Laura Franco, Executive Vice President, General Counsel, CBS Corporation

Laura Franco began her in-house career working at Viacom Inc. in 1995. When CBS and Viacom split in 2006, she joined CBS as senior vice president and associate general counsel of strategic acquisitions. Since then she has been involved in major deals at CBS.

On March 1, she was named general counsel at CBS after chief legal officer Lawrence Tu announced his retirement. Franco spoke to Corporate Counsel about her career at CBS and how she hopes to make an impact in the media company's legal department.

This conversation has been edited for clarity and length.

Corporate Counsel: Where were you working before you went in-house at Viacom, and what spurred your decision to go in-house?

Laura Franco: I started my career at Simpson Thacher, where I did mergers and acquisitions and securities work. One of my first deals was the acquisition of RJR Nabisco by KKR. Simpson Thacher was starting to concentrate on private equity work where there was a lot of churn from one deal to the next. I liked doing the strategic deals. I did a deal with Viacom where I was representing the party on the other side. A job at Viacom opened up and the general counsel called me. Working in-house gives you the opportunity to get involved in the business strategy.

CC: What are some of the big changes that you've seen in the legal department since you went in-house?

LF: When CBS split off from Viacom in 2006, initially we were a bit of a corporate clone of Viacom. There were a lot of corporate and business functions that needed to be built from the ground up. One of the biggest changes at corporate after the split was that MTV's group had done the negotiations with big cable companies. When we split, CBS became the pioneer in retransmission fees, and we built an entire group, legal and business which handled the CBS retransmission deals with cable and satellite distributors and now also the [over-the-top] deals and we started that function from scratch.

As the industry developed to digital platforms, we had to hire legal talent with new skill sets or lawyers had to evolve and learn.

 CC: How do you use technology within the legal department?

LF: As it relates to how we use technology within the department, I do not think we're trailblazers, but over time technology has certainly helped how we run the department. All file sharing is all done electronically which enables us to access work from different divisions. We have improved our outside counsel management and bill paying via new systems. When user-generated content developed, we built technology to identify and manage copyright infringement, although you still need a lot of human intervention to handle that successfully.

 CC: How do you hope to contribute or grow to the legal department as general counsel?

LF: The legal department has been under a lot of strain here. So I think the first order of business is to rebuild morale and move forward and take advantage of the opportunities we have currently to grow and learn. I want to put the past behind us. The business is changing so much, which means lawyers have to constantly expand their skill sets. While it would be great to send everyone for training, I like to give people opportunities to cross-pollinate and expand their skills by working at different divisions or disciplines. At companies like this, it's not like a law firm where every year you get promoted and you make more money. So you have to make the job meaningful and give people horizontal growth opportunities. And it doesn't hurt to include people in meetings and make sure they get exposure with clients or senior management.

I've been in all aspects of the business here. Prior to being promoted to general counsel, I've always reported to the general counsel whether it was Viacom or CBS. I've worked on every big deal that you can think of whether it was selling Blockbuster to buying BET to splitting Viacom and CBS. It is nice to be able to see things from a different vantage point and to get involved with departments that I had not worked with previously. I've seen some of the positive and negative things that corporate executives and general counsels do from a moral perspective, so hopefully I have learned what works and doesn't work and will try to do better.