The history of personal property security law in this country has been not unlike the history of a protracted guerrilla war. Right-thinking people seem always to have felt that there was something vaguely dishonorable, if not outright dishonest, about transactions in which a loan is secured by a debtor's personal property—particularly about transactions in which the debtor is allowed to remain in possession of the property and to enjoy its full use during the loan period. Exactly what it is that is dishonorable or dishonest about such transactions has never been made clear. Right-thinking people have usually found "fraud" the most helpful debating term—the transaction in question is constructively, even if it is not actually, fraudulent. And of course once you have characterized anything as "constructive fraud," the possibility of further rational argument is at an end.
Security Law, Formalism, and Article 9,
47 Neb. L. Rev. 659
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