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This course is a continuation of the fall semester Corporate Taxation course, with particular emphasis on the federal income tax consequences to corporate parties and their shareholders of various types of tax-free reorganizations and restructurings under section 368 of the Internal Revenue Code and related provisions, including statutory mergers, stock-for-stock acquisitions, stock-for-assets acquisitions, recapitalizations and other non-acquisitive reorganizations, and spin-offs and other forms of divisive reorganizations (under sections 355 and 368(a)(1)(D)). Coverage is also given to provisions governing the transfer of net operating losses and other tax attributes in connection with acquisition transactions, as well as the impact of various nonstatutory doctrines and principles (e.g., business purpose, step-transaction, economic substance) on ultimate tax consequences. Prerequisite: Corporate Taxation