The premise of the course is that there is a generic set of economic challenges common to all complex business transactions, and that there are systematic approaches to the design of contractual responses to each of those problems. The economic structure of these challenges and responses provides a framework through which to analyze transactions. In this course, we first learn a conceptual framework for thinking about economic problems in contracting and we then "test" the framework by analyzing real transactions, with the aid of attorneys that worked on them. PREREQUISITE: Corporations. RECOMMENDED COURSES: Bankruptcy; Securities Regulation; Mergers & Acquisitions; any upper class business law classes are helpful. NOTES: This class does not satisfy the upper-class writing requirement. GRADING NOTICE: This class does not offer the CR/NC/H option. ** A student who fails to attend the initial meeting of a seminar (designated by an (S) in the title), or to obtain permission to be absent from either the instructor or the Registrar, may be administratively dropped from the seminar. Students who are on a wait list for a seminar are required to attend the first seminar meeting to be considered for enrollment.