Transactional Training Resource Guide

Transactional Training Resource Guide
Tina L. Stark © 2017
Emory University School of Law, Professor in the Practice of Law and Executive Director of Emory’s Center on Transactional Law and Practice

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Showing 214 resources.

Business and Financial Statements

Business and Financial Statements

Robert N. Anthony and Leslie Pearlman Breitner

Essentials of Accounting

This book is a self-teaching, self-paced introduction to financial accounting. It covers balance sheets, income statements, and statements of cash flows. The Fuqua School of Business at Duke University assigns this textbook as summer reading for entering students. Lawyers will understand it.

Business and Financial Statements

Daniel Lipsky and David Lipton

A Student’s Guide to Accounting for Lawyers (3d ed. 1998).

This book gives the reader an understanding of accounting concepts without requiring the reader to learn T-accounts. It has the most lucid description of treasury shares that I have ever read.

Business and Financial Statements

Robert B. Dickie

Financial Statement Analysis and Business Valuation for the Practical Lawyer

Mr. Dickie is one of the most well-regarded CLE teachers of accounting. His book provides the basics, plus sophisticated material for the more intrepid reader.

Business and Financial Statements

Robert W. Hamilton and Richard A. Booth

Business Basics for Law Students

Among the topics covered are the following: time value of money, real estate transactions, insurance, valuation, accounting, bankruptcy, how the stock market works (not SEC rules, but how are shares bought and sold), dividends, and mergers and acquisitions.

Business and Financial Statements

Howell E. Jackson, Louis Kaplow, Steven M. Shavel, W. Kip Viscusi and David Cope

Analytical Methods for Lawyers

Chapters Four and Five focus on accounting, the interpretation of financial statements, and finance. West will be publishing this book not only in its entirety, but also as a series of smaller books. For example, Chapters Four and Five will probably be available as a stand-alone book.

Business and Financial Statements

Terry Lloyd

Accounting and Finance for the Practicing Attorney: What Every Lawyer Needs to Know About Corporate Finance

The core of these materials is a programmed learning text that guides the user through the application of basic financial concepts in legal practice. Advanced modules on financial analysis and valuation principles are also included. What makes the materials unusual is that a person can be reached at an 800 number to answer any questions that the user has. Full disclosure: I have previously taught accounting CLE courses with Terry Lloyd.

Business and Financial Statements

Management Simulations, Inc.

Capstone and Foundation -- Business Simulation Games (2005).

Management Simulations, Inc. provides on-line business simulation programs. Participants work in teams and compete against each other running businesses, all of which are in the same industry. Each management team chooses a business strategy, creates its product, advertises, underwrites research and development, etc. After each round of the game, each team is ranked by several performance measurements: profits, stock price, market share, and ROI. These simulation programs are widely used in college business courses and by corporations. Among the corporations that use these programs as training tools are Allstate, General Electric, and Pricewaterhouse Coopers. The cost per student in 2005 was $39.99. The cost for businesses is significantly more.

Business and Financial Statements

Harvard Business School

Harvard Business School is a terrific resource for teaching materials. Its course materials are available for purchase on-line. Problems sets are available, for example, on the statement of cash flows and financial analysis. Additionally available are HBS professors' Notes on such topics as auditor's reports, venture capital, bank loans, mergers and acquisitions, and ethics in business transactions.

Business and Financial Statements

The Stock Market Game

Even though this simulation game was originally created for students in grade school through college, at least one investment banking firm has also used it. The game is played under the auspices of the Securities Industry Association.

Business and Financial Statements

The Wall Street Journal

The Journal can be an excellent teaching tool. It has a web site just for professors. The Journal offers students a one-semester subscription at a discounted rate. (If more than 10 students subscribe, the professor receives a complimentary one-year subscription.) Included with the subscription is access to WSJ.com and a student guide to the paper including a section on how to read the stock tables. The Journal has representatives who would be more than happy to work with anyone who is thinking about using the newspaper.

Business and Financial Statements

www.amosweb.com

This website's explanation of economic terms and concepts is fabulous (e.g., fed funds; discount rate; how the Fed works).

Business and Financial Statements

www.investopedia.com

This website includes dictionaries, articles, and tutorials on investments. In addition, there are “simulator” training materials and a fantasy investing game.

Business and Financial Statements

www.pli.edu/public/newsletters

Each week the Pocket MBA writes a mini-essay in simple, understandable language explaining business and economic concepts. Once you sign up, you gain access to past essays. A great resource in easy bite-size pieces.

Business and Financial Statements

www.streetauthority.com

This website has a financial glossary that explains many terms related to equity and debt investments. In addition, it has mini-lessons on trading exchanged traded funds and options.

Business and Financial Statements

www.vanguard.com

This website has basic information about investing and may be a good place to start for a neophyte. Click on the "Planning and Education" tab.

Business and Financial Statements

www.ventureline.com

This website includes a glossary of accounting terms. The glossary can be used on-line for free or downloaded -- for a price.

Business and Financial Statements

www.wikipedia.org

This website is an encyclopedia, covering far more than business-related topics. Some business related topics are dealt with tersely, while others are given a more extensive treatment.

Commercial Lending

Commercial Lending

Thomas S. Hemmendinger

Hillman on Commercial Loan Documentation (5th ed. 2004).

Commercial Lending

William C. Hillman

Documenting Secured Transactions: Effective Drafting and Litigation (2002).

Commercial Lending

Michael A. Leichtling and Jeffrey J. Wong, eds.

Commercial Loan Documentation Guide (2002).

Commercial Lending

Sandra Schnitzer Stern

Structuring and Drafting Commercial Loan Agreements (2003).

Commercially Available Materials

Commercially Available Materials

Robert N. Anthony and Leslie Pearlman Breitner

Essentials of Accounting (2003).

