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Mills Law Library Bibliography
Attorney Opinion Letters

PRIMARY MATERIALS
    American Bar Association

  1. Third-Party Legal Opinion Report, Including the Legal Opinion Accord of the Section of Business Law, American Bar Association, 47 Business Lawyer 167 (1991). This is the "Silverado Accord." Also published by the ABA as a 57-page pamphlet.
     
  2. Third-party Legal Opinions in Real Estate Transactions: a Clearer Path. (includes the "Business Law Opinion Report" and the "Report on Adoption of the Legal Opinion Accord"),29 Real Property, Probate and Trust Journal, 461 (1994).  Available at Mills.
     
  3. Special Report by the Tri-Bar Opinion Committee: Use of the ABA Legal Opinion Accord in Specialized Financing Transactions, 47 Business Lawyer 1719 (1992).  Available at Mills.
     
  4. The Collected Tri-Bar Legal Opinion Reports: 1979-1998, Tri-Bar Opinion Committee, ABA, 1999. $45. Order from the American Bar Association.
     
  5. Third-Party Legal Opinion Report Including the Legal Opinion Accord, 1991. This 57-page pamphlet is available from the ABA.
     
  6. Third-Party "Closing" Opinions: A Report of the Tri-Bar Opinion Committee. 53 Business Lawyer 592 (1998).  Available at Mills.
     
  7. Special Report of the TriBar Opinion Committee, U.C.C. Security Interest Opinions, Revised Article 9. 58 Business Lawyer 1449 (2003). Available at Mills.
     
  8. Mortgage Loan Opinion Report. 54 Business Lawyer 119 (1998). Available at Mills.
    Association of the Bar of the City of New York, Committee on Real Property Law, Subcommittee on Mortgage Loan Opinions and the New York State Bar Association, Real Property Law Section, Attorney Opinion Letters Committee. The Mortgage Loan Opinion Report covers issues that typically arise in legal opinions rendered in connection with commercial mortgage transactions. The Report recommends a Form of Model Opinion and contains extensive explanatory endnotes. The Report was approved by the Committee on Real Property Law of the Association of the Bar of the City of New York and by the Executive Committee of the Real Property Law Section of the New York State Bar Association.
     
  9. Closing Opinions of Inside Counsel. Committee on Legal Opinions, ABA Section of Business Law. 58 Business Lawyer 1127 (2003). Available at Mills.
     
  10. Guidelines for the Preparation of Closing Opinions. The Committee on Legal Opinions. 57 Business Lawyer 345 (2001). Replaces the Guidelines included in the Section's 1991 Third-Party Legal Opinion Report.  Available at Mills.
     
  11. Legal Opinion Principles. Committee on Legal Opinions. 52 Business Lawyer 831 (1998). Available at Mills.
     
  12. Special Report by the TriBar Opinion Committee: U.C.C. Security Interest Opinions. TriBar Opinion Committee of (i) Special Committee on Legal Opinions in Commercial Transaction of the New York County Lawyers Association; (ii) Special Committee of the Corporation Law Committee of The Association of the Bar of the City of New York; and (iii) Special Committee on Legal Opinions of the Business Law Section of the New York State Bar Association. 49 Business Lawyer 359 (1993). Available at Mills.
    Beginning with its 1979 Report on Legal Opinions to Third Parties: An Easier Path, the TriBar Committee has produced a variety of commentaries on third-party opinion issues, all of which have appeared in The Business Lawyer. This Special Report continues in the TriBar tradition of explaining theory and providing practical advice to opinion givers and counsel for opinion recipients on the preparation, meaning and scope of opinion letters. The focus of this Special Report is UCC security interest opinions, a subject TriBar has not previously addressed. It is prompted by the observed tendency of practitioners in this field to render increasingly prolix and complex opinion letters. It is intended to promote a better understanding of the issues to the end that security interest opinions will be less arduous to negotiate, more economic to prepare, and easier to interpret. To provide a context in which the theory of the commentary and the practical requirements of the practice come together, the Report appends an illustrative security interest opinion.
     
