#014: Ken Basin - Entertainment Lawyer and Business Affairs Executive

Ken Basin [00:00:00]:

And as a transactional lawyer. As an in house business executive, I'm certainly managing conflict a lot. But ultimately, you try to live in a world that isn't zero sum. You try to live in a world where if we all get this done, we're all going to be better off than we would have been otherwise. And I like winning, but I don't mind if the other side wins. I'm perfectly happy for them to win, too, as long as I don't get left behind.

Jonah Perlin [00:00:20]:

Welcome to How I Lawyer, a podcast where I talk to attorneys from throughout the profession about what they do, why they do it and how they do it. Well, I'm your host, Jonah Perlin, a law professor in Washington, DC. Now let's get started. I want to welcome Ken Basin to the podcast. Ken is the executive vice president and head of business affairs for Paramount Television. He's a seasoned Hollywood lawyer who began his legal career at the law firm Greenberg Glusker, where he practiced both litigation and transactional law as the associate chair of the entertainment department before moving to executive roles in business affairs at Amazon, Sony and now Paramount TV. In addition to his practical experience in the field, ken is the author of the book The Business of Television. Ken also has served as an adjunct professor or lecturer at Harvard, UCLA and Southwestern Law schools. He's a graduate of the University of Southern California. Go, Trojans. And a magna cum laude graduate of Harvard Law School. Go, Crimson. Although he now spends his time getting deals done for television behind the scenes, he's not a total stranger to the camera, having appeared on both Who Wants to Be a Millionaire and College Jeopardy. Welcome to the podcast, Ken.

Ken Basin [00:01:24]:

Thank you. Glad to be here, Jenna.

Jonah Perlin [00:01:26]:

So I want to start by asking you about your path to entertainment law pretty broadly, so I was hoping you could talk a little bit about your decision to go to law school and how you got started in the business.

Ken Basin [00:01:35]:

Sure. I went to law school for one of the many bad reasons to go to law school, which is that I didn't want to be a doctor and I could only disappoint my Jewish immigrant parents so far in falling off their chosen path. My mother went through all five stages of grief. The best was bargaining when she suggested unironically, that maybe I could go to medical school and then go to law school.

Jonah Perlin [00:01:56]:

Sounds reasonable to me.

Ken Basin [00:01:58]:

Yeah. No, we did not make that deal. So I went to law school with not necessarily a ton of idea of what I wanted to do other than not be a doctor. And I quickly focused on entertainment law in part because I knew I wanted to come back to Los Angeles and I figured it's an industry town and there would always be opportunities. And because it plugged in with my personal interests, which are mainly around pop culture and international travel and history. And I looked at all the international practices I could explore and none of them seemed particularly appealing. So entertainment it was.

Jonah Perlin [00:02:28]:

And when you were in law school, was it challenging to find both academic offerings but also clubs and groups or upper class students and professors to help you think about what this profession might look like?

Ken Basin [00:02:38]:

To an extent? I mean, going to Harvard was a very different experience than if I had gone to UCLA or USC or other schools that really focus on entertainment work and really attract students who want to go to law school for that purpose. From the get go, there was a small but distinct community of people at the law school who were interested in these types of entertainment and media issues. There was a committee on sports and entertainment law that was the focal point for a lot of the students interested in those fields class offerings. I was able to cover the basics. But compared to, again, some of these schools that offer a class in motion picture production law that is different from the class in motion picture financing that is different from the class in motion picture marketing law, it was a little bit more general and high level. But that's fine, because ultimately you learn the job on the job rather than in law school anyhow.

Jonah Perlin [00:03:27]:

And I guess that brings me to my next question, which is how do you get that first job? So I'm curious to hear about your story about how you got your first job doing entertainment law at a firm, but also your thoughts about how others might get started on that path.

Ken Basin [00:03:39]:

