Professional Experience

Nancy has 21 years of experience as a corporate lawyer, transactional lawyer, and securities lawyer, and in acting as a business and legal advisor to business clients.  Her experience includes 12 years at the large, national law firm of Katten Muchin & Zavis (Chicago office), where she acted as issuer's counsel in securities offering transactions and exemptions, public and private, for large and small clients.  Industries were many and varied, and included technology, service providers, light manufacturing, and physician practices, as well as securities funds, hedge funds, commodity funds and real estate funds.  In addition, she acted as the firm's national expert in Blue Sky law and Regulation D matters, both as underwriter's counsel and as issuer's counsel, in public offerings listed on NASDAQ National Market, private placements, mergers & acquisitions, employee stock plans and health care entities.

· BUSINESS LAWYER, CORPORATE COUNSEL & ISSUER'S COUNSEL FOR EMERGING COMPANIES

Nancy is an entrepreneur herself, having founded her own corporate law practice in April 1998.  In the 8 years since then, she has represented business clients as their business lawyer and legal advisor, corporate counsel, private company securities counsel in private placements, as well as private equity investment counsel for investors.

She handles business law matters including: Business formations, incorporations, LLC formations, business transactions and agreements, business relationships; shareholder agreements, LLC Agreements, private placement offerings, venture capital investing, redemption or removal of shareholders, private companies issuing stock to employees or investors, business split-ups, business dissolutions and buying and selling businesses.  She represents clients as issuer's counsel in Regulation D Rule 506 private offerings and venture capital transactions.

She acts as Blue Sky co-counsel, along with lead securities counsel at larger law firms, in public offerings, in traditional underwritten, NASDAQ-National Market-listed IPOs (public offerings registered on Form S-1 and S-3) and on Small Business offerings under Regulation SB-2.

· ENTREPRENEURSHIP FOCUS

We represent early-stage and growth companies in their corporate formation and maintenance matters, private placement offerings (writing their private offering memos and related documents), business agreements, in preparing them for the due diligence process of investors and partners, and in guiding them through the business, corporate and securities matters involved in financing a small company.

One of the firm's niche focuses is representing early-stage and emerging-growth companies in their corporate and securities legal needs.  We structure and prepare clients for the future NASDAQ-National Market listed IPO, merger, or acquisition.  That niche includes representing early stage and emerging growth technology companies, start-up to small securities trading funds, start-up investment adviser firms, and young film production companies, in their corporate and securities legal needs.

· INDUSTRIES

The firm's clients conduct business mainly in the industries of technology software, wireless; product retail; services; telecommunications and new media; early stage securities trading funds, hedge funds, early stage investment advisors; engineering, light manufacturing, energy & environmental, and film and entertainment financing.

· BLUE SKY AND REGULATION D COUNSEL

Nancy is a nationally recognized expert in Blue Sky law and Regulation D matters.  Her advice in these matters is often sought by other securities lawyers (partners at large and small firms), business consultants and law professors throughout the country, and in some cases securities regulators.  She has also been hired as special Blue Sky counsel by large and small law firms in Chicago, Los Angeles and Minneapolis, when they sought her expertise to enhance their expertise.