Heller, Ehrman, White & McAuliffe
Heller, Ehrman, White & McAuliffe
Employees: 1,400 +
Sales: $196.5 million (1999)
NAIC: 54111 Offices of Lawyers
Heller, Ehrman, White & McAuliffe is one of America’s top 100 law firms. The San Francisco-based firm is recognized for its key role in developing the West, having helped found Wells Fargo Bank and arrange for financing of the Golden Gate Bridge. In the late twentieth century the firm has become a leader in providing legal services to new high technology and biotechnology industries. Its corporate clients include VISA, Bank of America, Symantec Corporation, Philip Morris, Pacific Gas & Electric, ALZA Corporation, Raychem, and Ernst & Young. The firm also ranks as one of the nation’s leaders in providing pro bono services.
Origins and Early Practice: 1890–1945
Emanuel S. Heller (1865–1926) graduated from the University of California at Berkeley and the Hastings College of the Law before passing the California bar in 1889 and then starting his solo law practice in 1890 in the heart of San Francisco’s financial center. In 1896 Heller and Francis H. Powers created the partnership of Heller & Powers. When Sidney M. Ehrman (1873–1974) joined the young partnership, it changed its name to Heller, Powers & Ehrman. A native of San Francisco, Ehrman graduated from the University of California at Berkeley in 1896 and earned his LL.B. at the Hastings College of the Law in 1898.
The firm’s most important early clients were Isaias W. Hellman and his two institutions, the Nevada Bank and the Union Trust Company. When the Nevada Bank merged with the Wells Fargo Bank in 1905, the Heller firm moved its offices to its client’s headquarters of the new Wells Fargo Nevada National Bank. After many records were destroyed in the famous 1906 San Francisco earthquake, the Heller law firm kept busy filing land ownership papers in addition to its typical workload. Meanwhile, the Heller firm represented the San Francisco Stock and Bond Exchange, the Bankers Investment Company, the Spring Valley Water Company, Pabst Brewery, Pacific Coast Shredded Wheat Company, Guggenhime & Company, and various prominent families.
Following the death of Francis Powers and the addition of Jerome White (1883–1972) and Florence McAuliffe (1886–1957) as new partners, the firm’s name became Heller, Ehrman, White & McAuliffe in 1921. In the 1920s the firm’s lawyers helped completely revise California’s Uniform Corporation Code. When the Union Trust Company merged with the Wells Fargo Nevada National Bank, the firm represented both of its clients and then continued to serve the merged entity as its largest client. Other companies served at the time were Proctor & Gamble Company, Federal Construction Company, the Patterson Ranch, the Italian-American Bank, National Surety Company, Sacramento Northern Railroad Company, and United States Rubber Company.
In 1930 the firm’s offices in the Nevada Bank Building housed 12 lawyers. After President Franklin D. Roosevelt was inaugurated in 1933, his New Deal legislation had a major influence on how lawyers dealt with their corporate clients. For example, Heller Ehrman helped its clients develop fair competition codes to comply with the National Recovery Administration. When the Wells Fargo Bank resisted closing during the 1933 “bank holiday,” the firm persuaded the bank’s leaders to go along with the rest of the nation.
Also in 1930 a group of contractors called Six Companies, Inc., formed with the help of Heller Ehrman, began construction of the Hoover Dam. In the next few years the firm also helped win several lawsuits filed against Six Companies. About the same time, the firm worked with the federal Reconstruction Finance Corporation, Congress, and the California legislature to gain the financing for the Golden Gate Bridge between San Francisco and Oakland. During World War II, many attorneys at the firm enlisted for service. On the homefront, the firm began focusing on its tax practice.
The Firm after World War II
Specialization increased after World War II as the economy grew in leaps and bounds. Some Heller Ehrman lawyers for the first time devoted their entire practice to one legal specialty. Labor law and tax law were the firm’s first two specialty practices, although they did start a probate practice in the 1950s. It was not until the 1960s that some of the firm’s lawyers began specializing as litigators.
Heller Ehrman has a long history of serving technology clients. According to Carole Hicke in her firm history, “Heller, Ehrman pioneered in the field of large equipment leasing in the United States” in 1954. First, they represented Boothe Leasing Company, which leased heavy equipment, and later Boothe Computer Corporation, which leased costly computers. In 1959 Heller Ehrman handled the initial public offering for Ampex, a client since about 1947 that provided the technology for the first recorded radio and television programs. The firm participated in many more IPOs after 1959, including Portland’s Big C. Stores and Salt Lake City’s Bancorporation.