Sure, I will tell my story, but I think the general answer is everybody's got sort of one moment of luck or more that plays into their story for breaking into entertainment just because it is subject to the laws of supply and demand. And it's a field where the supply of jobs is far outweighed by the demand for them. So it's very kind of relationship driven and really about getting that first opportunity once you're in there's lots of mobility. For me, my first kind of stroke of luck was the fact of graduating from law school in 2008, which meant that I didn't graduate from law school in 2009 into a fundamentally different economy and a fundamentally different legal hiring market. And so when I was coming out, I'd worked at three law firms over two summers in law school, had offers from each of them. And law firms being mostly locked up in salary, there wasn't a lot of opportunity to negotiate pay. But what I could negotiate was control over my practice. And ultimately, the reason why I went to Greenberg Lusker was that they gave me the most control over my practice and they gave me the opportunity to practice a style of law that was only practiced by one other person at the firm who was about 85 years old at the time doing litigation and transactional work. Because those worlds are normally very separate. And really the second stroke of luck was very quickly meeting and building a close relationship with that guy. His name is Bert Fields, one of the towering pillars of the entertainment lawyer community. And he just took a shine to me early on and became my patron and my mentor. And that's a powerful thing to have in any career, certainly in what I do. From the moment I started in my private legal practice at the law firm, I was doing entertainment work, which is a very atypical situation. Usually that's a second or third job for people. And as a result of that I was also able to get a head start in my career because I was building those sort of field specific knowledge and field specific skills and relationships basically from an earlier point and could accelerate my job development from there. But again, that's atypical the more common paths usually involve either going to a regular law firm, doing non entertainment work for two to five years and finding an opportunity to transition into an entertainment firm or to transition into an in house position at a studio. And for those kind of entry level legal affairs jobs, they're looking for people with just the best credentials and the best training. And the philosophy is we're willing to teach you to be how to be an entertainment lawyer, but not to teach you how to be a lawyer. So you're going to have to go learn that first and then we'll take care of the second part. There's also other people depending on kind of what law school backgrounds you come from and everybody's got to pay dues in one way or another basically to get into the industry. So for many people it's paying dues by working at a law firm that they don't necessarily want to work at, doing a style of work they don't necessarily want to do for other people. They co straight out of law school and they enter legal affairs and business affairs groups as assistants. The junior most executive in my group at Paramount was my assistant for two and a half years. And the deal was basically spend the first six to nine months just being a really good assistant. After that, take the initiative, but I'll work with you and help teach you what we do and sit in on calls and look at emails and learn the deals and learn the process and absorb it and then the deals. After two to two and a half years, if you've done all the right things and we're lucky enough to have a spot for you, you'll have kind of pole position for that spot. And if we don't, because hard to predict hiring needs that far in advance, I and every other member of our group would use all of our kind of connections and resources to find you the next opportunity. So in the case of my assistant, the timing was great and that opportunity, that level was there, and she was able to become an executive. And I know other people who have entered entertainment companies straight out of law school but enter as paralegals, and they work for a year and a half for the privilege of being promoted to senior paralegal. And then a year after that, maybe they become counsel. So again, everybody's paying dues either in where they're working or what kind of work they're doing, or what title they're getting or what pay they're receiving. Nobody skips straight to the job. They want out the gate. And then also, it's important to note that I practice a very particular species of entertainment law. I focus on transactional work for the development and production of mostly television. And there's a lot of different ways to be an entertainment lawyer. There's being an entertainment litigator. There's working in sort of media and technology regulation. There's being a transactional lawyer but representing individual clients and talent from the firm side rather than working on the company side. I definitely consider myself to be on the career company track. There's even tremendous separation between music and film and television. Totally separate worlds. And even within film and television, there's less overlap than you would necessarily think. A lot of people are really specialists in one or the other. I have experience in both. But in the day to day in my current job, I don't do anything related to features other than collaborating with my counterparts in the features division to deal with novel issues for the company. But I'm a TV guy full time.

Jonah Perlin [00:08:26]:

Yeah, I mean, I have two follow ups to that, I guess. The first is this idea of your industry still using an apprenticeship model that was actually more common in the law for many, many years and still is more common in other countries, which is basically you get to watch someone do it and that gives you the privilege of eventually maybe doing it. The only other example I can think of that is being a Hill staffer.

Ken Basin [00:08:47]:

Right?

Jonah Perlin [00:08:47]:

You start really at the bottom answering mail, and then ultimately, if you answer mail really well, that might give you the privilege to write the memo about what the law should be. Do you think that cuts people out who would make good entertainment lawyers? Is there anything wrong with that?

Ken Basin [00:09:03]:

Yeah, look, I think it's very problematic in the case of entertainment. I think where we get that path or that custom is from the agencies, I think have a lot of influence on the overall culture of the entertainment industry and agencies start in the mailroom, work your way up. The guy who interviewed me in on campus, interviewing for my job at Greenberg Glusker where I went, he was a third year entertainment litigator by the time I arrived. I said, Where's the guy who interviewed me? He was cool. I was hoping to hang out with him. He's like, oh, he's in the mailroom at William Morris now because he wanted to change careers, and his Harvard law degree and his three years of experience at a respected law firm in La. Got him the privilege of graduating out of the mailroom slightly faster than would have otherwise been the case. And he graduated to being the second assistant for an agent, not the first assistant, which means that he also didn't have an email address with his own first, initial and last name. It was the first, initial and last name of the agent he worked for underscore asst two, because you're interchangeable. But it does tie into sort of bigger systemic problems, which is this apprenticeship model. That's a nice way of saying it's a work for minimum wage model or work for kind of close to minimum wage model for a period of time. And I think it is great training and it's great experience, but I think it has contributed to some of the issues that the industry is really grappling with now in terms of inclusion and diversity and sort of access to these jobs. There's a reason why there's tons of Hollywood scion families where kids of Hollywood people go on to be Hollywood people. Yes, it's the access and the nepotism and the importance of relationships and connections. It's also the ability and the willingness of your parents to subsidize you in one of these jobs for some period of time and pay your Los Angeles rent while you're working a desk and getting the opportunity to do what you're actually there to do.

