Should you record a copyright assignment or license with the Copyright Office?

Our page on IP licensing and assignments says an unrecorded transfer is "a diligence problem waiting to surface at the worst possible moment." This page explains the rule behind that warning, 17 U.S.C. 205, and how recording works in practice. Buyers of catalogs, film producers assembling chain of title, lenders and exclusive licensees are the people it protects most.

How recording works, step by step

1. Get a signed document. The document must bear the actual signature of the person who executed it, or come with a sworn or official certification that it is a true copy of the signed original (205(a)). An assignment or exclusive license must be signed by the owner to be valid at all, as our page on whether a license must be in writing explains.
2. Identify each work. For recording to give constructive notice, the document or an attachment must identify the work so that a reasonable search by title or registration number would reveal it (205(c)(1)).
3. Register the work. Constructive notice also requires that "registration has been made for the work" (205(c)(2)). Our page on copyright registration cost and processing time covers that filing.
4. Submit it. Use the Copyright Office's online Recordation System, which the Office recommends for faster processing, or send it on paper with the Document Cover Sheet.
5. Pay the fee. $95 electronic or $125 paper for the first work, plus fees for additional works (table below).
6. Keep the certificate. After recording, the Office returns the document with a certificate of recordation (205(b)). The date of recordation is the date the Office receives all required elements in acceptable form (37 CFR 201.4(a)).

What does recording actually do?

Three things. First, constructive notice: once the conditions in section 205(c) are met, everyone is treated as knowing the facts stated in the recorded document, so a later buyer cannot claim it was unaware of your deal. Second, priority between conflicting transfers under section 205(d): the transfer signed first prevails if it is recorded, in the way that gives constructive notice, within one month after it was signed in the United States or two months after it was signed abroad, or at any time before the later transfer is recorded that way. Otherwise the later transfer wins if it is recorded first and was taken in good faith, for value or a binding promise to pay royalties, and without notice of the earlier one. Third, a public record of who owns what, which buyers, distributors and insurers check.

The Copyright Office is clear about what recording does not do. It does not enforce agreements or decide whether a document is legally effective; it records documents that meet its minimum requirements. Recording is not the same as registration either: registration covers the copyright claim in a work, while recordation covers documents about who owns or may use it.

Fees from the Copyright Office fee schedule and 37 CFR 201.3, read October 4, 2026. A work is counted by its first title or registration number; each additional title or number for the same work is an "alternate identifier."

What documents can be recorded?

Any "transfer of copyright ownership or other document pertaining to a copyright" (205(a)). Transfers include assignments, exclusive licenses and mortgages (17 U.S.C. 101). A document "pertaining to a copyright" is broader: anything with a direct or indirect relationship to a copyright's existence, scope, duration, identification, ownership, division, allocation, licensing or exercise, past, present, future or potential (37 CFR 201.4(c)(2)). Nonexclusive licenses, contracts and powers of attorney fit that description.

Several rules make recording more practical than people expect. Electronic signatures count as actual signatures, though a document without a handwritten signature is treated as a copy and needs a sworn certification (201.4(c)(3), (d)(1)). The document must be complete by its own terms but need include only the schedules and exhibits essential to its copyright aspects (201.4(d)(2)). And financial terms, trade secrets, Social Security or tax numbers and account numbers may be redacted (201.4(d)(4)), so recording an assignment does not have to publish the price. Non-English documents need an English translation (201.4(d)(5)).

How recording fits film, music and publishing deals

In film and television, distributors and errors and omissions insurers review chain of title before they commit, which is why our page on production legal and insurance treats the recorded paper trail as part of the deliverables. A typical chain runs from the writer's assignment or option to the production company, through any financing documents, to the distributor's license; each link that transfers ownership or an exclusive right is a candidate for recording, and each depends on the underlying screenplay or film being registered.