Consolidated Foods Corporation became a new client in 1948. By the 1960s, after having helped the corporation on tax and other issues, Heller Ehrman helped it acquire Abbey Rents, Aris Gloves, Shasta Water Company, and Sara Lee bakery products, and also successfully defended Consolidated Foods subsidiary Chicken Delight in the antitrust lawsuit Sie gal v. Chicken Delight.
As Southern California’s population boomed after World War II, the state needed much more water. After voters in 1960 approved the Feather River Project, Heller Ehrman represented Wells Fargo and other banks that provided the equipment financing for the various construction companies.
The firm also played a role in the counterculture centered in San Francisco. For example, in 1969 it helped negotiate an end to a student boycott and faculty strike at San Francisco State College, where the protestors wanted an ethnic studies department. One of the law firm’s best-known pro bono cases occurred in Trafficante v. Metropolitan Life Insurance Company, in which the firm represented white plaintiffs who sued the insurance company because of its discrimination against minorities in a San Francisco apartment. Both the U.S. District Court and the Ninth Circuit Court of Appeals said the plaintiffs had no standing to sue because they were not facing discrimination, but the U.S. Supreme Court in 1972 unanimously agreed they could sue. Meanwhile, new apartment owners made a favorable settlement that led to integration.
In the post-World War II period, Heller Ehrman played a significant role in the origins of some key firms in the computer, biomedical, and biotechnology industries. First, it helped create and set up financing for Fairchild Semiconductor Company, the first company to make semiconductors. Second, in 1968 Heller Ehrman helped begin ALZA Corporation, a pioneer in producing certain drug delivery methods. ALZA remained a long-term client. Third, in 1972 it assisted in the organization of Cetus Corporation. Martin Kenney noted in his book on the history of biotechnology that for a time Cetus was “the only operating biotechnology company” in the 1970s.
Meanwhile, Heller Ehrman opened new offices along the Pacific Coast in the 1970s and 1980s. In 1974 it opened a small office in Palo Alto to serve high-tech companies that already were clients. That was expanded in 1985 to become a full-service office with expertise in labor, tax, and litigation. Heller Ehrman also opened a Hong Kong office in 1978, and within a few years began operating out of a Beijing hotel suite. However, both Chinese operations ended in 1987 when the firm decided it could more efficiently serve its Asian clients from its West Coast offices.
The firm in 1983 established offices in Seattle and Portland due to its representation of Alcoa in Alcoa v. Central Lincoln, a case won in the U.S. Supreme Court. In 1988 the Seattle office merged with two small Seattle firms. The firm’s Los Angeles office, which opened in 1987, expanded rapidly to have almost 50 lawyers by 1991. To relieve the Seattle office of its growing work for clients in Alaska, the firm opened its Anchorage office in July 1989.
Not surprisingly, the firm’s growth led to new facilities. In 1986 the San Francisco headquarters was moved to a new skyscraper at 333 Bush Street. By 1991 the firm had 370 lawyers, over 3.5 times what it had employed just ten years earlier. To celebrate its achievements and heritage, it hired Carole Hicke, a University of California historian at the Bancroft Library’s Regional Oral History office, to write a centennial history.
Practice in the 1990s and Beyond
In the late 1990s Heller Ehrman gained an important client when it defended Visa against antitrust allegations. In 1996 Wal-Mart, Sears, and Safeway filed a lawsuit against Visa USA and MasterCard International to protest the two associations requiring retailers to accept their debit cards if they also accepted their credit cards. In 1998 the U.S. Department of Justice filed a lawsuit against Visa USA, Visa International, and MasterCard International over alleged lack of competition in the credit card industry.
What continues to distinguish Heller Ehrman from competitors is not only the quality and breadth of our practice and client base, but also our commitment to certain core values—to excellence, to our people, to teamwork, to our communities and to our concept of “one firm.” We believe these values matter to the people who come to work at Heller Ehrman and we believe they matter to our clients.