Jonah Perlin [00:10:48]:

And I guess my other question is it sounds like you had a fascinating experience working for somebody at the beginning of your career who was incredibly senior and had kind of an old school legal practice, one that didn't have these hyper specific silos of litigation and transactional work. Can you just talk a little bit about that experience and what some of your favorite experiences were from that time?

Ken Basin [00:11:11]:

Yeah, absolutely. I mean, look, it's a real joy to have that much control over your practice that early in your career. It's also, frankly, political minefield that one must navigate. And I had to spend the first two years at the law firm after having negotiated this special arrangement for myself, proving to everybody that I wasn't a brat and a jerk and that I was still going to be a good colleague. I think I got there eventually. I hope I got there eventually. But it was great for me. I think like many lawyers, like many people who think too much for their own good, it was interesting to get to hedge a little bit on making that choice between litigation and transactional work that seems so firm and final as it's presented to you early on. I liked getting the opportunity to experience the entertainment industry from both sides and see how you make deals and then how they fall apart, and then by knowing how to litigate deals, understanding what parts of the contracts actually matter, and what are the parts that anyone's ever going to read in the future. And what are the parts that nobody's ever going to read in the future. And then at the same time, negotiating contracts made me much more adept at analyzing them and tearing them apart for litigation purposes, if that was necessary. So I think there's real merit to that system. But I think it does hearken back to law as more of a kind of white shoe, old school professional practice rather than the business of the legal industry as it is today. And Bert, who I worked with, came up in the era of the white shoe profession and had developed a strong enough practice and strong enough reputation, frankly, enough power. And the power that comes from having a lot of business and a lot of clients and generating billings that as the industry evolved around and became more of a business, he kept doing it his old school, professional way, and he just created a bubble around himself. And I got to live in that bubble a little bit, which was really nice, but I also got the opportunity along the way. I mean, I was very happy to do litigation work, but I also figured out that I didn't want to be a litigator, and I could figure that out from actually doing the job as opposed to speculating about it and taking certain lessons. One of the things that I think that I learned is to be a truly happy and successful litigator, it's not enough to like to win. You have to like to make the other side lose a little bit, and a little bit of bloodlust goes a long way, but it's inherent to the essentially conflict based nature of that practice. And as a transactional lawyer, as an in house business executive, I'm certainly managing conflict a lot. But ultimately, you try to live in a world that isn't zero sum. You try to live in a world where if we all get this done, we're all going to be better off than we would have been otherwise. And I like winning, but I don't mind if the other side wins. I'm perfectly happy for them to win too, as long as I don't get left behind. So I just found that I really had a mentality. I enjoyed the intellectual aspect of litigation. At the end of my tenure at the law firm, my practice had gone from being 50 50 to 90 ten in favor of transactional work. But I held on to that 10% because I enjoyed writing the occasional motion to dismiss brief or summary judgment brief, and coming in and getting to work on the fun parts and not have to deal with discovery and document requests. So much.

Jonah Perlin [00:14:03]:

Sure.

Ken Basin [00:14:04]:

Yeah.

Jonah Perlin [00:14:04]:

It's something I hear on almost all of these interviews, which is if you can find a way to expand your practice beyond your silo, that's like a little superpower that you can hold on to because you can see the repercussions of it all. And then after your time at the firm, you move into business affairs. And I'll be honest, right? I'm a DC trained DC lawyer teaching at a DC law school. What does a business affairs person lawyer do?

Ken Basin [00:14:30]:

Important first question. So a business affairs executive is a person usually a lawyer, but not necessarily always a lawyer, who principally negotiates deals on behalf of the studio with a focus on kind of the most high level, substantive business terms. So the kind of simplest explanation I often give for my job is, I'm a gopher. The creative executives point at something they want. I want to buy the adaptation rights to that book. I want to cast that actor. I want to hire that director, I want to work with this writer, and I go out and make the deal to bring that asset, that person, that opportunity to them on business terms that work for the company. And some companies have separate business affairs and legal affairs functions. So we have that where the business affairs executives negotiate the deal over the phone and via email reduce the high level terms to a deal memo that's circulated internally and then it gets passed over to the legal affairs department which drafts the deal on our long form paperwork and negotiates the paperwork from there in consultation with the business affairs person. So business affairs is barely lawyering. I think it draws on many of the same skills of sort of detail, orientation and clarity and strategic thinking. But 15% or so of people who do it, generally people have been doing it for a long time because the culture has shifted. Don't have law degrees, and they do perfectly fine. They have a harder time working in a blended business and legal affairs department where the same person who makes the deal as business affairs then goes on and lives with that deal through the paperwork stage. And it's a joint function. And then again, companies can be organized different ways. So when I joined Paramount, business affairs was a business reporting line that went up to the president of the division and Legal Affairs was a legal reporting line that went up to the general counsel of the company. But that creates cultural issues and implies separation. And I think when I became the head of the Business affairs department at Paramount, I frankly wanted to bring the lawyers closer into the business. I wanted to make them more part of the team, more kind of core to what was going on and really to manage perceptions and to make the rest of the company view them that way. So we kept separate business and legal affairs functions, but we rolled legal affairs to report into business affairs so that it would be in the business line. And when you're in a corporate context as opposed to a firm context, little things like that can have a big impact on kind of processing culture and all the rest. The last thing I want to add about BA is the deals are the simple part and that's what it says on the tin. But I think that fundamentally it's a problem solving profession, especially in the studio context where I work, meaning the organizations that really develop, produce and then own IP and license that IP over time, stuff goes wrong all the time and very frequently people look to business affairs to be the fixers. And so I sometimes think about the organization and this is admittedly self serving and narcissistic on behalf of my function but as a little bit of a spokes and wheel or hub and spokes system where every department in a studio is by design focused on a very singular goal that is part of the broader goal of the organization. Creative wants to make the best possible content with the best elements and just the highest quality they can. Production wants to make sure everything is produced on budget, on schedule, and that they're never blamed for anything. Finance wants to make sure that everyone gets paid on time, we get paid on time, and that the auditors don't kill us when they come through for the quarterly audits and so on and so forth. And I think business affair is done the right way. As I think about it, is being, if not fluent, at least conversant in the languages of all these different constituencies and sometimes breaking ties and sometimes taking situations that are going to work more to the advantage of one. Group and to the disadvantage of another and really understanding what those issues are for them and helping to strike the balance that's going to be best for the company overall. And that's the part of the job that I really enjoy. If I never had to negotiate another writer deal again, I would be just fine. But it's getting in there and it's tiring to be a crisis manager, but it's rewarding to be a crisis manager and it's nice to because we touch every part of the organization. To your point about breaking out of Silos, if you have the intellectual curiosity, if you take the time and carve it out to sit with people and ask them to teach you about their job, you can really learn about how all the different parts of the company work and get a global view. That 360 view is really how I try to go about my job.

Jonah Perlin [00:18:42]:

And I was going to ask you, so how do you go about learning all these businesses and speaking all these languages and playing that role of translation? Did your legal training help you do that? Is it just you need to be ready to be a sponge and quickly get up to speed and maybe a little bit of fake it till you make it.

Ken Basin [00:18:57]:

Yeah, I mean, look, I think in all jobs and in Hollywood, probably more than many, there's a lot of fake it till you make it. I think the big trick is not stopping it at faking it till you make it. I think a lot of people do that, and then they just keep doing that, and it becomes a little bit less take over time. But that's always what they're fundamentally doing. I think the key factors are intellectual curiosity. You just got to be kind of dorky and curious and interested in it and willing to carve out time because nobody's going to carve out time in your schedule for you to learn other parts of the job. But when it became clear to me how much of my job was representing the interests of these other groups, I just made a point of going to lunch and asking questions about what they do and what's their day and how do they do it. And when asking them a question that I need for a deal, not just getting the answer, but being like, why is that the answer? How did you get there? So I could get an understanding of the process. It's really on you, the individual, to go take yourself to school that way. But it's not a great insight to say people love talking about themselves. So if you ask people about their jobs and you ask people about what they do, they're usually really happy and excited to tell you about it. Right. And I think makes you a lot more effective in your job, not only in knowing things and knowing things makes you do better, but also in having credibility. Those people now know that they trust that you understand the issues. And so if you're going to make a decision that maybe they're not thrilled with, they at least feel like, well, I got a fair shake, and there's other factors in play. And I feel like this is all being handled fairly as opposed to sometimes you see people who feel a lot of frustration of like, people don't know what makes my job hard. And I think it's really important if you're going to be in these business settings and you want to be a leader and you want to grow out of a silo know what makes everybody's job hard. And the only way to learn that is by asking.

Jonah Perlin [00:20:38]:

Yeah, I mean, I guess that was my other question, which is, do you get to play a role in the creative process at all? I think people think I want to be in entertainment because I like watching movies. I wanted to be a sports journalist as a kid because I like watching sports. What role do you have on the creative side?

