The LeBaron Secret (37 page)

Looking out at the Square, she thought: I am that loosely draped lady, she is me. See how surely and squarely she stands, chin tilted upward, resolute, proud, secure in her world, unafraid of the future. See how she seems to be spreading her wings, preparing to fly, borne by the wind. She is me. Oh! She is me.

And she thought: It is simple. He loves me. Next, he will ask me to marry him. That is what happens next to lovers. And I will say yes.

But, as a few of us know, it did not happen quite that way, not quite that way at all, at all, at all.

“Sari, I've arranged to come to San Francisco on Friday,” Joanna is saying. “I'm taking the eleven o'clock, so I should be in the city by one. I'll be staying at the Stanford Court.”

“Nonsense,” Sari says. “You'll stay here, of course. There's plenty of room. I'm not going to have you staying at some hotel.”

“Well,” Joanna says with a little laugh, “that's very nice of you, but I think I should warn you that I'm more than likely going to take Eric's side in this—if it should come to a vote, that is. And I don't want to feel I could be murdered in my bed!”

“Nonsense again. There's no reason why we two can't meet and discuss this thing like two adult, civilized human beings.”

“That's what I'd like, Sari. Just a nice, adult, preferably pleasant family discussion of the situation. Not a formal stockholders' meeting. Just a discussion of the pros and the cons.”

“Exactly.”

“And I think Eric should be present when we do this,” Joanna says. “I think Eric should be able to present his side.”

“Well, Eric and I aren't speaking at the moment,” Sari says. “So I'm afraid that's out of the question.”

“Sari, I'm sure Eric will come if you ask him. At least ask him, Sari. I think it's important that everyone concerned be present when we meet—Eric, Peeper, Melissa, and you and I.”

“What about Lance?”

“Lance won't be able to make it,” she says. “But he and I've discussed it, and he will go along with whatever I decide to do. Which I'm sure comes as no surprise to you, Sari.”

“No,” she says a little sourly. “No surprise at all.”

“Then what shall we plan?”

“Let's plan on dinner here at the house Saturday night,” she says, “if that suits everybody.”

“And you'll try Eric.”

“Yes.”

“And no lawyers—nothing like that, Sari.”

“Just family.”

“Who knows?” Joanna says. “We might just all end up having a good time. Wouldn't that be nice—for a change?”

“And it's settled—you're staying here. I'll cancel your hotel reservation. And Jo—give me your flight number. I'm going to send Thomas out to the airport to collect you.”

“Well,” she says to Thomas a little later. “Did Melissa get that letter?”

“It was on her breakfast tray, with all her other mail, this morning, Madam.”

“Then why the hell haven't I
heard
something from her?”

“When I picked up the tray, all the mail was gone.”

“Then why no reaction from downstairs?”

“Perhaps Madam should—”

“What?”

“Initiate a conversation with Miss Melissa.”

“On
that
subject? No! Then she'd know immediately that we'd steamed open the letter and read it. Then she'd really be on the warpath with me!”

“Yes, Madam has a point.”

“There's not that much time to waste. We're going to try for a family meeting. Here. Saturday night.”

“I know, Madam. Have you invited Miss Melissa yet?”

“No …”

“Why not do that now? Madam might get some hint, from her tone of voice.”

And so, while Thomas watches, Sari picks up the interhouse phone and taps out Melissa's code on the buttons, and Thomas listens as his mistress says, “Melissa darling, how are you today? … Oh, fine, just fine. Darling, can you come up for dinner Saturday night? Joanna's going to be here from New York, and we thought we could all discuss this takeover proposal of Eric's and Harry's … yes, all of us.… You can? Oh, good. Seven-thirty, very casual.… And—how's everything else? Ah … good.”

She replaces the phone. “Sweetness and light,” she says to Thomas. “All milk and honey. Butter wouldn't melt in her mouth. She'd
love
to come! Dammit, Thomas, what in hell is Melissa trying to
pull?
”

“Well, I will keep my eyes and ears open, Madam. At the moment, that's about the only thing we can do.”

