A board of directors is a body of elected or appointed members who jointly oversee the activities of a company or organization. Other names include board of governors, board of managers, board of regents, board of trustees, and board of visitors. It is often simply referred to as "the board".

A board's activities are determined by the powers, duties, and responsibilities delegated to it or conferred on it by an authority outside itself. These matters are typically detailed in the organization's bylaws. The bylaws commonly also specify the number of members of the board, how they are to be chosen, and when they are to meet.

In an organization with voting members, e.g., a professional society, the board acts on behalf of, and is subordinate to, the organization's full assembly, which usually chooses the members of the board. In a stock corporation, the board is elected by the stockholders and is the highest authority in the management of the corporation. In a non-stock corporation with no general voting membership, e.g., a university, the board is the supreme governing body of the institution;^[1] its members are sometimes chosen by the board itself.^[2][3]

Typical duties of boards of directors include:^[4][5]

• governing the organization by establishing broad policies and objectives;
• selecting, appointing, supporting and reviewing the performance of the chief executive;
• ensuring the availability of adequate financial resources;
• approving annual budgets;
• accounting to the stakeholders for the organization's performance;
• setting the salaries and compensation of company management.

The legal responsibilities of boards and board members vary with the nature of the organization, and with the jurisdiction within which it operates. For public corporations, these responsibilities are typically much more rigorous and complex than for those of other types.

Typically the board chooses one of its members to be the chairman, who holds whatever title is specified in the bylaws.

Directors[link]

This section may contain original research. Please improve it by verifying the claims made and adding references. Statements consisting only of original research may be removed. More details may be available on the talk page. (May 2012)

The directors of an organization are the persons who are members of its board. Several specific terms categorize directors by the presence or absence of their other relationships to the organization.^[6]

An inside director is a director who is also an employee, officer, major shareholder, or someone similarly connected to the organization. Inside directors represent the interests of the entity's stakeholders, and often have special knowledge of its inner workings, its financial or market position, and so on.

Typical inside directors are:

• A Chief Executive Officer (CEO) who may also be Chairman of the Board
• Other executives of the organization, such as its Chief Financial Officer (CFO) or Executive Vice President
• Large shareholders (who may or may not also be employees or officers)
• Representatives of other stakeholders such as labor unions, major lenders, or members of the community in which the organization is located

An inside director who is employed as a manager or executive of the organization is sometimes referred to as an executive director (not to be confused with the title executive director sometimes used for the CEO position). Executive directors often have a specified area of responsibility in the organization, such as finance, marketing, human resources, or production.

An outside director is a member of the board who is not otherwise employed by or engaged with the organization, and does not represent any of its stakeholders. A typical example is a director who is president of a firm in a different industry.

Outside directors bring outside experience and perspective to the board. They keep a watchful eye on the inside directors and on the way the organization is run. Outside directors are often useful in handling disputes between inside directors, or between shareholders and the board. They are thought to be advantageous because they can be objective and present little risk of conflict of interest. On the other hand, they might lack familiarity with the specific issues connected to the organization's governance.

Recapping the terminology:

• director - any member of the board of directors
• inside director - a director who, in addition to serving on the board, has a meaningful connection to the organization
• outside director - a director who, other than serving on the board, has no meaningful connections to the organization
• executive director - an inside director who is also an executive with the organization. The term is also used, in a completely different sense, to refer to a CEO
• non-executive director - a director who is not an executive with the organization

Individual directors often serve on more than one board. This practice results in an interlocking directorate, where a relatively small number of individuals have significant influence over a large number of important entities. This situation can have important corporate, social, economic, and legal consequences, and has been the subject of significant research.

Corporations[link]

Theoretically, the control of a company is divided between two bodies: the board of directors, and the shareholders in general meeting. In practice, the amount of power exercised by the board varies with the type of company. In small private companies, the directors and the shareholders are normally the same people, and thus there is no real division of power. In large public companies, the board tends to exercise more of a supervisory role, and individual responsibility and management tends to be delegated downward to individual professional executives (such as a finance director or a marketing director) who deal with particular areas of the company's affairs.

Another feature of boards of directors in large public companies is that the board tends to have more de facto power. The shareholders tend to grant proxies to the directors and accept all recommendations of the board rather than try to get involved in management, since each shareholder's power is so small. Also, the large number of shareholders makes it hard for them to organize. However, there have been moves recently to try to increase shareholder activism among both institutional investors and individuals with small shareholdings.^[7][8]

Conversely, though, boards of directors in large public companies tend to wield very little practical power, because they delegate nearly all of their power to the top executive employees, adopting their recommendations almost without fail. As a practical matter, executives even choose the directors, as shareholders normally follow management recommendations when electing them.

A board-only organization is one whose board is self-appointed, rather than being accountable to a base of members through elections; or in which the powers of the membership are extremely limited.

In most cases, serving on a board is not a career unto itself, but board members often receive remunerations amounting to hundreds of thousands of dollars per year since they often sit on the boards of several companies.^[9] Inside directors are usually not paid for sitting on a board, but the duty is instead considered part of their larger job description. Outside directors are usually paid for their services.^[9] These remunerations vary between corporations, but usually consist of a yearly or monthly salary, additional compensation for each meeting attended, stock options, and various other benefits. Tiffany & Co., for example, pays directors an annual retainer of $46,500, an additional annual retainer of $2,500 if the director is also a chairperson of a committee, a per-meeting-attended fee of $2,000 for meetings attended in person, a $500 fee for each meeting attended via telephone, in addition to stock options and retirement benefits.^[9]

Classification[link]

The role and responsibilities of a board of directors vary depending on the nature and type of business entity and the laws applying to the entity (see types of business entity). For example, the nature of the business entity may be one that is traded on a public market (public company), not traded on a public market (a private, limited or closely held company), owned by family members (a family business), or exempt from income taxes (a non-profit, not for profit, or tax-exempt entity). There are numerous types of business entities available throughout the world such as a corporation, limited liability company, cooperative, business trust, partnership, private limited company, and public limited company.

Much of what has been written about boards of directors relates to boards of directors of business entities actively traded on public markets.^[10] More recently, however, material is becoming available for boards of private and closely held businesses including family businesses.^[11]

History[link]

The development of a separate board of directors to manage the company has occurred incrementally and indefinitely over legal history. Until the end of the 19th century, it seems to have been generally assumed that the general meeting (of all shareholders) was the supreme organ of the company, and the board of directors was merely an agent of the company subject to the control of the shareholders in general meeting.^[12]

However, by 1906, the English Court of Appeal had made it clear in the decision of Automatic Self-Cleansing Filter Syndicate Co v Cunningham [1906] 2 Ch 34 that the division of powers between the board and the shareholders in general meaning depended on the construction of the articles of association and that, where the powers of management were vested in the board, the general meeting could not interfere with their lawful exercise. The articles were held to constitute a contract by which the members had agreed that "the directors and the directors alone shall manage."^[13]

The new approach did not secure immediate approval, but it was endorsed by the House of Lords in Quin & Axtens v Salmon [1909] AC 442 and has since received general acceptance. Under English law, successive versions of Table A have reinforced the norm that, unless the directors are acting contrary to the law or the provisions of the Articles, the powers of conducting the management and affairs of the company are vested in them.

The modern doctrine was expressed in Shaw & Sons (Salford) Ltd v Shaw [1935] 2 KB 113 by Greer LJ as follows:

"A company is an entity distinct alike from its shareholders and its directors. Some of its powers may, according to its articles, be exercised by directors, certain other powers may be reserved for the shareholders in general meeting. If powers of management are vested in the directors, they and they alone can exercise these powers. The only way in which the general body of shareholders can control the exercise of powers by the articles in the directors is by altering the articles, or, if opportunity arises under the articles, by refusing to re-elect the directors of whose actions they disapprove. They cannot themselves usurp the powers which by the articles are vested in the directors any more than the directors can usurp the powers vested by the articles in the general body of shareholders."

It has been remarked that this development in the law was somewhat surprising at the time, as the relevant provisions in Table A (as it was then) seemed to contradict this approach rather than to endorse it.^[14]

Election and removal[link]

In most legal systems, the appointment and removal of directors is voted upon by the shareholders in general meeting^[15] or through a proxy statement. For publicly-traded companies in the U.S., the directors which are available to vote on are largely selected by either the board as a whole or a nominating committee.^[16] Although in 2002 the NYSE and the NASDAQ required that nominating committees consist of independent directors as a condition of listing,^[17] nomination committees have historically received input from management in their selections even when the CEO does not have a position on the board.^[16] Shareholder nominations can only occur at the general meeting itself or through the prohibitively expensive process of mailing out ballots separately; in May 2009 the SEC proposed a new rule allowing shareholders meeting certain criteria to add nominees to the proxy statement.^[18] In practice for publicly-traded companies, the managers (inside directors) who are purportedly accountable to the board of directors have historically played a major role in selecting and nominating the directors who are voted on by the shareholders, in which case more "gray outsider directors" (independent directors with conflicts of interest) are nominated and elected.^[16]

Directors may also leave office by resignation or death. In some legal systems, directors may also be removed by a resolution of the remaining directors (in some countries they may only do so "with cause"; in others the power is unrestricted).

