+ 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
  • Secured Transactions

    LAWS 42201 - 01 (3) x
    This course deals with the many legal issues that come into play when there are collateralized loans for which the collateral is personal property. Students focus on Article 9 of the Uniform Commercial Code, the Bankruptcy Code, and other related laws. This form of lending is central to our economy, and the applicable legal doctrines are ones that every corporate and commercial lawyer should firmly grasp. The course is a useful, though not absolutely essential, preparation for Bankruptcy and Reorganization: The Federal Bankruptcy Code (LAWS 73601). The student's grade will be based on a final examination. Open to MBA students.
    Autumn 2013
    Douglas G. Baird
  • Seminar Family Law: Divorce

    LAWS 45003 - 01 (2) m, x
    This seminar will explore the substantive and procedural law aspects of a contested divorce proceeding in which custody, visitation, and finances are at issue. Attention will also be paid to the uses and abuses of alternative dispute resolution—both public and private—in family law disputes as well as the role played by a variety of types of expert witnesses. Students will draft court papers, argue a motion, and have the opportunity to interview a potential client. Readings will be drawn from the academic literature in Family Law, Cases, Practitioner’s Treatises, the academic literature on Civil procedure, and the literature on alternative dispute resolution. A visit to court-call in the Cook County Domestic Relations Division will be required for all those enrolled in the seminar. There is no exam. The seminar will be graded 60% on written work, and 40% on class participation and in-class exercises. The sessions will sometimes run until 5:50 p.m. to accommodate practitioner visitors who will frequently join us for parts of our discussion.
    Spring 2014
    Lisa Bernstein
  • Social Norms and Law

    LAWS 47611 - 01 (3)
    This course will explore the interaction and interdependence of social norms and formal legal rules. Norms provide social rules, distinct from formal laws, of expected behavioral responses to particular situations and back up those expectations with the threat of negative sanction if an individual behaves inappropriately. Social norms also provide cognitive categories for perceiving, making sense of, and ordering one's experiences. We will examine issues such as: To what degree do different legal rules harness, enhance, displace, or subvert the substance of particular social norms and what effects follow? Should we utilize legal rules only when social norms fail to control harmful behavior? How do particular norms develop and then expand or dissipate in their influence over time and in different settings? Are norms typically generated through a widespread consensus of the members of a society, or are they the product of special interests? We will explore these issues using examples from various areas of legal doctrine, such as property, contracts and bargaining, crime, torts, and taxation.
    Winter 2014
    Christopher Fennell
  • Strategic Business Partnerships

    LAWS 79917 - 01 (2 to 3) u, x
    As modern businesses face increasing pressure to increase innovation and speed to market while cutting costs and mitigating risk, they have increasingly recognized that the path to success includes partnering with third parties. Success in these relationships requires significant advance planning, a focus on shared goals, and the ability to capture the essence of the transaction in a legal document that is often negotiated on an accelerated time frame. Lawyers working for or with these businesses must bring more than legal expertise and negotiating skills to the table; they must also draw upon sound business principles, their knowledge of the underlying business, its core competencies and strategic needs, to implement successful and durable arrangements. This class, intended for those planning careers as either business/transactional attorneys or business leaders, will explore various alternative partnering options and how they are documented by the legal and business teams. These alternatives, intersecting law and business, will be examined, discussed, and negotiated against a backdrop of real-world business intelligence and agreements, using a publicly traded Fortune 100 retailer as the business case upon which much of the class will be based. A former CEO of the company will join the class as a guest speaker to provide business context; external attorneys involved in many of the transactions will provide occasional commentary and additional context. Grades will be based on a series of short reflection papers, substantial in-class exercises and negotiations, and out-of-class projects. A 2-credit option is available with permission of instructor.
    Spring 2014
    David Zarfes, Matt Myren
  • Strategies and Processes of Negotiations

    LAWS 46702 - 01 (3) s, u, x
    This simulation class aims to make you a better negotiator by giving you the analytical frameworks as well as the hands-on experience of negotiating in various roles. In addition to discussing the theoretical “science” of negotiations, you will participate in a series of increasingly complex (and fun!) exercises where you will fine tune the “art” of negotiations. You will work your way from participating in simple two-party, single issues negotiations to multi-party, multi-issue negotiations with internal (within the organization) and external (outside the organization) parties. You will learn how to categorize the problem and prepare for the negotiation; how to create value in an ethical manner; how to ensure that you capture a fair share of the value created; how to form effective coalitions; and how to apply specific tactics to overcome common biases and mistakes made by negotiators. The class will enable you to hone your personal negotiating strengths and work on your personal weaknesses by giving constant feedback showing you how your strategies and tactics worked relative to those used by your classmates. Attendance in every class is compulsory. Grades are based on preparation, participation, reflection reports and a final project. This simulation course will meet 10/2-11/20.
    Autumn 2013
    Radhika Puri
  • Structuring Financial Instruments

