Pentagon Used Deputy Secretary's Personal Lawyer for Critical Minerals Deal

The Department of Defense faces scrutiny over a potential conflict of interest after it hired the personal lawyer of its second-highest civilian official to represent the government in a critical minerals deal. The arrangement highlights the blurring lines between private equity interests and national security procurement as the U.S. rushes to secure domestic supply chains.

Alan Waldenberg, a partner at McDermott Will & Schulte, represented the DOD in a deal with MP Materials involving a $400 million equity stake and a $150 million loan to expand the Mountain Pass mining site in California. Waldenberg confirmed to The American Prospect that he handled the deal while simultaneously serving as the personal lawyer for Stephen Feinberg, the Deputy Secretary of Defense. Waldenberg manages Feinberg's charitable foundation and irrevocable trust, and has served as the primary outside counsel for Cerberus Capital Management, the private equity firm Feinberg founded. Waldenberg's firm currently holds a DOD contract valued at $1.5 million that runs through August 31, 2026.

The Push for Mineral Independence

This deal is part of a broader, aggressive strategy by the U.S. government to break China's dominance over critical minerals essential for defense and energy technology. To achieve this, the Pentagon's Office of Strategic Capital (OSC) has shifted toward direct equity investments in domestic firms. Under the second Trump administration, the DOD's total direct equity investments and loans to battery and mining companies have already exceeded $2 billion. This shift represents a significant departure from traditional procurement, moving the Pentagon into the role of a venture capitalist in the industrial sector.

Ethical Implications of the 'Revolving Door'

The overlap of professional roles raises significant questions about impartial oversight. Critics argue that having a top official's personal attorney and the lead counsel for his former firm represent the government in high-stakes deals creates an environment ripe for favoritism. Richard Painter, a former chief White House ethics lawyer, noted the impropriety of such a setup, stating, "I can’t go into the government and recommend that the government retain my personal lawyer for something while he’s still my personal lawyer. I just can’t do that."

DOD Response and Next Steps

Despite these concerns, the Pentagon maintains that its processes are sound. A Department of Defense spokesperson stated that the OSC "maintains a rigorous, multi-layered ethics framework that includes a detailed screening process and operates in full compliance with all federal ethics laws and regulations."

Observers will now be watching whether federal ethics watchdogs or congressional committees launch formal inquiries into the Waldenberg-Feinberg connection. As the DOD continues to deploy billions in capital to secure the supply chain, the transparency of its selection process and the independence of its legal counsel remain critical points of contention.