Some jurisdictions also permit the board of directors to appoint directors, either to fill a vacancy which arises on resignation or death, or as an addition to the existing directors.

In practice, it can be quite difficult to remove a director by a resolution in general meeting. In many legal systems, the director has a right to receive special notice of any resolution to remove him or her;^[19] the company must often supply a copy of the proposal to the director, who is usually entitled to be heard by the meeting.^[20] The director may require the company to circulate any representations that he wishes to make.^[21] Furthermore, the director's contract of service will usually entitle him to compensation if he is removed, and may often include a generous "golden parachute" which also acts as a deterrent to removal.^{[citation needed]}

In a recent academic study that was published in the Journal of Finance, Drexel University’s LeBow College of Business professors Jie Cai, Jacqueline Garner, and Ralph Walkling examined how corporate shareholders voted in nearly 2,500 director elections in the United States. They found that directors received fewer votes from shareholders when their companies performed poorly, had excess CEO compensation, or had poor shareholder protection. They also found that directors received fewer votes when they did not regularly attend board meetings or received negative recommendations from RiskMetrics (a proxy advisory firm). This evidence suggests that some shareholders express their displeasure with a company by voting against its directors. The article also shows that companies often improve their corporate governance by removing poison pills or classified boards and by reducing excessive CEO pay after their directors receive low shareholder support.^[22]

Board accountability to shareholders is a recurring issue. In 2010, the New York Times noted that several directors who had overseen companies which had failed in the financial crisis of 2007–2010 had found new positions as directors.^[23]

Exercise of powers[link]

The exercise by the board of directors of its powers usually occurs in board meetings. Most legal systems require sufficient notice to be given to all directors of these meetings, and that a quorum must be present before any business may be conducted. Usually, a meeting which is held without notice having been given is still valid if all of the directors attend, but it has been held that a failure to give notice may negate resolutions passed at a meeting, because the persuasive oratory of a minority of directors might have persuaded the majority to change their minds and vote otherwise.^[24]

In most common law countries, the powers of the board are vested in the board as a whole, and not in the individual directors.^[25] However, in instances an individual director may still bind the company by his acts by virtue of his ostensible authority (see also: the rule in Turquand's Case).

Duties[link]

Because directors exercise control and management over the organization, but organizations are (in theory) run for the benefit of the shareholders, the law imposes strict duties on directors in relation to the exercise of their duties. The duties imposed on directors are fiduciary duties, similar to those that the law imposes on those in similar positions of trust: agents and trustees.

The duties apply to each director separately, while the powers apply to the board jointly. Also, the duties are owed to the company itself, and not to any other entity.^[26] This does not mean that directors can never stand in a fiduciary relationship to the individual shareholders; they may well have such a duty in certain circumstances.^[27]

[edit] Acting bona fide

Directors must act honestly and bona fide ("in good faith"). The test is a subjective one, and directors must act in what they consider is in the interests of the company, not what a court might consider to be those interests.^[28] However, the directors may still be held to have failed in this duty where they fail to direct their minds to the question of whether a transaction was in the best interests of the company.^[29]

Difficult questions can arise when treating the company too much in the abstract. For example, it may be for the benefit of a corporate group as a whole for a company to guarantee the debts of a "sister" company,^[30] even though there is no ostensible "benefit" to the company giving the guarantee. Similarly, conceptually at least, there is no benefit to a company in returning profits to shareholders by way of dividend. However, the more pragmatic approach illustrated in the Australian case of Mills v Mills (1938) 60 CLR 150 normally prevails:

"[directors are] not required by the law to live in an unreal region of detached altruism and to act in the vague mood of ideal abstraction from obvious facts which must be present to the mind of any honest and intelligent person when they exercise their powers as a director."

"Proper purpose"[link]

Directors must exercise their powers for a proper purpose. While in many instances an improper purpose is readily evident, such as a director looking to feather his or her own nest or divert an investment opportunity to a relative, such breaches usually involve a breach of the director's duty to act in good faith. Greater difficulties arise where the director, while acting in good faith, is serving a purpose that is not regarded by the law as proper.

The seminal authority in relation to what amounts to a proper purpose is the Privy Council decision of Howard Smith Ltd v Ampol Ltd [1974] AC 821. The case concerned the power of the directors to issue new shares.^[31] It was alleged that the directors had issued a large number of new shares purely to deprive a particular shareholder of his voting majority. An argument that the power to issue shares could only be properly exercised to raise new capital was rejected as too narrow, and it was held that it would be a proper exercise of the director's powers to issue shares to a larger company to ensure the financial stability of the company, or as part of an agreement to exploit mineral rights owned by the company.^[32] If so, the mere fact that an incidental result (even if it was a desired consequence) was that a shareholder lost his majority, or a takeover bid was defeated, this would not itself make the share issue improper. But if the sole purpose was to destroy a voting majority, or block a takeover bid, that would be an improper purpose.

Not all jurisdictions recognised the "proper purpose" duty as separate from the "good faith" duty however.^[33]

"Unfettered discretion"[link]

Directors cannot, without the consent of the company, fetter their discretion in relation to the exercise of their powers, and cannot bind themselves to vote in a particular way at future board meetings.^[34] This is so even if there is no improper motive or purpose, and no personal advantage to the director .

This does not mean, however, that the board cannot agree to the company entering into a contract which binds the company to a certain course, even if certain actions in that course will require further board approval. The company remains bound, but the directors retain the discretion to vote against taking the future actions (although that may involve a breach by the company of the contract that the board previously approved).

"Conflict of duty and interest"[link]

As fiduciaries, the directors may not put themselves in a position where their interests and duties conflict with the duties that they owe to the company. The law takes the view that good faith must not only be done, but must be manifestly seen to be done, and zealously patrols the conduct of directors in this regard; and will not allow directors to escape liability by asserting that his decision was in fact well founded. Traditionally, the law has divided conflicts of duty and interest into three sub-categories.

Transactions with the company[link]

By definition, where a director enters into a transaction with a company, there is a conflict between the director's interest (to do well for himself out of the transaction) and his duty to the company (to ensure that the company gets as much as it can out of the transaction). This rule is so strictly enforced that, even where the conflict of interest or conflict of duty is purely hypothetical, the directors can be forced to disgorge all personal gains arising from it. In Aberdeen Ry v Blaikie (1854) 1 Macq HL 461 Lord Cranworth stated in his judgment that:

"A corporate body can only act by agents, and it is, of course, the duty of those agents so to act as best to promote the interests of the corporation whose affairs they are conducting. Such agents have duties to discharge of a fiduciary nature towards their principal. And it is a rule of universal application that no one, having such duties to discharge, shall be allowed to enter into engagements in which he has, or can have, a personal interest conflicting or which possibly may conflict, with the interests of those whom he is bound to protect... So strictly is this principle adhered to that no question is allowed to be raised as to the fairness or unfairness of the contract entered into..." (emphasis added)

However, in many jurisdictions the members of the company are permitted to ratify transactions which would otherwise fall foul of this principle. It is also largely accepted in most jurisdictions that this principle can be overridden in the company's constitution.

In many countries, there is also a statutory duty to declare interests in relation to any transactions, and the director can be fined for failing to make disclosure.^[35]

Use of corporate property, opportunity, or information[link]

Directors must not, without the informed consent of the company, use for their own profit the company's assets, opportunities, or information. This prohibition is much less flexible than the prohibition against the transactions with the company, and attempts to circumvent it using provisions in the articles have met with limited success.

In Regal (Hastings) Ltd v Gulliver [1942] All ER 378 the House of Lords, in upholding what was regarded as a wholly unmeritorious claim by the shareholders,^[36] held that:

"(i) that what the directors did was so related to the affairs of the company that it can properly be said to have been done in the course of their management and in the utilisation of their opportunities and special knowledge as directors; and (ii) that what they did resulted in profit to themselves."

And accordingly, the directors were required to disgorge the profits that they made, and the shareholders received their windfall.

The decision has been followed in several subsequent cases,^[37] and is now regarded as settled law.

Competing with the company[link]

Directors cannot compete directly with the company without a conflict of interest arising. Similarly, they should not act as directors of competing companies, as their duties to each company would then conflict with each other.

Common law duties of care and skill[link]

Traditionally, the level of care and skill which has to be demonstrated by a director has been framed largely with reference to the non-executive director. In Re City Equitable Fire Insurance Co [1925] Ch 407, it was expressed in purely subjective terms, where the court held that:

"a director need not exhibit in the performance of his duties a greater degree of skill than may reasonably be expected from a person of his knowledge and experience." (emphasis added)

However, this decision was based firmly in the older notions (see above) that prevailed at the time as to the mode of corporate decision making, and effective control residing in the shareholders; if they elected and put up with an incompetent decision maker, they should not have recourse to complain.