    LAWS 71400 - 01 (2 to 3) +, m, w, x
    This seminar introduces tax, legal, accounting and economic principles relevant to the structuring of complex financial instruments—from forwards, swaps and options to convertible bonds and other securities with embedded derivatives. Throughout the seminar, different instruments designed to achieve similar economic goals will be examined to highlight the significance of structuring choices and the range of techniques available. For example, there are various instruments that can be used to approximate the economics of buying an asset, without an actual purchase of that asset. The seminar will examine how these instruments are treated differently for tax, securities law, commodities law, bankruptcy, accounting and other purposes, notwithstanding their economic similarity. Students will develop the ability to optimize transactions by selecting among existing financial products or inventing new ones. The seminar will also include discussion of policy issues. No specific prerequisites, but introductory income tax strongly recommended, and knowledge of securities regulation, bankruptcy and accounting helpful. The seminar will be assessed via a) a series of reaction papers (2 credits) or b) via a full-length research paper (3 credits). Class participation and attendance will be considered.
    Spring 2014
    Jason Sussman
  • Structuring Venture Capital, Private Equity, and Entrepreneurial Transactions

    LAWS 71401 - 01 (3) +, s
    This course covers tax, legal, and economic principles applicable to a series of interesting, complex, current entrepreneurial transactions, utilizing venture capital or private equity financing, including (1) new business start up, (2) growth equity investment in existing business enterprise, (3) leveraged buyout of private or public company (including going-private transaction), (4) use of flow-through tax entity such as S corporation, partnership, or LLC for variety of venture capital or private equity financed transactions, (5) devising equity-based executive compensation program, (6) private equity financed restructuring or workout (in or out of bankruptcy) for troubled over-leveraged enterprise and utilizing troubled company’s NOL after restructuring, (7) devising exit scenario for successful venture capital or private equity financed enterprise (such as IPO, SEC rule 144 sale, sale of company, or merger of company into larger enterprise), and (8) forming new venture capital, LBO, or private equity fund. Substantive subjects include federal income tax, securities regulation, corporate law, partnership law, LLC law, bankruptcy law, fraudulent conveyance law, and other legal doctrines, as well as accounting rules and practical structuring issues (including use of common and preferred stock, subordinated debt, convertible debt, convertible preferred stock, warrants, and options), all reviewed in a transactional context, and with discussion of their policy underpinnings and likely future evolution. No specific prerequisites, but introductory income tax strongly recommended, entity taxation desirable, and knowledge of corporate law, securities regulation, bankruptcy, and accounting helpful. However, the course book and the course book appendix contain adequate discussion and supplemental precedents for an understanding of the material covered by the course. The first meeting of this class will be 12:25-1:40 p.m. on Friday, April 4 in room III. All other meetings will be on Tuesdays, 2:45-6:00 p.m. The class will not meet Tuesday, April 1.
    Spring 2014
    Jack S. Levin, Donald Rocap
  • Taxation of Corporations I

    LAWS 75801 - 01 (3) +
    This course examines income tax aspects of the formations, distributions, and liquidations of corporations. The focus is on transactional and planning aspects of the corporate tax. Introductory Income Tax is recommended. The student's grade is based on class participation and a final examination.
    Winter 2014
    David A. Weisbach
  • Taxation of Corporations II

    LAWS 75901 - 01 (3)
    This course surveys the taxation of reorganizations and other adjustments involving continuing businesses: mergers, asset and stock acquisitions and other similar shifts of ownership and control; recapitalizations; and divisions. Points of focus are the recognition of gain and loss and the survival and allocation of tax attributes (basis, earnings, and loss carryovers) in these transactions. Prerequisites: Introductory Income Taxation and Taxation of Corporations I. Students' grades based on a final proctored examination.
    Spring 2014
    David A. Weisbach
  • Technology Policy

    LAWS 91311 - 01 (2 to 3) m, x
    This seminar will look at a mixture of old and new materials on technology and the law, with a special focus on the intersection of antitrust and intellectual property. We typically read 2-5 recent books. Students write blog posts on the readings which will be posted on the class blog. Students will also comment on posts by other students. The blog postings do not fulfill one of the substantial writing requirements. By default, this seminar is 2 credits, but you can take the seminar for 3 credits if you choose to write a meaningful additional paper for 1 credit. The syllabus for the course is at and the class blog is at The student's grade is based on class and blog participation.
    Winter 2014
    Randal C. Picker
  • Telecommunications Law and Regulation

