A Man For All Seasons

A political and civic force in Memphis for three-quarters of a century, Lewie Donelson has seen – and done – it all.

Way back when it was first formed, his Sunday School class was called “Young Couples,” which is something of a misnomer now, inasmuch as the relative handful of surviving members are in their 90s and mainly single now, time having amended the status of most of them to that of widows or widowers.

As they have for decades, the group continues to meet each Sunday before formal worship services, these days in a basement room of Idlewild Presbyterian Church, the venerable Midtown church on Union Avenue whose Gothic architecture resembles greatly that of Rhodes College, né Southwestern at Memphis, and may indeed, according to one class member, contain stones from the same quarry.

The class members, too, look to be hewn of Memphis history. One of them is a dapper good-humored gentleman named Gene Reynolds, who calls himself a “newcomer” to the class, having been talked into joining by his wife some 55 years ago. A mere 90 years old, Reynolds’ well-combed white mane and seersucker suit give him an almost preppy look. At Rhodes College (then Southwestern at Memphis) he was four years behind fellow graduate Lewis Donelson III, who for at least a generation has been teaching this class, the same once taught by Donelson’s father and namesake. 

As Donelson gets ready to present, Reynolds warms up the class members for this morning, the second Sunday of June, with a riddle or two. “What was Boaz before he married Ruth?” he asks. And the answer, to the general delight of the audience, is “Ruthless.”

The lone female member present, a winsome lady named Regina, responds with another, “How did Moses make tea in the desert?” And the answer to that one is more than a bit subtle: “Hebrewed it.”

Soon enough, when the five class members present decide that they, and they alone, are going to be the quorum for this particular week, Donelson, who is also dressed in seersucker today, makes his way to the front of the room. He is fitted with a headset-and-mike arrangement which is connected to a small speaker so as to amplify his remarks and, as this is going on, the group deals with the absence today of the member who normally functions as pianist for hymns. 

“Let’s don’t sing!” suggests Regina, a realist besides being perky. “I thought you were going to play the piano,” one of the gents suggests. “Yes, and dance, too!” she responds.

Meanwhile, Donelson, a small man all his life and now, at 94, looking like some wizened wizard out of the Star Wars chronicles, is ready to go, standing at a lectern and beaming the toothy grin that has captivated friends and disarmed antagonists for well over half a century in the worlds of law, business, politics, and government. The confidante of presidents, the sponsor of governors and U.S. Senators, the virtual creator of a two-party system which has led to today’s statewide Republican dominance, and the founder of Baker Donelson, the largest law firm in Tennessee and one of the most influential in the nation — all this merely for starters — he could, if he wished, insist on seigneurial status. But Lewis R. Donelson III, who derives from several distinguished lines, including that of President Andrew Jackson, who raised his great-great-grandfather, is content for the most part to be addressed as “Lewie,” which is also the title of the sprightly 332-page memoir he published earlier this year.

Why “Lewie,” and not Lewis? Because his mother had needed to differentiate between him and his namesake father, Donelson explains when asked.

A collection plate is passed, and, as class members drop a dollar or two each, someone asks Donelson about “that woman, that friend of yours you told us about who’s a multibillionaire.” He recalls the Nashville woman who is meant, one Martha Ingram, who, he says, once donated $10 million to The Hermitage, Andrew Jackson’s Nashville-area home, now a museum. “And for her that was a tip,” he says, flashing his Lewie smile, just this side of a Cheshire grin.

As Donelson gets ready to teach, Reynolds warms up the class members for this morning, the second Sunday of June, with a riddle or two. "What was Boaz before he married Ruth?" He asks. And the answer, to the general delight of the audience, is "Ruthless."

The class has been working for some weeks on the Gospel of John, and Donelson asks Regina to begin by reading the first 15 verses of John 16. This is the chapter in which Jesus confides to his stunned disciples that he is about to depart from their company and their mortal world.

In a clear voice, Regina reads the passage, which includes the verse, “But now I go my way to Him who sent me, and none of you asketh me, Whither goest thou?” Lewie launches into a homily in which he interprets the passage, wherein Christ warns His followers of the trials they will shortly be put to on His account, as calling for Christians to examine and strengthen their faith. 

