Authors: T. E. Cruise
The directors who had already announced themselves behind Campbell did not try to hide their smiles. Gold ignored them.
“My point is that a conservative long-term corporate strategy is sound business practice during uncertain times. Sky-world
should not be looking to expand, but to retrench. It should be looking to weather what you all must admit is a possible—and
I would say
probable
—industrywide hurricane of reform. When that hurricane hits—not
if
it hits, gentlemen, but
when
—not everyone will survive. For those who do, transcontinental routes will be the least of their spoils.”
Gold looked around. All eyes were upon him. There was nothing like a forecast of gloom and doom to rivet an audience’s attention.
Now was the time to make his move—
“As chairman it is my duty to do all I can on behalf of the stockholders to see to it that my company survives. Accordingly,
I move that this board authorize a new issue of Sky-world stock—”
“Wait a minute!” Campbell shouted, jumping to his feet. “There’s no call for a new issue of stock—”
“—A new issue of a quarter of a million shares,” Gold pressed on, ignoring Campbell’s outburst, “which is, according to my
calculations, the amount necessary to recapitalize a weakened Skyworld—”
“What you really want to do is erase the numerical advantage of the shares I now hold!” Campbell yelled in accusation. “What
by-law gives you the right to pull this hornswoggle!”
“Page fifty-two, paragraph four, clause D—” Gold began innocently.
“Don’t quote me the goddamned rules,” Campbell bellowed. “I wrote the goddamned rules! Paragraph four states there’s got to
be an emergency. There’s no emergency—”
“Tim, calm down,” Saunders interjected. “The chairman still has the floor.”
Gold waited a moment, to let it sink in that Campbell had lost his control. Hopefully, with any further displays of temper,
Gold could bait Campbell into showing the others just what sort of chairman Tim would
be
under pressure…
“Thank you, Mister Saunders,” Gold politely said. “Now, then, to address Mister Campbell’s objection: The emergency is the
threat poised by Mister Campbell’s proxy fight, and the disastrous course on which he means to take Sky-world should he win.”
“A question, if I may, Mister Chairman?” Campbell asked. He was back in his chair, and had regained his poise. “Isn’t it true
that if we suddenly flood the market with a new issue of stock the price per share will drop, further weakening the company
during your so-called time of peril?”
“I never said anything about putting those shares on the market,” Gold replied. “What I propose is an exchange: two hundred
and fifty thousand shares of Skyworld to be exchanged for three hundred and seventy-five thousand shares of GAT. For every
one share of its stock, Skyworld would receive one and a half shares of GAT. Since I am chairman of GAT’s board, and control
fifty-one percent of its stock, I can assure you that GAT will look favorably on the transaction.”
“This is absurd!” Campbell sputtered.
“Is it?” Gold shrugged. “Since 1925 Skyworld has steadfastly stood behind GAT, the former ready to lend its financial strength
to the latter in its endeavors to bring new and advanced aeronautical designs into reality. I’m sure you gentlemen have been
following the stock market recently. You all know that Mister Campbell’s takeover threat has brought a measure of instability
to the price of Skyworld. There have been troubling rumors swirling on Wall Street, rumors that there may have been some unethical
windfalls being enjoyed by certain participants in this takeover battle.”
Gold pretended not to see Campbell’s glare. “On the other hand, GAT’s stock price has steadily risen. This is because the
public knows that GAT made aviation history with the G-1 Yellowjacket and G-1a Dragonfly. This is because the public witnessed
the United States Navy select GAT to supply that branch of the service with its new torpedo bomber, and because the public,
like the rest of the world, anticipates the debut of GAT’s greatest triumph: the fabulous GC-1 Monarch, the commercial airliner
of the future.”
Gold paused. “Skyworld has been a faithful friend to GAT in its times of trouble and strife. Now GAT stands ready to rescue
Skyworld.”
“It won’t wash, Herman,” Campbell growled. His livid gaze swept the table. “I warn all of you, it won’t wash! The stockholders’
meeting is in four days. I’ll use the votes vested in me by proxy to throw the lot of you out—”
“That is no way to talk to fellow board members,” Saunders growled.
Gold was elated. “Excuse me, Mister Campbell,” he said coolly, “but proxy authorizations can be rescinded. Four days is enough
time for the board to get the word out to the stockholders via press conferences, radio announcements, and newspaper ads.