However, a more modern approach has since developed, and in Dorchester Finance Co Ltd v Stebbing [1989] BCLC 498 the court held that the rule in Equitable Fire related only to skill, and not to diligence. With respect to diligence, what was required was:

"such care as an ordinary man might be expected to take on his own behalf."

This was a dual subjective and objective test, and one deliberately pitched at a higher level.

More recently, it has been suggested that both the tests of skill and diligence should be assessed objectively and subjectively; in the United Kingdom, the statutory provisions relating to directors' duties in the new Companies Act 2006 have been codified on this basis.^[38]

Remedies for breach of duty[link]

In most jurisdictions, the law provides for a variety of remedies in the event of a breach by the directors of their duties:

1. injunction or declaration
2. damages or compensation
3. restoration of the company's property
4. rescission of the relevant contract
5. account of profits
6. summary dismissal

The future[link]

Historically, directors' duties have been owed almost exclusively to the company and its members, and the board was expected to exercise its powers for the financial benefit of the company. However, more recently there have been attempts to "soften" the position, and provide for more scope for directors to act as good corporate citizens. For example, in the United Kingdom, the Companies Act 2006 requires directors of companies "to promote the success of the company for the benefit of its members as a whole" and sets out the following six factors regarding a director's duty to promote success:

• the likely consequences of any decision in the long term
• the interests of the company’s employees
• the need to foster the company’s business relationships with suppliers, customers and others
• the impact of the company’s operations on the community and the environment
• the desirability of the company maintaining a reputation for high standards of business conduct, and
• the need to act fairly as between members of a company

This represents a considerable departure from the traditional notion that directors' duties are owed only to the company. Previously in the United Kingdom, under the Companies Act 1985, protections for non-member stakeholders were considerably more limited (see for example, s.309 which permitted directors to take into account the interests of employees but which could only be enforced by the shareholders and not by the employees themselves). The changes have therefore been the subject of some criticism.^[39]

Sarbanes–Oxley Act[link]

The Sarbanes–Oxley Act has introduced new standards of accountability on boards of U.S. companies or companies listed on U.S. stock exchanges. Under the Act, directors risk large fines and prison sentences in the case of accounting crimes. Internal control is now the direct responsibility of directors. The vast majority of companies covered by the Act have hired internal auditors to ensure that the company adheres to required standards of internal control. The internal auditors are required by law to report directly to an audit board, consisting of directors more than half of whom are outside directors, one of whom is an accounting expert.

Compensation[link]

Directors of Fortune 500 companies received median pay of $234,000 in 2011. That was an increase of 10% from 2010.^[40]

Process[link]

The process for running a board, sometimes called the board process, includes the selection of board members, the setting of clear board objectives, the dissemination of documents or board package to the board members, the collaborative creation of an agenda for the meeting, the creation and follow-up of assigned action items, and the assessment of the board process through standardized assessments of board members, owners, and CEOs.^[41] The science of this process has been slow to develop due to the secretive nature of the way most companies run their boards, however some standardization is beginning to develop. Some who are pushing for this standardization are the National Association of Corporate Directors, McKinsey Consulting and The Board Group.

Two-tier system[link]

In some European Union and Asian countries, there are two separate boards, an executive board for day-to-day business and a supervisory board (elected by the shareholders) for supervising the executive board. In these countries, the CEO (chief executive or managing director) presides over the executive board and the chairman presides over the supervisory board, and these two roles will always be held by different people. This ensures a distinction between management by the executive board and governance by the supervisory board and allows for clear lines of authority. The aim is to prevent a conflict of interest and too much power being concentrated in the hands of one person. There is a strong parallel here with the structure of government, which tends to separate the political cabinet from the management civil service. In the United States, the board of directors (elected by the shareholders) is often equivalent to the supervisory board, while the executive board may often be known as the executive committee (operating committee or executive council), composed of the CEO and their direct reports (other C-level officers, division/subsidiary heads).

See also[link]

• Agency cost
• Alternate director
• Board of governors
• Board of regents
• Celebrity board director
• Chairman
• Chief executive officer
• Company (law)
• Corporation
• Corporate governance
• Corporate titles
• Executive compensation
• Finance director
• Interlocking directorate
• Managing director
• Non-executive director
• Parliamentary procedure in the corporate world
• President
• Say on pay
• Supervisory board (in German: "Aufsichtsrat")
• Vorstand, German for "management board"

Notes[link]

References[link]

• P Blumberg, ‘Reflections on Proposals for Corporate Reform Through Change in the Composition of the Board of Directors: “Special Interest” or “Public” Directors’ (1973) 53 Boston University Law Review 547
• KJ Hopt, 'The German Two-Tier Board: Experience, Theories, Reforms' in KJ Hopt and others. (eds), Comparative Corporate Governance: The State of the Art and Emerging Research (Clarendon 1998)
• KJ Hopt and PC Leyens, 'Board Models in Europe – Recent Developments of Internal Corporate Governance Structures in Germany, the United Kingdom, France, and Italy' (2004) EGCI Working Paper

External links[link]

• Web site of the Board of a large U.S. university, illustrating a typical board's composition, duties, concerns, etc.
• Guidance on director's duties (Lemon & Co)
• National Association of Corporate Directors
• European Directors and Board Members Association
• Corporate Governance Board Leadership Training, Global Corporate Governance Forum
• BoardofDirectors.com.au - Australia's leading Online Directorship Listing

Hillary Rodham Clinton
67th United States Secretary of State
Incumbent
Assumed office January 21, 2009
President	Barack Obama
Deputy	William Burns (2011-present) James Steinberg (2009-2011)
Preceded by	Condoleezza Rice
United States Senator from New York
In office January 3, 2001 – January 21, 2009
Preceded by	Daniel Patrick Moynihan
Succeeded by	Kirsten Gillibrand
First Lady of the United States
In office January 20, 1993 – January 20, 2001
Preceded by	Barbara Bush
Succeeded by	Laura Bush
First Lady of Arkansas
In office January 11, 1983 – December 12, 1992
Preceded by	Gay Daniels White
Succeeded by	Betty Tucker
In office January 9, 1979 – January 19, 1981
Preceded by	Barbara Pryor
Succeeded by	Gay Daniels White
Personal details
Born	Hillary Diane Rodham (1947-10-26) October 26, 1947 (age 64) Chicago, Illinois, U.S.
Political party	Democratic Party (1968–present)
Other political affiliations	Republican Party (before 1968)
Spouse(s)	Bill Clinton
Children	Chelsea Clinton
Residence	Chappaqua, New York
Alma mater	Wellesley College Yale Law School
Profession	Lawyer
Religion	Methodist
Signature
Website	Official website

Hillary Diane Rodham Clinton ( /ˈhɪləri daɪˈæn ˈrɒdəm ˈklɪntən/; born October 26, 1947) is the 67th United States Secretary of State, serving in the administration of President Barack Obama. She was a United States Senator for New York from 2001 to 2009. As the wife of the 42nd President of the United States, Bill Clinton, she was the First Lady of the United States from 1993 to 2001. In the 2008 election, Clinton was a leading candidate for the Democratic presidential nomination.

A native of Illinois, Hillary Rodham first attracted national attention in 1969 for her remarks as the first student commencement speaker at Wellesley College. She embarked on a career in law after graduating from Yale Law School in 1973. Following a stint as a Congressional legal counsel, she moved to Arkansas in 1974 and married Bill Clinton in 1975. Rodham cofounded the Arkansas Advocates for Children and Families in 1977 and became the first female chair of the Legal Services Corporation in 1978. Named the first female partner at Rose Law Firm in 1979, she was twice listed as one of the 100 most influential lawyers in America. First Lady of Arkansas from 1979 to 1981 and 1983 to 1992 with husband Bill as Governor, she successfully led a task force to reform Arkansas's education system. She sat on the board of directors of Wal-Mart Stores and several other corporations.

In 1994, as First Lady of the United States, her major initiative, the Clinton health care plan, failed to gain approval from the U.S. Congress. However, in 1997 and 1999, Clinton played a role in advocating the creation of the State Children's Health Insurance Program, the Adoption and Safe Families Act, and the Foster Care Independence Act. Her years as First Lady drew a polarized response from the American public. The only First Lady to have been subpoenaed, she testified before a federal grand jury in 1996 due to the Whitewater controversy, but was never charged with wrongdoing in this or several other investigations during her husband's administration. The state of her marriage was the subject of considerable speculation following the Lewinsky scandal in 1998.

