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In May, when Bryan Cave announced its merger with Robinson Silverman Pearce Aronsohn & Berman, it was doing what lots of firms are doing these days: acquiring a sizable New York presence, courtesy of a midsize firm that wanted to be part of something larger. But that wasn’t Bryan Cave’s Big Apple debut. You’re forgiven for not knowing that the St. Louis-based firm — now with about 825 lawyers in 18 cities — has had an office in Manhattan for 17 years. Bryan Cave hopes that greater bulk will yield more and better work. But according to some defectors, it may take more than that. What was lacking, they say, was an understanding of the different culture and market that exists in the big city. And, over the years, that disconnect has translated into major turnover. The existing New York office of Bryan Cave hovered at about 50 lawyers for the last few years, never truly gaining traction. Since it hung its shingle in 1985, the office has acquired attorneys in fits and starts — picking up an intellectual property boutique in 1989, a corporate securities outfit in 1993, and a lending group in 1999 — but the departures have offset the pace of the lateral hiring. Of the 44 attorneys in New York as of 1997, only nine remain, with 14 of the 20 partners from that time now gone. According to some defectors, Bryan Cave failed to listen to its New York partners, who tried to explain that Manhattan was not St. Louis. “They’re the gold standard in Missouri,” says one ex-partner, “so it’s been a difficult adolescence, understanding how that wasn’t exportable to New York.” That partner notes that the firm put a premium on having a blue-chip clientele, even if that meant handling commodity work, not M&A. In fact, when Bryan Cave’s big Midwestern clients were doing major deals in New York, they weren’t using Bryan Cave — at least not primarily. For Monsanto Co.’s acquisition by Pharmacia & Upjohn Inc., the St. Louis-based company — a major Bryan Cave client — brought on New York �ber-deal-closer Wachtell, Lipton, Rosen & Katz as primary counsel. Ralston Purina Co., another Bryan Cave mainstay, also hired Wachtell Lipton to handle its acquisition by Nestle S.A. (In both deals, Bryan Cave had a secondary role.) Walter Metcalfe Jr., chairman of Bryan Cave, admits that the firm struggled to find its place in New York. “We had not been able to develop the cohesiveness, and the way we practice law elsewhere, as well as we might have,” he says. Clients told Bryan Cave that it could get more work if it beefed up its New York presence. Two years ago, the firm decided that a merger was necessary. “We needed much more capacity in New York,” says Metcalfe, “to give meaningful assistance to our clients located elsewhere in the country, and in London.” Before going into this merger, 170-lawyer Robinson Silverman looked into the hemorrhaging in Bryan Cave’s New York office and decided that it wasn’t a problem. “We’re satisfied that given our size and critical mass that that history, to whatever extent it existed, will no longer be an issue,” says Michael Rosen, Robinson Silverman’s chair, who heads the new New York office. The moral fiber of Bryan Cave was of greater import. As a midsize firm, Robinson Silverman had been courted heavily, but wanted a firm, like Bryan Cave, that fostered a spirit of collegiality and had long-standing client relationships. But will warm feelings translate into more deal work? Richard Zakin, a law firm consultant and former managing partner of Bryan Cave’s New York office, thinks so. “You have to have that core nucleus, to cross a certain threshold to make it,” he says. “And this gives Bryan Cave that critical mass.” One ex-partner sees things a little differently. “You’ve got to have more than a physical presence in a geography to attract work,” he says. “You’ve got to have portable client relationships.” There are, however, two sides to this transaction, and it could also be a success if the merger simply enables Robinson Silverman to better serve its current clientele — which includes conglomerate Barnes & Noble Inc. — around the world. If that works, says Mark Waddell, a former member of Bryan Cave’s executive committee, currently at New York’s Chadbourne & Parke, “they’ll still make money. It doesn’t matter who’s getting the business.” It may just mean that Bryan Cave will have to wait awhile to become the gold standard of New York.

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