id., at ___ (slip op., at 2–3) 

(second alteration in original). Applying its common

sense, this Court accepted petitioners’ argument that

Blankenship’s “pivotal role in getting Justice Benjamin

elected created a constitutionally intolerable probability of 

actual bias” when Benjamin later declined to recuse himself from the appeal by Blankenship’s corporation. Id., at 

___ (slip op., at 11). “Though n[o] . . . bribe or criminal

influence” was involved, we recognized that “Justice Benjamin would nevertheless feel a debt of gratitude to

Blankenship for his extraordinary efforts to get him 

elected.” Ibid. “The difficulties of inquiring into actual 

bias,” we further noted, “simply underscore the need for 

objective rules,” id., at ___ (slip op., at 13)—rules which 

will perforce turn on the appearance of bias rather than its

actual existence. 

In Caperton, then, we accepted the premise that, at

least in some circumstances, independent expenditures on 

candidate elections will raise an intolerable specter of quid 

pro quo corruption. Indeed, this premise struck the Court

as so intuitive that it repeatedly referred to Blankenship’s

spending on behalf of Benjamin—spending that consisted 
Cite as: 558 U. S. ____ (2010) 69 

Opinion of STEVENS, J. 

of 99.97% independent expenditures ($3 million) and 

0.03% direct contributions ($1,000)—as a “contribution.” 

See, e.g., id., at ___ (slip op., at 1) (“The basis for the 

[recusal] motion was that the justice had received campaign contributions in an extraordinary amount from” 

Blankenship); id., at ___ (slip op., at 3) (referencing 

“Blankenship’s $3 million in contributions”); id., at ___ 

(slip op., at 14) (“Blankenship contributed some $3 million 

to unseat the incumbent and replace him with Benjamin”); 

id., at ___ (slip op., at 15) (“Blankenship’s campaign contributions . . . had a significant and disproportionate

influence on the electoral outcome”). The reason the Court 

so thoroughly conflated expenditures and contributions,

one assumes, is that it realized that some expenditures

may be functionally equivalent to contributions in the way 

they influence the outcome of a race, the way they are 

interpreted by the candidates and the public, and the way 

they taint the decisions that the officeholder thereafter

takes. 

Caperton is illuminating in several additional respects. 

It underscores the old insight that, on account of the extreme difficulty of proving corruption, “prophylactic measures, reaching some [campaign spending] not corrupt in

purpose or effect, [may be] nonetheless required to guard

against corruption.” Buckley, 424 U. S., at 30; see also 

Shrink Missouri, 528 U. S., at 392, n. 5. It underscores 

that “certain restrictions on corporate electoral involvement” may likewise be needed to “hedge against circumvention of valid contribution limits.” McConnell, 540 

U. S., at 205 (internal quotation marks and brackets

omitted); see also Colorado II, 533 U. S., at 456 (“[A]ll 

Members of the Court agree that circumvention is a valid 

theory of corruption”). It underscores that for-profit corporations associated with electioneering communications

will often prefer to use nonprofit conduits with “misleading names,” such as And For The Sake Of The Kids, “to 
70 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

conceal their identity” as the sponsor of those communications, thereby frustrating the utility of disclosure laws. 

McConnell, 540 U. S., at 128; see also id., at 196–197. 

And it underscores that the consequences of today’s

holding will not be limited to the legislative or executive 

context. The majority of the States select their judges

through popular elections. At a time when concerns about 

the conduct of judicial elections have reached a fever pitch, 

see, e.g., O’Connor, Justice for Sale, Wall St. Journal, Nov. 

15, 2007, p. A25; Brief for Justice at Stake et al. as Amici 

Curiae 2, the Court today unleashes the floodgates of 

corporate and union general treasury spending in these 

races. Perhaps “Caperton motions” will catch some of the 

worst abuses. This will be small comfort to those States 

that, after today, may no longer have the ability to place 

modest limits on corporate electioneering even if they

believe such limits to be critical to maintaining the integrity of their judicial systems. 

Deference and Incumbent Self-Protection 

Rather than show any deference to a coordinate branch

of Government, the majority thus rejects the anticorruption rationale without serious analysis.67 Today’s opinion

provides no clear rationale for being so dismissive of Congress, but the prior individual opinions on which it relies

have offered one: the incentives of the legislators who 

passed BCRA. Section 203, our colleagues have suggested,

may be little more than “an incumbency protection plan,” 

McConnell, 540 U. S., at 306 (KENNEDY, J., concurring in 

judgment in part and dissenting in part); see also id., at 

249–250, 260–263 (SCALIA, J., concurring in part, concurring in judgment in part, and dissenting in part), a dis­

—————— 

67 “We must give weight” and “due deference” to Congress’ efforts to 

dispel corruption, the Court states at one point. Ante, at 45. It is 

unclear to me what these maxims mean, but as applied by the Court

they clearly do not entail “deference” in any normal sense of that term. 
Cite as: 558 U. S. ____ (2010) 71 

Opinion of STEVENS, J. 

reputable attempt at legislative self-dealing rather than

an earnest effort to facilitate First Amendment values and 

safeguard the legitimacy of our political system. This 

possibility, the Court apparently believes, licenses it to

run roughshod over Congress’ handiwork. 

In my view, we should instead start by acknowledging 

that “Congress surely has both wisdom and experience in

these matters that is far superior to ours.” Colorado 

Republican Federal Campaign Comm. v. FEC, 518 U. S. 

604, 650 (1996) (STEVENS, J., dissenting). Many of our 

campaign finance precedents explicitly and forcefully 

affirm the propriety of such presumptive deference. See, 

e.g., McConnell, 540 U. S., at 158; Beaumont, 539 U. S., at 

155–156; NRWC, 459 U. S., at 209–210. Moreover, 

“[j]udicial deference is particularly warranted where, as

here, we deal with a congressional judgment that has

remained essentially unchanged throughout a century of 

careful legislative adjustment.” Beaumont, 539 U. S., at 

162, n. 9 (internal quotation marks omitted); cf. Shrink 

Missouri, 528 U. S., at 391 (“The quantum of empirical 

evidence needed to satisfy heightened judicial scrutiny of 

legislative judgments will vary up or down with the novelty and plausibility of the justification raised”). In America, incumbent legislators pass the laws that govern campaign finance, just like all other laws. To apply a level of

scrutiny that effectively bars them from regulating electioneering whenever there is the faintest whiff of selfinterest, is to deprive them of the ability to regulate

electioneering. 

