This course explores the legal issues implicated when a corporation attempts to raise money by selling securities, such as common stock, preferred stock and fixed income instruments. The primary focus is on the Securities Act of 1933, as amended, with some attention to the Securities Exchange Act of 1934, as amended, as well as the rules and interpretations associated with those statutes issued by the Securities and Exchange Commission. The course is transaction oriented. The aim is to train students to represent companies and their senior officers so that they can successfully negotiate the capital raising process. There is a strong emphasis on the problems of technology companies in this process. This course is most useful to students who plan to work for corporate law firms as either transactional lawyers or litigators, or who plan to work in house for startups or publicly traded companies. Business Organizations is a pre-requisite. An interest in financial issues and theory is helpful. Grades will be based largely on the final exam, which is a three hour open book exam. Prerequisite: 248 Business Organizations. Approved IP LL.M. course.