This course studies the disclosure philosophy of the federal
securities laws and the nature and regulation of the securities markets.  The relevant statutes are the Securities Act
of 1933 and the Securities Exchange Act of 1934.  Among the topics covered are the initial
public offering process and exemptions from registration under the 1933 Act and
the mandatory disclosure regime for public companies under the 1934 Act.  Civil liabilities under both the 1933 and
1934 Acts are also explored.  The course
also studies the economics of the disclosure and liability rules and the workings
of an efficient market.