Executive Q&A from Thelen LLP

Thelen Reid & Priest is a full-service national firm, formed through the industry's first bi-coastal merger of two well-established law firms in 1998. The result is a balanced national firm with a total of seven offices in the four most important legal markets in the country: New York (including Morristown, N.J.), the San Francisco Bay Area (with two offices in San Francisco and one in the Silicon Valley), Washington DC, and Los Angeles.

With comparably sized, electronically linked offices on both coasts, Thelen Reid & Priest LLP has broken free from a traditional, centralized structure. Neither of the firm's two largest offices (San Francisco nor New York) is considered a headquarters. Accordingly, the Firm retains a small firm feel within individual offices regardless of size, and still enjoys all the advantages, practice diversity and resources usually associated with larger firms. Thelen Reid & Priest LLP combines Thelen Marrin's experience in commercial litigation, construction and technology/emerging companies practice with Reid & Priest's internationally regarded expertise in energy and utility law, finance and corporate transactions. The firm provides its clients with comprehensive legal counsel by drawing upon attorney talent from any of its practice groups in any of its offices. Thus, the firm is unique both in its culture and its complementary practice strengths.

The firm is governed by a five-person Executive Committee, which acts under authority delegated from a 15-member Partnership Committee elected by the partners. All Thelen Reid offices have at least one representative on the Partnership Committee. Both these committees have broad discretion with respect to the firm management, although certain issues are reserved to the partners as a whole or to the discretion of individual offices. Day-to-day management of the firm's practice is handled by the Chairman, who works closely with individual department chairs and with office managing partners.

What opportunities exist for variety within an individual attorney's practice?

Thelen Reid organizes its variety of legal specialties, which other firms might categorize into distinct departments, under 10 practice areas. Business & Finance, Commercial Litigation and Technology, IP and Trade Regulation are defined in particularly broad terms.

Business & Finance offers opportunities in corporate, commercial, securities, finance, mergers & acquisitions, restructurings & buy-outs, bankruptcy, real estate syndications, entertainment and intellectual property. The firm is well-regarded by clients in the industries of banking, building, cellular communications, computers, construction, energy, entertainment, financial services, insurance, mining, power, real estate, health care, semiconductors, and transportation.

Commercial Litigation work includes ADR, antitrust and trade regulation, asbestos, banking, bankruptcy & creditors' rights, contracts, corporate governance, derivative suits, entertainment, environmental, environmental regulation, failed financial institutions, insurance coverage, insurance regulation, intellectual property, international arbitration, product liability/toxic tort, real estate, securities, technology, and white collar criminal defense.

How is your Intellectual Property practice organized?

The Technology and Intellectual Property department distinguishes itself from traditional IP practice groups by structuring itself along industry lines, not by generic legal disciplines. The department's attorneys have particular experience working with companies in the semiconductor, computer hardware and software, computer peripherals, and telecommunications industries. A unique feature of the group involves the development of interdisciplinary "strike teams" to deal with issues which transcend conventional practice areas. To date, teams have been formed to address the Year 2000 software crisis, the burgeoning field of bioinformatics, and the acquisition or upgrading of large-scale computer systems (for intranet purposes).

Thelen Reid further demonstrates the interconnected manner in which the firm's practice capabilities are organized with interdisciplinary legal specialties such as Entertainment, International, Internet, Telecommunications, and Energy, Utility & Infrastructure. These groups are "horizontally defined." They include attorneys from different departments and the work done spans several traditional legal disciplines.

In addition, the firm recently merged with the San Francisco high tech firm of Britton, Silberman & Cervantez. The merger affords even more business and practice opportunities for prospective associates interested in techology-related transactional work in corporate licensing, venture capital and IP.

What practices do you consider particularly strong?

Business & Finance and Commercial Litigation are the firm's largest departments. Together their membership constitutes nearly half of Thelen Reid's attorneys world-wide. The firm's premier practices include Construction & Government Contracts, Labor & Employment, Project & Asset Finance and Tax, Benefits, Trusts & Estates.

What are some of the most interesting new developments at the firm?

