I know what you’re thinking: finally, someone in the entertainment industry is writing on the Internet about artificial intelligence!

But bear with me! Because I think that there is one aspect of AI’s impact on the entertainment business that somehow remains genuinely — and dangerously — underdiscussed.

Most public debate/panic about the potentially existential threat posed to creative industries by generative artificial intelligence focuses on one of two general themes. The first is the replacement problem — the question of what the technology will be capable of in the future, and what those capabilities will mean for the continued ability of human beings to make a living from creative work (and, if they cannot, for the fate of human creativity itself). The second is the AI training problem — that is, how the uncompensated and unauthorized use, at staggering scale, of existing creative works to train AI models is already depriving the creators of those works of fair compensation for their output while, in effect, conscripting these artists and their work as unwitting and unwilling instruments of their own eventual obsolescence.

We’ll come back to those existential questions in my next post.

But right now, I want to direct your attention to how we're already using the technology today is doing quiet damage to the industry of tomorrow. And that starts with acknowledging a different “AI training problem.”

What Do These Ten Tasks Have in Common?

1. Note-taking in meetings and conference calls;

2. Script coverage (i.e., creative review and feedback);

3. Script breakdowns (i.e., identifying and quantifying major production elements such as unique locations, speaking and non-speaking cast, and prop/set decoration requirements);

4. Coverage of newly published books and articles;

5. Collecting and summarizing press coverage;

6. Creating clean demos from “rainbow” negotiation email chains;

7. Drafting and revising deal memos, certificates, and other simple and form-driven agreements;

8. Summarizing key terms such as option dates and other deadlines, granted and reserved rights, credit entitlements, and approval rights across groups of agreements;

9. Reviewing chain-of-title documents and performing basic clearance research; and

10. Standard administrative correspondence and schedule management?

This seemingly disparate list of common entertainment industry-related tasks, which cut across creative, marketing, business, legal, and general administrative functions, has at least two things in common.

First, they are all tasks that are capably performed by — and, in fact, are already commonly being delegated to — existing large language models and other AI-powered tools.

And second, they are all fairly simple but essential tasks that have traditionally (and efficiently) been delegated to young1 entry-level professionals, who effectively learn how the industry works — and figure out not only how to do their jobs, but also what jobs they want to do in the first place — by closely observing professionals working in a variety of professional capacities and contexts and developing core job skills in meaningful but low-stakes circumstances.

That is the AI training problem we should be talking about more.

The Industry’s Other Generational Crisis

Much has been written about the industry’s building generational crisis. As others have noted, Mike De Luca literally started as an intern at New Line and was running the studio at age 27; now age 60, he co-runs New Line’s parent studio, Warner Bros.2 Bryan Lourd and Kevin Huvane were 34 and 36 years old, respectively, when they and (the slightly older) Richard Lovett took over CAA in October 1995; now aged 65 and 67, they remain firmly in charge.

This was once the norm, not the exception. In 1966, Bob Evans became President of Production at Paramount at the age of 36. In 1974, Barry Diller became the studio’s Chairman and CEO at just 32 years old. In 2026, the Ankler’s Elaine Low launched an ongoing series, examining “how Gen Z, millennials, Gen X and boomers are navigating Hollywood’s narrowing path to power and relevance,” called The Disappearing Ladder.

But, just as there is quietly a second “AI training problem” that the industry has largely ignored, there’s also another looming generational crisis we aren’t paying enough attention to — and in this case, one begets the other.

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Bidding wars are where market-defining precedents are made and broken. At the outset of a negotiation, the two words that tell a dealmaker the most about how much (or how little) fun they’re about to have are “It’s competitive.” Aggressive competition for the most sought-after projects, talent, and IP during the industry’s “Streaming Wars” era (roughly 2013–23) upended decades-old dealmaking norms — with consequences that the industry is still reckoning with today.

Winning a bidding war can also be a transformative moment for a company’s future — but whether that’s for good or for ill depends on the deal. Netflix’s aggressive outbidding of its rivals for MRC’s House of Cards set the streamer on its path to dominance in original content production and exhibition. Vivendi’s acquisition of Universal in 2000, widely regarded as an overpay, led directly to the company’s near-collapse in 2002.

Hollywood just loves a good bidding war. And in today’s TV business, A24 — the prestige indie studio whose auteur-driven, aesthetically distinctive films have, in less than 15 years since its founding, earned the company unique and enviable cachet with critics1, investors2, filmmakers3, and audiences4 alike — wins a lot of them.

Last week, the Ankler’s Lesley Goldberg published a piece about A24’s disruptive impact on the TV business, with “fast deals and creator-friendly terms [that] make the studio a favorite among agents, and a headache for everyone else.” Goldberg addresses the question of “How A24 Wins Bidding Wars Beyond Money,” crediting the studio’s success to several factors, including its generous backends, creator-friendly development process, passionate advocacy with network partners, and willingness to contribute additional production funding and marketing resources to support its shows. And above all, she writes, “Speed is the separator.”

How to Really Win a Bidding War

Goldberg offers a robust answer to a very carefully framed question — one in which the words “Beyond Money” do a lot of heavy lifting. Because the main way that A24 wins these bidding wars is with money. Lots and lots of money.

A24 is one of a small handful of independent studios that seek to secure the most sought-after projects by intentionally and consistently offering well above top-of-market financial terms — seven-figure option fees, purchase prices that occasionally tack on an eighth digit, and pilot writing fees that compete with the highest-level feature scriptwriting deals.

That’s not to say that Goldberg’s reporting is inaccurate, or that A24’s creator-friendly practices — especially the speed and decisiveness she highlights — don’t matter. But while I’m sure writers, rightsholders, and their representatives love how quickly the offers arrive, I suspect it’s all the extra zeroes that really win those sellers over.

I also understand that Goldberg’s analysis wouldn’t have been as interesting or instructive had it just been her copying and pasting a gif of Mad Men’s Don Draper shouting “That’s what the money is for!” But while “money wins bidding wars” is about as exciting of a headline as “water is wet,” there is actually something very interesting — and frankly weird — going on here.

How Can David Afford to Outspend Goliath: With Goliath’s Own Money

To win the hottest projects on the market, A24 must outbid the likes of Netflix, Amazon, and Apple, companies worth roughly 100 to 1,000 times A24’s own (already dubiously inflated) value. How do they do it? With their rivals’ own money.

Read more

On Friday, reflecting on the WGA and AMPTP’s unexpected early announcement of a tentative deal for a four-year extension to the WGA Basic Agreement, and with the just-ended Passover holiday, I likened the quick and drama-free closing — a stark and welcome contrast to the experience of 2023 — to the angel of death1 passing harmlessly over our homes this year.

As dramatic as it may seem to invoke the tenth biblical Egyptian plague to describe an unexpectedly peaceful outcome in what is essentially a routine triennial process, if you followed the hot mess of the 2023 collective bargaining season as closely as I did — and if you’re reading this, you probably did — it felt earned. For those fortunate souls who didn’t spend that summer making themselves miserable, I re-published the first of three posts I wrote for the Ankler that summer as the “Anonymous Business Affairs Exec.” And, to celebrate 2026’s markedly less hostile and poisonous vibes, I officially removed the “Anonymous” part.

Today, I’m kicking off my long-promised Ask the Author series, in which I’ll (usually) be answering questions and taking on topics requested by readers. But for this first installment, I’m doubling down on 2026’s (comparative) non-toxicity by doing one of the dumbest things you can do on the Internet — responding to criticism from anonymous commenters.

And while at it, I’m doubling down on Passover references too — this time, by addressing these (mostly) anonymous commenters as the “Four Sons” of the Passover Haggadah (the traditional Jewish text used for seders), in which four brothers of varying moral and intellectual character ask their father to explain the traditions of Passover in distinctly different ways.

The Wise Son

In the Haggadah, the “wise son” demonstrates his wisdom by asking his father about Passover traditions in a way that includes the son himself as part of the community he seeks to better understand.

Tim earns the “wise son” designation by disagreeing with me in good faith, without accusing me of bad faith, and by treating us as members of the same community with common interests.

And he raises a fair point, as far as it goes. There was a disconnect between the spirit of the 2017 span protection provisions and the way studios deployed them — I’ve said as much myself. But his argument rests on a premise that “presumably collectively” quietly smuggles in: the idea that the WGA Basic Agreement is meant to operate as a guarantor (or at least a driver) of ever-increasing aggregate revenue flowing to the writers as a class. It isn’t, and it never has been.

Rather, while the WGA Basic Agreement may sometimes have the power to move market realities, it is first and foremost a response to them. It is an instrument of power-balancing to set default rules of engagement — a vehicle by which thousands of individuals can pool their leverage to achieve outcomes that, given those realities, most of them could not hope to achieve acting on their own. And in my view, the beneficiary of the WGA Basic Agreement is each of those individual writers, not the profession as a whole.

It also matters because, once you understand the purpose of the WGA Basic Agreement as I’ve described it above, the studios’ behavior looks less like bad faith and more like an entirely predictable institutional response to cost pressure. And, crucially, one in which no individual business affairs executive had the power — or, honestly, the incentive — to resist that logic unilaterally.

So I agree with Tim that there was a meaningful gap between the spirit and collective implementation of the 2017 “span protection” rules (that the writers can very reasonably be mad about). But if you believe — as I do, for both conceptual and pragmatic reasons stated above — that the people implementing those rules owed a duty solely to the writers in front of them (and not to the profession as a whole), then as much as we might bemoan the implementation, we can’t condemn it in moral terms.

The Wicked Son

In the Haggadah, the “wicked son” shows his wickedness by asking his father to explain Passover in a way that holds himself separate and apart from the community that he is asking about.

Matt’s comment beautifully illustrates why I couldn’t attach my name to the pieces I published in 2023, even though they were conciliatory in tone, granular in substance, and about as “both sides have a point” in spirit as you can get: people were goddamn crazy.

This isn’t what a person who is trying to solve a problem, persuade a counterpart, or even just get back to work sounds like. It’s what it sounds like when a person is so committed to the “us-vs.-them” dynamics of the moment that they can’t see who their allies are (or realize how they sound to normal people).2

Whereas “wise son” Tim G. accurately quoted my words to support his arguments, “wicked son” Matt “paraphrases” me with misleading quotes which are designed largely to set up his big finish, presumably because he is not familiar with Godwin’s Law3 (and therefore doesn’t realize what a sad — and, reading this in 2026, actually fairly offensive — cliché he’s being when he attempts to factually or morally equate studio dealmaking with Nazi genocide).

Matt is the wicked son not because his anger is illegitimate — writers got squeezed, and anger about that is earned — but because he ignores the complexity of the situation he’s angry about so that he can hold himself apart from, and direct that anger toward, a blameworthy foe. He’s not asking to understand, nor even to be understood. He’s asking to be enraged.

The Simple Son

The “simple son” of the Midrash asks his father “What is this?” — a question that represents the son’s unsophisticated but sincere curiosity.

Tony is our simple son, and I mean that affectionately. He opens with a candid admission that he has no industry knowledge, extends good faith anyway, and then reaches across countries and industries to offer the only lens he has: corporate M&A dealmaking in financial services. It doesn’t quite fit — a guild contract negotiation and a business acquisition are structurally different things — but the impulse is genuinely collegial, and the “ego” remark is both salient and charming in its observational confidence.

For what it’s worth, Tony: 2023 was, at least in part, a process of overcoming those egos, but 2026 seems to be an example of what’s possible when they don’t get in the way. We can count that as progress.

The Son Who Does Not Know How to Ask

Finally, there is the “son who does not know how to ask,” who is included to emphasize the Torah’s commandment to tell the story of the Exodus even to those who cannot ask to hear it. The obligation of transmission is unconditional.

I recognize that the “Four Sons” framework starts to strain here. PMason is not uninformed or incurious — this is someone with two decades in the industry who has clearly watched the BA function up close, formed real views, and seems to be operating in good faith. The problem is the misplaced certainty.

