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Analyzes the manifold forms of compensation and benefits employers provide to their executives and employees and the tax consequences of each to both the employer and employee. Among the topics addressed are stock options, restricted stock, phantom stock and other forms of equity-based compensation for public, private and tax-exempt employers, qualified and non-qualified retirement plans, life, health, disability and other insurance based compensation programs, golden parachute and other contractual arrangements, perquisites and fringe benefits provided to employees, and compensation and benefits issues in bankruptcy, mergers and acquisitions, and for multinational employers. Students will explore design strategies that achieve the objective of the employer and employees, while minimizing the tax burden to each. Pre-requisite: Not open to second year JD students who are not enrolled in the Joint Degree Program without the permission of the instructor. Basic Federal Income Tax is a pre-requisite for JD candidates.