And he recalls his own spiritual journey, including the years at Southwestern, where he was required to take basic courses in the Bible (still part of the main curriculum at today’s Rhodes). Straightaway, he discounts the need for Biblical literalism. “Human beings wrote the Bible,” he declares, and all their “prejudices, lack of knowledge, and influences” are necessarily reflected in it. “This is what it is, the inspired Word of God, but it’s a human document.”

Thereafter Donelson interweaves glosses upon John’s text with events from his own life, including the death in late 2010 of his beloved wife, Janice, a lifelong sufferer from juvenile diabetes, who told him before dying, “I want you to be sad, to miss me, but I don’t want you to be moping around,” rather to “stay active in church and community,” and of a stillborn son, and the passing of various friends and various hardships experienced by him and others. He recalls when he was “younger, very busy, and very hard-driving,” and how he had learned from “this class” about “the need to be concerned about others, the need to be loving.”

Toward the end of his homily, he says, “I have grown in faith over the years. My faith is wiser, deeper, more understanding. I don’t pretend to know what it’s like to be in Heaven. I do know that I’m not immortal. I tease my children who have a fit when I get sick, and I’m never sick . . . . I say, What? You realized that I wasn’t immortal?”

He jokes about the examining physician who declared him 4-F on the eve of World War II, after learning of a youthful cholecystectomy (gall bladder surgery) and telling the young Donelson, “You’ll be an invalid the rest of your life.” Lewie laughs, showing the Cheshire teeth. “I’m 94, and I don’t even take medicine . . . 

“I have been praying in recent months about what I’m going to do with the rest of my life. The doctor tells me I’ve got another 10 or 15 years to live. And I said, ‘What in the world am I going to do with all that time?’ That’s what I’m struggling with right now.” 

One thing he’s certain of. He’ll “keep moving and try to be a better Christian.”



He keeps moving, that’s for sure. One of the laments of Lewie Donelson’s life these days is what has happened to his golf game. Only three years ago, at the age of 91, he not only shot an 84 but, he says, scored a hole-in-one. Now, he worries about getting back under 100.

Donelson plays golf twice a week at the Memphis Country Club, on Wednesdays and Saturdays. Just the day before, he’d been playing in his regular quartet, landing in traps and, he groused later, “hitting grounders and slices.” But he still hopes to fix all that. 

One of his frustrations derives from his very longevity, which, as he told his Sunday School class, vexes him in the same measure as, understandably, it pleases him. When Donelson was in his early sixties, reckoning perhaps on the likelihood of the standard three-score-and-ten, one friend and protégé, Senator Howard Baker, was running for president with what pundits thought was a fair chance of winning, and another, then Governor Lamar Alexander, sounded Donelson out on taking an appointment to the Senate, just in case a victorious Baker needed to be replaced. 

“I told him no, it was too late in life for me to get started on a Senate career,” Lewie remembers ruefully. The point, of course, became academic when Ronald Reagan began to clean up in the GOP primaries on his way to ousting Baker and other rivals. A decade later, still being pragmatic about his likely life span, Donelson began transitioning out of day-to-day control of his law firm. And while, as will be seen, he isn’t so pleased with the political path his party has taken, he is at peace with how his firm, with partner Howard Baker aboard, is progressing. 

Baker Donelson (full name: Baker, Donelson, Bearman, Caldwell, and Berkowitz, PC) is the latest incarnation of law firms Donelson has maintained since branching out on his own in 1954. It has branches in (get ready) Atlanta, Baton Rouge, Birmingham, Chattanooga, Houston, Huntsville, Jackson (Tennessee), Johnson City, Knoxville, London (yes, that London), Macon, Mandeville (Louisiana), Montgomery, Nashville, New Orleans, Orlando, and Washington, D.C. 

Though he no longer serves as chief executive officer of the firm, Donelson still has clients, big ones, and he still tries cases for them as becomes necessary. He drives himself to work every day from where he now lives, in The Parkview, the posh senior facility overlooking Overton Park, to the First Tennessee Building downtown, where he has an office on the 22nd floor. The firm occupies several floors in the towering bank building, a testament to the working partnership Donelson established years ago with First Tennessee, whose expansion, simultaneous with that of the law firm, he helped orchestrate.