Ken Basin [00:20:54]:

So it's kind of an adage in Hollywood that every lawyer wants to be a business person. Every business person wants to be a creative person. And there is a certain amount of kind of cultural pushback on that. So anytime you're flirting with that other area, there's a certain territoriality and a certain defensiveness that goes with it. I have one friend who's a creative executive who I'm very close with that I posted up with that. I asked him, why are creative executive so hostile and defensive sometimes towards, like, the lawyers or the VA? People intruding on creative. And his answer was, you guys have actual skills that you could go work in something else. I have a Rolodex and I know how to make scripts better. What the hell else am I going to do?

Jonah Perlin [00:21:29]:

I love that. I love that.

Ken Basin [00:21:31]:

I think he sells himself short, but it was an interesting kind of exchange. But so it's something that changes and grows over time. When I was junior and even mid level in my career, I had very little involvement with creative. Even now, I'm not a creative executive. That's not what I do. But there are a lot of matters that come up that are, as people in law school like to say, it's a mixed matter of fact and law a mixed issue of fact and law. It's a mixed issue of creative and business. What network you choose to close a deal with out of multiple networks that want to buy a show is a mixed issue of creative considerations and business considerations. And it's a joint decision between the creative and business ends of the company major investments in high cost IP or making very costly, guaranteed overall deals with writers or producers where they work exclusively with you and you pay them a good premium for doing that. You're making a judgment on how much to pay this person and what their output will be and whether that will be a good investment for the company. And so I don't decide which actor is going to be best for the role. But I do say, well, I don't think this actor is worth paying more than amount of money. And if they're not willing to take that, we should probably move on. But also in the best iteration of my job, particularly as head of BA, and I have a very heavy operations kind of component to what I do. But really the key to my job and the key to BA is the closest to the relationship with creative leadership. And the thing that both makes me more effective in my job but also makes my job more fun is I have a great close working relationship with Nicole Clemens, the president of Paramount Television, who's my boss and my counterpart. And she invites me into the room. She asks my opinion about things. And so another way that I describe my job is Hand of the Queen. And sometimes I fight with the queen. And I argue with the Queen for what I really believe. But ultimately we will all do what Khaleesi says at the end of the day, but wouldn't be doing my job otherwise.

Jonah Perlin [00:23:13]:

One of the things that I think particularly in house lawyers tend to say is that people typically dislike in house lawyers. And this is not just in Hollywood, this is everywhere. Because they're the no person, right? They're the person who often says there's too much risk, there's not enough upside. You can't do that. You can't use that software, you can't use that form. How do you balance in such an industry that has huge potential upside but also huge potential risk? How do you think about your role and maybe your legal training in answering these questions about upside and value versus risk?

Ken Basin [00:23:48]:

Sure. Well, first let me say it's not just a matter of an industry that has great upside and great risk. It's also an industry with a culture of sort of high intensity personalities who are not likely to take no for an answer in most cases and for all the sort of wrangling that I have to do to work with and manage personalities internally. The company executives there's a wide body of talent producers again writers, directors that we work with kind of on a freelance, show by show basis but who are very empowered with respect to their shows. You've given a lot of authority, a lot of control, feel a lot of creative and personal ownership, and it's working with them. So a couple of things I'll say about the problem of being the no guy. One is this is one of the things that kind of comes into play when you're thinking about the separation of business affairs and legal affairs. Because sometimes the way I think about is business affairs'job is to look for reasons to say yes, and legal affairs'job is to look for reasons to say no. And somewhere between the two of them, they're going to make a good decision. And there's something about giving people individually that orientation and letting the result be hashed out that I like versus you have one person whose business in legal affairs and the posture of the company is as aggressive or conservative as that one person. The other thing that I always counsel the folks on my team is it's not that you're not allowed to say no. You can say no, but you can never say no, period. It's no comma but or it's no comma and you can say no, but then you have to suggest a workaround or an alternative or it's probably no, but if we do X, Y and Z, then maybe I can make it a yes. Flat no's, frankly, just they don't get accepted. People won't take a flat no. So part of it is a little bit showing your work and showing that, okay, this is not me just being lazy and conservative. This is a considered choice, but it's also showing the people that you work with that I'm not here to be the no person. I'm here to help. I'm here to all work with everybody towards the same goal. And so that's why no can never be the last word in the sentence.

Jonah Perlin [00:25:43]:

Yeah, it sounds a lot like lawyers often say who are good at oral argument. You answer the question, but you then solve the judge's problem. And it sounds like very similar to some of what you do. One of the things that I wanted to talk to you a little bit about, since you have so much experience in negotiations, is not just saying no to all of these pick people and no and but how you think about starting a negotiation process. And that could be to hire an actor, that could be to finalize a movie. Just how do you think about the negotiation skills?

