R2d § 131
General Requisites of a Memorandum
Unless additional requirements are prescribed by the particular statute, a contract within the Statute of Frauds is enforceable if it is evidenced by any writing, signed by or on behalf of the party to be charged, which (a) reasonably identifies the subject matter of the contract, (b) is sufficient to indicate that a contract with respect thereto has been made between the parties or offered by the signer to the other party, and (c) states with reasonable certainty the essential terms of the unperformed promises in the contract.
Professor's notes
Elements: a memorandum sufficient to satisfy the SoF must (a) reasonably identify the subject matter; (b) be sufficient to indicate that a contract with respect thereto has been made between the parties or offered by the signer; (c) state with reasonable certainty the essential terms of the unperformed promises.
Plus signed by the party to be charged.
Common misunderstanding: students think the memo must BE the contract. It need not. The writing only memorializes: emails, scribbled notes, signed checks can all satisfy § 131 if they identify subject matter, indicate a deal, and state essential terms. The "signature" requirement is also broader than students assume; initials, letterhead, even typed names can suffice.
Compare UCC § 2-201 (more permissive for goods: quantity is the only term required).
Text
R2d § 131. General Requisites of a Memorandum.
Unless additional requirements are prescribed by the particular statute, a contract within the Statute of Frauds is enforceable if it is evidenced by any writing, signed by or on behalf of the party to be charged, which
(a) reasonably identifies the subject matter of the contract,
(b) is sufficient to indicate that a contract with respect thereto has been made between the parties or offered by the signer to the other party, and
(c) states with reasonable certainty the essential terms of the unperformed promises in the contract.