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Name and title: Robert S. Osborne will become group vice president and general counsel on Sept. 1. Age: 51 Troubled giant: The world’s largest automaker was the picture of a blue-chip company but has fallen on difficult times. General Motors Corp. (GM), which employs about 335,000 workers worldwide, reported a loss of $8.6 billion in 2005 on revenue of $193 billion, with the bulk of the loss coming from its North American operations. The company’s market share has been slipping in both U.S. and worldwide sales in recent years, as overseas competitors have grown stronger. GM’s U.S. market share was 23% last year; globally, its market share was 14.2%. The parent of the Chevrolet, Cadillac, Hummer and Saab brands (among others) has plans to improve its car and truck lines, revamp its sales strategy and reduce costs-especially health care expenses-to return to profitability. The Detroit-based firm disclosed recently that it has been exploring the possibility of an “industrial alliance” with Renault SAS and Nissan Motor Co. Ltd. Daily duties: Osborne doesn’t expect to shake things up much immediately after he leaves his partnership at Jenner & Block’s Chicago headquarters to take charge of the automaker’s legal department. His duties will include providing counsel to senior management and the company’s board, supervising all legal work and managing 205 staff attorneys, about half of whom are located outside the United States. He’ll oversee relations with hundreds of law firms that handle some of the company’s legal work. “I have no current plans for any significant changes, either externally or internally, ” Osborne said. “ As I get to know the company directly, I’ll be evaluating things as we go along.” While GM’s turnaround plan is focused on operating issues, Osborne expects his team will provide legal support for much of that work. For instance, the legal department is still involved in the recent sale of a majority stake in finance company General Motors Acceptance Corp. (GMAC), he said. “What makes it interesting is that it’s going to be a challenge,” Osborne said. “GM is a very large, very complex organization. It deals with a wide range of business and legal issues.” The company faces myriad legal proceedings, including antitrust class actions by U.S. consumers, a suit by retirees over cuts to their health benefits, a class action by some bondholders and asbestos litigation, according to the company’s last annual report filed with the U.S. Securities and Exchange Commission. Currently, Osborne is working on special GM projects, which he declined to specify. Ultimately, he knows that the general counsel position will require him to handle a variety of legal issues and step outside his “comfort zone” in law related to merger and acquisitions, corporate governance and securities. “One of the challenges facing me in my new position is providing leadership in areas other than the ones I have traditionally practiced in,” he said. Legal team and outside counsel: GM spreads its work among staff attorneys mainly by geographic location and according to the legal expertise needed for a particular project. The company farms out work to about 500 law firms, with 10 firms commanding half of the workload. Jenner & Block and Chicago’s Kirkland & Ellis, where Osborne worked previously, are among that number; Osborne declined to name the others. He doesn’t expect those relationships to change. “There has been a trend toward building strong relations with a group of firms that are really trusted providers,” he said. Outgoing GC Tom Gottschalk will continue as executive vice president for law and public policy. Route to the top: Osborne’s relationship with GM stretches back to the mid-1980s, when he was a Kirkland & Ellis associate working on the company’s business. He spent 23 years in corporate law at Kirkland in Chicago and then kept GM as a client when he moved to Jenner & Block in 2002. “GM has been a significant part of my law practice for many years,” Osborne said. In addition to the sale of the GMAC stake, Osborne has advised the company on the sale of Hughes Electronics Corp. and the spinoffs of Electronic Data Systems Corp., Delphi Corp. and GM’s defense unit. He was outside general counsel for Lands’ End Inc. from 1986, when the company went public, until it was sold to the old Sears, Roebuck and Co. in 2002. Other clients included Ameritech, the Chicago Board of Trade, General Dynamics Corp. and Motorola Corp. “The best part of my career has been the opportunity to develop strong relationships with clients that go beyond working on specific projects to having more strategic relationships,” he said. Personal: Osborne is working mainly in Detroit these days and has taken up residence in the nearby suburb of Birmingham, Mich., although he plans to keep a place in Chicago. He was born in Montreal and holds dual American and Canadian citizenship. After growing up in Ottawa and Toronto, Osborne left Canada for Harvard College. He graduated magna cum laude in 1976 and earned the same honors when he graduated from Harvard Law School in 1979. His wife, Martha, is also an attorney, although she no longer practices. They have two children, Tom, 20, a student at Harvard, and Sarah, 18, who will start at Lewis & Clark College in Portland, Ore., this fall. Osborne enjoys fly-fishing and hiking in Alaska, where he has a house in Anchorage and a cabin near Denali National Park. He serves on the board of directors of the Nature Conservancy of Alaska. He is an adjunct professor at the University of Chicago Law School, but expects to give that up when he assumes his duties at GM. Last book and movie: The Island Within, by Richard Nelson, which Osborne described as “a meditative book” by a “fantastic biologist” who writes about his experiences on an island off the coast of Alaska; and A Prairie Home Companion.

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