Offerings

Key:
+ subject to prerequisites, co-requisites, exclusions, or professor permission
1L first year required course
a extends over more than one quarter
c/l cross listed
e first-year elective
m seminar
p meets the professional responsibility/ethics requirement
r papers may meet substantial research paper (SRP) graduation requirement
s meets the professional skills requirement
u simulation class
w may meet writing project (WP) graduation requirement
x offering available for bidding
(#) the number of Law School credit hours earned for successful completion
  • Agency and Partnership Law

    LAWS 44302 - 01 (2) m, x
    Agency law, at its core, deals with vicarious liability: When is one person or entity liable or responsible for, or otherwise bound by, the acts of another. Agency principles permeate a great many areas of substantive law, including contracts, torts, commercial and consumer law, corporation law, and administrative-regulatory law. Understanding agency principles is essential in all of those other areas of the law. This seminar examines the law of agency and also the law of partnerships, as agency principles form the cornerstone of partnership law. We will also consider some commonly used variants of general partnerships, such as limited partnerships and limited liability companies. The grade in the seminar is based on classroom participation and a written final examination.
    Autumn 2013
    Robert M. Berger
  • American Indian Law

    LAWS 80302 - 01 (3) m, r, w, x
    This seminar will consider two distinct bodies of law regarding the 565 federally recognized Indian tribes in the United States. First, we will study the law governing the relation between non-tribal law and tribal law. This is the law of treaties, federal jurisdiction, and sovereignty. The flavor for this part of the seminar will be international law, although with a decidedly American approach. Second, we will study the law within several prominent tribal areas. The Navajo Nation, for instance, has a court system that is roughly parallel to the American one, but with key differences for handling crimes, contracts, torts, and so on. The flavor for this part of the seminar will be comparative law, since we will compare how different legal rules develop in distinct but related legal systems.
    Spring 2014
    M. Todd Henderson
  • American Law and the Rhetoric of Race

    LAWS 49801 - 01 (3) +, c/l
    This course presents an episodic study of the ways in which American law has treated legal issues involving race. Two episodes are studied in detail: the criminal law of slavery during the antebellum period and the constitutional attack on state-imposed segregation in the twentieth century. The case method is used, although close attention is paid to litigation strategy as well as to judicial opinions. Undergraduate students registering in LLSO, PLSC, HIST cross-listed offerings must request faculty consent prior to registration. Law students do NOT need consent Grades are based on class participation and a final examination.
    Spring 2014
    Dennis J. Hutchinson
  • American Legal History, 1607-1870

    LAWS 97601 - 01 (3) c/l
    This course examines major themes and interpretations in the history of American law and legal institutions from the earliest European settlements through the Civil War. Topics include continuity and change between English and American law in the colonial period; the American Revolution; changing understandings of the U.S. Constitution; the legal status of women and African Americans; federalism; commerce; slavery; and the Civil War and Reconstruction. The student's grade will be based on a take-home final examination and class participation.
    Winter 2014
    Alison LaCroix
  • American Legal History: The Twentieth Century

    LAWS 97603 - 01 (3) e, x
    This course examines major legal and constitutional conflicts in twentieth century American history. Topics include law and social movements, the role of the courts, rights consciousness, the legal profession, and legal thought. Students will connect legal texts and legal struggles to broader developments in social, cultural, and political history. Grading is based on class participation and a final examination.
    Spring 2014
    Laura Weinrib
  • Antitrust Law

    LAWS 42801 - 01 (3)
    This course is a one-quarter survey of antitrust law. It is designed for students with diverse interests and practice plans. The course should be as valuable to the general business lawyer and the legally trained private equity investor or investment banker as it is to the litigator. There is no assumption of advanced skill or training in economics and no complex mathematical or economic tools are required. Antitrust has been defined not by rulemaking and statutory expansion, but by judges deciding cases, one at a time, in the common law tradition, in large part because the antitrust statutes are very terse and compact (unlike statues in other business fields such as securities regulation, banking regulation and the regulation of telecommunications). Most antitrust issues have been back and forth to the Supreme Court repeatedly. This allows students to see how succeeding generations of great judges have wrestled with the core issues in the field. For these reasons, the great beauty of antitrust is to see it as, essentially, a common law subject, evolving and adapting over its 120-year history. We will do that by reading and studying the wonderful opinions that enliven this field. The student's grade is based on class participation and a final three-hour take-home examination.
    Spring 2014
    Andrew M. Rosenfield
  • Antitrust Law

