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Sullivan & Cromwell

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The Law Firm That Shaped American Power

In 1935, a young lawyer named Allen Dulles returned from a trip to Germany deeply unsettled. The Nazi regime's direction troubled him enough that he urged his partners at Sullivan & Cromwell to close their Berlin office. The firm's partners voted to do so—with one notable dissent. The sole opposition came from Allen's own brother, John Foster Dulles.

Within two decades, both brothers would hold some of the most powerful positions in American government. John Foster became Secretary of State. Allen became Director of the Central Intelligence Agency. And the law firm that trained them would help orchestrate a coup in Guatemala.

This is the story of Sullivan & Cromwell, a law firm that has spent nearly a century and a half at the intersection of American corporate power, global finance, and political influence. Its history illuminates something essential about how power actually works in the United States—and the uncomfortable proximity between prestigious institutions and morally questionable actions.

Inventing Modern Corporate Law

Algernon Sydney Sullivan and William Nelson Cromwell founded their firm in 1879, during the explosive growth of American industry. Their timing was impeccable. The railroads were expanding. Steel production was ramping up. And a new kind of institution—the giant corporation—was being born.

The firm didn't just advise these emerging titans. It helped create the legal architecture that made them possible.

Consider the holding company. Today, we take for granted that a parent company can own subsidiaries, that corporations can hold stock in other corporations. But this structure didn't exist until William Cromwell invented it. He persuaded New Jersey to include the holding company concept in state law, creating a legal framework that allowed companies incorporating there to sidestep the antitrust laws that were meant to prevent monopolies.

This was creative lawyering in the purest sense—not just interpreting law, but reshaping it to serve client interests. Whether you view this as brilliant innovation or regulatory arbitrage probably depends on your perspective on concentrated corporate power.

Sullivan & Cromwell advised J.P. Morgan during the creation of Edison General Electric in 1882. They guided the formation of United States Steel in 1901, which became the world's first billion-dollar corporation. When companies failed—and many did in the volatile decades before modern bankruptcy law—the firm pioneered reorganization techniques that became known as the "Cromwell plan."

The World's Biggest Law Firm

The 1920s brought an explosion of international finance, and Sullivan & Cromwell positioned itself at the center of the action. During one seven-year stretch, the firm structured ninety-four loan agreements to European borrowers. They were designing the financial plumbing of the transatlantic economy.

Then came the Great Depression. While catastrophic for most, the 1930s proved transformative for Sullivan & Cromwell. The New Deal brought sweeping new regulations—the Securities Act of 1933, expanded antitrust enforcement, new tax laws. Companies needed sophisticated legal guidance to navigate this new regulatory landscape.

The firm became, for a time, the largest law firm in the world.

Sullivan & Cromwell developed the first major registration statement under the Securities Act. They litigated in newly emerging legal fields: shareholder derivative suits (where shareholders sue on behalf of the company), antitrust actions, federal income tax disputes. They shaped the tax treatment of mutual funds. When Ford Motor Company went public in 1956 with a $643 million offering—the largest in history to that date—Sullivan & Cromwell handled the legal work.

From Paris to Panama

The firm's international reach began early. Sullivan & Cromwell represented European bankers financing American railroad construction, connecting Old World capital to New World infrastructure. By the turn of the twentieth century, William Cromwell represented French interests that owned land in Panama—and became deeply involved in the financing of the Panama Canal.

That relationship endures. Sullivan & Cromwell still represents the Panama Canal Authority today, more than a century later.

In 1911, the firm opened an office in Paris, making it one of the first American law firms with an overseas presence. By 1928, they had offices in Buenos Aires and Berlin. The firm was building what we would now call a global platform, decades before "globalization" became a buzzword.

But that Berlin office brings us back to the troubling heart of this story.

The Nazi Connection

When the firm closed its German offices in 1935, following Allen Dulles's concerns, they backdated the announcement by one year—to 1934. This small deception hints at something the firm preferred to obscure.

Under John Foster Dulles's leadership, Sullivan & Cromwell had helped Nazi Germany's arms buildup. The mechanism was a nickel cartel. I.G. Farben, the German chemical conglomerate, was incorporated into an international arrangement alongside American, Canadian, and French producers. The firm helped structure this cartel.

I.G. Farben would go on to become one of the most notorious corporate entities in history. By the 1940s, the company relied on slave labor from concentration camps—thirty thousand workers from Auschwitz alone. I.G. Farben was involved in medical experiments on camp inmates. A subsidiary of I.G. Farben, BASF, supplied Zyklon B, the poison gas used to murder over one million people in the Holocaust's gas chambers.

After the war, Allied authorities put twenty-three I.G. Farben directors on trial for war crimes. Thirteen were convicted.

Sullivan & Cromwell's role in facilitating I.G. Farben's international business relationships in the 1930s is documented historical fact. The firm helped arm a regime that would commit industrialized genocide.

The Guatemala Coup

In 1954, the democratically elected president of Guatemala, Jacobo Árbenz, faced a Central Intelligence Agency-backed coup. He was overthrown. The coup ushered in decades of military rule and civil war that would ultimately claim hundreds of thousands of lives.

Sullivan & Cromwell was involved.

The firm represented the United Fruit Company, which had major holdings in Guatemala. United Fruit had built what amounted to a state within a state—controlling vast banana plantations, the country's only Atlantic port, its railroad, and its telegraph system. When Árbenz pursued land reform that threatened to redistribute unused United Fruit land to peasant farmers, the company wanted him gone.

United Fruit used its lobbying power to convince President Eisenhower to authorize the coup. The lobbying ran through Sullivan & Cromwell and other channels. Two key figures in the decision to overthrow a democratic government were former partners at the firm: Secretary of State John Foster Dulles and CIA Director Allen Dulles.