After moving to the state of New York, Clinton was elected as a U.S. Senator in 2000. That election marked the first time an American First Lady had run for public office; Clinton was also the first female senator to represent the state. In the Senate, she initially supported the Bush administration on some foreign policy issues, including a vote for the Iraq War Resolution. She subsequently opposed the administration on its conduct of the war in Iraq and on most domestic issues. Senator Clinton was reelected by a wide margin in 2006. In the 2008 presidential nomination race, Hillary Clinton won more primaries and delegates than any other female candidate in American history, but narrowly lost to Illinois Senator Barack Obama.

Obama went on to win the election and appoint Clinton as Secretary of State; Clinton became the first former First Lady to serve in a president's cabinet. She has put into place institutional changes seeking to maximize departmental effectiveness and promote the empowerment of women worldwide, and has set records for most-traveled secretary for time in office. She has been at the forefront of the U.S. response to the Arab Spring, including advocating for the military intervention in Libya. She has used "smart power" as the strategy for asserting U.S. leadership and values in the world and has championed the use of social media in getting the U.S. message out.

Early life and education[link]

Early life[link]

Hillary Diane Rodham^{[nb 1]} was born at Edgewater Hospital in Chicago, Illinois.^[1][2] She was raised in a United Methodist family, first in Chicago and then, from the age of three, in suburban Park Ridge, Illinois.^[3] Her father, Hugh Ellsworth Rodham (1911–1993), was the son of Welsh and English immigrants;^[4] he managed a successful small business in the textile industry.^[5] Her mother, Dorothy Emma Howell (1919–2011), was a homemaker of English, Scottish, French, French Canadian, and Welsh descent.^[4][6] Hillary grew up with two younger brothers, Hugh and Tony.

As a child, Hillary Rodham was a teacher's favorite at her public schools in Park Ridge.^[7][8] She participated in swimming, baseball, and other sports.^[7][8] She also earned numerous awards as a Brownie and Girl Scout.^[8] She attended Maine East High School, where she participated in student council, the school newspaper, and was selected for National Honor Society.^[1][9] For her senior year, she was redistricted to Maine South High School, where she was a National Merit Finalist and graduated in the top five percent of her class of 1965.^[9][10] Her mother wanted her to have an independent, professional career,^[6] and her father, otherwise a traditionalist, was of the opinion that his daughter's abilities and opportunities should not be limited by gender.^[11]

Raised in a politically conservative household,^[6] at age thirteen Rodham helped canvass South Side Chicago following the very close 1960 U.S. presidential election, where she found evidence of electoral fraud against Republican candidate Richard Nixon.^[12] She then volunteered to campaign for Republican candidate Barry Goldwater in the U.S. presidential election of 1964.^[13] Rodham's early political development was shaped most by her high school history teacher (like her father, a fervent anticommunist), who introduced her to Goldwater's classic The Conscience of a Conservative,^[14] and by her Methodist youth minister (like her mother, concerned with issues of social justice), with whom she saw and met civil rights leader Martin Luther King, Jr., in Chicago in 1962.^[15]

Wellesley College years[link]

In 1965, Rodham enrolled at Wellesley College, where she majored in political science.^[16] During her freshman year, she served as president of the Wellesley Young Republicans;^[17][18] with this Rockefeller Republican-oriented group,^[19] she supported the elections of John Lindsay and Edward Brooke.^[20] She later stepped down from this position, as her views changed regarding the American Civil Rights Movement and the Vietnam War.^[17] In a letter to her youth minister at this time, she described herself as "a mind conservative and a heart liberal."^[21] In contrast to the 1960s current that advocated radical actions against the political system, she sought to work for change within it.^[22] In her junior year, Rodham became a supporter of the antiwar presidential nomination campaign of Democrat Eugene McCarthy.^[23] Following the assassination of Martin Luther King, Jr., Rodham organized a two-day student strike and worked with Wellesley's black students to recruit more black students and faculty.^[23] In early 1968, she was elected president of the Wellesley College Government Association and served through early 1969;^[22][24] she was instrumental in keeping Wellesley from being embroiled in the student disruptions common to other colleges.^[22] A number of her fellow students thought she might some day become the first woman President of the United States.^[22] So she could better understand her changing political views, Professor Alan Schechter assigned Rodham to intern at the House Republican Conference, and she attended the "Wellesley in Washington" summer program.^[23] Rodham was invited by moderate New York Republican Representative Charles Goodell to help Governor Nelson Rockefeller's late-entry campaign for the Republican nomination.^[23] Rodham attended the 1968 Republican National Convention in Miami. However, she was upset by how Richard Nixon's campaign portrayed Rockefeller and by what she perceived as the convention's "veiled" racist messages, and left the Republican Party for good.^[23]

Rodham wrote her senior thesis, a critique of the tactics of radical community organizer Saul Alinsky, under Professor Schechter.^[25] (Years later, while she was First Lady, access to the thesis was restricted at the request of the White House and it became the subject of some speculation.)^[25]

In 1969, she graduated with a Bachelor of Arts,^[26] with departmental honors in political science.^[25] Following pressure from some fellow students,^[27] she became the first student in Wellesley College history to deliver its commencement address.^[24] Her speech received a standing ovation lasting seven minutes.^[22][28][29] She was featured in an article published in Life magazine,^[30] due to the response to a part of her speech that criticized Senator Edward Brooke, who had spoken before her at the commencement.^[27] She also appeared on Irv Kupcinet's nationally syndicated television talk show as well as in Illinois and New England newspapers.^[31] That summer, she worked her way across Alaska, washing dishes in Mount McKinley National Park and sliming salmon in a fish processing cannery in Valdez (which fired her and shut down overnight when she complained about unhealthy conditions).^[32]

Yale Law School and postgraduate studies[link]

Rodham then entered Yale Law School, where she served on the editorial board of the Yale Review of Law and Social Action.^[33] During her second year, she worked at the Yale Child Study Center,^[34] learning about new research on early childhood brain development and working as a research assistant on the seminal work, Beyond the Best Interests of the Child (1973).^[35][36] She also took on cases of child abuse at Yale-New Haven Hospital^[35] and volunteered at New Haven Legal Services to provide free legal advice for the poor.^[34] In the summer of 1970, she was awarded a grant to work at Marian Wright Edelman's Washington Research Project, where she was assigned to Senator Walter Mondale's Subcommittee on Migratory Labor. There she researched migrant workers' problems in housing, sanitation, health and education.^[37] Edelman later became a significant mentor.^[38] Rodham was recruited by political advisor Anne Wexler to work on the 1970 campaign of Connecticut U.S. Senate candidate Joseph Duffey, with Rodham later crediting Wexler with providing her first job in politics.^[39]

In the late spring of 1971, she began dating Bill Clinton, also a law student at Yale. That summer, she interned at the Oakland, California, law firm of Treuhaft, Walker and Burnstein.^[40] The firm was well known for its support of constitutional rights, civil liberties, and radical causes (two of its four partners were current or former Communist Party members);^[40] Rodham worked on child custody and other cases.^{[nb 2]} Clinton canceled his original summer plans, in order to live with her in California;^[41] the couple continued living together in New Haven when they returned to law school.^[42] The following summer, Rodham and Clinton campaigned in Texas for unsuccessful 1972 Democratic presidential candidate George McGovern.^[43] She received a Juris Doctor degree from Yale in 1973,^[26] having stayed on an extra year to be with Clinton.^[44] Clinton first proposed marriage to her following graduation, but she declined.^[44]

Rodham began a year of postgraduate study on children and medicine at the Yale Child Study Center.^[45] Her first scholarly article, "Children Under the Law", was published in the Harvard Educational Review in late 1973.^[46] Discussing the new children's rights movement, it stated that "child citizens" were "powerless individuals"^[47] and argued that children should not be considered equally incompetent from birth to attaining legal age, but that instead courts should presume competence except when there is evidence otherwise, on a case-by-case basis.^[48] The article became frequently cited in the field.^[49]

Marriage and family, law career and First Lady of Arkansas[link]

From the East Coast to Arkansas[link]

During her postgraduate study, Rodham served as staff attorney for Edelman's newly founded Children's Defense Fund in Cambridge, Massachusetts,^[50] and as a consultant to the Carnegie Council on Children.^[51] In 1974 she was a member of the impeachment inquiry staff in Washington, D.C., advising the House Committee on the Judiciary during the Watergate scandal.^[52] Under the guidance of Chief Counsel John Doar and senior member Bernard Nussbaum,^[35] Rodham helped research procedures of impeachment and the historical grounds and standards for impeachment.^[52] The committee's work culminated in the resignation of President Richard Nixon in August 1974.^[52]