    LAWS 42801 - 01 (3) x
    This course provides an introduction to the law of antitrust. The course focuses on the practices by which competing firms eliminate, or are alleged to eliminate, competition among themselves. The practices considered include formal cartels, price-fixing conspiracies, conscious parallelism, trade association activities, resale price maintenance, and mergers to monopoly and other types of horizontal merger. The course also looks at the practices by which firms, either singly or in combination, exclude actual or potential competitors from their markets, by means of practices such as boycotts, predatory pricing, tying arrangements, vertical integration, and price discrimination under the Robinson-Patman Act. Both price and non-price vertical restrictions are considered.
    Autumn 2013
    Randal C. Picker
  • Arbitration in the United States

    LAWS 96404 - 01 (3) m, w, x
    This seminar focuses on arbitration as a method of alternative dispute resolution in the United States. The seminar will explore the advantages and disadvantages of arbitration as compared to both mediation and litigation in the courts. The seminar will also address the statutory basis for U.S. arbitration; the nature and scope of arbitral jurisdiction; the nature of the arbitral process; techniques of effective advocacy in arbitral hearings; the enforcement of arbitral awards; and judicial review of arbitral proceedings. Students will also review a series of recent Supreme Court decisions in which the Court has limited the scope of judicial review of arbitral awards and clarified the ways in which arbitral agreements can limit liability (for example, by barring class actions).
    Winter 2014
    James R. Ferguson
  • Banking Law

    LAWS 80201 - 01 (3)
    This course will consider the regulation of banks and other financial institutions in the United States. The focus will be on the current regulatory scheme, with some attention to the recent financial crisis, the history of banking regulation, and proposals for reform. The student's grade will be based on a proctored final examination.
    Winter 2014
    Eric Posner
  • Bankruptcy and Reorganization: The Federal Bankruptcy Code

    LAWS 73601 - 01 (3) x
    This course studies the Federal Bankruptcy Code and the law of corporate reorganization. Topics include the rights of creditors in bankruptcy, the relationship between bankruptcy law and state law, the treatment of executory contracts, bankruptcy planning, the restructuring of corporations in Chapter 11, and the procedure for confirming plans of reorganization. There are no prerequisites for this course.
    Winter 2014
    Anthony Casey
  • Bankruptcy and Reorganization: The Federal Bankruptcy Code

    LAWS 73601 - 01 (3)
    This course surveys the Federal Bankruptcy Code, including individual bankruptcy and corporate reorganization. Topics include the rights of creditors in bankruptcy, the individual's right to discharge, the relationship between bankruptcy law and state law, the treatment of executory contracts, bankruptcy planning, and the restructuring of corporations in Chapter 11. Final grades will be based on a proctored, three-hour examination. Open to MBA students.
    Spring 2014
    Edward Morrison
  • Behavioral Law and Economics

    LAWS 51702 - 01 (2) m, x
    This seminar will explore a set of frontier issues at the intersection of law and human behavior, including people's conduct under risk and uncertainty; the commitment to fairness; social influences and peer pressure; extremism; adaptation; happiness; discrimination; and judicial behavior. Some discussion will be devoted to the uses and limits of paternalism. Grades will be based on class participation and a series of short papers.
    Spring 2014
    Jonathan Masur
  • Behavioral Law and Economics

    LAWS 51702 - 02 (2) m, x
    This seminar will explore a set of frontier issues at the intersection of law and human behavior, including people's conduct under risk and uncertainty; the commitment to fairness; social influences and peer pressure; extremism; adaptation; happiness; discrimination; and judicial behavior. Some discussion will be devoted to the uses and limits of paternalism. Grades will be based on class participation and a series of short papers.
    Spring 2014
    Jonathan Masur
  • Brief-writing and Appellate Advocacy Seminar

    LAWS 79905 - 01 (3) m, s, w, x
    This seminar will be devoted to the art of brief-writing and appellate advocacy. Topics will include how to select the best arguments, how to choose a theme and structure the facts and the argument, and how to write the brief in a way that it is clear, concise and persuasive on the first read. Grades will be based on two papers -- an opening brief and a reply.
    Spring 2014
    Michele Odorizzi
  • Business Organizations