  13. Special Report of the Tribar Committee: The Remedies Opinion-Deciding When to Include Exceptions and Assumptions. 59 Business Lawyer 1483 (2004).
     
  14. Legal Opinions in SEC Filings, 59 Business Lawyer 1505 (2004)
     
  15. Negative Assurance in Securities Offerings, 59 Business Lawyer 1513 (2004)
     


California Bar Associations : Real Property

  1. Legal Opinions in California Real Estate Transactions, 1987. This Report was prepared by a joint committee of the State Bar of California Real Property Law Section and the Los Angeles County Bar Association Real Property Law Section. This Report is included in the 1990 California Opinion Report. It was also reprinted at 42 Business Lawyer 1139 (1987) and also at 22 Real Property, Probate & Trust Journal 373 (1987). This report contains an extensive, albeit dated, bibliography of primary and secondary materials.  Available at Mills.
     
  2. Legal Opinions in California Real Estate Transactions, An Addendum. March 14, 1990. This Report was prepared by a joint committee of the State Bar of California Real Property Law Section and Los Angeles County Bar Association Real Property Law Section. This Report is included in the 1990 California Opinion Report. This Addendum was apparently not separately reprinted in journals or newsletters.  Available at Mills.
     
  3. 1995 California Real Property Legal Opinion Report , reprinted at 13 California Real Property Journal, No.3, page 1 (1995). The Report was prepared by a joint committee of the State Bar of California Real Property Law Section and Los Angeles County Bar Association Real Property Law Section.  Available at Mills.
     
  4. First Supplement to the 1995 California Real Property Legal Opinion Report. 1998. The Report was prepared by a joint committee of the State Bar of California Real Property Law Section and the Los Angeles County Bar Association Real Property Law Section. This document was reprinted at 16 California Real Property Journal No. 1, page 15, (Winter 1998).  Available at Mills.
     


California Bar Associations : Business/Personal Property/General

  1. 1989 Report of the Committee on Corporations of the Business Law Section of the State Bar of California Regarding Legal Opinions in Business Transactions. August 1989. This Report is included in the 1990 California Opinion Reports. This Report was apparently not separately reprinted in journals or newsletters.  Available at Mills.
     
  2. Report Regarding Legal Opinions and Personal Property Secured Transactions. Prepared by the Uniform Commercial Code Committee of the Business Law Section of the State Bar of California. 1988. This Report is included in the 1990 California Opinion Reports. It was also reprinted at 44 Business Lawyer 791 (1989).  Available at Mills.
     
  3. Report on the Third-Party Legal Opinion Report of the ABA Section of Business Law. May 1992. This Report was prepared and published by the Business Law Section of the State Bar of California. It is also known as the 1992 Business Law Report. Copies of this 21 page Report may be purchased from the Business Law Section of the State Bar, 555 Franklin Street, San Francisco, CA 94102. 415-561-8289. Also included as an appendix to the Report is an article by Steven O. Weise entitled "Comparison of the American Bar Association Third-Party Legal Opinion Report (The Silverado Accord) with the California Opinion Reports." This article was published at 13 Business Law News 1 (Winter 1992). This Report was apparently not separately reprinted in other ournals or newsletters.  Available at Mills.
     


California Bar Associations : Compilations

  1. 1990 California Opinion Reports. This booklet, a collection of various opinion letter reports, was published by, and is available from, the State Bar of California Business Law Section.  Available at Mills. It includes:
     
    • 1989 Report of the Committee on Corporations of the Business Law Section of the State Bar Regarding Legal Opinions in Business Transactions (August 1989).
       
    • Report Regarding Legal Opinions in Personal Property Secured Transactions. (December 1988). Prepared by the Uniform Commercial Code Committee of the Business Law Section of the State Bar of California. Also reprinted at 44 Business Lawyer 791 (1989).
       
