Partner, by Z

It was the decade before last, for time moves fast
That a partner made an offer, ’twas the beginning of a roller coaster.

Though he mastered exacting retainers, the partner had no skill for meeting the deadlines printed on calendars;
He did not relish taking irate calls from survivors of tiny falls,
Nor did he deign to meet the spiritual twin of Boss Tweed,
A rotund fella, a relic from his fathers’ infinitely more successful era.

Thus soon his paychecks bounced, calamities that given my precarious state were most pronounced.
All leading to a Christmastime departure, amidst noises about his office and its pending foreclosure.
And so it was learned, that you can’t coast on your Daddy’s name to earn-

Well maybe you can,
But you gotta avoid being the second generation of Presidential men
Who vomit on dignitaries in Japan.

–Submitted by Z.

This Be the Verse (a Partner’s Lament, after Phillip Larkin)

They fuck you up, your ambitious summer gunners,
They do not mean to, but they do.
They’re always asking your Managing Director questions,
And saving some more, just for you.

But they were fucked in their turn,
By academics with pipes in corduroy coats,
Who half the time watched Court TV
And the rest was spent courting tenure track votes.

Biglaw hands misery onto man
Rows of books and binders upon the shelf.
Retire as early as you can,
And don’t hire any summer associates yourself.

-Anonymous submission

How Do I Bill Thee?

How do I bill thee? Let me count the ways.
I bill thee to the fullest depth and breadth and height
Over three hour lunches, when client is out of sight
For the ends of my being, and an ideal place.
I bill thee to the level of every one
Of my extravagant needs, by sun and lamp-light.
I bill thee freely, as is my ABA granted right;
I bill thee purely, and bask in your Praise.
I bill thee with a passion put to use
In my many briefs, and with childhood’s glee.
I bill thee with a joy I seemed to lose
With my bar exam prep, —I bill thee with the breath,
Smiles, fears, of all my life! —and, if the Partner choose,
I shall continue to bill thee after death.

The Ravin’ (Guarantor), by Sternbut Fehr

Ever wonder what Edgar Allan Poe’s classic The Raven might have looked like if penned by a midlevel corporate associate working at Christmas? Thanks to this incredible piece by Sternbut Fehr, wonder no more.

THE RAVIN’ (Guarantor)
by Sternbut Fehr

Once upon a midnight dreary, all alone (except for Siri),
I sat slumped in Aeron hell and suffered my life in the law.
While I clicked and scrolled, unhappy, suddenly there came a tapping,
As of someone slowly rapping, rapping at my office door.
“’Tis the janitor,” I muttered, “tapping at my office door –
Likely here to clean the floor.”

Ah, distinctly I remember it was in my third December,
I was adding a board member to some charter (pointless chore).
Years of school and debt had brought me to this zenith of ungodly
Slog for clients – stop me, stop me if I’m being a bore –
But law school was so costly you’ll forgive me if I’m sore –
Seemed so right after Peace Corps.

So I sat there blindly staring at the rude unsightly glaring
Of my dual screens, despairing when this knock came at my door.
“Come,” I muttered, “you may enter, I am surely no dissenter,”
My Aeron swiveled on its center as I pushed across the floor –
Swiveled gently on its center, gliding smooth across the floor –
Turning just to face the door.

Though I had anticipated that a cleaner therein waited,
I was promptly now deflated as I looked upon the door.
Oh how quickly I regretted he whose entry I abetted,
For before me silhouetted stood a partner in my door.
A grim and blank-eyed partner I tried daily to ignore.
One I hoped not to work for.

As his gaze began to harden, “Sir,” I said, “I beg your pardon,
I was penning legal jargon and the terms that it stood for.”
Working late and churning, clocking, I had hardly heard him knocking.
Though my aim was hardly mocking, I sought to create rapport:
“I am well beyond espresso, I’d prefer a liquor store.”
Just a joke – and nothing more.

In he strode, his eyes fixed level, hardened face that of a devil,
Business casual disheveled like some legal prince of lore.
True-life winner of the rat-race, a millionaire in my workspace,
No emotion on his old face – seemed my jest would be ignored –
How I puzzled at this titan, wondered what he’d come here for.
Quoth the partner: “Guarantor.”

For a moment I sat waiting unsure what he was relating,
Or if he was simply stating some first word to underscore
A longer thought – but no question came to follow his suggestion
Or clarify his confession – that single word begat no more!
That one lone legal term, it seemed, was all he had in store –
Which I had no answer for.

“Sir,” I started, “I am eager as a bright-eyed little leaguer,
Though my resources are meager I will do what you ask for,
Forgive me for intervening but I’m unsure of your meaning,
I’m incapable of dreaming what you mean by ‘Guarantor.’
Is it client, task, or project? Legal theory to explore?
Please sir, may I have some more?”

Never once my gaze engaging, the partner stood mute and waging
Silent warfare on me, gauging as I struggled to restore
Some semblance of normal rhythm, to repair this growing schism
Without phony cronyism like many had tried before,
Other junior lawyers licked his bootheels, to be sure,
But I wouldn’t, that I swore.

Still he stood there, neither speaking, clarifying, nor critiquing,
As I sat still, slowly freaking out, a prisoner of war,
A grim train of fears beset me: Had I failed as a draftee?
Had I butchered up some unseen doc or bungled my décor?
But try as I might I could not read what his intentions were
In saying only “guarantor.”

And why had I made this blunder, casting my own ship asunder
Dashing it to pieces on the rocks by law school’s evil door?
If I had a time machine I’d travel back and intervene,
Saying “what do you hope to glean? Toss that letter on the floor!
Do not go to law school boy, I beg you, I implore –
Find some other guarantor.”