This is not to say that deference would be appropriate if 

there were a solid basis for believing that a legislative 

action was motivated by the desire to protect incumbents 

or that it will degrade the competitiveness of the electoral 

process.68 See League of United Latin American Citizens 

—————— 

68 JUSTICE BREYER has suggested that we strike the balance as fol­
72 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

v. Perry, 548 U. S. 399, 447 (2006) (STEVENS, J., concurring in part and dissenting in part); Vieth v. Jubelirer, 541 

U. S. 267, 317 (2004) (STEVENS, J., dissenting). Along 

with our duty to balance competing constitutional concerns, we have a vital role to play in ensuring that elections remain at least minimally open, fair, and competitive. But it is the height of recklessness to dismiss 

Congress’ years of bipartisan deliberation and its reasoned 

judgment on this basis, without first confirming that the 

statute in question was intended to be, or will function as, 

a restraint on electoral competition. “Absent record evidence of invidious discrimination against challengers as a

class, a court should generally be hesitant to invalidate

legislation which on its face imposes evenhanded restrictions.” Buckley, 424 U. S., at 31. 

We have no record evidence from which to conclude that 

BCRA §203, or any of the dozens of state laws that the

Court today calls into question, reflects or fosters such

invidious discrimination. Our colleagues have opined that 

“‘any restriction upon a type of campaign speech that is 

equally available to challengers and incumbents tends to 

favor incumbents.’” McConnell, 540 U. S., at 249 (opinion 

of SCALIA, J.). This kind of airy speculation could easily be

turned on its head. The electioneering prohibited by §203 

might well tend to favor incumbents, because incumbents

have pre-existing relationships with corporations and

unions, and groups that wish to procure legislative benefits may tend to support the candidate who, as a sitting

officeholder, is already in a position to dispense benefits 

and is statistically likely to retain office. If a corporation’s 

goal is to induce officeholders to do its bidding, the corpo­

—————— 

lows: “We should defer to [the legislature’s] political judgment that

unlimited spending threatens the integrity of the electoral process. But 

we should not defer in respect to whether its solution . . . insulates 

legislators from effective electoral challenge.” Shrink Missouri, 528 

U. S., at 403–404 (concurring opinion). 
Cite as: 558 U. S. ____ (2010) 73 

Opinion of STEVENS, J. 

ration would do well to cultivate stable, long-term relationships of dependency. 

So we do not have a solid theoretical basis for condemning §203 as a front for incumbent self-protection, and it 

seems equally if not more plausible that restrictions on

corporate electioneering will be self-denying. Nor do we 

have a good empirical case for skepticism, as the Court’s 

failure to cite any empirical research attests. Nor does the 

legislative history give reason for concern. Congress

devoted years of careful study to the issues underlying

BCRA; “[f]ew legislative proposals in recent years have 

received as much sustained public commentary or news

coverage”; “[p]olitical scientists and academic experts . . . 

with no self-interest in incumbent protectio[n] were central figures in pressing the case for BCRA”; and the legislation commanded bipartisan support from the outset. 

Pildes, The Supreme Court 2003 Term Foreword: The

Constitutionalization of Democratic Politics, 118 Harv. 

L. Rev. 28, 137 (2004). Finally, it is important to remember just how incumbent-friendly congressional races were 

prior to BCRA’s passage. As the Solicitor General aptly

remarked at the time, “the evidence supports overwhelmingly that incumbents were able to get re-elected under

the old system just fine.” Tr. of Oral Arg. in McConnell v. 

FEC, O. T. 2003, No. 02–1674, p. 61. “It would be hard to 

develop a scheme that could be better for incumbents.” 

Id., at 63. 

In this case, then, “there is no convincing evidence that

th[e] important interests favoring expenditure limits are

fronts for incumbency protection.” Randall, 548 U. S., at 

279 (STEVENS, J., dissenting). “In the meantime, a legislative judgment that ‘enough is enough’ should command 

the greatest possible deference from judges interpreting a

constitutional provision that, at best, has an indirect 

relationship to activity that affects the quantity . . . of 

repetitive speech in the marketplace of ideas.” Id., at 279– 
74 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

280. The majority cavalierly ignores Congress’ factual

findings and its constitutional judgment: It acknowledges

the validity of the interest in preventing corruption, but it

effectively discounts the value of that interest to zero. 

This is quite different from conscientious policing for 

impermissibly anticompetitive motive or effect in a sensitive First Amendment context. It is the denial of Congress’ authority to regulate corporate spending on 

elections. 

Austin and Corporate Expenditures 

Just as the majority gives short shrift to the general 

societal interests at stake in campaign finance regulation,

it also overlooks the distinctive considerations raised by 

the regulation of corporate expenditures. The majority 

fails to appreciate that Austin’s antidistortion rationale is 

itself an anticorruption rationale, see 494 U. S., at 660

(describing “a different type of corruption”), tied to the

special concerns raised by corporations. Understood properly, “antidistortion” is simply a variant on the classic

governmental interest in protecting against improper 

influences on officeholders that debilitate the democratic 

process. It is manifestly not just an “‘equalizing’” ideal in 

disguise. Ante, at 34 (quoting Buckley, 424 U. S., at 48).69 

—————— 

69 THE CHIEF JUSTICE denies this, ante, at 9–10, citing scholarship 

that has interpreted Austin to endorse an equality rationale, along with 

an article by Justice Thurgood Marshall’s former law clerk that states

that Marshall, the author of Austin, accepted “equality of opportunity” 

and “equalizing access to the political process” as bases for campaign 

finance regulation, Garrett, New Voices in Politics: Justice Marshall’s

Jurisprudence on Law and Politics, 52 Howard L. J. 655, 667–668 

(2009) (internal quotation marks omitted). It is fair to say that Austin 

can bear an egalitarian reading, and I have no reason to doubt this

characterization of Justice Marshall’s beliefs. But the fact that Austin 

can be read a certain way hardly proves THE CHIEF JUSTICE’s charge 

that there is nothing more to it. Many of our precedents can bear 

multiple readings, and many of our doctrines have some “equalizing”

implications but do not rest on an equalizing theory: for example, our 
Cite as: 558 U. S. ____ (2010) 75 

Opinion of STEVENS, J. 

1. Antidistortion 

The fact that corporations are different from human

beings might seem to need no elaboration, except that the

majority opinion almost completely elides it. Austin set 

forth some of the basic differences. Unlike natural persons, corporations have “limited liability” for their owners 

and managers, “perpetual life,” separation of ownership 

and control, “and favorable treatment of the accumulation 

and distribution of assets . . . that enhance their ability to 

attract capital and to deploy their resources in ways that

maximize the return on their shareholders’ investments.” 