In the largest movement of legal talent into Thelen Reid & Priest since its 1998 merger, a group of 12 attorneys from Berlack, Israels & Liberman, led by utility and finance attorney Douglas E. Davidson, joined the firm May 2000. The group brings a highly sophisticated public utility and finance practice to Thelen Reid that includes corporate, project, and international finance, securities, mergers and acquisitions, asset divestitures, banking, federal and state regulatory and litigation expertise. The addition of these attorneys significantly supplements and expands Thelen Reid's signature Energy, Utility and Infrastructure Practice Group and strengthens its position among the top tier of national law firms that serve this industry.

Most recently, Thelen Reid acquired the 10-attorney firm of Britton Silberman & Cervantez, identified by The Recorder in 1999 as "the SoMa high tech community's choice for venture funding, corporate licensing and IP work." According to Thelen Reid & Priest chairman Rich Gary, the former BSC will help to "broaden our practice to technology centers in New York, Washington, DC, Los Angeles, and elsewhere. Their start-up experience will also help Thelen Reid's more traditional clients as they increasingly adopt Internet business strategies.

Describe some of your firm's major recent deals and litigation matters.

In March 2000, partner David Shaffer led client MicroStrategy's offensive defense in response to an employee discrimination complaint. MicroStrategy's Vice President of corporate development operations Betty Lauricia filed with the Equal Employment Opportunity Commision (EEOC) on the grounds of an allegation of sex and age discrimination. Before she was granted EEOC approval to bring a suit, Microstrategy retaliated with a suit of its own--a trade secrets case. Lauricia's attorney got the case thrown out of the U.S. District Court as an attempt by MicroStrategy to shut down his client's employment complaint before it got started. David Shaffer brought the same allegations to the Alexandria Circuit Court, however, seeking the return of numerous documents the company claims are confidential. As for Lauricia's suit, Shaffer beat her to the punch by asking the judge to rule that as a manager, Lauricia was not protected by federal law.

Shaffer told the Legal Times in May 2000 that "defendants have to do what it takes to keep difficult cases from going before juries. We all know the reality of jury trials. If the employer is wrong, the jury is going to sock it to them whether or not the employer acted in good faith." According the Legal Times, his concern is one that is "increasingly common in the technology sector, where intellectual property--ideas and incremental advantages in software design or business methods--as well as a company's internal structure, can be closely guarded secrets more valuable than a product."

In the transactional arena, Thelen Reid & Priest has been busy as well. In November 1999, a Thelen Reid team closed the acquisition and leveraged lease financing of Calpine Corporation's Calistoga geothermal electric generating facility. The following April, Thelen Reid & Priest represented clients Cogentrix Energy, Inc. of the U.S. and CDC Group plc of Great Britain in their financing of the 300 MW San Pedro de Macoris Power Project being developed in the Dominican Republic. Thelen Reid client Scotia Energy Ltd. of Scotland acted as CDC's advisor on the development effort through completion of the project, which will culminate in the single largest power plant in the Dominican Republic. In June 2000, the firm represented longtime client TXU Corp's public offering of 3,000 shares, underwritten by Lehman Brothers.

In summer 2000, Thelen Reid also took Metropolitan Transportation Authority (MTA) of the State of New York to the state Supreme Court to recover over $10 million for the contractors and subcontractors hired to perform the restoration of New York City's Grand Central Terminal. Thelen Reid's clients alleged that due to scheduling delay's within in the MTA's control, the project was months behind schedule, yet the contractors remained unpaid for their services and expenses.

Please describe your firm's major pro bono initiatives.

The firm is the principal San Francisco firm providing pro bono legal services in the Bay Area Sports Organizing Committee's (BASOC's) bid to host the 2012 Summer Olympic Games. Thelen Reid attorneys are involved in a variety of capacities, ranging from contract drafting and review to tax and intellectual property counseling. Thelen Reid is currently involved in pro bono matters which include: several asylum cases; representation of indigent defendants through the Lawyer's Committee for Civil Rights; children's issues through Legal Services for Children Organization; and participation on the Pro Bono Panel of the U.S.D.C. (Southern District of New York).

In addition to this work, Thelen Reid has recently adopted a new pro bono policy. The policy states that any hours an associate bills for pro bono matters sanctioned by the firm, by an individual office or as a TRP pro bono initiative shall be given full credit for all purposes, including associate merit bonus eligibility.

