Class Instructors: Herbert N. Beller and Robert R. Wootton Class Description This JD-level course provides an introduction to the US federal income taxation of corporations, partnerships, and other forms of business entities. Each of the instructors has extensive practice experience in advising businesses and their owners on federal tax issues. Professor Beller and Professor Wootton will co-teach the first week of class, reviewing the variety of ways of organizing a business enterprise and the role of taxes in making this choice. The course will then proceed to two mini-courses. During the next six weeks, Professor Wootton will focus on the taxation of partnerships and limited liability companies and their owners. In the final six weeks of the course, Professor Beller will address the taxation of corporations (including so-called S corporations) and their shareholders. Class Materials In addition to assigned readings from leading treatises on partnership and corporate taxation, the materials for both course segments will include selected provisions of the Internal Revenue Code and US Treasury Department Regulations; pertinent case law, Internal Revenue Service rulings and other administrative guidance; and class discussion problems reflecting transactional patterns and objectives commonly encountered by practicing business lawyers (whether or not tax specialists). Evaluation Method Students' grades will be based primarily on their performance on two exams, one at the conclusion of the partnership-tax unit (administered in class) and one at the conclusion of the corporate-tax unit (administered during the final-exam period). Each exam will be approximately two hours long. Prerequisite: Basic Federal Income Tax is a prerequisite for this course.