by David Lender
As he turned the corner of his cubicle he heard the M&A Department door open and saw the shadow of someone approaching. He felt a bolt of adrenaline and ducked into the War Room, hid behind the door. When whoever it was walked past, Richard slipped out of the department, not sure if he was seen.
His heart was thumping in his chest as he rode the elevator downstairs. He reviewed in his mind who had access to the locked and sequestered M&A department. Other than M&A department members, it was only the most senior officers of the firm, even though he’d rarely seen one of them in there. That meant the mole was most likely someone in M&A. He hadn’t checked the mole’s emails since he last spoke to Kathy. Too busy. But now he was itching to turn on his laptop when he got home, see what was going on. He wanted to call Kathy, but it was too early in Paris, particularly on a Saturday morning. But he’d check this out tonight.
Washington, D.C. When Croonquist got back to his office from a meeting, the email was waiting for him from Phil Johnson, his old boss in Surveillance. It said he’d put taps in place on 12 phone lines at Walker’s, GCG’s and Milner’s offices. And Johnson had put his best computer hacker onto the Walker/GCG email chain. The hacker had already hacked into the netwiz.net account with the username walkerl. From there he’d found the usernames of accounts on three different computers at walker. com that walkerl operated from: [email protected], [email protected] and [email protected]. Then he’d hacked into Walker’s system, grabbed a mine of useful emails from those accounts, and then set the accounts up for ongoing monitoring. Croonquist smiled and turned on his MarketWatch monitor.
New York City. Milner looked out his conference room window, up Park Avenue. Glorious day. If only he could enjoy it. His lawyer, Sandy Sharts, sat with him. Sandy had just called to tell Milner he needed an immediate face-to-face with him about what he’d heard the Feds in Washington were up to. Milner said he wanted Chuck there, too.
Chuck walked in late and said, “Is this bad news?”
Milner shrugged. “Could be. But could also be nothing.”
Milner saw Sandy rise up in his chair. He said, “That’s not a realistic perspective. In fact, it’s a form of denial.”
The avuncular Mr. Sanford F. Sharts, Esq. Great guy, careful lawyer, but why always a lecture?
Milner said, “Well, can we review what we know? And what they know?”
Sandy cleared his throat. “I haven’t made any of this up.” He settled into the chair again like it was for a long talk.
Milner just looked at him.
“Okay, you stubborn old bird.” Sandy sounded impatient, rising up again to lean forward with his elbows on the table, looking up at the ceiling, as if reciting, “I got a call from my partner in Washington. Let’s leave his name out of it. He has friends inside the enforcement and surveillance divisions of the SEC, reasonably well placed.”
Milner was listening out of one ear, seeing Sandy’s mouth moving, but now not hearing. He was seeing how things might play out. He sees Mary Claire reading on the sofa in the New York apartment. Sees her look up as he walks in, sits. She reacts to his face: grave. She says, What is it? Her look says, Oh my God.
“One of his well-connected friends takes him aside at a cocktail party and informs him he should tell his boy in New York—that would be me—that he’s about to become a world champion in billable hours servicing his boy—that would be you, Harold—because the whole of our government’s machinery is about to catch your tits in their ringer, to use his phrase.”
Milner tells Mary Claire, I screwed up, I’m going to go away for a while. She says, What have you done? He says, I sometimes do business skating near the edge. I went over it. Her face now shows panic. His guts are twisting.
“My partner has the presence of mind to see to it that his smug friend gets more to drink, and then cajoles a fascinating narrative out of him. Seems they have this new MarketWatch system to track trades, analyze patterns like never before, and his boss in enforcement is using Walker and you as a test case.”
Mary Claire is now getting over her anger. No more why? how? what? questions. Now she asks, What will happen to you? How long will they put you away? He says, A long time. She asks, How soon? He thinks for a moment, says, Weeks, maybe months. He sees her wounded look and feels his throat constrict.