Ken Basin [00:26:11]:

Sure. So one thing I'll say is it's gotten a lot harder than it used to because of the death of what we call the quote system. Some ways say more about that. Yeah. So certain areas of our job used to be pretty simple because everything was based on quotes. So before we would even commence a negotiation for anybody, any individual talent, either we or a creative executive or somebody, would reach out to that talents representatives and say, send us your quote, meaning send us your last deal. Send us all the terms of the last deal that you made. And then we'll use that as the baseline in the negotiation. And you'll argue that you should get a certain amount of uptick over those terms, and we'll say, actually, you should be working for the same amount or only a small uptick. And it grounded the negotiation. Starting around a little over two years ago, it became illegal under labor law in both California and New York City to ask people for their compensation history, because the act of asking for prior compensation came to be understood as one of the means of the perpetuation of the income gap, particularly between the genders. Because the excuse for why women were paid less than men was always like, well, they were paid less than the last job, and I just gave them a raise. But nobody ever caught up. So we were no longer allowed to say, tell us what you made in your last job. And we had to much more rigorously evaluate what we thought that person was worth, and they can volunteer what they made in the last job, but it's really widened the scope of negotiation because if you come in high, they don't have to tell you that you did that. Which brings me to the first thing that I think is a characteristic of good negotiators, which is grounding in comps data experience sort of objective measures, not just like, oh, I think that you're worth this amount of money, but okay, looking at this person their credits. How did their credits and experience compare to these other ten deals that I've made? Who looks similar to them? Well, I think their competition should probably be comparable to the person whose experience is comparable to them or the circumstance. So learning how to use your own experience and kind of analogize because that also, again, gives credibility to your positions. They're not arbitrary. They're grounded of like, here's a market comp. This is why I think that what I'm saying is right. Tell me why I'm wrong. So non arbitrariness is another way to put that. Second thing is I really believe in a collaborative, team oriented approach to negotiation. And when I say team oriented, I mean a teaming up of the negotiators on each side. I think it's important for negotiators to realize that you're on your side with your client and they're on their side with theirs. But you together, the negotiators are on team. Get this done. And you probably have people behind you, clients or other representatives or other stakeholders who probably don't understand what you're doing as much as you and your counterpart do. And you're going to have to sell them on things and explain things to them. And you also have to recognize that because of that, that exact dynamic is playing out on the other side. So you have to motivate your counterpart to believe in the things you're saying enough that when they go back and talk to their people, they say, here's the position, and I think it's reasonable, as opposed to, here's their position, and I think they're insane monsters and we should tell them to go pound sand.

Jonah Perlin [00:29:10]:

I'm picturing the sort of Ari Gold screaming in the old version of Entourage and never being happy with what the other side says. But it sounds to me like you make a really smart point, which I think should be obvious when you think about how you do negotiations in everyday life, but just try to get it done. And you have to be an advocate for your client, but you also have to be an advocate for getting it done because that's what your client wants to get done.

Ken Basin [00:29:33]:

Yeah, absolutely. And look, there is a generation of people that won encounters in Hollywood that seem to have gone into the industry because they watched Entourage and saw Ari Gold yelling at people and thought, that looks fun. And you know them when you meet them, and they're not your favorites. Because another aspect of this and another reason why the team orientation is important, by the way, is it's a pretty small community. It's repeat business. You're going to encounter the same agents, the same lawyers, the same executives over and over and over again. So over time, you learn who has a reputation for truth and who has a reputation for lying. You learn who you can make yourself a little bit vulnerable with and be transparent with. And they're not going to burn you with that versus who will hang you with whatever rope you allow them. And there's people that you get to the point that you can get on the phone in one call and say, so we think this is what it is. All right, let's tell each of our sides that we did four calls over a week's time and we landed here, but like, good, we're done great. I've got people that I've been doing this with long enough that's the conversation we can have. There are people who still do the Ari Gold style of negotiation. I mean, what I say is not accepted as universal truth at all. And I'm not going to say it's not effective, but I'm going to say it's only effective, I think, against weak negotiators. It's effective against people who are able to be bullied, who will get beaten down or cower a little bit, or people try to make threats and some people feel threatened and some people laugh it off. I've literally had an agent threaten, in these words, to burn my career to the ground. And some people will hear that and be like, I better give him what he wants. And some people will hear that like I did, and say, it sounds like you're in a bad mood today. Should we pick up this call tomorrow? But with strong counterparts, I think it's ineffective because, again, you're not motivating them to fight for you. We all have discretion. We all have a universe of things that we can choose to do or not. And we all have discretion in how we frame things for our side and our colleagues. But what they think we should do is going to be heavily informed by whether they think the other side is playing fair or the other side is being bullies. When folks on my team come to me as their supervisor to say, can I agree to this deal term? You're never asking a question. Say, this is the issue and this is what I think we should do, and then I'll tell you if I agree with what that or don't. So again, you could get somebody else talking here and say, that's naive and wishful thinking and the real world isn't that way. But I think that it is.