494 U. S., at 658–659. Unlike voters in U. S. elections, 

corporations may be foreign controlled.70 Unlike other 

interest groups, business corporations have been “effectively delegated responsibility for ensuring society’s economic welfare”;71 they inescapably structure the life of 

every citizen. “‘[T]he resources in the treasury of a business corporation,’” furthermore, “‘are not an indication of

popular support for the corporation’s political ideas.’” Id., 

at 659 (quoting MCFL, 479 U. S., at 258). “‘They reflect

instead the economically motivated decisions of investors 

and customers. The availability of these resources may 

—————— 

takings jurisprudence and numerous rules of criminal procedure. More 

important, the Austin Court expressly declined to rely on a speechequalization rationale, see 494 U. S., at 660, and we have never understood Austin to stand for such a rationale. Whatever his personal

views, Justice Marshall simply did not write the opinion that THE 

CHIEF JUSTICE suggests he did; indeed, he “would have viewed it as 

irresponsible to write an opinion that boldly staked out a rationale 

based on equality that no one other than perhaps Justice White would

have even considered joining,” Garrett, 52 Howard L. J., at 674. 70 In state elections, even domestic corporations may be “foreign”­

controlled in the sense that they are incorporated in another jurisdiction and primarily owned and operated by out-of-state residents. 71Regan, Corporate Speech and Civic Virtue, in Debating Democracy’s Discontent 289, 302 (A. Allen & M. Regan eds. 1998) (hereinafter

Regan). 
76 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

make a corporation a formidable political presence, even

though the power of the corporation may be no reflection

of the power of its ideas.’” 494 U. S., at 659 (quoting 

MCFL, 479 U. S., at 258).72 

It might also be added that corporations have no consciences, no beliefs, no feelings, no thoughts, no desires. 

Corporations help structure and facilitate the activities of 

human beings, to be sure, and their “personhood” often

serves as a useful legal fiction. But they are not themselves members of “We the People” by whom and for whom

our Constitution was established. 

These basic points help explain why corporate electioneering is not only more likely to impair compelling governmental interests, but also why restrictions on that

electioneering are less likely to encroach upon First 

Amendment freedoms. One fundamental concern of the 

First Amendment is to “protec[t] the individual’s interest

in self-expression.” Consolidated Edison Co. of N. Y. v. 

Public Serv. Comm’n of N. Y., 447 U. S. 530, 534, n. 2 

(1980); see also Bellotti, 435 U. S., at 777, n. 12. Freedom 

of speech helps “make men free to develop their faculties,” 

Whitney v. California, 274 U. S. 357, 375 (1927) (Brandeis, 

—————— 

72Nothing in this analysis turns on whether the corporation is conceptualized as a grantee of a state concession, see, e.g., Trustees of 

Dartmouth College v. Woodward, 4 Wheat. 518, 636 (1819) (Marshall,

C. J.), a nexus of explicit and implicit contracts, see, e.g., F. Easterbrook 

& D. Fischel, The Economic Structure of Corporate Law 12 (1991), a 

mediated hierarchy of stakeholders, see, e.g., Blair & Stout, A Team 

Production Theory of Corporate Law, 85 Va. L. Rev. 247 (1999) (hereinafter Blair & Stout), or any other recognized model. Austin referred to 

the structure and the advantages of corporations as “state-conferred” in 

several places, 494 U. S., at 660, 665, 667, but its antidistortion argument relied only on the basic descriptive features of corporations, as 

sketched above. It is not necessary to agree on a precise theory of the

corporation to agree that corporations differ from natural persons in 

fundamental ways, and that a legislature might therefore need to

regulate them differently if it is human welfare that is the object of its 

concern. Cf. Hansmann & Kraakman 441, n. 5. 
Cite as: 558 U. S. ____ (2010) 77 

Opinion of STEVENS, J. 

J., concurring), it respects their “dignity and choice,” 

Cohen v. California, 403 U. S. 15, 24 (1971), and it facilitates the value of “individual self-realization,” Redish, The 

Value of Free Speech, 130 U. Pa. L. Rev. 591, 594 (1982). 

Corporate speech, however, is derivative speech, speech by 

proxy. A regulation such as BCRA §203 may affect the

way in which individuals disseminate certain messages 

through the corporate form, but it does not prevent anyone

from speaking in his or her own voice. “Within the realm 

of [campaign spending] generally,” corporate spending is

“furthest from the core of political expression.” Beaumont, 

539 U. S., at 161, n. 8. 

It is an interesting question “who” is even speaking

when a business corporation places an advertisement that 

endorses or attacks a particular candidate. Presumably it 

is not the customers or employees, who typically have no 

say in such matters. It cannot realistically be said to be

the shareholders, who tend to be far removed from the 

day-to-day decisions of the firm and whose political preferences may be opaque to management. Perhaps the officers

or directors of the corporation have the best claim to be 

the ones speaking, except their fiduciary duties generally 

prohibit them from using corporate funds for personal 

ends. Some individuals associated with the corporation

must make the decision to place the ad, but the idea that 

these individuals are thereby fostering their selfexpression or cultivating their critical faculties is fanciful.

It is entirely possible that the corporation’s electoral message will conflict with their personal convictions. Take 

away the ability to use general treasury funds for some of 

those ads, and no one’s autonomy, dignity, or political 

equality has been impinged upon in the least.

Corporate expenditures are distinguishable from individual expenditures in this respect. I have taken the view 

that a legislature may place reasonable restrictions on

individuals’ electioneering expenditures in the service of 
78 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

the governmental interests explained above, and in recognition of the fact that such restrictions are not direct 

restraints on speech but rather on its financing. See, e.g., 

Randall, 548 U. S., at 273 (dissenting opinion). But those 

restrictions concededly present a tougher case, because the 

primary conduct of actual, flesh-and-blood persons is 

involved. Some of those individuals might feel that they

need to spend large sums of money on behalf of a particular candidate to vindicate the intensity of their electoral 

preferences. This is obviously not the situation with business corporations, as their routine practice of giving “substantial sums to both major national parties” makes pellucidly clear. McConnell, 540 U. S., at 148. “[C]orporate

participation” in elections, any business executive will tell

you, “is more transactional than ideological.” Supp. Brief

for Committee for Economic Development as Amicus 

Curiae 10. 

