In the current economic climate, in-house counsel may respond to the word "restructuring" like Dracula did to sunlight. Don't! Opportunities abound for companies large and small who are savvy to the potential benefits and pitfalls arising in so-called "Section 363 sales" in bankruptcy proceedings, coined for the section of the Bankruptcy Code that enables debtors to sell their operating assets. Through a Section 363 sale, an acquisition-minded company can purchase assets and entire business units at significant discounts free and clear of liens, with leases and contracts remaining intact. Moreover, a 363 sale may provide an entity doing business with a debtor an opportunity to preserve a business relationship with the resulting successor entity. A distinguished panel will describe the ins and outs of the 363 sale process and how it compares with ordinary M&A practices while including audience members in a mock Section 363 auction. In-house practitioners will leave this presentation with a working knowledge and new level of confidence when the phrase "363 sale" is spoken.