Legal services provided in pro bono matters accepted by an individual attorney are given 50 percent hour credit up to a maximum of 75 hours per year for all purposes, including merit bonuses. The firm's summer associates are allowed to participate in a pro bono intake clinic where they have taken on much hands-on responsibility (including court appearances) in asylum, children's rights and prisoner's rights cases.

What percentage of billing hours do your associates, on average, spend on pro bono work?

Though participation in pro bono is an individual attorney's choice (strongly supported by firm policy), several associates have devoted as many as 250 hours (or over 10 percent of their total annual hours) to pro bono matters.

What's the most fun part of life at this firm?

An atmosphere rich with opportunities where effort and hard work are rewarded.

Comprehensive formal mentoring and "learn-by-doing" training programs where partners truly care about associates' development.

A sense of camaraderie among associates, who help one another and are supportive.

Down-to-earth people.

Being in on the ground floor of a firm with vision and obviously on the rise.

Variety of practice groups affording practice, learning and exploration opportunities.

Well-planned and well-managed growth.

Forward-thinking firm that continues to diversify its client base makes for a secure practice future.

People treated with respect at all levels and in whatever capacity.

Attorneys who genuinely enjoy the company of their colleagues.

Creativity and a welcoming of fresh ideas.

A firm identity that is constantly changing, thus creating an atmosphere of receptivity to both input and innovation.

What types of personalities thrive at your firm?

As a firm, Thelen Reid is looking for outgoing, achievement-oriented individuals with the ability to balance a dedication to legal practice with outside interests and responsibilities. Thelen Reid attorneys are graduates of the nation's leading law schools. In selecting interview candidates, the firm typically interviews students from top schools who rank in the top 25% of their class. The firm will, however, consider students who place within the top 40%, if they demonstrate strengths and talents not immediately evident from a simple numerical ranking. In particular, the firm considers law review or journal participation. Other considerations include prior work experience, law school courses and extracurricular activities, including moot court, community involvement and public service. Undergraduate academic performance and advanced professional degrees are also taken into account in the overall assessment of an applicant's potential to succeed. Thelen Reid also recognizes the value of a diverse group of lawyers and is committed to attracting and retaining attorneys from different cultural and ethnic backgrounds.

Those who thrive at Thelen Reid are:

Balanced - those who appreciate a work environment that respects attorneys' commitments and priorities outside the workplace, such as family, children and community service/involvement.

Achievement-oriented - those who place a priority on continuing to develop and grow within the firm and the legal profession.

Motivated - those who are independent self-starters, welcoming opportunities for growth, practice variety and early responsibility in an environment where hard work and excellence are both recognized and rewarded.

Flexible - those who embrace change and progress.

Forward-thinking - those who thrive within a firm that is evolving and want to be active in the firm's direction and identity.

Well-rounded - those who understand that excelling as an attorney means contributing to the community, taking advantage to professional opportunities and developing relationships with clients and colleagues.

Congenial - those who seek a courteous, casual, down-to-earth atmosphere, free from hierarchy and formality.

Respectful - those who are open to differences in professional style and problem-solving methods.

Mature - those who possess a sense of self and have the ability to prioritize and make decisions.

Receptive to diversity - those who appreciate the contributions made by colleagues within the firm, be it practice expertise, approaches to work, cooperation methods or other support.

Please describe training for new associates:

The firm takes great pride in its long-standing in-house training programs, which are geared to the experience levels of our attorneys. First-year associate training takes place in both the litigation and business practices and features "learn by doing" opportunities. The firm's partners and senior attorneys act as lecturers, critics and guides. Since associate training and development is a firm priority, all partners are expected to take an active role both formally and informally.

Litigators participate in programs on taking and defending depositions (of both lay and expert witnesses), law and motion, trial advocacy skills and negotiation. Thelen Reid also offers substantive programs on procedural and substantive developments in the profession, legal writing, client development and legal ethics. A glimpse into first-year training is provided during the firm's summer associate program. The summer associate program includes a business negotiations seminar as well as a trial advocacy program (encompassing all steps of the trial process from an introduction to taking and defending depositions to perfecting opening and closing arguments to attending lectures on evidence and the direct or cross-examination of witnesses.)

