You are on page 1of 24

COURSE SELECTION Preliminary Question: LL.M Concentration in International Finance?

Pros: Hal Scott, Program on International Financial Systems, US-China + US-Japan + US-Brazil Symposia Mandatory Course-Load: Int’l Finance (seminar), Regulation of Financial Institutions, Securities Regulation, Int’l Finance (course), Capital Markets Regulation Takes up 12-14 credits [depending on whether want to write Long Paper] NY Bar Requirements: Foreign Evaluation Request If degree does not qualify (off-chance): minimum 24 credits, courses must be classroom course in substantive and procedural law and professional skills [max 4 cred clinical] Required courses: 2 credits ProfRes/Ethics; 2 credits LAWR, 2 credits American legal studies, min 6 credits on other courses tested in NY bar exams LL.M Requirements: Can write LL.M Long Paper (receives 3 credits) All international students who do not write the LL.M Long Paper must complete a paper of 25 or more pages that involves independent reflection, formulation of a sustained argument, and, in many cases, outside research. Can be fulfilled through a course / seminar. Or through a (supervised) independent paper of 1 or more credits. Winter Term Writing Program: Late in fall, students who are writing a paper worth 2 or more credits will have the opportunity to apply for the Winter Term Writing Program. Can spend winter term pursuing research and writing on the respective projects while in residence in Cambridge. Non-US Student Requirements: Need to take one (1) course in US law from the list of “primary courses”: Contracts [L1], Civil Procedure [L1], Constitutional Law; First Amendment, Constitutional Law; Separation fo Powers, Federalism, and Fourteenth Amendment, Corporations, Criminal Law [L1], Family Law, Legislation and Regulation [L1], Property [L1], Torts [L1], Taxation Names: Michael Klarman, Noah Feldman, Lawrence Tribe, Elena Kagan, Dershowitz, Steven Shavell, Charles Nesson

SHORTLIST OF HLS COURSES Name [Credits] 1. American Jury (The) [3] Taught by Prof Charles Nesson (Spring) Description With mythic origins in Magna Carta, a history intimately connected with struggles for liberty, cornerstone of constitutions of the states and United States of America, the American jury was once the bulwark of our liberty and the foundation of our law. Our class will engage the jury as history and practice. We will find it sick, institutionally speaking, weakened by racism wrapped in legalism, and urgently in need of competent legal representation, which we will seek to provide. Eclectic readings, audio-visual assignments, group work, supervised paper. Basic business and economic concepts (practice-oriented) http://www.law.harvard.edu/academics/curriculum/catalog/index.html?o=64299 Remarks Prof is perpetually high and a poker nut (CVJ)

2. Analytical Methods for Lawyers [3] 3. Antitrust Law and Economics – International [3] 4. Antitrust Law and Economics – US [4]

Prof Kathryn Spier (Fall) Prof David Cope (Spring) Prof Einer Elhauge (Spring) Prof Einer Elhauge (Fall)

5. Antitrust, Technology and Innovation [2]

Clinical Prof Phillip Malone (Spring)

6. Bankruptcy [4]

Prof Mark Roe (Fall)

This course is the continuation of the regular course in U.S. antitrust law. It addresses the laws from other nations that are relevant to regulating the process of business competition and the economic analysis that is relevant to understanding modern antitrust adjudication. This course covers U.S. antitrust law, which is the law that regulates the process of business competition, and the economic analysis that is relevant to understanding modern antitrust adjudication. Topics include horizontal agreements in restraint of trade, monopolization, vertical exclusionary agreements, vertical distributional restraints, price discrimination, and mergers. Prior economics background is not required because the course will teach you the relevant economics, and students have performed at the very top levels of the class without any prior economics background. Many of today's most exciting and challenging developments in antitrust law arise in cases involving innovative technology industries. This seminar will take a detailed and critical look at the unique challenges to existing antitrust doctrine and enforcement presented by such cases. We will begin by examining relevant economic research and theory regarding the operation and characteristics of dynamic, innovation-driven markets, including network effects, path dependence, standardization, platform and systems competition, technical compatibility and interoperability. We will then explore theories and evidence concerning the relationships between competition, market structure and innovation, including Schumpeterian and Arrow models and subsequent refinements and critiques. The seminar will consider difficult issues of antitrust market definition, particularly in the context of computer technology, the internet and pharmaceuticals, including technology and innovation markets. A major portion of the seminar will be analyze some of the most challenging issues presented by the intersection of antitrust and intellectual property law in technology markets This basic bankruptcy course covers the major facets of bankruptcy that influence business financing transactions. Much of the deal-making in a financing transaction is negotiated in anticipation of a possible reorganization in Chapter 11 or of a private reorganization in its shadow. For many lawyers, contact with bankruptcy law is anticipatory and not in front of the bankruptcy judge. When feasible, students will read not just bankruptcy court opinions and the Bankruptcy Code, but materials that financing lawyers use day-to-

Prerequisite: basic course in U.S. antitrust law

Prerequisite: overview course in antitrust law, or “other demonstrated substantial familiarity with basic antitrust principles and permission of the instructor”

Prerequisite or corequsite: Corporations

Challenges of a General Counsel [2] Visiting Prof Jane Stapleton (Fall) Prof David Wilkins (Fall) day: a bond indenture. risk management. and SEC submissions. Beyond the Bankruptcy Code itself. the bureaucracy) and challenging external ones (with stakeholders. reform of securitization. The course advances a broad view of lawyers' roles and examines the skills. Bankruptcy law provides a lens through which to explore the American credit economy. required in complex problem-solving by the lawyer-statesman. securitization.7. particularly capital and liquidity requirements. This course about debt. consumer protection. beyond understanding law. These cases involve a broad range of considerations: ethics. Bankruptcy and Corporate Reorganizations [3] Prof Adam Levitin (Spring) 8. the Mark Hurd resignation from Hewlett Packard. Classes will be primarily based on interactive discussion. governments. What happens when a firm is overburdened with debt or cannot meet its obligations as they come due? How are losses to be allocated? How can the firm’s assets be redeployed for productive use? How can competing creditors be bound to an arrangement about the future of the firm? This course examines methods of dealing with troubled debt and provides a general introduction to bankruptcy law. Topics for the six meetings are planned to be: (1) What do/should lawyers mean by causation? (2) Important remaining puzzles (3) How law deals with evidentiary gaps re factual cause (4) Liability for consequences (5) Causes and Consequences: commercial applications (6) Causes and Consequences in other Federal Statutes This course will explore the three fundamental roles of lawyers---acute technician. competitiveness and social utility of U. a prospectus. Causes and Consequences in Private Law [1] 10. but will also include lectures and regular guest speakers. reputation. The "cases" in this course involve questions beyond "what is legal" and focus on "what is right". using specific illustrations drawn from the contemporary business world -. but requires no prior professional or academic work in this field. wise counselor and lawyer as leader---in a series of problems faced by general counsel of multi-national corporations. Students will ordinarily participate in a simulated Chapter 11 reorganization. Google's clash with the Chinese government.S. topics covered include distressed debt trading. The course will address not only bankruptcy law. Contracts Does not satisfy Professional Responsibility requirement . NGOs and media in nations and regions across the globe). Capital Market Regulation [2] Mr Robert Glauber (Spring) 9. communications and corporate citizenship. capital markets as the basis for considering the range of proposals for financial regulatory reform growing out of the recent world-wide financial crisis. regulating executive compensation. valuation. covering Chapters 7 and 11 of the Federal Bankruptcy Code. particularly as it effects systemic risk. a complaint in a loan dispute.g. Required written work will be a final take-home examination. the future of Fannie Mae and Freddie Mac. public policy. Examination of the structure. financial derivatives. including resolution authority. but also for the transactional lawyer and the litigator. An understanding of bankruptcy is important not just for the restructuring specialist. The course assumes a basic understanding of finance and financial markets. junk bonds. the board of directors. regulation of derivatives trading. the unique problem of systemic risk. and workouts. optimal regulatory structure. Prerequisites: Torts. the BP oil spill. Specific topics will likely include: mechanisms for controlling risk in financial institutions. the role and regulation of credit rating agencies.e. The course will advance for critical analysis the idea of the general counsel as lawyer-statesman who has a central role in setting the direction of the corporation but who must navigate complex internal relationships (with business leaders. peer senior officers. but also how it affects transactional planning and structures outside of bankruptcy. politics. as bankruptcy law provides the background term for nearly all business transactions and determines the collectability of judgments. leveraged buyouts. dealing with illiquid and insolvent institutions. the News Corp hacking scandal.

