What Law School Doesn’t Teach You…Yet

Stephen Harper is a rising 3L and executive editor of the Law Review. This summer he is working for Cahill Gordon & Reindel LLP in New York, New York as a summer associate.

As I began my job search last summer, I knew I wanted to work in the private sector and decided to focus on Summer Associate positions at large firms in New York.  I felt those positions would offer me the best opportunity to pursue my interest in both finance and law simultaneously.  I was fortunate to receive an offer to be a summer associate at a Wall Street firm with leading corporate finance and litigation practices.

Throughout the summer, I have experienced life as a first-year associate (with shorter hours) and worked on interesting projects in both litigation and corporate law.  I recently wrote two memos analyzing various aspects of contract law for two pending breach of contract actions involving significant damages claims.  Those litigation assignments were very similar to the writing assignments I received during my first two years at Washington and Lee.  In both contexts, I had to analyze narrow issues and apply relevant legal principles to the facts I was given.

My corporate projects at the firm have been very different from most of my law school assignments.  My transactional assignments have focused primarily on due diligence and corporate document review.  My partner and associate liaisons have gotten me involved in a variety of corporate deals, including bond offerings (both secured and unsecured) and credit agreements (contracts in which banks agree to loan clients a sum of money over a specific time period).  In my first five weeks at the firm, I have seen how important corporate lawyers are to the continued success and growth of various business entities.  In addition, through my assignments, I have learned about unfamiliar businesses, including automotive suppliers and healthcare companies.

As the summer has progressed, I have also discovered that the difference between corporate law and litigation is night and day.  Transactional lawyers draft documents, negotiate contracts, evaluate business risks, and advise clients on other planning issues.  Conversely, litigators generally advocate for their clients and advise their clients on solutions to problems that have already developed.  In my opinion, law schools do a much better job preparing their students for a career in litigation as opposed to one in transactional law.  The core classes teach students to spot issues and analyze cases; they are focused on developing litigation skills.  However, very few courses prepare students for transactional law.  Fortunately, I was not completely lost when I received my first corporate assignment because I had the opportunity to take two second-year classes—Secured Transactions and Cross-Border Transactions—which introduced me to some of the basic documents, terminology, and tasks associated with transactional work.  I plan on taking more transactional courses as a 3L (W&L’s third-year curriculum offers a number of interesting options) so that I am better prepared for a legal career after law school.

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