This course introduces the operation of the venture capital industry from both a theoretical and practical perspective. The course follows the start-up process from initial formation of a new High-Tech venture through its private capitalization, the navigation of typical operational or strategic hurdles/milestones, and potential exit through merger or initial public offering. It analyzes each step in the process from perspective of the entity, of the founder-employees, and of the venture backers. It also considers the incentive mechanisms and control structures used at each step of the transaction (and alternatives to these structures), with a focus on both the underlying economic and financial theory, as well as on pragmatic considerations in structuring the transactions. Students are required to complete a term sheet negotiation exercise, write a short paper on a current topic relevant to the industry (topics to be distributed), and and sit for an examination. Special Instructions: modest background in financial analysis or Excel, such as might be obtained in QM finance (Law 467), is a prerequisite for this course. Elements used in grading: Class assignments and final exam (In-School, Essay and Objective, closed book).