    • Legal Opinions in California Real Estate Transactions, 1987. Prepared by a joint committee of the Real Property Law Section of the State Bar of California and the Real Property Section of the Los Angeles County Bar Association. Also reprinted at 42 Business Lawyer 791 1139 (1987) and also at 22 Real Property, Probate & Trust Journal 373 (1987).
       
    • Legal Opinions in California Real Estate Transactions, An Addendum (March 14, 1990). Prepared by a joint committee of the Real Property Law Section of the State Bar of California and the Real Property Section of the Los Angeles County Bar Association. This Addendum was apparently not separately reprinted in journals or newsletters.
       
  2. 2002 California Opinion Reports. This booklet, a collection of various opinion letter reports, was published by, and is available from, the State Bar of California Business Law Section. This Report reprints many items from the 1990 California Opinion Report.  Available at Mills. Items not reprinted, however, include:
     
    • Report on Legal Opinions Concerning California Partnerships (February 1998).
       
    • Report on Legal Opinions Concerning California Limited Liability Companies (February 2000).
       
    • Statement of the Joint Committee of the Real Property Law Section of the State Bar and California and the Real Property Law Section of the Los Angeles County Bar Association (May 2001).
       
    • Inclusive Real Estate Secured Transaction Opinion. Report of a joint committee of the American Bar Association and the American College of Real Estate Lawyers.
       
    • Report on the Legal Opinion Report of the ABA Section of Business Law (May 1992).
       
    • 1995 California Real Property Legal Opinion Report.
       
    • First Supplement to the 1995 California Real Property Legal Opinion Report.
       


SECONDARY MATERIALS & COMMENTARIES
  1. Opinions on Real Estate Secured Transactions in a Post-Accord World: The Opinion Giver's Perspective. (Legal Opinion Accord), 29 Real Property, Probate and Trust Journal 655 (1994). Available at Mills.
     
  2. Business Opinions: The Use and Implications of the ABA Accord & Guidelines. PLI, 1992.
     
  3. The ABA Third-Party Legal Opinion Accord, 25 Review of Securities & Commodities Regulation 205 (Nov 4, 1992). Available at Mills.
     
  4. An Approach to Opinion Letters - the Silverado Accord and Other Model Forms from a Recipient's Perspective, 29 Real Property, Probate and Trust Journal 611 (1994).  Available at Mills.
     
  5. Real Estate Opinion Letter Practice, Robert A. Thompson, Wiley Law Publications, 1993.
     
  6. The Attorney's Opinion Letter in Real Estate Transactions, by the American College of Real Estate Lawyers, American Bar Association, Section of Real Property, Probate, and Trust Law, 1992.
     
  7. Real Estate Opinion Letters, Robert A. Thompson, Practicing Law Institute, 1990.
     
  8. Comparison of the American Bar Association Third-Party Legal Opinion Report (The Silverado Accord) with the California Opinion Report, by Steven O. Weise, 13 No. 3 Business Law News, page 33, Winter 1992.  Available at Mills.
     
  9. The California Business Law Section Issues Its Report on the ABA's "Silverado" Legal Opinion Report, by Henry Lesser, 14 Business Law News #2, page 29, Summer 1992. Available at Mills.
     
  10. The Silverado Report and the California Response, by Kenneth Luer. 27 Beverly Hills Bar Association Journal 61 (Spring, 1993).  Available at Mills.
     
  11. Roy S. Geiger, Thomas G. Roberts and Ira J. Waldman, The Legal Opinion, in California Real Estate Finance Practice: Strategies and Forms, volume 2, edited by Janis LaRoche Blanchette, California Continuing Education of the Bar, 2000. Available at Mills.
     
  12. Scott Fitzgibbon and Donald W. Glazer, Fitzgibbon and Glazer on Legal Opinions. Aspen Law Publishers.
     
  13. Real Property Transactions, by Dennis L. Greenwald (Rutter Group).  Available at Mills.
     
    14.
[NOTE: Most of these materials are available at Mills Law Library]

 
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