This book is a "self-teaching, self-paced" introduction to financial accounting. It covers balance sheets, income statements, and statements of cash flows. The Fuqua School of Business at Duke University assigns this textbook as summer reading for entering students. Lawyers will understand it.

Commercially Available Materials

NITA

Transactional Practice: A Friend in Need - Forming a Nonprofit Corporation (1999).

These materials examine the documents and the issues involved in establishing a nonprofit corporation to help the homeless. Among the topics covered are retainer agreements, corporate organizational documents (certificate of incorporation and by-laws), tax exempt status, and fund raising contracts.

Commercially Available Materials

NITA

Transactional Practice: Quality Paper Products - Purchasing a Closely Held Business (1999).

The exercises in these materials include the negotiation of the sales price and the drafting of an asset purchase agreement, an employment agreement, and a consulting agreement. The exercises also raise various ethical issues.

Commercially Available Materials

Carolyn E.C. Paris

How to Draft for Corporate Finance (2003).

This book includes general instruction on drafting and specific instruction on the drafting of corporate finance agreements. Exercises are included. Ms. Paris is a former partner of Davis Polk & Wardwell. She was also the Director of Practice Information and Professional Development at that firm.

Commercially Available Materials

SSRN

Social Science Research Network

The SSRN disseminates scholarly working papers and forthcoming papers. In addition, it disseminates case studies that law and business professors use in their courses. New case studies are added on a regular basis. Several of the case studies available follow. Many more are available, generally at no charge.

Commercially Available Materials

Susan Chaplinsky and April Triantis

SSRN -- SecureNet, Inc.: Series A Round (2004).

This case study involves an entrepreneur who is trying to secure a first round of venture capital financing.

Commercially Available Materials

Victor Fleischer

SSRN -- Streetwatch (May 12, 2003).

This case study concerns a startup company that must choose between two investment offers. Lawyers must weigh the pros and cons of the offers and decide which is most advantageous.

Commercially Available Materials

Victor Fleischer and Geoffrey W. Smith

SSRN -- Columbia Venture Partners-Medtech Inc. (June 2003).

In this case study, Columbia Venture Partners, a venture capital fund, considers an investment in MedTech Inc., a developer of medical devices for the heart. While working through these materials, lawyers learn about the salient issues that must be addressed when negotiating and drafting a venture capital agreement.

Commercially Available Materials

Thomas F. Hellmann

SSRN -- Symantec Corporation: Acquiring Entrepreneurial Companies

This case study looks at how a company manages an acquisition: how it finds a target, performs due diligence, and structures the transaction.

Commercially Available Materials

A Buyer's Acquisition Dilemma When Bad Facts Emerge Before Closing: Back Out of the Deal, Renegotiate, or Close and Sue

This videotape was produced by ABA-CLE, the Section of Business Law, the Section of Litigation, and the University of Miami School of Law Center. The panelists, who were involved in writing the ABA Model Asset Purchase Agreement, discuss post-signing issues relating to the interplay between representations and warranties, closing conditions, termination and indemnification provisions.

Commercially Available Materials

Computer-Assisted Legal Instruction (CALI ®)

CALI provides e-learning exercises. Although the exercises were originally created for law students, some of the exercises are appropriate for junior lawyers. Access is limited to member law schools and law firms. The available exercises include the following: Conditions by Scott Burnham; Drafting Contracts Using “Shall,” “May” and “Must” by Debra Cohen; Drafting with “And” and “Or” by Marjorie McDiarmid; Letters of Intent and Other Formal Preliminary Agreements by Jennifer Martin; and Punctuation and Grammar Basics for Law Students by Wayne Schiess.

Commercially Available Materials

Conducting a Due Diligence Review

These materials offer training in performing corporate due diligence. They were developed by ALI-ABA, the Practising Law Institute, and Continuing Education of the Bar (California) in collaboration with U.S. and Canadian law firms. The materials simulate a due diligence investigation in connection with the acquisition of an operating subsidiary. Lawyers review a due diligence request list, minute books, corporate stock book, and contracts. In working through the exercises, lawyers learn how to apply their analytical and reasoning skills to a due diligence investigation, as well as the salient substantive issues that should be explored in a due diligence investigation. These materials are excellent.

Commercially Available Materials

DealLawyers.com

DealLawyers.com provides legal information on mergers and acquisitions, joint ventures and private equity. Their services include webcast training programs, articles, an on-line document library, and discussion forums. The Board of Advisors culls its members from the top M&A firms.

Commercially Available Materials

Harvard Business School

Harvard Business School is a terrific resource for teaching materials: its course materials are available for purchase on-line. Problems sets are available, for example, on the statement of cash flows and financial analysis. Additionally available are HBS professors' Notes on such topics as auditor's reports, venture capital, bank loans, mergers and acquisitions, and ethics in business transactions.

Commercially Available Materials

Negotiating and Drafting the Acquisition Agreement

These materials were developed by ALI-ABA, the Practising Law Institute, and Continuing Education of the Bar (California) in collaboration with U.S. and Canadian law firms. The interactive exercises are based on the same hypothetical as the due diligence materials previously described: an acquisition of a wholly-owned subsidiary. Through these exercises, lawyers gain an understanding of representations and warranties, covenants, conditions precedent, purchase price adjustments, and indemnification.

Commercially Available Materials

VC Experts

VC Experts sponsors a web site devoted to venture capital. It features self-paced on-line courses, a research data bank, form agreements with commentary, and hyperlinks to other sites devoted to venture capital. One professor teaches an entire course on venture capital using this site.

Contract Drafting - Textbooks

Contract Drafting - Textbooks

Susan L. Brody, Jane Rutherford, Laurel A. Vietzen, and John C. Dernbach

Legal Drafting (1994).

