The Cost of Happiness: A Contemporary Romance (14 page)

Dan turned to face Meghan with a “What else did you want to ask?” look on his face. She flicked him a look and waited for him to say something. When he didn’t, she widened her eyes. He smiled slightly, his head tilted. Clearly he wanted her to talk. Damn him.

She took a breath. “I’m curious about Jenner, that’s all. Why did they die when they did? Did it have anything to do with the technology issues we’re looking at? I know it’s not what this case is about, but I can’t help wondering.”

She waited for Lou’s dismissive comment, a “don’t worry your pretty little head about that” routine. It never came.

Lou paused, his eyes flickering without focusing on anything. “I’m not sure. Vince would know, of course.”

“Following up on Meghan’s question.” Dan paused. “If I understand it correctly, Jenner had the Betamax—the technology that didn’t make it in the market. Now, if it was something, oh, I don’t know, about the buttons, or the microphone or speaker or some bit of the hardware, that’s irrelevant to our case, right?”

Lou nodded, slowly.

“If they had a different SMS technology, though, that’s relevant. Even if we don’t yet know how it fits in with the current case. They haven’t been named in the lawsuit.” Dan pointed to Meghan’s pad. “Make a note of that. Perhaps we can figure out why they weren’t named.”

“I checked,” she said. “They actually went through a Chapter Seven bankruptcy in 2008. They had to liquidate all the assets, so I don’t believe there’s a corporate successor to pay damages. In effect, no one’s left holding Jenner’s liabilities.” She looked at Lou, then down at her hands. “There’s no one for the plaintiffs to sue.”

“She’s got you there,” Lou grinned at Dan, who was staring at her, his mouth open.

She couldn’t tell. Was Dan upset that she hadn’t mentioned it to him before now?

He gave his head a brisk shake, as if he needed to get water out of his ears, then turned back to Lou. “I keep feeling like I’m a step and a half behind her. Okay, back to our questions about ProCell’s market share.”

Dan followed up with more questions until finally, Lou threw up his hands in self-defense. He called his assistant. “Heather, see if Vince will have any time this afternoon to meet with the lawyers.”

He hung up. “I know he’s in town this week. Question is if he’ll be free.”

Dan laughed, “Hey, we’re not even sure why we’re asking, so it’s going to be a bit hard to explain to the CEO.”

“Oh, Vince’s got a sense of humor. He’ll get the joke,” Lou assured them.

When they got back to Lou’s office, Heather had juggled everyone’s schedules to allow Dan and Meghan ten minutes in Vince’s office. Meghan gathered up her notes and checked the battery life in her digital recorder.

Lou pointed them in the direction of the CEO’s office. “In you go. Vince’ll call me if he needs me.”

Vince Johnson looked more like a Down East fisherman than a prosperous CEO. He had a sun-weathered face, wiry salt-and-pepper hair, and a lingering New England drawl. Lou was right, though—Johnson had a sense of humor.

“I heard you Philadelphia lawyers had some questions for me,” he started as they sat down at the conference table in his office. “Shoot.”

“It’s my colleague’s idea, really,” Dan started. “Meghan?”

She swallowed hard and concentrated on her notes. “Here’s what I don’t understand. According to Harvey, ProCell had a solid product in the mid-90s. Then the new SMS technology emerges in ’98 and ’99. There are SMS advances in 2000, most notably Jenner’s. Argus and Tech 3 take off, but Jenner dies, two years later. What was going on then, in the industry? And how was ProCell affected?”

Johnson leaned back and laughed. “Ah, that’s an excellent question. And truth to tell, I’m not sure I have a satisfactory answer. Not an answer I find satisfactory, at least. At the time, we thought we had cutting-edge stuff, as good as or better than Argus and Tech 3. The market spoke, and we ended up struggling through 2000. In some ways, if Jenner hadn’t gone bust, I’m not sure we’d have made it. But they did, and in 2002, our guys came up with some damned good advances, and we were back in the game. Never caught up to Argus and Tech 3’s market share. Doesn’t make us look that great. Luckily our board of directors seems to think that’s just the way it is.”

“What do you think?” Meghan looked him in the eye. She sensed he was being just a bit too polite for her taste.

Dan added. “Remember, this is a privileged conversation, so you can say anything.”

