+ 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
l Lecturer-taught seminar/simulation class
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
  • Public Opinion, Public Policy, and the Law

    LAWS 69002 - 01 (3) m, r, w, x
    This seminar will explore the intersection of public opinion, public policy, and the law. To date, questions about whether and how public opinion influences public policy have been addressed primarily by political scientists. But these questions are also vital to several legal domains, in particular constitutional law and election law. In the constitutional law context, the mistranslation of public opinion into public policy may be evidence of a political malfunction that requires judicial intervention. In the election law context, one of the most important functions of elections is to align the preferences of the electorate with the policies enacted by their representatives. The seminar will tackle these complex and interesting issues through readings drawn from legal scholarship, political theory, and empirical political science. An effort will also be made to have outside speakers present papers once or twice during the quarter.
    Spring 2016
    Nicholas Stephanopoulos
  • Race and the Criminal Justice System

    LAWS 69102 - 01 (2) m, x
    This seminar examines the intersection of race and criminal justice in the United States exploring many of the following topics: racial profiling in law enforcement, police accountability, community policing, prosecutorial discretion and misconduct, performance of defense counsel, jury selection, transfer of children to adult court, juvenile life without parole, mandatory minimums, drug law policy, and the death penalty.
    Winter 2016
    Randolph N. Stone
  • Racism, Law, and Social Sciences

    LAWS 54303 - 01 (3) m, r, w, x
    This seminar will provide an in-depth study of theories and methods for analysis of racialization in past and present societies. Analyses of the social construction of racial and ethnic identities have facilitated studies of the ways in which social differences are created, maintained, and masked. Subjects to be addressed in this seminar include the interrelation of racializing ideologies with other cultural and social dimensions, such as class, ethnicity, gender, political and legal structures, and economic influences. We will also consider the related histories of biological and genetic concepts of different races within the human species as part of the context of our study of racism operating within social processes. Requirements for this seminar course include preparation of a research paper and thoughtful class participation. Writing for this seminar may be used as partial fulfillment of the J.D. writing requirement (SRP or WP).
    Winter 2016
    Christopher Fennell
  • Religion, Law and Politics

    LAWS 97521 - 01 (3) c/l, l, m, w, x
    This seminar examines the conceptualization and realization of religious liberty and the separation of church and state. We explore philosophical precepts and historical contexts, review the state of the law, and address current controversial issues.
    Spring 2016
    Sylvia Neil
  • Remedies

    LAWS 41401 - 01 (2)
    The way in which the law responds to violations of rights is no less important than the way in which those rights are allocated. The law of remedies determines the law's response to violations of rights, and in so doing, it delineates their boundaries and gives them legal meaning. Hence, the study of the law of remedies is closely related to the study of the substantive law, each field shedding light on the other. This course focuses on remedies in Contracts and Torts, referring to the goals of the substantive law to better understand the remedial law. It explores the law of damages in both Contracts and Torts and covers topics such as: restitutionary damages; probabilistic recoveries; the relationship between damages and non-legal sanctions; evidential damage; and liquidated damages. The course also covers the remedies of specific performance in Contracts and injunction in Torts and compares and contrasts these remedies with monetary ones. Some of the defenses available to both the breaching party and the wrongdoer, such as mitigation of damages and comparative fault, in Torts and Contracts will also be discussed. This mini-course meets for four weeks (starting January 11 and ending February 4).
    Winter 2016
    Ariel Porat
  • Reproductive Health and Justice

    LAWS 46603 - 01 (3) l, m, w, x
    This seminar will examine the history and evolution of legal protections for abortion, contraception and other reproductive health care. We will look at state and federal constitutional, statutory and common law theories used to secure and protect these rights. We will explore current threats and growing barriers to access, including ever-expanding assertions of religious beliefs to limit access to reproductive health care. We will also look at advocacy strategies for addressing those threats and barriers. Grades are based on a final paper and class participation.
    Autumn 2015
    Lorie Chaiten
  • Residential Real Estate Development and the Law

    LAWS 44022 - 01 (3) l, m, x
    This seminar will guide the student through the twists and turns of a residential real estate development from land acquisition through warranty on the residential unit. We will also examine: rezoning and improvement of the land; governmental agreements and regulation; the joint venture; the contractual relationship with the buyer; and the homeowner's association. All the while, focusing on the myriad of legal issues a developer's attorney encounters along the way. We will study how the law of contracts, real property and land use play an integral role in the residential real estate development. Course materials will include documents from actual transactions such as the acquisition contract, the municipal development agreement, the limited liability company operating agreement, the declaration of covenants, the lot sale and construction agreement and the plat of subdivision. In addition to these materials, coursework will include analysis of state statutes, municipal ordinances and relevant case law. We will take a hands-on approach to the law of residential real estate development and the transactional documents which effectuate these developments. Coursework will include negotiation and drafting exercises where students will gain real life, practical experience in confronting the issues that arise in the context of these developments. Enrollment will be limited to 12 students (as well as an even number of students). Grades will be determined on the basis of: class preparation, attendance and participation (1/4); class exercises and written assignments (1/4); and an open book final exam (1/2).
    Winter 2016
    Todd Fishbein
  • Roman Law