By then, Rodham was viewed as someone with a bright political future; Democratic political organizer and consultant Betsey Wright had moved from Texas to Washington the previous year to help guide her career;^[53] Wright thought Rodham had the potential to become a future senator or president.^[54] Meanwhile, Clinton had repeatedly asked her to marry him, and she continued to demur.^[55] However, after failing the District of Columbia bar exam^[56] and passing the Arkansas exam, Rodham came to a key decision. As she later wrote, "I chose to follow my heart instead of my head".^[57] She thus followed Bill Clinton to Arkansas, rather than staying in Washington where career prospects were brighter. He was then teaching law and running for a seat in the U.S. House of Representatives in his home state. In August 1974, Rodham moved to Fayetteville, Arkansas, and became one of only two female faculty members in the School of Law at the University of Arkansas, Fayetteville.^[58][59] She gave classes in criminal law, where she was considered a rigorous teacher and tough grader, and was the first director of the school's legal aid clinic.^[60] She still harbored doubts about marriage, concerned that her separate identity would be lost and that her accomplishments would be viewed in the light of someone else's.^[61]

Early Arkansas years[link]

Hillary Rodham and Bill Clinton bought a house in Fayetteville in the summer of 1975, and Hillary finally agreed to marry.^[63] Their wedding took place on October 11, 1975, in a Methodist ceremony in their living room.^[64] She announced she was keeping the name Hillary Rodham,^[64] to keep their professional lives separate and avoid apparent conflicts of interest and because "it showed that I was still me,"^[65] although her decision upset their mothers.^[66] Bill Clinton had lost the congressional race in 1974, but in November 1976 was elected Arkansas Attorney General, and so the couple moved to the state capital of Little Rock.^[67] There, in February 1977, Rodham joined the venerable Rose Law Firm, a bastion of Arkansan political and economic influence.^[68] She specialized in patent infringement and intellectual property law^[33] while also working pro bono in child advocacy;^[69] she rarely performed litigation work in court.^[70]

Rodham maintained her interest in children's law and family policy, publishing the scholarly articles "Children's Policies: Abandonment and Neglect" in 1977^[71] and "Children's Rights: A Legal Perspective" in 1979.^[72] The latter continued her argument that children's legal competence depended upon their age and other circumstances and that in serious medical rights cases, judicial intervention was sometimes warranted.^[48] An American Bar Association chair later said, "Her articles were important, not because they were radically new but because they helped formulate something that had been inchoate."^[48] Historian Garry Wills would later describe her as "one of the more important scholar-activists of the last two decades",^[73] while conservatives said her theories would usurp traditional parental authority,^[74] allow children to file frivolous lawsuits against their parents,^[48] and argued that her work was legal "crit" theory run amok.^[75]

In 1977, Rodham cofounded the Arkansas Advocates for Children and Families, a state-level alliance with the Children's Defense Fund.^[33][76] Later that year, President Jimmy Carter (for whom Rodham had been the 1976 campaign director of field operations in Indiana)^[77] appointed her to the board of directors of the Legal Services Corporation,^[78] and she served in that capacity from 1978 until the end of 1981.^[79] From mid-1978 to mid-1980,^{[nb 3]} she served as the chair of that board, the first woman to do so.^[80] During her time as chair, funding for the Corporation was expanded from $90 million to $300 million; subsequently she successfully fought President Ronald Reagan's attempts to reduce the funding and change the nature of the organization.^[69]

Following her husband's November 1978 election as Governor of Arkansas, Rodham became First Lady of Arkansas in January 1979, her title for twelve years (1979–1981, 1983–1992). Clinton appointed her chair of the Rural Health Advisory Committee the same year,^[81] where she secured federal funds to expand medical facilities in Arkansas's poorest areas without affecting doctors' fees.^[82]

In 1979, Rodham became the first woman to be made a full partner of Rose Law Firm.^[83] From 1978 until they entered the White House, she had a higher salary than that of her husband.^[84] During 1978 and 1979, while looking to supplement their income, Rodham made a spectacular profit from trading cattle futures contracts;^[85] an initial $1,000 investment generated nearly $100,000 when she stopped trading after ten months.^[86] The couple also began their ill-fated investment in the Whitewater Development Corporation real estate venture with Jim and Susan McDougal at this time.^[85]

On February 27, 1980, Rodham gave birth to a daughter, Chelsea, her only child. In November 1980, Bill Clinton was defeated in his bid for reelection.

Later Arkansas years[link]

Governor Bill Clinton and Hillary Clinton attend the 1987 Dinner Honoring the Nation's Governors with President Ronald Reagan and First Lady Nancy Reagan.

Bill Clinton returned to the governor's office two years later by winning the election of 1982. During her husband's campaign, Rodham began to use the name Hillary Clinton, or sometimes "Mrs. Bill Clinton", to assuage the concerns of Arkansas voters;^{[nb 4]} she also took a leave of absence from Rose Law to campaign for him full-time.^[87] As First Lady of Arkansas, Hillary Clinton was named chair of the Arkansas Educational Standards Committee in 1983, where she sought to reform the state's court-sanctioned public education system.^[88][89] In one of the Clinton governorship's most important initiatives, she fought a prolonged but ultimately successful battle against the Arkansas Education Association, to establish mandatory teacher testing and state standards for curriculum and classroom size.^[81][88] In 1985, she also introduced Arkansas's Home Instruction Program for Preschool Youth, a program that helps parents work with their children in preschool preparedness and literacy.^[90] She was named Arkansas Woman of the Year in 1983 and Arkansas Mother of the Year in 1984.^[91][92]

Clinton continued to practice law with the Rose Law Firm while she was First Lady of Arkansas. She earned less than the other partners, as she billed fewer hours,^[93] but still made more than $200,000 in her final year there.^[94] She seldom did trial work,^[94] but the firm considered her a "rainmaker" because she brought in clients, partly thanks to the prestige she lent the firm and to her corporate board connections.^[94] She was also very influential in the appointment of state judges.^[94] Bill Clinton's Republican opponent in his 1986 gubernatorial reelection campaign accused the Clintons of conflict of interest, because Rose Law did state business; the Clintons deflected the charge by saying that state fees were walled off by the firm before her profits were calculated.^[95]

From 1982 to 1988, Clinton was on the board of directors, sometimes as chair, of the New World Foundation,^[96] which funded a variety of New Left interest groups.^[97] From 1987 to 1991, she chaired the American Bar Association's Commission on Women in the Profession,^[98] which addressed gender bias in the law profession and induced the association to adopt measures to combat it.^[98] She was twice named by the National Law Journal as one of the 100 most influential lawyers in America: in 1988 and in 1991.^[99] When Bill Clinton thought about not running again for governor in 1990, Hillary considered running, but private polls were unfavorable and, in the end, he ran and was reelected for the final time.^[100]

Clinton served on the boards of the Arkansas Children's Hospital Legal Services (1988–1992)^[101] and the Children's Defense Fund (as chair, 1986–1992).^[1][102] In addition to her positions with nonprofit organizations, she also held positions on the corporate board of directors of TCBY (1985–1992),^[103] Wal-Mart Stores (1986–1992)^[104] and Lafarge (1990–1992).^[105] TCBY and Wal-Mart were Arkansas-based companies that were also clients of Rose Law.^[94][106] Clinton was the first female member on Wal-Mart's board, added following pressure on chairman Sam Walton to name a woman to the board.^[106] Once there, she pushed successfully for Wal-Mart to adopt more environmentally friendly practices, was largely unsuccessful in a campaign for more women to be added to the company's management, and was silent about the company's famously anti-labor union practices.^{[104][106][107]}

Bill Clinton presidential campaign of 1992[link]

Hillary Rodham Clinton, 1992

Hillary Clinton received sustained national attention for the first time when her husband became a candidate for the Democratic presidential nomination of 1992. Before the New Hampshire primary, tabloid publications printed claims that Bill Clinton had had an extramarital affair with Arkansas lounge singer Gennifer Flowers.^[108] In response, the Clintons appeared together on 60 Minutes, where Bill Clinton denied the affair but acknowledged "causing pain in my marriage."^[109] This joint appearance was credited with rescuing his campaign.^[110] During the campaign, Hillary Clinton made culturally disparaging remarks about Tammy Wynette and her outlook on marriage,^{[nb 5]} and about women staying home and baking cookies and having teas,^{[nb 6]} that were ill-considered by her own admission. Bill Clinton said that in electing him, the nation would "get two for the price of one", referring to the prominent role his wife would assume.^[111] Beginning with Daniel Wattenberg's August 1992 The American Spectator article "The Lady Macbeth of Little Rock", Hillary Clinton's own past ideological and ethical record came under conservative attack.^[74] At least twenty other articles in major publications also drew comparisons between her and Lady Macbeth.^[112]

First Lady of the United States[link]

Role as First Lady[link]

When Bill Clinton took office as president in January 1993, Hillary Rodham Clinton became the First Lady of the United States, and announced that she would be using that form of her name.^[113] She was the first First Lady to hold a postgraduate degree^[114] and to have her own professional career up to the time of entering the White House.^[114] She was also the first to have an office in the West Wing of the White House in addition to the usual First Lady offices in the East Wing.^[45][115] She was part of the innermost circle vetting appointments to the new administration, and her choices filled at least eleven top-level positions and dozens more lower-level ones.^[116] She is regarded as the most openly empowered presidential wife in American history, save for Eleanor Roosevelt.^[117][118]

The Clinton family arrives at the White House on Marine One, 1993.