    LAWS 42301 - 01 (4) x
    This is an introductory course on the law of business organizations. While we will focus primarily on corporate law, we will also cover agency and partnership law and emerging legal entities such as limited liability partnerships and limited liability companies. The class is not open to students who are taking, or have taken, Business Associations I, Business Associations II or Corporation Law.
    Autumn 2013
    Daniel R. Fischel
  • Business Organizations

    LAWS 42301 - 01 (3)
    This is an introductory course on the law of business organizations. We will focus primarily on the law of corporations and limited liability companies. The course will cover the duties of managers and directors to the business and its stakeholders. Issues of control, litigation procedure, and mergers and acquisitions will be covered. The student's grade is based on a proctored final examination.
    Winter 2014
    Anthony Casey
  • Business Planning

    LAWS 62802 - 01 (2 to 3) +, m, x
    This seminar develops and applies the student's knowledge of taxation and corporate and securities law in the solution of a series of transactional problems involving typical steps in business formation and rearrangement. The problems include the formation of a closely held company; the transition to public ownership of the corporation; executive compensation arrangements; the purchase and sale of a business; and mergers, tender offers, and other types of combination transactions. Small-group discussions and lectures are employed. The student must have taken (or be taking concurrently) Corporation Law/Business Association I and Taxation of Corporations I or receive instructor approval. The student's grade is based on a final examination; students may earn an additional credit by writing a paper on a topic approved by the instructors.
    Winter 2014
    Keith Crow, Keith Villmow
  • Business Strategy

    LAWS 91524 - 01 (3) x
    This course applies tools from microeconomics, game theory, industrial organization, and theory of the firm to analyze decisions facing firms in a competitive environment. The specific focus is on strategic decisions where each firm’s profits depend critically on the actions chosen by its competitors. Classes combine case analysis and discussions with lectures. Topics include pricing, positioning, strategic commitment, firm structure, and entry and exit.
    Spring 2014
    Emir Kamenica
  • Buyouts

    LAWS 42602 - 01 (3) m, w, x
    In this seminar we will examine conflicts of interest in mergers and acquisitions, and especially in going private transactions in which publicly held companies are acquired by affiliates of private equity firms with the participation of the company's management or by controlling shareholders. Both types of transactions raise conflict of interest issues because some of the company's directors or officers, who are charged with protecting the public shareholders, may be accused of having interests adverse to those of the public shareholders. We will examine the methods that Delaware law has provided for dealing with these conflicts of interest and whether those methods are likely to be effective. We will also look at a variety of other issues raised by going private transactions, including why they occur, whether they are likely to be beneficial to shareholders in spite of the existence of conflicts of interest, the consequences to society of these transactions and certain conflict and other issues that can arise in transactions even if they are neither management nor controlling shareholder buyouts. Finally, we will examine the role of the lawyers and financial advisors who are involved in these transactions. Grades will be based on a paper and class participation. Some of the topics in this course will also be covered less intensively in Mergers and Acquisitions, but that course is not a prerequisite for this course and students may take both courses.
    Spring 2014
    Scott Davis
  • Canonical Ideas in Legal Thought

    LAWS 57013 - 01 (2) +, a, m, r, w
    This year-long research seminar is the equivalent of a research colloquium in a PhD program. During the Autumn quarter, students will read, discuss, and critique some of the most influential law review articles from the twentieth century, as well as newer papers that extend and apply those canonical ideas to modern legal problems. The readings will consist of a healthy mix of public law and private law, and various scholarly methodologies. During the Autumn quarter, students will write short reaction papers on the readings, and each student will once during the term facilitate the class discussion of an article, drawing on their outside research to do so. Students will also work with faculty to identify a topic for a substantial research paper. During the Winter quarter, the seminar will not meet in formal sessions, but each student will work on his or her research paper and will meet individually with the instructors to assess the paper’s progress. During the Spring quarter, the seminar will reconvene, and students will workshop their drafts (i.e., each student will circulate his or her draft in advance and answer questions from students and faculty). Students are expected to produce papers of publishable quality because the seminar’s ultimate goal is to prepare students for the process of entering the legal academy. Students will receive an Autumn quarter grade based on the reaction papers, discussion facilitation, and class participation. Students will receive a separate grade for the Winter and Spring quarters based on the quality of their research papers and class participation. Every student must enroll for the entire year; students may not drop the class after the Autumn quarter. Students may only enroll with the permission of the instructors