Dewey Ballantine LLP

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Dewey Ballantine LLP

1301 Avenue of the Americas
New York, New York 10019-6092
U.S.A.
Telephone: (212) 259-8000
Fax: (212) 259-6333
Web site: http://www.deweyballantine.com

Partnership
Founded: 1909 as Root, Clark & Bird
Employees: 1,300 +
Sales: $306.5 million (2000)
NAIC: 54111 Offices of Lawyers

Dewey Ballantine LLP is one of the world’s largest international law firms. Its 500 plus lawyers work out of offices in New York City, Los Angeles, London, Menlo Park, Hong Kong, Budapest, Prague, Warsaw, and Washington, D.C. Legal publications consistently rank Dewey Ballantine as one of the top law firms handling corporate mergers, acquisitions, and other complex legal and financial transactions. It is a full-service law firm with expertise in legal specialties ranging from litigation, real estate, tax, and intellectual property to antitrust, telecommunications, and bankruptcy. Small and large clients from North America, Europe, the Middle East, Asia, Africa, and Latin America use Dewey Ballantine lawyers for both domestic and international legal matters. Its recent clients include Blue Cross/Blue Shield, PG&E Corporation, Walt Disney, and the Mutual Life Insurance of New York. Dewey Ballantine’s legacy features lawyers who made significant public policy and government contributions, including Elihu Root, Sr., Grenville Clark, and Thomas E. Dewey.

Origins and Early History

After graduating from Harvard Law School in 1906, Elihu Root, Jr., and Grenville Clark worked for different law firms before forming their own firm in 1909. Joined by Francis W. Bird, another law school classmate, the firm of Root, Clark & Bird began at 31 Nassau Street in the financial district of lower Manhattan.

Soon Bird left the firm, but in 1913 Emory R. Buckner and Silas W. Howland, both also Harvard Law School graduates, became name partners. These young attorneys received a big boost when Elihu Root, Sr., joined the firm as “of counsel” in 1917. Root had a distinguished record of government experience, having served as secretary of both the War Department and the State Department and U.S. senator from New York. He also won the Nobel Peace Prize and was the subject of two biographies. The elder Root stayed with his son’s law firm until his death in 1937.

After World War I, the young law firm gained a variety of new clients. For example, it represented the estates of Marshall Field and Andrew Carnegie and also served beer makers who contested the constitutionality of the Volstead Act and the Eighteenth Amendment that banned alcoholic beverages.

The Root Clark firm rapidly grew after World War I from just six lawyers at the start of 1919 to 39 in 1922, which made it one of the largest New York City firms. It also changed its name in 1925 from Root, Clark, Buckner & Howland to Root, Clark, Howland & Ballantine when Buckner left to become the U.S. Attorney for the Southern District of New York and Arthur A. Ballantine became a name partner. The first solicitor of what later was named the Internal Revenue Service, Ballantine headed the firm’s growing tax practice.

During the 1920s, the Root Clark firm represented the American Bosch Magneto Corporation, the American subsidiary of Germany’s Robert Bosch Magneto Company that had been seized by the American government during World War I. After the war, the German company regained control of American Bosch. The firm continued to serve American Bosch in the 1930s.

Also in the 1920s, the firm helped the plaintiff in Bibb Manufacturing Company v. Pope win a trial verdict that survived appeals. Root Clark received about $100,000 for helping Bibb, a very large fee at that time. Other clients in the 1920s included Beneficial, Dillon Read, and Guggenheim Brothers. Unlike most large law firms that at the time recruited mostly white Protestant males, Root Clark hired its first woman partner and its first Jewish lawyers in the 1920s. That emphasis on diversity remained a vital part of the firm in the decades to come.

In the early 1930s, Root Clark established an office in Paris, but it later was closed. About the same time, the firm developed expertise in representing various trade associations. The Textile Finishers Association became the first such association to engage Root Clark’s services, then the Boiler Institute and also the Vinyl Fabrics and Sporting Arms associations soon hired Root Clark.