Our argument will be that a substantial interest in GAT will raise Skyworld’s stock price. Surely our stockholders will approve
of that. Not to mention that GAT’s profits from the sale of the Monarch will prove to be just the sort of fallback resource
Skyworld will need in the chaos following the rescinding of the Watres Act.”
“
What
rescission?” Campbell shouted in frustration. “
What
airplane? You haven’t even got a goddamned prototype yet!”
That much was true
, Gold thought. But actually, the Monarch project was further along than Campbell knew. Since he’d moved his office out of
the Burbank complex, Teddy’s team had solved the Monarch’s rudder-control problem when flying with one engine out. Work had
immediately begun on a prototype. The completion date was less than five weeks away.
“Gentlemen, I’m sure you understand that I’m reluctant to go into the specifics,” Gold said. “This much I will say: Mister
Campbell has been so immersed in his takeover campaign that he has been out of touch with what’s been going on at GAT.” Gold
looked around. “Well, gentlemen, if there’s no more discussion, I suggest we take a vote on my proposal.”
Saunders looked at Campbell. “Any objection?”
“Hell, no. Let’s vote.” Campbell scowled. “And look, to save time concerning this nonsense, why not just go around the table
with a voice vote?”
“That’s highly irregular,” Saunders worried, chewing on his cigar stub.
“
That
’s highly irregular?” Campbell burst out laughing.
“I certainly have no objection,” Gold said. “Considering my personal interest in the outcome, I defer to Mister Saunders,
who has remained neutral during this conflict, to carry out the procedure.”
Gold sat down. Now it was out of his hands. He knew that of the eleven men on the board, three besides Hull Stiles belonged
to Campbell’s takeover group. Gold knew how he himself would vote, which meant that he needed all five of the remaining votes
to win. Campbell needed only one vote from the five in order to defeat Gold’s plan.
“A voice vote, then, on Mister Gold’s proposal,” Saunders said. “I will vote last. Mister Campbell, will you begin?”
“I vote no,” Campbell declared.
“Mister Stiles?”
Hull, pale, his eyes downcast, whispered, “No.”
That’s all right, old friend, Gold thought.
“No.” “Yes.” “No.” “No.” “Yes.”
The vote was moving quickly around the room: five to two in Campbell’s favor. Campbell’s faction, predictably, had voted in
a block. Gold knew that those who’d so far voted for
his
proposal were doing so out of self-interest, not loyalty or friendship. GAT’s record on successfully marketing new planes
was one of the best in the business. If the Monarch followed suit, the GAT holding that Gold was offering could easily triple
in value.
“Yes.” “Yes.”
Five to four, Gold thought. He was careful to keep his hands, with his fingers crossed, hidden under the table.
Saunders looked at him. “Mister Gold?”
“Yes,” Gold said, making it five all. Saunders would break the tie.
“I vote aye, as well,” Saunders said. “The vote is six to five in favor of the proposal.”
Gold stood up. “Gentlemen, thank you for your support. I will at once set in motion—”
Campbell got to his feet. “It’s only fair to warn all of you I will challenge this in the courts.” He paused significantly.
“
And
in the press.”
“I’m disappointed, Tim.” Gold shrugged. “But I can’t say that I’m surprised. You always did like to wash your dirty laundry
in public.”
“And I’m going to crucify you at the stockholders’ meeting!” Campbell vowed.
“Maybe not,” Gold said calmly. “The new stock issue and subsequent exchange will muddy the waters for a lot of investors.
The fact that the board has endorsed it will carry a lot of weight. The stockholders may decide to, for the time being, stick
with the status quo, just to see what might be shaking down. They might decide that there’s always time to make a change…
Like during
next
year’s stockholders’ meeting.”
Gold paused. “But, of course, you don’t really have until next year, do you, Tim?”
Gold struggled to keep from grinning as Campbell stormed out.
(Two)
Gold Household
19 April 1933
Gold awoke at five-thirty in the morning; as usual, a few moments before the alarm clock on the night table was set to go
off. He reset the clock for seven, when Erica, who was sound asleep and softly snoring beside him, wanted to wake up, and
carefully got out of bed so as not to disturb her.
