Definition
"Of merchandise" is a qualifying phrase used in historical commercial law to describe activities, transactions, or persons engaged in the buying and selling of goods as a trade or business. The phrase most commonly appears as a descriptor in compound legal terms — most notably in the phrase "dealer of merchandise" or as part of statutory and common law definitions identifying who qualifies as a merchant or trader.
As reconstructed from Black's Law Dictionary, a person acting "of merchandise" in the relevant historical sense is one who buys articles in gross — that is, in large quantities — and sells the same by single articles or in small quantities. The phrase thus signals a commercial intermediary function: the wholesale acquisition and retail distribution of goods.
Common Language
Modern common usage (Wiktionary): "Merchandise" refers to goods or commodities bought and sold; commercial goods available for purchase. To "merchandise" as a verb means to promote or market goods.
Historical common usage (Webster's 1913): "Merchandise" is defined as the objects of commerce; whatever is usually bought or sold in trade; goods, wares, and commodities.
The gap between the common understanding of "merchandise" and the legal phrase "of merchandise" is one of function, not substance. In ordinary usage, merchandise describes the goods themselves. In legal usage, "of merchandise" is a term of art describing the commercial activity — specifically, the intermediary role of buying in bulk and reselling in smaller units — rather than merely the goods involved. A researcher who reads the phrase as simply meaning "relating to goods" will miss its operative function as a qualifier of commercial status or trade role.
Common Confusion
"Of merchandise" should not be confused with general references to the sale of goods. The phrase carries a specific commercial structure: bulk acquisition followed by piecemeal resale. It is not synonymous with any single transaction involving goods, nor with mere possession of goods for sale. Researchers may also encounter confusion between this phrase and the broader concept of "merchantability," which concerns the quality and fitness of goods rather than the trading structure of the person dealing in them.
Why It Matters in Research
This phrase is primarily encountered in historical commercial law sources — statutes, common law cases, and treatises from roughly the 17th through early 20th centuries — where the legal definition of "merchant" or "trader" carried significant legal consequences. Whether a person was acting "of merchandise" could determine their eligibility for bankruptcy relief under merchant-specific insolvency laws, their subjective to particular commercial courts (such as the English courts of equity in mercantile matters), or their liability under trade regulations.
Researchers working in pre-20th-century commercial law should watch for this phrase as a threshold qualifier in statutory texts. The phrase often did real definitional work in distinguishing the professional merchant (who bought wholesale and sold retail) from the occasional seller or manufacturer who sold their own product. That distinction mattered for the application of lex mercatoria — the law merchant — and its procedural and substantive rules.
In modern legal sources, the phrase has largely fallen out of use. Researchers should not expect to find it in contemporary statutes or case law. When encountered in historical sources, it should be read as a term of commercial classification, not a mere description of subject matter.
Historical Dictionary Support
Black's Law Dictionary provides the only direct source entry available here, and its definition is compact but precise: a person dealing "of merchandise" buys articles "in gross" and sells "by single articles or in small quantities." This formulation captures the essential intermediary structure of the traditional merchant.
The definition reflects the classical understanding of the merchant class embedded in the law merchant tradition and carried forward into early Anglo-American commercial law. The emphasis on gross purchasing and retail resale mirrors the structural definition of the merchant found in continental commercial law sources and in early English statutes regulating trade. The historical dictionaries do not elaborate on jurisdictional variation or the procedural consequences of the classification, which limits their usefulness for deeper research. Researchers should supplement Black's with primary sources in the relevant jurisdiction and period.
Jurisdictional Note
The phrase "of merchandise" appears most frequently in English common law and early American statutory contexts. Its precise legal significance varied depending on whether a jurisdiction recognized separate commercial courts, merchant-specific bankruptcy provisions, or trade-licensing regimes. Researchers working in Louisiana or other civil law-influenced jurisdictions may find analogous commercial classifications drawn from French or Spanish sources rather than the English law merchant tradition.
Encyclopedia Cross-Reference
See Law Mind Encyclopedia: Commercial Law; Trade and Commerce; Law Merchant