From 1932 to 1935 the firm did extensive work on the bankruptcy and reorganization of Paramount Pictures Corporation. The firm set up a special office in Paramount’s headquarters, and its lawyers traveled to Hollywood and several theater subsidiary offices around the United States. Finally Paramount was successfully reorganized, and the demands of its creditors were met. The fact that Root Clark received the large fee of $450,000 for its Paramount work illustrated how some law firms prospered during the depression by helping clients facing bankruptcy and reorganization.

In the 1930s, the firm gained other work from helping clients deal with the many laws and regulations passed during the Roosevelt administration. Its international practice grew with work for Cuba’s sugar business, the Havana Electric Company, and Chile’s major nitrate producers.

The Root Clark firm served several other important clients before World War II. For example, it represented American Telephone & Telegraph Company (AT&T) and the New York Telephone Company in their rate matters and other dealings with the Federal Communications Commission. It also served several railroads in their bankruptcy and reorganization endeavors. Its real estate practice included helping its client Hart Schaffner and Marx of Chicago gain use of a New York building on Fifth Avenue and Forty-second Street.

In 1937, Grenville Clark played a crucial role in maintaining the constitutional separation of powers between the judicial, executive, and legislative branches of the federal government. President Franklin Roosevelt was frustrated when some of his New Deal laws, such as the Agricultural Adjustment Act, were found unconstitutional by the U.S. Supreme Court. Since the Constitution did not specify the number of court justices, Roosevelt tried to get Congress to add more justices that the president of course would have the power to appoint. Clark and others prevailed when the Senate rejected FDR’s so-called “court packing” scheme.

Ferdinand Lundberg in 1939 listed Root, Clark, Buckner and Ballantine with 13 partners as one of the nation’s “law factories.” The large law firms that served mostly corporations “are organized on factory principles and grind out standardized legal advice, documents, and services as systematically as General Motors turns out automobiles,” said Lundberg. None of the big New York law firms at that time revealed their clients, for that was considered a form of unprofessional advertising by the American Bar Association. Lundberg argued that the large American law firms were the “brains of American capitalism” that served as “switchboards of social control to the dominant beneficiaries of the established social system. On behalf of their beneficiaries the law offices collect rents, advise on reinvestments, administer estates, suggest political attitudes, and give counsel on dealings with the villeins.”

In 1940, the Root Clark firm began representing Nathan W. Levin in his business and investment dealings for the family of deceased Julius Rosenwald, the major stockholder of Sears Roebuck & Co. At the same time the firm gained Salomon Brothers & Hutzler, later renamed Salomon Brothers, as a client.

In World War II the firm represented Brewster Aeronautical Corporation, a Long Island City-based manufacturer of airplanes for the British Air Force. The firm handled several war contract terminations, including Brewster’s contract with the British. During the war, some of the firm’s attorneys continued to be heavily involved in public policy issues, a good example being Grenville Clark’s key role in creating the 1940 Selective Service Act.

Postwar Developments

In 1945, the retirement of Grenville Clark led to a serious challenge for Root, Clark, Buckner & Ballantine. On January 1, 1946, partners George E. Cleary, Leo Gottlieb, Henry J. Friendly, and Melvin C. Steen left the firm to form their own general law partnership called Cleary, Gottlieb, Friendly & Cox. They also brought three associates with them from Root Clark.

The departing partners took with them considerable legal business for clients such as Pan American Airlines, Federated Department Stores, Salomon Brothers, and the estates of some members of the prominent Guggenheim and Lehman families. Root Clark also lost several tax clients such as Royal Typewriter Company, Food Machinery Corporation later renamed FMC, Eckert Corporation, Luckenbach Steamship Company, the construction engineering company of Amman & Whitney, and Chilean Nitrate & Iodine Sales Corporation.