    LAWS 64702 - 01 (3)
    This is an introductory course looking at the regulatory regimes in the U.S. that apply to telephony (both wireline and wireless) and the infrastructure of the Internet. In particular, this course will explore the legal and policy history behind such regulation and the difficulty of classifying new technologies and applying these regulatory regimes in a world of rapidly converging technologies. This course will not cover mass media regulation (broadcast television and radio, or cable television). Prior (or simultaneous) completion of a course in administrative law and/or antitrust law is helpful, but not required. Grades will be based upon class participation and a few short reaction/advocacy papers.
    Spring 2014
    Joan E. Neal
  • The Evolving Relationship between the Federal Government and the States

    LAWS 97604 - 01 (2 to 3) c/l, m, x
    This seminar will examine the current legal parameters of federalism, with an emphasis on the policy considerations that affect and have changed the relationship between the federal government and the states. Each session will examine a separate substantive area and use case law as a starting point of a deeper discussion on how and why the rights of the states have expanded or contracted in any given area, in the context of other political and policy changes. Areas to be discussed include: Public education (K-12 and Higher Education); health care; housing; transportation; health care (The Affordable Care Act); the environment; and elections. Invited guest speakers include federal and state officials. Grade will be based on class participation and either a short final paper (12-15 pages, for two credits) or a longer research paper (for three credits).
    Spring 2014
    Fay Hartog-Levin
  • The Federal Budget

    LAWS 52801 - 01 (3) m, r, w, x
    The budget sets the size and scope of government. It affects everything the federal government does. The United States is currently facing a budgetary crisis that will involve hard choices about government spending and taxation. This seminar will examine the federal budget process. It will start by examining the basic facts about the U.S. fiscal situation and budget, how the budget is calculated, and the process by which it is set. The seminar will then turn to central topics within the budget, such as taxation, health care, social security, and discretionary spending. Finally, it will consider budget reform proposals. Students will be expected to write a paper on a topic related to the federal budget.
    Autumn 2013
    Anup Malani, David A. Weisbach
  • The Grand Jury: History, Law, and Practice

    LAWS 51603 - 01 (2) m, x
    The grand jury is one of the least-understood institutions within the United States criminal justice system. A pre-constitutional institution with medieval English origins, the grand jury system that survives today is unique to the United States. Critics suggest that the grand jury has become an institution that is paradoxically both too powerful and obsolete, and that its independence and role as a safeguard of liberty has been compromised. In contrast, other proposals have sought to expand the grand jury’s authority to disclose its secret proceedings for national security purposes and to use grand jury evidence in parallel civil litigation. This seminar will examine critically the historical origin, development, and purposes of the grand jury. With this foundation, we will then devote most of the seminar to studying modern grand jury practice, including the law of secrecy and disclosure, parallel proceedings, the role of immunity and privileges, obstruction and false statement prosecutions, charging instruments, and the regulation of prosecutorial discretion. In doing so, we will consider the perspectives of counsel for witnesses or subjects, government prosecutors, and broader policy interests. Finally, we will consider reform proposals, alternatives to the grand jury, and how the institution may evolve. Grades will be based on response papers together with participation and a practical exercise.
    Autumn 2013
    Mark E. Schneider
  • The Law and Ethics of Lawyering

    LAWS 41014 - 01 (3) m, p, x
    This seminar, which satisfies the professional responsibility requirement, will consider the law and ethics of lawyering. Working with materials from a leading casebook, the ABA Model Rules, and supplementary readings, we will devote considerable attention to the question: What does the law that governs lawyering say that I should do. Topics will include conformity to law, corporate fraud, confidentiality, and conflicts of interest. At the same time, we will explore the gap between what the law of lawyering says I should do and what I (all things considered) might think I should do. What different kinds of reasons can a lawyer have for doing or not doing what the law of lawyering says should be done? Enrollment will be limited to 20. Students will be evaluated on the basis of participation, a series of short written assignments, and an in-class final exam. Attendance is mandatory.
    Winter 2014
    Clark Remington
  • The Roberts Court