In music, the same logic applies to publishing assignments, administration deals that include exclusive rights, and catalog sales. A recorded document identifies each composition or recording by title and registration number, so a buyer's search turns it up. Because a song and its recording are separate works with separate registrations, a schedule should list both where both are being transferred. For books, an author's assignment to a publisher, and any later sale of the publisher's list, can be recorded the same way.

Before buying, search the Copyright Office's public records for the work's registration and for documents already recorded against it. A recorded transfer to someone else, or a recorded notice of termination, changes what the seller can actually deliver.

What changes the answer

• Whether the work is registered. Without registration, recording does not give constructive notice, and the priority rule in 205(d) depends on recording "in the manner required to give constructive notice." Register first, or at the same time.
• Where the transfer was signed. One month to record for a U.S. transfer; two months for one signed abroad (205(d)).
• Nonexclusive licenses. A signed written nonexclusive license prevails over a conflicting transfer whether recorded or not, if it was taken before the transfer was signed, or in good faith before the transfer was recorded and without notice (205(e)). Recording it still creates a public record.
• Exclusive licensees who plan to enforce. An exclusive licensee that may sue needs its license to hold up against a later conflicting grant. Our page on whether a licensee can sue an infringer covers the rest of that question.
• Termination notices. These follow their own rules and paper process under 37 CFR 201.10, covered on our page on getting rights back after 35 years.

A worked example

Common mistakes

• Recording a summary instead of the document. The Copyright Office wants the legal instrument that transfers the copyright; a description of the deal does not substitute for it.
• Missing the one-month window. A buyer who waits until the deal is announced may already be behind a later, faster buyer.
• Recording without registering. Constructive notice requires both.
• Vague schedules. "All songs written by the artist" will not be revealed by a search for a title. List titles and registration numbers.
• Publishing the price by accident. Use the redaction rule for financial terms.
• Ignoring links in the chain. If rights passed through a company that later merged or changed its name, record those documents too. Our post on chain of title problems that kill distribution deals shows how gaps surface.

What to do this week

1. List each assignment and exclusive license you hold, with its signing date and place.
2. Check the Copyright Office public records for each work's registration and for any recorded transfers that compete with yours.
3. For any transfer signed in the last month, record it now.
4. Register any unregistered work that a recorded transfer covers.
5. Prepare a schedule of titles and registration numbers, and redact financial terms if needed.
6. File through the online Recordation System and save the certificate with the deal file.

Frequently asked questions

Is recording required for a transfer to be valid?

No. Validity depends on a signed writing under section 204(a). Recording protects priority and gives notice; the Copyright Office describes it as voluntary.

How long does recording take?

The Office says its online Recordation System is faster than paper. On October 4, 2026 its recordation page listed paper submissions from March 2025 as currently being processed. Either way, the effective date of recordation is the date the Office receives a complete, acceptable submission.

Can I record a document that is confidential?

Recorded documents become public, but financial terms, trade secrets, Social Security and tax numbers, and account numbers may be redacted, with each blanked area labeled "redacted" (37 CFR 201.4(d)(4)).

Should a lender record a security interest in a copyright?

A mortgage or hypothecation of a copyright is a transfer under section 101 and can be recorded. The Copyright Office's Circular 12 also notes that some courts have held a security interest in a registered work must be recorded with the Office to be perfected, so lenders have a specific reason to record.

Does recording with the Copyright Office cover trademarks too?

No. The Copyright Office treats an assignment of a trademark as a document that does not pertain to a copyright. Trademark assignments are recorded with the USPTO under a different statute and a three-month window, covered on our page on recording a trademark assignment with the USPTO.

What happens if I sell a catalog without recording?

The transfer is still valid between the parties, but the buyer risks losing to a later good-faith purchaser who records first. Our page on selling a music catalog covers the other risks in a sale.

Zala IP Law prepares and records assignments and licenses for creators, buyers and production companies, and Shreepal J. Zala practices federal intellectual property law nationally. If you just signed or bought rights, request a consultation or call 404-313-1701 while the one-month window is still open.