Features:

• Cases and materials illustrating the continued judicial tolerance of poison pills, still the most important takeover defense (the Air Products decision)
• The changing use of staggered boards in the fact of institutional shareholder criticism (e.g., willing to vote against directors who don't remove classified boards) and litigation (the Air Products decision)
• Judicial efforts to develop a uniform standard for cash-out mergers (the CNX decision)
• Broadened attention to the role of activist shareholders in takeovers and updating of the CSX decision
• More material on federal rules including disclosure and antitrust and additional discussion on international aspects