The revolving door between elite law firms and government power has never been more starkly illustrated.

The Business Continues

Despite these historical entanglements—or perhaps because powerful institutions rarely face consequences for such entanglements—Sullivan & Cromwell continued to thrive.

The firm evolved with the times. A dedicated banking practice was formed in 1968. A mergers and acquisitions unit was established in 1980, as the M&A boom began transforming American business. By the middle of that decade, M&A generated a third of the firm's revenue.

Today, Sullivan & Cromwell is one of the most profitable law firms in the world. In 2021, profits per partner exceeded six million dollars. Profits per lawyer—including associates, who are employees rather than owners—exceeded $1.3 million. These are staggering numbers, reflecting the premium that corporations pay for elite legal counsel.

The firm's alumni read like a who's who of American power. Harlan Fiske Stone became Chief Justice of the United States. Jay Clayton chaired the Securities and Exchange Commission. Amal Clooney became an internationally recognized human rights lawyer. Peter Thiel, before founding PayPal and becoming a prominent venture capitalist, passed through the firm. Joseph Tsai, vice chairman of Alibaba, worked there. Ronald Dworkin, one of the twentieth century's most influential legal philosophers, was an alumnus.

Modern Controversies

The historical distance of Nazi Germany and Cold War coups can make those scandals feel abstract. But Sullivan & Cromwell's controversial entanglements continue into the present.

In 2008, police uncovered an insider trading conspiracy involving a former Sullivan & Cromwell attorney. Gil Cornblum, who had moved to another firm, had been stealing inside information—first at Sullivan & Cromwell, then at his new firm—for fourteen years. He and a co-conspirator made over ten million dollars in illegal profits. When the investigation closed in, Cornblum jumped from a bridge, dying the day before his alleged partner pleaded guilty.

The firm advised FTX, the cryptocurrency exchange, before its spectacular 2022 collapse. When FTX declared bankruptcy, Sullivan & Cromwell took on an advisory role in the proceedings—a dual involvement that drew criticism. Four United States senators wrote a bipartisan letter arguing the firm had a conflict of interest. Law professors argued that as FTX neared bankruptcy, Sullivan & Cromwell lawyers had made problematic promises to CEO Sam Bankman-Fried about what would happen if he transferred control of the company.

In October 2024, a class-action lawsuit by FTX investors against Sullivan & Cromwell was voluntarily dismissed after a bankruptcy examiner found the firm had neither participated in fraud nor overlooked warning signs. But the episode illustrated how elite law firms can find themselves entangled in their clients' catastrophes.

The Trump Era

The firm's most recent high-profile representation involves the current president of the United States.

In January 2025, Sullivan & Cromwell announced it would represent Donald Trump in his appeal of his conviction on thirty-four felony counts. The charges stemmed from payments to adult film actress Stormy Daniels before the 2016 election. Sullivan & Cromwell became the first major law firm to take on Trump's criminal defense, a representation that, as the New York Times noted, risked the firm's reputation: "Some clients might look askance at any affiliation with a polarizing president."

But the firm's involvement with the Trump administration goes beyond client representation. Robert Giuffra, Sullivan & Cromwell's co-chair, sat in on a meeting where President Trump negotiated with Paul, Weiss—another elite law firm that Trump had targeted as part of a campaign against firms that represented his political opponents. Giuffra helped negotiate an agreement where Paul, Weiss would accede to various Trump demands.

Elite law firms, in this telling, are not merely representing power. They are facilitating its exercise against other lawyers.

Screening Out Dissent

In 2024, Sullivan & Cromwell faced criticism for a different kind of controversy: its treatment of law students.

The firm hired a background check company to investigate students involved in pro-Palestinian groups. Investigators scoured social media, reviewed news reports, and examined footage from protests. The scrutiny extended to students who had participated in demonstrations even if they personally hadn't used problematic language—guilt by association with other protesters.

"To make the leap that it's all the students," argued Yale professor Roderick Ferguson, "can mimic racist thinking, sexist thinking, homophobic thinking, that one instance becomes a character of all."

This episode reveals something about how elite institutions maintain ideological conformity. A law firm cannot explicitly require political agreement from its employees. But it can investigate their past activism and make hiring decisions accordingly. The chilling effect is the same.

What Sullivan & Cromwell Teaches Us

A law firm is, in some sense, just a business—lawyers selling expertise to clients who can afford it. Sullivan & Cromwell has been extraordinarily good at this business for nearly a hundred and fifty years.

But the firm's history also illuminates deeper truths about American power.

First, the revolving door between elite law firms and government is not a bug but a feature. Sullivan & Cromwell partners have become Secretary of State, CIA Director, Chief Justice, SEC Chair. They bring their relationships and perspectives back and forth between public and private sectors. When interests align—as they did between United Fruit and the Eisenhower administration—the results can be devastating for those without access to such power.

Second, prestige provides insulation. A firm can help arm Nazi Germany, facilitate a coup against a democracy, and continue operating as one of the world's most respected legal institutions. Reputational consequences are, for the truly powerful, surprisingly manageable.

Third, the law itself is malleable. Sullivan & Cromwell didn't just work within existing legal frameworks—it invented new ones. The holding company. The Cromwell plan for reorganizing insolvent companies. The first major securities registration statement. Law is not a fixed set of rules discovered by lawyers. It is, at least partly, something that well-resourced lawyers create to serve their clients' interests.

In January 2025, Sullivan & Cromwell received Law360's Firm of the Year award, along with eight Practice Group of the Year honors. The firm's profits remain extraordinary. Its alumni continue to populate positions of power.

Whatever else one might say about Sullivan & Cromwell, it has mastered something essential about how the world works. Whether that mastery serves the public good is a question the firm's 146-year history leaves very much open.