Friends in High Places: Lewie Donelson aboard Air Force One with former President George H.W. Bush in 1990


To the eternal surprise of people who Google his office telephone number or get it from 411, Lewie Donelson answers his own phone. On a given day his callers could be visiting executives from Guardsmark, the Memphis-originated security firm now headquartered in New York, here as clients for a luncheon meeting. Or his grandson Mason, saying hello. Or representatives of a pro-life organization looking for a donation and whom he will tell, as he does all such solicitors, to write him instead. (For the record, he emails but otherwise has no truck with the cyberworld.)

Donelson’s tone can be polite, tender, or blunt, as the case requires. And when he is finished with a call, he resumes whatever conversation he happens to be having precisely where he left it off. Donelson’s powers of recall are impressive, as they would need to be, given the sheer volume of his life experiences. What he says in a casual chat turns out to dovetail almost perfectly with what he says in Lewie, a reminder that he dictated the text to transcribers, a fact that makes the book something of an oral history project.

On the first page of his Introduction, Donelson offers this unapologetic caveat: “After some consideration, I decided to tell the story as I remember it; even with factual errors, wrong dates, and perhaps confusion of characters, it would be better than a researched historical version. I apologize for any errors, but this is what I remember. I hope it is not too far from the facts.”

Readers of Lewie don’t have to wait too long to encounter a lapse or two. There is, for example, the reference on Page 13 to the abbreviated presidential tenure of Benjamin Harrison, when William Henry Harrison (of “Tippecanoe and Tyler, Too”) is meant. But Donelson’s confidence is well-placed. The occasional incidence of such errata, especially when one has been forewarned, is somehow reassuring as to the emotional truth of what is being told. As his doting mother is quoted on page 26 as having said, “Lewie is so plausible.”

Historical figures necessarily figure in Donelson’s family saga. As he notes, the family tree includes several of them, from Andrew Jackson Donelson, the forebear who was son of Andrew Jackson’s wife Rachel and stepson of Old Hickory himself, through the many Donelsons and allied families who have left traces of themselves in place names throughout the long span of Tennessee and elsewhere since their first arrival on the American continent in the seventeenth century. And Lewie Donelson has personally known many of the movers and shakers of contemporary American history. One of his classmates at the elite Choate prep school was a fragile Boston youth, born in 1917, the same year as Donelson himself, named Jack Kennedy. 

“He was a year behind me at Choate. He was in my house [residential facility], and I saw him every day when he was there. He was sick so much, maybe a third of the time. I never would have thought of him as a future president.” It was otherwise with Jack’s older brother Joe, an outgoing “very entertaining” lad who was “president of the 6th form, captain of the football team, and a very good student.”

History, like life itself, is erratic and unpredictable, of course. Joe’s promise was snuffed out when the plane he was flying over occupied France in World War II on a volunteer mission took a hit from a German anti-aircraft gun, while his younger brother, beset by so many illnesses that he literally had to fake his way into military service, heroically survived the capsizing of his PT boat by a Japanese destroyer and went on to political stardom and ultimate martyrdom.

Donelson also knew Lyndon Johnson when he, Lewie, was a law student at Georgetown, and the young LBJ was a Texas congressman’s aide. Donelson knew Johnson through his roommate, another congressional aide named Bryce Harlow, who would go on to be an influential advisor to several Republican presidents. The Johnson that Lewie remembers is the same one, it is clear, that LBJ’s biographer Robert Caro chronicled so well in The Path to Power, the first of Caro’s several definitive tomes on Johnson.

“At that time he was What Makes Sammy Run?,” Donelson recalls, evoking the hustler figure of Budd Schulberg’s classic novel. “He knew all the angles, knew who he should be cultivating, who had the power. He never relaxed. Never. He was always being obsequious to the right people.”

Lewie also knew Richard Nixon, whose 1960 presidential campaign he had chaired in Tennessee, and spent time with him during the exile years between Nixon’s defeat in a follow-up 1962 California gubernatorial race and the indefatigable politician’s return to presidential contention in 1968.