Training for first-year "transactional" attorneys entails an exposure to the wide variety of the firm's interconnected practice areas. In addition to business negotiation workshops, junior business attorneys participate in a twelve-unit, bi-weekly training series that covers such topics as corporate governance, basic securities, exemptions and blue sky laws, private placements and venture capital, project finance and closings.

How are associates assigned to departments?

Thelen Reid & Priest's practice is organized into ten departments. Prior to joining the firm, associates are asked to select a major department in which to focus their practice. Thelen Reid's summer program affords an opportunity to explore the reality of practicing in any of the firm's practice groups. This way, summer associates can make informed decisions as to the areas that best suit their skills and interests.

Every effort is then made to match new associates with the practice area in which they wish to work. Associates have the opportunity to do all types of substantive work within their department, as well as to work in various interdisciplinary groups and in those groups whose work is related to their assigned department. Associates are thus able to take advantage of the variety of career development opportunities a national law firm affords.

Please describe your partnership track:

Typically, the partnership track ranges from seven and a half to 10 years. The decision to invite an attorney to become a partner in our firm must be based upon the considered conviction of each partner voting in the affirmative that the attorney has made and will in the future make a substantial contribution to the success of our firm in addition to possessing professional competence. The qualifications of the attorney will be considered along with the needs of the partnership. No single factor is determinative in evaluating such a contribution, but it is expected that each new partner will have demonstrated the following attributes:

A. Legal Ability

1. Expertise in an area of the law

2. Technical proficiency

3. Intellectual capacity and ability to master new skills

4. Productivity and efficiency

5. Ability to establish and maintain client relationships

A. Personal Attributes

1. Integrity

2. Maturity and emotional stability

3. Judgment

4. Dedication and loyalty to the firm and its clients

5. Personality and compatibility

6. Citizenship (adherence to and support of firm policies and procedures)

B. Needs of the firm

1. Department

2. Office

C. Business Development Skills (set forth by way of example)

1. Ability to manage and cultivate important client relationships

2. Demonstrated cross-selling and marketing skills

3. Ability to attract new, quality clients or work to the firm

4. Active, sustained participation in bar association, trade association and/or other professional activities

5. Publication of articles and papers in important areas of the firm's professional competence

6. Recognition in the legal and business communities

D. Relationship with the firm

1. Meaningful contribution to department, practice group, or administrative functions

2. Potential for contribution to future leadership within the firm, and within the candidate's department and practice groups

Which law schools do the majority of summer hires come from?

Firm-wide (that is, taking all Thelen Reid offices' summer associates into account), the following schools were most frequently represented in the 1999 & 2000 summer classes: Columbia University, Fordham University, Georgetown University, Harvard University, New York University, Stanford University, University of California at Berkeley (Boalt Hall), University of California at Hastings, University of California at Los Angeles, University of Pennsylvania, and University of Michigan.

What is your firm's recruiting process?

During the fall, representatives from the firm visit over 30 law school campuses nationally. In 2000, Thelen Reid will conduct interviews at Cardozo, Columbia, Cornell, Duke, Fordham, Georgetown, Harvard, Hastings, Loyola, Northwestern, Notre Dame, NYU, Pepperdine, St. John's, Santa Clara, Stanford, UC Berkeley (Boalt Hall), UC Davis, UCLA, University of Chicago, University of Michigan, University of Pennsylvania, USC, USF, University of Virginia, and the National Black Law Students Association interview programs on the East and West Coasts.

The firm participates in both national and regional minority law student job fairs and also interviews at various multi-school off-campus recruiting programs. Though Thelen Reid views fall on-campus interviewing as the most effective method of recruitment for our summer program, the firm seriously considers all applicants who make contact via the write-in process. Interested second-year students attending schools where Thelen Reid is unable to conduct on-campus interviews are strongly encouraged to apply directly in writing.

To apply, candidates should contact the Thelen Reid recruiting contact for the specific office where they are interested in working. Prior to meeting with any candidate, whether for a summer associate or senior lateral position, the firm asks that a detailed cover letter indicating area(s) of interest, updated resume and law school transcript be submitted as standard procedure.