such as multi-case. Topics will include federal class actions (including class certification. France. juvenile misconduct and the juvenile justice system. before at least nine of the twelve sessions. in different countries and regions. on participation in class discussion. This seminar will discuss comparative corporate governance mainly with a legal policy perspective. and the differing corporate law enforcement mechanisms we observe around the world. ways in which China may (or may not) now or in the foreseeable future be shaping such norms. The course will also cover some of the practical issues relating to managing complex litigation.Comparative Corporate Governance [2] Prof Mark Tushnet (Fall) Prof Vicki Jackson (Spring) Visiting Prof Luca Enriques (Fall) This course will examine the often competing interests of children.11. India. and ways the construction could be challenged and changed. aspects of childhood that are ignored by that legal construction. Hungary. and children’s claims to autonomy with respect to speech. function. China’s engagement of existing global norms. design. tunneling. The class will have no prerequisites.Comparative Constitutional Law [3] 14. multi-party deposition protocols. coordination and consolidation of individual federal actions. ownership structures and deviations from the one-share-one-vote principle. This Reading Group will examine the role that China has been playing in a world order (if one can even use that term) in flux. and rights are among the areas likely to be addressed. Great Britain. as well as the varying relationship between crime and punishment. We will consider law’s general approaches to childrearing and family privacy. labour market regimes and welfare states influence crime and punishment. interlocutory appeals and settlements). via electronic means – hence. multi-district litigation.China’s Role in a World Order in Flux Prof William Alford (Spring) 13. South Africa. Israel. and law’s attempts to mediate those interests. to a lesser extent.Comparative Political Economy of Crime and Punishment [1] Visiting Prof Nicola Lacey 16. and their impact on China. and doctrine. Models of development. the course will consider how far not just the shape of the criminal process but institutions such as the political system. parent-child conflicts. inter alia. the United Kingdom and a number of European countries over the last 40 years. economic and social factors which shape both criminality and responses to crime. institutional investor activism. transfer. The Reading Group will commence in the week of February 11 and for the most part meet every other week thereafter. This course will cover a series of topics arising in the comparative study of constitutional structure and law in countries including Canada. Likely topics include venture capital. Germany. Many of the examples that will be discussed will come from securities cases. The intention is to hold some sessions of the Reading Group jointly with a comparable class at Renmin University of China. We will consider. This course will study legal doctrines and current "best practices" relating to complex litigation. and management of parallel federal/state and state/state proceedings. but knowledge of substantive securities law is not required.Complex Litigation Mr Richard Clary (Fall) Prerequisite: basic civil procedure .Children and the Law [3] Visiting Prof Laura Rosenbury (Fall) 12. This course will consider the political. The seminar is given in association with the LLM corporate governance concentration. Looking in particular at the contrasts between crime and punishment in the United States. trade. among other claims. We will also examine the ways childhood is constructed by these relationships to law. 15. sex and medical care. Instead. including child abuse and neglect. giving particular attention to accounts which seek to explain varying levels of crime and punishment. although enrollment is not limited to those students. our evening meeting times. the market for corporate control. Grades will be based on these memos and. a brief memo on the assigned readings. Colombia. There will be no examination. removal from and remand to state court. It will take up questions of constitutional purpose. students will be asked to submit. parents and the state. and the United States. such as the recent Enron litigation.

and consider how successful they have . concentrating on the last fifty years. … From among those who are otherwise eligible. In class. Prof Richard Fallon (Spring) Klarman is a must-do because he has great stories about the Justices (CVJ) Prof Todd Rakoff (Spring) What happens to the law of contracts when it is thought to be about justice rather than about efficiency or freedom? In this reading group we will read the works of scholars. It will analyze the internal conflicts and the ebb and flow of constitutional argument over time. It focuses on the First Amendment and addresses the Freedom of Speech.S.Constitutional Analysis [3] Prof Lawrence Tribe This course will investigate some of the key issues that cut across the two basic constitutional law courses and that cross the divide between constitutional criminal procedure and constitutional law as those two realms are classically studied. student selection will be based on brief statements of interest. some new. each of which should be accompanied by a CV. 18. who have tried to rationalize or reconstruct the law of contracts on a justice basis.Constitutional Law: First Amendment [3] Prof Richard Parker (Fall) Prof Martha Field (Fall) Prof Mark Tushnet (Spring) Prof Noah Feldman (Spring) The course is one of the two basic courses in the field. Field is bad. constitutional law. Enrollment will be limited to 75.17.harvard. for curricular reasons. It will deal not just with decisions and doctrine. Prof Michael Klarman (Fall). The statements and CV attachments should be submitted to Professor Tribe’s faculty assistant at kmcgill@law. LLM candidates must apply by August 1 in order to receive consideration. Federalism and Fourteenth Amendment [4] 20. the Free Exercise of Religion and the Establishment Clause. and the Fourteenth Amendment's Equal Protection and Due Process Clauses. priority will be given to those who have successfully completed one of those introductory courses. … This course presupposes broad familiarity with the basics of American constitutional law.Constitutional Law: Separation of Powers. some old. Interested students must concurrently enroll in at least one of the two introductory Harvard Law School courses in constitutional law during the fall term unless they can demonstrate significant expertise in the subject matter of both courses. If the course is oversubscribed.Contracts and Justice Dean Martha Minow (Fall) This course is one of the two basic courses in the field of U.edu. It focuses on judicial review. including both its structural aspects and its individual-rights aspects. Instead. images and emotions that structure and animate argument. students will be encouraged to respond to questions put to the class as a whole and exhorted to challenge and criticize the instructor in a sort of "reverse Socratic" dialogue. Prof Tomiko Brown-Nagin (Spring). federalism. there will be no cold calling on students and no panels. the separation of powers. Richard Parker’s description: This section of the course will approach the law as an ongoing practice of argument. Feldman is very good although very socratic (CVJ) 19. but also with what lies beneath the surface--assumptions. in separate silos – but that often end up not being systematically covered anywhere precisely because they fit everywhere.

TBD (?) http://www.Critical Theory in Legal Scholarship [2] The goal of this seminar will be to help students imagine writing projects of their own which put critical theory from the humanities and from legal studies "to work" in understanding some concrete dimension of the law. middle or late stages of framing an academic project. the bankruptcy court’s jurisdiction. Students may write 6 short response papers or submit substantial writing within their own scholarly endeavors. or 2L's and 3L's in the early. . No Course Description yet. and remedies.Corporate and Capital Markets Law and Policy 24. whether and when contracts should be voided for reasons such as duress or nondisclosure. and asset pricing. Corporate Reorganization identifies the dominant causes of business failure or distress.harvard. We do this in the context of case histories. Mr Scott Hirst Prof Reinier Kraakman (Fall) Asst Prof Holger Spamann (Fall) Prof J. the constitutional limits of the bankruptcy power. statutes of frauds. offer and acceptance. and articles about failures in the auto.Contracts for LLMs Mr Christopher Taggart Contract law is the study of legally enforceable promises. 1L's and LLM’s are encouraged to enroll.. and the use of litigation. Mark Ramseyer (Fall) Prof John Coates (Fall) Prof Janet Halley 25. The course is designed to show that optimal restructuring is a multidisciplinary undertaking. paired with remarkable examples of legal-academic writing strongly engaged with them.edu/academics/curriculum/catalog/index. and closely held corporations are reviewed to highlight continuities and discontinuities with the publicly held corporation. SJD's are welcome to audit. partnership. i. consideration.whether 1L's at the very beginning of their thinking in this direction. jurisprudence. discounting. statutory interpretation. Doctrinal topics to be discussed may include: when a contractual promise exists and which are too indefinite. parol evidence.law. normally exchanged as part of a bargain. http://www.edu/academics/curriculum/catalog/index. Our discussions will aim for mastery of the former and a nuanced understanding of the interventions and methods exemplified by the latter. financial. steel. 21.Corporate Reorganization Mr Martin Bienenstock (Spring) 23. and industries subject to mass tort liability. social and legal theory. Contracts are the main means by which transactions are made and legal obligations are voluntarily incurred. even within its legal framework where emphasis is put on governance jurisprudence.harvard. Aspects of the law of agency. “quasi-contracts”. and analyzes how (a) corporate governance can mitigate or avoid failure and (b) chapter 11 resolves failure/distress. Corporations [4] Prof Lucian Bebchuk.html?o=64047 22. manufacturing.been.html?o=64894 This course surveys the role of legal controls on business organizations with emphasis on the control of managers in publicly held corporations. Class participation will be expected and will be considered in grading. The target audience of this Seminar is students with ambitions to write legal scholarship . Pre-requisites: Some rudimentary knowledge of simple finance. we apply chapter 11 resolutions as a baseline against which other resolutions are compared. or LLM's writing scholarly papers.law. In formulating resolutions of distressed situations. portfolios and risk. contractual interpretation. Readings will be a selected range of "classics" in literary.e.

