Drafts of all the articles in this volume were presented in a conference at Harvard Law School in November 1986. The conference was sponsored by the Harvard Law School Program in Law and Economics. I wish to thank the John M. Olin Foundation which, through its generous grant to the Law and Economics Program, made possible the organization of the conference and the preparation of this volume.

The purpose of the conference and of this volume has been to put together research work at the frontier of the economic analysis of corporate law, especially work on the main policy questions now confronting this area of the law. The last decade has brought certain corporate transactions and arrangements to the forefront of public attention and public debate. At the same time, the last decade has been one in which a new mode of corporate law analysis has developed – one that uses the tools of economics to study the consequences and desirable features of corporate rules and regulations. The present collection should provide readers with a good sense of the power, current state, and future direction of work in economic analysis of law.

The first five articles in the volume focus directly on those transactions in corporate control and structure that have attracted much interest and controversy in the past decade – corporate takeovers, buyouts, recapitalizations, and reorganizations. These transactions have had great impact on the way in which capital markets – and the public companies traded in them – operate.