“He was a tragic figure, no question about that. Very bright. Extremely well organized. He always carried a notebook with him, and there was never a time when he wasn’t prepared for whatever he was doing. But he was totally paranoid. He thought everybody was against him. He was always seeing plots against him and talked about it. He was surprisingly open about all that.”

During his long career, Donelson has had proximity to others of the nation’s leaders. He never met FDR, though he saw him once or twice being driven in his open-top presidential limousine and he once had a friendly conversation with Eleanor Roosevelt, the president’s wife, when the both of them happened to be walking The Mall in Washington at the same time. He met Harry Truman when the future president was a U.S. Senator gaining a reputation as chair of the wartime “Truman Committee,” which investigated corruption among defense contractors. Truman, who impressed Donelson as he did most people as a plain and honest public servant, tried to hire the young Tennessean for his investigative staff. 

“I was tempted,” Lewie recalls, but conversations with Truman’s aide Clark Clifford, who seemed too fixated on power and influence as ends in themselves, turned him off.

Ford, Carter, Reagan, Clinton — one way or another Lewie Donelson encountered them all, but his closest relationship he reckons as that he enjoyed with George H.W. Bush, who served a single presidential term between 1989 and 1993. Donelson is prone to direct the attention of those who visit his office to one of the framed photographs on a wall of memorabilia. It is a picture showing Donelson aboard Air Force One with the first President Bush and several Bush aides, including Lee Atwater, the young shaggy-haired operative who earned a reputation for hard-nails campaigning and also played a mean blues guitar. Atwater, Donelson notes sadly, was to die only months later from the effects of a then-unsuspected brain tumor.

The picture, however, is an upbeat reminder to Donelson. He laughs, “Bush told me when he sent this to me that I’d like it. If you’ll notice, I’m talking, and everybody else is listening.”

The subject of that conversation, Lewie recalls, is how the Republican ticket could carry Tennessee for the senior Bush’s reelection try in 1992. That year, however, the Mid-South-based Democratic ticket of Arkansas governor Bill Clinton and Tennessee’s U.S. Senator Al Gore would prove too formidable to overcome. The formula he recommended, however, was what Donelson still regards as a sound one that had already proven itself in several previous statewide victories, notably those of U.S. Senator Howard Baker in 1966, 1972, and 1978; the 1970 wins of Memphis dentist Winfield Dunn for governor and Chattanoogan Bill Brock for the state’s other Senate seat; and those of Lamar Alexander for governor in 1978 and 1982.

"I think the Republicans that got in there did a sorry job. They beat the death out of the gun issue and two or three others, but they haven't done anything about controlling the size of the government or eliminating the waste that goes on."

The idea was to rely on the traditional East Tennessee Republican vote, couple it with the big Republican vote in Shelby County (one that Donelson himself had largely midwifed into being), and fill in the blanks in Middle Tennessee and rural West Tennessee with some relatively moderate positions.
It is a formula that still played well in the later Senatorial victories of Alexander, Bill Frist, and Bob Corker, but one which may have since run its course. 

Or so it would seem from the rapid decline of statewide Democratic prospects in the last couple of election cycles. Now, it would seem, in the advent of a virulent Tea Party, that the whole of Tennessee has turned a bright-red Republican shade. It is a circumstance that presents Lewie Donelson with decidedly mixed feelings. “I jovially announced to some of my Democrat friends, “Maybe we ought to change off [and] get y’all back in power.” On another occasion he is discussing his pride in having contributed to the remodeling of Tennessee in the 1960s and ’70s as a two-party state. “It was an amazing transformation. [Pause] I may have to go back to being a Democrat.”

If that is a jest, as it likely is, it is one that has an edge to it and is recurrent in Donelson’s conversations about contemporary politics. It should be recalled that there was a time, more than two decades back, when the state Republican Party, then under the chairmanship of one Tommy Hopper, began adopting the brand of right-wing populism that has since become its signature. That was the first time Lewis Donelson publicly made such a statement about renouncing his party, and he wasn’t smiling when he said it. 

