Brief Professional History   

The following is a brief history of my professional development.  I suspect that the following history will provide more detail than most are interested in reading.  But to some, a more detailed history might be important.  If you are interested, my professional history is summarized as follows:   

You will see that I have had a very diverse and challenging business background while maintaining an estate planning practice. Through all of my experiences, you will see that I have a unique, well rounded view of all aspects of business operations and estate planning (both large and small).  And while not emphasized below, most of my business and estate practice projects  are referred to me by CPAs, Attorneys, Insurance Professionals and others.  I always work hard to justify the confidence each has placed in me when making the referral.      

Under Graduate, CPA, Law School, Masters in Taxation (LL.M) .  I graduated from OSU in 1976 with a degree in accounting.  Did quite well.  Graduated in top 5%.  Went to work for Arthur Andersen &Co (audit), which was then a Big 8 CPA Firm.  Passed CPA exam.  I had always anticipated going to law school and started in September, 1977.  While attending law school, I first worked at Tom Inman Trucking as their Controller.  I then joined Cities Service (very large oil and gas corporation eventually purchased by Oxy), in their tax department where I was initially responsible for the small consolidation, and then I was promoted an international tax specialist.  The travel schedule impacted my ability to continue my legal education, so I joined Haskins & Sells, also a Big 8 firm, as a Tax Senior. They provided much greater scheduling flexibility.  At Haskins & Sells, I completed my legal education, taking 20 hours during fall semester and 4 hours during tax season.  Graduated top 5%.   

Was able to arrange my affairs so that I could attend SMU full time in Dallas, Texas.  Completed the LL.M in Tax and Estate Planning program in one year.  Class rankings are not maintained.      

Sneed Lang.   Went to work at Sneed Lang.  Tax, business and estate planning practice.  Lot of private placement work preparing the materials used by clients to raise funds from investors.  Worked on all aspects of some private placements, and the tax aspects section of each.   Sneed Lang focused on the oil and gas industry. They also had a very good estate planning practice. Their practice contracted because of the down turn in the oil and gas industry.  I was the next to the last business attorney to leave.  Plus L. K. Smith actively recruited me to help Boone Smith start a business division for his firm.    

Adjunct Professor University of Tulsa- Masters in Taxation Program .   While working at Sneed Lang the University of Tulsa commenced a Masters in Taxation program in its business school. They engaged me as an adjunct professor to teach the corporate tax class which included the tax consequences of forming a Corporation; taxing distributions and redemptions from a Corporation; split ups, spinoffs, reorganizations and taxable dispositions of Corporations, and other related topics. I subsequently also taught courses in estate planning and in employee benefits. I continued this affiliation for in excess of 20 years until TU moved their Masters in Taxation curriculum to a web based course of study.   

Boone Smith .  From Sneed Lang, I went to work for Boone Smith, which was a premier litigation firm in Tulsa .  As stated, they were interested in developing a business and estate planning practice.  Very good work, very good people.   Sneed Lang continued to engage me for special projects.  However, even with both firms referring projects to me, and with the continuing lag in the economy, there simply was not enough work to keep the newly formed business and estate planning division busy.  Also, the Leggett & Platt offer and opportunity was outstanding.   

Leggett & Platt .   Was recruited by Leggett & Platt which is headquartered out of Carthage, Missouri (then a Fortune 200 company).  They had a very active mergers and acquisitions practice.  They would complete as many as 20 acquisitions each year.  Acquisitions were normally handled in-house.  Very talented group.  Also, had weekly staff meetings discussing the issues and strategies in negotiating and structuring deals, etc.  We would study and discuss various clauses in the Agreements.  The General Counsel was very hands on and enjoyed sharing thoughts and exploring different approaches at these meetings.  I worked directly with the finance department and business people as they valued each acquisition, considered deal points and how to proceed with the negotiations.  Involved either as an observer or participant in all aspects of the negotiations.  Very much like a graduate course in a Mergers and Acquisition practice.     