Contract Drafting - Textbooks

Scott J. Burnham

Drafting and Analyzing Contracts (3d ed. 2003).

The Teacher’s Manual of this textbook includes an excellent bibliography of books and articles on contract drafting.

Contract Drafting - Textbooks

Barbara C. Child

Drafting Legal Documents: Principles and Practices (2d ed. 1992).

Professor Joseph Kimble of Thomas Cooley Law School is revising this book.

Contract Drafting - Textbooks

Michael L. Closen, Gerald E. Berendt, Doris Estelle Long, Marie A. Monahan, Robert J. Nye, John H. Scheid

Contract Law and Practice (1998).

This first-year contracts textbook includes materials on transactions and drafting considerations.

Contract Drafting - Textbooks

Reed Dickerson

Materials on Legal Drafting (1981).

Out of print.

Contract Drafting - Textbooks

David G. Epstein, Bruce A. Markell, and Lawrence Ponoroff

Making and Doing Deals: Contracts in Context (2002).

This first-year contracts textbook is designed to provide students with an understanding of how contract law operates in the “real world.”

Contract Drafting - Textbooks

Elizabeth Fajans, Mary R. Falk, and Helene S. Shapo

Writing for Law Practice (2004).

Contract Drafting - Textbooks

Thomas C. Haggard

Contract Law from a Drafting Perspective – An Introduction to Contract Drafting for Law Students (2002).

Contract Drafting - Textbooks

Thomas C. Haggard

Legal Drafting: Process, Techniques, and Exercises (2003).

Contract Drafting - Textbooks

Robert M. Hardaway

Preventive Law: Materials on a Non Adversarial Legal Process (2d ed. 1997).

See Chapter 9.

Contract Drafting - Textbooks

Howell E. Jackson, Louis Kaplow, Steven M. Shavel, W. Kip Viscusi and David Cope

Analytical Methods for Lawyers (2003).

Chapter Three offers students a practical framework for determining what kinds of provisions contracts should include, for instance, when to use a cost-plus as opposed to a fixed payment fee structure or how to formulate a contract to ensure that work is completed on time.

Contract Drafting - Textbooks

Peter C. Kostant

Business Organizations: Practical Applications of the Law (1996).

Contract Drafting - Textbooks

George W. Kuney

The Elements of Contract Drafting with Questions and Clauses for Consideration (2003).

Contract Drafting - Textbooks

George W. Kuney and Robert M. Lloyd

Contracts: Transactions and Litigation (2006).

Although this first-year contracts casebook does not teach students how to draft, its transactional approach may be of interest to those teaching contract drafting.

Contract Drafting - Textbooks

Carolyn E.C. Paris

How to Draft for Corporate Finance (2003).

This book includes general instruction on drafting and specific instruction on the drafting of corporate finance agreements. Exercises are included. Ms. Paris is a former partner of Davis Polk & Wardwell. She was also the Director of Practice Information and Professional Development at that firm.

Contract Drafting - Textbooks

Peter Siviglia

Exercises in Commercial Transactions (1995).

Contract Drafting - Textbooks

Tina L. Stark

Drafting Contracts

Draft chapters are available to law school professors upon request. Expected publication: 2006.

Contract Drafting - Treatises

Contract Drafting - Treatises

Kenneth A. Adams

A Manual of Style for Contract Drafting (2004).

Contract Drafting - Treatises

Kenneth A. Adams

Legal Usage in Drafting Corporate Agreements (2001).

Contract Drafting - Treatises

J. K. Aitken (originally written by E. L. Piesse)

The Elements of Drafting (Australian) (1995).

A new edition is being written.

Contract Drafting - Treatises

Scott J. Burnham

The Contract Drafting Guidebook (1992).

Contract Drafting - Treatises

Peter Butt and Richard Castle

Modern Legal Drafting—A Guide to Using Clearer Language (British and Australian) (2001).

Contract Drafting - Treatises

Continuing Education of the Bar – California

Drafting Business Contracts: Principles, Techniques & Forms (1998).

Although this treatise deals with drafting issues under California law, much of it is applicable to drafting contracts in general. It is practical and well-done – although legalese does creep into the contract provisions.

Contract Drafting - Treatises

Howard Darmstadter

Hereof, Thereof, and Everywhereof—A Contrarian Guide to Legal Drafting (2002).

Contract Drafting - Treatises

Robert C. Dick

Legal Drafting in Plain Language (Canadian) (1995).

Contract Drafting - Treatises

Reed Dickerson

The Fundamentals of Legal Drafting (1986).

Out of print, but occasionally available at www.amazon.com.

Contract Drafting - Treatises

Elmer A. Driedger

A Manual of Instructions for Legislative and Legal Writing (Canadian) (1982).

Out of print, but occasionally available at www.amazon.com.

Contract Drafting - Treatises

Cynthia L. Elderkin & Julia S. Shin Doi

Behind and Beyond Boilerplate: Drafting Commercial Agreements (Canadian) (1998).

Contract Drafting - Treatises

Robert A. Feldman and Raymond T. Nimmer

Drafting Effective Contracts: A Practitioner’s Guide (2d ed. 2004).

In addition to providing general information on the drafting of contracts, this treatise provides in depth treatment of agreements for the sale of goods and services, promissory notes, guaranties, and security agreements.

Contract Drafting - Treatises

Carl Felsenfeld and Alan Siegel

Writing Contracts in Plain English (1981).

Out of print, but occasionally available at www.amazon.com.

Contract Drafting - Treatises

Charles M. Fox

Working with Contracts – What Law School Doesn’t Teach You (2002).