“This enterprising government servant has reverse-engineered the stock and options trading on a bunch of Walker deals, including your last three, and found unusual correlations with documented illegal insider trading cases. He has taken that database plus ongoing surveillance activities to begin to build a case to bring Walker and you down.”
Milner now sees Mary Claire some 22 years ago when he’d come home from his office that Friday. She’d been waiting for him. He just felt it. It wasn’t that hard to see, Mary Claire sitting on the sofa in the old 5th Avenue apartment, a martini next to her and the bar open with a bottle of Perrier and a glass ready for him. Not in the kitchen as usual, doing final puttering before dinner. The girls in their bedrooms doing their homework. She had it all set up: crafty.
Milner saw no choice but to seize the initiative. Still, he wasn’t sure how she was gonna take this, and his stomach felt a little airy, like before the first round of negotiating a deal. “Can we talk for a few minutes?” he said.
“I was wondering when you were going to get around to it,” she said without looking up from her magazine, grabbing her martini and taking a sip. Angry and feeling shut out. Her eye makeup refreshed for the evening, a darker shade of lipstick than usual, and her going-out-for-the-evening Chanel perfume—he couldn’t remember which number—heavy in the air. She was trying to make him remember who she was to him, sticking it in his face, in fact.
He walked to the bar and poured himself a Perrier, sat down next to her on the sofa. “Over about the last two weeks—”
“More like six,” she said.
“Okay, so over six weeks I’ve been thinking about our situation. Ticking things off in my mind, seeing how they stack up.”
She looked up at him only now. He heard her let out a soft sigh, resolved to listen through it, Milner now suspecting she was fearing the worst. It tugged at his heart. He saw her now as he had across the dance floor ten years earlier. Not stricken by some thunderbolt, but aware she was a gem, a slim-wasted beauty he wanted to meet. Him having just finished his CPA, six years out of Baruch and on his way as an audit manager at Arthur Young; her out of nursing school, working in the emergency room at NYU Hospital. Then Milner realizing he’d been in neutral until then, waiting, not willing to expend the energy unless the prize was worth it. She made him want to get busy. They’d gotten to know each other over two months, blitzing through it like modern-day speed-dating: I’m from Chelsea; Really? I’m a Brooklyn girl; Then we moved to the Village so we could go to a good public school; Not me. I scraped by at PS 6 on Snyder Avenue, then Edward R. Murrow High School; I went on to Stuyvesant High School; Really? Oh, you were a pointy head, top science program in the city; No. Math, it’s what got me the scholarship to Baruch; I love you, you know. They went dancing three or four nights a week because she loved it, and he’d never looked back, or at any other woman. Still hadn’t; she was his girl and always would be.
He decided to hurry it up, because whatever she was thinking, it wasn’t good, it was hurting her and had been for weeks. He put his hand on her knee. She was rigid, tense.
The room felt uncomfortably warm.
“This isn’t about us, hon,” he said. “It’s about me, my career.”
He saw Mary Claire’s eyes softening, felt her body relaxing underneath his hand.
“I thought—”
“Don’t say it,” he said. She leaned back into the sofa and put her drink down. She bent over and wiped her eyes with her fingers. He reached for her and she waved him away.
“You talk,” she said.
He remained silent, watching her.
“Talk,” she said again.
“I’m for
ty years old. I’m told it’s normal to be asking myself questions like this at my age. I’ve been Jimmy Hill’s CFO for over six years now. Always at Jimmy’s elbow as he built Coastal+Northern. Grinding through the hours. Careful, methodical. While everyone lauds Jimmy as ‘corporate America’s reigning genius.’”
She looked up at him, and he saw her nodding with understanding, attentive, a smile forming on her lips.
“And look at what we have,” he said. “Look around, we’re comfortable, and I could argue we’ve slumped into the inertia of a cushy existence. At least I have.”
He now saw her eyes take on that steely quality they had when she whittled down the price on new drapes.
“You have to do it,” she said.
“What—?”
“You have to do it.”