    LAWS 50312 - 01 (1 to 2) a, m, r, w
    Co-taught by Professor Lee Epstein and Mr. Adam Liptak (Supreme Court correspondent of the New York Times) with Judge Richard A. Posner and Professor William M. Landes also participating, this seminar will examine the contemporary Supreme Court. Topics include the Court's membership; its procedures for selecting cases for review; the role of lawyers, law clerks, and journalists; and doctrinal developments in several areas of the law. This seminar that will meet January 10-12, as follows: Friday, January 10, 2014: 9:00 a.m. noon; 2:00 - 4:00 p.m. Saturday, January 11, 2014: 9:00 a.m. noon; 2:00 - 4:00 p.m. Sunday, January 12, 2014: 9:00 a.m. noon We'll schedule two additional class sessions in the Spring quarter for paper presentations. The first one is scheduled on Friday, April 25th from 12:00 p.m. to 1:30 p.m. in room C. The second session has not been scheduled yet.
    Spring 2014
    Richard A. Posner, Dennis J. Hutchinson, William M. Landes, Lee Epstein, Adam Liptak
  • The Roberts Court

    LAWS 50312 - 01 (1 to 2) m, r, w, x
    Co-taught by Professor Lee Epstein and Mr. Adam Liptak (Supreme Court correspondent of the New York Times) with Judge Richard A. Posner and Professor William M. Landes also participating, this seminar will examine the contemporary Supreme Court. Topics include the Court's membership; its procedures for selecting cases for review; the role of lawyers, law clerks, and journalists; and doctrinal developments in several areas of the law. This seminar that will meet January 10-12, as follows: Friday, January 10, 2014: 9:00 a.m. - noon; 2:00 - 4:00 p.m. Saturday, January 11, 2014: 9:00 a.m. - noon; 2:00 - 4:00 p.m. Sunday, January 12, 2014: 9:00 a.m. - noon We'll schedule two additional class sessions in the Spring quarter for paper presentations. The first one is scheduled on Friday, April 25th from 12:00 p.m. to 1:30 p.m. in room C. The second session has not been scheduled yet.
    Winter 2014
    Richard A. Posner, Dennis J. Hutchinson, William M. Landes, Lee Epstein, Adam Liptak
  • The US-China Treaty Project

    LAWS 80806 - 01 (3) m, w, x
    The United States and China are engaged in the most important bilateral relationship of our era, yet the relationship remains random, fragile, and mistrustful. China’s rising influence threatens to change the global status quo, and the United States is understandably concerned. If these two giants learn how to collaborate, they could conceivably solve the world’s greatest problems. Alternatively, if they elect to contest each other at every turn, the result will be global instability and crisis. Unfortunately, the Shanghai Communiqué, which helped to open China forty years ago, is no longer sufficient as a guide; a new framework is needed. The world has grown less structured and more volatile, and the two nations are more competitive than ever. The risk of conflict is growing along with the volume of sensitive interactions. It is time for both nations to negotiate a new bargain that will guide and support the steady maturation of their high-potential, high-risk relationship. This seminar will advocate that the two nations develop a new, fifty-year treaty in the form of a strategic cooperation agreement. We will define the rationale and the case for action, draft major components of the proposed treaty, outline the pathway required for adoption, and transmit our end-product to foreign policy authorities in Washington and Beijing. Grading will be determined by class participation and by performance across three short papers. The first paper will examine best practices in bilateral treaty development; the second will focus on critical factors in the future United States – China relationship; and, the third will require drafting of key components for the proposed treaty.
    Spring 2014
    Tom Manning
  • Theories of Property

    LAWS 95502 - 01 (2) +, m, x
    This seminar will provide an introduction to the most influential contemporary theories of property, as well as an opportunity to discuss how those theories might approach several important questions within property law. The first half of the seminar will survey the contending theories, including various utilitarian/welfarist theories of property, Lockean and libertarian theories, as well as Aristotelian approaches. The second half will explore various property "controversies" through the lenses of these theories. We will discuss questions such as redistribution, eminent domain, and the right to exclude. Students will be graded on a series of reaction papers and class participation. Students who have taken or are taking LAWS 94703 (Private Ownership of Cultural Property) may not enroll in this class.
    Spring 2014
    Eduardo Peñalver
  • Torts

    LAWS 30611 - 01 (3) 1L, a
    The focus of this course, offered over two sequential quarters, is on the Anglo-American system (mainly judge-created) of the liability for personal injury to person or property. Special stress is laid on the legal doctrines governing accidental injury, such as negligence and strict liability, assumption of risk, and the duty requirement. The rules for determining damages in personal-injury cases are discussed. Alternative theories of tort liability, e.g., moral and economic, are compared. The student's grade is based on a single final examination at the end of the Winter quarter.
    Autumn 2013
    M. Todd Henderson