The course will use a transactional approach to examine the corporate tax law issues associated with business operations and acquisitions.  Major topics include spin-offs, taxable acquisitions, reorganizations, consolidated returns, tax attributes, contributions, distributions, redemptions, and liquidations.  Some partnership, international, and tax procedure issues will also be discussed.  There will be assigned readings for each class (generally cases, rulings, articles, and brief passages from the treatises). Class will consist of a short lecture followed by a discussion of problems. Students will be evaluated on the basis of class participation (in the form of a half-page to full-page memorandum on an assigned issue with a brief oral explanation to the class), two short writing assignments, and a final writing assignment. This course will be taught by Joseph Henderson, Senior Vice President and General Tax Counsel, Entergy Corporation. (2 Credits)