“I haven’t said—”
“Go out on your own.”
Milner thought, What the hell? How could she—
“You think I haven’t seen it?” she said. “You zoning out at the ballet after the lights go off. Curled up in your mind, staring at the television here in the apartment.”
Milner felt tension start to ease out of his shoulders.
“It’s that obvious?”
“You kidding me? You’ve been miserable. Bitching about Jimmy for months, even before you started this zombie routine these last weeks.”
Milner started to chuckle. Here she goes. On a roll.
“And me? You have any idea how sick I’ve gotten of seeing you standing off to the side at those ridiculous cocktail parties while everyone kisses up to Jimmy like he’s the brains around C+N? It’s at least as much you as him, maybe more. You have to do it.”
Milner saw her smile at him and felt it like she was opening the curtains to let the sun in. He said, “I know. I’m not gonna be Jimmy’s number-two man anymore.”
Mary Claire leaned forward and clasped one of his hands in both of hers, hard, and tears started forming in her eyes. “Damn right.”
Milner felt like his whole body was smiling back at her.
Mary Claire sighed and leaned back into the cushions again. “What’s the plan?”
“I can take about 1.5 million after-tax out of Coastal+Northern from my stock options. I figure, since I was always taught to save half and spend the other half, I’ve got about 750 thousand to get started with.”
“How much do we need to cut back?”
“We don’t. If I keep that cushion, even if I fall on my face it won’t dent us a bit. I can always find another job.”
She dismissed it with a chuckle and a wave of her hand. “Don’t be ridiculous, you aren’t going to fall on your face. Keep 500 and invest a million.”
He leaned over and put his arms around her, pulled her close and kissed her. “I love you, you know that?” he said.
Now he couldn’t imagine how he would feel at disappointing her, but he was beginning to get a taste and it was awful. He felt the sensation of tiny feet, a thousand midgets stomping on his upper torso, then a thousand more, plodding down inside his chest cavity, then another ten thousand, all of them trudging on his heart.
Now Milner was seeing his picture on the first business page of the New York Times and a headline with the word scandal in it. An article near the top of the first business column in the Wall Street Journal. A feature article on the Journal’s right front-page column, one of their grainy black-and-white drawings of him from a recent photo.
Milner was back with Sandy now. He said, “Doesn’t sound to me like reverse-engineered trading data does the trick.”
Sandy looked interested, like he had Milner’s attention. “Normally they get wiretaps next. On phones and emails.”
“Emails? How do they do that?” Milner now intrigued.
“Spook stuff. They hack into the system. Once they’re in, they can get any email account from any computer on the system, from any domain, whether it’s an in-house system account or not. After that, it’s all automated. They track any activity from any email account they want with one of these supercomputers not too different from what the SEC just brought on-stream with its new MarketWatch. Trust me, they can do it.”
Milner thought for a moment. Maybe he could use that to his advantage. “How about phones?”
“You kidding? The National Security Agency’s got algorithms that can scan all domestic and international phone lines for any hot words it wants. You say bomb or terrorist on the phone today and you’re recorded on tape that instant, video camera tomorrow. But if they’ve ID’d who they want to listen to in advance, that’s pre-Internet technology. The Mayberry police department can do that. It’s as easy as opening your stinking mail.”
Milner was now really interested. “How long to get wiretaps?”
“It takes probable cause to get it through a judge. But if my partner’s rendition of events is accurate, assume they have them by now.” The stern look of Uncle Sanford again.
Milner felt himself smile, tried to suppress it because he knew it would piss off Sandy. “So what happens next?” He wanted to milk this out to the end. He was getting an idea.
“They nail a low-level person and get him to give up someone higher up. Work up from there.”
Milner shrugged.
“Don’t give me that ‘who cares?’ shrug. You’re the top of the food chain.”
Milner thought for a moment, then said, “So how long’s it been now, since they’ve been at this?”