Ten

It is Friday morning, and Sari and her lawyers are meeting in her downtown office on Montgomery Street. Jacobs & Siller have sent not one, but two, of their senior partners over to discuss the situation on the theory, perhaps, that two heads are better than one, or, more likely, that two heads mean they can double their fee. The lawyers' names are Jonathan Baines, Esq., and Simon Rosenthal, Esq., and Messrs. Baines and Rosenthal have just finished explaining to Sari, who proposed this meeting, that there is really very little they can do. Sari is thinking: senior partners! They both appear to be no more than eighteen years old, and Mr. Baines has a beard, like a hippie.

“You see, Mrs. LeBaron,” Mr. Rosenthal is explaining, “the way your husband's will was written, you and your sister-in-law each control thirty-five percent of Baronet Vineyards. Clearly, your late husband wished to divide the rest of the shares proportionately and fairly among members of the next generation. Thusly, of the remaining thirty percent of the company, fifteen percent was bequeathed in equal shares to your children, and an additional fifteen percent was bequeathed to your sister-in-law's children.”

“I know all this,” Sari says impatiently. “But fifteen percent to Lance doesn't seem fair, when each of my children only gets five.”

“Unfortunately,” he says, “your sister-in-law had only the one child. But we must assume that your late husband intended this will to be fair and equitable, one that would preclude any family conflict or dissension. The will was very likely written with the thought in mind that Joanna LeBaron might have further issue.”

“At age forty-six? Not bloody likely!”

“Well, your late husband's last will and testament was written in nineteen forty-five, when she would have been—uh—thirty-five or thirty-six, and when your late husband still might have supposed, or taken into consideration, the possibility of future issue.”

“Well, what can we do? Who can we sue? Can we break the will?”

“Of course, that is a possibility, Mrs. LeBaron,” Mr. Baines says, “but I think a rather remote one. Don't you agree, Si?”

“Your husband died in nineteen fifty-five—” Mr. Rosenthal says.

“Dammit, I know when he died!”

“—and his will was probated, without contest, later that year. The provisions of this will have been operative since then, and we don't think it likely that a court would look kindly at an attempt to break, as you put it, an instrument the provisions of which have been operative for nearly thirty years.”

“And on what grounds could we attempt to break the will, Mrs. LeBaron?” Mr. Baines says.

“Fraud!”

“Fraud?”

“Fraud—deceptions—lies.”

“What sort of lies, Mrs. LeBaron?”

“Never mind. What I want to know is how I can win this thing. That's what I brought you here for. I'm not going to let them take my company away from me.”

“Unfortunately, Mrs. LeBaron,” Mr. Rosenthal says, “in view of the way in which your late husband apportioned his estate among his heirs
per stirpes
—”

“Don't use expressions like
per stirpes
with me. Speak English.”

“Unfortunately, the way the Baronet shares were divided under your late husband's will, if your sister-in-law votes in favor of the acquisition, as you indicate to us she will, and if her son, Lance, votes with her, and they are led by your son Eric and Mr. Tillinghast, they will have fifty-five percent of the share votes, Mrs. LeBaron. If that is the way these four shareholders align themselves, there is no way that you could win. It is a lost cause.”

“Dammit,” she says, “I hire you people to help me defend my case, and you start out telling me you're going to lose it for me!”

“Mrs. LeBaron,” Mr. Rosenthal says, “this is not a
case
, and you are not a
defendant
. This is an offer to buy, and you are one of the proposed sellers. In Wall Street terms, this is a takeover bid, and your company is the target.”

“Means the same thing, doesn't it? Just words.”

“All we could do,” Mr. Baines says, “since our firm serves as trust officer for your late husband's estate, and if the Kern-McKittrick offer is placed before a shareholder vote, is be present at this shareholders' meeting. Naturally, we would have no vote ourselves, nor could we in any way influence the vote. But we could be present at the meeting to make sure that everything is conducted legally, and that the shareholders' interests are properly protected. In fact, I think we should be at this meeting, don't you, Si?”

“Definitely. Make sure that there isn't any hanky-panky.”

