The exterior paint was worn through, the interior was drab, and the service was surly. There was no nonstop service from Kiev to Leningrad, so they sat on the airplane for an hour at Moscow’s Shereme-tyevo Airport before taking off again for Leningrad Pulkovo Airport.
They stayed at the Astoria Hotel and from there toured the city and the area, including of course the famous Winter Palace and the Hermitage.
Alexandra was happy as a child. Though she was from Kiev, she had never seen Leningrad. Even so, she knew what was there and what was to be seen. They spent an entire day in the Hermitage, viewing the most prestigious art collection in the world. Alexandra knew what was to be seen. She pointed out Rembrandts, Titians, El Grecos, Goyas, Manets, Monets, Van Goghs …
Her enthusiasm might have been infectious, but Dave’s mind was focused elsewhere. He hoped he concealed his boredom and his anxiety to be back in New York.
IV
SEPTEMBER, 1989
David Shea was not a fair-haired boy at Harcourt Barnham. He was a successful analyst and had been allowed to involve the bank in several small ventures; but he was not playing in the big leagues with Harcourt, and he resented it. The fact that he had only been with the bank three years did not influence his thinking. He saw others from the class of 1978 ahead of him, and he smoldered.
The problem for the bank was that he did not seem wholly committed. They did not guess that he was trading through offshore accounts. He was distracted. His attention was fixed on those accounts, and he really had limited energy for the pedestrian work he did at Harcourt.
He was not entirely surprised when he was summoned to the office of John Thomas Miley, executive vice president and chief operating officer.
Miley was a tidy-desk man. He had been heard to voice the cliché, “A tidy desk is a tidy mind.” On his desktop he had a pen-and-pencil set, mounted on square-cut black stone, a gold clock in the middle of a ship’s wheel, and a single leather folder. These items were set precisely parallel to the front of his desk.
On the credenza behind him sat an IBM AT desktop computer. It was obsolete, but probably Miley didn’t care. To either side of it sat family pictures, precisely aligned.
“I’ve called you in because I am curious about your goals, Mr. Shea.”
Dave’s thought, which he did not voice, was that it was to do better than John Thomas Miley, who probably didn’t take home more than half a million dollars a year. Instead, he murmured modestly that he hoped to make a success of himself.
“With us?” Miley asked bluntly.
“I hope so.”
“You’re not going at it very well.”
Miley was fifty-five years old, a man who sunburned and did not tan on weekend cruises on his ketch, Sally II. He glowed red today. He was a squat man, not more than five feet seven. He was bald. His piercing little eyes seemed always to stare, never just to glance casually. His gray suit could have been better tailored, and right now it could have stood pressing.
“What am I doing wrong, Mr. Miley?” Dave asked humbly.
“It’s difficult to put my finger on,” said Miley. “We sense a lack of dedication. We wonder if you are really happy here.”
“I am happy,” Dave said crisply. “I think I am ready for heavier responsibilities.”
“What you think in that respect is not material. You will have promotion when we think you are ready.”
“Yes, sir.”
“How could you afford to take a vacation in the Soviet Union?”
“My wife was born there. She paid for it.”
“You didn’t ask permission to be gone those two weeks. You just announced you were going … and went.”
“Would permission have been withheld?”
Miley raised his chin. “I suppose not. But the form of the thing—the courtesies, the niceties—might have been observed. Banking, Mr. Shea, conservative banking, has many traditions. It is a culture, almost. There is no place in it for eccentrics.”
“Individualists …” Dave suggested.
“Nonconformists,” said Miley. “Your generation prizes nonconformity as a value. Fine. There are plenty of places where it is valued. The banking floor of a bank like Harcourt Barnham is not one of them.”
“Are you terminating me?”
Miley shook his head. “Another tradition is that young men are given the opportunity to become a part of the culture. Regard this meeting as the occasion for a word of friendly advice.”
Dave nodded. “I appreciate it.”