PMason condemns resistance to weekly compensation structures, but even at the time he was writing (in July 2023), weekly deals were becoming increasingly common. Today, in 2026, weekly deals are relatively common, as are hybridized episodic deals that involve separately stated weekly rates for extended (e.g., beyond 52 weeks) and/or post-production services. He misunderstands the purpose and impact of the 2017/18 laws that prohibited employers from inquiring about a candidate’s salary history while negotiating terms of employment (which were intended primarily to counter the persistent gender wage gap across industries).4 He repeats the commonly held belief that Disney replaced traditionally calculated contingent compensation with its “Series Bonus Exhibit” as a scheme to depress backend payouts — it wasn’t and it didn’t.5 And while I share PMason's disdain for reliance on “policy” or “precedent” as a freestanding justification devoid of context or rationale (and have also criticized it in my own writing6), studio over-reliance on “precedent” in negotiation is an annoyance — not a theory of the case for critiquing evolving dealmaking practices.

PMason sounds like someone who, in a better format than the Internet comment thread, would be willing and able to have a serious, good faith conversation with someone with a different perspective. I’m sure he knows how to ask good questions — he just needs to remember to do so. And I hope he is also the type to take his status here as the “son who does not know how to ask” as it is intended: not as a sign of any disrespect, but as an expression of my commitment to the bit.

Last night marked the end of Passover.1 And while schedule-conscious American Jews who prioritize convenience over convention (like myself) might have held their seder on any of the holiday’s eight nights, the industry’s Jewish professionals would probably agree that this year’s Passover peaked on Saturday, when the WGA and AMPTP unexpectedly announced a tentative deal on a precedent-breaking four-year contract extension.

Only time will tell if the newfound sense of labor harmony around town — so welcome in an industry starved for any other kind — actually sticks. But for now, at least we can say that one of our industry’s triennial would-be Destroyers passed over all of our homes safely and peacefully this year.2 Special thanks to whoever remembered to put up the lamb’s blood on the studio gates!

My main reaction to Saturday’s news, after surprise, was relief — specifically, the relief of knowing that we apparently wouldn’t have to relive any of the frustration and misery of 2023. By July, over two months into the strike, the parties hadn’t even attempted direct talks for weeks, nor given any hint of what it would take to bring them back to the bargaining table. In the absence of productive dialogue, the vacuum was filled with a toxic Wall of Sound that would have made Phil Spector proud3 — blaming, kvetching, gossiping, trolling, and perhaps most of all, riffing.

Riffing on Twitter and in text threads! Riffing in protest chants and on picket signs! Friendly competitively riffing with friends, and hostile competitive riffing toward foes. A never-ending game of one-upmanship to determine who could make the funniest joke4, land the sickest burn5, or best project all of their own miseries, frustrations, and anxieties onto the other side.6 A cacophony of statements intended to energize allies, antagonize foes, and above all, gratify the speakers; but almost never to promote common interests or persuade anyone who didn’t already agree.

I wanted to try to contribute something useful to the public conversation, if only as a salve for my own frustration, anxiety, and (increasingly) boredom. I believed I had ideas that could be interesting and entertaining for the right audience — and, depending on how far those ideas traveled, maybe even valuable to the ongoing negotiations. But I also knew that, in the so-called “marketplace of ideas” of the Very Online crowd, nuance, compromise, and conciliation were all trading way down, while purity tests, adolescent trolling, and presumptions of bad faith were at all-time highs. In that environment, I was as wary of adding my name to the debate as I was eager to add my ideas.

My first contribution to the public conversation, published by the Ankler on July 12, 2023, was a wonky exploration of the origins of the much-maligned “mini-room” (and the role played by studio business affairs executives in its creation and institutionalization). The piece’s somewhat cringe/clickbait-y title — “Confessions of a Business Affairs Exec” — was selected by the Ankler’s editors (as is typical). But the choice of byline was mine.

The “Anonymous Business Affairs Exec” entered the chat.

I ultimately published three pieces under that byline, each of which seemed to be reasonably widely read and well-received. I occasionally heard second- or thirdhand that people actively involved in the negotiations on both sides had read and discussed the piece, though I have no idea if that’s true (and never tried to find out).

I never promoted my authorship, though I never denied it either. I received several calls and emails from friends and acquaintances asking if I was behind the pieces (and several more that simply assumed so and responded accordingly). And anytime someone asked me if I wrote the articles (or knew who did), I answered honestly. I simply never brought up the subject myself, and if people didn’t ask, I didn’t tell.

But the Anonymous Business Affairs Exec was a product of the unique (and uniquely miserable) environment of 2023. Another lesson I can take from Saturday? He isn’t needed in 2026.

That is why I’m rerunning “Confessions of a Business Affairs Exec” today, under my own name.7 Well, that and the fact that it makes a nice (low[ish]-effort) companion to Monday’s post — a celebration, as we look back, of how far we’ve come; and a reminder, as we look ahead, that the biggest problems of our present are often the unintended byproducts of our well-meaning solutions to the biggest problems of our past.

Another good reason to check it out? Because on Monday, I’ll be kicking off my long-promised Ask the Author series with a special follow-up to “Confessions of a Business Affairs Exec.” And, for the first time ever, I’m going to break my #1 rule for life on the Internet: I will publicly respond to anonymous Internet comments on my own no-longer-anonymous post.

Hope to see you then.

Confessions of a Business Affairs Exec

A top suit on how we got here, mistakes made and how we can help fix them

Published July 12, 2023

Like many of you, I have obsessively consumed news and analysis about this year’s (terribly-named) “Hot Labor Summer.” And as a longtime senior business affairs executive in Hollywood, my attention was especially piqued by a recent newsletter from The Ankler’s anonymous Entertainment Strategy Guy, titled “Business Affairs: Good Cop/Bad Cop of the Streaming Wars.” His thesis was pretty well captured in the lede: “The back engine that led us to a standoff also can get us out of it.” The back engine being… me. Us. The BA people.

I’m often a fan of ESG’s work, but my reaction to this particular piece can be summed up in two wistful words: I wish. That’s because, while ESG clearly has a solid general idea of what business affairs is and does, his analysis fundamentally (though flatteringly) misunderstands BA’s role in the industry generally, and its role in the collective bargaining process specifically. He gives us both more and less credit than we deserve. The road to the writers’ strike was paved with good intentions, but Business Affairs is neither the hero nor the villain of the story.

To my surprise, I found myself thinking about this article for days, and eventually, I realized why: because in this chaotic moment of upheaval and frustration in Hollywood, people are desperate to understand how we got into this mess and how we get out of it. They want to know who the villains are, and who might turn out to be heroes. And I believe ESG was right about at least one thing: understanding the role of business affairs in our ongoing industry-wide soap opera can teach us some valuable lessons about how we got here, and where we go from here.

In my piece, I want to offer the view from within the back engine about:

• What power BA does (and doesn’t) have to make consequential decisions.

• How BA created the mini-room — but not its unintended consequences.

• How the industry solved the last structural crisis facing TV writers: pay dilution.

• How BA works with showrunners to stretch a finite budget.

• The role of BA in collective bargaining.

• How span protection backfired.

• What I think it will take to find a deal to get Hollywood back to work.

Whose Call Is It Anyway?

As ESG said, we make deals. That is absolutely true — and, for many BA executives, it is the thing they love most about their jobs. But I prefer a more abstract description that better captures what I love most about the job: we solve problems. Deals are our primary, but not exclusive, tool for doing so. And, as with many jobs, moving up the corporate ladder means going from the person who does the thing, to the person who decides how it gets done, to the person who decides what gets done in the first place.

But even the most senior and empowered business affairs executives do not set strategy and policy in a vacuum.8 Rather, our job is to find business solutions that deliver on the creative and strategic priorities of our creative leaders within the company. In the best circumstances, we work as a team with our creative counterparts, marrying our independent perspectives to arrive at good decisions. But at the end of the day, we know this partnership has its limits — to put it in the language of deals, even when we have mutual approval with our creative leaders, they get the tiebreaker.9

Beyond working to realize our creative leaders’ visions, BA executives also craft deals to satisfy the needs and demands of counter-parties (both talent and other companies) and to navigate the constraints of the marketplace. Many of us love to innovate, but when we do, it’s seldom to drive a vision of where we think the industry should go. (What a luxury that would be!) More often than not, we’re just doing our best to solve problems that are right in front of us.

Consequently, many of the business practices that are now at the heart of the WGA’s grievances were not (as ESG writes) “decisions” by business affairs executives so much as they were “reactions” — constrained by outside forces, more iterative than inventive, made in good faith to solve real problems, and often inadvertently giving rise to new ones. I could give you that backstory for every entry on ESG’s list of “most influential” BA-designed disruptions, but perhaps nowhere is it clearer than for the one that has most dominated the ongoing conflict between the studios and the WGA: mini-rooms.

The Rise of Mini-Rooms (or the Law of Unintended Consequences)

Of mini-rooms, ESG writes: “I can’t definitively say this is the brainchild of BA executives, but my gut is the rise of mini-rooms comes from business affairs executives pushing for cost cuts.” I can confirm that sentence is literally true; but it misses the real story entirely.

From 2014 to 2017, the biggest structural challenge to the TV writing profession wasn’t mini-rooms; it was pay dilution. Traditional writing deals, devised for the old world of 22-to-26-episode broadcast seasons, were based on episodic fees that were guaranteed for all episodes produced during a given production season.10 The only limitation on how long writers could be required to work for those fees was that their total compensation, divided over their total number of work weeks, had to exceed applicable WGA scale; the predictability of the broadcast calendar made further guardrails unnecessary. The rise of original programming on cable, which typically involved 13-episode seasons, put some strain on this system, but it remained essentially functional.

Then came streaming, which, at first, looked a lot like cable — 13-episode seasons on a regular annualized calendar. But as the streamers learned more about their audiences, they began to abandon many longstanding TV norms that they had initially respected. When the data showed that seasons with fewer episodes (which cost more per episode but less per season) were as effective as those with more episodes at attracting and retaining subscribers, orders began to shrink — from 13 to 12, to 10, to 8, and now to as few as 6 episodes per season. When House of Cards established complex serialized drama as the preeminent streaming genre, streamers — to the initial delight of creators and filmmakers — embraced longer writing and production periods that allowed for more ambitious shows, but made neatly annualized production and releasing nearly impossible. When customers went wild for Netflix’s binge releases, that became the new orthodoxy in streaming, even if it functionally extended unpaid hiatus periods between production seasons (and thus decisively made annualized production and releasing impossible).11 And as the Streaming Wars began to heat up, the streamers, unconstrained by programming calendars, came to dominate series production by virtually every measure.

Writers still received the same episodic fees they always had, but they received fewer and fewer of those fees, amortized over longer and longer work periods, with longer and longer unpaid breaks between seasons (during which they remained contractually on hold for a potential subsequent season). Because the only guardrail on the classic system of episodic fee deals was the weekly scale floor, within a few years, virtually all writers, from Co-Producers to Co-Executive Producers, were usually working for the same pay, regardless of their title or “on paper” compensation — weekly scale.12 Only the highest-paid creators and showrunners had fees large enough to remain north of scale when amortized over extended writing and production periods.

This became the dominant problem-to-be-solved of the 2017 negotiation between the AMPTP and WGA, which almost devolved into a strike until the AMPTP and WGA found their solution — “span protection.” For any deal made after May 2, 2018, an episodic fee would buy out no more than 2.4 weeks of work. Additional work time would be compensated at the rate of one additional episodic fee for every additional 2.4 weeks of work (prorated for lesser periods).

The problem of pay dilution was solved. The problem of mini-rooms was born.

The functional cost of employing a writer for as long as the studios typically had prior to May 2018 went up dramatically — indeed, that was the point of span protection. But the basic underlying economics of TV production and distribution hadn’t changed. Costs were already rapidly ballooning as streamers increasingly sought to outdo one another for star power and spectacle in an increasingly crowded marketplace. Shorter orders obviously required fewer scripts, and as shows grew more complex, they increasingly demanded more singular authorship than the episodic sitcoms and procedural cop/lawyer/doctor dramas of yore.

In this creative context, the streamers essentially decided that, while the cost per writer on a show might have gone up, the cost of writers on a show would not. Showrunners were often given discretion to decide how to deploy their finite writing budget — across how many writers, for how many weeks per writer — but the budgets were finite, and had not expanded in proportion to per-writer costs. This is where the business affairs executives came in, working with showrunners to figure out how to best stretch those finite budgets.

