Project Codes
The eight ABA project codes that structure transactional work by deal stage, from initiation to closing, with the 2007 LOC revision noted.
UTBMS project codes structure transactional work: deals, financings, filings, and other matters that move from initiation to closing.
The eight codes follow deal chronology, which makes budget-to-actual tracking by deal stage possible in the same way litigation phases do for disputes. Departments with meaningful transactional outside spend and no project-code discipline are running their largest controllable spend category without stage visibility. Every code is searchable alongside all sets at the UTBMS code database.
Deal-stage visibility is what makes transactional spend manageable, and it is a core output of a legal spend management program: staging fees across diligence, drafting, negotiation, and closing lets a department budget the next deal from the last comparable one.
What are project codes used for?
Project codes answer which stage of a transaction a line of work belongs to, following the deal from initiation through diligence, drafting, negotiation, and closing. That staging is what makes transactional spend comparable across deals and forecastable for the next one.
The most useful signals are about the negotiable components of a deal. Diligence in particular is where scope, staffing model, and report format are all open to discussion, so tracking it as a share of total deal fees across comparable transactions gives a department real leverage.
What does each project code cover?
P100: Project AdministrationABA
Managing the transaction: coordination, checklists, working group communication, and process management.
When to use this code: Use for deal management work that runs the life of the transaction.
Patterns reviewers commonly see: Administration as a large share of deal fees, which usually reflects either heavy process complexity or coordination work absorbing time that belongs in substantive codes. Checklist and status call time across many timekeepers is the common pattern.
What invoice review checks: Track P100 as a percentage of total deal fees across comparable transactions. It is the transactional counterpart to the A105 discipline: coordination is necessary, and its cost should still be visible and benchmarked.
P200: Fact Gathering/Due DiligenceABA
Due diligence review, data room work, and diligence reporting.
When to use this code: Use for diligence work. On acquisitions this is routinely the largest single code on the invoice.
Patterns reviewers commonly see: Diligence staffed at rates above the document-review market for the work involved, diligence scope expanding without a corresponding scope conversation, and long-form diligence memoranda where issue-list reporting was requested.
What invoice review checks: Diligence is the most negotiable component of deal fees: scope, staffing model, and report format are all engagement terms. P200 data across deals gives you the baseline to negotiate from, and alternative staffing models price against it directly.
P300: Structure/Strategy/AnalysisABA
Deal structuring, tax and regulatory analysis, and strategic advice on the transaction.
When to use this code: Use for structuring and analytical work. Senior concentration is expected and appropriate here.
Patterns reviewers commonly see: Structuring time recurring on deal patterns the firm has executed for you repeatedly, where prior work product should carry forward.
What invoice review checks: Repeat deal types should show declining P300 cost over time. Flat or rising structuring cost on a standard playbook is a fact worth raising at the relationship review.
P400: Initial Document Preparation/FilingABA
Drafting the initial transaction documents and making initial filings.
When to use this code: Use for first-draft document preparation and initial regulatory or corporate filings.
Patterns reviewers commonly see: First drafts of standard agreements billed at original-drafting hours when the firm's precedent bank supplies the starting point, the transactional counterpart of the A103 template pattern.
What invoice review checks: Hours per document type across deals is a clean benchmark. Firms with strong precedent systems show it in the data, and that efficiency is part of what panel selection should price.
P500: Negotiation/Revision/ResponsesABA
Negotiating terms, exchanging drafts, and responding to counterparty positions.
When to use this code: Use for negotiation-stage work, typically the center of gravity of deal fees alongside diligence.
Patterns reviewers commonly see: Turn volume: many drafting rounds on provisions with established market positions, and full-team attendance at negotiation sessions that call for the lead and one support.
What invoice review checks: Rounds of turns per document and negotiation session staffing are both visible in the entries. Deal post-mortems that use this data change behavior on the next transaction more than adjustments change this one.
P600: Completion/ClosingABA
Closing preparation, conditions satisfaction, closing execution, and funds flow.
When to use this code: Use for closing-stage work, naturally compressed and intensive.
Patterns reviewers commonly see: Closing checklists and signature logistics at senior rates, and closing-week surges that reflect deferred work arriving late rather than closing complexity.
What invoice review checks: Closing cost per deal size and type benchmarks well. Where the surge pattern repeats across deals with one firm, it is a workflow conversation, and the phase data makes it concrete.
P700: Post-Completion/Post-ClosingABA
Post-closing deliverables, filings, integration support, and closing set preparation.
When to use this code: Use for the defined post-closing workstream.
Patterns reviewers commonly see: Post-closing work continuing indefinitely, which usually means new advisory work is riding on the deal matter number rather than opening as its own engagement.
What invoice review checks: Post-closing should have an end date. P700 entries months after closing are a matter-hygiene flag; new work deserves a new matter with its own budget.
P800: Maintenance and RenewalABA
Ongoing maintenance of the structure or asset, such as renewals, periodic filings, and compliance maintenance.
When to use this code: Use for recurring maintenance obligations arising from the transaction.
Patterns reviewers commonly see: Recurring maintenance billed as bespoke work each cycle when the tasks repeat annually with minor variation.