That evening Dave described the meeting to Alexandra. “The son of a bitch treated me like some kind of schoolboy,” he said.
“Maybe you should quit. You don’t need him.”
“That’s the trouble. I do. I need a front. I need to have it look like I’m a banker. I need to file income tax returns. If I didn’t report my salary and bonuses as income, the IRS would want to know what I live on. Boesky and Milken have got us all on an IRS shit list. I have to be careful.”
“Let me tell you something,” said Alexandra. “I’ve been retained by United to look out for their public relations. They’re going to make a raid on Allegheny, and they’re afraid they’ll get a reputation as a voracious aggressor. You should be able to pick up a little change by having Windsor Nassau or TM AG lay a few quiet dollars on Allegheny.”
“I’m deeply grateful to you, Alexandra, but I’m not going to take the slightest risk—”
“I thought you had things set up so there will be no risk,” she said. “What else were we doing in Zurich?”
“If word of the Allegheny raid leaks,” he said, “everybody who knows about it will be suspect. Including you. And you’re married to an investment banker, small-time though he may be.”
Alexandra shrugged and lifted her glass of single-malt Scotch.
“But I’ll tell you what,” said Dave, sipping Beefeater gin from a glass of ice cubes and no vermouth. “I’m going to get that son of a bitch! I’ll teach him not to call me on the carpet and lecture me like a schoolboy.”
V
John Thomas Miley was the conservative, tradition-bound man he said he was. He had no idea what he had bought for himself when he incurred the animosity of David Shea.
A banking lobby with tellers’ cages occupied the first floor of the Harcourt building. A trading floor equipped with computers occupied the second. It was there that Dave had his desk. The executive offices of the bank were on the third floor. The fourth was used for the storage of files. The ten floors above that were leased to law firms, insurance companies, and the like.
Dave arrived at the building a little after three in the morning. He was wearing beige coveralls with a sewn-on pocket patch reading MAINTENANCE, INC.
The doors were locked, but many people had keys, since many worked as late as midnight, often going out for a deli snack in mid-evening and then returning and letting themselves in with their keys. He opened the door to the right of the revolving door that was the main entry.
Immediately inside the front doors was an elevator lobby with a reception desk. The banking lobby was behind that.
Dave paused in the elevator lobby and pulled on surgical gloves. Then he entered the stairwell and climbed stairs to the third floor.
Apart from the lights in the EXIT signs, the floor was dark. He explored a little to be sure there really was no one on the floor. No one was. At this hour the cleaning women had long since finished their work and left the building.
Miley’s door was unlocked. This was another element of his banking culture: that an obsession with physical security was undignified.
His desk drawers were unlocked.
Dave sat down in Miley’s chair, opened a drawer, and began to read files by the light of a flashlight he had carried for the purpose.
After half an hour he carried one file folder to the copying room and Xeroxed twenty pages of documents, making two copies of each page.
His find could not have been more perfect. Harcourt
Barnham was a member of a consortium of banks being asked to underwrite a bond issue to finance a hostile takeòver.
The target company was none less than Texaco. What was more, the documents disclosed that the raid on Texaco was only fronted by the company that would make the tender offer—North American Investments. Behind NAM was the dark and brooding presence of Carl “Les” Lester, a rapacious raider who had acquired and dismantled many companies, selling off what didn’t suit him as to profitability and keeping control of those that did.
Texaco management knew what was coming and were dragging their wagons into a circle. One defense against a raider like Lester was to find what was called a white knight—that is, a more friendly bidder who would not dismantle a company. Texaco had been talking to DuPont, which already owned Conoco as a wholly owned subsidiary. DuPont was a major player in the petroleum and petroleum-marketing businesses, and acquisition of Texaco could strongly fortify its position.
The prospective tender offer would drive up Texaco stock. Disclosure that Lester was behind it would drive it up more—because it would be understood he would bid unrealistically high, in the expectation of making an enormous profit from dismantling the company.