The deals themselves actually didn’t change much at first,13 but the way they were used did, in predictable ways — writers rooms got smaller and work periods got shorter.14 And because every network’s customary approval rights cover virtually all aspects of even an independent studio’s production plan and budget, down to the line-item level, streamers could enforce these new norms on licensed productions just as they did on their self-produced series.

Studios and streamers compensated in part by relaxing once-standard requirements around options and exclusivity, which had restricted writers from taking other jobs, but the burden still fell upon the writers themselves to find more jobs — each of which was structured to these same new norms — to make the kinds of livings that they had before.

And as the years passed, the broader systemic consequences of these changes became clear. Junior and mid-level writers, working shorter periods on lengthier productions, lost the opportunity to develop experience as producers as well as writers. Writers jumping from job to job still got title bumps from season to season and deal to deal, but those bumps no longer reflected meaningful additional skills. As the skill sets of mid-level writers degraded, so did their ability to fully contribute to the creative and production process, further reinforcing and accelerating these trends. The fewer writers left to cover the entire production season worked to burnout levels to pick up the slack.

Which brings us to the mess we’re in today.

So yes, in a narrow sense, mini-rooms were invented “for cost cuts.” But they were not, as some especially aggrieved writers seem to believe, a nefarious plot to starve writers and undermine their profession. They were the unintended15 self-reinforcing backfire of studios trying in good faith to operationalize well-meaning new protections for writers, under heavy constraint from increasingly dominant streamers, who were themselves rapidly evolving the medium in response to new insights about viewer preferences.

Business Affairs in Collective Bargaining

It would be natural to assume that the folks that Hollywood generally entrusts with dealmaking would be leading the charge on negotiations that are as complex and consequential as the ones taking place between the AMPTP and the entertainment unions, especially given that they’ll also have to operationalize the new rules once these deals are finally done. But in reality — and much to the chagrin of many business affairs executives — BA has a surprisingly peripheral role in collective bargaining season, which is instead the triennial “time to shine” for the industry’s heads of labor relations.

To be clear, having these labor relations leaders (who generally report to the CEOs or general counsels, and not the heads of business affairs) at the center of the process is essential. The collectively bargained Master Basic Agreements (or “MBAs”) for SAG, WGA and DGA are barely comprehensible Frankenstein’s monsters, patched together with side-letters, popsicle sticks and bubblegum over decades of iterative revisions. Even the savviest business affairs executives typically know the MBAs only well enough to apply them in day-to-day dealmaking and/or production management. When faced with a novel or ambiguous situation that requires identifying and interpreting an MBA’s relevant provisions, BA executives tend to substantially rely on and defer to their colleagues in labor relations.

And it’s not that business affairs leaders don’t get any say in these negotiations. The AMPTP holds occasional conference calls in which the lead negotiators — again, the heads of labor relations — update their BA colleagues on the course of negotiations and get feedback on potential negotiating positions. Some heads of BA also cultivate close and collaborative working relationships with their counterparts in labor relations that afford them greater visibility and voice during collective bargaining season.

But at the very least, the impact of business affairs leaders on Hollywood’s triennial union negotiations is considerably smaller than most of the industry understands (and than most heads of business affairs would prefer). The heads of business affairs at the AMPTP companies negotiate high-stakes deals under often combative circumstances. They are responsible for applying the requirements of the MBAs in day-to-day dealmaking, and for devising new deal structures to adapt to changes arising out of each renewal. They spend their careers cultivating relationships and building trust with the industry’s community of agents and lawyers, as well as with key talent — especially showrunners. The best among them possess some of the industry’s finest business minds, and understand the deals they make and the context in which they make them on a deeply sophisticated level. Yet their role in setting the AMPTP’s negotiating strategy and devising specific proposed changes to the MBAs is secondary at best.

So What Now?

To offer a take that will anger everyone and satisfy no one: the grievances that have sent the writers to the picket lines (and that will probably send the actors out to join them as early as tomorrow) are real. So too are the financial pressures and existential uncertainties facing the AMPTP studios (especially the legacy ones). And both sides seem to have abandoned any presumption of good faith for the other, which makes finding common ground impossible. At least for now, everyone seems much more interested in making a point than in making a deal.

But there is a deal to be made here, because there are solutions to these very real problems. Finding them will require empathy, with both sides looking past each other’s positions to try to understand and address the concerns underlying them. It will require restoring a mutual presumption of good faith, and recognizing that we are ultimately all on the same team because we will all ultimately thrive together or wither together. It will require a whole lot of creativity, born out of a whole lot of practical experience, because these challenges are too big and too structural to fix with a silver bullet or with incremental tweaks at the margins. And it will require some humility, because as the story of mini-rooms demonstrates, even the best-intentioned efforts to solve major problems can accidentally give rise to new ones.

With all respect to our sometimes brilliant heads of labor relations, I wouldn’t say that all of the above is exactly their bread and butter. And I don’t expect the writers — who, to my endless frustration, have insisted on acting as their own negotiators (and as their own press agents too, unfortunately) — to independently crack those complexities any more than I expect studio executives to write great pilot scripts. I may be far from unbiased on the matter, but that all sounds to me like a job for business affairs.

Maybe I didn’t disagree with ESG quite as much as I thought.

In the hours following Saturday’s surprise announcement — which arrived nearly two months before the WGA’s hard-fought 2023–26 collective bargaining agreement was set to expire, on May 30 — that the WGA and AMPTP had reached a tentative deal on a new union contract, I saw two reactions that struck me as especially representative of how the unexpected news was being received around town.

The first was a text message I received at 4:28 p.m. on Saturday, from a close friend in a senior business affairs position at a major studio, who observed, “Our labor guys haven’t emailed us so they must be getting blacked out drunk.”

The second was an anonymous comment on Deadline’s announcement, posted at 6:05 p.m. that day by someone calling themselves “WGA Member,” which asked “Why hasn’t the Guild notified members about this? Why am I finding this out from Deadline?”

What a difference three years can make.

Few people expected the 2026 collective bargaining season to be a repeat of the fire-and-brimstone “Hot Labor Summer” of 2023, during which overlapping WGA and SAG-AFTRA strikes paralyzed the industry for nearly four months.1 In a column I published in the Ankler a few days before the WGA’s full membership voted to ratify the new deal, I opined that, based on the deal’s final terms, the process of making it had been far longer and more painful than was necessary — not just for the writers, but for the industry as a whole. Because of that bungled process, I argued, the WGA had “spent two collective bargaining cycles’ worth of negotiating fuel” on the 2023 contract, and that “a still-financially and emotionally exhausted talent community will likely have little appetite for another major work stoppage” in 2026.

These views — already fairly common when I first published them in October 2023 — were largely incorporated into the prevailing “conventional wisdom” about the strike, as production volume and opportunities continued to decline industry-wide in the months that followed, and rank-and-file WGA members grew increasingly skeptical that the gains they achieved in 2023 had been worth the cost. They seemed even more prescient as, in the early months of 2026, rumors began to swirl that the WGA’s health fund, the financial wellspring of the guild’s much-celebrated health insurance plan for its members, was critically underfunded and at risk of imminent collapse without a major infusion of capital from the AMPTP, which quietly let it be known that it would be happy to oblige with a bailout — in exchange for a five-year term for the new deal, which would break decades of precedent for three-year renewals.

Still, I never thought (or heard anyone predict) that the first big piece of news to break about the WGA and AMPTP’s negotiations would be that the negotiations were already over.

Because details about the new deal (other than its four-year term) remain scarce, it’s too early to comment meaningfully about its substance, or about who “won” or “lost” in the process (not that various pundits and ideologues will be deterred from trying in the days ahead).

But there are already some valuable lessons we can draw from what we do know about this deal and how it was made and announced, and some interesting questions we can ask about what to expect (and not expect) as we learn more in the weeks ahead.

1. The WGA’s Health Fund Was Probably in Even Worse Shape Than We Thought

The experience of (and fallout from) the summer of 2023 certainly loomed large over the WGA and AMPTP’s negotiations for 2026. But I don’t think that context is enough, on its own, to explain this weekend’s surprise announcement. That includes, notably, the WGA’s consent to a template-breaking four-year term without any discernible show of public resistance — something that, I think, comes down to the factor that has dominated what little public discussion we’ve heard about these negotiations to date (even though it wasn’t on any of our radars three years ago): the looming insolvency of the WGA’s health fund.

The WGA’s “Cadillac” health plan has long been the envy of the other entertainment unions (whose own plans feature some combination of lesser benefits, greater members costs, higher income requirements, and tiered benefits at different income levels), as well as a thorn in the side of the AMPTP companies (many of whose executives have long regarded it as an unsustainable extravagance). Among other remarkable features of the WGA’s plan, members currently do not contribute anything from their own to pay toward their premiums; they only pay out of pocket to add eligible dependents to their plans. As the general unaffordability of health care has metastasized into a bona fide national crisis, the WGA’s health plan has stood out even more as one of the guild’s foremost achievements for its members. For most writers, there is perhaps no more potent or salient example of how the union has made their day-to-day lives better.2

In any era, that would make protecting the WGA health plan one of the union’s most crucial priorities. But this is not “any era” — this is an era that most writers would describe as one of systemic decline for their profession, defined by growing financial insecurity, deteriorating employment prospects, and the still-unresolved existential threat posed by generative AI.3 It’s also an era in which many WGA members have increasingly questioned whether their union’s signature initiatives of the last decade — not just the 2023 strike, but before that, the 2019–21 “Agency Campaign” that effectively ended the practice of agency packaging in scripted TV and drove the agencies out of the studio business — might have exacerbated rather than mitigated that systemic decline.

In this context, the collapse of the WGA’s health plan would not just have devastated its members — it would have inflicted a deep wound on the union’s credibility and effectiveness that could take a generation to heal. Both sides knew this, guaranteeing that negotiations would play out very differently in 2026 than they had in 2023. But the particular speed and quiet with which this deal was made suggests to me that the WGA knew that its health fund was in even more precarious condition than most of us realized, had little to no leverage to secure much of anything beyond the recapitalization of the fund, and understood that an extended term would be the price (but perhaps a not unwelcome one in this ongoing era of turbulence and unpleasant transformation).

2. It Helps to Have the Right People Sitting at the Negotiating Table

A lot of attention will be paid to the “speed” part of that last sentence, but I’m actually more interested in the “quiet.”

One could gently characterize the WGA’s style over the last decade as “pugnaciously adversarial.” Or, one could less gently characterize it as “constantly spoiling for a fight.” Not that I would give high marks to the AMPTP either, with its apparent focus on minimizing concessions rather than reaching meaningful understandings. The organizations coming back to the table in 2026 are the same ones that mucked it up so badly last time (and frankly didn’t have a great track record before then either).

But they aren’t all the same people that were at the table last time, and that counts for a lot. I haven’t personally paid attention to labor relations long enough to know whether the AMPTP’s Carol Lombardini or WGA’s David Goodman were at one point strategic or effective as negotiators, but suffice it to say that neither is missed by the institutions they once faced (nor, as far as I can tell, do they seem to be much missed by their own old organizations).4

The AMPTP’s negotiating team is now led by Greg Hessinger, a respected labor lawyer and former CEO of SAG (pre-AFTRA), who has worked to rebuild the kind of collaborative and trust-based process with the WGA that was absent from Lombardini’s later years. On the other side returns the WGA’s chief negotiator, Ellen Stutzman, now free of Goodman’s often inflammatory and corrosive influence, and obviously receptive to (and probably pretty refreshed by) the change in the AMPTP’s approach and tone.

It’s amazing what people can accomplish when they actually talk to each other and engage on the underlying substance of shared problems, with a mutually-held realistic understanding of prevailing circumstances and a shared commitment to working things out without further disrupting an already fragile industry. Rather than, for example, scornfully and performatively sassing one another from a distance according to their respective constructed narratives, fueled by a decade or more of scarcely forgiven and certainly not forgotten slights (real and perceived).

3. Negotiating in Public Should Be Your Last Resort, Not Your First

The distinguishing feature of the WGA’s 2026 deal is not merely the absence of apparent conflict, but the absence of public discussion altogether. That’s because this deal was negotiated where it belongs: in private.