it provides vicarious experience in a variety of political/managerial settings through detailed case studies mostly produced at the Kennedy School of Government. Spring) 28.Current Issues in Executive Compensation & Corporate Governance [2] 27. whether the occasion is legislation or administrative regulation or deciding on a discrete action by a governmental or other organizational unit. invited speakers from Harvard Law School and elsewhere will present case studies and work-in-progress. policy development and amicus advocacy for effective but balanced protection of children in the areas of social networking.Cyberlaw Clinic [2 / 3 / 4] Prof Jesse Fried (Fall) This seminar examines academic and other policy-oriented writings on corporate governance. Implicitly or explicitly. They also are called upon to manage public organizations. and policy projects and cases. counseling innovators and entrepreneurs through the Harvard Innovation Lab. licensing and contract drafting and advice. and other advocacy to protect online speech and anonymity. legal resources and advice for citizen journalists and public media entities. advocacy. The course will also study the law of market manipulation and other fraudulent or disruptive trading practices and how regulation seeks to protect market users and the price discovery process. litigation. The course will cover the regulation of foreign exchanges and intermediaries and the impact of regulation on global derivatives business. guidance. based at the Berkman Center for Internet & Society. Most people learn these additional skills. amicus filings. The Cyberlaw Clinic. including issues of principle-based vs. through experience. including for Creative Commons and other “open” licenses. and intellectual property legal issues. how they are used and the regulatory structure applicable to futures. Winter. Lawyers are often called upon to help design systems for managing and/or resolving conflicts that support or supplant existing legal structures. There is. youth online safety. however. Most classes involve adopting a particular role in a specific situation and thinking through what you might want to accomplish in that role and how to go about it in that setting. covering a broad spectrum of Internet. In some cases. new technology. cyberbullying and child pornography/exploitation. digital copyright. a logic that can help almost as much in understanding political choices as learning the basics of legal argument does in understanding judicial choices. Among many other areas. The examples are from domestic and foreign policy areas and almost always involve the political structures of the United States This course will examine how derivatives are regulated. The course teaches the thought process of policy choice and of management.26. firms. Prerequisites: Corporations or by permission of instructor Application process for LLM students Clinical Prof Phillip Malone (Fall. It will cover the regulation of exchanges and clearinghouses. and counseling and drafting regarding complex questions of cybercrime and digital evidence.Dispute Systems Design [2] Mr Rory Van Loo (Spring) Prerequisite: Negotiation Workshop . every institution and organization has a system for managing disputes. Lawyers are as deeply involved in political decision making as they are in judicial decision making. At most sessions. options and swaps. litigation. engages Harvard Law School students in a wide range of real-world licensing. with administrative hearings.S. focusing largely (but not exclusively) on ongoing efforts to improve executive compensation and corporate governance at widely-held U. and fair use issues. courts. It will consider issues of systemic risk and the efforts of regulators to increase transparency in the derivatives markets. rule based regulation. if at all.Decision Making and Leadership in the Public Sector [3] Prof Phillip Heymann (Fall) 29. advising courts and creating resources for the use of technology to facilitate access to justice and the courts. At the same time. It will introduce students to the most common forms of derivative instruments.Derivatives Regulation [2] Mr Daniel Waldman (Fall) 30. the system may be formal. addressing the use of technology in human trafficking. client counseling. conflicts of interest and governance standards. the Clinic’s work includes counseling and legal guidance regarding complex open access.

Enrollment will be limited to achieve an appropriate balance of law and . clear ice from sidewalks more diligently. procreation. book is good. and obey contracts to avoid suit? And given the effects of legal rules. market safer products. in the form of a graduate student from a quantitative field at Harvard (who will be taking the course for credit in the Graduate School of Arts & Sciences). organizations. the first focusing on redistricting and the second on employment discrimination. Explores controversies about the use of markets and market reasoning in areas such as organ sales. James Greiner (Spring) This course will teach students how to work effectively with and against expert witnesses via two rounds of simulated pretrial litigation. labeled "economic. organizations may have few if any formal means for managing conflict. relational. No economic background is needed to take it. Each team will have its own expert witness. including executive summary writing and term sheet negotiation (there will be no written exam).Ethics. The expert will draft a litigation report. Only absolute prerequisites are Civil Procedure and Evidence. and nations become more aware of the ever-rising cost of conflict (in economic. The seminar will examine arguments for and against cost-benefit analysis. and commit fewer crimes because of the threat of legal sanctions? Do corporations pollute less. and the legal process. Enrollment is limited to 14 students.Expert Witnesses [4] Asst Prof D. environmental regulation. Background in political theory or philosophy recommended. the monetary valuation of life and the risk of death.Economic Analysis of Law [3] Prof Steven Shavell (Fall) 32. many are seeking to design and implement systems to manage disputes with greater effectiveness and efficiency. Though lawyers have traditionally been viewed primarily as advocates who resolve already-ripened disputes through litigation and negotiation.Entrepreneurship and Company Creation [1] Mr David Hornik (Spring) 33. health care. and complex appeal and review processes. and human terms). The course will also address welfare economic versus moral conceptions of the social good. In these instances. criminal law. Their approach." This seminar will introduce students to the theory and promise of dispute systems design with an aim to train students to play this new and more creative professional role… What effects does law have? Do individuals drive more cautiously. Prof is great. and easy to do well (CVJ) 34. contract law. There will be two simulation rounds." is widely considered to be intellectually important and to have revolutionized thinking about the law. The course is aimed at a general audience of students. education.tort law. In other cases. In each simulation round. institutions. Law students will then depose the other side’s expert witness and use the resulting transcript to a draft responsive brief. voting. This course focuses on the entrepreneurial process--from company creation and formation to business planning and finance. Students are also encouraged to also enroll in the Harvard Negotiation and Mediation Clinic during the Spring semester (2-4 Spring credits). which are socially best? Such questions about the influence and desirability of laws have been investigated by legal scholars and economists in a rigorous and systematic manner since the 1970s. As individuals. The course will cover a range of topics following the life-cycle of a company and will engage students in hands-on activities to reinforce key learnings about entrepreneurship.31. and law students will use this report as support for legal briefs. and the use of economic reasoning in public policy and law. this explosion of interest in more efficient and tailored approaches to conflict management has highlighted the special opportunity for lawyers to serve as creative "dispute process architects. This course will provide an in-depth analysis and synthesis of the economic approach to the analysis of the major building blocks of our legal system . teams of two law students will be formed and assigned a position. military service. conflicts may be managed through informal negotiation and mediation or by simply lumping it. and criminal justice. Economics and the Law [2] FAS Prof Michael Sandel (Fall) tribunals. immigration policy. property law. Students will learn about the startup process from entrepreneurs and venture capitalists with decades of company building experience.

or business. and learn the use of various accounting concepts and tools. domestic. facilitating learning dialogues.Finance Concepts: A Brief Overview [1] Prof Reinier Kraakman (Fall) This is a credit-only. this class will provide basic tools needed for designing. and international projects. It will cover discounting. It is impossible to classify its genre -. leading teams. This course examines international human rights from a variety of historical and theoretical perspectives to understand their origins and their purchase on our both our moral imagination and our political life today. This reading group is meant to be an antidote. including accruals. A progenitor of modernism and postmodernism. or resolving a current conflict or series of conflicts. and multivariate analysis with an emphasis on multiple regression. and presenting to clients. By working for a single client. they are force fed more and more social science.Financial Statement Analysis and Valuation [2] 37. the logic of hypothesis testing and estimation. For example. Each semester the clinic will offer a mix of public. In hope of dispelling the desiccating effect of its language and sensibility. Intended for law students with little or no background in mathematics and statistics. In addition to applying the skills and concepts learned in Negotiation Workshop. students may assist an organization in conducting a conflict assessment." 36. There will be six 2-hour meetings during September and October which will cover the following topics: formulating a research question and finding or creating an appropriate data set. assessing an ongoing set of dispute management processes. survey design and analysis. offer strategic negotiation advice. Soft drinks.Great Book [1] Prof Richard Parker (Spring) 39.35. to identify red flags of financial distress or earnings manipulations. We will also learn to apply the analytical techniques to develop forecasted financial statements and use the information to value a firm’s equity. legal research that relies to a significant degree on data-based argumentation. portfolio theory and asst pricing. and conflict management. Here. students have the unique chance to collaborate on a project from start to finish.. We will start with a review of corporate financial statements and disclosures. one-unit course intended to introduce law students to finance concepts used in some Corporations Sections and in more advanced business law courses. To join this group. In some instances. private. students will develop a new set of skills that may include conducting interviews for stakeholder assessments.Human Rights: History and Visiting Prof Samuel Moyn .e. i. it is above all a work of literature. Nowadays.moral psychology? imaginative history? social theory? What ever it may be. mediation. wine. economics. clinic teams design and deliver a tailored negotiation/mediation curriculum. designing a dispute resolution system. we'll read and discuss one great book: The Genealogy of Morals by Nietzsche. typically collaborating on single project for one client during the entire semester. law students arrive having read less and less literature and history. conducting and critically assessing empirical legal research. it is unique in its powers of insight and provocation. risk. Projects in the clinic typically focus on “advanced” issues related to negotiation.Harvard Negotiation and Mediation Clinic [2 / 3 / 4 (clinical)] Prof Robert Bordone (Spring) Prerequisite: Negotiation Workshop Corequisite: Negotiation and Mediation Clinical Workshop Not eligible for Fall because of prerequisite 40. you should be more than willing to engage in a close reading of an often 'difficult' text and to commit to attending and participating in all six meetings. running focus groups. quantitative students Not open to students who have taken or are taking "Analytical Methods for Lawyers. Students in the Negotiation & Mediation Clinic will work in a team of 2 to 4 students. correlation and linear regression. presenting data visually and with summary statistics. or conduct a mediation or consensus-building session. Students will then learn the use of financial ratios for measuring financial risks and returns. It is not open to anyone with a significant background in finance.Fundamentals of Statistical Analysis [1] Visiting Prof Bala Dharan (Spring) Mr David Cope (Fall) 38. cheese and so forth will be provided.