Contract Drafting - Treatises

Bryan A. Garner

Legal Writing in Plain English (2001).

Part Three is devoted to contract drafting.

Contract Drafting - Treatises

Bryan A. Garner

The Redbook, A Manual on Legal Style (2002).

Contract Drafting - Treatises

Thomas C. Haggard

Legal Drafting in a Nutshell (2d ed. 2003).

Contract Drafting - Treatises

David Mellinkoff

The Language of the Law (1963).

Out of print, but occasionally available from www.amazon.com.

Contract Drafting - Treatises

Morton Moskin, ed.

Commercial Contracts: Strategies for Drafting and Negotiating (2004).

The first volume of this two-volume treatise includes chapters on the formation of contracts, boilerplate provisions, damages, and contract interpretation. The second volume includes chapters on joint venture agreements, shareholders'agreements, franchise agreements, leases, and settlements.

Contract Drafting - Treatises

Securities and Exchange Commission -- The Office of Investor Education and Assistance

A Plain English Handbook: How to create clear SEC disclosure documents.

Contract Drafting - Treatises

Peter Siviglia

Commercial Agreements: A Lawyer’s Guide to Drafting and Negotiating (1993).

This treatise discusses the business and legal issues in a wide variety of contracts in addition to providing general guidance on drafting.

Contract Drafting - Treatises

Peter Siviglia

Writing Contracts – A Distinct Discipline (1996).

Contract Drafting - Treatises

Tina L. Stark

Handbook on Contract Drafting

Expected publication: 2005.

Contract Drafting - Treatises

Tina L. Stark, ed.

Negotiating and Drafting Contract Boilerplate (2003).

Due Diligence

Due Diligence

Lisa M. Brownlee

Intellectual Property Due Diligence in Corporate Transactions: Investment, Risk Assessment and Management (1998).

Due Diligence

Gary M. Lawrence

Due Diligence in Business Transactions (2004).

Due Diligence

Benjamin D. Nelson

Representations, Warranties and Legal Due Diligence in Venture Financings

20 Insights: The Corporate & Securities Law Advisor 7 (February 2006).

Due Diligence

Arthur H. Rosenbloom, ed.

Due Diligence for Global Deal Making (2002).

Due Diligence

Section of Business Law, American Bar Association

Manual on Acquisition Review (1995).

Due Diligence

Conducting a Due Diligence Review

These training materials offer training in performing corporate due diligence. They were developed by ALI-ABA, the Practising Law Institute, and Continuing Education of the Bar (California) in collaboration with U.S. and Canadian law firms. The materials simulate a due diligence investigation in connection with the acquisition of an operating subsidiary. Lawyers review a due diligence request list, minute books, corporate stock book, and contracts. In working through the exercises, lawyers learn how to apply their analytical and reasoning skills to a due diligence investigation, as well as the salient substantive issues that should be explored in a due diligence investigation. These materials are excellent.

Due Diligence

Continuing Legal Education Programs

Continuing legal education programs have courses on due diligence on a regular basis. Search in PLI and ALI-ABA for the most recent course books.

Due Diligence

Westlaw Quick Reference Guide: Due Diligence Resources on Westlaw

Ethical Issues in Transactions

Ethical Issues in Transactions

Joseph L. Badaracco, Jr.

A Quiet Voice Emerges from the Enron Din

Harvard Management Update (April 1, 2002).

Ethical Issues in Transactions

Joseph L. Badaracco, Jr. and Allen P. Webb

Business Ethics: A View from the Trenches

37 California Management Review 8 (Winter 1995).

Ethical Issues in Transactions

Louis M. Brown and Edward A. Dauer

Professional Responsibility in Nonadversarial Lawyering: A Review of the Model Rules

1982 American Bar Foundation Resolution Journal 519 (1982).

Ethical Issues in Transactions

Scott J. Burnham

Drafting and Analyzing Contracts (3d ed. 2003).

See index.

Ethical Issues in Transactions

Scott J. Burnham

The Contract Drafting Guidebook (1992).

See index.

Ethical Issues in Transactions

Lawrence A. Cunningham

Sharing Accounting's Burden: Business Lawyers in Enron's Dark Shadows

57 Business Lawyer 1421 (August 2002).

The author asserts that not understanding basic accounting concepts violates a lawyer's ethical duty of competency.

Ethical Issues in Transactions

Wendy B. Davis

An Attorney’s Ethical Obligations Include Clear Writing

New York State Bar Journal 50 (January 2000).

Ethical Issues in Transactions

Monroe H. Freedman

Professional Responsibility of the Civil Practitioner: Teaching Legal Ethics in the Contracts Course

21 Journal of Legal Education 569 (1968-1969).

Ethical Issues in Transactions

Donald W. Glazer, Scott FitzGibbon, and Steven O. Weise

Glazer and FitzGibbon on Legal Opinions – Drafting, Interpreting and Supporting Closing Opinions in Business Transactions (2d ed. 2001).

See § 1.7.

Ethical Issues in Transactions

Thomas R. Haggard

Legal Drafting: Process, Techniques, and Exercises (2003).

See Chapter 5.

Ethical Issues in Transactions

David Hricik

Infinite Combinations: Whether the Duty of Competency Requires Lawyers to Include Choice of Law Clauses in Contracts They Draft for Their Clients

12 Williamette Journal of International Law & Dispute Resolution 241 (2004).

Ethical Issues in Transactions

Robert H. Mnookin, Scott R. Peppet and Andrew S. Tulumello

Beyond Winning: Negotiating to Create Value in Deals and Disputes (2000).

Chapter 11 lays out suggested answers to some of the ethical quandaries that deal lawyers often face. Available at www.amazon.com.

Ethical Issues in Transactions

James E. Moliterno

Cases and Materials on the Law Governing Lawyers 458-460 (2d ed. 2003).