In this transactional spirit, some corporations have 

affirmatively urged Congress to place limits on their electioneering communications. These corporations fear that

officeholders will shake them down for supportive ads, 

that they will have to spend increasing sums on elections 

in an ever-escalating arms race with their competitors, 

and that public trust in business will be eroded. See id., 

at 10–19. A system that effectively forces corporations to

use their shareholders’ money both to maintain access to, 

and to avoid retribution from, elected officials may ultimately prove more harmful than beneficial to many corporations. It can impose a kind of implicit tax.73 

—————— 

73Not all corporations support BCRA §203, of course, and not all corporations are large business entities or their tax-exempt adjuncts.

Some nonprofit corporations are created for an ideological purpose. 

Some closely held corporations are strongly identified with a particular

owner or founder. The fact that §203, like the statute at issue in 

Austin, regulates some of these corporations’ expenditures does not 

disturb the analysis above. See 494 U. S., at 661–665. Small-business 
Cite as: 558 U. S. ____ (2010) 79 

Opinion of STEVENS, J. 

In short, regulations such as §203 and the statute upheld in Austin impose only a limited burden on First

Amendment freedoms not only because they target a 

narrow subset of expenditures and leave untouched the

broader “public dialogue,” ante, at 25, but also because 

they leave untouched the speech of natural persons.

Recognizing the weakness of a speaker-based critique of 

Austin, the Court places primary emphasis not on the

corporation’s right to electioneer, but rather on the listener’s interest in hearing what every possible speaker

may have to say. The Court’s central argument is that 

laws such as §203 have “‘deprived [the electorate] of information, knowledge and opinion vital to its function,’” 

ante, at 38 (quoting CIO, 335 U. S., at 144 (Rutledge, J., 

concurring in judgment)), and this, in turn, “interferes

with the ‘open marketplace’ of ideas protected by the First

Amendment,” ante, at 38 (quoting New York State Bd. of 

Elections v. Lopez Torres, 552 U. S. 196, 208 (2008)). 

There are many flaws in this argument. If the overriding concern depends on the interests of the audience, 

surely the public’s perception of the value of corporate 

speech should be given important weight. That perception 

today is the same as it was a century ago when Theodore 

Roosevelt delivered the speeches to Congress that, in time,

led to the limited prohibition on corporate campaign expenditures that is overruled today. See WRTL, 551 U. S., 

at 509–510 (Souter, J., dissenting) (summarizing President 

—————— 

owners may speak in their own names, rather than the business’, if

they wish to evade §203 altogether. Nonprofit corporations that want

to make unrestricted electioneering expenditures may do so if they 

refuse donations from businesses and unions and permit members to

disassociate without economic penalty. See MCFL, 479 U. S. 238, 264 

(1986). Making it plain that their decision is not motivated by a concern about BCRA’s coverage of nonprofits that have ideological missions but lack MCFL status, our colleagues refuse to apply the SnoweJeffords Amendment or the lower courts’ de minimis exception to 

MCFL. See ante, at 10–12. 
80 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

Roosevelt’s remarks). The distinctive threat to democratic

integrity posed by corporate domination of politics was

recognized at “the inception of the republic” and “has been 

a persistent theme in American political life” ever since. 

Regan 302. It is only certain Members of this Court, not 

the listeners themselves, who have agitated for more corporate electioneering. 

Austin recognized that there are substantial reasons 

why a legislature might conclude that unregulated general

treasury expenditures will give corporations “unfai[r]

influence” in the electoral process, 494 U. S., at 660, and 

distort public debate in ways that undermine rather than

advance the interests of listeners. The legal structure of 

corporations allows them to amass and deploy financial

resources on a scale few natural persons can match. The 

structure of a business corporation, furthermore, draws a 

line between the corporation’s economic interests and the

political preferences of the individuals associated with the

corporation; the corporation must engage the electoral 

process with the aim “to enhance the profitability of the

company, no matter how persuasive the arguments for a

broader or conflicting set of priorities,” Brief for American

Independent Business Alliance as Amicus Curiae 11; see 

also ALI, Principles of Corporate Governance: Analysis

and Recommendations §2.01(a), p. 55 (1992) (“[A] corporation . . . should have as its objective the conduct of business activities with a view to enhancing corporate profit

and shareholder gain”). In a state election such as the one 

at issue in Austin, the interests of nonresident corporations may be fundamentally adverse to the interests of

local voters. Consequently, when corporations grab up the 

prime broadcasting slots on the eve of an election, they can 

flood the market with advocacy that bears “little or no

correlation” to the ideas of natural persons or to any

broader notion of the public good, 494 U. S., at 660. The 

opinions of real people may be marginalized. “The expen­
Cite as: 558 U. S. ____ (2010) 81 

Opinion of STEVENS, J. 

diture restrictions of [2 U. S. C.] §441b are thus meant to 

ensure that competition among actors in the political 

arena is truly competition among ideas.” MCFL, 479 

U. S., at 259. 

In addition to this immediate drowning out of noncorporate voices, there may be deleterious effects that follow 

soon thereafter. Corporate “domination” of electioneering, 

Austin, 494 U. S., at 659, can generate the impression that

corporations dominate our democracy. When citizens turn 

on their televisions and radios before an election and hear 

only corporate electioneering, they may lose faith in their 

capacity, as citizens, to influence public policy. A Government captured by corporate interests, they may come 

to believe, will be neither responsive to their needs nor 

willing to give their views a fair hearing. The predictable 

result is cynicism and disenchantment: an increased

perception that large spenders “‘call the tune’” and a

reduced “‘willingness of voters to take part in democratic 

governance.’” McConnell, 540 U. S., at 144 (quoting 

Shrink Missouri, 528 U. S., at 390). To the extent that 

corporations are allowed to exert undue influence in electoral races, the speech of the eventual winners of those

races may also be chilled. Politicians who fear that a 

certain corporation can make or break their reelection 

chances may be cowed into silence about that corporation.

On a variety of levels, unregulated corporate electioneering might diminish the ability of citizens to “hold officials

accountable to the people,” ante, at 23, and disserve the 

goal of a public debate that is “uninhibited, robust, and 

wide-open,” New York Times Co. v. Sullivan, 376 U. S. 

254, 270 (1964). At the least, I stress again, a legislature

is entitled to credit these concerns and to take tailored 

measures in response.

