In 1991, Vinson & Elkins partner Jim Thompson was cross-examining a witness in a breach of contract trial in a Houston federal court. Hundreds of millions of dollars were at stake.
His client was Scurlock Permian. The plaintiff was National Steel Co.
Scurlock assistant general counsel Lawrence Dreyfuss sat at the defense table throughout the entire trial. At one point, he handed Thompson a card with a question for the witness.
“I ignored the question at first because I didn’t understand the purpose, and I wasn’t sure what the witness’s answer would be,” Thompson said. “But Larry kept handing me cards with the same question, and finally the question was in ALL CAPS.”
Thompson relented and asked the question.
“It had to do with the meaning of the contract construction term ‘affiliate’ as a definitive term,” he said. “Lo, and behold, when the judge wrote his opinion, he specifically pointed to the witness’s answer to that exact question in deciding the case in our favor.
“Larry has always had great instincts,” he said. “He has been one of the truly great oil and gas lawyers that Texas has ever seen.”
The Texas Lawbook and the Houston Chapter of the Association of Corporate Counsel are pleased to award the 2019 Houston Corporate Counsel’s Lifetime Achievement Award to Larry Dreyfuss, who retired in June after 37 years as a lawyer at Plains All American Pipeline and its various predecessor companies.
While Dreyfuss has retired as Plains’ senior vice president and general counsel – commercial and litigation, his influence can be seen far and wide across the $17 billion midstream oil and gas company.
Dreyfuss was involved in 62 completed acquisitions and divestitures for Plains, which had an aggregate purchase and sale price of over $8 billion. He oversaw the legal work related to Plains’ investment of over $7 billion in capital projects. He was directly involved in or supervised the litigation and eventual resolution of more than 3,000 legal claims. During his tenure, Plains EBITDA grew from $89.1 million in 1999 to $2.684 billion in 2018.
“Larry’s is incredibly loyal, and his commitment to Plains and his work have always been a top priority, often at the expense of his own well-being,” Megan Prout, Plains’ senior vice president for commercial law and litigation, wrote in nominating Dreyfuss for the award. “Twice in Larry’s career, he was admitted to hospitals out of town with life-threatening illnesses that Larry had tried to work through.”
Others at Plains echo her praise.
“Mr. Dreyfuss was the most committed and dedicated lawyer I’ve ever known,” said Plains corporate counsel Jodi Padon, who worked with him for more than a dozen years. “Mr. Dreyfuss cared about the people that worked for him. He took an interest in their lives, in and away from the office.”
Dreyfuss was born in Queens, New York, in 1954. He grew up on Long Island. Both of his parents had masters’ degrees and were educators. His great grandfather was a lawyer in Israel.
While he loved learning, he did not enjoy school – or at least being in a classroom. He graduated from high school at 16 and received his bachelor’s degree from State University of New York in 1974.
“One of the most impactful experiences of my life was working at a McDonald’s restaurant during college,” Dreyfuss told The Texas Lawbook. “I took all my classes on Tuesdays and Thursdays and worked most other days. At McDonald’s I learned the ABCs of business. Teamwork and good interpersonal relationships, maintaining consistently high standards, a keen focus on helping others and a strong work ethic are essential.
“All of these fundamentals were critical to my success in every position I held throughout my career, and also in my personal life,” he said.
Dreyfuss graduated from the New England School of Law in 1977.
After practicing law at a firm for four years, Dreyfuss joined a predecessor company to plains, Ashland Petroleum, in 1981. He stayed with the company when it became Marathon Ashland Oil Company, then Scurlock Permian and eventually Plains All American.
In 1987, Scurlock promoted Dreyfuss to senior vice president at age 32 – the youngest executive at the company, ever.
Dreyfuss’ first big challenge in leadership came in 1988 when then-Texas Attorney General Jim Mattox sent a memo to officials in all 254 counties offering them a template for a “road use agreement” that offered an opportunity for local governments to raise funds for county road repairs. Basically, Mattox said counties could impose fees on trucking companies who used their roads.
“Several counties grabbed on to it, and hardly any took the same route,” Prout wrote in her submission. “Some counties had one fee per day per truck, some imposed a fee per month, some once per year. Some counties even adopted different fees in the four different precincts in that county.