Ethical Issues in Transactions

Morton Moskin, ed.

Commercial Contracts: Strategies for Drafting and Negotiating (2004).

Section 14.03 discusses ethical issues in the giving of opinions.

Ethical Issues in Transactions

Ashish Nanda

Ethics in Venture Capital

Harvard Business School (July 31, 2001).

Ethical Issues in Transactions

H. Joseph Reitz, James A. Wall, Jr., and Mary Sue Love

Ethics in Negotiation: Oil and Water or Good Lubrication?

Business Horizons (May 15, 1998).

Ethical Issues in Transactions

Michael R. Ross

Legal Ethics in Corporate Transactions

CityBar Center for Continuing Legal Education Center (May 28, 2003).

Ethical Issues in Transactions

Murray L. Schwartz

The Professionalism and Accountability of Lawyers

66 California Law Review 669 (July 1978).

Ethical Issues in Transactions

Tina L. Stark

TLS hypotheticals with answers are available to law school professors upon request.

Ethical Issues in Transactions

M. John Sterba, Jr., ed.

Legal Opinion Letters: A Comprehensive Guide to Opinion Letter Practice (3d ed. 2003).

See Section 4.24 for a discussion of ethical issues in the giving of an opinion in commercial finance and banking transactions.

Legal Opinions

Legal Opinions

Arthur N. Field

Legal Opinions in Business Transactions (2003).

Legal Opinions

Donald W. Glazer, Scott FitzGibbon, and Steven O. Weise

Glazer and FitzGibbon on Legal Opinions—Drafting, Interpreting and Supporting Closing Opinions in Business Transactions (2d ed. 2001).

Legal Opinions

A. Sidney Holderness, Jr. and Brooke Wunnicke, eds.

Legal Opinion Letters Formbook (2d ed. 2003).

Legal Opinions

M. John Sterba, Jr., ed.

Legal Opinion Letters: A Comprehensive Guide to Opinion Letter Practice (3d ed. 2003).

See §12.29 -- lawyer’s ethical obligations in connection with client’s securities disclosure obligations.

Legal Opinions

Continuing Legal Education Programs.

CLE programs frequently have courses after new reports are issued. Search in PLI and ALI-ABA for the most recent course books.

Mergers and Acquisitions

Mergers and Acquisitions

Robert A. Bruner

Applied Mergers & Acquisitions (2004).

This treatise examines the business issues in acquisitions. It is sophisticated but comprehensible.

Mergers and Acquisitions

Peter A. Hunt

Structuring Mergers & Acquisitions: A Guide to Creating Shareholder Value (2 ed. 2004).

This treatise examines the business issues in acquisitions. It is sophisticated but comprehensible.

Mergers and Acquisitions

Lou R. Kling and Eileen T. Nugent

Negotiated Acquisitions of Companies, Subsidiaries and Divisions (1994).

This treatise on the business and legal issues in acquisitions is excellent and should be a part of any library on mergers and acquisitions.

Mergers and Acquisitions

Section of Business Law, American Bar Association

Model Asset Purchase Agreement with Commentary (2001).

Mergers and Acquisitions

Section of Business Law, American Bar Association

Model Asset Purchase Agreement with Commentary—International Asset Acquisitions (2001).

This volume includes comparisons of 33 countries' laws and procedures pertaining to asset transactions. The information appears in the form of responses to a model questionnaire. The responses provide an overview of "big picture" issues arising under each country's laws.

Mergers and Acquisitions

Section of Business Law, American Bar Association

Model Stock Purchase Agreement with Commentary (1995).

Mergers and Acquisitions

DealLawyers.com

DealLawyers.com provides legal information on mergers and acquisitions, joint ventures and private equity. Their services include webcast training programs, articles, an on-line document library, and discussion forums. The Board of Advisors culls its members from the top M&A firms.

Negotiation

Negotiation

Robert H. Mnookin, Scott R. Peppet and Andrew S. Tulumello

Beyond Winning: Negotiating to Create Value in Deals and Disputes (2000).

Chapters 5 and 10 are particularly helpful.

Negotiation

Other materials are listed in the Articles on Teaching Transactional Skills.

Negotiation

Program on Negotiation Clearinghouse

The Clearinghouse is associated with Harvard Law School. It is “a resource center for people interested in learning and teaching about negotiation and alternative dispute resolution.” Available at the site for purchase are role simulation exercises, curriculum packages, and DVDs and videos.

Real Estate

Real Estate

David Crump, Davis S. Caudill, David Charles Hricik

Property: Cases, Documents, and Lawyering Strategies (2004).

Real Estate

Robert M. Hardaway

Preventive Law: Materials on a Non Adversarial Legal Process (2d ed. 1997).

See Chapter 13.

Real Estate

Alex M. Johnson, Jr.

Understanding Modern Real Estate Transactions (2001).

A treatise.

Real Estate

George Lefcoe

Real Estate Transactions (4th ed. 2003).

A textbook.

Real Estate

Debra Pogrund Stark, David L. Cameron, James Geoffrey Durham, Thomas R. White

Commercial Real Estate Transactions: A Project and Skills Oriented Approach (2001).

This textbook could be used as the basis for a firm's CLE programs on real estate.

Real Estate

Debra Pogrund Stark

Residential Real Estate Law: A Transactional Skills Analysis (2004).

Real Estate

R. Timothy Weston

New Solutions to Environmental Problems in Business & Real Estate Deals

Getting to the Deal -- Drafting Environmental Provisions in Business and Real Estate Transactions, 499 PLI/Real 503 (2003).

Articles on Teaching Transactional Skills

Articles on Teaching Transactional Skills

Kenneth A. Adams

A lesson drafting contracts: What’s up with ‘representations and warranties’?