This was back in 1991, when Democratic Governor Ned McWherter, a Donelson friend despite their party differences, proposed a state income tax, and GOP Chairman Hopper made a point of putting the Republican Party on record against it. Lewie’s reaction was memorable. In something of a rage at Hopper’s position, he threatened, explicitly and for quotation, to change parties. 

Not only had Donelson counseled McWherter on behalf of a state income tax, he had previously offered such advice to another Democratic governor, Ray Blanton, a corruption-prone chief executive whose exit from the governor’s chair days before the scheduled end of his term Donelson, destined to be Alexander’s Commissioner of Finance and Administration, would be called upon by the state’s officialdom to expedite. But that, as they say, is another story. 



Lewie Donelson at City Hall in the late 1960'sAt the specific request of Governor Lamar Alexander, Blanton’s successor and a close Donelson ally, Lewie kept silent on the subject of a state income tax for the eight years of the Alexander administration, and he was on the political sidelines when another Republican governor, Don Sundquist, basically went to the mattresses on behalf of an income tax during a turbulent second term, alienating the GOP base and turning himself into persona non grata in party circles. But Donelson continues to believe strongly that the state sales tax that Tennessee relies upon is inherently regressive, penalizing the least among us for the sake of the more powerful, and stunting the state’s economy.

An incident featured in Donelson’s book, and one that frequently crops up in his conversation, concerns his one and only run for public office himself — his successful race for the newly created Memphis City Council in 1967. As he tells it in Lewie: “One TV station aired a forum with the 26 council candidates. I remember many tough questions. One was, ‘Would you vote for a tax increase?’ Twenty-five said, ‘no,’ and there was one ‘yes’ — mine. ‘I would vote for one if I thought one was necessary,’ I said. Financing government is a foremost responsibility of officeholders.”

Mind you, Donelson is a Republican’s Republican. His background was strongly Democratic, both politically and, via his genealogical connections to Andrew Jackson, ancestral. For him not only to break with that tradition, as he did in the mid-1950s, but to become the fountainhead of a statewide Republican resurgence — personally recruiting such future pivotal GOP figures as Winfield Dunn, Howard Baker, and Lamar Alexander — was a profoundly important fact in the political history of Tennessee.

It was Donelson who, as he recounts at some length in Lewie, labored long and hard to develop a new middle-class constituency for the Republican Party, in the process both wresting control of the local Shelby County party, then essentially dormant, from the Old Guard of “Lieutenant” George W. Lee, an African-American figurehead, and challenging a parochial East Tennessee GOP oligarchy for statewide dominance. 

“Post office Republicans” is how Donelson describes such types — content to dole out patronage during periods of Republican presidencies while allowing Old South Democrats to control the state. As he explains, his own political changeover derived importantly from traditional Republican concerns about fiscal solvency, but also from a feeling that the one-party system of the old Democratic “Solid South” prevented the region from realizing its full potential or achieving true democracy. He notes that during the era of “Boss” Ed Crump locally, governmental affairs were so completely under the control of a single organization that officials were essentially appointed, without the need for ordinary political campaigning.

As a young man, Lewie had met Crump — whom he describes in his book as “an utterly charming man” — and had the opportunity to place himself under the Great Man’s wing if he had chosen to, and credits Memphis’ long-time political boss with governing well and efficiently for the most part. But he felt that local politics had grown stultified; that, as much as anything else, had moved him and such other local pioneers as the late Bob James into Republicanism.

“We thought a two-party system was necessary,” Donelson says flatly.

How does he feel now that the pendulum has swung so far in the other direction as to re-create a virtual one-party state government?

“I’m embarrassed about it. I think the Republicans that got in there did a sorry job. They beat the death out of the gun issue and two or three others, but they haven’t done anything about controlling the size of the government or eliminating the waste that goes on. You’re elected to govern, not to protest. It’s hard for me to support Republicans who, when they get in there, all they do is raise Cain about no more taxes, no more governing. 

“I’m dismayed now. I used to tell people you don’t win in Tennessee by being ultra-right. But my kind of Republican is a dying breed.”

