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The Hon. Thomas E. Brennan

Hello Mr. Sherwin

Sometime during the week after August 8, 1979 a new player made his entrance on the Potomac School of Law’s Watergate stage. His name was Irwin Sherwin.

Sherwin was a Florida jeweler who spent his summers in the upscale mountain resort town of Blowing Rock, North Carolina. His son was a student at Potomac.

By the time the board of directors convened on August 16, Sherwin had met with board members DiPietro and Winstead as well as student bar president Rudy Gannascoli and had made a boastful proposal that he would personally pledge approximately $100,000 to the school, and in addition, he would guarantee the school’s credit in the approximate amount of $1,000,000.

With Sherwin, money was no problem. His conversation was spiked with references to wealthy patrons who bought his jewelry, and who, he assured his listeners, could put Potomac on a solid financial base in the twinkling of an eye, with little or no effort.

Of course, this was exactly what the students wanted to hear. It was exactly what DiPietro and Winstead wanted to be able to report to the board. It became known as the "Sherwin Proposal", and was contrasted with the "Brennan Proposal", my offer to undertake to manage Potomac as a Cooley satellite.

The August 16 board meeting got underway at 9 AM. Eleven of the thirteen board members were present. Board Chairman Lee Corcoran and my friend Bob Schmidt were the only absentees.

Alice O’Donnell, vice chair of the board presided. In rapid succession the board dispensed with a formal agenda, went into executive session, and passed a resolution directing the president to renew the director’s liability insurance policy and pay the first annual premium, which he was authorized to do without concurrence of the treasurer.

The board then invited David Boone, attorney for Irwin Sherwin, into the meeting. Student bar president Gannascoli was also admitted to the room. Boone outlined Sherwin’s offer in broad terms, insisting that Sherwin was serious and that he was financially capable of making substantial gifts to the school.

Gannascoli reported that the students favored the Sherwin proposal over the Brennan proposal by a wide margin. He also reported on a relocation initiative called the H Street proposal, which the board received favorably.

The meeting recessed at 12:20 PM and reconvened three hours later. This time, Irwin Sherwin himself was invited in, along with his son, Louis, and his attorney, David Boone.
There ensued a rambling discussion about ABA accreditation and Sherwin’s proposal, during the course of which, Sherwin insisted that he could put the school on its feet financially, and assure its approval by the bar. Then he left.

After adopting a resolution that fall semester tuition payments be segregated into a separate trust fund, the board invited Jeff Petrash into the room and asked him where the Brennan proposal would stand if the board did not act favorably on it during the meeting. Jeff said he didn’t know, but would try to contact me to find out.

Jeff couldn’t reach me. The board then adopted this resolution:

"RESOLVED, that the board agrees in principle with the general proposal made by Mr. Sherwin to aid the school financially by making a pledge in the approximate amount of $100,000 to the school and by making available to the school his guarantee in the approximate amount of $1 million;

"FURTHER RESOLVED, that counsel for the school be, and he hereby is, directed to prepare, in conjunction with Mr. Sherwin and his counsel, a specific contract specifying the mutual responsibilities and commitments of Mr. Sherwin and the school;

"FURTHER RESOLVED, that the board be reconvened at the call of the chairman at the earliest opportunity to vote upon the specific agreement negotiated by counsel."

The board then considered and defeated two motions to ratify actions taken by the executive committee on August 8, 1979.

Finally, the board resolved as follows:

"RESOLVED, that Cooley Law School be advised that the board has neither accepted nor rejected its proposal at this meeting, and that the board does not consider its proposal inconsistent with the Sherwin proposal."

Innocuous as that resolution sounded, I thought it was a setback for DiPietro and company. His goal was to present Sherwin as an alternative to Brennan, and the board wasn’t buying it.

Now the only question would be whether Irwin Sherwin and Tom Brennan could work together. I have always believed that in business affairs the golden rule controls:
He who has the gold, makes the rules. If Mr. Sherwin was prepared to write a big check, I was prepared to listen to him.

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This Page was last updated on: 08/19/2004