Jonah Perlin [00:31:45]:

You say you don't want your people who are junior to you to come to you and say, can I do this? Instead? It's this is what I want to do and why I want to do it. Why as a supervisor, is that sort of the orientation that you're looking for in a team?

Ken Basin [00:31:57]:

Well, because I need them to develop judgment. I don't need them to be a pass through for my judgment. Now, I'm very happy for them to develop judgment that is in line with my own, because like anybody, I think I have pretty decent judgment. But if they're just asking me what should I do. When I give them the answer, they say, can I do this? Yes or no? And I tell them yes or no. It's a little bit like, I don't know about you, but I can't remember how to drive places without instructions very well anymore because I just overuse Google Maps and a good map system integrated my car. So even when I'm going somewhere I've been a thousand times, I want to know how long it's going to take there. It integrates with traffic, so I put in the direction, so it tells me and now I'm on autopilot and I'm not actually learning where the turn is and so I feel like going to your boss and saying can I do this? And getting a yes or no or what should I do? And getting an answer is driving with Google Maps and going to your boss with a plan is learning the roads. And I want them to learn the roads, not how to read Google Maps.

Jonah Perlin [00:32:54]:

They're more value to you, but more importantly, they're more valuable to themselves if they learn the ropes like that. I think that makes a ton of sense. I want to ask you a little bit about the future of your profession. I don't think it's a secret that the entertainment industry is changing with streaming television. I know you've said in the past that at some point at least, the pace of growth of content is maybe unsustainable. How has that changed your role and how do you think it's going to change business affairs roles going forward?

Ken Basin [00:33:19]:

Well, I mean, one thing is frankly, there's probably going to be fewer jobs in business affairs because there's going to be fewer companies and we're already seeing a big trend of corporate consolidation on the highest possible levels as companies merge. And one of the things that is the behind the scenes factor of Disney Plus and HBO, max and Peacock and all these new streaming services, each one associated with a major media company coming to market, is they're all becoming walled gardens. Essentially, the goal of all these companies is to collect money from outside in the form of subscription fees and licensing fees for ancillary kind of stuff, and then just wash that around in the laundry machine of the company. Division to division to division, feeding the aggregate beast and minimizing the actual sort of flow of money out of the company to other companies which means fewer deals that need to be made between companies and fewer sort of bona fide interactions. And I know people who have gone into roles and business affairs in some of these corporate contexts that they started out very optimistic about but came to find was an air traffic control job because it was all moving stuff around internally and there's just not the same opportunity for impact. And I think it's fun for the person in that context. Outside of those big media silos, there's a sort of added intensity to, okay, how do you continue to cement your place in this industry? So now you're living in a context where the goal of every big company is to more or less stop doing business with anybody else. And you need to carve out a niche for yourself in this ecosystem to continue to have compelling enough product that they just have to do business with you and to find opportunities and find ways to do what they're doing, but do it a little better. And the bar is always being raised. I mean, this tension between the corporate priority for ownership of companies own content versus licensing and working with affiliated companies, rather than that's been there for 30 years. That's been there, call it since the early 90s, when the regulatory framework under the FCC that kept the network world from the studio world separate as a function of law broke down. Those were the fin basin, or financing and syndication laws went away between 1991 and 1995. But it's really accelerated over the last few years. The pandemic has accelerated it further because that put additional economic strain on all of these companies. I don't think the world has ever seen a situation where all production everywhere in the world stopped at the same time. Unprecedented. So that's been an accelerator on trends that were already there. So I would say the job is getting harder in a lot of ways, and that's a reflection of the speed with which the industry is changing TV against. This is true of movies, too. It didn't change a whole lot for 20, 25, 30 years. I mean, it evolved a little bit, but it was more or less the same, and the shows were made the same way, and the deals were structured the same way, and it was all pretty plug and play. And then the amount of change in the form of new business models, new exhibition models, new market strength that has taken place. The fact that tech has come to content huge because especially people in Hollywood, especially, we love to subscribe to the myth of our own importance. And there's a very like, Tom Wolfie and Masters of the Universe attitude about it that it can be pervasive. And yes, we do have outsized cultural impact at home and abroad, but on just pure economic grounds. The best quarter that Warner Brothers ever had probably pales in comparison to the worst quarter that Cisco's had in the last 20 years. And you probably couldn't name more than three products that Cisco creates, and maybe not more than one, like technology. And b to b, it's bigger money and bigger business. And as part of this consolidation trend, it's no accident or coincidence that at and T bought Time Warner, not the other way around. No coincidence that the company is called Comcast, NBC Universal. Not NBC Universal comcast. These infrastructure pipes, companies that are of much bigger scale by every measure than the media companies, and they're using the media companies as the fuel that makes their engines run, but it's still the fuel, not the engine. And so, yeah, our industry has been plugged into these other industries that have a lot more money washing around, and it's really had a dramatic impact on what the deals look like, how the companies relate to each other, what the spaces are, to find niches for different businesses. And so it's probably changed more in the last ten to 15 years than it did in the 25 to 30 or more before that.

