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September 17, 2009 7:18 PM

LITIGATION DAILY: Ex-McAfee GC Sues Company, Accuses Howrey and Wilson Sonsini of Complicity in 'Project Shield'

Posted by Ross Todd

This story was originally published by The Am Law Litigation Daily.

Beware the angry general counsel. On Wednesday, Kent Roberts, ex-general counsel of McAfee, sued his former employer for defamation, invasion of privacy, and malicious prosecution. Roberts, who was acquitted of fraud in a three-week trial last year, is accusing McAfee of making him the scapegoat in the company's stock option backdating scandal. Here's a story on the filing from Bloomberg. What's more, he accuses the company's outside lawyers at Howrey and Wilson Sonsini Goodrich & Rosati of helping to frame him.

If you have the time, the Lit Daily suggests taking a look at Roberts's 44-page complaint. It's a doozy. Here's a copy courtesy of Courthouse News. Roberts alleges that, with the assistance of these two firms, the company's board launched "Project Shield," which was "a campaign of diversion, misrepresentation, and falsehood aimed at shifting the attention of federal authorities away from [then-CEO George] Samenuk's and McAfee's misdeeds."

Roberts is particularly critical of Howrey's internal investigation of McAfee's stock option grants. The complaint alleges that the investigation gave senior management and directors advance notice of the investigative process, supplied them with relevant documents before their interviews, and allowed them to produce documents voluntarily without taking steps to ensure pertinent ones were preserved. Robert claims that Howrey came across evidence of numerous instances of backdating. But the SEC did not probe McAfee's directors about most of those grants because the board's lawyers at Wilson Sonsini negotiated a deal with the agency that its depositions would cover only a narrow subject--the 2000 option grant that the company was pinning on Roberts.

Roberts alleges that McAfee's auditors at PricewaterhouseCoopers raised concerns about Howrey's work in February 2007, and interim CEO Dale Fuller reported to the board that PWC's review gave Howrey's work "a marginal passing score." According to the complaint, Fuller later reported to the incoming CEO of McAfee that "Howrey really screwed up," referring to the investigation.

Roberts's complaint also maintains that lawyers at Howrey and Wilson took no action when they determined that McAfee directors' e-mails had been deleted in violation of an SEC freeze order.

A McAfee spokesperson stated the following in an e-mail: "Based on our initial review, the lawsuit has no merit whatsoever." Wilson partner Boris Feldman told us he hasn't seen the complaint and has no comment. Lawyers at Howrey did not immediately respond to requests for comment. We'll updated this post if we hear back from them.

Roberts was charged with seven federal counts relating to backdated stock options in 2007, and the SEC brought civil charges later that year. After his acquittal in 2008, prosecutors dropped all charges. He was defended in the criminal case by Stephen Neal of Cooley Godward. In March of this year, the SEC dismissed its case.

Roberts is represented by Mary Dryovage of the Law Office of Mary Dryovage in San Francisco and a team from Gillespie, Rozen & Watsky in Dallas.

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