Commercial/Corporate Transactions

§                     Handled a wide variety of in-house legal work, including drafting contracts, ensuring internal compliance with laws and regulations, managing outside counsel, and providing legal advice to PBS’s senior officers and Board of Directors.

§                     Helped formulate legal and policy positions for PBS and its 340 member stations to protect the interests of public interest media.

§                     Negotiated and reviewed corporate transactions, including restructuring debt, issuing securities, obtaining capital infusions, purchasing and selling assets; negotiations involved multiple parties including major foreign and domestic corporations, regulated industries, and governmental agencies.

§                     Drafted, revised, and reviewed contracts, including plans of reorganization, disclosure statements, agreements in principle, memoranda of understanding, term sheets, investment agreements, overbid agreements, indemnity contracts, releases, confidentiality agreements, purchase contracts, notes, warrants, security agreements, subordinations, guaranties, disbursement contracts, escrow agreements, assignments of leases, licenses and trademarks, assignment and assumption of liability agreements.

§                     Provided guidance to directors in developing and refining corporate policies; advised senior officers on various strategic and legal issues, including compliance with applicable laws and regulations and minimizing risks of litigation; prepared auditors' letters and SEC periodic reports such as Forms 8K, 10Q, and 10K.

Case Management/Litigation

§                     Drafted numerous pleadings, motions, and briefs filed before bankruptcy courts, federal agencies, administrative law judges, and federal and state trial and appellate courts throughout the U.S., including complaints, answers, dispositive motions, interrogatories, document requests, appeals; presented oral arguments; conducted hearings; prepared and interviewed witnesses; took depositions and handled other discovery matters; researched legal and factual issues; prepared memoranda.

§                     Managed complex civil litigation involving multiple parties; devised, refined, and implemented litigation strategy; spearheaded joint defense efforts of several national law firms; coordinated with other attorneys, including outside special counsel and local counsel, to maximize efficiency and minimize costs.

§                      Oversaw work of expert witnesses and consultants within established budget; served as mentor for and supervised work of summer interns and junior associates; interviewed, hired, trained, and supervised legal assistants.

§                      Represented PBS in regulatory filings before the FCC on digital television issues

Case Highlights

§                     Helped develop overall legal strategy in the “must carry” case, which resulted in a major victory for broadcasters before the United States Supreme Court.  Turner Broadcasting System, Inc. v. Federal Communications Commission, 520 U.S. 180 (1997).

§                     Served as lead attorney for successful restructuring of companies with substantial assets; assisted in representation of investors in acquisition of Continental Airlines out of Chapter 11 bankruptcy.

§                     Successfully defended multimillion dollar claim against major reinsurance company and obtained important victory before California Supreme Court on issue of first impression.

§                     Negotiated and obtained emergency court authorization to provide third party medical insurance coverage for retirees with preexisting conditions.

§                     Obtained favorable ruling from and reversal of policy by FDIC in several cases.

§                     Advised major credit card company on creative strategies to refine structure of and manage risks pertaining to its national and international credit card system.

§                     Assisted telecommunications firm in matter arising from joint venture agreement to provide telephone services to American troops serving in Desert Shield and Desert Storm.

§                     Worked with the Corporation for Public Broadcasting (CPB), National Public Radio (NPR), and APTS to develop an overall strategic approach to the conversion to digital broadcasting for the entire public broadcasting system. Strategic vision required rigorous consensus building and extensive station consultation. Spearheaded effort within PBS to implement systemwide digital strategy through multidisciplinary team approach and matrix management.

§                     Formulated and articulated PBS’s positions on a variety of media policy issues before the Federal Communications Commission (FCC) and the United States Congress.  Represented PBS in numerous joint filings and personal visits with FCC Commissioners and Congressional staff members.

§                     Obtained $450 Million Recommendation in President Clinton’s Budget for Public Broadcasting’s Digital Transition.  Through Public Broadcasting’s Digital Steering Committee, helped spearhead initiative to articulate the case for why public broadcasting would remain the trusted and indispensable provider of services in the digital age and why it deserved federal funding for the transition to digital broadcasting.  Submission to Clinton Administration required development of overall cost estimates for the system and collaboration with other national organizations.  Details of submission were outlined in several press releases and industry articles.

§                     Obtained Major Funding for Digital “Road Show.”  Developed and refined concept of a digital “road show” to achieve two main purposes:  (1) to demonstrate PBS’s expertise in digital broadcasting by putting together a nationwide program to help educate commercial and noncommercial stations on digital transition issues; and (2) to create an opportunity for PBS member stations to raise money for the digital transition by hosting events around the road show.  Obtained financial commitment for the digital road show by forming a strategic alliance with a Fortune 500 company and obtaining other corporate sponsorships and underwriting.  Digital road show was known in the industry as the Harris/PBS DTV Express.

§                     Established policies designed to further PBS’s leadership in digital broadcasting, including:  (1) providing a high definition signal free of charge for testing and monitoring by the broadcasting, cable, and equipment manufacturing industries; (2) producing demonstration videos on digital broadcasting and accompanying written materials; (3) supporting “state-of-the-art” recommendations of the New Technologies Working Group to PBS’s Board of Directors; (4) participating as a panelist or speaker at various national, regional, and local conferences across the country to promote PBS’s public media policies; and (5) ensuring that PBS’s views were represented in the print and television media, including the New York Times, Nightline, and ABC’s World News Tonight with Peter Jennings.