Some critics called it inappropriate for the First Lady to play a central role in matters of public policy. Supporters pointed out that Clinton's role in policy was no different from that of other White House advisors and that voters were well aware that she would play an active role in her husband's presidency.^[119] Bill Clinton's campaign promise of "two for the price of one" led opponents to refer derisively to the Clintons as "co-presidents",^[120] or sometimes the Arkansas label "Billary".^[81][121] The pressures of conflicting ideas about the role of a First Lady were enough to send Clinton into "imaginary discussions" with the also-politically-active Eleanor Roosevelt.^{[nb 7]} From the time she came to Washington, she also found refuge in a prayer group of The Fellowship that featured many wives of conservative Washington figures.^[122][123] Triggered in part by the death of her father in April 1993, she publicly sought to find a synthesis of Methodist teachings, liberal religious political philosophy, and Tikkun editor Michael Lerner's "politics of meaning" to overcome what she saw as America's "sleeping sickness of the soul" and that would lead to a willingness "to remold society by redefining what it means to be a human being in the twentieth century, moving into a new millennium."^[124][125] Other segments of the public focused on her appearance, which had evolved over time from inattention to fashion during her days in Arkansas,^[126] to a popular site in the early days of the World Wide Web devoted to showing her many different, and frequently analyzed, hairstyles as First Lady,^[127][128] to an appearance on the cover of Vogue magazine in 1998.^[129]

Health care and other policy initiatives[link]

Hillary Rodham Clinton's Gallup Poll favorable and unfavorable ratings, 1992–1996^[130]

  favorable

  unfavorable

  no opinion

In January 1993, Bill Clinton appointed Hillary Clinton to head the Task Force on National Health Care Reform, hoping to replicate the success she had in leading the effort for Arkansas education reform.^[131] She privately urged that passage of health care reform be given higher priority than the North American Free Trade Agreement (NAFTA) (which she was also unenthusiastic about the merits of).^[132][133] The recommendation of the task force became known as the Clinton health care plan, a comprehensive proposal that would require employers to provide health coverage to their employees through individual health maintenance organizations. Its opponents quickly derided the plan as "Hillarycare"; some protesters against it became vitriolic, and during a July 1994 bus tour to rally support for the plan, she was forced to wear a bulletproof vest at times.^[134][135]

The plan did not receive enough support for a floor vote in either the House or the Senate, although Democrats controlled both chambers, and the proposal was abandoned in September 1994.^[134] Clinton later acknowledged in her book, Living History, that her political inexperience partly contributed to the defeat, but mentioned that many other factors were also responsible. The First Lady's approval ratings, which had generally been in the high-50s percent range during her first year, fell to 44 percent in April 1994 and 35 percent by September 1994.^[136] Republicans made the Clinton health care plan a major campaign issue of the 1994 midterm elections,^[137] which saw a net Republican gain of fifty-three seats in the House election and seven in the Senate election, winning control of both; many analysts and pollsters found the plan to be a major factor in the Democrats' defeat, especially among independent voters.^[138] The White House subsequently sought to downplay Hillary Clinton's role in shaping policy.^[139] Opponents of universal health care would continue to use "Hillarycare" as a pejorative label for similar plans by others.^[140]

Clinton reads to a child during a school visit

Along with Senators Ted Kennedy and Orrin Hatch, she was a force behind the passage of the State Children's Health Insurance Program in 1997, a federal effort that provided state support for children whose parents could not provide them with health coverage, and conducted outreach efforts on behalf of enrolling children in the program once it became law.^[141] She promoted nationwide immunization against childhood illnesses and encouraged older women to seek a mammogram to detect breast cancer, with coverage provided by Medicare.^[142] She successfully sought to increase research funding for prostate cancer and childhood asthma at the National Institutes of Health.^[45] The First Lady worked to investigate reports of an illness that affected veterans of the Gulf War, which became known as the Gulf War syndrome.^[45] Together with Attorney General Janet Reno, Clinton helped create the Office on Violence Against Women at the Department of Justice.^[45] In 1997, she initiated and shepherded the Adoption and Safe Families Act, which she regarded as her greatest accomplishment as First Lady.^[45][143] In 1999, she was instrumental in the passage of the Foster Care Independence Act, which doubled federal monies for teenagers aging out of foster care.^[143] As First Lady, Clinton hosted numerous White House conferences, including ones on Child Care (1997),^[144] on Early Childhood Development and Learning (1997),^[145] and on Children and Adolescents (2000).^[146] She also hosted the first-ever White House Conference on Teenagers (2000)^[147] and the first-ever White House Conference on Philanthropy (1999).^[148]

Clinton traveled to 79 countries during this time,^[149] breaking the mark for most-traveled First Lady held by Pat Nixon.^[150] She did not hold a security clearance or attend National Security Council meetings, but played a soft power role in U.S. diplomacy.^[151] A March 1995 five-nation trip to South Asia, on behest of the U.S. State Department and without her husband, sought to improve relations with India and Pakistan.^[152] Clinton was troubled by the plight of women she encountered, but found a warm response from the people of the countries she visited and a gained better relationship with the American press corps.^[152][153] The trip was a transformative experience for her and presaged her eventual career in diplomacy.^[154] In a September 1995 speech before the Fourth World Conference on Women in Beijing, Clinton argued very forcefully against practices that abused women around the world and in the People's Republic of China itself,^[155] declaring "that it is no longer acceptable to discuss women's rights as separate from human rights".^[155] Delegates from over 180 countries heard her say: "If there is one message that echoes forth from this conference, let it be that human rights are women's rights and women's rights are human rights, once and for all."^[156] In doing so, she resisted both internal administration and Chinese pressure to soften her remarks.^[149][156] She was one of the most prominent international figures during the late 1990s to speak out against the treatment of Afghan women by the Islamist fundamentalist Taliban.^[157][158] She helped create Vital Voices, an international initiative sponsored by the United States to promote the participation of women in the political processes of their countries.^[159] It and Clinton's own visits encouraged women to make themselves heard in the Northern Ireland peace process.^[160]

Whitewater and other investigations[link]

First Lady Clinton was a subject of several investigations by the United States Office of the Independent Counsel, the independent prosecutor of the United States Congress, and others. Some believed the Independent Counsels were politically motivated.^[161][162]

The Whitewater controversy was the focus of media attention from the publication of a New York Times report during the 1992 presidential campaign,^[163] and throughout her time as First Lady. The Clintons had lost their late-1970s investment in the Whitewater Development Corporation;^[164] at the same time, their partners in that investment, Jim and Susan McDougal, operated Madison Guaranty, a savings and loan institution that retained the legal services of Rose Law Firm^[164] and may have been improperly subsidizing Whitewater losses.^[163] Madison Guaranty later failed, and Clinton's work at Rose was scrutinized for a possible conflict of interest in representing the bank before state regulators that her husband had appointed;^[163] she claimed she had done minimal work for the bank.^[165] Independent counsels Robert Fiske and Kenneth Starr subpoenaed Clinton's legal billing records; she said she did not know where they were.^[166][167] The records were found in the First Lady's White House book room after a two-year search, and delivered to investigators in early 1996.^[167] The delayed appearance of the records sparked intense interest and another investigation about how they surfaced and where they had been;^[167] Clinton's staff attributed the problem to continual changes in White House storage areas since the move from the Arkansas Governor's Mansion.^[168] After the discovery of the records, on January 26, 1996, Clinton became the first First Lady to be subpoenaed to testify before a Federal grand jury.^[166] After several Independent Counsels had investigated, a final report was issued in 2000 that stated there was insufficient evidence that either Clinton had engaged in criminal wrongdoing.^[169]

The Clinton family takes an Inauguration Day walk down Pennsylvania Avenue to start President Bill Clinton's second term in office. January 20, 1997.