Several of the last collective bargaining cycles opened with some perfunctory initial “negotiations” that seemed intended to quickly stall, followed by far more protracted public and semi-public lobbying of constituents to build (and demonstrate) solidarity for an adversarial process ahead. The people running the WGA would say it was necessary to muster the member awareness, sentiment, and solidarity required to negotiate with leverage. The people at the AMPTP would say the WGA started it. I’d say it reflects both sides’ total lack of seriousness in those years about just making a deal (rather than putting on a show).

For the 2026 negotiations, both the AMPTP and the WGA deployed the most effective public communications strategy possible: none at all.

That’s not to say that collective bargaining should never be carried out in the press, or that the WGA’s argument about the necessity of at least member-facing communications is without merit. But the press is a forum for the debate of conflicts that have defied resolution in the negotiating room. Communication with members (and some measure of transparency) is important, but so is a negotiator’s ability to maintain confidences, build quiet consensus, and represent their constituency’s position with clear and confident authority.

Negotiating in the press and publicly rallying the troops are part of the collective bargaining process, and always will be. But they’re not usually a sign that it’s going very well. And as Saturday showed, when the parties are serious about making a deal, they don’t have to be part of the process at all.

4. So Are We Actually Going to Do Something About This Health Fund Problem?

I know this article starts with the premise that doing something about this health fund problem is what this whole deal is pretty much about. And with a contribution likely well into the nine figures, I’m certainly not minimizing what the AMPTP is doing (and what the WGA is getting) to restore the health fund to solvency.

But it’s going to deplete again.

If there’s a plan for how to preserve the solvency of the plan well into the future, consider me surprised, pleased, and eager to hear about it. The WGA regularly diverts increases to scale minimums, which would be immediately felt in its members’ pockets, for the benefit of its pension and health plans. That’s smart, responsible decision-making, and I’m sure it will continue. Writing employment numbers will probably stabilize and may even tick upward, and the steady climb in scale minimums will float a lot of boats.

But the WGA’s health insurance plan is probably just too good for a world as flawed as ours. It’s not in duress because of the pandemic or tariffs or energy costs or any number of other macroeconomic factors. It’s in duress because, as the WGA’s plan is currently built, too many members take too much money out of the system for how much money goes into it. It’s as simple as that.

Letting the health fund fail (and the chips fall chaotically where they may) would be an unnecessary and self-inflicted catastrophe. Recapitalizing it without addressing the underlying structural problems merely defers the crisis. And we’ve yet to see how durable this newfound goodwill will prove to be.

Which brings us back to the same old list of ugly-sounding “reforms”: increasing eligibility requirements, increasing deductibles and co-payments, decreasing benefits, or increasing premiums. They all suck. So do a lot of things right now.

It would be a waste of this rare moment of apparent labor relations harmony (and of the giant check about to be cut by the studios) not to engage in serious and open-minded discussion about at least incremental changes in the structure and economics of the WGA’s health benefits.

At a minimum, it seems obvious that the WGA will need to adopt a version of the DGA’s tiered benefits. Directors with at least $41,215 in DGA-covered earnings for the year qualify for the DGA Choice Plan, while those earning at least $133,670 get the DGA Premier Choice Plan (which offers lower out-of-pocket maximums and better coverage for non-network providers). In addition, WGA members will likely have to start contributing something from their own pay toward premiums/costs, something that SAG-AFTRA members already have to do for their insurance, currently considered the weakest of the plans for the three major guilds (whereas WGA and DGA members currently only pay out-of-pocket to add dependents to their coverage). I have neither the data nor the actuarial skills to say this with any certainty, but I suspect those two tweaks alone would make a huge dent in the problem, and the need for (and scale of) other changes could be evaluated from there.

5. Is Four Years the New Three Years?

If you know anything about collective bargaining in the entertainment industry, your first thought upon hearing this deal (after “huh, already?”) was probably “Are SAG-AFTRA and the DGA going to agree to four years now?”5

I’m guessing yes. And I’m all for it.

The guilds have long resented the way the AMPTP tends to treat whatever major conceptual ground is broken in the first closed agreement of each triennial collective bargaining season — typically with the DGA — as both floor and ceiling for each deal that follows. Relatedly, SAG-AFTRA and the WGA have long resented the DGA’s focus on creative rights (and continuing its exclusive hold over the coveted “film by” credit), its apparent coziness with and amiability toward the studios, and the way that the structure of directing compensation has largely insulated its members from much of the squeeze felt by writers and actors as a result of changes in production norms during the streaming era.

But they wouldn’t resent it if it didn’t work, and the AMPTP will surely insist that although — or even because — the norm of three-year terms has been broken, the norm of aligning all three major union contracts on the same negotiating cadence must be respected.

Even so, I don’t think it’s just a precedent-and-leverage game here. The WGA got something extraordinary in exchange for opening the door to a four-year deal, and SAG-AFTRA and the DGA will likely look for some signature wins uniquely relevant to their own members to tack onto the basic framework established by the WGA’s new contract. If the AMPTP’s handling of the WGA deal is any indication, they’ll probably get something to show for it too (and they should).

But negotiating dynamics aside, just looking back on the years we’ve just lived through (and forward to the years ahead), a little long-term certainty, security, and stability sounds pretty good right now. The world is still changing very fast, and an extra year will no doubt expose even more holes in the existing system that call out for further reform. But as I wrote in the early days of the 2023 strike, the central problem of every CBA negotiation is often the unintended consequence of how the parties solved the central problem of the last one.

Even without that track record, though, it would be foolish to believe that we really know what generative AI will do to the industry, or what that industry will look like when there is no one left who can merge with anyone else. And it would be downright deluded to think that we’re ready, today, to come up with ambitious, durable, and externality-free solutions to the business’s greatest problems.

An extra year to figure some of that out sounds pretty good right now.

When people ask me what a business affairs executive does for a living, I usually give them the same answer that most anyone else would: we make deals.

It’s a fine response. It’s easy for laypeople to understand, representative of how we spend most of our time at work, and consistent with how we’re viewed by most of the industry. I once had a boss who proudly referred to his team of business affairs executives as “The Negotiators.” I thought it sounded like the title of a procedural drama on CBS that I would never watch (but would quietly run for seven seasons). But it made him happy, and it spoke to how central the role of “dealmaker” can become to the professional identity of many people who do this work.

Even so, I’ve always quietly preferred a different answer: we solve problems.

That framing reflects my own biases — in particular, my perhaps surprisingly limited love for the negotiation process itself. But it also reminds me that deals don’t exist in a vacuum; they exist to help large groups of people come together to bring something new and valuable into the world. Making a movie or television series is incredibly difficult. Making money on it is even harder. On the long road from nascent idea to successful production, every closed deal is an obstacle overcome — and the best dealmaking tools are the ones that help you clear as many obstacles as possible, as efficiently as possible.

Which brings me, for the fourth and final time, to the 50/50 pools waterfall.

I didn’t set out to write 10,000 words about a revenue sharing structure (especially one that is still found mostly outside of television). But the 50/50 pools waterfall turns out to be one of those rare dealmaking tools that genuinely solves problems — not just one problem, but several of the most fundamental challenges facing any new business that needs to unite the people with the money and the people with the talent. Today I want to show you what those problems look like in the specific context of indie TV, and why this particular tool is so well-suited to solving them.

Indie TV 1.0: Graveyard of Spec Pilots

Although the 50/50 pools waterfall has been a mainstay of the independent film world for decades, it has historically had little presence in the television business. That’s largely because, for most of the medium’s history, there really hasn’t been any such thing as “independent television.”

As I explained last Monday, the bifurcation of financing/production from distribution (with the latter secured only after the former is complete) is what puts the “independent” in “independent film.” But television has long been rooted firmly in the “commission” model, in which pilot or series production commences only after an anchor network has “ordered” it (and committed to pay negotiated license fees, irrespective of how well it comes out). Traditionally, the notion of “independent television” has been regarded by most industry insiders almost as a contradiction in terms, fundamentally at odds with how shows are actually picked and produced in the real world. Not that that stopped people from trying.

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The best deals — the ones that close relatively quickly and smoothly, and leave both sides feeling equally happy (rather than equally unhappy) at the end — often have one key thing in common: a smart eight-year-old could understand why they make sense.

I call this the “playground fairness” rule: when faced with a range of reasonable positions I could take in a negotiation, none of which seems obviously superior to any other, I generally favor whichever option is easiest to explain and defend — initially to my counterpart, but implicitly to the client they represent — as being intuitively fair and equitable.

Among the many problems with pure “positional bargaining” is that it can go on pretty much forever, limited only by the patience, stamina, and shamelessness of the parties and their representatives.1 The parties know they’re done when they’ve run out of middle ground or are simply too exhausted to continue. But when presented with a position that is well-grounded in basic fairness and intuitive justice, countering it implicitly requires (1) a persuasive argument for why it isn’t actually fair, (2) a specific alternative that can be presented as “more” fair, and/or (3) the willingness to openly violate a powerful and near-universal social norm (that is recognized by, and imposes social pressure upon, even those who don’t personally subscribe to it). If the other side can’t muster any of those three things, then they have little choice but to accept the outcome and move on.

The point here isn’t to be nice (or lazy), even if it means “leaving value on the table” or “giving away the store” — it’s to expedite closing the deal by trying to box my counterpart into an outcome that I know I can be comfortable with, when considering the deal holistically. Allow me to illustrate with an example from just last month:

An indie film producer I work with sought my advice on a deal with a buzzy writer/producer, who my client wanted to partner with on a proposed feature, but who was insisting upon a 75/25 split (in the writer’s favor) of the TBD total available producing fees and backend for the project.2 My client acknowledged that the writer’s name recognition and “cool factor” would be essential to the project’s success. But he didn’t feel great about accepting a minority share of the fees, given how accommodating he had been about paying out-of-pocket for a script — at 200% of normal scale, thanks to the writer working with two of his (non-famous) friends, who would also piggyback on the writer as producers — rather than pushing them to work on spec as so many other indie producers are wont to do. And it didn’t help that my client would have to split his fees and backend 50/50 with a silent partner (who was putting up the money for the writing deal).

But after a few rounds, my client was ready to begrudgingly concede that the deal would never close with the pure 50/50 split that he had contemplated, and now wanted my feedback on his plan to go back with an offer of a 55/45 split. I suggested he should instead offer a more generous 60/40 split. Why? There were actually five parties at the table, not two — my client had his silent partner, and the buzzy writer had his two friends. A “60/40” split was, in reality, a 20/20/20/20/20 split. Kind of hard to argue with that. But I also suggested he limit that 60/40 split to the (higher upside, but much more speculative) backend compensation only, and hold at a 50/50 split of the front-end fees (which would be more meaningful and satisfying to my client and his partner, and could be justified exactly as it had been explained to me).

At this point, you may be wondering…

Isn’t This Supposed to Be About the 50/50 Pools Waterfall We Learned About on Monday?

Yes, I’m getting there. It’s easy to look at the 50/50 Pools Waterfall and just see a complicated accounting construct that only a lawyer could love:

But you can start to appreciate how it passes the “playground fairness” test if you simplify it to six brief statements:

1. Money goes in.

2. Distributors take their fees and expenses off the top.

3. Loans are repaid to lenders with interest.

4. Equity investors recoup their investments with a reasonable premium.

5. Once those who risked money have been taken care of, those who agreed to be badly “underpaid” to get the project produced are made closer to whole.

6. Whatever remains goes half to the equity investors whose money made the project possible, and half to the people whose effort and talent made it worthwhile.

Why Does the 50/50 Pools Waterfall Feel Intuitively Fair?

At this point, you’re probably starting to feel the basic logic and equity there, even if you can’t yet put your finger on exactly why you’re feeling it. So let’s look at exactly what makes this model so appealing.

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Slight publishing schedule rearrangement! My post on the playground magic of the 50/50 pools waterfall will go out on Monday. Today, I’ve got a still-on-topic post that doubles as the debut of one of the exclusive features enjoyed by members of this Substack’s premium tier, The Business of Television Max+: my special series for practicing lawyers and business affairs executives who want the deepest, most practical advice they can get about how to do their jobs at the highest possible level. I call it Doing the Job.