Jonah Perlin [00:37:42]:

Well, I like to end these interviews by going back to first principles and asking if you have a piece of advice that you were given or a piece of advice that you would want to give a young lawyer and maybe a young lawyer who's looking in the mirror and saying, maybe I want to do what he does and do business affairs. What advice would that be?

Ken Basin [00:37:58]:

Sure, a couple things particular to our field, but that probably work for almost anything. One is, again, be aware of the role of luck. It's a part of everybody's story. A story that I love to tell is when I went to that committee on sports and entertainment law at Harvard and went to a panel about senior lawyers and general counsels in sports, and a person asked a question and all the panels went down the line explaining how they got their first job in sports. And the one that stood out to me was a guy who said, well, I was a mid level senior associate at this big vault 50 law firm in New York City, and I went to the gym and I struck up a conversation with the guy who was at the locker two down from mine in the locker room. And he just happened to be the general counsel of the New York Giants. And he said, oh, I think we might need a spot. You should come in and interview. And I was so frustrated in that moment because I was just like, am I supposed to take with this? I should find out what gym he's at and what locker number he has and make sure that I go work out there. It was so non generalizable, but really in time, what I took to be the broader message of it is, there's going to be a moment of luck. But part of that is you have to make a little bit of your own luck and put yourself in a position for happy accidents to happen. Every relationship created, every informational interview had, every networking event attended, every large scale CLE kind of conference. Heavily trafficked with people is a lottery ticket punched for a relationship that will bear fruit. And as you do these things and you punch 100 lottery tickets, you probably can't predict which of the hundred is going to be the one that hits such is the nature of lottery tickets. But if you do enough of them, eventually you'll have the right moment where somebody's like, yeah, I do actually need a person. Right? Or actually my friend is looking for a person. Right? I hadn't thought about that. But since I'm talking to you, you're about the right level that my my colleague is looking for. And so, again, just solicit relationships. Talk to people, put yourself in a position for happy accidents to happen. Another thing that I tell people is just also don't romanticize it. I'm not going to say that what we do isn't cool. We all choose to do it, at least in part because it's cool to some extent. And I always say it's the best cocktail party practice of law. I've got enough stories with celebrity names in them that I could entertain at a table for 2 hours. But it's also work and it's a job like any other. And in some ways I actually probably have less personal passion for film and television than I did when I started because I've seen how the sausage is made and I know which actor that seems like a really just lovely, charming guy is actually secretly a monstrous disaster to work with. And I watch the main title credits on movies and TV shows and I think about all the negotiations that went into like, who got credit there versus who had to be at the end and what are the union rules that define the order. And if you credited this person up front, then according to the union rules, two other people got promoted. Whether their deal provided or not. Those all have to be together. So it's always that risk of do what you love, but understand that it may make you love it a little bit less. That doesn't make it not worthwhile. But don't go in thinking that it's all fairytale land. It's work, but it comes with great perks and it's more interesting than selling widgets. But it's still a job. And you got to strike this balance where you got to think it's cool and people got to feel that you think it's cool. People got to feel that you love content, you love movies, you love TV. Any job interview at a company like this, somebody's going to ask you, what are you watching right now? What have you seen lately that you loved? And they want to hear some passion from you. They want to feel that this is not just another job to you.

Jonah Perlin [00:41:25]:

Right?

Ken Basin [00:41:26]:

But it can't cross the line that it feels like you think you're here to be at like a theme park and don't see the job in it and the work in it, or that you're here to go to sexy parties and meet famous people. Well, you're going to spend most of your time in the office, on the phone and on email dealing with non famous people, probably addressing the difficult demands of famous people who you're not talking to, and you gotta be prepared for that too. And so, yeah, it's really writing that line between loving it for what it is, but still being a pro.

This transcript was generated by AI.

Jonah Perlin [00:42:03]:

Again. That was Ken Basin, executive vice president and head of business affairs at Paramount Television. I want to thank Ken for agreeing to come on the podcast and not just discussing entertainment law generally, but also the unique role that business affairs plays in the production of content and his unique path to that role. Like so many areas of legal practice, Ken emphasized the need to optimize for serendipity, the need to learn not just about the law, but also about the business in which you're practicing as a lawyer, and the reality that our profession is about problem solving and building relationships with internal stakeholders, clients and even adversaries. As always, if you enjoyed the podcast, please consider subscribing@lawyer.com or wherever you get your podcast. If you think someone else would benefit from the podcast, please share it with a friend, colleague or on social media. You can always find me at lawyer@gmail.com or at Jonah Perlin on Twitter with any thoughts and suggestions. Thanks again to Ken. Thanks for listening and have a great week.