Interviews with Thelen Reid are typically conducted in two stages. A screening interview (which may be conducted either on-campus or for write-in candidates, in one of the Thelen Reid offices) is followed by a series of office interviews. During a "callback," candidates will meet with both partners and associates to afford them the opportunity to learn more about the firm, while Thelen Reid learns more about them. Every effort is made to match candidates with interviewers who can answer questions and address concerns specific to each interviewee wishes to explore, as well as with Thelen Reid attorneys who share similar outside interests.

Please describe your firm's diversity programs.

Thelen Reid & Priest actively seeks to recruit attorneys from minority and underrepresented backgrounds. The firm demonstrates its commitment to this goal through a variety of benefits, policies and firm activities. Thelen Reid offers domestic partner benefits for our gay and lesbian attorneys and staff and provides pro bono assistance to local gay/lesbian rights organizations. Several attorneys are actively involved in the Lambda Defense and Education Fund, Bay Area Youth Positives and the National Center for Lesbian Rights. Offices have also hosted special events such as a reception to celebrate Gay and Lesbian Pride Week in San Francisco.

The firm has adopted the Statement of Goals for the Retention and Promotion of Women as developed by the Association of the Bar of the City of New York and the Year 2000 Diversity goals of the Bar Association of San Francisco. Thelen Reid is also proud of the Minority Law School Scholarship funded by the firm through the bar association of San Francisco and of the Women's Forum, a unique firm-wide program designed to address the specific issues and concerns facing female attorneys.

In 1999 the Executive Committee formed a firm-wide committee tasked with reviewing and making recommendations on diversity issues as they affect recruitment, retention and business development. Diversity Committee membership extends to both attorneys and professional staff in each of the firm's offices and includes each office's Hiring Partner. Though initial work has focused on recruitment efforts, the Committee also has been successful in addressing such topics as professional development, promotion and lateral attorney hiring.

What is the Thelen Reid "SMSA"?

Among the Diversity Committee's landmark projects is the launch of the Thelen Reid & Priest Study of Minority Student Attitudes. An information project through which the firm hopes to learn more about the concerns facing students of color in the law firm recruitment process, the "SMSA" has allowed the firm to further build upon existing relationships with minority student organizations at law schools on both coasts. The SMSA reflects input collected during focus groups conducted with students of color from six law schools - Fordham, NYU, Columbia, Stanford, Hastings and Boalt Hall. Representatives from minority student organizations at these schools met in the firm's New York and San Francisco offices to candidly discuss the SMSA's content and design. Never before has a study of this scope solicited confidential information directly from students and in response to requests to several minority student organizations the firm expanded this project to several other national campuses in spring 2000.

Data from this survey reflecting the opinions of over 200 law students of color is being compiled by an opinion research analysis firm. Results will be made available to students through career services offices, meetings with minority student groups on their respective campuses as well as through lectures and/or discussion groups to be hosted by Thelen Reid during winter 2000.

Please describe your firm's attorney retention programs.

The complex and often highly individual variables surrounding associate retention are top priorities for the Thelen Reid partnership and management. Recognizing that this issue merits investigation and action on a number of levels, the firm's retention programs are multifaceted and involve both national and office-specific local efforts. First, an associates' committee of representatives meets with the designated partners to discuss ideas and matters of concern. Associates are expected and encouraged to meet regularly both with partners and senior management to communicate openly and informally in their individual offices.

To foster relationships among associates and those partners with whom they might not have an opportunity to work, the firm has also introduced the concept of "mentoring circles." Attorneys (regardless of seniority and practice area) are grouped together in informal "clusters" and get to know one another outside a professional context through casual impromptu outings.

Firm-wide policies that proactively address retention issues include part-time options, emergency child care and domestic partner benefits. Moreover, an associate retention committee has also been formed with four sub-committees to address mentoring, quality of life, firm policies and technology. Among the committee's first tasks was a comprehensive survey clarifying and prioritizing those issues that mattered most within the associate ranks. The activities of these committees have already effected change.

The concerns facing associates of color (be they unique to minority attorneys or not) may be discussed in the context of Thelen Reid's firm wide Diversity Committee. These meetings offer a confidential forum to discuss sensitive issues with both minority and majority partners. The Committee also provides an supportive network of resources for implementation of such ideas as a retreat specifically for minority associates and promoting involvement in community activities including minority bar associations, seminars on minority legal issues and career development/networking for attorneys of color.