“I think they cheated,” Johnson said simply.

“Argus and Tech 3?” Meghan prompted.

“I don’t know how they did it. Just a gut sense that something didn’t feel right at the time. We didn’t make a bad product back then and still we lost a lot of market share in 1999 and 2000. I wasn’t the CEO then, but I remember my predecessor explaining it to me when I was recruited by the board in 2001. It would have been easy to see it as him covering his ass—excuse my French—except I didn’t then, and I don’t now. Our market share slowly improved, and the board likes to give me the credit. Nonsense. I took over a well-run company with a solid product line. I wouldn’t hesitate to say if I’d mopped up his mistakes. It simply isn’t true.”

Dan broke in then. “Where does this get us, Meghan?” he asked. “In terms of the case, I mean.”

She detected no hesitation in his voice, nothing to suggest she should shut up and let him take over. “What we want is something that shows definitively that ProCell didn’t use the same technology as Argus and Tech 3. That only gets us halfway there, of course. We also have to show that ProCell’s own SMS technology couldn’t have resulted in the overbilling problem. Harvey seems comfortable that any experts we retain would support that conclusion. So, if we can show that ProCell wasn’t like Argus and Tech 3, we could ask the court to sever us from the other defendants. That should get us an expedited stage one action, requiring the plaintiffs to show how our technology could have produced the problem billing. If they fail, ProCell’s out of the case.”

She paused, in case either man needed to stop her talking. Their silence made her heart race in a fizzy, this-is-so-fun way. “So what I keep coming back to is the interplay of the technology and market share. In the mid-nineties, ProCell had what—a twenty-five percent market share, right?”

“Roughly.” Johnson nodded.

“Then it goes down to twenty percent right about the time that Jenner is failing. That means that Argus and Tech 3 were splitting almost all of the remaining eighty percent. Neither company had held more than a thirty-two or thirty-three percent market share before that. So what happened? I don’t know. I have the same questions you do, and I keep thinking it might be linked to the SMS technology, and if it was, it could be support for getting ProCell severed.”

“How do we look for this?” Dan asked.

Meghan shrugged. “I want to talk to people associated with Jenner. See why it died.”

Dan positively beamed at her. “Got anyone in mind?” he asked.

She pulled a sheet of paper out of her stack of file folders. “Well, here are some names from their SEC filings.” She handed the paper over to Dan, who passed it to Johnson. “That’s from their last year before the bankruptcy. Don’t know if these people can help us, but they might know someone who can.”

“Well, I know a couple of these guys,” Johnson said. “I’ll have someone track them down and get you numbers. If I can email them, I will, just so they know you’ll be calling.”

“That would be great,” Dan said, standing to leave. He shook Johnson’s hand. “Thanks for seeing us.”

“You’re trying to save us millions of dollars.” Johnson winked at them. “I figured I could spare ten minutes.”

Meghan couldn’t think of something jocular to say, so she just held out her hand and made herself look Johnson in the eye.

He clasped her hand with both of his. “You seem awfully young to me, Ms. Mattson. Can’t deny that you know your beans.”

“Thank you,” she said. At least it sounded like a compliment. She always wanted subtitles in these situations—some way to know what people’s platitudes really meant.

She and Dan walked back to the conference room they’d been using on the other side of the building.

“Good job in there,” he told her.

“Don’t you worry that the client’s going to get annoyed when he’s paying you at partner’s rates while I’m doing the talking?”

“If I thought Vince Johnson was that sort of client, I wouldn’t have let you get a word in,” he teased. “As I didn’t know what you wanted to ask him, I had to take a chance that he’d be okay with you being the smarter lawyer.”

Meghan shook her head slowly. “That is wrong on so many levels.”

“What is?”

“First, I’m not a lawyer, you and I both know that, and I would have been more comfortable if the CEO of a significant client also knew that. Second, I’m not smarter than you—that’s just silly. And finally, uh…” She made the mistake of looking over at Dan, who was silently laughing. Laughing at her.

She hit him with her pad of notes. “I’m making a serious point here. Okay, so I sound like a brat while I do it, but it’s still a serious point.”