Dave restored the file folder to Miley’s drawer, then tucked the copies inside his coveralls. On a whim he moved the pen-and-pencil set so that it was no longer parallel to the front edge of the desktop—but only slightly so. Miley would assume a cleaning woman had nudged it while dusting his desk, but he would be at pains to realign it, would in fact take half a minute to get it just right.
Dave left the bank as he had entered, through the front door. He walked as casually as he could, feigning weariness. A police car came by, and he lifted his hand in a weak salute to the cop.
Two blocks from the bank he entered a dead-end alley. At the end, to one side of a loading dock, sat three green Dumpsters. The space behind them formed a small cranny. Dave climbed on the loading dock, then jumped down into that space. The things he had left there had not been disturbed.
One thing was a cheap vinyl briefcase, soft and without a handle, that you carried under your arm. He pulled out his copied documents and stuffed them in the case. Then he stripped off the coveralls and pulled on blue jeans and a gray sweatshirt. His surgical gloves were in a pocket of the coveralls. So was his flashlight, which he had been careful not to touch so as to leave fingerprints. He dropped the coveralls into one of the Dumpsters, then opened one of the others and pulled out stuffed plastic trash bags, which he tossed in the first Dumpster until the coveralls were buried under two or three layers of trash bags.
He walked to a subway station and caught an uptown train.
VI
On his instructions, Trust Management AG bought Texaco stock for his account. Then its New York office arranged for the copied documents to come to the attention of a reporter for the Wall Street Journal.
The Journal was ethical and cautious. It verified the facts, then broke the story.
Texaco fought off the Lester bid. Its investors didn’t like his reputation.
Nonetheless, Dave’s account at Deutsche Bank was $200,000 richer on the timely buying and selling of Texaco stock.
That was not a lot of money. But Dave was to have greater satisfaction.
He arrived at the bank at eight o’clock on the morning after the Journal article appeared. Another member of the class of 1978 came immediately to his desk.
“Hey, it appears that Mr. Tidy is in deep shit.”
“Really? Why?”
“Some of the information leaked to the Journal was stuff that only Tidy knew. If he didn’t leak it himself, at very best he was careless. Lester is apoplectic. The board of directors is meeting this morning. Tidy is toast. I wouldn’t be surprised if he’s out of here before the day is over.”
And so it proved. John Thomas Miley was terminated as an officer of the bank.
Dave sat beside Alexandra on their couch that evening. He had a martini on the rocks, and watched the financial news talk about Miley’s demise.
“I said I’d have his ass.”
“Don’t take too much pleasure in it,” she said. “There should be little satisfaction in destroying a man.”
ELEVEN
I
MARCH, 1990
Little Emily spoke to Emily over the breakfast table after Cole had left for his office. “Mommy … uh … the, uh … nude painting of you is beautiful! I mean … I always just thought it was sort of funny.”
“‘Mommy nekkid,’ was what you used to call it,” said Emily gently.
“Well … I’m sorry I called it that.”
“Don’t be sorry. I’m glad you like it,” Emily said.
“I’ve explained to Cole that it’s a work of art. I don’t think he understands. He just grins, then puts his hands over his face.”
“He’s a little young to understand,” said Emily. “You didn’t, when I brought it home.”
“I’m older now,” the child said gravely.
“Yes, you are.”
“Mommy … When I’m older, can I be painted like that?”
“If you want to.”
“Could I be painted that way now?”
“Let’s wait awhile, Emily. Sooner than you think, you’ll be an adult, and you’ll be one the rest of your life. There’ll be plenty of time to do grown-up things.”
In his office that morning, Cole received Julian Musgrave, the automobile dealer who had subsidized Dave Shea as a football player. The man was sixty-four years old now, but the years had not been unkind. Except that the fringe of hair around the edges of his bald head had turned white, he was still a bouncy, exuberant man. He still wore a checked jacket of cream-white and brown, a red golf shirt, and dark brown slacks.
“I understand you’re a talented lawyer,” he said bluntly.