Thelen Reid is well aware that retention of its legal talent is long-term effort that does not end with recruitment. The firm is committed to facilitating ongoing communication, mentoring, guiding the direction of associates' careers at each stage, promoting continued development and being attuned to how the legal profession is evolving. Accordingly, particular attention is paid to continuing education, informal mentoring relationships, practice development opportunities and encouraging attorneys' outside involvement in the professional community.

What is the main focus of your firm's summer associate program?

Thelen Reid's summer program is based on the learn-by-doing attorney training module that the firm applies with its associates. Programs combine seminar and workshop training with hands-on work assignments completed under the watchful guidance of Thelen Reid attorneys.

Each Thelen Reid summer associate is assigned a partner. Assignments are based on the summer associate's specified area (or areas) of interest. The designated partner is responsible for monitoring a summer associate's work throughout his or her time with the firm and is expected to provide meaningful and constructive feedback at each stage of every project.

Each summer associate is also matched with an associate who provides guidance on such matters as acclimating, utilizing available resources and balancing workload. The responsibilities of an associate advisor include answering questions about procedures and policies, providing direction on assignments, offering guidance and making sure each summer associate feels well-connected within the firm.

Work assignments for the summer program range from research-related projects to drafting documents, pleadings, discovery requests and client letters. Summer associates are encouraged to solicit assignments directly from attorneys whose practice interests them and with whom they hope to work.

What formal summer training programs does Thelen Reid offer?

In all Thelen Reid offices, summer associates participate in a negotiation seminar exercises in which students negotiate problem sets with one another, with the firm's attorneys acting as clients. Direct and cross examination workshops are also part of each office's summer curriculum. Regardless of their practice area of interest, Thelen Reid summer associates have the opportunity to participate in general training including Lexis and Westlaw, library research, as well as "resource training" on such topics as the role a paralegal plays in an active practice.

Reflecting Thelen Marrin's history as a litigation leader, Thelen Reid summer associates on the West Coast have the option of participating in an innovative trial advocacy exercise recognized as among the finest programs in the country. Through a combination of lectures, presentations and workshops, summer associates conduct client interviews, draft motions, take and defend depositions and ultimately conduct a half-day mock jury trial. Partners serve as faculty and "judges," while Thelen Reid staff play roles as witnesses and jurors. Litigation training "coaches" help students prepare for trial exercises, and partners present informative lectures on each phase of the trial process to provide "tips of the trade."

What are some of the other aspects of your summer program?

Throughout the summer, informational programs and luncheons are scheduled with attorneys representing the firm's various practice groups to informally discuss what that group's work entails. These programs offer summer associates a glimpse into a "day in the life" of attorneys from practice groups they may not have previously considered as career options. The firm invites summer clerks to participate in informal get-togethers addressing such matters as learning more about Thelen Reid itself, making the adjustment to working in a large law firm, and any other concerns summer associates face.

Social events provide additional opportunities for summer associates to get to know us better personally and in a more casual setting. Summer 2000 events in the various Thelen Reid offices have ranged from a trip to view a taping of "The People's Court" to a Museum of Modern Art tour. Summer associates have had the opportunity to visit the Napa Valley wine region, paint their own pottery and have also taken sailing trips to Catalina, and Angel & Ellis Islands.

What percentage of summer associates receives a full-time offer?

Including those attorneys who joined Thelen Reid as part of recent mergers or acqusitions, the following list details the total number of partners and associates in each office who have joined the firm thus far (through August of 2000):

San Francisco - 25

10 attorneys via the Britton Silberman Cervantes merger, all into Business & Finance or Technology & Intellectual Property

Approximately 15 laterals into Business & Finance, Commercial Litigation, Construction, Project & Asset Finance or Tax, Benefits, and Trusts & Estates

New York - 15

12 attorneys via the Berlack Utility & Finance practice acquisition (including the Morristown, NJ office), all into Business & Finance

Three laterals into Commercial Litigation and Labor & Employment

Washington, D.C. - 12

12 lateral partners & associates into Business & Finance, Construction, Government Affairs and Labor & Employment

Los Angeles - 4

Two partners and two associates in corporate and white collar crime litigation