Elihu Root, Jr., retired in 1952, and two years later John Marshall Harlan left when President Eisenhower appointed him to be a Second Circuit judge and then a U.S. Supreme Court justice. According to Paul Hoffman in his 1982 book, Harlan was Root Clark’s “leading litigator who had defended Du Pont in what was then the biggest antitrust suit ever brought by the U.S. Government.”

Company Perspectives:

Our lawyers share an aggressive commitment to unrivaled client service. From our most junior associate to our most senior partner, we never lose sight of the need to produce high-quality legal work in a responsive, cost-effective, and personalized manner. We believe that there is no substitute for “battle-tested” experience. We combine an exhaustive knowledge of the substantive legal areas with business savvy and an in-depth knowledge of our clients’ businesses and industries. By understanding our clients’ businesses, we can better assist them in solving and, more importantly, avoiding legal issues.

Also in 1954, the law firm faced the loss of the Bank of Manhattan, its main client that was being acquired by the Chase Bank. The firm then recruited Thomas E. Dewey to head its revival. Dewey was very well known as the former three-term governor of New York State who twice had run as the Republican candidate for president of the United States. He had made headlines in 1948 when newspapers wrongly proclaimed his victory over Harry Truman.

Dewey became the firm’s leading name partner on January 1, 1955. By working full-time and avoiding politics and most other outside commitments, Dewey helped the firm gain new clients, including Turkey’s government and the Japanese Trade Council. Dewey’s expertise as a courtroom lawyer was evident when he represented Schenley Industries, New York State, and Eli Lilly and Company in various legal battles. The firm also received considerable work from the Chase Manhattan Bank, although New York’s Milbank Tweed served as the merged bank’s lead outside counsel. Other clients during the Dewey era included GTE, ADM, Continental Oil, Alpha, Dart Industries, and Equitable Life.

Meanwhile, the firm opened offices in Paris and Brussels and expanded its ranks of partners and associates. From 105 lawyers in 1958, Dewey, Ballantine, Bushby, Palmer & Wood grew to 147 lawyers in 1968 and 186 in 1973.

When Dewey died in 1971, his law firm was the second largest in New York City. However, it “went into a decade-long decline in 1971,” according to Erwin Cherovsky in his book on New York law firms. The Brussels office was closed in 1972, and the Paris office also was shut down.

Dewey Ballantine opened a new office in Washington, D.C., in 1977. “The old school said that you could sit in New York and do everything, or maybe get on a plane and come down here for a day,” said Felix Laughlin, the founder of the new office, in Hoffman’s 1982 book. “But if you’re here [in Washington, D.C.] full time, you’re in almost daily contact with the regulatory agencies and you get things done a lot faster.” Many other law firms also opened offices in the nation’s capitol in response to many new laws such as the 1964 Civil Rights Act and several environmental protection laws passed a few years later. “Today every industry must move in lockstep with federal regulators-on everything from equal opportunity to occupational safety, from environmental protection to pension planning,” said Paul Hoffman in 1982. “All this requires lawyers who know the regulations … and the regulators.”

In 1981, Dewey Ballantine represented long-term client Conoco when several firms tried to take it over. Du Pont finally acquired Conoco, while Seagram and Mobil failed in their bids. AT&T, Dewey Ballantine’s largest client at the time, in 1982 settled the federal government’s antitrust lawsuit.

In 1983, Joseph Califano returned to Dewey Ballantine and became its managing partner. Well known as President Carter’s secretary of the Department of Health, Education, and Welfare, Califano spearheaded the revival and growth of the firm. Dewey Ballantine went from 191 lawyers in 1986 to 278 in 1990. With the help of an increasing number of paralegals and other support staff, the firm’s gross revenue grew from $71.5 million in 1986 to $139 million in 1989. Under Califano’s leadership, the firm closed its Paris office in 1985 to reduce its costs and opened its Los Angeles office the same year when it hired the commercial litigation group of Lillick McHose & Charles. In the 1980s many big law firms grew rapidly as the nation added millions of new jobs, many from small business entrepreneurs and many from the growth of computer and other high-tech industries.

