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Course Descriptions

Course Descriptions

Advanced Secured Transactions Workshop (Spring 2019)

Course Description


USC School of Law

2019 Spring Semester

Professors Andrew M. Kaufman and Robert K. Rasmussen

Four 3-1/2 hour Sessions, 14 Total Classroom Hours, 1 Course Credit

Friday afternoon, February 22, 3p-6p; Saturday morning and afternoon, February 23, 9a-12:30p and 1:30p-5p, (two sessions); and Sunday morning, February 24, 9a-noon.

Course Description:

This course will provide students hands-on experience in the various tasks typically required in structuring, documenting and closing a personal property secured transaction.  A hypothetical deal and real documents will serve as the basis for the workshop.

Given the nature of the course, enrollment will be limited to no more than 16 students.

Course Prerequisites:

Students must previously have taken, or concurrently be taking, the basic course in personal property security interests (Secured Transactions).

Material to be Covered:

Analysis of proposed collateral package (including preparation of pre-closing perfection certificate); collateral “due diligence” (including lien searches); analysis and determination of applicable security interest attachment requirements; analysis and determination of applicable security interest perfection requirements; drafting and negotiation of security and pledge agreement; preparation of financing statements and other perfection documents (including deposit and securities account control agreements, intellectual property perfection documents, stock and note powers, filing authorization letter, insurance certificates, landlords’ and other lien waivers); other closing procedures and requirements (including termination and release of previous financing and collateral arrangements); traps for the unwary.

Course Material:

Students will need a current version of the Uniform Commercial Code, including the 2010 Amendments to UCC Article 9.  Additional course material, including background readings, PowerPoint presentations and transaction documents, will be provided by Professor Kaufman.


This is a participatory class, and students will be evaluated in part on their class participation.  Risk-taking in the class sessions is not only encouraged, but required.  There is no stupid question other than the one that a student does not ask because he or she fears that the professors or another student will think him or her stupid for asking.  We will expect that each student will perform the assigned readings prior to class and will attend our sessions prepared to ask questions, discuss the material covered and work on in-class problems.  Class attendance is mandatory.


Pass/Fail (Grading basis: 50% classroom participation, 50% take-home project addressing a hypothetical secured transaction due two weeks after completion of course).

Course Details

  • Unit Value: 1
  • Grading Options: CR/D/F Only
  • Schedule: 2/22, 2/23 and 2/24
  • Exam: Take-home project
  • Writing Requirement: No
  • Skills/Experiential Unit Requirement: Yes
  • Participation: Required and graded
  • Pre-requisites: Prerequisite or co-requisite: Secured Transactions
  • Enrollment Limitation: 16 students