“I never, ever could see myself as an in-house lawyer,” says Bill Caraway, deputy general counsel of Diamondback Energy. “And a lot of that was because of an ill-informed perception that I had as a trial lawyer.”
In 2015, Caraway’s legal career could be said to boast the same self-reliant aptitude that a rancher might have. In fact, for several years, his practice was based out of a ranch on the coastal plains between Houston and San Antonio.
“We spent as much time there as we could,” he says of the ranch, which was first his family’s weekend home. “As soon as soccer games ended on Saturday we would head to the ranch. It got to where we would roll in on Monday morning, drop the kids off at school, and have them change clothes in the car. We all loved it.”
When his young children told their parents that they had held a meeting and decided they wanted to grow up full-time at the ranch, Caraway and his wife realized they felt the same way. And though shifting his schedule so that he could divide time between the ranch and his office in Houston wasn’t simple, flexibility has always been a professional feature for Caraway since he launched his career in the early ’90s.
Following law school at Washington and Lee University in Lexington, Virginia, Caraway returned to his Texas home, where he served on both sides of the docket in mass tort cases for Houston firms Baker Botts and Helm Pletcher Bowen & Saunders. It was between these two firms that he recognized an internal entrepreneurial drive.
“I’m kind of a five-year guy,” says Caraway. “I did five years at Baker Botts and five years at Helm Pletcher. After the first round of cases [at Helm Pletcher] settled, I said, ‘Well, I’ve done the defense side and I’ve done the plaintiff side, so I think I’ve got this figured out and I want to try this on my own.’”
With that enterprising spirit, Caraway launched a solo practice, which required him to spend a sizable amount of time on the road traveling to witnesses and experts. At the same time, his young family had begun stealing away as much time as possible at their aforementioned ranch. “If you’re going to be a country lawyer,” he says, “you’ve got to be a jack-of-all-trades. But I just had an absolute ball. It ended up being a saving grace from the midcareer crisis. I was refreshed and recharged.”
Caraway used this fuel to launch the next phase of his career, which began when firm Kelly Hart & Hallman scouted him to join their ranks in Midland, Texas, in 2015. Since that was where his in-laws lived, he once again made a professional pivot based on what was best for his family. “It kind of was a calling bigger than me for this opportunity to drop out of the sky.”
“If you’re going to be a country lawyer, you’ve got to be a jack-of-all-trades. But I just had an absolute ball. It ended up being a saving grace from the midcareer crisis. I was refreshed and recharged.”
The move was a successful one. “Bill is the exceptionally rare lawyer who can do it all—from sophisticated transactional work to complex trial work on either side of the docket,” says Marianne Auld, managing partner at Kelly Hart & Hallman. “His wide-ranging legal experience, in combination with his ability to strategize, connect, and communicate, makes him an unbeatable problem-solver and a true leader in the industry.”
Caraway’s first client as partner at Kelly Hart & Hallman was the up-and-coming oil and natural gas company Diamondback Energy, which had only gone public in 2012. Caraway became the first attorney to select a jury and actually try a case—and win—on behalf of Diamondback Energy. The victory became that much more impressive when the case went to the Texas Supreme Court, which upheld the verdict.
Diamondback Energy was stirred by Caraway’s skill and savvy, which combined big-box private practice prestige with a country lawyer’s sensibility. But Caraway was still under the impression that going in-house wasn’t for him.
“I couldn’t think of a time where I actually worked with an in-house lawyer who had real litigation or courtroom experience,” explains Caraway. “Most of my experience had been dealing with transaction lawyers, and when we communicated it was like we were speaking in two different languages. It was frustrating as an outside counsel when trying to explain how the litigation and trial system worked. But really, that was just a misperception.”
Still, Caraway was intrigued. He had been practicing law for about twenty-seven years at that point and was at a stage in his career where he felt the pretrial aspect of litigation had become wasteful. He was also interested in beefing up the “counselor” aspect of his practice after acquiring so many years of experience. In 2018, he began the next chapter of his career by joining Diamondback Energy to oversee the company’s litigation and risk management.
“After my first month here, I went around apologizing to my colleagues and saying, ‘You know, I didn’t hold you in the high esteem that you deserve as in-house counsel.’”
His “ill-informed” perception of in-house law quickly fell away after he realized the breadth of knowledge required to do the work. “After my first month here, I went around apologizing to my colleagues and saying, ‘You know, I didn’t hold you in the high esteem that you deserve as in-house counsel,’” he says, laughing.
Since coming on board, Caraway has worked with General Counsel Matt Zmigrosky to build an “internal law firm” for Diamondback based on what he learned in private practice and on the road as a country lawyer. “We want to be problem solvers and not naysayers,” he says. “Our role is to counsel and give advice and to help find ways to accomplish the goals and objectives of our internal clients.”
Caraway likens his new role to when he became a country lawyer, since he’s been able to once again reboot his practice. “It’s so fun and exciting that I feel like that associate who just started and really wants to be here, learning and producing,” he says. “It’s an absolute charge.”
As for what the future holds, Caraway says he always refers to an Abraham Lincoln quote: “I will prepare myself, and someday my chance will come.”
“Back in 1991, when I started at Baker Botts, I couldn’t look into the future,” he says. “But now the picture that was blurred is clear in terms of everything that I’ve done in my legal career. All of that has prepared me to sit in this chair today and counsel all of the leaders at the company.”