15 Business Law Today 8 (Nov./Dec. 2005).

See the article that Tina L. Stark wrote in response to this article.

Articles on Teaching Transactional Skills

Kenneth A. Adams

Teaching Contract Drafting: The Two Elephants in the Room

14 Perspectives: Teaching Legal Research and Writing 92 (Winter 2006).

Articles on Teaching Transactional Skills

Thomas Adcock

Student Duo Seek to Start Legal Clinic Aiding Small Businesses at New York University

226 New York Law Journal 16, col. 2 (8/24/2001).

Articles on Teaching Transactional Skills

Marlene E. Barken

Integrating Contract and Property Fundamentals with Negotiation Skills: A Teaching Methodology

9 The Journal of Legal Studies Education 73-84 (1990).

Articles on Teaching Transactional Skills

Dominic Bencivenga

Learning Business Skills: Where Commercial Law Theory Meets Practice

213 New York Law Journal 5, col. 2 (5/18/95).

Articles on Teaching Transactional Skills

Lisa Bernstein

The Silicon Valley Lawyer as Transaction Cost Engineer?

74 Oregon Law Review 239-255 (1995).

Articles on Teaching Transactional Skills

Barbara Black

Establishing a Securities Arbitration Clinic: The Experience at Pace

50 Journal of Legal Education 35-49 (2000).

Articles on Teaching Transactional Skills

Douglas A. Blaze, et al.

Bridging the Gap: A Professional Practice Skills Program for New Lawyers

35 Tennessee Bar Journal 13-18 (4/19/1999).

Articles on Teaching Transactional Skills

Larry Bodine

Going to Sidley's Corporate College

18 Legal Times 28 (2/5/96).

Articles on Teaching Transactional Skills

Daniel B. Bogart

The Right Way to Teach Transactional Lawyers: Commercial Leasing and the Forgotten "Dirt Lawyer"

62 University of Pittsburgh Law Review 335-366 (2000).

Articles on Teaching Transactional Skills

Robin A. Boyle

Contract Drafting Courses for Upper-Level Students: Teaching Tips

14 Perspectives: Teaching Legal Research and Writing 87 (Winter 2006).

Articles on Teaching Transactional Skills

William W. Bratton, Jr.

Corporate Finance in the Law School Curriculum

1985 Duke Law Journal 237-260 (1985).

Articles on Teaching Transactional Skills

Paul Brest

The Responsibility of Law Schools: Educating Lawyers as Counselors and Problem Solvers

58 Law and Contemporary Problems 5 (Summer/Autumn, 1995).

Articles on Teaching Transactional Skills

Scott J. Burnham

Using Contracts to Teach Practical Skills: Drafting in the Contracts Class

44 St. Louis University Law Journal 1535 (Fall 2000).

Articles on Teaching Transactional Skills

Ralph M. Cagle

Teaching Practice Skills in Law School: The University of Wisconsin's Experience

67 The Bar Examiner 6-14 (Feb. 1998).

Articles on Teaching Transactional Skills

William J. Carney

Preparing the Corporate Lawyer: Teaching Problems in Corporate Law: Making it Real

34 Georgia Law Review 823-838 (2000).

Articles on Teaching Transactional Skills

Carol Chomsky and Maury Landsman

Introducing Negotiation and Drafting into the Contracts Classroom

44 Saint Louis University Law Journal 1545-1560 (2000).

Articles on Teaching Transactional Skills

Phyllis G. Coleman and Robert M. Jarvis

Using Skills Training to Teach First-year Contracts

44 Drake Law Review 725-742 (1996).

Articles on Teaching Transactional Skills

Leslie L. Cooney and Lynn A. Epstein

Classroom Associates: Creating a Skills Incubation Process for Tomorrow’s Lawyer

29 Capital University Law Review 361-381 (2001).

Articles on Teaching Transactional Skills

Lynne L. Dallas

Limited-Time Simulations in Business Law Classes

45 Journal of Legal Education 487-497 (1995).

Articles on Teaching Transactional Skills

Roger J. Dennis

Commentary: The Epistemology of Corporate-Securities Lawyering: Beliefs, Biases and Organizational Behavior

63 Brooklyn Law Review 677-684 (1997).

Articles on Teaching Transactional Skills

Larry A. DiMatteo

Managing the Legal Factor: The Legal Implications of Business Decision Making

4 Journal of Legal Studies in Business 165-181 (1995).

Articles on Teaching Transactional Skills

John F. Dolan and Russell A. McNair, Jr.

Teaching Commercial Law in the Third Year: A Short Report on a Business Organizations and Commercial Law Clinic

45 Journal of Legal Education 283-286 (1995).

Articles on Teaching Transactional Skills

James A. Fanto

When Those Who Do Teach: The Consequences of Law Firm Education for Business Law Education

34 Georgia Law Review 839-849 (2000).

Articles on Teaching Transactional Skills

Jay M. Feinman

Simulations: An Introduction

45 Journal of Legal Education 469 (1995).

Articles on Teaching Transactional Skills

Victor Fleischer

Deals: Bringing Corporate Transactions into the Law School Classroom

2002 Columbia Business Law Review 475-497 (2002).

Articles on Teaching Transactional Skills

T. Noble Foster

Interviewing, Drafting, Counseling, Negotiating: Teaching Non-Trial Skills

The National Law Journal 15, 20-21 (1/23/84).