Gold showered and shaved, thinking all the while about the Skyworld stockholders’ meeting scheduled to begin at nine o’clock
in the grand ballroom at the Swadsworth Hotel in downtown Los Angeles. He wrapped himself in a terry-cloth robe and went downstairs,
where Ramona fetched him a cup of coffee. He took it into his study. He stared at the telephone on his desk for a moment.
He took a deep breath and let it out, to calm himself, and then telephoned Tim Campbell.
A servant answered, and protested that Mister Campbell was sleeping. Gold identified himself and insisted that the servant
wake Campbell up. It took a couple of minutes for Campbell to come on the line.
“My God, Herman! What do you want at this hour!”
“That was pretty fast work the way you got that judge to issue a court injunction against the new stock issue,” Gold said.
“That’s what you called to tell me?” Campbell complained, yawning. “Anyway, it was easy,” he said. “I didn’t even have to
bribe the judge to get it done. Nobody can pull that kind of stunt in the market anymore, and you can thank your buddy Roosevelt
for that. You heard the talk that he’s got some kind of permanent commission in mind to be a watchdog on Wall Street?”
“Yeah, I heard that,” Gold said.
“I pity a guy starting out today,” Campbell muttered. “There’s going to be too many rules getting in the way of things…”
“You’ve got to admit, I whipped your ass at that board meeting.”
Campbell was silent for a moment, but then he chuckled. “Yeah, you did, Herm. But you always did know how to work a crowd.
God, you were good! You got balls, Herman. That’s what I love about you. I always will. Anyway, we’ll see whose ass gets whipped
today.”
“Meaning mine? We’ll see…”
“Herman, please!” Campbell scoffed. “You’re beat and you don’t know it! The part I like is that you screwed yourself! That
injunction I got against you made you look bad in the newspapers. The public hasn’t forgotten how they got fleeced by fast-talkers
back in ‘29, you know. My getting a judge to come out against you evidently scared quite a few investors out of your fold.
Skyworld stock has had a lot of activity the past couple of days, and guess who bought all he needed?”
“I bet you paid top dollar.”
“Who cares?” Campbell said. “There’s no doubt in my mind that at today’s meeting I’ll get enough votes to put me over the
top. Skyworld is mine.”
“It sounds bad for me, Tim,” Gold admitted. “Listen, there’s some things I’d like to talk over with you, face-to-face. Why
don’t we meet? Say, at eight? In the coffee shop at the Swadsworth?”
“You want to talk surrender, is that it?” Campbell chuckled.
“Maybe we could work something out between us before the meeting,” Gold said meekly. “Come on, for old times, what do you
say?”
“Sure, Herman. See you at eight in the coffee shop,” Campbell said, and hung up. Gold broke the connection and immediately
dialed Teddy Quinn’s number. Teddy answered on the first ring.
“He went for it,” Gold said.
“What time?” Teddy asked.
“Eight o’clock. When I’m done with him I’ll call you at Burbank.”
Gold hung up, and left the study. He bumped into Ramona, the housekeeper, on his way upstairs to get dressed.
“
Señor
Gold, you must eat! I’ll make you bacon and eggs—”
Gold gathered up the surprised maid and waltzed her around before continuing on his way upstairs. “No, thanks, Ramona. Today
I’m going to have the new chairman of Sky-world for breakfast.”
Gold got to the coffee shop in the Swadsworth Hotel precisely at eight. Campbell wasn’t there, and Gold spent a few anxious
minutes in a corner booth staring into his coffee as if it were a crystal ball in which he could portend the future. He worried
that he’d misjudged Campbell’s desire to gloat… What if Campbell had decided not to show?
Campbell appeared at eight-fifteen. “Sorry, Herm,” he said nonchalantly as he slid into the booth, opposite Gold. “A couple
of stockholders collared me in the lobby… to congratulate me,” he pointedly added.
“Hey, you won. You deserve to be congratulated.”
“Then you do admit that you’re beat,” Campbell pounced.
Gold sighed. “I’ve been thinking it over since we talked this morning.” He nodded in resignation. “Yeah, I’m beat, Tim.” He
extended his hand across the table. “No hard feelings?”
Campbell shook hands. “None on my side, but hell, why would there be? I’m not the loser.” He smiled.
The waiter came, and Campbell ordered coffee. When they were alone Campbell lit a cigarette and said, “Surely you didn’t want
to meet just to concede my victory?”