and foreign direct investment. but does not presuppose. This seminar is intended for students who are interested in international finance and the structure of financial regulation in an increasingly globalized economy. and international relations to concrete legal case studies. Mr Daniel Tan (Winter) 43. The main focus of our discussion and study will be the legal aspects of private transactions that involve parties.S.harvard. The course is designed to provide students with an informed and critical perspective on .U. students will present their own research papers on topics of current interest. Seehttp://www.S. Later. In addition. In the final sessions of the year. This course complements. but will also examine international commercial arbitration from an American perspective. send a statement of interest to hscott@law. and in Japan on the role of foreign firms in rebuilding the Japanese financial system after the "lost decade. The initial sessions will provide background on these subjects.law. Enrollment in this seminar is by permission of the instructor.International Commercial Arbitration [3] Mr Mark Beckett. and practice of internationally recognized human rights. the focus is on how post-Enron capital market regulation affects foreign firms. political theory. the United States.International Finance (Seminar) [2] Prof Hal Scott (Fall-Spring) 44. Students can expect to review both foreign and US commentaries. including the competitiveness of U. the standard International Human Rights law class. regulatory reform of financial regulation in the United States and around the world. knowledge and understanding of the way in which business is conducted across national borders is indispensable to all business lawyers. practice and industry.International Human Rights [3] Prof Gerald Neuman (Fall) Applying tools from history. in the E. rather than matters pertaining to national and international trade regulation. We will examine three basic methods of doing business abroad: the sales of goods (export) transaction. financial markets. In an interdependent. goods. This course provides a rigorous introduction to the field of international commercial arbitration.International Business Transactions [3] Visiting Prof Oren Gross (Spring) 42. and the role of public and private enforcement in financial markets. the course deals with offshore markets--like the Euromarkets and various derivatives markets (including the securitized markets impacted by the subprime crisis). No prerequisites.html for examples of papers written by students in prior years as well as a list of outside speakers. theory. This course focuses on how law and regulation affects international finance. It examines policies and regulation affecting cross-border banking and securities transactions in the three major markets. the focus of the seminar will be a series of outside speakers from government. statutes and case law on the subject.Theory [3] (Spring) 41.S.edu.edu/programs/pifs/ifllm. as well as global competition bet ween stock and derivatives exchanges and some key aspects of the emerging markets. the European Union and Japan. This course provides a general introduction to the law. The course will deal with the internationalist elements of the subject matter. In the U. for example sovereign debt and project finance. the structure of regulatory cooperation in global markets. our goal is to understand the sources and logic of human rights ideas in modern and contemporary political life. the Basel Capital Accord." The course also looks at the infrastructure that underlies the global financial system--the U. globalized economy. on continuing efforts to build integrated financial markets. The course ends with an examination of how the international financial system has been regulated to control the financing of terrorism.harvard. services or capital crossing national borders. and rules for different exchange rate regimes. licensing and franchising (mostly in the context of intellectual property). To apply. global standards for the clearing and settlement of securities. The seminar will explore issues of current interest in the field.International Finance [3] Prof Hal Scott (Spring) 45. which has become the default means of settling international disputes. dollar payment system.

Students in the class will be required to submit brief "reflection" pieces commenting on the paper to be presented and will also have the opportunity to question the presenter during the session. commercial litigation. by bringing to the fall semester workshop scholars engaged in some of the most interesting new work in this field. helping to supplement and put into context what they learn in their other courses at HLS. and counseling social ventures through the eyes of the entrepreneur. Prof Gabriella Blum (Fall) 48.Introduction to Social Entrepreneurship [3] Ms Suzanne M. Introduction to Accounting and Corporate Financial Reports [1] 49. Topics will include the historical origins of modern human rights law. It covers the basic structure and function of U.. trade regime). Participants will be expected to write regular response papers and complete short assignments. legal institutions. national treatment. This seminar introduces students to basic concepts of international investment treaty law and investment treaty arbitration.Introduction to American Law [2] Visiting Prof Bala Dharan (Fall) Mr Christopher Taggart (Fall) 50. This course introduces students trained as lawyers outside of the United States to the U. The course will be relevant for students in the Law and Business program of study. Some sessions will be reserved for meetings without outside speakers. our invited speakers--some from law and some from other disciplines--will present work in progress. Klahar. and how accounting information is used to aid management decisions on performance measurement and valuation. The course will examine the background to the current international investment law regime and the sources of international investment law.S. legal system. Mr Kyle Westaway (Winter-Spring) international instruments and institutions.46. and fair and equitable treatment). and to others who wish to learn the basic language of financial reports and their use in capital markets. political. talent.. launching. social. There are no prerequisites for this workshop. investor. and economic rights. and (3) the interactions between the international investment regime and other international regimes (e. Using the "case study method" typically used in MBA programs. It will also discuss: (1) the institutions and rules that govern investor-state arbitration. corporate transactions. and domestic legal arrangements relating to the articulation and implementation of human rights. system with their own legal systems. Generally. Introduction to Social Entrepreneurship will expose students to innovative solutions to social problems.including if you are on the waitlist or if you are considering adding . Throughout the course. Students will learn the basics of how financial statements are prepared to capture the financial effects of management decisions. MUST attend the first session -. students will examine the challenges of structuring.S. the interaction of state and federal law in the American system of federalism. and other related areas. and trial by jury. including an introduction to emerging legal structures such as the Benefit Corporation. mergers and acquisitions. Flexible Purpose Corporation and Enrollment is limited to 35 students.S.International Law Workshop [2] Prof William Alford. board relations. The course will explore the intricacies of remaining mission driven. most-favoured-nation treatment. and global.g. Students will learn about nonprofit and market-based social enterprises.International Investment Law [2] Asst Prof Mark Wu (Fall) 47. the American criminal and civil justice systems. (2) the substantive principles and standards that may apply to the investor-state relationship under investment treaties (i. students will be invited to share their experiences and compare the U. expropriation.e. funding. but it is generally intended for students with a strong academic interest. attorney and community leader. the changing role of corporate governance. and leveraging private sector partnerships and resources. and national methods of implementation and enforcement. regional. common law reasoning and statutory interpretation. managing and sustaining growth. connections between civil. This workshop is intended to provide students with the opportunity to enmesh themselves in scholarly writing about the history and philosophy of international law.

Students are required to submit. Prof Steven Shavell (Fall / Spring) Prof Allen Ferrell. Frances Kamm (Spring) . As You Like It and Hamlet (Texts. students will explore the valuable roles that attorneys can and have played in such ventures and have the opportunity to serve as consultants on real world projects with social entrepreneurs. and commentary on Law and Literature (Posner. Students will also explore innovative public / private sector partnerships and the challenges and opportunities of engaging diverse partners with differing agendas. contractual issues start-up companies face. Commentary and Films). Students must write four short papers to be shared with other members of the seminar This seminar will explore some of the ways in which philosophical analysis and discussions of what the law is and ought to be can enrich one another. Melville. Othello. land.edu/academics/curriculum/catalog/index. invited speakers--some from the Law School--will present works in progress. etc. 1 only of The Man Without Qualities by Robert Musil). 51. Two classes will be devoted to the legal analysis of violent resistance and terrorism King Lear. The course will include expert guest speakers who are nationally recognized from the fields of law. plays (The Merchant of Venice and Hamlet by Shakespeare). business and the social entrepreneurship. Prof Alan Dershowitz (Fall) Prof Louis Kaplow. This seminar deals with texts that have played a role in the Law and Literature dialogue.html?o=64904 This course will examine a wide variety of legal issues raised in the various stages of conflict in Israel/Palestine.Law and Literature [2] 56. education. etc.S. often with a U. the readings will be drafts of works-in-progress by 52. Enrollment in either or both terms is permitted.harvard.). Topics include institutional and legal arrangements important to start-up companies.L3C. etc. Throughout. The Trial.Law and Economics (Seminar) [2] Prof Alan Stone. For each issue. as well as more familiar issues around the legality of the occupation and its military framework. Some background in economics or law and economics is helpful. and taxation. one long. Billy Budd. Coetzee. This seminar will provide students with an opportunity to engage with ongoing research in the economic analysis of law. In addition there will be other classroom activities including a mock trial. These will be evenly divided between issues arising inside Israel proper and issues arising with respect to the Occupied Territories.law. The Merchant of Venice.). Richard Forrest (Fall) Prof Alan Stone (Spring) 54.Israel / Palestine Legal Issues [4] Prof Duncan Kennedy http://www. short stories (by Chekhov. Students in the seminar will write frequent short papers. Students should anticipate some changes in the readings which have included short novels (Kafka.Law and Finance of Start-Up Companies [2] 55. Disgrace. dense and difficult novel (vol. focused on weekly readings. At most of the meetings. there will be some background readings and then presentation of opposing legal positions. brief written comments on the papers to be presented. agency problems facing start-up firms and mechanisms to deal with these problems. areas will include local government. This seminar will cover topics in the area of start-up company law.Law and Philosophy [2] Prof Richard Fallon. and the structure and operation of venture capital funds. Requirements include regular class attendance and active participation in discussion. The students will be expected to write and present four response papers in the course of the seminar. however. water. Tolstoy. For roughly half of the weeks. case to give a comparative perspective. knowledge of technical economics is unnecessary.Justice and Morality in the Plays of Shakespeare [2] 53. Measure for Measure. Students must read the novella Billy Budd by Herman Melville and submit a brief review before the first class. before sessions.). Issues covered will involve Israeli civil and constitutional law and international law.

