The market power of retailers, resellers, and dealers has increased substan
tially in recent years as the result of innovations in distribution such as
the superstores, mass merchandisers, and warehouse clubs. Consequently, th
e balance of power in many industries has begun to shift from the supplier
to the resale level. Although courts have well-developed means of analyzing
the competitive conduct of suppliers and consumers, they have been unable
to decide how to treat resellers' competitive conduct. This Article propose
s the adoption of a traditional antitrust approach, the "ancillary restrain
ts analysis," to the conduct of resellers. Under this approach, courts woul
d recognize that a reseller is engaged in a partnership with its suppliers
to deliver goods and services in the most efficient manner possible. Courts
should preclude restrictions that are unrelated to efficiency-enhancing ob
jectives or are broader than required to accomplish these objectives; Such
an approach will encourage resellers to act more efficiently, and will dete
r them from taking actions that limit the range of products and services av
ailable to consumers.