The 1990s and Beyond

When the firm in September 1990 moved its New York headquarters to 1301 Avenue of the Americas, it also shortened its name to Dewey Ballantine. A 1990 alliance with the United Kingdom’s Theodore Goddard led to the firm opening joint venture offices in Prague, Warsaw, and Budapest. Later Dewey Ballantine ended its ties to Theodore Goddard and gained full control of the three eastern European offices. It also opened its London office in 1990.

Erwin Cherowsky in 1991 reported that Dewey Ballantine represented corporate or institutional clients such as Prudential Bache, the Federal Savings and Loan Insurance Corporation (FDIC), Martin Marietta Corporation, E.F. Hutton, the General Electric Pension Fund, the Louis Dreyfus Group, and World Airways.

The firm continued its expansion with the 1994 opening of an office in Hong Kong to serve various clients in China and Southeast Asia. Dewey Ballantine in the 1990s remained one of the nation’s top law firms engaged in corporate mergers and acquisitions. For example, it worked on five of the United States’ ten largest mergers on acquisitions in 1997. In the first half of 2000 the firm was the leading merger/acquisition law firm, having worked on deals worth more than $38 billion that represented over 40 percent of that market.

Key Dates

1909:: Three Harvard Law School graduates start the firm of Root, Clark & Bird in New York.
1913:: Two other Harvard Law graduates join to create Root, Clark, Buckner & Howland.
1917:: Elihu Root, Sr., joins his son’s firm during World War I.
1933:: Arthur A. Ballantine rejoins the firm that becomes Root, Clark, Buckner & Ballantine.
1955:: After completing his term as New York State governor, Thomas E. Dewey becomes the lead name partner of Dewey, Ballantine, Bushby, Palmer & Wood.
1977:: The firm opens its Washington, D.C., office in response to increased federal regulations.
1986:: The firm opens its Los Angeles office, its first on the West Coast.
1990:: The firm moves its headquarters to New York City, adopts the new name of Dewey Ballantine, and expands its European practice with new offices in Prague, London, Budapest, and Warsaw.
1994:: A Hong Kong office is opened, the firm’s first office in Asia.

Based on Dewey Ballantine’s 2000 gross revenue of $306.5 million, The American Lawyer ranked the firm as the nation’s forty-third largest law firm, down from number 36 in 1999. That continued the firm’s declining rating, from number 31 in 1998 and number 25 in 1997. However, its gross revenues climbed from $227.5 million in 1997 to $250 million in 1998 and $277 million in 1999.

In 2001 Dewey Ballantine, along with three other outside law firms, represented PG&E Corporation when its subsidiary Pacific Gas and Electric Company entered Chapter 11 bankruptcy, the third largest corporate bankruptcy in history, according to The American Lawyer in June 2001. The firm also represented the Coalition for Fair Lumber Imports Executive Committee, a client since 1985, and other U.S. lumber interests when they complained that Canadian companies benefitted unfairly from Canadian government subsidies. According to a January 2001 fact sheet, the firm “recently completed the multitranche financing of Alliance Gas Pipeline, the largest project finance transaction ever consummated in North Africa.”

These are just a few examples of Dewey Ballantine’s work around the world. From the legal frontiers of intellectual property law dealing with computers and the Internet to helping former communist nations privatize their economies, the firm at the start of the new millennium continued its long history of noteworthy legal services.

Principal Operating Units

Antitrust; Bankruptcy and Reorganizations; Capital Markets; Debt Finance; Emerging Markets; Employee Benefits and Compensation; Energy; Environmental; Insurance; Intellectual Property; International Legislative Reform; International Trade; Investment Management; Leasing; Legislative; Litigation; Mergers and Acquisitions; Private Equity; Privatizations; Project Finance; Real Estate; Securitization; Tax; Technology; Telecommunications; and Trusts and Estates.