Scrutiny of the May 1993 firings of the White House Travel Office employees, an affair that became known as "Travelgate", began with charges that the White House had used audited financial irregularities in the Travel Office operation as an excuse to replace the staff with friends from Arkansas.^[170] The 1996 discovery of a two-year-old White House memo caused the investigation to focus more on whether Hillary Clinton had orchestrated the firings and whether the statements she made to investigators about her role in the firings were true.^[171][172] The 2000 final Independent Counsel report concluded she was involved in the firings and that she had made "factually false" statements, but that there was insufficient evidence that she knew the statements were false, or knew that her actions would lead to firings, to prosecute her.^[173]

Following deputy White House counsel Vince Foster's July 1993 suicide, allegations were made that Hillary Clinton had ordered the removal of potentially damaging files (related to Whitewater or other matters) from Foster's office on the night of his death.^[174] Independent Counsel Kenneth Starr investigated this, and by 1999, Starr was reported to be holding the investigation open, despite his staff having told him there was no case to be made.^[175] When Starr's successor Robert Ray issued his final Whitewater reports in 2000, no claims were made against Hillary Clinton regarding this.^[169]

An outgrowth of the Travelgate investigation was the June 1996 discovery of improper White House access to hundreds of FBI background reports on former Republican White House employees, an affair that some called "Filegate".^[176] Accusations were made that Hillary Clinton had requested these files and that she had recommended hiring an unqualified individual to head the White House Security Office.^[177] The 2000 final Independent Counsel report found no substantial or credible evidence that Hillary Clinton had any role or showed any misconduct in the matter.^[176]

In March 1994, newspaper reports revealed her spectacular profits from cattle futures trading in 1978–1979;^[178] allegations were made in the press of conflict of interest and disguised bribery,^[179] and several individuals analyzed her trading records, but no formal investigation was made and she was never charged with any wrongdoing.^[179]

Lewinsky scandal[link]

Hillary Rodham Clinton's Gallup Poll favorable and unfavorable ratings, 1997–2000^[130]

  favorable

  unfavorable

  no opinion

In 1998, the Clintons' relationship became the subject of much speculation when investigations revealed that the President had had extramarital relations with White House intern Monica Lewinsky.^[180] Events surrounding the Lewinsky scandal eventually led to the impeachment of Bill Clinton by the House of Representatives. When the allegations against her husband were first made public, Hillary Clinton stated that they were the result of a "vast right-wing conspiracy",^[181] characterizing the Lewinsky charges as the latest in a long, organized, collaborative series of charges by Bill Clinton's political enemies^{[nb 8]} rather than any wrongdoing by her husband. She later said that she had been misled by her husband's initial claims that no affair had taken place.^[182] After the evidence of President Clinton's encounters with Lewinsky became incontrovertible, she issued a public statement reaffirming her commitment to their marriage,^[183] but privately was reported to be furious at him^[184] and was unsure if she wanted to stay in the marriage.^[185]

There was a variety of public reactions to Hillary Clinton after this: some women admired her strength and poise in private matters made public, some sympathized with her as a victim of her husband's insensitive behavior, others criticized her as being an enabler to her husband's indiscretions, while still others accused her of cynically staying in a failed marriage as a way of keeping or even fostering her own political influence.^[186] Her public approval ratings in the wake of the revelations shot upward to around 70 percent, the highest they had ever been.^[186] In her 2003 memoir, she would attribute her decision to stay married to "a love that has persisted for decades" and add: "No one understands me better and no one can make me laugh the way Bill does. Even after all these years, he is still the most interesting, energizing and fully alive person I have ever met."^[187]

Traditional duties[link]

Clinton initiated and was Founding Chair of the Save America's Treasures program, a national effort that matched federal funds to private donations to preserve and restore historic items and sites,^[188] including the flag that inspired "The Star-Spangled Banner" and the First Ladies Historic Site in Canton, Ohio.^[45] She was head of the White House Millennium Council,^[189] and hosted Millennium Evenings,^[190] a series of lectures that discussed futures studies, one of which became the first live simultaneous webcast from the White House.^[45] Clinton also created the first White House Sculpture Garden, located in the Jacqueline Kennedy Garden, which displayed large contemporary American works of art loaned from museums.^[191]

In the White House, Clinton placed donated handicrafts of contemporary American artisans, such as pottery and glassware, on rotating display in the state rooms.^[45] She oversaw the restoration of the Blue Room to be historically authentic to the period of James Monroe,^[192] the redecoration of the Treaty Room into the presidential study along 19th century lines,^[193] and the redecoration of the Map Room to how it looked during World War II.^[193] Clinton hosted many large-scale events at the White House, such as a Saint Patrick's Day reception, a state dinner for visiting Chinese dignitaries, a contemporary music concert that raised funds for music education in public schools, a New Year's Eve celebration at the turn of the 21st century, and a state dinner honoring the bicentennial of the White House in November 2000.^[45]

Senate election of 2000[link]

When the long-serving United States Senator from New York, Daniel Patrick Moynihan, announced his retirement in November 1998, several prominent Democratic figures, including Representative Charles B. Rangel of New York, urged Clinton to run for Moynihan's open seat in the United States Senate election of 2000.^[194] Once she decided to run, the Clintons purchased a home in Chappaqua, New York, north of New York City, in September 1999.^[195] She became the first First Lady of the United States to be a candidate for elected office.^[196] Initially, Clinton expected to face Rudy Giuliani, the Mayor of New York City, as her Republican opponent in the election. However, Giuliani withdrew from the race in May 2000 after being diagnosed with prostate cancer and having developments in his personal life become very public, and Clinton instead faced Rick Lazio, a Republican member of the United States House of Representatives representing New York's 2nd congressional district. Throughout the campaign, opponents accused Clinton of carpetbagging, as she had never resided in New York nor participated in the state's politics before this race. Clinton began her campaign by visiting every county in the state, in a "listening tour" of small-group settings.^[197] During the campaign, she devoted considerable time in traditionally Republican Upstate New York regions.^[198] Clinton vowed to improve the economic situation in those areas, promising to deliver 200,000 jobs to the state over her term. Her plan included tax credits to reward job creation and encourage business investment, especially in the high-tech sector. She called for personal tax cuts for college tuition and long-term care.^[198]

The contest drew national attention. Lazio blundered during a September debate by seeming to invade Clinton's personal space trying to get her to sign a fundraising agreement.^[199] The campaigns of Clinton and Lazio, along with Giuliani's initial effort, spent a record combined $90 million.^[200] Clinton won the election on November 7, 2000, with 55 percent of the vote to Lazio's 43 percent.^[199] She was sworn in as United States Senator on January 3, 2001.

United States Senator[link]

First term[link]

Reenactment of Hillary Rodham Clinton being sworn in as a United States Senator by Vice President Al Gore in the Old Senate Chamber, as President Clinton and daughter Chelsea look on. January 3, 2001.

Clinton's official photo as U.S. Senator

Upon entering the Senate, Clinton maintained a low public profile and built relationships with senators from both parties.^[201] She forged alliances with religiously inclined senators by becoming a regular participant in the Senate Prayer Breakfast.^[122][202]

Clinton served on five Senate committees: Committee on Budget (2001–2002),^[203] Committee on Armed Services (since 2003),^[204] Committee on Environment and Public Works (since 2001),^[203] Committee on Health, Education, Labor and Pensions (since 2001)^[203] and Special Committee on Aging.^[205] She was also a Commissioner of the Commission on Security and Cooperation in Europe^[206] (since 2001).^[207]

Following the September 11, 2001, attacks, Clinton sought to obtain funding for the recovery efforts in New York City and security improvements in her state. Working with New York's senior senator, Charles Schumer, she was instrumental in quickly securing $21 billion in funding for the World Trade Center site's redevelopment.^[202][208] She subsequently took a leading role in investigating the health issues faced by 9/11 first responders.^[209] Clinton voted for the USA Patriot Act in October 2001. In 2005, when the act was up for renewal, she worked to address some of the civil liberties concerns with it,^[210] before voting in favor of a compromise renewed act in March 2006 that gained large majority support.^[211]

Clinton strongly supported the 2001 U.S. military action in Afghanistan, saying it was a chance to combat terrorism while improving the lives of Afghan women who suffered under the Taliban government.^[212] Clinton voted in favor of the October 2002 Iraq War Resolution, which authorized United States President George W. Bush to use military force against Iraq, should such action be required to enforce a United Nations Security Council Resolution after pursuing with diplomatic efforts.