In 1999 Heller Ehrman merged with Werbel & Carnelutti, described in a March 22, 1999 PR Newswire as “a highly regarded New York City corporate finance, securities and litigation boutique.” The addition of Werbel & Carnelutti’s 18 lawyers resulted in Heller Ehrman’s total of 450 lawyers. Robert H. Werbel had founded what became Werbel & Carnelutti in 1981 when he and another lawyer began serving the investment banking firm of Allen & Company as their major client. The Werbel firm merged in 1989 with Carnelutti & Downs, the New York City branch of the Italian law firm Carnelutti. The union with Heller Ehrman maintained the affiliation with Carnelutti’s offices in Milan, Rome, Paris, and Naples, thus helping the merged firm develop international capabilities to better serve its clients.
Heller Ehrman represented Symantec Corporation in 2000 when it announced an agreement to acquire Axent Technologies in a stock transaction worth about $975 million. Based in Cupertino, California, Symantec operated in 33 countries to provide computer security systems, as did Axent, headquartered in Rockville, Maryland.
Based on its 1998 gross revenue of $169 million, The American Lawyer ranked Heller Ehrman as the nation’s 61st largest law firm in July 1999. The firm also ranked number 11 for its pro bono work. When Heller Ehrman brought in $196.5 million in gross revenue in 1999, it was once again ranked the 61st largest law firm.
In October 2000 Heller Ehrman opened a Madison, Wisconsin, office when it hired two biotechnology partners from the law firm of Foley & Lardner. David Harth, one of the two partners, said in the Madison Capital Times that Heller was “if not the premier, one of the premier, law firms in the country in life sciences and biotechnology.” At least 40 biotechnology firms were based in the Madison area, mainly because of research programs at the University of Wisconsin in Madison.
Heller Ehrman also supported the biotechnology/biomedical industry when it participated in the Southern California Biomedical Council’s planning of the second annual conference on Investment and Strategic Partnering Opportunities in Southern California.
At the dawn of the new millennium Heller Ehrman faced great challenges and opportunities. Some critics were concerned about the possible dangers of biotechnology or genetic engineering, a major practice area for the firm. New coinage, such as the Euro, and new trade agreements impacted the firm’s international practice. Larger law firms had more resources, an important aspect since consolidation created larger and larger multinational corporations. How the law firm responded to these developments remained to be seen.
Baker & McKenzie; Gibson, Dunn & Crutcher; Skadden, Arps, Slate, Meagher & Flom.
- Emanuel S. Heller begins his solo law practice in San Francisco.
- The partnership of Heller & Powers is formed.
- The firm is renamed Heller, Powers & Ehrman.
- The firm adopts its permanent name of Heller, Ehrman, White & McAuliffe.
- A Palo Alto office is established.
- A Hong Kong office is started, but is closed in 1987.
- The firm opens its Seattle and Portland offices.
- The Los Angeles office is opened.
- The Anchorage office is opened.
- The firm reestablishes an office in Hong Kong.
- The Singapore office is opened.
- A second Silicon Valley office is opened in Menlo Park.
- The San Diego office is started.
- The firm opens its New York office by merging with Werbel & Carnelutti.
- The firm starts an office in Madison, Wisconsin.
Beckett, Paul, “Wal-Mart Can Stay in Debit-Card Suit, U.S. Judge Rules,” The Wall Street Journal, November 20, 2000, p. B12.
Hicke, Carole, Heller Ehrman White & McAuliffe: A Century of Service to Clients and Community, San Francisco: Heller Ehrman White & McAuliffe, 1991.
“Justice Fires Its Opening Volley,” Credit Card Management, July 2000, pp. 6–8.
Richgels, Jeff, “Biotech Law Practice Opens Here Major Firm Adds Local Attorneys,” Madison Capital Times, October 14, 2000, p. 12D.
“The Southern California Biomedical Council Announces Selection of Companies to be Featured During Its 2000 Investor Conference,” PR Nerwswire, September 27, 1999, p.l.
“Symantec: Symantec Strengthens Security Leadership with Acquisition of Axent; Accelerates Symantec’s Strategic Shift Towards the Fast Growing Enterprise,” M2 Presswire, July 31, 2000, p. 1.
Timmerman, Luke, “Spotlight Still Aimed at Insider Trading,” Seattle Times, August 6, 2000, p. F6.
“West Coast’s Heller Ehrman White & McAuliffe Combines with New York’s Werbel & Carnelutti in East Coast/International Expansion,” PR Newswire, March 22, 1999, p. 1.
—David M. Walden