Return to Tulsa, Commence Private Practicing in Business and Estate Planning While Working In-House for Start-ups as Legal Counsel and as CFO.   My wife's mother had a stroke, we returned to Tulsa .  Went to work as general counsel for a growing hotel chain.  The company focused on building a hotel chain in small industrialized communities in Georgia and surrounding states which did not have good hotel facilities.  We would prepare a private placement memorandum to raise investment seed money from the town fathers, and then build the property.  I was responsible for all of the legal aspects of each project.  Also, I was able to re-commence my own business and estate planning practice.  Both Sneed Lang and Boone Smith continued to engage me as needed.  When I accepted the position, I was assured that the Company would never relocate from Tulsa .  We were to build a national chain and Tulsa was home and centrally located.  So the current focus in Georgia was temporary.  The owner would fly his personal aircraft to Georgia .  Unfortunately he crashed on one trip.  No injuries.  However, the owner' family decided it was time to move to Atlanta .  I was invited to relocate, but elected to stay in Tulsa .   

Joined a small start up oil and gas company as their General Counsel, and served as it's CFO.  Went through several funding transactions with Williams Companies and other industry sources for a large development project in northeastern Oklahoma.  Negotiated an exclusive, very complex 100,000 acre oil and gas lease concession with the Osage Indian Tribe.  Acquired pipeline systems from Koch industries and others. Involved in numerous transactions. Company was eventually sold.  Very good experience.    I was also able to continue my business and estate planning practice outside of the Company through Maddux & Maddux.   Boone Smith and Sneed Lang continued to engage me as needed.      

Joined another small start up company which had developed specialized oil and gas well operating and monitoring systems, again serving as legal counsel and CFO.  Negotiated an exclusive agreement for the manufacture of the equipment with the US subsidiary of a large Japanese company.  Included non-competition provisions provided we maintained minimal purchases during a ramp up period.  Then I negotiated an exclusive sales agreement with National Oil Well, the largest supplier to the oil and gas industry.  Under the Agreement, they were required to use their best efforts to sell our equipment and to make certain minimum purchases.  Also, and this was critical, they could not sell competing products.  Our company was sold to a company which specialized in remote monitoring equipment with the objective of modifying our equipment so that small oil and gas wells could be monitored and operated remotely on a very cost efficient basis.   Continued my outside representation of other business and estate planning clients through Maddux & Maddux.   

Current Practice .  Currently, I have a business and estate planning practice with Maddux & Maddux.  In my business practice, I have helped new businesses determined the best structure (corporate form, LLC, single member LLC, S Corporation, and so forth) through which to conduct their business by focusing on tax issues, estate planning opportunities, exit strategies and other related issues. I have also worked on numerous acquisitions and dispositions of existing businesses, reorganizations of existing businesses to accomplish numerous business objectives including succession planning, structuring to incentivize key employees, and structuring to help protect the assets of the business; splitting existing businesses into separate operating entities, and other transactions.  I also assist my business clients in normal day-to-day contract negotiations for ongoing business relationships. My experience outlined above has been invaluable when assisting clients with these matters.   

In my estate planning practice, I have assisted clients with extremely significant estates to plan and then adopt structures designed to save millions of dollars in estate taxes.  I have also assisted clients with more normal sized estates structure their affairs so that their assets are left to their spouse, children or other beneficiaries in the most efficient manner possible. Using approaches I have developed the inheritance which my clients leave to their children are much better protected from their children's creditors than typical approaches. Most of my clients view these better creditor protection provisions of equal, and sometimes greater importance, than the planning undertaken to minimize estate taxes.  For example, using these approaches, the inheritance my clients leave to their children should be better protected in the event of the child's divorce. Also, these better creditor protection approaches are available to, and are viewed as helpful by, my more typical clients.   

Have also regularly attended national estate tax planning seminars to make certain that our estate planning proposals and structures are start of the art. To further support my estate planning practice, I have developed a close working relationship with an estate planning attorney who practices out of the national headquarters of Baker & Hostetler, a large national law firm.  Through B&H, I have completed many complicated estate planning projects knowing that the project employs state of the art documents and approaches.