He stopped in the hallway outside the conference room, pulling on her wrist to get her to face him. He looked solemn, all trace of teasing gone. “I’m sorry. You’re right. I must be punch drunk on all the tech talk you’ve been serving. Look, you thought of something that could advance the ball in this litigation. I applaud that. I want you thinking of things. I want everyone on the team thinking of things. I don’t expect everyone to generate precious gems of wisdom every time. I just need it to be original and somewhere near the general area we’re looking at.” He ran his hand through his hair. “If you felt I was hanging you out to dry in there with Johnson, I wasn’t. Other people see you as a mid-level associate. Fully trained, fully competent, and more than capable of thinking on your own.”

She opened her mouth to protest. Dan held up his hand. “No. These guys don’t care whether you’ve passed the bar exam. I could have explained that you’re a paralegal, and I still would have let you ask the questions. What’s the worst thing Johnson is going to think? That I’ve got the best damn paralegal on the eastern seaboard? That’s not a bad thing, you know. And he certainly won’t complain when he sees that he got smart lawyering at a fraction of the usual billing rate.”

Dan gave her the blue steel stare. “You have to get over this. Now. Be assured I’m monitoring everything you say, everything you do, and every interaction you have. You are not violating any ethical canon. You are serving the client, and the firm, by being smart. So stop worrying, okay?”

Meghan looked into his eyes, now back to their sunny summer blue. He was right. She was stupid not to trust him. That was hard for her, to rely on another person to make sure she didn’t mess up or make a fool of herself. She could see the situation from his point of view—he really was getting great value in a paralegal with two years of law school under her belt. She took a deep breath, squared her shoulders, and nodded.

As Meghan walked ahead of him into the conference room, Dan wanted to shake his head in disbelief. She just didn’t get it, did she? And he wasn’t sure how to explain it to her. She seemed blind to the power of her combination of preparation, imagination and bulldog tenacity—vital characteristics in a litigator. She was thinking about this case far more than he was, and he was pretty sure that wasn’t because she’d seen it when it first came in. She just looked at everything, thought about everything, questioned everything.

Plus, she was taking the time to learn about the technology. It was a blessing, frankly, as he could barely get his DVR to work right. He had a smartphone, but he wasn’t particularly smart about it. He was used to being stupid at the beginning of cases. Hell, he’d known nothing about modern accounting practices until he started to prosecute white-collar crime. He’d learned. And he was learning here, too. Just not as fast as Meghan was.

The conference room was empty. Meghan immediately began working on some notes from—what? Their lunch with Lou? The conversation with Vince? Who knew? It was like she was on some streamlined sailboat slicing through the water on a windy day, elegant and fast.

Another partner would have been annoyed. Dan had seen that firsthand when he worked at a big Wall Street firm right out of law school. Some partners were open to bright, hard-working associates really putting their hearts and minds into cases, while other partners seemed more comfortable with the associate taking a back seat, limiting their work product to memos and preparing the partner so he—or she—could shine in front of the client. It seemed stupid and counter-productive to Dan then, and he hadn’t changed his mind even now that he was the partner. If Vince Johnson thought less of him because Meghan Mattson was crazy smart, well, fine. Dan knew he deserved credit for recognizing what seemingly no one else at Fergusson & Leith did.

Dan had time to mull things over while Meghan handled the questions for the last of the techies. She had her earnest face on, the one that amused him. If she could see herself—see the concentration and intensity she brought to the challenge of getting information out of technical types discussing a dry topic—surely that would banish her anxieties. He could tell, though, that she had a blind spot where her own strengths were concerned.

He listened to the interviews with half an ear while he wrestled with a completely separate issue, one that seemed more immediate given Wallace Leith’s warnings. Despite his lectures to himself, Dan wasn’t making any progress seeing Meghan only as a colleague. He saw her strengths as a lawyer—okay, as a legal mind. That should have been his only focus.

It wasn’t. He also saw her as a woman. Young in some ways. She was what? Seven years younger than him? Didn’t matter. She was so hot when she got going. He felt the attraction even while she was talking about cell phones, for God’s sake. If that couldn’t quench his desire, nothing could.

He was so close to committing that sin, of playing out the partner dallying with a paralegal cliché, it shocked him. A lot. How long had it been since he’d felt his pulse speed up just because a specific woman entered the room?