“I hope someone knowledgeable said so.”
“Someone knowledgeable did,” Musgrave affirmed. “To come straight to the point, my lawyer, who has represented me for twenty years, is retiring. I need a new man. To be frank, Mr. Jennings, it appears to me that you are doing work not entirely worthy of your talents. Probating small estates. Getting people divorces. Defending criminals. Writing wills and deeds and leases. You can tell me it’s none of my business, but I wonder why you left Harris & Pickens and came home to New Jersey.”
“I won’t say it’s none of your business because I’ve answered the question many times. Harris & Pickens had made me a litigator. The pressure was getting to me, and I was drinking too much. So … I’m not getting rich, and there’s no glamour in what I do; but I am comfortable. I have a nice home, a wife, two small children …”
Musgrave pulled a cigar from his jacket pocket, ran it under his nose, sniffed it, then apparently made a decision not to light it and returned it to his pocket. “I own six automobile agencies,” he said. “I can sell you anything from a Lincoln Town Car to a Honda Civic. I don’t know if you realize this, but Chester Motors is mine. So is Brunswick BMW. So is Nelson Oldsmobile-Cadillac.” He glanced down at the cigar in his pocket but did not take it out. “I started out selling used cars in 1948. I’d been a buck sergeant in the army, slightly wounded in the Battle of the Bulge. I was no hero, but when I came home people wanted to do things for me. I went to Rutgers under the GI Bill. I got a veteran’s loan to buy that used-car lot. I bought my first new-car agency in 1955.” He paused and sighed. “I figured my sons would go in the business. But they didn’t, and won’t. Bill Nelson is my son-in law. I tell you this, and I’ll tell you more, in the anticipation that you are going to be my lawyer.”
“You must have some legal problems,” said Cole.
“I do have legal problems. My taxes are handled by my accountant. But I’ve got problems with corporations. I’ve got too many of them and wonder if I shouldn’t consolidate. Suppose Musgrave Enterprises, let us call it, owned controlling interest in all the companies.”
“Is each agency its own corporation? And if so
why?”
“There was a time, not entirely gone yet, when, for example, General Motors would not franchise an agency owned by a man who also owned an agency with a Ford franchise. So …”
“So by forming multiple corporations you concealed it from the manufacturers.”
“Something like that.”
“You may have problems I can’t handle.”
“So you’re my general counsel, and you retain whatever experts you want.”
Cole looked away from Julian Musgrave, out the window and down at the street. “Did Dave Shea send you to me?” he asked.
“Nobody sends me anywhere,” Musgrave said firmly. “I told Dave I was going to need a lawyer, and he told me you are damned smart.”
“Who is your lawyer, the one who is retiring?”
“Hayward Becker.”
Cole winced, and Musgrave saw it. Becker was a hack. He had charisma, and the only people who saw through his incompetence were his fellow lawyers.
“All right. I see what you think. Are you willing to take on the job of straightening out what may be my tangled affairs?”
“It may not be cheap.”
“We can agree on an hourly rate. In the meantime, to cement our relationship and insure your confidentiality, I will pay you a retainer. I suggest a car.”
“I—”
“What would you like? I can set you up in a Caddy, equipped with everything.”
“I always wanted a Porsche.”
Musgrave laughed. “Damn! You are smart. What color?”
“White.”
“You got it. It’ll take me a couple of days.”
II
Two weeks later Cole sat over peanuts and cocktails with Emily.
“It’s unbelievable,” he said. “I knew the man was incompetent, but I never guessed how incompetent. I mean, required reports have not been filed, there are no corporate minute books, no stock registers. Brunswick BMW is not even a corporation. Becker just had stock certificates printed, handed them to Musgrave, and that was that. The corporation does not exist. It files tax returns as if it were a corporation, thanks to a competent accountant who never guessed no corporation was ever formed. Musgrave takes a salary from each agency. No dividends are paid on the stock. In fact, there couldn’t be, because there has never been a stockholders meeting.”
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