After the Iraq War began, Clinton made trips to Iraq and Afghanistan to visit American troops stationed there. On a visit to Iraq in February 2005, Clinton noted that the insurgency had failed to disrupt the democratic elections held earlier, and that parts of the country were functioning well.^[213] Noting that war deployments were draining regular and reserve forces, she cointroduced legislation to increase the size of the regular United States Army by 80,000 soldiers to ease the strain.^[214] In late 2005, Clinton said that while immediate withdrawal from Iraq would be a mistake, Bush's pledge to stay "until the job is done" was also misguided, as it gave Iraqis "an open-ended invitation not to take care of themselves."^[215] Her stance caused frustration among those in the Democratic Party who favored immediate withdrawal.^[216] Clinton supported retaining and improving health benefits for veterans, and lobbied against the closure of several military bases.^[217]

Hillary Rodham Clinton's Gallup Poll favorable and unfavorable ratings, 2001–2009^[130]

  favorable

  unfavorable

  no opinion

Senator Clinton voted against President Bush's two major tax cut packages, the Economic Growth and Tax Relief Reconciliation Act of 2001 and the Jobs and Growth Tax Relief Reconciliation Act of 2003.^[218] Clinton voted against the 2005 confirmation of John G. Roberts as Chief Justice of the United States and the 2006 confirmation of Samuel Alito to the United States Supreme Court.^[219]

In 2005, Clinton called for the Federal Trade Commission to investigate how hidden sex scenes showed up in the controversial video game Grand Theft Auto: San Andreas.^[220] Along with Senators Joe Lieberman and Evan Bayh, she introduced the Family Entertainment Protection Act, intended to protect children from inappropriate content found in video games. In 2004 and 2006, Clinton voted against the Federal Marriage Amendment that sought to prohibit same-sex marriage.^[218][221]

Looking to establish a "progressive infrastructure" to rival that of American conservatism, Clinton played a formative role in conversations that led to the 2003 founding of former Clinton administration chief of staff John Podesta's Center for American Progress, shared aides with Citizens for Responsibility and Ethics in Washington, founded in 2003, and advised the Clintons' former antagonist David Brock's Media Matters for America, created in 2004.^[222] Following the 2004 Senate elections, she successfully pushed new Democratic Senate leader Harry Reid to create a Senate war room to handle daily political messaging.^[223]

Reelection campaign of 2006[link]

In November 2004, Clinton announced that she would seek a second Senate term. The early frontrunner for the Republican nomination, Westchester County District Attorney Jeanine Pirro, withdrew from the contest after several months of poor campaign performance.^[224] Clinton easily won the Democratic nomination over opposition from antiwar activist Jonathan Tasini.^[225] Clinton's eventual opponents in the general election were Republican candidate John Spencer, a former mayor of Yonkers, along with several third-party candidates. She won the election on November 7, 2006, with 67 percent of the vote to Spencer's 31 percent,^[226] carrying all but four of New York's sixty-two counties.^[227] Clinton spent $36 million for her reelection, more than any other candidate for Senate in the 2006 elections did. Some Democrats criticized her for spending too much in a one-sided contest, while some supporters were concerned she did not leave more funds for a potential presidential bid in 2008.^[228] In the following months, she transferred $10 million of her Senate funds toward her presidential campaign.^[229]

Second term[link]

Senator Clinton listens as Chief of Naval Operations Navy Admiral Mike Mullen responds to a question during his 2007 confirmation hearing with the Senate Armed Services Committee.

Clinton opposed the Iraq War troop surge of 2007.^[230] In March 2007, she voted in favor of a war-spending bill that required President Bush to begin withdrawing troops from Iraq by a deadline; it passed almost completely along party lines^[231] but was subsequently vetoed by President Bush. In May 2007, a compromise war funding bill that removed withdrawal deadlines but tied funding to progress benchmarks for the Iraqi government passed the Senate by a vote of 80–14 and would be signed by Bush; Clinton was one of those who voted against it.^[232] Clinton responded to General David Petraeus's September 2007 Report to Congress on the Situation in Iraq by saying, "I think that the reports that you provide to us really require a willing suspension of disbelief."^[233]

In March 2007, in response to the dismissal of U.S. attorneys controversy, Clinton called on Attorney General Alberto Gonzales to resign.^[234] In May and June 2007, regarding the high-profile, hotly debated comprehensive immigration reform bill known as the Secure Borders, Economic Opportunity and Immigration Reform Act of 2007, Clinton cast several votes in support of the bill, which eventually failed to gain cloture.^[235]

As the financial crisis of 2007–2008 reached a peak with the liquidity crisis of September 2008, Clinton supported the proposed bailout of United States financial system, voting in favor of the $700 billion Emergency Economic Stabilization Act of 2008, saying that it represented the interests of the American people.^[236] It passed the Senate 74–25.

Presidential campaign of 2008[link]

Clinton had been preparing for a potential candidacy for United States President since at least early 2003.^[237] On January 20, 2007, Clinton announced via her web site the formation of a presidential exploratory committee for the United States presidential election of 2008; she stated, "I'm in, and I'm in to win."^[238] No woman had ever been nominated by a major party for President of the United States. In April 2007, the Clintons liquidated a blind trust, that had been established when Bill Clinton became president in 1993, to avoid the possibility of ethical conflicts or political embarrassments in the trust as Hillary Clinton undertook her presidential race.^[239] Later disclosure statements revealed that the couple's worth was now upwards of $50 million,^[239] and that they had earned over $100 million since 2000, with most of it coming from Bill Clinton's books, speaking engagements, and other activities.^[240]

Clinton led candidates competing for the Democratic nomination in opinion polls for the election throughout the first half of 2007. Most polls placed Senator Barack Obama of Illinois and former Senator John Edwards of North Carolina as Clinton's closest competitors.^[241] Clinton and Obama both set records for early fundraising, swapping the money lead each quarter.^[242] By September 2007, polling in the first six states holding Democratic primaries or caucuses showed that Clinton was leading in all of them, with the races being closest in Iowa and South Carolina. By the following month, national polls showed Clinton far ahead of Democratic competitors.^[243] At the end of October, Clinton suffered a rare poor debate performance against Obama, Edwards, and her other opponents.^{[244][245][246]} Obama's message of "change" began to resonate with the Democratic electorate better than Clinton's message of "experience".^[247] The race tightened considerably, especially in the early caucus and primary states of Iowa, New Hampshire, and South Carolina, with Clinton losing her lead in some polls by December.^[248]

Clinton campaigning at Augsburg College in Minneapolis, Minnesota, two days before Super Tuesday 2008.

In the first vote of 2008, she placed third in the January 3 Iowa Democratic caucus to Obama and Edwards.^[249] Obama gained ground in national polling in the next few days, with all polls predicting a victory for him in the New Hampshire primary.^[250][251] However, Clinton gained a surprise win there on January 8, defeating Obama narrowly.^[252] Explanations for her New Hampshire comeback varied but often centered on her being seen more sympathetically, especially by women, after her eyes welled with tears and her voice broke while responding to a voter's question the day before the election.^[252][253]

The nature of the contest fractured in the next few days. Several remarks by Bill Clinton and other surrogates,^[254] and a remark by Hillary Clinton concerning Martin Luther King, Jr., and Lyndon B. Johnson,^{[nb 9]} were perceived by many as, accidentally or intentionally, limiting Obama as a racially oriented candidate or otherwise denying the post-racial significance and accomplishments of his campaign.^[255] Despite attempts by both Hillary Clinton and Obama to downplay the issue, Democratic voting became more polarized as a result, with Clinton losing much of her support among African Americans.^[254][256] She lost by a two-to-one margin to Obama in the January 26 South Carolina primary,^[257] setting up, with Edwards soon dropping out, an intense two-person contest for the twenty-two February 5 Super Tuesday states. Bill Clinton had made more statements attracting criticism for their perceived racial implications late in the South Carolina campaign, and his role was seen as damaging enough to her that a wave of supporters within and outside of the campaign said the former President "needs to stop."^[258]

On Super Tuesday, Clinton won the largest states, such as California, New York, New Jersey and Massachusetts, while Obama won more states; they almost evenly split the total popular vote.^[259][260] But Obama was gaining more pledged delegates for his share of the popular vote due to better exploitation of the Democratic proportional allocation rules.^[261]

Clinton speaking at a Pennsylvania rally in support of her former rival, Barack Obama; October 2008.

The Clinton campaign had counted on winning the nomination by Super Tuesday, and was unprepared financially and logistically for a prolonged effort; lagging in Internet fundraising, Clinton began loaning her campaign money.^[247][262] There was continuous turmoil within the campaign staff and she made several top-level personnel changes.^[262][263] Obama won the next eleven February caucuses and primaries across the country, often by large margins, and took a significant pledged delegate lead over Clinton.^[261][262] On March 4, Clinton broke the string of losses by winning in Ohio among other places,^[262] where her criticism of NAFTA, a major legacy of her husband's presidency, had been a key issue.^[264] Throughout the campaign, Obama dominated caucuses, which the Clinton campaign largely ignored organizing for.^{[247][261][265]} Obama did well in primaries where African Americans or younger, college-educated, or more affluent voters were heavily represented; Clinton did well in primaries where Hispanics or older, non-college-educated, or working-class white voters predominated.^[266][267] Some Democratic party leaders expressed concern that the drawn-out campaign between the two could damage the winner in the general election contest against Republican presumptive nominee John McCain, especially if an eventual triumph for Clinton was won via party-appointed superdelegates.^[268]

On April 22, she won the Pennsylvania primary, and kept her campaign alive.^[270] However, on May 6, a narrower-than-expected win in the Indiana primary coupled with a large loss in the North Carolina primary ended any realistic chance she had of winning the nomination.^[270] She vowed to stay on through the remaining primaries, but stopped attacks against Obama; as one advisor stated, "She could accept losing. She could not accept quitting."^[270] She won some of the remaining contests, and indeed, over the last three months of the campaign she won more delegates, states, and votes than Obama, but she failed to overcome Obama's lead.^[262]