Describes the regulatory process for private and public securities offerings, emphasizing the impact on small business (SB). Chapters: legal structure for the oversight of offerings and sale of securities; the process by which SB raise capital through private or public markets; evaluation of state merit review regulatory systems; blue-sky laws; merit review vs. full disclosure systems; 5 ways to evaluate merit review systems; Cal. securities registration system; offerings qualified by the Dept. of Corp.; effects of the Cal. merit review system on Cal. bus.; policy options; eliminate or improve the merit review system; change reg1s.; and cooperate with other States and NASAA1s efforts towards uniformity.