What invoice review checks: Recurring work is the strongest candidate for fixed-fee treatment on any invoice. P800 volume identifies exactly which workstreams to convert, with the historical hours as your pricing baseline.
What changed in the LOC revised codes?
2007 LOC Revised Project Codes (2007). The 2007 revision keeps the eight ABA project phases and deepens two areas. First, due diligence gains discipline-level sub-codes: P210 corporate, P220 tax, P230 environmental, P240 real and personal property, P250 employee and labor, P260 intellectual property, P270 regulatory, and P280 other, mirroring how deal teams actually staff diligence and anticipating the specialist-code design the 2016 M&A set later formalized. Second, advisory work gains explicit homes: P900 transactional advice and opinions, P920 ongoing relationship advice separate from any specific transaction, and P930 as a use-with-caution other. The revision was driven by global eBilling, since non-US firms bill predominantly transactional work and clients found the original eight phases too coarse.
| Code | Name | Maps to | Revision note |
|---|---|---|---|
P210 | Corporate Review | new | New diligence sub-code |
P220 | Tax | new | New diligence sub-code |
P230 | Environmental | new | New diligence sub-code |
P240 | Real and Personal Property | new | New diligence sub-code |
P250 | Employee/Labor | new | New diligence sub-code |
P260 | Intellectual Property | new | New diligence sub-code |
P270 | Regulatory Reviews | new | New diligence sub-code |
P280 | Other | new | New diligence catch-all |
P900 | Transactional Advice and Opinion | new | New advisory code |
P920 | Ongoing Relationship Advice | new | New advisory code |
P930 | Other | new | New; the standard's own caution noted |
For invoice review, the P200 sub-codes convert deal diligence from one number into a discipline-level cost breakdown, which is where diligence negotiation actually happens. P920 deserves a guideline decision: relationship advice billed to deal matters distorts deal economics, and the revised codes finally give it somewhere else to live.
How should legal departments use project codes in invoice review?
Transactional review is a staging and benchmarking exercise. Track each stage as a share of total deal fees across comparable transactions, pay particular attention to diligence as the most negotiable component, and use closing-stage codes to confirm that post-signing work is scoped rather than open-ended.
This only works when deals are coded to stage consistently and the platform benchmarks them automatically, which is where legal technology implementation matters: deal-stage budgets and cross-transaction benchmarks belong in the eBilling system, not in a partner's memory of the last deal.
How do Project Codes support legal spend management?
Project Codes only deliver value inside a program that enforces them. Our legal spend management and enterprise legal management hubs cover how coded invoices become spend control, and our guides to matter budgets, outside counsel spend benchmarks, and building a legal spend management program go deeper on the review programs, guidelines, and eBilling rules that put UTBMS coding to work.
Bottom Line
Project codes give transactional spend the stage visibility that litigation phases give disputes. Coded consistently, they make deal budgeting, budget-to-actual tracking, and cross-deal benchmarking possible; without them, a department's largest controllable category runs blind. Diligence is the recurring focus, since it is where scope and staffing are most negotiable.
Stage-coded deals turn transactional spend from a black box into a budgetable, benchmarkable category.
Frequently asked questions
What are UTBMS project codes used for?
They structure transactional legal work, such as deals, financings, and filings, by deal stage from initiation to closing. This makes budget-to-actual tracking by stage possible for transactions in the same way litigation phases do for disputes.
How many project codes are there?
The ABA set has eight codes that follow deal chronology. A 2007 LOC revision added diligence sub-codes; the changes are summarized on this page, while the eight-code original remains the primary reference most eBilling systems run on.
Why does deal-stage coding matter for transactional spend?
Transactional work is often a legal department's largest controllable outside spend, and without stage coding it has no visibility into where deal fees go. Staging fees across diligence, drafting, negotiation, and closing lets a department compare deals and budget the next one from comparable past transactions.
How should project codes be used in invoice review?
Track each stage as a share of total deal fees across comparable transactions, and pay particular attention to diligence, the most negotiable component of deal fees. Each code below lists the patterns reviewers commonly see and what invoice review checks, so the test is concrete for every stage.
How do UTBMS codes relate to outside counsel billing guidelines and legal spend management?
UTBMS codes are the shared vocabulary that outside counsel billing guidelines and a legal spend management program depend on. Guidelines define what each code should and should not contain, the eBilling system enforces those rules, and consistent coding is what makes spend analytics and cross-firm benchmarking possible. Without agreed codes, guidelines cannot be enforced and spend data cannot be compared.
About this reference
UTBMS code sets are standards published by their respective bodies, including the ABA, the LEDES Oversight Committee, UTBMS.com, the CBA, DRI, the Judiciaries of England and Wales, and the Yerra Global KM Expert Group. All copyrights and trademarks are the property of their respective owners; Swiftwater & Company is not affiliated with or endorsed by any of them.
Code identifiers follow the published standards, while all descriptions and annotations are original Swiftwater commentary, developed with human expertise, proprietary consulting knowledge, and AI assistance.
This is general reference material, not legal advice. Standards are revised over time, so confirm the current version with the originating body before implementing.
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