The majority’s unwillingness to distinguish between 

corporations and humans similarly blinds it to the possibility that corporations’ “war chests” and their special 
82 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

“advantages” in the legal realm, Austin, 494 U. S., at 659, 

may translate into special advantages in the market for

legislation. When large numbers of citizens have a common stake in a measure that is under consideration, it 

may be very difficult for them to coordinate resources on

behalf of their position. The corporate form, by contrast,

“provides a simple way to channel rents to only those who 

have paid their dues, as it were. If you do not own stock, 

you do not benefit from the larger dividends or appreciation in the stock price caused by the passage of private 

interest legislation.” Sitkoff, Corporate Political Speech, 

Political Extortion, and the Competition for Corporate

Charters, 69 U. Chi. L. Rev. 1103, 1113 (2002). Corporations, that is, are uniquely equipped to seek laws that 

favor their owners, not simply because they have a lot of

money but because of their legal and organizational structure. Remove all restrictions on their electioneering, and

the door may be opened to a type of rent seeking that is 

“far more destructive” than what noncorporations are

capable of. Ibid. It is for reasons such as these that our 

campaign finance jurisprudence has long appreciated that 

“the ‘differing structures and purposes’ of different entities 

‘may require different forms of regulation in order to

protect the integrity of the electoral process.’” NRWC, 459 

U. S., at 210 (quoting California Medical Assn., 453 U. S., 

at 201).

The Court’s facile depiction of corporate electioneering 

assumes away all of these complexities. Our colleagues

ridicule the idea of regulating expenditures based on

“nothing more” than a fear that corporations have a special “ability to persuade,” ante, at 11 (opinion of ROBERTS, 

C. J.), as if corporations were our society’s ablest debaters

and viewpoint-neutral laws such as §203 were created to

suppress their best arguments. In their haste to knock 

down yet another straw man, our colleagues simply ignore

the fundamental concerns of the Austin Court and the 
Cite as: 558 U. S. ____ (2010) 83 

Opinion of STEVENS, J. 

legislatures that have passed laws like §203: to safeguard 

the integrity, competitiveness, and democratic responsiveness of the electoral process. All of the majority’s theoretical arguments turn on a proposition with undeniable

surface appeal but little grounding in evidence or experience, “that there is no such thing as too much speech,” 

Austin, 494 U. S., at 695 (SCALIA, J., dissenting)).74 If 

individuals in our society had infinite free time to listen to 

and contemplate every last bit of speech uttered by anyone, anywhere; and if broadcast advertisements had no

special ability to influence elections apart from the merits 

of their arguments (to the extent they make any); and if 

legislators always operated with nothing less than perfect 

virtue; then I suppose the majority’s premise would be

sound. In the real world, we have seen, corporate domination of the airwaves prior to an election may decrease the 

average listener’s exposure to relevant viewpoints, and it 

may diminish citizens’ willingness and capacity to participate in the democratic process. 

None of this is to suggest that corporations can or

should be denied an opportunity to participate in election

campaigns or in any other public forum (much less that a 

work of art such as Mr. Smith Goes to Washington may be

banned), or to deny that some corporate speech may contribute significantly to public debate. What it shows, 

however, is that Austin’s “concern about corporate domination of the political process,” 494 U. S., at 659, reflects 

more than a concern to protect governmental interests

outside of the First Amendment. It also reflects a concern 

to facilitate First Amendment values by preserving some 

breathing room around the electoral “marketplace” of

ideas, ante, at 19, 34, 38, 52, 54, the marketplace in which

the actual people of this Nation determine how they will 

—————— 

74Of course, no presiding person in a courtroom, legislature, classroom, polling place, or family dinner would take this hyperbole literally. 
84 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

govern themselves. The majority seems oblivious to the 

simple truth that laws such as §203 do not merely pit the 

anticorruption interest against the First Amendment, but

also pit competing First Amendment values against each

other. There are, to be sure, serious concerns with any

effort to balance the First Amendment rights of speakers

against the First Amendment rights of listeners. But 

when the speakers in question are not real people and 

when the appeal to “First Amendment principles” depends 

almost entirely on the listeners’ perspective, ante, at 1, 48, 

it becomes necessary to consider how listeners will actually be affected. 

 In critiquing Austin’s antidistortion rationale and campaign finance regulation more generally, our colleagues

place tremendous weight on the example of media corporations. See ante, at 35–38, 46; ante, at 1, 11 (opinion of 

ROBERTS, C. J.); ante, at 6 (opinion of SCALIA, J.). Yet it is 

not at all clear that Austin would permit §203 to be applied to them. The press plays a unique role not only in

the text, history, and structure of the First Amendment

but also in facilitating public discourse; as the Austin 

Court explained, “media corporations differ significantly

from other corporations in that their resources are devoted 

to the collection of information and its dissemination to 

the public,” 494 U. S., at 667. Our colleagues have raised 

some interesting and difficult questions about Congress’ 

authority to regulate electioneering by the press, and

about how to define what constitutes the press. But that 

is not the case before us. Section 203 does not apply to 

media corporations, and even if it did, Citizens United is

not a media corporation. There would be absolutely no

reason to consider the issue of media corporations if the 

majority did not, first, transform Citizens United’s asapplied challenge into a facial challenge and, second,

invent the theory that legislatures must eschew all “identity”-based distinctions and treat a local nonprofit news 
Cite as: 558 U. S. ____ (2010) 85 

Opinion of STEVENS, J. 

outlet exactly the same as General Motors.75 This calls to 

mind George Berkeley’s description of philosophers: “[W]e 

have first raised a dust and then complain we cannot see.” 

Principles of Human Knowledge/Three Dialogues 38, ¶3 

(R. Woolhouse ed. 1988). 

It would be perfectly understandable if our colleagues 

feared that a campaign finance regulation such as §203

may be counterproductive or self-interested, and therefore

attended carefully to the choices the Legislature has 

made. But the majority does not bother to consider such 

practical matters, or even to consult a record; it simply

stipulates that “enlightened self-government” can arise

only in the absence of regulation. Ante, at 23. In light of 

the distinctive features of corporations identified in Austin, there is no valid basis for this assumption. The marketplace of ideas is not actually a place where items—or 

laws—are meant to be bought and sold, and when we 

move from the realm of economics to the realm of corporate electioneering, there may be no “reason to think the

market ordering is intrinsically good at all,” Strauss 1386. 

The Court’s blinkered and aphoristic approach to the

First Amendment may well promote corporate power at

the cost of the individual and collective self-expression the 

Amendment was meant to serve. It will undoubtedly

cripple the ability of ordinary citizens, Congress, and the 

States to adopt even limited measures to protect against 

corporate domination of the electoral process. Americans 

may be forgiven if they do not feel the Court has advanced 

—————— 

75Under the majority’s view, the legislature is thus damned if it does

and damned if it doesn’t. If the legislature gives media corporations an

exemption from electioneering regulations that apply to other corporations, it violates the newly minted First Amendment rule against 

identity-based distinctions. If the legislature does not give media 

corporations an exemption, it violates the First Amendment rights of 

the press. The only way out of this invented bind: no regulations 

whatsoever. 
86 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

the cause of self-government today. 