Leadership in Law Firms [3] Prof Ashish Nanda (Spring) philosophers. Zwick. organizational strategy. My Beautiful Laundrette. Secrets and Lies. Enrollment limited to 22. processes. Apocalypse Now. The most effective lawyers are not just good thinkers. Un Coeur en Hiver. Zhang. including sociology. and literature) about the nature and operation of the emotions. Sessions will usually be scheduled on an every-other-week basis during the fall and spring semesters. Lee. Resnais. Divided We Fall. Character. Enrollment is limited to 22 students. positioning. love and redemption. political theorists. The class will be limited to 50 participants. Mikhalkov. For law students.57. Burnt by the Sun. Students must view John Sayles's film Lone Star and submit a brief review before the first class. The course is organized in six modules: professionals and professionalism. motivating. compassion.Law and Social Change [2] Asst Prof Benjamin Sachs. Films shown in the past years include (director and title): Gorris. This seminar will offer students a chance to explore what is missing from the traditional law school rational actor model of human nature through discussion of readings primarily from psychology (but with contributions from economics. This course aims to help students understand how to lead law firms. This seminar will deal with subjects at the intersection of law. fear. Students interested in the workshop should submit a one-page statement of interest along with a resume and transcript to both Professor Sachs (bsachs@law. anger. biology. they are also empathic students of human emotions. Students will be required to write a short response paper about the readings for each session of the seminar. Fellini. Pulp Fiction. It is meant to be useful if you plan to work in a professional service organization (including a law firm. as well as other professional service firms (PSFs). Coppola. and governance. hope. 8 1/2. and the role of emotions in moral and legal decision making.Law. and law professors who will present their work in the seminar. or a financial services firm). Tarantino.harvard. psychology. and the world religions. and morality using film as 'text. Students must write five short papers to be shared with other members of the seminar. competitive strategy. and race and the subculture of poverty. van Diem. greed. Do the Right Thing. Through studying the dynamics of PSFs and the skills that are essential to professional success. Psychology and Morality: An exploration through film [2] 60. the course will help you understand what it takes to be an effective professional and a member of a thriving organization. narratives of justice and injustice. and alignment. Markets and Religions [2] Prof Robert Clark (Fall-Spring) 61. Frears. Students will be asked to write short papers (1-2 pages) on each week's readings. Admission by permission of the instructors. Love. guilt. the lawyer's identity. social groups. Glory. a consulting firm. The Story of Qui Ju.edu) and Professor Frug (frug@law.edu). emotions and the good life. and joy play important roles in the lives of lawyers and those with whom they interact. .Law and Psychology [2] Mr David Cope (Fall) 58. The Nasty Girl. evolutionary theory. Readings will be chosen from a broad array of socialscience disciplines. Hrebejk. and behavioral law and economics. at least one course in constitutional law or an unusually strong philosophical background is a prerequisite to enrollment. Prof Gerald Frug (Spring) Prof Alan Stone (Spring) 59. gender and sexual identity. Crimes and Misdemeanors. patriarchy and misogyny. Fassbinder.Laws.harvard. Antonia's Line. Students will write several short response papers. philosophy.' Subjects include: responsibility and community. Rocco and His Brothers. The Crowd: Visconti. The readings may also provide comparative insight into the scope and the historical development of these differing systems. Leigh. jealousy. This full-year seminar will explore articles and books that help to illuminate the characteristic attributes and the relative advantages and disadvantages of four major systems of social control: legal systems. The Marriage of Maria Braun. psychology. Vidor. Verhoeven. markets. and how to be successful as professionals. Allen. There will be no required final examination or term paper This workshop will invite outside speakers to present scholarly works in progress on a range of topics concerned with the relationship between law and public policy and social change. and Sautet. reconstructing the claims of family. the use of emotion in persuasion and negotiation. Hiroshima Mon Amour.

we will study the nature of professionalism in American society with readings and problems dealing with practical issues of professional responsibility faced by lawyers in the daily routine of private practice. Is it a form of market organization. and to learn how leaders of law (and other professional service) firms react to change. of an 63. The course also invites students to address the questions: What kind of lawyer do I want to be. whether or not under democracy. to lead the commentary on at least one work discussed in the seminar. regulation of competition. we will discuss new research by faculty and student participants. leadership and organizational transformation. its units of practice.62. To maximize benefit from the case discussion process. the need to understand it increases. financial services. First.Legal Though Now: Law and the Structure of Society [2] Visiting Prof Samuel Moyn. and leveraging professionals. on assigned classroom exercises This course addresses the relation between our ideas about law and our explanatory and normative beliefs about the structure of society. The cases are situated in the law firm setting. The course will also include some exercises to provide students with the skills that will allow them to e valuate firms and chart their own careers within these firms effectively. The sessions mostly will be organized as class discussions based on printed cases. Third. We begin by discussing the interplay. between two approaches to law: law as the will of the sovereign. Second. and guests.Legal History: Workshop on the Political Economy on Modern Capitalism (seminar) [2] Prof Christine Desan (FallSpring) developing. In alternating sessions. both now and in the past. and to submit a final paper of twenty-five to thirty pages I like the Fall course description less This course considers three categories of materials. in legal doctrine. that may partake of all these dimensions. and to what kind of profession do I wish to belong? Grades will be based principally on a final inclass examination but also. but also in other professional service settings (consulting.Legal Profession [3] Prof Andrew Kaufman (Spring) Prof Annette Gordon-Reed (Spring) Enrolment is limited to sixty students. The seminar will run biweekly during the Fall 2012 and Spring 2013 semesters. and what professional life is like in the twenty-first century. and law as the working out. a material or social phenomenon. accounting. we will deal with issues faced by the profession as a whole. but also to identify the capabilities and processes that sustain success over time. . Prof Roberto Unger (Spring) Extended take-home examination. Several of the sessions will include minilectures on concepts of relevance to professional service and law firms. and faculty/scholars already engaged in that research who seek a forum for presenting works-in-progress. The case studies typically take a longitudinal perspective that fol lows professionals and their enterprises over extended periods of time. 64. This affords us the opportunity not only to determine the sources of performance at any given time. including the ways of providing effective legal services to all members of the community. As modern capitalism becomes dominant across the globe. associated scholars. a set of legal categories. case protagonists or external experts will attend several of the class sessions and engage in the discussion and reflection process. The seminar will include sessions for student participants focused on influential works that have contributed a working vocabulary to current debates over capitalism. or a mode of governance? This seminar explores modern capitalism as an historical form of political economy. we will also look at the organization and demographics of the profession. developed over the last three centuries. The seminar is designed to include both students who are interested in the in-depth study of capitalism as a political economic form. and medicine). and the imposition of professional discipline. to some extent. Our primary learning tool will be the business school case study method. and succeeding as professionals. an epistemological development. Student participants will be required to attend and participate regularly.

Rosen & 66. We consider how each of these approaches. corporate and securities law issues relevant to mergers and acquisitions of large companies. 1.such as confidentiality and privilege. and clients expect both transactional lawyers and litigators to have a working knowledge of the mediation process. differing styles of mediation and mediation advocacy. It also touches on basics of antitrust procedure relevant to a lawyer working on such transactions. where students are given an opportunity to observe and conduct mediations in small claims courts in the Boston area. can and should be neutral with respect to particular visions of the good. and the focus is on law. including the Williams Act.approximately one page per week Clinic placements are with the Harvard Mediation Program (HMP). customers. dealt with the thesis that the institutional framework of society. 2. and managers to employees. The readings and discussion will address legal. Successful M&A lawyers (and bankers) provide leadership and judgment in the boardroom and tactical execution at the negotiating table. between legalism and antinomianism. Students will work in assigned teams of 4 or 5. credentialing of mediators. and communities. Clinic students also keep a weekly journal reflecting on their mediation experiences and write a short “final report” at the end of the semester A merger or large acquisition is often the most significant event in the life of a firm and can have dramatic consequences for all of a firm's constituencies--from shareholders. class. The course covers contract.Mergers and Acquisitions Mr Mark Gordon (Winter) Prerequisites: Corporations . ethical and policy issues arising from the use of mediation -. The approach is practical rather than theoretical. 65. Students will also do some writing during the semester about the readings -.intelligible and defensible plan of social life. 3. the radical questioning of the value of rules.Mergers and Acquisitions Law [4] Prof John Coates (Spring) 68. Lipton. and internationally. and implemented.The contest. as well as attempts to reconcile them. in Christian and Jewish philosophy or theology. and important forms of private ordering (such as poison pills. Clinic students must complete HMP's 32-hour basic mediation training and mediate or observe in small claims court every week during the spring semester and work one hour per week in the HMP office. and philosophers outside the liberal tradition.Mediation [3] Mr David Hoffman (Spring) The aim throughout is to explore points of departure for a rethinking of the vocation of legal thought today. Taught by a Mergers & Acquisitions partner at Wachtell. like J. Students will write a research paper in lieu of a final exam.Mill. including in-class presentation and a jointly written final paper.S. Max Weber) and the contemporary fate of its attempt to develop a vision of how the structure of society gets made and reshaped in history.The ways in which liberal thinkers.Mediation Clinic [1 (clinical)] Mr David Hoffman (Spring) Corequisite: Mediation 67. We go on to place legal theory in the setting of three large debates about three fundamental problems. By this means. This course focuses on the theory and practice of mediation. Lawyers and the law play critical roles in how mergers and acquisitions are evaluated. not finance. proxy rules. established in law. culture and psychology in the mediation process. lockups and earnouts).S. often left unexplained and unjustified. both public and private. and grades will be based on team projects. and the role of gender. directors. structured. such as Hegel. we seek to probe present assumptions about law and about its relation to the social order. Students will have opportunities to try mediating and serving as an advocate in mediation.The tradition of classical European social theory (Karl Marx. state case law. Mediation is having an increasingly profound impact on the way law is practiced in the U. both ancient and recent. the institutionalization of mediation in courts and world of business. have accommodated to the actual organization of society.

