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Stuart R. Zisman
P: +1.713.221.1507
F: +1.800.404.3970

Diane Bailey


Stuart Zisman focuses his practice on energy projects and related transactions in the midstream and downstream energy sectors. He is co-head of Bracewell’s power, trading and renewables practice. Stuart has experience with energy projects of all types and in all stages of ownership and operation, from early development stage all the way through their operating life-cycles (i.e. construction, completion, optimization and divestiture). Specifically, he routinely provides legal support in connection with the following types of projects/assets:

  • Electric generation projects (both fossil-fuel and renewable);
  • Gas and liquids pipelines;
  • Storage, processing and fractionation facilities; and
  • Refineries and terminals.

In connection with those projects, Stuart regularly handles all types of commercial agreements including:

  • Structured commodity transactions/offtake agreements (including lien structures and related intercreditor agreements);
  • Joint venture agreements;
  • Gathering, processing and storage/terminaling agreements;
  • Energy trading/marketing and financing;
  • Development agreements; and
  • Purchase and sale agreements (assets or equity).

Stuart has more than two decades of energy experience (including more than ten years of experience working for banks and energy companies both as internal counsel and on the business side). Prior to joining Bracewell, Stuart: (i) led Macquarie Energy LLC's energy asset strategy within the Fixed Income, Currency and Commodities Division, helping deploy both equity and debt in the energy sector, (ii) managed the commercial services function for Fortis Energy/Cinergy Marketing & Trading in connection with its physical and financial North American energy commodity platform; (iii) led the Acquisition and Development group for Duke Energy North America and (iv) worked at Enron North America acting initially as primary counsel in support of ENA’s eastern power origination group and subsequently as a senior member of its corporate development group. One of Stuart’s greatest strengths is his breadth of experience from having worked in a variety of different organizations in a number of different capacities (on both the legal and business side). This unique experience enables him to better understand client challenges and provide creative solutions to solve problems that might otherwise impede a company’s ability to close transactions. 

Stuart is nationally ranked by both Chambers & Partners and Legalease Ltd., Legal 500 USA Energy: Transactions, 2015. According to the 2015 edition of Legal 500, he is “is one of the smartest lawyers around, and his ability to distil complex legal points into approachable solutions is second to none.” 

Representative Matters

Current representations include: (i) development of both renewable and fossil-fired power generation and energy storage facilities; (ii) development and joint ventures involving (a) LNG facilities, (b) splitters, (c) terminals for natural gas liquids, (d) crude and gas pipelines; (iii) purchases/sales of energy facilities and (iv) commodity offtake agreements/tolling agreements/hedges.

Prior matters include:

Tenaska in connection with the development and purchase agreement with Brownsville Public Utilities Board (BPUB) for construction of a proposed 800 MW natural gas-fueled electric generation station in Brownsville, Texas.

JP Morgan with its termination of a leveraged lease structure and related acquisition of real property, contracts and equipment for a 230 MW dual-fueled power generation facility in Brandywine, Maryland.

Kinder Morgan with the disposition of its equity interests in two related entities (each of which held interests in a gas pipeline running between Bolivia and Brazil).

Calpine in connection with its acquisition of the Bosque Power Plant – an 800 MW natural gas combined cycle power generation facility.

Rockland in its acquisition of assets from the bankruptcy estate of Beacon Power, LLC, including the Stephentown Regulation Services facility in NY.

Several commodity hedge providers in connection with a pari-passu, senior-secured hedging facility with Dynegy.

Apex Compressed Air Energy Storage LLC in connection all aspects of its compressed air energy storage development projects as well as its joint venture with Dresser Rand and various other general matters.

Kinder Morgan with the installation of gas compression facilities in Mexico and the execution of related transportation and services arrangements with MGI/Pemex.

Freeport Power Limited in the renegotiation/extension of a power purchase/tolling agreement with the Dow Chemical Company and the subsequent project financing thereof.

Deutsche Bank with its sale of several commodity books/portfolios as part of its exit from the power and gas business.

TPH Partners in connection with the formation of its Big Horn Energy Services joint venture.

Publications and Speeches

"Partnership Verdict in Dallas: You May be Married and Not Know It," CLE Presentation

"Two Companies Formed Partnership After All, Jury Finds," Oil & Gas Investor, March 2014

"Challenges Facing Power Generators in ERCOT," Power Magazine, August 2013


J.D., New York University School of Law, 1994
B.B.A., Accounting, with honors, The University of Texas at Austin, 1991
B.B.A., Finance, with honors, The University of Texas at Austin, 1991

Bar Admissions



State Bar of Texas


Chambers & Partners, Chambers USA, Projects, 2015-2016
Legalease, The Legal 500 United StatesEnergy Transactions: Conventional Power, 2016; Project Finance, 2016; Energy: Transactions, 2015