Articles on Teaching Transactional Skills

Mary Ellen Fox

Temple Program Leaves Ivory Tower Behind; The Transactional Program Parallels the Law School's Hands-On Litigation Training

20 Pennsylvania Law Weekly 8 (2/17/97).

Articles on Teaching Transactional Skills

James C. Freund

New Business Lawyers Need to Know How to Find the Deal: A Lawyer's Perspective

8 Business Law Today 32 (July/August 1999).

Articles on Teaching Transactional Skills

JoAnne D. Ganek

Successful Development for Transactional Lawyers, In-House Training: Maximizing Your Lawyers' Professional Potential

165-184 (ALI-ABA Course of Study, Feb. 18, 1994).

Articles on Teaching Transactional Skills

Peter J. Gardner

A Role for the Business Attorney in the Twenty-First Century: Adding Value to the Client's Enterprise in the Knowledge Economy

7 Marquette Intellectual Property Law Review 17-72 (2003).

Articles on Teaching Transactional Skills

Llewellyn Joseph Gibbons

Teaching Intellectual Property Licensing Transactionally

34 University of Toledo Law Review 717-722 (2003).

Articles on Teaching Transactional Skills

Ronald J. Gilson

Value Creation by Business Lawyers: Legal Skills and Asset Pricing

94 Yale Law Journal 239-313 (1984).

Articles on Teaching Transactional Skills

Ronald J. Gilson and Robert H. Mnookin

Foreword: Business Lawyers and Value Creation for Clients

74 Oregon Law Review 1-14 (1995).

Articles on Teaching Transactional Skills

Carol R. Goforth

Use of Simulations and Client-Based Exercises in the Basic Course

34 Georgia Law Review 851-872 (2000).

Articles on Teaching Transactional Skills

Charles A. Goldstein and Sarah L. Weber

The Art of Negotiating

37 New York Law School Law Review 325 (1992).

Articles on Teaching Transactional Skills

Eric J. Gouvin

Learning business law by doing it: Real Transactions in Law School Clinics

14 Business Law Today 53 (September/October 2004).

Articles on Teaching Transactional Skills

David R. Herwitz

Teaching Skills in a Business Law Setting: A Course in Business Lawyering

37 Journal of Legal Education 261-275 (1987).

Articles on Teaching Transactional Skills

Claire A. Hill

A Comment on Language and Norms in Complex Business Contracting

77 Chicago-Kent Law Review 29-57 (2001).

Articles on Teaching Transactional Skills

Susan R. Jones

Justice, Ethics, and Interdisciplinary Teaching and Practice

14 Washington University Journal of Law & Policy 249 (2004).

Articles on Teaching Transactional Skills

Susan R. Jones

Small Business and Community Economic Development: Transactional Lawyering for Social Change and Economic Justice

4 Clinical Law Review 195-234 (1997).

Articles on Teaching Transactional Skills

Dimitra Kessenides

Revitalizing Corporate Law Training Programs; Firms Are Starting to Bolster Lectures and Seminars with the Hands-on Training Long Favored by Litigators

15 American Lawyer 42 (Sept., 1993).

Articles on Teaching Transactional Skills

Kenneth N. Klee

Teaching Transactional Law

As of 2/31/05 available at http://ssrn.com/abstract=445823.

Articles on Teaching Transactional Skills

Kimberly D. Krawiec

Building the Basic Course Around Intra-Firm Relations

34 Georgia Law Review 785-807 (2000).

Articles on Teaching Transactional Skills

Christina L. Kunz

Teaching First-Year Contracts Students How to Read and Edit Contract Clauses

34 University of Toledo Law Review 705 (Summer, 2003).

Articles on Teaching Transactional Skills

Frederick W. Lambert

A Preliminary Inquiry Into the Transcendence of Value Creation

74 Oregon Law Review 121-145 (1995).

Articles on Teaching Transactional Skills

Donald C. Langevoort

New Business Lawyers Need to Know How to Find the Deal: An Academic's Perspective

8 Business Law Today 33 (July/August 1999).

Articles on Teaching Transactional Skills

Charles C. Lewis

The Contract Drafting Process: Integrating Contract Drafting in a Simulated Law Practice

11 Clinical Law Review 241 (Spring 2005).

Articles on Teaching Transactional Skills

Charles C. Lewis

Turning the Firm into a School: Help your associates to learn to draft contracts -- the right way

Business Law Today 25 (January/February 2006).

Articles on Teaching Transactional Skills

Jonathan C. Lipson

Doing deals in school: A prof talks about teaching transactional law

15 Business Law Today 51 (Sept./Oct. 2005).

Articles on Teaching Transactional Skills

Robert M. Lloyd

Making Contracts Relevant: Thirteen Lessons for the First-Year Contracts Course

36 Arizona State Law Journal 257 (Spring, 2004).

Articles on Teaching Transactional Skills

Darhiana Mateo

When Theory meets practice: Tweaking business-law education

Business Law Today 57 (March/April 2006).

Articles on Teaching Transactional Skills

Robert E. Mathews

Negotiation: A Pedagogical Challenge

6 Journal of Legal Education 93 (1953-1954).

Articles on Teaching Transactional Skills

Robert B. Moberly

A Pedagogy For Negotiation

34 Journal of Legal Education 315 (1984).

Articles on Teaching Transactional Skills

Denton R. Moore and Jerry Tomlinson

The Use of Simulated Negotiation to Teach Substantive Law

21 Journal of Legal Education 579 (1968-1969).

Articles on Teaching Transactional Skills

Gary A. Moore and Stephen E. Gillen

Managerial Competence in Law and the Business Law Curriculum: The Corporate Counsel Perspective

23 American Business Law Journal 351-389 (1985).

Articles on Teaching Transactional Skills

Eleanor W. Myers

Teaching Good and Teaching Well: Integrating Values with Theory and Practice.

