INTRODUCTION概述
過去的一個世紀裏，加州成為娛樂產業的宰制力量。加州在這個業界的成功部分係歸因於藝人與藝人之代表兩種交錯影響的成果所致，而藝人之代表包括藝人經紀人、藝人個人之經理人、促銷人員、業務經理、會計師及律師。這些代表所扮演的角色遠不及律師，律師在娛樂產業可謂無所不在。
Over the past century, California has become a dominant force in the entertainment industry. California's success in this business is due, in part, to the efforts and interaction of an assortment of artists and artists' representatives including talent agents, personal managers, promoters, business managers, accountants, and attorneys. Of these representatives, perhaps none plays a more pervasive role than the lawyer. Unlike artists' other personal representatives, attorneys participate in all aspects of the entertainment industry, from representing artists and other creative personnel in their personal and business affairs to representing motion picture studios, record companies, and distribution entities in their corporate or commercial endeavors. In representing their artist clients, attorneys may provide purely legal services or may serve in extralegal capacities by functioning as talent agents or personal managers.  Passage of attorneys into these less customary roles can occur intentionally  or, as is more often the case, inadvertently. The attorney who engages in agency or managerial ventures, however, risks breaching the licensing regulations of California's Talent Agencies Act (the Act),  a statute designed to protect artists against iniquitous or overreaching conduct by certain personal representatives. Specifically, it is the activity of "procuring, offering, promising, or attempting to procure employment or engagements for an artist' 8 that calls the Act into operation.  Under prevailing interpretations, attorneys who engage in such procurement activities for their artist-clientswhether inadvertently or intentionally-are subject to the Act's requirements and penalties."  Unfortunately, few practitioners in the entertainment industry are aware of these expansive interpretations of the Act; and most practitioners fail to recognize that their status as attorneys might not insulate them from the Act's regulations.  Attorneys who register with the California Labor Commissioner as talent agents expose themselves to the various financial, documentary,and bureaucratic burdens the Act imposes. If attorneys remain unlicensed, the Act effectively prohibits them from performing tasks-such as contract negotiations-that are customarily associated with and executed by attorneys; consequently, lawyers not licensed under the Act are potentially vulnerable to the Labor Commissioner's broad authority to grant relief against unlicensed talent agents. The consequences of acting as an unlicensed talent agent can be disastrous. Anyone who purposely solicits engagements for an artist-client or inadvertently crosses the line into regulated activity faces harsh penalties, including forfeiture of commissions, repayment of past fees, loss of future earnings, and invalidation of management and collateral agreements.   In Pryor v. Franklin,  for example, comedian/actor Richard Pryor brought an action under the Act against his personal representative, David Franklin. Over a period of years, Franklin had purportedly acted as Pryor's personal manager, attorney, and loan-out corporation officer, and had procured employment for Pryor and conducted his other business affairs.'  Franklin challenged Pryor's claim, arguing that he had not violated the Act because he procured employment for Pryor in his capacities as attorney and officer of Pryor's loan-out company, not as a talent agent.'i Franklin challenged the Labor Commissioner's jurisdiction on the same grounds.  The Labor Commissioner summarily rejected Franklin's contentions, holding that the Commissioner has the power and duty to " 'search out illegality lying behind the form in which a transaction has been cast for the purpose of concealing such illegality.' "'v Pursuant to that authority, the Commissioner found that Franklin's characterization of his procurement services as those of a lawyer rather than a talent agent constituted "blatant subterfuge" since Franklin was not licensed to practice law in California.' In short, Franklin lost because he procured employment for Pryor without first obtaining a talent agency license. And his attorney defense was rejected because he was not licensed to practice law in California. For these and other reasons, the Labor Commissioner granted Pryor an award exceeding $3,000,000.