On my agenda today is a get-together with about 15 former principals of Lane and Edson, PC, the small law firm I first joined in 1972, two years after it was founded. I was then the 7th lawyer in this newly established law firm, which eventually grew to over 100, with lawyers not only in Washington, but in New York City and Los Angeles. A victim of its own success (see below), it disbanded in 1989, and its hundred or so lawyers went in many different directions. 1989 is now 37 years ago, and if you think that it is extraordinary that, 37 years after the dissolution of the firm, so many of its principals still occasionally get together, so do I.

Digression: the law firm I founded with Tim Aluise in 1991 is still going strong (without me or Tim at this point) in 2026. I practiced with that firm for more than 20 years, and it is now in its 35th year of operation (twice as long as Lane and Edson), but I am pretty sure there will never be a get together of all its former principals. Just won’t happen. End of digression.

Lane and Edson was founded by Bruce Lane, Chuck Edson and Stanley Frosh, and was first named Frosh, Lane and Edson. But Stanley left the firm after a few years when he was appointed a Circuit Judge in Montgomery County, MD, and the firm was renamed in 1975. The primary thrust of the then new firm was to serve what was a fairly new industry in the United States, the construction, development and financing of government assisted and regulated housing for low and moderate income individuals and families. And it kept that specialty (as it added others) through the years, becoming predominant in its field.

One of the facets then and now in the development of affordable housing was the sale of equity interests in partnerships that developed the housing. These limited partnership shares were sold to wealthy individuals who were primarily looking for tax write-off against other income (this is what the federal legislation provided for as a way to encourage investment in these types of properties), as opposed to cash distributions (which were limited both by the economics of the properties themselves and by governmental restrictions. Structuring these investment vehicles was, to a great extent, a niche practice, but it obviously had a lot in common with other investment structures, each of which had to comply with similar securities laws regulating the sale of such interest to the public.

The professionals who actually marketed these interests are known as real estate syndicators, and we had many clients who could be described by this term. One of those clients became involved with someone in the business of marketing interests not in affordable housing partnerships, but more broadly in entities which would acquire other types of business, both manufacturing and distribution organizations. This was a very lucrative business, and expanded into what is still known as the merger and acquisition business, where older companies would be purchased by new companies.

Digression #2. The merger and acquisition business, as practiced by certain segments of the industry, became very controversial and remains controversial until today, as the result of these acquisitions undoubtedly led to extremely large fees for the organizers and purchasers, and often burdened the acquired business with an enormous amount of debt which led to either or both of the acquired company having to shed some of their branches in order to raise money to pay the debt, or even to go out of business, resulting in job losses, etc. End of digression #2.

Representing the new entities created by our syndicator client and his new business partner led to not only an increase in Lane and Edson’s business, but an increase in the levels of legal fees being earned by the firm. You can imagine that the fees available through the restructuring of some very large companies outran the fees earned through the sale of interests in a partnership operating a small affordable housing project in a mid-sized city somewhere in America. And it was this business that led us to the establishment of a significant office in New York City, where virtually the entire merger and acquisition world lived. In fact, we were I believe the only m and a firm at the time in Washington.

Our affordable housing business continued, and we had added a conventional real estate finance business that complemented it, and earned comparable fees. But we also added some business lines whose fees were perhaps closer to those earned through our merger and acquisition clients, including a fairly large energy finance business, which was becoming international in scope.

In the mid-1980s, we began to realize how much the firm was changing, and how we had to change with us. We had for over a decade been a firm that prided itself on treating each of its partners fairly equally when it came to compensation, but now we had some partners generating much more income, and some of those partners lived not in DC, but in New York City, where expectations were different. They began to demand more.

At the same time, we had been hiring law firm associate lawyers at the same pace as most firms in DC, but the skills developed by our associates dealing with merger and acquisition, and energy finance, clients were in demand by bigger firms (largely in New York) who were willing to pay them much more. We could not compete, and began to lose associates. Something had to happen.

What began to happen was that some of the members of the firm began to peel off, to leave us (often with associates) and move to other and larger firms with deeper pockets, both in DC and in New York. And those of us who would have wanted to stay with a Lane and Edson more like the firm that existed before these other practices grew quickly found that this would not be possible, largely because by this time Lane and Edson’s infrastructure had grown to support the bigger firm. We had a first class Park Avenue office that housed over 25 lawyers and could have housed more. We had recently signed a lease for an additional floor in our office building in DC in the expectation of increased growth. All this had occurred when all of the office talk was about staying together, before the first groups split off.

In late 1989, amidst a lot of Sturm, Drang and turmoil, and a lot of publicity, Lane and Edson disbanded.

End of story.

(Of course, not really the end of story, but the end of story for today.)

But most of those who departed the firm departed in clumps – 3 went here, 5 went there and so on. Fewer, like me, went out on our own. But, I should say, that three former Lane and Edson lawyers eventually did work for Hessel and Aluise for a number of years. And somehow, most of us remained in contact, and organized occasional lunches and reunions, and then Zooms, and for a while now more lunches and get-togethers. And one of those is today. Two hours from now. And yes, there are a few of us who are no longer walking the earth but, I think, surprisingly few. Bruce and Chuck, now both in their 90s, will be in attendance today, and hopefully for many more in the future.