2. Shareholder Protection 

There is yet another way in which laws such as §203 can

serve First Amendment values. Interwoven with Austin’s 

concern to protect the integrity of the electoral process is a 

concern to protect the rights of shareholders from a kind of

coerced speech: electioneering expenditures that do not 

“reflec[t] [their] support.” 494 U. S., at 660–661. When 

corporations use general treasury funds to praise or attack a

particular candidate for office, it is the shareholders, as the 

residual claimants, who are effectively footing the bill.

Those shareholders who disagree with the corporation’s 

electoral message may find their financial investments

being used to undermine their political convictions. 

The PAC mechanism, by contrast, helps assure that

those who pay for an electioneering communication actually support its content and that managers do not use

general treasuries to advance personal agendas. Ibid. It 

“‘allows corporate political participation without the temptation to use corporate funds for political influence, quite

possibly at odds with the sentiments of some shareholders 

or members.’” McConnell, 540 U. S., at 204 (quoting 

Beaumont, 539 U. S., at 163). A rule that privileges the 

use of PACs thus does more than facilitate the political 

speech of like-minded shareholders; it also curbs the rent 

seeking behavior of executives and respects the views of 

dissenters. Austin’s acceptance of restrictions on general 

treasury spending “simply allows people who have invested in the business corporation for purely economic 

reasons”—the vast majority of investors, one assumes—“to

avoid being taken advantage of, without sacrificing their

economic objectives.” Winkler, Beyond Bellotti, 32 Loyola

(LA) L. Rev. 133, 201 (1998). 

The concern to protect dissenting shareholders and 

union members has a long history in campaign finance 
Cite as: 558 U. S. ____ (2010) 87 

Opinion of STEVENS, J. 

reform. It provided a central motivation for the Tillman

Act in 1907 and subsequent legislation, see Pipefitters v. 

United States, 407 U. S. 385, 414–415 (1972); Winkler, 92

Geo. L. J., at 887–900, and it has been endorsed in a long 

line of our cases, see, e.g., McConnell, 540 U. S., at 204– 

205; Beaumont, 539 U. S., at 152–154; MCFL, 479 U. S., at 

258; NRWC, 459 U. S., at 207–208; Pipefitters, 407 U. S., 

at 414–416; see also n. 60, supra. Indeed, we have unanimously recognized the governmental interest in “protect[ing] the individuals who have paid money into a

corporation or union for purposes other than the support 

of candidates from having that money used to support 

political candidates to whom they may be opposed.” 

NRWC, 459 U. S., at 207–208. 

The Court dismisses this interest on the ground that

abuses of shareholder money can be corrected “through

the procedures of corporate democracy,” ante, at 46 (internal quotation marks omitted), and, it seems, through

Internet-based disclosures, ante, at 55.76 I fail to understand how this addresses the concerns of dissenting union 

members, who will also be affected by today’s ruling, and I

fail to understand why the Court is so confident in these 

mechanisms. By “corporate democracy,” presumably the 

Court means the rights of shareholders to vote and to 

bring derivative suits for breach of fiduciary duty. In 

practice, however, many corporate lawyers will tell you 

that “these rights are so limited as to be almost nonexis­

—————— 

76 I note that, among the many other regulatory possibilities it has

left open, ranging from new versions of §203 supported by additional

evidence of quid pro quo corruption or its appearance to any number of

tax incentive or public financing schemes, today’s decision does not 

require that a legislature rely solely on these mechanisms to protect 

shareholders. Legislatures remain free in their incorporation and tax 

laws to condition the types of activity in which corporations may 

engage, including electioneering activity, on specific disclosure requirements or on prior express approval by shareholders or members. 
88 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

tent,” given the internal authority wielded by boards and 

managers and the expansive protections afforded by the 

business judgment rule. Blair & Stout 320; see also id., at 

298–315; Winkler, 32 Loyola (LA) L. Rev., at 165–166, 

199–200. Modern technology may help make it easier to

track corporate activity, including electoral advocacy, but

it is utopian to believe that it solves the problem. Most 

American households that own stock do so through intermediaries such as mutual funds and pension plans, see 

Evans, A Requiem for the Retail Investor? 95 Va. L. Rev.

1105 (2009), which makes it more difficult both to monitor 

and to alter particular holdings. Studies show that a 

majority of individual investors make no trades at all 

during a given year. Id., at 1117. Moreover, if the corporation in question operates a PAC, an investor who sees 

the company’s ads may not know whether they are being 

funded through the PAC or through the general treasury.

If and when shareholders learn that a corporation has 

been spending general treasury money on objectionable 

electioneering, they can divest. Even assuming that they

reliably learn as much, however, this solution is only 

partial. The injury to the shareholders’ expressive rights

has already occurred; they might have preferred to keep

that corporation’s stock in their portfolio for any number 

of economic reasons; and they may incur a capital gains 

tax or other penalty from selling their shares, changing

their pension plan, or the like. The shareholder protection

rationale has been criticized as underinclusive, in that 

corporations also spend money on lobbying and charitable 

contributions in ways that any particular shareholder 

might disapprove. But those expenditures do not implicate the selection of public officials, an area in which “the

interests of unwilling . . . corporate shareholders [in not 

being] forced to subsidize that speech” “are at their zenith.” Austin, 494 U. S., at 677 (Brennan, J., concurring).

And in any event, the question is whether shareholder 
Cite as: 558 U. S. ____ (2010) 89 

Opinion of STEVENS, J. 

protection provides a basis for regulating expenditures in 

the weeks before an election, not whether additional types

of corporate communications might similarly be conditioned on voluntariness. 

Recognizing the limits of the shareholder protection 

rationale, the Austin Court did not hold it out as an adequate and independent ground for sustaining the statute

in question. Rather, the Court applied it to reinforce the

antidistortion rationale, in two main ways. First, the 

problem of dissenting shareholders shows that even if 

electioneering expenditures can advance the political

views of some members of a corporation, they will often

compromise the views of others. See, e.g., id., at 663 (discussing risk that corporation’s “members may be . . . reluctant to withdraw as members even if they disagree with 

[its] political expression”). Second, it provides an additional reason, beyond the distinctive legal attributes of the 

corporate form, for doubting that these “expenditures

reflect actual public support for the political ideas espoused,” id., at 660. The shareholder protection rationale, 

in other words, bolsters the conclusion that restrictions on 

corporate electioneering can serve both speakers’ and 

listeners’ interests, as well as the anticorruption interest.

