After 1985, a large number of LBO project were not able to meet their debt. Among these cases, the Federated Department Stores LBO repurchased by Campeau and the Gateway LBO repurchased by Macy’s. But, the conventional view of LBO transactions is that they are designed to improve the efficiency of the firm. The question raised in this paper is the following : What makes the buyout debt so advantageous ? To answer to the question, we provide a survey of the theoretical and empirical literature based on two opposite sides : On the first side, debt is value enhancing (the agency theory, the tax savings theory, the asymmetric information theory, and the free cash flows theory). On the other side, debt creates private value captured by shareholders : The shareholders’ gains come from the exploitation of financial market misevaluation, from the usage of tax benefits, and from rent expropriation from worker, suppliers and other corporate stakeholders (the transfer theory).