Guarantor – it conjured finance: Greedy bankers in a rain dance
Slaving all night long in a trance, earning more and more and more.
Just one bonus as a banker would obliterate this canker,
This ungodly fat sea-anchor called a School Loan – filthy whore
Let me do her for three years and rode me then for evermore,
Left me with a saddle sore.

Suddenly a calm possessed me: As if this fool could upset me!
Greyed and hollow from the years he billed and billed and billed some more.
“Fossil!” I cried, “Thing of evil! Fossil still, from times medieval!
Take your stinking Nicorette and go back up to your own floor!”
Here I halted – staring, waiting, knowing I was now done for.
Quoth the partner: “Guarantor.”

Spent, I slumped back now to ponder, and allowed my mind to wander
To my youthful promise squandered, with this night to underscore.
I’ll give notice here tomorrow, surely not with any sorrow
Call recruiters back for once and take a month off to restore –  
Or is every law firm just another figure in my door?
(Of this we need no guarantor.)

And that partner still is standing, still is standing, still is standing
On that well-worn carpet landing just inside my office door.
Silhouetted by fluorescents, stoic in his convalescence
Ailed by unseen and incessant ills from his life in the law.
What he meant by his strange statement I’ve resigned now to ignore.
Quoth this author: Nevermore.

© 2014 by Sternbut Fehr.

Editors’ note 5/8/2014: Due to the early popularity of this poem, we’re gauging interest for #guarantor themed T-shirts. E-mail us at for suggestions or to join the list. 

Ode to Legalese, by Judge Kevin Emas

It’s a special day indeed when a sitting appellate judge contributes some verse to our site. Judge Kevin Emas’s lively poem was selected as the winner of the Dade Bar Bulletin Poetry Contest in September 1990. And how true it remains! 

Dade Bar Bulletin 09/1990

The original poem, in situ.


English, some say, is the tongue of the day,
From Burma, to Bonn, to Tabriz,
But lawyers who toil, in the midnight oil,
Know the true choice is Legalese.

It’s fine to be clear when a layman is near,
Or you need to collect on your fees,
But when suing a landlord, defending a drug lord,
Our minds fill with Legalese.

“Wherefore, to-wit,” we’ll never admit,
We’re shoveling it up to our knees,
So we wink and we smile, the lawyers beguile,
To save face with Legalese.

No defense to a claim of intent to defame?
Argue law or your equities,
But if you’re in doubt, whip your best pleading out,
And re-write it in Legalese.

Some lawyers have clamored, they’ve hollered and hammered,
To rid the world of this disease,
But it mutates and changes, frustrates and deranges,
And lives on as Legalese.

Someday I suppose, with enough angry foes,
They’ll do in our loquacious pleas,
But give silent devotion, ’cause there just ain’t no motion,
Like one done in Legalese.

Kevin M. Emas
Judge, Third District Court of Appeal
Miami, Florida

“Perfect, Tender”

So tender your instrument,
And I tender mine…

“Perfect, Tender” is a love poem grounded in — what else? — the Uniform Commercial Code (UCC). Helpfully footnoted for your wooing pleasure.

Big business looks hither,
Whether merging for life,
Or dealing more briefly:
“Fifty widgets, tonight.”

Though their tears come as filings –
Through dividends, glee –
Corporations are people, too.
Need love? UCC!

Age-old disagreements,
Foibles, troubles and pain
Are here laid out cleanly,
Solved, numbered and plain.

From involving third parties,1
To morning-after remorse,2
All once-taboo subjects3
Now par for the course.

      1 – See generally, U.C.C. §§ 9-401 et seq.
      2 – § 2-513. Buyer’s Right to Inspection of Goods.
      3 – e.g., infidelity. See § 2-614. Substituted Performance.

New lovers can bargain4
Perhaps do a deal,5
And if either should breach,6
Their remedies are real.7

      4 – § 3-202. Negotiation Subject to Rescission.
      5 – § 2-204. Formation in General.
      6 – § 3-502. Dishonor.
      7 – § 9-625. Remedies for Secured Party’s Failure to Comply With Article.

My past contracts have crumbled,
Though I did not breach,8
I had accepted those goods,
Without assurance from each.9

      8 – § 2-610. Anticipatory Repudiation.
      9 – § 2-609. Right to Adequate Assurance of Performance.

Now older and wiser,
Perhaps overdue,10
I turn to the Code,
And use it on you.

      10 – § 3-304. Overdue Instrument.

But how shall I take you,
As a sale11 or a lease?12
Nay! A security interest,13
Brings domestic peace.

      11 – See generally U.C.C. Article 2.
      12 – See generally U.C.C. Article 2A.
      13 – See generally U.C.C. Article 9.

Perfect by attachment,14
Or just by control,15
Accept by performance16
With dirty parol.17

      14 – § 9-309. Security Interest Perfected Upon Attachment.
      15 – § 9-314. Perfection by Control.
      16 – § 2-206. Offer and Acceptance in Formation of Contract.
      17 – § 2-202. Final Written Expression: Parol or Extrinsic Evidence.

So tender your instrument,
And I tender mine,
Tender is perfect;18
Satisfaction, divine.19

      18 – § 2-601. Buyer’s Rights on Improper Delivery.
      19 – § 3-311. Accord and Satisfaction by Use of Instrument.

If this Code governs business
For the “too big to fail”
Why not let it help you,
Find love, or some tail?20

      20 – Fee tail.