Unmistakably, Donelson is a fiscal conservative. But, at a time when Democrats themselves shy away from the term “liberal,” Lewie embraces it as a descriptor for his own social views. “Yes,” he says emphatically when asked if he is in fact a social liberal.

“When I first became a Republican, it was a very pro-integration group. It’s become less so over the years. I’m very strong on that issue.”

At a recent reading and book-signing at The Booksellers at Laurelwood, Donelson was asked by a member of his audience what the paramount local need was. Unhesitatingly, he responded, “The 25 percent of the people in poverty, without opportunity. We’ve got to deal with them before they get to kindergarten. By then it’s already too late. Everybody in Memphis ought to think that’s their Number One problem, and they don’t.”

Indeed, Donelson is best remembered by older Memphians not as the GOP eminence he has been for decades but as the City Council member who, in his one term as an elected public official, strove mightily to settle the ill-fated sanitation strike of 1968 before the situation got totally out of control, leading to the presence in Memphis of Dr. Martin Luther King and his tragic assassination here.

“It was so sad. [Mayor Henry] Loeb was not a racist. He was a plantation type, a typical Southerner. We were always one vote short. I never could get that seventh vote,” Donelson remembers.

He regards the failure to settle the sanitation strike as one of his two most serious disappointments in life. The other, more recently, was his inability, as chairman of the board of The Med, to convince the Shelby County Commission to allow the charity hospital facility to relocate in the old Baptist Hospital structure in Midtown after that hospital moved its major operations out east. 

What Donelson describes as an “appalling” hearing on the matter by the Commission entangled the issue in rivalries within Memphis’ medical community and inner-city resentments of the “rich people’s hospital” for relocating out of the city center. The rejected building was later imploded to make way for a proposed research facility.

Lying in ruins also was what Donelson had seen as a “dream” solution, consolidating The Med’s scattered facilities, incentivizing its staff, and readying the institution for decades of stable progress.

He is likewise disappointed regarding the political vista. After reiterating recently his disenchantment with the Tennessee version of the Grand Old Party he did so much to revivify, Lewie had this to say:

“I’m trying to get out of politics. I have a story that goes along with that. I got on a train one day in Cincinnati in ’52 or ’53, and Mr. Crump was on the train. This was before I was in politics. He invited me to have dinner with him. We had a delightful evening. He was a charming man.

“At the end of the evening, he said, ‘You know, Lewis, Mrs. Crump is tired of politics,’ and I figured he meant he was tired of politics. And I said, ‘Why don’t you quit?’ He said, ‘I can’t do that.’ I said, ‘What do you mean? You could just say, ‘I’ve been at this 50 years, and I’ve had my time, I’m retiring.’ And he said, ‘No, it doesn’t work that way. There are all those people out there that helped me when I was running candidates. When they call me now, I’ve got to help them. That’s where I am now. I never dreamed I’d be in that situation. When they call me, I’ve got to help them.’”

Lewie paused. “And here I am, I’m 94 years old, and I’ve got no business trying to get involved.” I remind him that Crump remained a political power until his death at the age of 80 in 1954.

“Oh, hell yes, but he wasn’t anywhere near 94!”


Lewie Donelson has reached a stage of life that requires others to take ceremonial notice. In recent years he has been the subject of two separate testimonial dinners — one upon his reaching the age of 90 in 2007 and another earlier this year. At the conclusion of each, he smiled and had the same show-stopping line: “I’ve heard so many nice things said about me tonight that I almost feel obligated to die.”

But, as he often says in conversation, he takes no medication, keeps a full schedule, has a full annual physical, and claims, “My doctor tells me, ‘I can’t find a damn thing wrong with you!’” In mid-June, as this article was getting ready for press, he reiterated what has become a mock-pessimistic update: “I’m only going to live another 10 or 15 years.”

And he was still out there, on the links of the Memphis Country Club, at least two times a week, struggling under the early summer sun with his iron game and working intently at the goal of breaking 100. 


Jackson Baker is a senior editor of the Memphis Flyer and a contributing editor of Memphis magazine. He recently wrote about the future of the Memphis and Shelby County Public Library system (“Still the Place To Go”) in our January 2012 issue. Read it online at www.memphismagazine.com.

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