And it supplies yet another reason why corporate expenditures merit less protection than individual expenditures. 

V 

Today’s decision is backwards in many senses. It elevates the majority’s agenda over the litigants’ submissions, facial attacks over as-applied claims, broad constitutional theories over narrow statutory grounds, individual

dissenting opinions over precedential holdings, assertion

over tradition, absolutism over empiricism, rhetoric over 

reality. Our colleagues have arrived at the conclusion that 

Austin must be overruled and that §203 is facially unconstitutional only after mischaracterizing both the reach and 
90 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of STEVENS, J. 

rationale of those authorities, and after bypassing or 

ignoring rules of judicial restraint used to cabin the

Court’s lawmaking power. Their conclusion that the 

societal interest in avoiding corruption and the appearance of corruption does not provide an adequate justification for regulating corporate expenditures on candidate 

elections relies on an incorrect description of that interest,

along with a failure to acknowledge the relevance of established facts and the considered judgments of state and 

federal legislatures over many decades.

In a democratic society, the longstanding consensus on 

the need to limit corporate campaign spending should

outweigh the wooden application of judge-made rules. The 

majority’s rejection of this principle “elevate[s] corporations to a level of deference which has not been seen at 

least since the days when substantive due process was 

regularly used to invalidate regulatory legislation thought 

to unfairly impinge upon established economic interests.” 

Bellotti, 435 U. S., at 817, n. 13 (White, J., dissenting). At 

bottom, the Court’s opinion is thus a rejection of the common sense of the American people, who have recognized a 

need to prevent corporations from undermining selfgovernment since the founding, and who have fought

against the distinctive corrupting potential of corporate 

electioneering since the days of Theodore Roosevelt. It is a 

strange time to repudiate that common sense. While 

American democracy is imperfect, few outside the majority

of this Court would have thought its flaws included a 

dearth of corporate money in politics.

I would affirm the judgment of the District Court. 
_________________ 

_________________ 

Cite as: 558 U. S. ____ (2010) 1 

Opinion of THOMAS, J. 

SUPREME COURT OF THE UNITED STATES 

No. 08–205 

CITIZENS UNITED, APPELLANT v. FEDERAL 

ELECTION COMMISSION 

ON APPEAL FROM THE UNITED STATES DISTRICT COURT FOR 

THE DISTRICT OF COLUMBIA 

[January 21, 2010] 

JUSTICE THOMAS, concurring in part and dissenting in 

part. 

I join all but Part IV of the Court’s opinion. 

Political speech is entitled to robust protection under 

the First Amendment. Section 203 of the Bipartisan 

Campaign Reform Act of 2002 (BCRA) has never been

reconcilable with that protection. By striking down §203,

the Court takes an important first step toward restoring

full constitutional protection to speech that is “indispensable to the effective and intelligent use of the processes of 

popular government.” McConnell v. Federal Election 

Comm’n, 540 U. S. 93, 265 (2003) (THOMAS, J., concurring

in part, concurring in judgment in part, and dissenting in 

part) (internal quotation marks omitted). I dissent from 

Part IV of the Court’s opinion, however, because the

Court’s constitutional analysis does not go far enough.

The disclosure, disclaimer, and reporting requirements in

BCRA §§201 and 311 are also unconstitutional. See id., at 

275–277, and n. 10. 

Congress may not abridge the “right to anonymous

speech” based on the “‘simple interest in providing voters

with additional relevant information,’” id., at 276 (quoting 

McIntyre v. Ohio Elections Comm’n, 514 U. S. 334, 348 

(1995)). In continuing to hold otherwise, the Court misapprehends the import of “recent events” that some amici 
2 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of THOMAS, J. 

describe “in which donors to certain causes were blacklisted, threatened, or otherwise targeted for retaliation.” 

Ante, at 54. The Court properly recognizes these events as 

“cause for concern,” ibid., but fails to acknowledge their 

constitutional significance. In my view, amici’s submissions show why the Court’s insistence on upholding §§201

and 311 will ultimately prove as misguided (and ill fated) 

as was its prior approval of §203. 

Amici’s examples relate principally to Proposition 8, a 

state ballot proposition that California voters narrowly

passed in the 2008 general election. Proposition 8

amended California’s constitution to provide that “[o]nly

marriage between a man and a woman is valid or recognized in California.” Cal. Const., Art. I, §7.5. Any donor

who gave more than $100 to any committee supporting or 

opposing Proposition 8 was required to disclose his full 

name, street address, occupation, employer’s name (or 

business name, if self-employed), and the total amount of

his contributions.1 See Cal. Govt. Code Ann. §84211(f) 

(West 2005). The California Secretary of State was then

required to post this information on the Internet. See 

§§84600–84601; §§84602–84602.1 (West Supp. 2010);

§§84602.5–84604 (West 2005); §85605 (West Supp. 2010); 

§§84606–84609 (West 2005). 

Some opponents of Proposition 8 compiled this information and created Web sites with maps showing the locations of homes or businesses of Proposition 8 supporters. 

Many supporters (or their customers) suffered property

damage, or threats of physical violence or death, as a 

—————— 

1BCRA imposes similar disclosure requirements. See, e.g., 2 U. S. C. 

§434(f)(2)(F) (“Every person who makes a disbursement for the direct 

costs of producing and airing electioneering communications in an 

aggregate amount in excess of $10,000 during any calendar year” must 

disclose “the names and addresses of all contributors who contributed 

an aggregate amount of $1,000 or more to the person making the

disbursement”). 
Cite as: 558 U. S. ____ (2010) 3 

Opinion of THOMAS, J. 

result. They cited these incidents in a complaint they filed

after the 2008 election, seeking to invalidate California’s

mandatory disclosure laws. Supporters recounted being 

told: “Consider yourself lucky. If I had a gun I would have 

gunned you down along with each and every other supporter,” or, “we have plans for you and your friends.” 

Complaint in ProtectMarriage.com—Yes on 8 v. Bowen, 

Case No. 2:09–cv–00058–MCE–DAD (ED Cal.), ¶31. 

Proposition 8 opponents also allegedly harassed the measure’s supporters by defacing or damaging their property. 

Id., ¶32. Two religious organizations supporting Proposition 8 reportedly received through the mail envelopes

containing a white powdery substance. Id., ¶33. 