Doing the Job posts give you the kind of nittiest-of-the-grittiest guidance about the real work of being a studio lawyer/dealmaker that you could only otherwise get from an uninterrupted half-hour one-on-one meeting with a very supportive (and undistracted) boss.1

And how do I manage to do that in blog format? In two simple steps:

1. Copying and pasting excerpts from my personal archive of go-to contract forms, actual negotiated deals, and even real-life work emails to both clients and counterparts;2 and

2. Annotating them to the gills to extract meaningful lessons, explain technical terms, and reveal the hidden choices and rationale behind the specific words and phrases I used (and some of the ones I didn’t).

This first-ever Doing the Job is the second post in a three-part series dedicated to a classic revenue sharing structure from the independent film world: the 50/50 pools waterfall. On Monday, I led you through the waterfall, step-by-step, from the first dollar of revenue earned to the last point of Net Proceeds paid. Next Monday, I will (finally) break down why this revenue sharing system feels so intuitively fair and explore what makes it such a potent and flexible dealmaking tool. Today, I’m going to show you the default language that I use in my own deals to capture the 50/50 pools waterfall — which I developed for (and in collaboration with) one of the leading producer/financiers working in “indie TV” today — and reveal why it’s written exactly the way it is (and what changes you might use to make it your own).

To give readers a sneak peek of what they can get from my Doing the Job posts, this first one is going out to all The Business of Television Max subscribers by email, and will be available to all subscribers on the site for a month. (After that, it goes behind the Max+ paywall for good, but your emails are yours to keep forever, and feel free to forward them.)

Already a The Business of Television Max subscriber and like what you see? Upgrade to Max+ by the end of next week to receive your first year’s premium membership for $300 — 40% off the usual annual rate. (Annual subscribers receive a credit toward their new Max+ membership for the unused portion of their current subscription. Offer expires at 11:59 p.m. PDT on April 5, 2026.)

Not a Max subscriber yet? Sign up now for a 7-day free trial, which will let you see not just the full text of this post, but also my Glossary of Industry Terms, specially designed Scale Cheat Sheets, and everything I’ve written for The Business of Television Max(+) to date, including my four-part series about the Paramount/Warner Bros. merger (check out part 1 now without a subscription), my two-part series about why bullying negotiation tactics don’t really work (and how you can make sure of it), and my full three-part series about the mechanics and magic of the 50/50 pools waterfall that we are about to dive into…

Definition of “Net Proceeds”

“Net Proceeds” means any and all amounts received by or credited to3 Producer on a non-refundable4 basis in connection with the Project and any sale, license and/or exploitation of any kind thereof5 (in any and all media now known or hereinafter devised, in any and all languages or versions, worldwide, in perpetuity)6 (collectively, “Gross Receipts”) remaining after deducting:7

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Ask any negotiator in the entertainment business what substantive topic they most hate dealing with, and you’re likely to hear one answer more than any other: backend.

Despite being one of the most critical and high-stakes topics in any negotiation, backend is also one of the least explained and most misunderstood. A disturbingly large percentage of dealmakers, even highly experienced ones, negotiate backend based on what someone once told them they were always supposed to ask for (or never supposed to give), without truly understanding the practical significance of any of it. Many negotiators can correctly tell you that A is better than B, but not why. Even those who truly understand all of the terminology and concepts often struggle to teach them to others; and when they try, even those who sincerely want to learn can quickly find themselves bored and lost.

I get it. Underneath all the jargon and legalese, backend is a formula: dollars go in, dollars go out, something is hopefully left at the end, and if so, your client gets a percentage of it. And none of us chose to go into entertainment, or to law school, because we were good at math. If we were, we probably would have gone to medical school like our mothers always wanted us to.

Too bad. Understanding backend is crucial to truly understanding how our business works; mastering backend is one of the things that separates the good dealmakers from the great ones; and really mastering backend means wrapping your mind around a wide variety of ways that it can work.

So join me on a field trip into the weeds, as I take you through a backend model that many TV negotiators have never seen, but all of them should know. That’s because, while it’s as traditional as you can get in the indie film world, it is quickly becoming a preferred tool of the innovators in the emerging business of “indie TV.” Not only that, it might be one of the most elegant solutions for any business context where the spoils of success must be allocated between those who contribute “cash equity” versus those who contribute “sweat equity.”

You might hear it referred to as “indie net points” or the “indie pools waterfall.” But I usually call it…

The 50/50 Pools Waterfall

Waterfall Walkthrough

Let’s walk this waterfall in a bit more detail, one step at a time. But before we dive in, a quick note about jargon. While I generally try to be sparing in my use of technical jargon (and conscientious about defining it when I do), this piece uses a lot of it (which the subject demands), usually without any explanation or definition (which readability demands). If you don’t know something means, try checking this site’s Glossary of Industry Terms (which I will also link to extensively below).1

With that out of the way, let’s dive in.

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I opened Monday’s post with the story of the first time a talent representative yelled at, cursed at, or threatened me during a negotiation — in fact, it was all three at once! I went on to make my case for why bullying negotiation tactics are not just ineffective, but can often lead to worse outcomes for those who rely on them. But I never described how I actually responded to that first menacing monologue of my career, which culminated with the lines, “I will burn your career to the ground. I will call every boss you have ever had, and every boss you could ever have, and tell them all how awful you are, and that will resonate. So shut the fuck up.”

Today, I’m back to finish my story, and to share four other techniques for countering or defusing hyper-aggressive negotiators. Remember, now and always: not every tactic is equally appropriate for every situation (because context matters), nor is every tactic right for every negotiator (because personal style and authenticity matter too).1 But in this case, all five approaches I describe have two key characteristics in common:

First, they (almost) never involve escalating, mirroring the other side’s aggressiveness or hostility, or even so much as raising your voice. Conflict is a hyper-aggressive negotiator’s comfort zone — they thrive on it. If they can’t immediately intimidate you into compliance, getting you riled up is the next best thing. Why try to fight them on their own terms?

And second, each of these tactics is essentially grounded in the same core principle as judo: ju yoku go o seisu. The phrase literally translates to “softness controls strength,” but the interpretation you’ve probably heard most is “using your opponent’s momentum against them.”

The Dropped Call

The first option is, if not the most common, at least the most commonly daydreamed about by negotiators while actively enduring verbal abuse: just hang up.

As anyone who has been hung up on in a personal conversation can attest, it’s a very disruptive and disorienting experience, as well as a clear and intentional breach of social norms. And that’s exactly why it can sometimes help counter and defuse an abusive negotiator (especially one who is prone to long rants), jolting the screamer out of their flow/fugue state with the wordless yet unmistakeable message: I will not tolerate your complete lack of courtesy, decency, and professionalism any longer; and if you don’t change your behavior, you can no longer expect any of that from me in return.

That said, I’m not a big fan of this tactic. That’s not to say I haven’t tried it (I have); or that it isn’t incredibly personally gratifying in the moment (it is); and certainly, this list would not be complete without it. But I have a strong bias against escalation in any heated situation, and hanging up is a blunt instrument that almost always demands some delicate follow-up to make sure it doesn’t backfire. I’m also wary of any tactic that (1) unless deployed extremely carefully and selectively, can easily come at a cost to one’s moral authority;2 and (2) even if deployed extremely carefully and selectively, can easily come at a cost to one’s long-term relationship with the hung up upon. And, most importantly, I try to stay vigilant about prioritizing what works over what sounds or feels good to me, and I think that the decision to hang up on someone is usually more about the “incredibly personally gratifying in the moment” thing than anything else.

You can think of hanging up as the “control-alt-delete” of negotiation — a “hard reset” that can be used to interrupt a program that has gone rogue, become insensate to new commands, and begun aggressively sucking up all of the computer’s processing power (rendering further productive action all but impossible). As the system reboots, the rogue program’s hold on the computer’s processing power is broken, and normal operations can resume. It’s easy, it works, and everybody does it from time to time.

But any computer expert will also tell you that, as useful as “control-alt-delete” can be, it should be used sparingly (and ideally as a last resort). That’s because it can cause hard-to-detect damage to a computer’s operating system which, while usually minor and perhaps unnoticeable in the moment, can build up and degrade the whole system’s performance over time. By the same token, over- or mis-using “hanging up” can do subtle but lasting harm that can impair one’s effectiveness in the long run (at least with those on the receiving end).

But you’re probably going to try it sometime (if you haven’t already), so I’ll at least offer a few pointers that will help it go better (maybe):

1. Give the other person fair warning that you will hang up if they persist (or, if you’re going to spring it on them unannounced, at least make sure that’s a deliberate choice rather than a reactive one3).

2. Be prepared to answer calmly, truthfully, and respectfully if they call back and say, sincerely or otherwise, “I think the call must have dropped there” (especially if you did not give them any prior warning).

3. Be prepared to answer calmly, truthfully, and respectfully if they call back and start screaming, even more aggressively than before, “How dare you? That’s the most unprofessional thing I’ve ever seen.” (Or be prepared to do what one friend and fellow BA executive did in this situation: promptly hang up again.)

4. If it works, never hang up on that same person ever again. And if it doesn’t work, never hang up on that same person ever again.

5. Try to get this out of your system early in your career.

Stupid and Cheerful

As I discussed on Monday, aggressive negotiators often expect and/or want to be met in kind — shouting matches are their home turf. So if someone is being persistently snide, rude, condescending, or similarly low-key hostile, there is a good chance they are trying to get a rise out of you (which would give them the green light to really go off on you after that).

That is why it can be so confounding to them if you instead respond, with a cheerful lilt in your voice, as though you never even noticed the provocation — just stick to the subject at hand and take on a breezy tone as though this call has been just another part of your absolutely lovely day. When it really works, it’s like a boxer dodging a rainmaker so gracefully that the attacker falls off balance and trips over his own feet.

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Early in my business affairs career, I had to negotiate a TV development deal for an established creator/showrunner, whose powerful and experienced agent was (and still is) well known around town for two things: his extraordinary client list, and his even more extraordinary temper. Though I had never dealt with him personally before, I knew all that about him before we ever spoke.

I, on the other hand…well, I wasn’t known for anything at all. Although I had spent five years at a law firm (mainly working on deals for feature film talent), I still had minimal experience in TV dealmaking, very few solid relationships with talent representatives, and no public reputation to speak of. So that’s what he knew about me before our first call: nothing. Which, I’m sure, told him all he felt he needed to know about who he was dealing with: some rookie. (Which, to be clear, I very much was.)

Our first call was uneventful. The second started cordially enough. But the agent soon grew frustrated with my main argument (based on the terms of a prior related deal) for why I wasn’t meeting his demands. When he could tell I was going back to that well yet again — maybe one too many times for one call — he cut me off mid-sentence, and suddenly roared at me in a voice that I can only describe as full-on screaming yet every sentence seems to end in just a period instead of an exclamation mark, warning, “If you reference that old deal one more time, I will burn your career to the ground. I will call every boss you have ever had, and every boss you could ever have, and tell them all how awful you are, and that will resonate. So shut the fuck up.”

That was the first time a talent representative yelled at, cursed at, or threatened me; it definitely wasn’t the last. After that first verbal beat-down, I sat for a moment in stunned silence, unsure of what to say next. But in the years since, I’ve figured out exactly what I want to say to anyone who tries to bully me like that (though I actually never have):

Surely you must know this doesn’t actually work well…right?

You Shouldn’t Avoid Bullying (Just) Because It’s Mean; You Should Avoid It Because It’s Bad for Business

There are all kinds of reasons why I don’t believe in trying to bully your way through negotiation, from the ethical (all that “Golden Rule” and “categorical imperative” stuff), to the humanist (being mean sucks), to the reputational (maybe you don’t mind being hated by much of your own professional community, but I sure would), to the communitarian (wouldn’t all of our jobs be a lot better if everyone in the business just stopped acting like this?), to the familial (can you really turn that off when you go home and interact with your spouse and kids?), to the physiological (that can’t be good for your heart).

I get that this is largely a temperament and values thing — some people can just talk to other human beings that way, and some cannot. If the reasons above aren’t already persuasive to you, I doubt I could say anything here to change your mind. But I have a far more practical (and universal) reason to strongly discourage that kind of behavior: it seldom helps, and it often backfires.