Students will be expected to make presentations and participate in class discussions and mock strategy and negotiating sessions. and deal financing.g. Jung’s reaction of the psychoanalytic emphasis on sexuality. this workshop is intended to give students exposure to both the macro strategic issues faced by directors in M&A situations (buy-side and sell-side. policy. Topics to be explored include how buyers select. "deal protection".. (The critical reading of Freud will consider C.Music and Digital Media Mr Christopher Bavitz (Spring) 72. Acquisitions and Split Ups [4] Prof Robert Clark. walk-away rights and related penalties.Moral Order and the Irrational: Freud and Nietzsche [2] Prof Alan Stone. To further this goal. The seminar builds off a discussion of music rights to address issues surrounding content rights in other contexts (e. will focus on the law affecting corporate mergers and acquisitions (including both thirdparty and going-private deals). co-taught by a corporate law professor (who is also a director) and a member of the Delaware Court of Chancery. The course will also deal substantially with merger agreements. Some sessions may feature guest speakers who have been involved in recent deals This course. and with the business aspects of breakup plans. The course will have a practical bent and will address the real-world problems faced by parties contemplating. and theoretical considerations with a focus on day-to-day legal and business practices and specific skills (transactional. 71.) Students will be required to submit 4 brief critical papers (1500 words) dealing with the assigned readings in the course of the seminar. considered as contracts. two thinkers who challenged the moral order on the basis of claims that they had unmasked the natural order and revealed the human condition. several key classes may involve the participation of leading practitioners This seminar will reexamine selected texts of Nietzsche (1844-1900) and Freud (1856-1939).Mergers. or taking the basic Corporations course No one will be admitted to the class from the waiting list who does not attend the first session.G. hostile. The papers will be distributed prior to each seminar and serve as a focus for discussion This course explores a variety of legal issues relating to the creation. and it reviews the ways in which traditional concepts and practices in this area are challenged by and evolving in the digital world. and divestitures such as spin-offs and split-ups. it will also touch upon relevant parts of securities law. friendly and crisis) as well as the tactical issues involved in negotiating acquisition agreements and other transaction documents. and protection of music and other content. and then woo. or relevant background and experience. Many of the class sessions will be Enrolment limited at 50 students LLM students should have had a comparable basic business organization course. or resisting acquisitions and divestitures. corporate finance theory. how to best structure a sale or auction of a public company. The course's primary emphases are music and the ways in which legal principles manifest themselves in practice in the music industry. tax law. exploitation. Prof Richard Parker (Fall) Katz. management-led buyouts and the potential for conflicts of interest. client counseling. news media).Negotiation Prof Guhan Pre-requisites: . and laws affecting cross border M&A. distressed company acquisitions and negotiating key provisions of an acquisition agreement. and litigation) that are relevant to practitioners in this area This advanced negotiation course examines complex corporate deals. The course balances discussions of big-picture doctrinal. their targets and what tactics buyers might pursue to keep the price low and eliminate com-petition. Chancellor Leo Strine Jr (Fall) 70.Workshop: Boardroom Strategies and Deal Tactics [3] 69. and makes use of real transaction documents. attempting. as well as the policy dilemmas faced by courts called upon to assess such transactions. The seminar focuses on traditional legal regimes and business models and the ways in which new technologies (particularly the evolution of digital media and the Internet) have affected legal and business strategies involved in the making and distribution of content. The work of the seminar will involve a close and critical reading of the texts that challenged traditional authority and shaped the moral skepticism of the twentieth century. Though state law will be heavily emphasized. how target boards respond to acquisition overtures and evaluate bids. The workshop is based around case studies of several real transactions or strategic situations. closing conditions. such as representations.

Negotiation Workshop [4] Prof Robert Bordone (Spring) Prof Robert Mnookin (WinterSpring) 74. design. and citizens. viable. the central topic will be crisis and the struggle for Corporations. single-issue and multiple-issue negotiations. judges.edu. It will do so by addressing three connected themes: the worldwide financial and economic crisis and the response to it. Participants will spend much of their time in a series of negotiation exercises and simulations. and the particular challenges inherent in the roles of advisors as negotiators. it will ask what economics is and should become.Advanced: Deals [4] Subramanian (Spring) structured around recent or ongoing deals. Readings will be from judicial opinions. and interpersonal barriers that can hinder agreement. selected for the complex issues of law and business that they raise. This course will explore alternative ways of thinking about contemporary market economies and their reconstruction. they will become more aware of their own behavior as negotiators and learn to analyze what works. and the past. and why. we will examine the characteristic types of (AngloAmerican) legal argument and legal interpretation: deductive inference (often used in legal interpretation). Feel free to contact Prof Scott Brewer at sbrewer@law.m. Negotiations Workshop or equivalent.m. present." Some vigorously maintain that it can and should be rational (even when in particular instances it is not). by combining theory and practice. and between two parties and multiple parties. 73. Often this debate is framed as a dispute about whether the "rule of law" is a realizable. and relevant areas in philosophy. Topics developed throughout the course include: how negotiators create and claim value through the setup. valuable ideal for lawyers. the readings and lectures will provide students with a framework for analyzing negotiations and tools and concepts useful in negotiating more effectively.Philosophical Analysis of Legal Argument [2] Prof Scott Brewer (Spring) 75. what does not work. structural. where as negotiators and critical observers. analogical inference (often used in reasoning from precedent). statutory and constitutional provisions. asymmetric information. and future of globalization. to 7:20 p. Student teams will research and analyze these transactions in order to present their most important aspects and lessons to the class. and "inference to the best explanation" (used in both reasoning about evidence and in reasoning about how to characterize a fact pattern from a legal standpoint). The Workshop is intensive and time-consuming. Anglo-American jurisprudence. The course will also explore the differences between deal-making and dispute resolution. This course will explore those closely related ideas of legal rationality and the rule of law. and tactical implementation of agreements. Note that we will pay careful attention not only to theorizing about legal arguments but also sharpening our skill at making various kinds of legal arguments. psychological. and suggest broader negotiation insights. For 2012-2013. inductive inference (often used in reasoning about evidence). These sessions are required. In addressing these themes. bankers.harvard. or should be "rational. and adverse selection. listen to the team’s assessment. moral hazard. Drawing on work from a variety of research perspectives. It meets Wednesdays and Thursdays from 3:10 p. the effort to advance socially inclusive economic growth in richer as well as in poorer countries. One of the most enduring questions in legal theory is the extent to which legal argument is. In addition. others are deeply skeptical about claims to legal rationality. No background in philosophy is required or presupposed. This Workshop. To investigate these abstract themes in concrete detail. provide their perspectives. students will need to be present for exercises for portions of two weekends during the term. complexities that can arise through agency.Political Economy After the Crisis Prof Roberto Unger . and/or business principals who participated in the transaction under discussion will attend class. can be. For many of these presentations (as well as some more traditional case studies and exercises). the lawyers. aims to improve both the participants’ understanding of negotiation and their effectiveness as negotiators.

