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Photo of  Barbara Murphy Melby

practice accolades


Listed as a leader for National Outsourcing in Chambers USA (2009–2014)

Listed as a leader in Outsourcing in Chambers Global (2008–2014)

Listed as a leader in Outsourcing in the Legal 500 (2008–2014)

Listed as Highly Recommended for Outsourcing in PLC Which Lawyer? Yearbook (2010–2012)

honors + affiliations

Listed, Chambers USA: America's Leading Lawyers for Business (2005–2014); Band 1 (2008–2014)

Listed, Chambers Global: The World's Leading Lawyers (2008–2014)

Listed as a Leading/Recommended Lawyer for Outsourcing in PLC Which Lawyer? Yearbook (2008–2010)

Listed, Legal 500 United States (2008–2014)

Named "HRO Attorney of the Year" by the Human Resources Outsourcing Association

Listed, HRO Superstar, HRO Today (2006–2009)

Editor, Boston University Law Review

Distinguished Scholar, Boston University School of Law

bar admissions

  • Pennsylvania
  • District of Columbia
  • New York
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Barbara Murphy Melby

1701 Market St.
Philadelphia, PA 19103-2921
United States
Phone: +1.215.963.5053
Fax: +1.215.963.5001
New York
101 Park Avenue
New York, NY 10178-0060
United States
Phone: +1.212.309.6153
Fax: +1.212.309.6001

Barbara Melby is a partner in the Outsourcing, Technology, and Commercial Transactions Practice at Morgan Lewis  and a co-head of the firm’s Privacy and Cybersecurity Practice. Ms. Melby regularly represents clients in complex commercial transactions, including outsourcing, strategic alliance, technology and data related agreements, and other services related transactions. As part of her practice, she advises clients on the various privacy and security issues arising in connection with the use and provision of technology and data in business operations by internal personnel and third party vendors.

Ms. Melby is recognized as a leading outsourcing attorney, counseling clients in structuring, negotiating, realigning, and terminating information technology (IT) outsourcing and business process outsourcing (BPO) relationships, including human resources (HRO), finance and accounting, procurement, research and development, logistics, and facilities outsourcing. Her experience includes working on transactions for onshore, offshore, managed, and co-sourced solutions.

Ms. Melby also assists clients with a wide spectrum of technology and data acquisition, implementation and service agreements, including ERP implementation, licensing, software as a service (SaaS), information as a service (IaaS), e-commerce, data acquisition and services, cloud computing, and mobility agreements. She is a thought leader in addressing legal issues arising with emerging service models, including cloud, SaaS, laaS, and data solutions.

In addition to working with clients on complex outsourcing, technology and data transactions, Ms. Melby supports clients with respect to their ordinary course sourcing and supply chain operations. She collaborates with clients in the development of contracting and governance strategies for a variety of commercial transaction portfolios. In connection with this work, she has implemented a number of coverage models, often a mix of in-house and Morgan Lewis resources, that are tailored to clients' particular requirements and designed to provide efficient and skill appropriate legal resources.

Ms. Melby represents a large and diverse client base, including in the financial services, life sciences, hospitality, energy, health, and retail industries.

Recent transactions include an industry-leading global multitower IT and business process outsourcing transaction for a leading pharmaceutical company, a global HRO outsourcing agreement for a leading financial institution company, the renegotiation and restructuring of a long-term, multitower IT and business process outsourcing transaction, a global financial and accounting services outsourcing (FAO) transaction, and a warehousing and logistics outsourcing. In addition to outsourcing, Ms. Melby has assisted numerous clients in negotiations relating to the implementation of complex ERP systems, as well as data acquisition and services, and has coordinated support of commercial contracts for direct and indirect spend for the global procurement organizations of several Fortune 500 companies.

One of the leading outsourcing attorneys in the United States, Ms. Melby co-authored two of the seminal works in the outsourcing field, Information Technology Outsourcing: Process, Strategies, and Contracts (John Wiley) and Business Process Outsourcing: Process, Strategies, and Contracts (John Wiley).

In addition to her two books, Ms. Melby has written numerous articles and has been widely quoted in a wide variety of publications including CIO Magazine, HR Executive, ITWorld, HRO Today, The Metropolitan Corporate Counsel, and The Pennsylvania Lawyer. She is also a frequent speaker on outsourcing and technology transactions at various business, legal, and professional conferences.

Ms. Melby is admitted to practice in Pennsylvania, New York and the District of Columbia.


  • Boston University School of Law, 1991, J.D.
  • Vassar College, 1987, B.A.