    LAWS 47702 - 01 (3) e, m, r, w, x
    The seminar develops skill in analyzing legal problems according to the processes of the Roman civil law, in contrast with those of the common law, and does not purport to give a comprehensive treatment of its detailed workings. The material provides an outline of the sources and procedure of Roman private law, followed by an examination of the Roman institutional system, the basis of most modern civil law codes. Particular emphasis is given to property and to obligations (contracts and torts). No knowledge of Latin is required for the seminar. This class will be assessed via a series of short research papers. Because this is a 1L elective, it will be graded on the curve usually applied to courses (as all 1L electives are) and will not count against the seminar limit.
    Spring 2016
    Richard A. Epstein
  • 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 is based on a proctored final examination.
    Autumn 2015
    Randal C. Picker
  • Secured Transactions

    LAWS 42201 - 01 (3) x
    Secured lending is central to our economy, and the applicable legal doctrines are ones that every corporate and commercial lawyer should grasp. Focusing primarily on Article 9 of the Uniform Commercial Code, students will learn about different forms of collateral, how security interests are created and perfected, and the remedies available to secured lenders. This course is a useful preparation for Bankruptcy and Reorganization courses, and will be worthwhile for students contemplating private practice in corporate, commercial finance or bankruptcy/workout groups. Grades will be based on a final examination. Open to MBA students.
    Winter 2016
    Erin Casey
  • Selected Problems in Complex Litigation

    LAWS 93603 - 01 (3) l, m, w, x
    This seminar addresses legal and ethical requirements, as well as strategic and practical considerations, around handling multidistrict litigation, including mass tort and complex class actions. Using materials from recent and current cases, the class will discuss topics such as early case assessment, coordination of multijurisdictional litigation, use of dispositive motions, the importance of expert testimony and mechanisms for resolving scientific disputes, resolution options, media coverage of MDLs and bellwether selection methods and trial of bellwether cases. Discussions will involve the Vioxx, Baycol, diet drug, Teflon, and Firestone litigations, among others. Expectations: This class will be taught as a participatory seminar. Students will not be expected to have already taken a complex litigation course, but should be willing to seek out answers to legal questions as they arise. Students will be evaluated on the basis of course participation and a written paper. Students will need access to the Federal Rules of Civil Procedure, the Manual for Complex Litigation Fourth ( eneral?openpage&url_r=/public/home.nsf/pages/470), the website of the Judicial Panel on Multidistrict Litigation (, and reading materials that I will email to students each week. Students also will need access to Westlaw and/or Lexis.
    Winter 2016
    Adam Hoeflich
  • Seminar in Tax Procedure

    LAWS 98701 - 01 (2) +, m, x
    This seminar will cover a variety of issues that arise in civil tax controversies and litigation between taxpayers and the Internal Revenue Service, which may take place in any of three federal courts, the U.S. Tax Court (where over 95% of litigated federal tax cases are docketed); the U.S. district courts; and the U.S. Court of Federal Claims. Topics that will be covered include the federal “tax gap” and issues in tax compliance and enforcement of the tax laws; an overview of the federal tax controversy process, from the filing of a tax return through litigation; a variety of procedural issues that arise in Tax Court litigation, including a high-profile controversy over secret factfinding; and aspects of the strategic choice between the Tax Court and the two “refund” courts. A general familiarity with the Internal Revenue Code is helpful for this course. Therefore, prior or concurrent enrollment in Introduction to Income Taxation (or equivalent tax background, as determined by the instructor) is required
    Autumn 2015
    Leandra Lederman
  • Seminar on Behavioral Law and Economics

    - 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 2016
    Andrew M. Rosenfield
  • Strategies and Processes of Negotiation

    LAWS 46702 - 01 (3) l, s, u, x
    Increasingly negotiation is part of the day-to-day life of managers. The aim of this class is to make students more effective negotiators. Students should leave the class with (1) a structured approach for preparing for and thinking about negotiations; and (2) a refined set of skills for carrying out negotiations. A central part of the class is an extensive set of negotiation simulations. These simulations take students through a variety of negotiations: single and multiple issue; two-negotiator and multiple-negotiator (coalitional); and internal (within organization) and external. In addition, the class includes a number of cases. Lectures, readings, and structured analytical exercises supplement the simulations and cases.
    Winter 2016
    George Wu
  • Structuring Financial Instruments

    LAWS 71400 - 01 (2 to 3) +, l, m, s, 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 products 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 products 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 products 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 instruments or inventing new ones. The seminar will also include discussion of policy issues. No specific prerequisites, but introductory income tax recommended, and knowledge of securities law and bankruptcy law 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 2016
    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 grade is based on a final in-class examination.
    Spring 2016
    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. Prerequisite: Introductory Income Tax required except with permission of the instruction. The student's grade is based on class participation and a final examination.
    Winter 2016
    David A. Weisbach
  • Taxation of Corporations II

    LAWS 75901 - 01 (3) +, w
    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: Taxation of Corporations I. Students' grades based on a final proctored examination or a full-length paper.
    Spring 2016
    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 earn a third credit if you choose to write a meaningful additional independent study paper for 1 credit. The syllabus for the seminar is at and the class blog is at The student's grade is based on class and blog participation.
    Winter 2016
    Randal C. Picker
  • Telecommunications and Internet Law

    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 the existing regulatory regimes to new technologies. This course will not cover mass media regulation (broadcast television and radio, or cable television). Grades will be based upon class participation, a few short reaction papers, and a final in-class exam.
    Spring 2016
    Joan E. Neal