Why Bullying Can Seem Effective (But Actually Isn’t)

If you asked people with a hyper-aggressive negotiation style why they do what they do, a select few might admit that they enjoy it. But most would simply say: “I do it because I am a zealous advocate for my clients, and because it works.” I disagree only with the second part.

A verbally abusive negotiating style can work in certain situations — mainly when dealing with young and inexperienced negotiators whose lack of knowledge (or confidence therein) makes them vulnerable to being steamrolled. More capable negotiators who could resist may also sometimes give into the pressure toward the end of a negotiation, just to make an unpleasant deal finally go away.1 And, particularly in times of widespread job insecurity, standing up to a very powerful and very pissed off-sounding agent can sometimes feel hazardous to one’s career.2

But most everyone also recognizes that (1) knowledgeable and experienced executives are considerably harder to push around, and (2) if someone has done this job long enough, things that would have thrown them into fight-or-flight mode at the beginning of their career will now elicit little more from them than eye-rolls. Some sharp-tongued negotiators are therefore very thoughtful and tactical about who they bargain with using fire and brimstone, and who they approach with milk and honey. For most negotiators, myself included, run-ins like the one I described above naturally grow increasingly rare over time.

Nevertheless, some very seasoned negotiators will try to bull their way through virtually every deal, regardless of who they’re dealing with on the other side (or how sought-after their client actually is). Can they really be so wrong about what has worked for them over many years (or even decades) of successful, hard-nosed dealmaking?

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I have no idea if anybody is still working at Warner Bros. who started there before 1990. I doubt it. But if there is: (1) he or she probably works in some very practical, underappreciated, and likely blue collar position in studio facilities, administration, security, maintenance, or the like; and (2) if that person decides to retire in 2029 — almost certainly without a gold watch, but hopefully with some crazy old-school pension benefit that they somehow managed to hold onto for decades — then their 40-year career will have seen:

1. The merger of Warner Communications with Time Inc., forming a major media conglomerate with Warner Bros. as a division (1990);

2. Time Warner’s acquisition of Turner Broadcasting, including TNT, TBS, Cartoon Network, and CNN (1996);

3. The merger (2001) and de-merger (2003) of AOL and Time Warner (with AOL having gotten top billing in the deal);

4. One single glorious era of relative stability and continuity, if you don’t count the spinning off of assets like Time Warner Cable and Warner Music Group (2004–18);

5. AT&T’s acquisition of Time Warner and renaming of the company as WarnerMedia (ugh), an epically unsuccessful (if mercifully brief?) escapade about which the New York Times would eventually ask, “Was this $100 billion deal the worst merger ever?” (2018);

6. AT&T’s spin-off of WarnerMedia into a merger with Discovery, creating the Warner Bros. Discovery that just languished strategically and financially for years until suddenly becoming a hot commodity (2022); and

7. The Paramount logo replacing the Warner Bros. shield on the iconic water tower on the Burbank lot.

I’d love to say that, for the employees of Warner Bros., maybe Paramount could prove to be lucky number seven? But I’ve never understood why people claim that seven is a lucky number, when it’s the roll that loses you control of the dice in craps.

For The Business of Television Max(+)’s debut week, I’ll be taking on the story that most of us are already talking about anyhow: Paramount’s victory in the most protracted and exasperating will-they-or-won’t-they corporate courtship since Skydance bought Paramount just a few years ago. And to celebrate this launch, I’m making it a four-part series (after which I hope to never talk about this subject, or write another four-part series about any subject, ever again):

• In Monday’s Part 1, I gave a short answer to the question “Is this a good deal for Paramount?” (and a much longer answer to the question “Does it even matter?”).

• In Tuesday’s Part 2, I looked at this deal in the context of Hollywood’s abysmal track record with mega-mergers, and considered what it will take for Ellison to succeed where so many others have failed.

• In yesterday’s Part 3, I explained why this outcome is a still a win for Netflix — and how they managed to rig the situation so that pretty much any other outcome would have been too.

• And finally, in today’s Part 4, I wrap up by exploring what this deal means for everyone else who didn’t have a seat at the bargaining table (and for one person who did).

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To The Employees of Warner Bros. Discovery: I’m Really Sorry but This Is Going to Suck

Like most things in business (and life), the benefits and burdens of this deal will not be distributed equally or equitably. And there’s no great mystery about which group will bear the brunt: the employees of Warner Bros. Discovery.1

I opened this four-part series on Monday with these lines:

For months now, as Netflix and Paramount have competed for the privilege of wildly overpaying for Warner Bros., industry insiders have wondered and debated which deal would be “better” or “worse” for Hollywood as a whole, and which suitor would ultimately come out on top.

The first question is an extremely complex and nuanced one with no easy or obvious answer (though asking which would be “less bad” or “more bad” might be a more honest framing).

I still don’t know whether Netflix or Paramount winning the bidding war would have been "better” for the health and interests of the industry as a whole. I could make a case for either (although, for what it’s worth, the Daily Mail says Tom Cruise has no doubt). But I think I do know which option most of the employees of Warner Bros. Discovery preferred (and I agree would probably be better for their health and interests). It wasn’t the one they got.

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I’m going to admit, perhaps too publicly, to an opinion that I suspect may be fairly common among the people reading this: I don’t really like Netflix.1

I still subscribe, of course: they’ve come as close to “utility” status as any platform in the streaming era, and daddy needs his Great British Baking Show and Drive to Survive. I count many current and former Netflix executives as close and valued friends. And over the course of my career, I’ve done a lot of very satisfying business there, and worked on some very cool projects that I am incredibly proud of (which Netflix also supported admirably).

But I hate that Netflix, more than any other company, is responsible for setting off a years-long industry-wide arms race of obviously unsustainable spending, knowing it was better positioned than any of its competitors to endure the madness. I find its corporate culture to be generally horrifying. I resent its normalization of releasing series seasons years apart, making it nearly impossible for me to stay invested in any of its fancy premium dramas past their first seasons. I am perpetually annoyed that its dominance was achieved, in no small part, by somehow convincing the American investor class that it is a “technology company” instead of a “entertainment/media company” (thereby unlocking huge advantages in access to capital, more favorable loan terms, and greater investor tolerance for long-deferred profitability and ridiculous P/E ratios).2 For all those reasons and more, I view Netflix as having been a mostly pernicious force upon the broader industry. And maybe worst of all, I suspect that Netflix likes it that way — because I think that, while every studio in town has always worked hard to stand tallest among its rivals, Netflix is the first and only to seemingly aspire to be the last and only rival standing.3

The reason I share all of that is so that you will understand how much it pains me when I say this next part: I think that Netflix pulled off an incredible strategic coup here, whose most impressive aspect is that I would be saying the same thing no matter how its pursuit of Warner Bros. had actually worked out.

For The Business of Television Max(+)’s debut week, I’ll be taking on the story that most of us are already talking about anyhow: Paramount’s victory in the most protracted and exasperating will-they-or-won’t-they corporate courtship since Skydance bought Paramount just a few years ago. And to celebrate this launch, I’m making it a four-part series (after which I hope to never talk about this subject, or write another four-part series about any subject, ever again):

• In Monday’s Part 1, I gave a short answer to the question “Is this a good deal for Paramount?” (and a much longer answer to the question “Does it even matter?”).

• In yesterday’s Part 2, I looked at this deal in the context of Hollywood’s abysmal track record with mega-mergers, and considered what it will take for Ellison to succeed where so many others have failed.

• In today’s Part 3, I explain why this outcome is a still a win for Netflix — and how they managed to rig the situation so that pretty much any other outcome would have been too.

• And finally, in tomorrow’s Part 4, I’ll wrap up by exploring what this deal means for everyone else who didn’t have a seat at the bargaining table (and for one person who did).

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Win Scenario #1: Lose the Bidding War

I’m generally skeptical of bidding wars. The heat of competition, especially in a process as public as this one, can make usually disciplined and hard-nosed decision-makers temporarily take leave of their senses, carried away by the irrepressible drive to just win, baby. Paramount’s first bid for Warner Bros. Discovery, in September 2025, was worth less than half the eventual purchase price, and was offered as a mix of cash and stock. Even assuming that was intended as nothing more than a low-ball conversation starter, if Paramount started this process with any target “final closing price” in mind, I doubt it included an extra digit on their offer (now all cash).

When a bidding war starts to really heat up, I’ll usually find at least one opportune moment to remind colleagues or clients: “Sometimes, the best deal is the one you didn’t make.” With the purchase price for Warner Bros. Discovery having been driven so high as to defy all conventional business logic, this looks like a perfect illustration of that principle in action for Netflix. Consider the various benefits that Netflix will enjoy despite (or because of) “losing” this bidding war (on top of “not spending $111 billion”):

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When I began my career in entertainment, the big question hanging over the business, as reflected in the themes of countless industry conferences, seemed to be: “The Internet! How do we make money on it?” But as the years passed and the impacts of the new technologies and competitors imported to Hollywood from Silicon Valley began to be felt in earnest, that recurring theme drifted steadily toward a similar but decidedly darker question: “The Internet! How do we survive it?”

To answer that existential question, the industry soon settled upon two new canons of conventional wisdom that appeared to satisfy Wall Street investors: first, that Hollywood’s powers would have to go all-in on streaming, adopting the tactics and strategy of their tech rivals to beat them at their own game; and second, that doing so would require them to quickly consolidate themselves into a few surviving mega-companies with the scale needed to compete on those terms.

These mandates largely defined the course of the industry over the 2010s and into the 2020s, as its traditional powers quickly sorted themselves into one of two categories: potential acquirers and potential acquirees. But in practice, the strategy for both categories was largely the same: get bigger fast. The main difference was whether the purpose of that added scale was to enable them to swallow even more of their rivals, or to make themselves more appealing to the companies doing the swallowing.

Now, more than ten years into this era of relentless corporate consolidation, every rumor of another proposed merger or acquisition reminds me of a scene from a 2004 episode of The Simpsons. Homer is doing some renovation work in his kitchen, gleefully taking a sledgehammer to the cabinets and walls. Through a newly-punched hole in the wall, he slams the sledge into an exposed electrical junction box, receiving a violent shock that throws him across the room so hard that he leaves a man-shaped dent in his refrigerator. He gets up, shakes off the impact, and triumphantly declares, “Man, that hurt! Now to do the exact same thing again!”

For The Business of Television Max(+)’s debut week, I’ll be taking on the story that most of us are already talking about anyhow: Paramount’s victory in the most protracted and exasperating will-they-or-won’t-they corporate courtship since Skydance bought Paramount just a few years ago. And to celebrate this launch, I’m making it a four-part series (after which I hope to never talk about this subject, or write another four-part series about any subject, ever again):

• In yesterday’s Part 1, I gave a short answer to the question “Is this a good deal for Paramount?” (and a much longer answer to the question “Does it even matter?”).

• In today’s Part 2, I look at this deal in the context of Hollywood’s abysmal track record with mega-mergers, and consider what it will take for Ellison to succeed where so many others have failed.

• In tomorrow’s Part 3, I will explain why this outcome is still a win for Netflix — and how they managed to rig the situation so that pretty much any other outcome would have been too.

• And finally, in Thursday’s Part 4, I’ll wrap up by exploring what this deal means for everyone else who didn’t have a seat at the bargaining table (and for one person who did).

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Why Do We Keep Acting Like This Works?

