In general, a corporation in financial distress may take two routes. The first one corresponds to the liquidation in which the assets of the firm are sold either piecemeal or as a going concern. The proceeds from this sale are then divided among all the claimants in accordance with their priority rights. Alternatively, the firm may embark on a reorganization process whose purpose is to find a method to overcome the trouble. Typically, this process involves a negotiation between debtors and creditors with a view to establishing a new mechanism for the settlement of claims: writting off some of the claims, exchanging bonds and other debts with new notes, bonds, swapping new equities for old ones, injection of new capital. This paper aims at providing a formal analysis on the choice between these two options when firms get into financial difficulties.