Prof Roberto Unger (Spring) 78.Securities Regulation [4] Prof Allen Ferrell (Spring) 81. This 1-unit course is designed to provide students with no prior course work in business finance or accounting an introduction to core concepts of corporate finance and accounting.state of mind. philosophy. materiality.Progressive Alternatives: Institutional Reconstruction Today [2] Visiting Prof Bala Dharan This class will be graded credit/fail. An exploration of the past and future agenda of progressives. and Vulnerability: West and East [2] Prof Roberto Unger (Spring) . and insider trading. proxy fraud. and the applicability of federal securities laws to transnational transactions. the extraterritorial application of U. duty. underwriter liability.as they arise in various settings. This course is a comparative inquiry into certain forms of moral consciousness and their metaphysical assumptions in the high cultures of Eurasia. This course offers an introduction to the two most important federal securities laws: the Securities Act of 1933 and the Securities Exchange Act of 1934. is the CSI effect? Enrollment in this reading group is by permission of the instructor. and settlement -. and art in the West and in the East have 76. exemptions from disclosure requirements. after all. These issues will include accounting fraud. securities law. the interplay of SEC. This 3-day introduction course meets prior to the start of the fall term from September 6. Serenity. now that they no longer believe in the usefulness of governmental direction of the economy or in the sufficiency of redistributive social programs? A basic concern is the relation of programmatic thought to the understanding of change and constraint. Students should have some previous acquaintance with economics. and CSI [1] Judge Nancy Gertner (Fall) 79. class certification. Readings from classic and contemporary social and political theory. The class will explore a variety of issues that arise in securities litigation. religion. damages. Most students find it helpful to have completed or to take concurrently a course in Corporations before taking Securities Regulation. 2012 through September 8. This course will explore the current debates about the relationship between "real" science and forensic science. It will try to develop ways of thinking as well as proposals for change. Topics to be covered include the preparation of disclosure documents. The course explores the elaborate disclosure obligations these statutes impose on the distribution and trading of investment securities. Readings drawn from the classic and contemporary literatures of economics. The course will draw on many disciplines and consider examples from many settings. What should they propose. criminal. gatekeeper liability. Extended take-home examination. the duties of participants in securities transactions. What is science? What are its premises from Karl Popper to Thomas Kuhn? To what degree are the demands of the court compatible or incompatible with the prerequisites of traditional science? To what degree does scientific evidence contribute to or detract from the truth-seeking function of the courts? What. whether self-described as liberals or as leftists. Jointly offered by HKS. The class will also cover the recurring themes of securities litigation .Science. and social theory. The course will also explore the public and private enforcement of securities laws in the United States.Pre-term Quick Look at Corporate Finance and Accounting Concepts [1] 77.recovery as provocations to insight and as opportunities for reform. FAS and HLS. Junk Science. and opt-out actions. The course will meet in an intensive 3-day format in the week prior to the fall term classes so that students can develop a solid understanding of the basic concepts and terminology of corporate finance and accounting that underlie the subject material of courses such as Corporations. 2012. accounting.Self. The background concern is the meaning or meaninglessness of human life: comparison of some of the ways in which philosophy. Extended take-home examination. We organize discussion around a broad background concern as well as a focused foreground theme. class. causation.Securities Litigation [3] Prof Allen Ferrell (Winter) 80. pleading. but no advanced economic training is required.S. the relationship between disclosure obligations and anti-fraud rules.

is: stay out of trouble. Students will work long hours. Students are expected to write a seminar paper examining the adequacy of the regulatory response to one particular alleged problem. valuing serenity achieved through disengagement from illusion and vain striving. apparently includes the ability to make monetary policy decisions that move hundreds of billions of dollars.C.Supreme Court Litigation [1] + Supreme Court Litigation Clinic [2 (clinical)] Mr Thomas Goldstein. Extended take-home examination. Similarly. application deadline TBD. Students are immersed in the intensive practice of law before the United States Supreme Court. Conversely. We seek to understand this second answer and to assess it in the light of speculative ideas that have been prominent in Western and Eastern thought. They will be provided transportation to and from Washington. and oral advocacy. merits brief. The authority of the Federal Reserve. instructors and the litigation process at the Supreme Court The clinic and course will consist of intensive work on actual cases before the Court. amicus brief and/or to prepare for oral argument in a pending case. brief in opposition to certiorari. and meet with leading members of the Supreme Court bar. Doing so in teams of two students is encouraged. as well as housing during the term. as well as a series of lectures and classroom discussions on Supreme Court practice -. derivatives. Mr Kevin Russell (Winter) dealt with the fear that our lives and the world itself may be meaningless. Housing will not be provided for students' spouses or significant others. executive compensation. Students will be assigned to small teams. including on the weekends. South Asian. and to discuss their preliminary findings in class in the second half of the semester. To these ends. Enrollment is limited to 10 students. Chinese. an informal transcript. As the financial crisis revealed. 83. Transportation to and from Washington. brief writing. Money and credit are public institutions that are created by law. Likely topics include: securitization. D. repo financing and money market funds. and members of the Supreme Court press corps.82. we use our chosen theme to explore how Western and Eastern speculation have dealt with the limits of insight into what matters most. to facilitate greater interaction between students. and housing policy. interest rate policy. D. students will attend arguments at the Supreme Court. The second answer has come to play a major part in the moral and political projects that command attention throughout the world today. ancient Greek. precluding students from undertaking any significant non-class-related activities during the winter term. Students will be responsible for providing themselves meals and transportation within the city (housing will be located as close as possible to the metro system). & an unedited writing sample of fifteen to twenty pages to Tom Goldstein. bank capital regulation.C. This seminar will explore a set of constitutional controversies over the shape of money and Co-requisite: Supreme Court Litigation Clinic Interested students must submit a resume. The foreground theme is the contrast between two answers to the question-how should I live my life? One answer. Ms Amy Howe. along with the tax and debt levers used to that end. will be provided. prizing the acceptance of vulnerability for the sake of self-construction and self-transformation is: look for trouble. This winter-term class is taken concurrently with the Supreme Court Litigation Clinic.The 2007-2009 Financial Crisis [2] Asst Prof Holger Spamann (Spring) 84. Another answer. each working closely with an instructor to write and file a petition for certiorari. likely two students per bedroom). In class. credit rating agencies. we consider exemplary writings from several traditions: modern European. In addition. Both the class and clinic will take place in Washington. procedure.The Constitutional Law of Money [2] Prof Christine Desan (Spring) .. as well as housing (which will require students to share apartments. investment bank supervision. The work is both rewarding and extremely intensive. the way they are configured matters enormously. and if the events confirm or challenge our prior understanding of markets.including strategy. for example. former Supreme Court clerks. we will ask if these are plausible culprits. the struggle to make a national money. have shaped “federalism” at a basic level. participate in moot courts. This seminar will examine the recent financial crisis's alleged causes and the regulatory response.

security. Computer Science 50 – Introduction to Computer Science [1/2] Taught by David J. that provide rich exposure to the French and francophone language and culture. Section on-line on the French Aa iSite. Not open to auditors. Problem sets inspired by real-world domains of biology. PHP. databases. Beginning French I Nicole Mills and members of department (fall. Friday. data structures. images. This intensive Beginning French course provides an accelerated introduction to Beginning French with intensive work on interpersonal communication and interpreting and producing language in written and oral Remarks 2. and JavaScript plus SQL. Topics include abstraction. This reading group will focus on a collection of decisions from the most recent Supreme Court term. French Acd. This course teaches students how to think algorithmically and solve problems efficiently. Please forward all application materials to Kristin Flower at kflower@law. Students who have studied French for two years or more in secondary school must begin at French Ab or higher. 4) The authority of the Federal Reserve as an independent agency. 1) The debate over the constitutionality of the Bank of United States.S. July 27th. May not be taken Pass/Fail. Please submit a CV and short essay (one or two paragraphs) explaining interest in the reading group. Designed for concentrators and non-concentrators alike. Students engage in interactive communicative activities. French Aa may count toward the language requirement. encapsulation.harvard. CSS.edu LIST OF FAS COURSES Name [Credits] 1. and statutory interpretation courses. Intensive Nicole Mills and members (Fall Prerequisite: An advanced knowledge . Languages include C. virtualization. v. Open to students who have not previously studied French or who have scored below 300 on the Harvard placement exam. Admissions decisions will be made by Monday. software development.The Supreme Court’s 2011 term Justice Elena Kagan (Fall) credit. Perry and the American devaluati on of the dollar. both online and in the classroom. All materials must be submitted no later than 5pm. 2) The changing definition of money – including the litigation over the Greenbacks and the legislation identifying government securities as the basis of high-powered money today. administrative law. Can take pass/fail or for a letter grade This elementary French course provides an introduction to French with emphasis on interpersonal communication and the interpretation and production of language in written and oral forms. The essay should include discussion of relevant study at HLS or another institution including constitutional law. Our coverage will include the following or similar controversies. Note: French Aa is an elementary French course for students with little or no knowledge of French. algorithms. films. Graduate students at GSAS may take the course Sat/Unsat with permission of course head.85. cryptography. August 6th and all applicants will be notified of their status on the 6th. 3) U. Malan (Fall) Description Introduction to the intellectual enterprises of computer science and the art of programming. and songs. repeated spring term) 3. and websites. and gaming. and HTML. French Aa. finance. and consider what impact the outcomes of those controversies had. with or without prior programming experience. forensics. The course addresses the theme of identity through engagement in the discussion and interpretation of various French and francophone texts. memory management.