“On the trucking company side, however, one can perhaps not imagine how difficult it might be to keep up with 254 counties’ rules, all different,” she said. “Larry was aghast at the administrative nightmare he began to experience.”
Instead of merely wringing his hands and hiring clerical staff to keep up with the permits, Dreyfuss hired a lobbyist and a lawyer to draft legislation that ended the county initiatives. The bill was HB 2060, which passed in 1989. Even today, the permit trucking companies obtain from the state is called the “2060 permit.”
One of the biggest lawsuits Dreyfuss faced came in 1992, when El Paso Refining sued Scurlock Permian for $400 million in what was essentially a lender liability-style lawsuit. Scurlock Permian was delivering oil under a specific contract, and El Paso fell behind on its payments. As a result, Scurlock became an involuntary lender.
“In every case I handled for Larry, he was extremely ‘hands-on’ in defense strategy and execution,” said Thompson, who worked on the El Paso case with Dreyfuss. “In defense strategy and in discovery and motion practice, Larry was always a creative thinker, pushing back against the typical approach.
“His rare style of thinking outside the box led to streamlining discovery, a robust motion practice and, invariably, better success at trial,” Thompson said.
The El Paso Refining matter was no different, according to Thompson. Dreyfuss’ strategy resulted in most of the laundry list of lender-liability claims being disposed of before trial, which, in turn led to a streamlined trial and fewer issues for the jury to decide.
“The jury returned a defense verdict on all issues, due in no small part to Larry’s active participation from inception,” Thompson said.
One of Dreyfuss’ biggest contributions to the Plains legal department was his insistence that junior attorneys be exposed to a wide array of legal issues and experiences.
“Larry understood that the best way to learn was often to be in the room with senior management when an issue was discussed,” Prout said. “It was not uncommon for Larry to bring three or four attorneys with him to internal meetings. It eventually became a joke: that you needed to book a bigger conference room when you invited Larry to a meeting.”
Dreyfuss enjoyed litigation, but he said the 62 mergers and acquisitions, “were most important to me.”
“While some acquisitions were smaller than others, each was unique and presented its own distinct set of problems to solve,” Dreyfuss said. “Some of the smaller transactions actually had more complex and exciting legal issues than the larger ones.
“One of the busiest times of my career was 2006 and 2007, when my team closed 18 acquisitions and divestiture transactions in less than 24 months,” he said.
Dreyfuss said much has changed during his nearly four decades at Plains.
“When I began practicing, no lawyers had computers on their desk nor did our professional assistants,” he said. “Large law libraries were maintained in our company, in law firms and in law schools. It was time-consuming and sometimes difficult to find the right book with the right authority for whatever matter you happened to be handling at the time. The advent of the computer first, and the internet second, changed all of that.”
Dreyfuss said lawyer attire also has changed.
“When I started practicing, lawyers wore suits and ties every day,” he said. “Over the years there was a shift to more casual clothing for in-house lawyers. I had a hard time with the concept of dressing down, as it seemed less professional to me.
“In time, I was overruled by the younger attorneys, and the dress code in the law department became business casual,” he said. “Eventually, I had to accept “Casual Fridays,” which meant jeans.”
Those who worked with Dreyfuss said he loved paper.
“He printed everything … at least one time,” Padon said. “In order to get a motor fuel license, it was required that we get fingerprints from several officers of the company, one of which was Mr. Dreyfuss.
“When the fingerprint service tried to obtain Mr Dreyfuss’ fingerprints, he advised us that his fingerprints were not able to be taken because they had rubbed off,” Padon said. “He surmised that it was because of the amount of paper Larry had handled over the years.”
Dreyfuss’ favorite quote is inscribed on a box that sits on his nightstand and is displayed on his desk at work.
“Nothing in this world can take the place of persistence. Talent will not: nothing is more common than unsuccessful men with talent. Genius will not; unrewarded genius is almost a proverb. Education will not: the world is full of educated derelicts. Persistence and determination alone are omnipotent.” – Calvin Coolidge.
“I wanted young lawyers to see it,” Dreyfuss said. “I wanted them to know that I value hard work and a willingness to learn over intelligence and aptitude. It has been my experience that success comes from hard work, a strong will and a fierce resolution to achieve.”