This course will introduce students to the role of the lawyer in contemporary transactional practice. Using actual financing documents tailored to a hypothetical financing transaction, students will examine how the syndicated loan market operates and why the transactions are structured the way they are. Key to the analysis will be understanding how and why the various documents (from preliminary expression of interest to commitment letter and term sheet and related fee letter to loan agreement and related guarantee and security documents) allow the parties to identify and mitigate the risks on each side. While some opportunity for role playing and mock negotiation will be included, the primary focus will be on problem identification and problem solving in the transactional context and on the interplay of often-competing commercial and legal considerations in structuring and executing business arrangements. Pass/Fail. Enrollment limited.