47 Journal of Legal Education 401-424 (1997).

Articles on Teaching Transactional Skills

Martha Neil

Teaching Transactional Skills a Must

144 Chicago Daily Law Bulletin 3 (11/27/98).

Articles on Teaching Transactional Skills

Catherine Gage O'Grady

Preparing Students for the Profession: Clinical Education, Collaborative Pedagogy, and the Realities of Practice for the New Lawyer

4 Clinical Law Review 485-530 (1998).

Articles on Teaching Transactional Skills

Karl S. Okamoto

Learning and Learning-to-Learn by Doing: Simulating Corporate Practice in Law School

45 Journal of Legal Education 498-512 (1995).

Articles on Teaching Transactional Skills

Diana V. Pratt

Designing a Contract Drafting Assignment

14 Perspectives: Teaching Legal Research and Writing 95 (Winter 2006).

Articles on Teaching Transactional Skills

Joel Rabinovitz

Negotiation and Drafting in a Substantive Law Course in Mergers and Acquisitions

23 Journal of Legal Education 470-475 (1971).

Articles on Teaching Transactional Skills

E. Michelle Rabouin

Walking the Talk: Transforming Law Students into Ethical Transactional Lawyers

9 DePaul Business Law Journal 1-64 (1996).

Articles on Teaching Transactional Skills

Robert S. Redmount

The Transactional Emphasis in Legal Education

26 Journal of Legal Education 253-282 (1974).

Articles on Teaching Transactional Skills

Peter W. Salsich, Jr.

Approaches to Teaching Contracts: A Property Law Instructor Looks at the Contract Law Course

44 St. Louis Law Journal 1215 (2000).

Articles on Teaching Transactional Skills

Mark A. Sargent

What Does It Take? Hallmarks of the Business Lawyer

Business Law Today 11-14 (July/August 1996).

Articles on Teaching Transactional Skills

Dina Schlossberg

An Examination of Transactional Law Clinics and Interdisciplinary Education

11 Washington University Journal of Law and Policy 195-236 (2003).

Articles on Teaching Transactional Skills

Franklin M. Schultz

Teaching "Lawyering" to First-Year Law Students: An Experiment in Constructing Legal Competence

52 Washington and Lee Law Review 1643-1665 (1995).

Articles on Teaching Transactional Skills

Harvey M. Shrage

A Business Law Simulation: Principles, Process and Basic Skills

9 The Journal of Legal Studies Education 413-425 (1991).

Articles on Teaching Transactional Skills

Michael R. Smith

Alternative Substantive Approaches to Advanced Legal Writing Courses

54 Journal of Legal Education 119 (2004).

Articles on Teaching Transactional Skills

David V. Snyder

Closing the Deal in Contracts: Introducing Transactional Skills in the First Year

34 University of Toledo Law Review 689-697 (2003).

Articles on Teaching Transactional Skills

Debra Pogrund Stark

See Jane Graduate: Why Can't Jane Negotiate a Business Transaction?

73 St. John's Law Review 477-491 (1999).

Articles on Teaching Transactional Skills

Tina L. Stark

A Business Education for Business Lawyers

Program Materials, Spring 2005 Meeting of the ABA Section of Business Law (March 2005).

Articles on Teaching Transactional Skills

Tina L. Stark

Drafting the Consideration Provision of a Contract

51 The Practical Lawyer 11 (February 2005).

Articles on Teaching Transactional Skills

Tina L. Stark

Nonbinding Opinion: Another View on representations and warranties

15 Business Law Today 8 (Jan./Feb. 2006).

This article was written in response to an article by Kenneth Adams in the previous edition. This article is cited earlier in this bibliography.

Articles on Teaching Transactional Skills

Tina L. Stark

Thinking Like A Deal Lawyer

54 Journal of Legal Education 223 (2004).

Articles on Teaching Transactional Skills

Tina L. Stark

Training Junior Transactional Associates — First and Second Years

17 The ALI-ABA Insider 1 (Winter-Spring 2003).

Articles on Teaching Transactional Skills

Tina L. Stark

Training Junior Transactional Associates — Third and Fourth Years

17 The ALI-ABA Insider 2 (Summer 2003).

Articles on Teaching Transactional Skills

Kellye Y. Testy

Whose Deal Is It? Teaching about Structural Inequality by Teaching Contracts Transactionally

34 The University of Toledo Law Review 699 (Fall 2002).

Articles on Teaching Transactional Skills

Robert B. Thompson

Teaching Business Associations: Norms, Economics and Cognitive Learning

34 Georgia Law Review 997-1009 (2000).

Articles on Teaching Transactional Skills

Tina L. Stark

Natural Resources: Help is here for transactional training

15 Business Law Today 49 (Jan./Feb. 2006).

This is a partial bibliography of materials available to teach transactional skills. You are viewing the full bibliography.

Articles on Teaching Transactional Skills

Arturo Lopez Torres

MacCrate Goes to Law School: An Annotated Bibliography of Methods for Teaching Lawyering Skills in the Classroom

77 Nebraska Law Review 132-199 (1998).

Articles on Teaching Transactional Skills

Arturo Lopez Torres and Mary Kay Lundwall

Moving Beyond Langdell II: An Annotated Bibliography of Current Methods for Law Teaching

35 Gonzaga Law Review 1-61 (2000).

Articles on Teaching Transactional Skills

Bryn Vaaler

Bridging the Gap: Legal Opinions as an Introduction to Business Lawyering

61 University of Missouri-Kansas City Law Review 23-65 (1992).

Articles on Teaching Transactional Skills

Edith Warkentine

Kingsfield Doesn't Teach My Contracts Class: Using Contracts to Teach Contracts

50 Journal of Legal Education 112-133 (2000).

Articles on Teaching Transactional Skills

Edith Warkentine

Why Teach Contracts Transactionally?

34 University of Toledo Law Review 723-727 (2003).