“About two months.” Sandy impatient again at this point. Showing he’s annoyed with a different stern look reserved for when Milner was intentionally being annoying.
“That’s a long time. So maybe they haven’t got anything after all. What if there’s nothing to get?”
Sandy leaned forward. “Don’t bullshit a bullshitter, my friend. If there’s nothing to get, how do you explain the couple hundred million Walker sneaked into your bank accounts?” Sandy looked at his watch. “I remind you I’m billing here, and I’ll stay as long as you want, but I’ve got work to do back at the office. You need me anymore today?” He nodded to Chuck, got up and left without waiting for a response.
Richard was so busy working on Tentron it was days before he spoke to Kathy again. He still hadn’t told her about finding the mole’s email account on the War Room computer in M&A.
“Are you still screwing around with that?” Kathy said when he told her.
“Look, all I’m asking you to do is go back to the computer where you found the walker2 email account, see how many emails to and from the mole are on it, print out hard copies and send them to me.”
“It’s a waste of time…”
“And since you found another person in London that walker2 is sending emails to, print those, too.”
“What is it with you and this mole thing?”
“I think something’s going on.”
“If you think something’s going on then tell somebody.”
“I’m not going to tell anybody until I’m convinced.”
“So you’re not going to waste anybody else’s time until you’re convinced, but you’re happy to waste mine?”
“Dammit, all I’m asking you to do is click on an email account in the computer, sort a bunch of emails and print them out. How the hell long can that take?”
Kathy didn’t respond for a moment. “Okay, I’ll do it. But only if you promise that if there’s really any substance to this, you’ll tell somebody and put an end to it.”
“Done.”
Jack was sitting in front of Mickey’s desk, watching him glance back and forth at his screens. Four flat panels, two at each end of that battleship-sized, glass-topped table he used as a desk. Two more LCD TVs sat on a credenza to his right, piping in CNN and Bloomberg. Wires lashed to the legs of his desk, running up through the floor into the screens made it look like one of those futuristic movies. Jack could imagine Mickey wired to the Internet with a big plug in the back of his head, doing deals in cyberspace. This was how he worked, alw
ays had been. Sucking in info, thinking, reflecting. Then Mickey and him ham-and-egging it, like they’d done for 20 years.
“I talked to Milner again,” Jack said.
Mickey didn’t look up from his screen, but nodded.
“He says he’ll hear us out on a conference call about next steps on Tentron, but he seems lukewarm all of a sudden.”
Mickey shrugged, still looking at another of his screens, then at Jack. “Maybe it’s the markets. They’re a mess since Bear Stearns blew up. And now Merrill Lynch and Citi look like they’re starting to implode.”
“That’s not it.”
“Doesn’t like the deal?”
“He loves the deal. But he gave me some bullshit about being a ‘builder’ again.”
“Could be he’s spooked by the potential lawsuits over the Southwest Homes IPO. An investor buys the stock at $14.75 and three weeks later it’s at $5.25, he’s likely to be upset.”
“I wish that was it. No, I think he’s backing out on us altogether.”
Mickey raised his eyebrows like he was asking, “Why?”
“He wants a face-to-face with just the two of us after the deal strategy call.”
Mickey said, “Maybe he’ll need some convincing.”
“Project Mary Claire,” Jack Grass said as he pulled his copy of the black book out of his briefcase and placed it on the desk.
Richard looked around Jack’s office. On his credenza behind his desk sat about a hundred Lucite blocks containing tombstones, mementos of deals he had done. The entire wall behind his desk was covered with neatly framed, glass-enclosed tombstones as well. Notches in his gunstock. “Ready to get started?” Jack asked into his speakerphone once LeClaire sat down. Steinberg was on the line from Chicago.
“As you can see from the table of contents,” LeClaire said, “the first tab of this section summarizes all of our analysis.”
“There’s a lot of work to do to unbundle the value in this thing,” Milner said. “So, François. Let’s cut right to it. Your strategy on page two, the one where I keep the Beta and Sigma divisions.”