In the Conclusion of the second edition of my book, published in 2024, I reviewed nine of the largest and most consequential mergers and acquisitions of the “Peak TV” era:

• AT&T’s acquisition of DirecTV, announced in May 2014 and closed in July 2015, at a reported deal value of $49 billion ($67 billion with debt);

• Charter Communications’s acquisitions of Time Warner Cable and Bright House Networks (retaining the Charter brand), announced in May 2015 and closed in May 2016, at a combined reported deal value of $88.8 billion;

• Lionsgate’s acquisition of Starz, announced in June 2016 and closed in December 2016, at a reported deal value of $4.4 billion;

• AT&T’s acquisition of Time Warner (rebranded WarnerMedia), announced in October 2016 and closed in June 2018, at a reported deal value of $85.4 billion;

• Disney’s acquisition of most Fox assets (excluding the Fox broadcast network, news, and sports assets), announced in December 2017 and closed in March 2019, at a reported deal value of $71.3 billion (plus $13.8 billion of Fox debt);

• T-Mobile’s acquisition of Sprint (retaining the T-Mobile brand), announced in April 2018 and closed in April 2020, at a reported deal value of $26 billion;

• Comcast’s acquisition of a controlling share (75%) of Sky, announced in September 2018 and closed in October 2018, at an implied valuation of $39 billion;

• CBS’s acquisition of Viacom (rebranding first to ViacomCBS, and later to Paramount Global), announced in August 2019 and closed in December 2019, at a reported deal value of $15.4 billion; and

• AT&T’s subsequent spinoff of WarnerMedia into a merger with Discovery (creating the new Warner Bros. Discovery that just sold itself to Paramount), announced in May 2021 and closed in April 2022, at a reported deal value of $43 billion.

Notably, three of those nine deals were direct precursors to the one we’re talking about today. And troublingly, the best I could say for any of them at the time — with the exception of T-Mobile’s acquisition of Sprint, the deal farthest removed from the core entertainment and media industry — was basically “I guess it hasn’t turned out terrible for now?” At least half already looked like outright disasters.

The year and a half since hasn’t made any of them look any better, nor are there any noteworthy success stories among the smaller deals that also took place over that same period.1 The only possible exception is the deal that created Warner Bros. Discovery in 2022 — and that’s only if you ignore the fact that the company laid off thousands of employees and lost over half of its initial post-AT&T-spinoff value, until the bidding war between Netflix and Paramount turned it into the windfall of David Zaslav and John Malone’s dreams anyhow.

Why Don’t Entertainment Mega-Mergers Ever Seem to Work?

I’m not saying that these kinds of combinations can’t work. But I am saying that experience shows that they virtually never do, and that thinking about what it would take to get one right — especially at this scale and with these stakes — unfortunately reminds me a little too much of a different Homer Simpson quote. Dismissing his wife’s concerns about adopting a pet elephant, Homer confidently declares, “Marge, I agree with you in theory. In theory, communism works! In theory.”

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For months now, as Netflix and Paramount have competed for the privilege of wildly overpaying for Warner Bros., industry insiders have wondered and debated which deal would be “better” or “worse” for Hollywood as a whole, and which suitor would ultimately come out on top.

The first question is an extremely complex and nuanced one with no easy or obvious answer (though asking which would be “less bad” or “more bad” might be a more honest framing). Luckily, it’s now pretty much moot, because we seem to have our answer to the second: it’s the snowcapped mountain of Paramount, and not the big red “N” of Netflix, that current Warner Bros. employees can look forward to glaring at on the iconic WB water tower in Burbank.

At last! Now we can finally stop wasting our collective time speculating wildly about which company will get the deal, and start wasting our collective time speculating wildly about what will happen once it actually does (and how thoroughly the individuals and entities involved will have to prostrate themselves before Donald Trump to get there).

But there will be plenty of time for that later.

For The Business of Television Max(+)’s debut, I’ll be taking on the story that most of us are already talking about anyhow: Paramount’s victory in the most protracted and exasperating will-they-or-won’t-they corporate courtship since Skydance’s pursuit of Paramount just a few years ago. And to celebrate launch week, I’m making it a four-part series (after which I hope to never talk about this subject, or write another four-part series about any subject, ever again):

• In today’s Part 1, I give a short answer to the question “Is this a good deal for Paramount?” (and a much longer answer to the question “Does it even matter?”).

• In tomorrow’s Part 2, I’ll look at this deal in the context of Hollywood’s abysmal track record with mega-mergers, and consider what it will take for Ellison to succeed where so many others have failed.

• In Wednesday’s Part 3, I will explain why this outcome is still a win for Netflix — and how they managed to rig the situation so that pretty much any other outcome would have been too.

• And finally, in Thursday’s Part 4, I’ll wrap up by exploring what this deal means for everyone else who didn’t have a seat at the bargaining table (and for one person who did).

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Is This a Good Deal for Paramount?

No. It is definitely not a good deal. Or at least not by any conventional definition of a “good deal.”

To be clear, I’m not saying there isn’t sound logic behind David Ellison’s ambitious vision to combine these companies — there absolutely is. But a “good idea” can only make for a “good deal” if that deal is made at the right price. And there is no math in the world fuzzy enough to justify shelling out that amount of money (roughly $111 billion), or taking on that amount of debt (roughly $57.5 billion), for a prize that, this time last year, had a market capitalization of barely one-third of that amount (after years spent aggressively paying down its own crippling debt burden, which it was saddled with the last time the company was sold). Nor are there “efficiencies” enough to be found in all of Burbank, even for the most ruthless and bloodthirsty corporate consolidation consultant, to make the numbers work with layoffs alone.1

But all that just raises a more interesting (and troubling) question…

Does It Even Matter?

It’s hard for me to see this as anything other than a billionaire who is very accustomed to getting anything he wants deciding that what he wanted next was Warner Bros. (and that he would get it at any price).

I also suspect that the banks backing Paramount, as much confidence as they may have that Ellison’s gambit will unlock incredible value that will assure the repayment of that debt with ease, likely would not have signed up to loan that amount of money without Larry Ellison having agreed to personally guarantee most of the debt.

And all of this comes on the heels of a decade of traditional media companies mortgaging their own futures in a desperate struggle to keep up with the profligate spending of Netflix, Amazon, and Apple — all three of which effectively operate in a fundamentally different economic universe from their much smaller and less valuable legacy media rivals, and two of which are free from the pesky burden of having to run an actually profitable content business on a standalone basis.

Which raises perhaps an even more interesting (and even more troubling) question: maybe this is what Hollywood actually needs?2 Consider:

• During the glory days of the studio system (from the early 1920s through the mid-1940s) — an era spanning The Jazz Singer, Irving Thalberg, Gone With the Wind, and Casablanca — the studios were largely under the control of powerful and wealthy3 moguls who, while careful to flatter, mollify, and entertain their investors,4 built the industry into an oligopoly in which they ran their companies as personal fiefdoms with sometimes dictatorial authority.5

• After the decline and fall of the studio systems, throughout the New Hollywood of the 1960s and 1970s and during the resurgence of the major studios from the early 1980s into the mid-1990s — an era spanning Easy Rider, every single thing associated with Bob Evans, Star Wars, Indiana Jones, and Jurassic Park — the studios ran their businesses with relatively little interest or attention from the American financier class,6 often as plaything subsidiaries of much larger and more diversified corporate conglomerates.7

• Starting around the late 1990s and into the 2000s — the same period over which the transformative force of the Internet (and the deep-pocketed megacompanies that it spawned) was unleashed upon the industry — the studios mostly operated as standalone or parent-level entities, growing increasingly accountable to (and thirsty for investment from) major institutional investors, first on Wall Street and later in Silicon Valley.

You can’t blame the disruption and destabilization of the entertainment industry over the last 15 years on any one thing, but don’t sleep on (1) the fundamental incompatibility of the entertainment industry (with its historically modest profit margins, modest growth curves, and immodest culture8) with the demands and expectations of the modern Wall Street/Silicon Valley investor class, or (2) the relentless willingness (incentivized and rewarded with maddening consistency) of many of the industry’s leaders to time and time again subordinate vision, leadership, and discipline to expedience, defensibility, and consistency with the calculation of one’s bonuses and/or equity incentives. More than a few bad deals, panic moves, and generally shortsighted choices can be attributed to making sure there’s something good to talk about on next week’s quarterly earnings call and that this year’s bonuses pay out at target. Ask the investors who gave us billion-dollar valuations for companies like Hello Sunshine, Spring Hill, and Agbo how those growth projections have worked out.9

So now, here we have David Ellison, who is pretty much making this deal not because he should but because he wants to and can, and whose pitch to lure top-level creative talent and content partners to the company (other than the checks with many zeroes on them) includes some version of the statement, “I’m the only CEO you can talk to in this town who is still going to be sitting in the same chair 10 years from now.”10

He’s probably right, and I can see why that boast, and the promise of continuity it implies, would be appealing to talent. In fact, it’s appealing to me: a chance for relief from a system that incentivized virtually every studio to go all-in on the same strategy, knowing that at best only half of them could succeed (and that the people responsible for the consequences would be well paid and long gone by the time those consequences were felt).11

But the buzz fades when I remember that unaccountable billionaires can be a capricious bunch — after all, today’s techno-utopian climate warrior might be tomorrow’s chainsaw-wielding culture warrior. And it is all but lost when I remember the recent track record of deals like the one that Ellison just willed into existence.

Come back tomorrow for Part 2, in which I’ll explain why that track record should give even the most ambitious and unaccountable billionaire pause, and explore what it will take for Ellison to make his new mega-studio the exception to a frustratingly consistent rule.

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I am excited to welcome you to The Business of Television Max(+). And not “excited” like when you say, upon scheduling a work meeting or call, that you are “looking forward to it.” No, I mean truly excited — dare I say, inspired? — to share everything I’ve been working on for this launch, and many more things I’ve dreamed up for the months ahead. And there are a lot of reasons for that excitement, but perhaps none more important than this:

I am not here to play the role of dispassionate journalist or detached academic; I am here as an active and concerned member of the community for and about which I write. I am anything but “dispassionate” or “detached” about this stuff.

If you’re reading this post during the week of its initial publication, then there’s a good chance you came to it via my Q&A with Elaine Low, published in the Ankler this morning. So, up front, I want to extend a huge thank you to Elaine and the Ankler for bringing you here (and for providing me with a very satisfying answer to the initially vexing question, “How does one launch a new Substack anyhow?”).

So now that you’re here, what do you need to know?

Join Now for 50% Off

Subscribe to The Business of Television Max before the end of March 2026 to receive 50% off your rate for the first year!1 Learn more about subscriber benefits on the About page, and click the button below to take advantage of this special offer while you still can.

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Free Preview Week

Need a few days to think it over? No problem. For one week from today’s launch, the full The Business of Television Max(+) site will be available to all visitors, at no charge.

In addition to my inaugural four-part series on the merger of Paramount and Warner Bros. Discovery, you’ll be able to check out valuable reference material before it goes behind the paywall permanently, including:

• The Glossary of Industry Terms, a control-F-able version of the Glossary from the 2024 second edition of The Business of Television (already featuring some corrections and new entries); and

• My personally-designed Scale Cheat Sheets, updating and improving upon the Streamlined Schedules of Minimums in the book, featuring all of the most important and frequently relied upon scale minimums from the WGA, DGA, and SAG-AFTRA Basic Agreements in one place (and in far more readable/usable form than you can get from the guilds themselves).

Free access expires at 11:59 p.m. PDT on March 15, 2026.

Launch Month Calendar

One of things I’m most looking forward to about The Business of Television Max(+) is the opportunity to write many different types and styles of articles — everything from 30,000-foot analyses of the industry’s most existential challenges to deep-in-the-weeds explainers of important dealmaking concepts. Not every article will be equally relevant or useful to every reader; but if I do my job right, every reader will find something truly interesting or worthwhile for themselves (and at least one decent chuckle) in every post. To give you some sense of the breadth of style and substance that I have in mind, here’s a preview of what you can look forward to for the rest of this month:

• Week 1 (March 9–15, 2026) — High-Level Analysis: The WarnerMount Deal. Over a special debut four-part series — running Monday, Tuesday, Wednesday, and Thursday this week — I’ll analyze Paramount’s victory in its bidding war with Netflix from the perspectives of the bidders, the bought, and the rest of us (the bystanders).

• Week 2 (March 16–22, 2026) — Lessons in Negotiation: Bully Tactics. On Monday (March 16), I’ll make the case for why bullying isn’t just a mostly ineffective negotiation tactic; it actually usually leads to worse outcomes. And on Thursday (March 19), I’ll offer some advice on how to handle verbally abusive negotiators (without giving in or abusing them right back).

• Week 3 (March 23–29, 2026) — Dealmaking Toolkit: The 50/50 “Pools” Waterfall. On Monday (March 23), I’ll walk you through a revenue sharing structure that most TV dealmakers have never worked with, but every indie film lawyer, producer, and financier knows very well. And on Thursday (March 26), I’ll explain how this model is now making its way into the TV business, and why it’s one of the handiest gadgets for any dealmaker to have in their toolkit.