Conducted in English. 6. present. essays. Beginning Spanish II Maria Luisa ParraVelasco and members (fall. but may be taken Sat/Unsat by GSAS students. See details and section on-line on the French Ax website. and Presentational). Note: Conducted in Spanish. interpretive. and express hypothetical situations. and opinions. Fluency in English required. and presentational skills in both oral and written Spanish. repeated spring term) Prerequisite: A score between 301-450 on the SAT II test or on the Harvard Placement Test. emotions. art. Emphasis on strengthening students’ interpersonal. Emphasis on communication skills. repeated spring term) forms. of at least one foreign language but no previous study of French. writing. Spanish Ax. Language instruction supplemented by cultural and literary readings and film. Hispanic cultures are presented through a variety of authentic texts. students should be able to engage in everyday conversations with native speakers. Not open to students with a score of 500 or above on the Harvard Placement Test or the SAT II French test. or to auditors. ask questions. art. including short pieces of literature. Spanish Ab. including readings. accept and refuse invitations. Beginning Spanish I Maria Luisa ParraVelasco and members (fall.Beginning French: Special Course term. Reading Modern French Stacey Katz Bourns and members of Dept (Fall) Prerequisite: Some previous study of a Romance language helpful but not necessary. Half course (fall term). The on-line request form is available on the French Acd iSite and must be submitted by August 27. and listening. French Ax. 5. 2012 (Spring Term). 4. give advice. An introduction to reading and translating modern French texts for students who require only a basic knowledge of French for research purposes. May not be used to fulfill the language requirement and may not be taken Pass/Fail. Basic beginning semester course for students with no previous study of Spanish. both fiction and non-fiction. Open to students who have not previously studied Spanish or who have scored below 300 on the Harvard placement test. Spanish Aa. Spanish Acd. or permission of course head. 2012 (Fall Term) and December 10. at the same time. An introduction to reading and translating modern Spanish texts for students who require only a basic . reading. repeated spring) Adriana Gutierrez A beginning class for students with no previous formal training in Spanish but with competence in at least one foreign language. For students with the equivalent of one semester previous study of Spanish. Intensive Beginning Spanish: Special Course 8. Hours to be arranged. repeated spring term) Not open to auditors. as the basis for the development of all three Communication Modes (Interpersonal. French Ax presents the principle structures of French grammar in a systematic and coherent manner and. to those with more than one year of undergraduate French. and future. films. After Spanish Aa and Ab. and film are also included. and film. Students explore diverse facets of Parisian identity through the interpretation of various texts. and read straightforward texts. 7. with relative ease. and newspaper articles. Emphasis on speaking. Music. Hispanic cultures will be introduced through a variety of texts. Not open to auditors. but may be taken Sat/Unsat by GSAS students. Students learn to speak and write in the past. Spanish AA. Students must participate in an individual interview with the French Acd course head and receive permission to enroll in the course. and images. music. Johanna Damgaard Liander and members (fall. May not be taken Pass/Fail. Note: Expected to be given in 2013–14. Note: May not be used to fulfill the language requirement and may not be taken Pass/Fail or Sat/Unsat. makes reading and translation assignments as discipline-specific as possible for each student’s needs. make descriptions. make comparisons. Interpretive.

such as incentives. the legal needs of a campaign. It will also benefit students who may work for firms in energy-intensive or energy-related industries. Discusses how to create a campaign budget and how to determine how much a candidate must raise to win. and how to work with the blogging community. at the same time. Spanish Ax presents the principal structures of Spanish grammar in a systematic and coherent manner and. Game Theory and Strategic Decisions [API303] [1] Pinar Dogan (Spring) Description Designed to demystify the daunting political campaign process and operations for students who wish to run for political office or work in political campaigns. This course uses game theory to study strategic behavior in real-world situations. In the Remarks Paper . and signaling. vehicle manufacturers. or consultants. Q1.Reading Spanish and members (fall) knowledge of Spanish for research purposes. Energy prices are often highly volatile. labor bargaining. firms. More broadly. including transportation companies. in companies involved in supplying energy services to households. and voting behavior. capital providers. Covers all aspects of modern campaigns beginning with a discussion of the many variables candidates must consider before making the ultimate decision to run. how to schedule and advance the candidate. to fundraise. firms. Remarks Auditors are not accepted LIST OF HBS COURSES Name [Credits] 1. It develops theoretical concepts. Instructor is a veteran campaign manager and strategist. and how to conduct and utilize self and opposition research. students interested in questions of international political economy and in the economics of strategic competition will benefit from the course. The Energy Business and Geopolitics [3] Taught by Assoc Prof Noel Maurer (Fall. with application to a range of policy issues. as managers. and individuals could not function. and mobility provided by suppliers of energy. and electricity. These experiments will help refine our understanding of economic behavior in the real world. Running for Office and Managing Campaigns [DPI324] [1] Taught by Steven Jarding (Fall) 2. Addresses how best to staff the campaign. such as marketing. Q2) Description The course will benefit students who intend to participate. especially when the energy value chain crosses international borders. Prior courses in microeconomics and mathematics are helpful but not required. gas. light. and suppliers to producers of oil. and energy firms are subject to pervasive government intervention. how to target voters for persuasion and turnout. Examples will be drawn from a wide variety of areas. Without the heat. the increasingly powerful use of the Internet. makes reading and translation assignments as discipline-specific as possible for each student’s needs. auction design. LIST OF HKS COURSES Name [Credits] 1. threats and promises. international negotiations. how to determine the best message and how to create and implement it. governments. This course will also explore how people actually behave in strategic settings through a series of participatory demonstrations. Also addresses how to set up and run a campaign field operation from campaign visibility to the ultimate job of turning out voters to the polls. and other customers. set up the campaign communications office and work with the media.

Two technical aspects of the energy business . The course applies ideas on industry structure. but those institutions shape the strategies available to later entrants. a set of analytic approaches to make sense of those problems. The premise of the course is that students will gain a richer and more intuitive understanding of modern financial markets and organizations by examining where these institutions came from and how they evolved. each case also has a primary focus. Creating the Modern Financial System [3] Prof David Moss (Winter. and how firms deal with the political risk inherent to the energy business.course. Public and private players have in turn created institutions to solve the unique problems created by the fundamental economics of the industry. and corporate strategy from the basic Strategy course. Poweo takes on EDF. Q4) Extraction and expropriation: Suncor in the Oil Sands. Petrobras in Ecuador. Q3. the goal is to provide students with the broadest possible grounding in real-world finance by exposing them to some of the greatest (and. Whereas some cases highlight the introduction of new financial markets (such as the Dojima futures market in early modern Japan) or the creation of new instruments (such as mortgage-backed securities). particularly in the context of financial bubbles and crashes. competitive positioning. Reaching across the chronological arc of the course are three broad topics: (1) financial markets and instruments. at times. Although nearly every case touches on all three topics. others trace the emergence and maturation of critical financial institutions (including banks and insurance companies). competitive dynamics. ethanol. ExxonMobil in Venezuela Electricity and alternatives: Blackout 2003. and the strategic implications of each. The course is ideal for anyone who wants to deepen his or her understanding of real-world finance. and the fact that electricity cannot (yet) be economically stored on a large scale . (2) financial intermediaries. Smart grid. The course content covers seminal financial developments in a diverse set of countries . the political factors that influence policymakers. Energy storage Creating the Modern Financial System offers a vital perspective on finance and the financial system by exploring the historical development of key financial instruments and institutions worldwide. Still others focus on the behavior of financial actors and groups. and an enhanced ability to devise and implement strategies that take economic and political considerations into account. Students will leave the course with a broad exposure to the kinds of strategic and risk management problems that confront firms in the energy industries. Because the course highlights the origins of financial markets and instruments as well as the fallout from numerous financial crises.the high sunk costs of hydrocarbon and nuclear.create unique contracting problems for energy businesses.but with a special focus on the United States . The course consists of three short modules. we try to understand the (interrelated) reasons for price volatility and government intervention. most devastating) moments in modern . listed below with representative cases: • • 2.from the 18th century to the present. The Chad-Cameroon Pipeline. Throughout the course. wind power Course grades will be based on class participation (50%) and a final paper (50%). oil sands. • Game changers: Shale gas and oil. and (3) financial behavior. government also looms large as an actor in many of the cases. It applies ideas from BGIE on the rationales for government intervention.

business managers who have a strong background in financial history are likely to be better prepared for the full diversity of financial innovations. Through cases. resource and environmental contexts that shape the business environment. Kirby (Winter) What does it take to succeed in China? How do foreign businesses succeed and fail in the world's most dynamic economy? How do Chinese entrepreneurs move across private and public sectors? How are they moving across borders? What are the leading opportunities in Chinese markets today? What are the expanding opportunities in Hong Kong and Taiwan.financial history. as the world of "Greater China" becomes more integrated economically? How are Chinese firms reshaping global business? This course addresses these and other questions as it prepares Harvard Business School students for a lifetime of inescapable engagement with China. and research. 3. across a wide range of geographical and product markets. Key issues include: • • • • • • • The central role of politics in business: how well do you know your Party Secretary? The evolution of Chinese state-owned enterprises into modern corporations operating in the global economy The rapid rise of private enterprise and the specific challenges facing start-ups The special and evolving characteristic of China's capital markets and related risks Strategies for protecting and developing intellectual property The range of opportunities and constraints posed by remaining gaps in Chinese infrastructure (in areas such as credit ratings. labor. No prior knowledge or experience with China's business environment is required. shocks.5] Prof William C. political. LIST OF FLETCHER COURSES LIST OF MIT COURSES . ranging from internet startups to revitalized SOEs. notes. students explore the opportunities and risks of international and Chinese business in China and the outward expansion of Chinese firms. Doing Business in China [1. cold chain operations. etc The emergence of an increasingly powerful middle class and its impact on the consumer market and corporate social responsibility. discussion. A new series of technical notes address the cultural. and crises that they'll face in the future. Although the past is unlikely to repeat itself exactly. Special attention is paid to the markets and opportunities across "Greater China" (including Hong Kong and Taiwan). Leading China observers and CEOs of major Chinese firms will visit the class. It is built around a sequence of new field cases. economic.