Those accounts are consistent with media reports describing Proposition 8-related retaliation. The director of 

the nonprofit California Musical Theater gave $1,000 to 

support the initiative; he was forced to resign after artists 

complained to his employer. Lott & Smith, Donor Disclosure Has Its Downsides, Wall Street Journal, Dec. 26, 

2008, p. A13. The director of the Los Angeles Film Festival was forced to resign after giving $1,500 because opponents threatened to boycott and picket the next festival. 

Ibid. And a woman who had managed her popular, family-owned restaurant for 26 years was forced to resign

after she gave $100, because “throngs of [angry] protesters” repeatedly arrived at the restaurant and “shout[ed] 

‘shame on you’ at customers.” Lopez, Prop. 8 Stance Upends Her Life, Los Angeles Times, Dec. 14, 2008, p. B1.

The police even had to “arriv[e] in riot gear one night to

quell the angry mob” at the restaurant. Ibid. Some supporters of Proposition 8 engaged in similar tactics; one real 

estate businessman in San Diego who had donated to a 

group opposing Proposition 8 “received a letter from the 

Prop. 8 Executive Committee threatening to publish his 

company’s name if he didn’t also donate to the ‘Yes on 8’ 

campaign.” Donor Disclosure, supra, at A13. 
4 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of THOMAS, J. 

The success of such intimidation tactics has apparently

spawned a cottage industry that uses forcibly disclosed 

donor information to pre-empt citizens’ exercise of their 

First Amendment rights. Before the 2008 Presidential 

election, a “newly formed nonprofit group . . . plann[ed] to 

confront donors to conservative groups, hoping to create a

chilling effect that will dry up contributions.” Luo, Group

Plans Campaign Against G.O.P. Donors, N. Y. Times, Aug.

8, 2008, p. A15. Its leader, “who described his effort as 

‘going for the jugular,’” detailed the group’s plan to send a 

“warning letter . . . alerting donors who might be considering giving to right-wing groups to a variety of potential

dangers, including legal trouble, public exposure and 

watchdog groups digging through their lives.” Ibid. 

These instances of retaliation sufficiently demonstrate

why this Court should invalidate mandatory disclosure

and reporting requirements. But amici present evidence 

of yet another reason to do so—the threat of retaliation

from elected officials. As amici’s submissions make clear, 

this threat extends far beyond a single ballot proposition

in California. For example, a candidate challenging an

incumbent state attorney general reported that some 

members of the State’s business community feared donating to his campaign because they did not want to cross the 

incumbent; in his words, “‘I go to so many people and hear 

the same thing: “I sure hope you beat [the incumbent], but 

I can’t afford to have my name on your records. He might 

come after me next.”’” Strassel, Challenging Spitzerism 

at the Polls, Wall Street Journal, Aug. 1, 2008, p. A11.

The incumbent won reelection in 2008. 

My point is not to express any view on the merits of the

political controversies I describe. Rather, it is to demonstrate—using real-world, recent examples—the fallacy in 

the Court’s conclusion that “[d]isclaimer and disclosure 

requirements . . . impose no ceiling on campaign-related

activities, and do not prevent anyone from speaking.” 
Cite as: 558 U. S. ____ (2010) 5 

Opinion of THOMAS, J. 

Ante, at 51 (internal quotation marks and citations omitted). Of course they do. Disclaimer and disclosure requirements enable private citizens and elected officials to 

implement political strategies specifically calculated to 

curtail campaign-related activity and prevent the lawful, 

peaceful exercise of First Amendment rights.

The Court nevertheless insists that as-applied challenges to disclosure requirements will suffice to vindicate 

those speech rights, as long as potential plaintiffs can 

“show a reasonable probability that disclosure . . . will

subject them to threats, harassment, or reprisals from

either Government officials or private parties.” Ante, at 52 

(internal quotation marks omitted). But the Court’s opinion itself proves the irony in this compromise. In correctly

explaining why it must address the facial constitutionality 

of §203, see ante, at 5–20, the Court recognizes that “[t]he

First Amendment does not permit laws that force speakers

to . . . seek declaratory rulings before discussing the most

salient political issues of our day,” ante, at 7; that asapplied challenges to §203 “would require substantial 

litigation over an extended time” and result in an “interpretive process [that] itself would create an inevitable,

pervasive, and serious risk of chilling protected speech 

pending the drawing of fine distinctions that, in the end, 

would themselves be questionable,” ante, at 9–10; that “a 

court would be remiss in performing its duties were it to 

accept an unsound principle merely to avoid the necessity

of making a broader ruling,” ante, at 12; and that avoiding 

a facial challenge to §203 “would prolong the substantial, 

nation-wide chilling effect” that §203 causes, ante, at 16. 

This logic, of course, applies equally to as-applied challenges to §§201 and 311.

Irony aside, the Court’s promise that as-applied challenges will adequately protect speech is a hollow assurance. Now more than ever, §§201 and 311 will chill protected speech because—as California voters can attest— 
6 CITIZENS UNITED v. FEDERAL ELECTION COMM’N 

Opinion of THOMAS, J. 

“the advent of the Internet” enables “prompt disclosure of 

expenditures,” which “provide[s]” political opponents “with 

the information needed” to intimidate and retaliate 

against their foes. Ante, at 55. Thus, “disclosure permits 

citizens . . . to react to the speech of [their political opponents] in a proper”—or undeniably improper—“way” long

before a plaintiff could prevail on an as-applied challenge.2 

Ibid. 

I cannot endorse a view of the First Amendment that 

subjects citizens of this Nation to death threats, ruined

careers, damaged or defaced property, or pre-emptive and

threatening warning letters as the price for engaging in

“core political speech, the ‘primary object of First Amendment protection.’” McConnell, 540 U. S., at 264 (THOMAS, 

J., concurring in part, concurring in judgment in part, and

dissenting in part) (quoting Nixon v. Shrink Missouri 

Government PAC, 528 U. S. 377, 410–411 (2000) (THOMAS, 

J., dissenting)). Accordingly, I respectfully dissent from

the Court’s judgment upholding BCRA §§201 and 311. 

—————— 

2But cf. Hill v. Colorado, 530 U. S. 703, 707–710 (2000) (approving a 

statute restricting speech “within 100 feet” of abortion clinics because it

protected women seeking an abortion from “‘sidewalk counseling,’” 

which “consists of efforts ‘to educate, counsel, persuade, or inform 

passersby about abortion and abortion alternatives by means of verbal

or written speech,’ ” and which “sometimes” involved “strong and 

abusive language in face-to-face encounters”).