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See You in the Comments…Maybe

The articles I have lined up over the next three weeks represent just a sample of the wide variety of content I intend to offer and lessons I want to explore in this space. But it’s not just about what I want to write I want; it’s about what you want to read. And maybe we can even build ourselves a little community here along the way.

That’s why, to help me get feedback from and engage directly with readers, every post will have a comments section, and some posts will include direct invitations for you to respond to, expand upon, or disagree with me in the comments. And, to try to prevent those comments sections from devolving into the kind of wretched hive of scum and villainy you find in most Internet comments sections, they will be limited to paying subscribers only.

I won’t respond to every comment, but I will read them all, and I will always be on the lookout for good opportunities to jump in and join the conversation. Hope to see you there.

Look Around, Make Yourself at Home

In addition to the features described above, feel free to check out:

• The Corrections tab, featuring real-time updates and corrections to the second edition of The Business of Television (published in 2024), with no subscription required.

• The Prime tab, featuring information about this Substack’s big brother professional training/coaching/consulting service, The Business of Television Prime.

• The 1Up tab, featuring information about 1Up Productions, the strategic, creative, business, and legal advisory service designed specifically to help video game publishers successfully navigate Hollywood’s shark-infested waters.

• A personal explanation of why I decided to make launching The Business of Television Max(+) my unofficial new year’s resolution for 2026, entitled “The Stubborn Idealism of Substacking.”

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This Is Just the Beginning

I’m already hard at work on two more subscriber benefits (that I am willing to talk about):

• An ongoing series of California Bar-certified video trainings, offered in partnership with my friends at the Beverly Hills Bar Association. Max subscribers will enjoy access to a growing library of pre-recorded sessions (eligible for self-study MCLE credit), while Max+ subscribers will also be invited to attend new trainings (online or, if available, in-person) featuring real-time, interactive Q&As (eligible for participatory MCLE credit).

• Access to TBOT, the exclusive AI-powered chatbot specially trained on The Business of Television, full-length collective bargaining agreements, and other books and materials about the entertainment industry that I have personally selected (and appropriately cleared with their authors before use).

The video training library is expected to go live during the second quarter of 2026; new live training events will likely start during the third quarter of 2026 (and occur regularly thereafter); and TBOT is anticipated to launch during the fourth quarter of 2026. (All dates are subject to change. Especially the TBOT one. Stick with me here, it’ll be worth it.) Look for further updates and announcements about these (and other) new benefits to appear as new (free) posts on this Substack in the months ahead.

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Since The Business of Television was first published in 2018, many friends and colleagues have asked me how and why I chose to take on the task of writing the book in the first place.1 Over the many late nights spent preparing to launch this site (and days with a delightful and energetic two-year-old sometimes dropping by and giving me a look that screams “why are you still on that computer?”), the question has taken on renewed salience for me personally.

This site’s About page makes the case for why The Business of Television Max offers something useful and distinct from the many existing purveyors of industry-oriented news, analysis, and hot takes that have emerged over the tumultuous last few years. And in the months ahead, I hope to offer you analysis and advice that is as sophisticated, insightful, and helpful as you can find anywhere. But I intend to deliver it in a voice — my own voice — that is more casual, more personal, and, yes, sometimes a bit angrier than you’re likely to find in most other high-quality publications (including my own book).

That’s because I am not here to play the role of dispassionate journalist or detached academic; I am here as an active and concerned member of the community for and about which I write. More specifically, I’m here as a nerd who has spent my entire career working hard to “make it” in this business, grappled mightily with the question of whether I should continue to stick with it, and experienced its travails every bit as deeply and personally as (I assume) you have. I am anything but “dispassionate” or “detached” about this stuff.

And so, for my inaugural post, I want to tell you a bit more about how The Business of Television first came to be, how my thinking about the project evolved for the book’s second edition, and why I decided now was the time to finally make it an ongoing part of my day-to-day life (and, if I’m lucky, the lives of others in my own professional community) — by launching this Substack.

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2012: Learning the Basics for the Boss

The seeds for the book were planted in 2012, when I was called upon to negotiate my first big TV deal…for the Boss himself, Tony Danza, to executive produce and star in a good ol’ fashioned multi-cam sitcom that ABC Studios wanted to develop for their sister network, ABC.2

After working out the highest-level substantive points (largely over the phone), we began negotiating a full term sheet for the deal, which ABC Studios required to be confirmed as final before calling the deal “closed” and approving the project to be pitched to prospective buyers (starting with sister network ABC).3 It soon jumped out at me that, although many of my asks/comments were being accommodated in one way or another, several were drafted as being “Subject to ABC approval.” “But wait,” I thought to myself, “ABC sent me this offer. Why would a proposal from ABC be subject to ABC’s approval? Doesn’t the fact that they’re offering it necessarily mean that they’ve approved it?”

And that’s how I first learned the difference between a studio and a network.

My Kobayashi moment with ABC Studios/Network took place almost four years into my career as an entertainment lawyer. Because my work up to that point had been focused pretty much exclusively on feature films — Danza’s was perhaps the third TV deal of any kind that I had ever worked on — I could forgive myself for not knowing everything I needed to know. But that didn’t mean I felt comfortable revealing my confusion about something so fundamental-seeming to the partners I worked for (let alone to the client or his other reps). I decided it would be best to figure this one out for myself.

So I did what any good nerd would do: I immediately bought and read every “business book” about TV that I could find, hoping to build the foundation of knowledge I’d need to avoid such confusion and negotiate more confidently in the future. But I quickly found myself disappointed by everything I read — it all seemed too general, too focused on subtopics that were irrelevant to my work, and/or too hopelessly out-of-date to be of any use.

2018: A Gift to My 27-Year-Old Self

I never planned to write a book. But in 2014, I became an adjunct professor at Harvard Law School, where I taught Entertainment and Media Law for six academic years. Being a Harvard Law professor helped get me hired as a consultant by a fast-growing multi-channel network (or “MCN”) to prepare its business and legal affairs executives for the company’s upcoming pivot toward developing and producing serialized short-form digital series that looked a lot like what one might call “television.”4 The take-home summaries I created for my MCN client, together with the lecture slides and other materials I developed for my classes, became the outline for a chapter about scripted television dealmaking that I agreed to contribute to a friend’s planned reference book for legal practitioners. Before I knew it, one chapter had metastasized into two — one about scripted television dealmaking, and another explaining everything I thought a reader would need to know about the basic structure and function of the TV/streaming business to fully understand the other chapter.5 And it was only after I finished those chapters that I realized I was already about 40% of the way to an entire book (and that the existing chapters could be repurposed into a book proposal to secure a publishing contract before I committed to writing the other 60%).

In the end, that book — The Business of Television, published in 2018 — was a gift to my 27-year-old self: the book I was looking for (but never found) when I was learning the basics of the business on the job (and was too nervous to ask the “stupid” or “obvious”-seeming questions that came up along the way).

2024: Building a Shared Reality

When I first prepared to start working on the book’s second edition in late 2021 (planning for a January 2023 release), I expected it would be a relatively quick and straightforward task. All I needed to do was update the numbers/ranges for the current “Peak TV” market, remove or replace now-outdated pop culture references, revisit my old descriptions of the “current” state of the industry and predictions for its “future,” and boom: second edition.

I didn’t write a word for over two years.

It took me weeks of active introspection (and a few good conversations with my therapist) to figure out why. I had adopted my initial vision for the second edition because it seemed easy, fast, and obvious. What it did not seem was especially interesting for me to write, or important for others to read. I recognized that the book needed an update after five of the most dramatic and transformative years in the industry’s history, but felt preemptive guilt for asking people to pay a second time for a book they (mostly) already owned.

Inspiration struck in unusual form: the 2023 WGA and SAG-AFTRA strikes. In the months leading up to and during the summer of 2023, it seemed like nobody in the business could think or talk about anything else. But despite the deluge of “news,” “analysis,” and “discussion” that emerged to meet that demand, the conversation online mostly reminded me of the last words of MacBeth’s famous “Tomorrow and tomorrow and tomorrow” soliloquy: full of sound and fury signifying nothing.

As negotiations dragged on and the rhetoric on both sides heated up, voices espousing nuanced, constructive views were often drowned out, if not driven out of the conversation altogether for fear of enflaming one noisy constituency or another.6 What the industry needed was an intellectually curious and empathetic discussion, grounded in mutual recognition of the legitimate grievances and concerns on both sides of the table, and knit together by a shared understanding that all of us in this business — whatever “side of the table” we were nominally on — would either flourish together or suffer together in the years to come. What it got was a noisy and hostile shouting match, constrained by zero-sum thinking, in which complex issues were flattened into poisonously oversimplified ideological narratives and both sides often seemed more concerned with “winning” than with “solving important problems.”

The misery of 2023 inspired me to aspire to more for my book’s second edition — to make it not just a practical tool for young professionals like my 27-year-old self, but as a platform to try to build a shared understanding of how and why our business “worked” for as long as it did, what we lost in our chaotic collective shift toward streaming, and how we might hope to get some of it back. I delved into the tumultuous recent history of the prior decade, shared more of my personal experience and observations as a working dealmaker, and gave myself permission to occasionally (and transparently) describe things not just how they were (or had been), but also how they could (or maybe should) be in the future.

When it was finally published in September 2024, the second edition of The Business of Television was literally twice the length of its predecessor, and about half of the material carried over from the first edition had been substantially rewritten.

2026: Trying to Have Fun Again

To be clear, working in this business has certainly never been easy. The defining feature of the entertainment industry labor market has long been a gross disparity between supply and demand — that is, many fewer jobs than people who want them — which both served as a barrier to entry and helped create and sustain many of the industry’s notorious and enduring ills.7 And it always seemed like every few years, someone would stand up and yell “Change places!,” setting off a sudden cascade of lateral moves, promotions, firings, and retirements that reset the corporate landscape (until, inevitably, someone again stood up and yelled “Change places!” and the whole process would repeat).

But the juice felt worth the squeeze. With a lot of hard work, support from a few key mentors and patrons, and a little luck, it still felt conquerable. Disruption was as chaotic as it was inevitable, but could also bring opportunity.8 As tough as it was to break into the business, once you did, you could usually look forward to a long, varied, and pretty satisfying career, which would provide you with great stories to tell at cocktail parties for years to come.

The disruption and destabilization of the industry over the last few years — especially the wave of corporate consolidation that has both resulted from and exacerbated that destabilization — have had profound personal as well as systemic consequences. At times, it can feel like the industry’s professional community can be divided into two groups: those who hate their jobs, and those who wish they still had jobs to hate.9 Every day, it seems a little bit harder to experience (or even remember) the energy and excitement that got us into this business in the first place. It’s still a game of musical chairs, but one in which no one feels safe to stand up (or even join the game) because someone suddenly swiped a lot of the chairs off the floor, and no one at any level seems to be having much fun anymore.10

Better professional development and support, as I aspire to offer here, can’t bring back the fun by themselves, let alone solve the big, structural challenge facing the industry. But, in addition to the goals described on the About page, this Substack — along with the new training/coaching venture that I’m launching alongside it — was born of my belief that they can make those challenges a little easier for the human beings who collectively make up this industry to bear.

In any discipline or era, the confidence and pride that come with a well-earned sense of mastery of one’s craft are their own reward. And, at least for us negotiators, that sense of ease and self-assurance, coupled with a healthy dose of humility, can feed into as well as flow out of the underlying mastery — a virtuous cycle in which competence and confidence create intellectual and emotional space for mutual creativity, generosity, and prosperity in dealmaking.

In troubled times like these, though, I believe that true command of one’s professional craft — and the enriching experience of receiving the support necessary to achieve it — can do even more for us. It can provide a modicum of comfort and reassurance in the face of persistent uncertainty and insecurity. It can remind and focus us on what we’ve gained from our careers, rather than dwelling on what we seem to have lost. In short, it can make good work days a little better, and bad work days a little less bad. And for most of us, that is just about the same as saying it can make the good days in life a little better, and the bad days in life a little less bad.

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