“Not that I can see that there would be,” Mr. Baines says. “It seems like a perfectly straight and aboveboard offer. A clean bid, as they say.”

“Then let me ask you one thing,” Sari says. “What if Melissa is not my daughter?”

“Hmm?”

“You heard me. If Melissa is not my daughter, then what?”

“Not your daughter. Well—” Mr. Baines says.

“Adopted, or something.”

“Well,” Mr. Baines says, riffling through some papers in the open briefcase on his lap, “since Melissa LeBaron is designated in Peter LeBaron's will as his five percent heir
per stirpes
, I don't see that it makes any difference whether she was adopted or not. She is still one of the heirs
per stirpes
.”

“And,” Mr. Rosenthal adds, “Melissa LeBaron's vote hardly counts in the takeover bid at all. With or without her vote, you are already outvoted.”

“So I'm defeated. Powerless. I've as good as lost control.”

“Which brings us, Mrs. LeBaron, to a recommendation on our part. We know you feel strongly about the matter, but we feel strongly also, as your advisers, that we should advise you to accept the Kern-McKittrick offer.”

“Never!”

“There is even a rumor circulating that Harry Tillinghast is willing to increase his offer by five tenths of a point.”

“Five tenths of a point! Peanuts.”

“You are a solely family-owned company at the moment, Mrs. LeBaron. In the event of your death, or your sister-in-law's death—”

“I'm perfectly healthy, thank you!”

“In the event of your death, the government could step in, and place any sort of appraisal it chose on your estate—”

“You're going to tell me all about taxes, aren't you? Well, I've heard all those arguments.”

“But your heirs—”

“I don't plan to have any heirs.”

“Everyone has heirs, Mrs. LeBaron.”

“I'll be the first one not to.”

“We've been in communication with Joanna LeBaron's lawyers at Cravath, Swaine and Moore in New York. They strongly recommend that she accept the Kern-McKittrick offer. We also recommend that you do.”

“Harry Tillinghast's in the oil business. What does he know about making wine?”

“I'm sure you'd still be able to exercise a certain amount of control.”

“I want full control! I want the control I've had since Peter died. I want to keep my company. If I can't, this meeting is over.”

Mr. Baines begins snapping his briefcase closed. “Well, we've given you our best recommendations,” he says. “There's nothing more we can say.”

“You've wasted an hour of my time to tell me there's nothing I can do.”

“The only thing I can suggest that you do,” he says, “is what you can accomplish with your personal powers of persuasion in terms of the others in your family. Meanwhile, keep us abreast of developments.”

When they have gone, she buzzes for Gloria Martino. “See if you can get Eric on the phone for me,” she says.

In Burlingame, Alix LeBaron is lying under a towel on her massage table, having a pedicure performed on one end of her anatomy and a massage performed on the other. As usual, she lets the telephone ring five or six times before reaching a bare arm out from under the towel to answer it.

“Well, Belle-mère,” she says, “I hardly expected to hear your voice. I didn't think you were speaking to anyone in this household. Except Kimmie, of course. Kimmie's somehow the only one in this household who's managed to escape your wrath.”

“I was wondering if I could speak to Eric,” Sari says.

“Eric is playing the golf this morning, Belle-mère.” Alix is the kind of woman who always calls golf “the golf.” “May I take a—
ugh!
—a message for him? Forgive me if my voice sounds funny, but I'm simply being pounded to death by this brute.” She winks up at the ample, peasant face of the Swedish masseuse. She realizes that Sari doesn't have the faintest idea what she is talking about, but doesn't care.

“I was calling to see whether you both could have dinner with me tomorrow night, Alix. Joanna's coming into town, and I thought a nice little family dinner would be pleasant. Very casual. Nothing dressy.”

“Well, this is a switch, isn't it, Belle-mère? One minute you discharge Eric from the company, and the next minute you ask us to dinner.”

“I just thought a little family dinner would be pleasant. See if we can perhaps iron out some of our differences.”

“I see,” Alix says. “I can't speak for Eric, of course, because he's out playing the golf. But I do know that we happen to be free.”