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“Naturally Mason would,” Thatcher said impatiently. “To a company president any stockholder who complains must be crazy . . .”
With a heavy, ruminative air Robichaux said, “I decided it wouldn’t do any harm to talk to the man; if he’s crazy, or a professional troublemaker, well, there’s no harm done. But it might be useful to hear what he has to say . . .”
“And why am I here?”
“Because Robichaux and Devane needs an outside, impartial observer. Apart from your convertible debentures, you can’t be expected to favor either National’s management or Fortinbras. And I don’t want any misinterpretation about all of this.”
Thatcher gave Robichaux’s rather vaguely phrased statement his attention. To a business colleague, it was painfully clear: Robichaux and Devane, and worse luck, thanks to that muttonhead Claster, the Sloan, had an interest in what was happening at National Calculating.
But Robichaux and Devane, and for that matter the Sloan, could not consort with a professional corporate gadfly or become involved in a nuisance suit. Among other things, it would be a violation of the trust that companies reposed in them. And it would be bad for business.
So Robichaux, with a caution that seemed at variance with his raffish appearance, was protecting himself with a third party. So much Thatcher understood. But, he thought, studying Tom, who had returned to his drink, there was still a little mystery here.
Tom Robichaux of Robichaux and Devane, banker to National Calculating, friend of President Charles Mason, would be the last person in the world to be meeting Clarence Fortinbras at Fraunces Tavern under normal circumstances. With or without John Thatcher.
He knew nothing about Fortinbras except what Mason had told him. He did not even know that Fortinbras was a well-known and respectable accountant. Yet here he was, looking somewhat impatiently toward the doorway.
“Tom,” Thatcher said carefully, “why are you having lunch with this Fortinbras?”
“Why? I told you . . .”
“No, I mean why are you bothering with him? Did he write you any details?”
“No,” Robichaux replied unwillingly. “Just wrote to request a meeting about National Calculating. That’s all.”
“And you got all the rest of the information from the National people, didn’t you?”
“Yes. Chip Mason asked me to talk to him, see if I could head him off . . .”
Thatcher cut him short. “You wouldn’t be running errands for Chip Mason if you weren’t interested in being here,” he said.
“Now, John,” Robichaux blustered. “Naturally, we want to head trouble off, if we can. I don’t deny that personally I am a little disappointed in National’s performance; it isn’t what we had hoped for.”
“Nonsense,” retorted Thatcher. “You have a lot of companies whose performance isn’t what you hoped for. What’s up, Tom? Why are you doing this for Mason?”
Robichaux rubbed his chin in a gesture of exasperation. “I’ll be damned if I know,” he said finally. “Mason asked me to talk to Fortinbras, and I said I would. But you’re right, I’ve had a feeling . . . hell, I can’t put it into words.”
Thatcher leaned back and studied his companion. Feeling too vague to put into words, a sense of smell, the instinct of the trader, these are the things that make money on the Street.
And Tom Robichaux made money.
“I see,” he said.
Robichaux looked alarmed; he was about to protest when a waiter hurried up.
“Mr. Robichaux’s party?” he asked deferentially. “A Mr. Fortinbras.”
Chapter 2
Enter Fortinbras
Thatcher and Robichaux rose as a small, spare, white-haired man of about seventy obeyed the waiter’s beckoning finger, and made his way energetically toward their table. Mr. Fortinbras, Thatcher noticed, had the red, weather-beaten skin of an outdoorsman; he also boasted an untroubled air of self-assurance and excellent conservative tailoring. This is not a combination often encountered on Wall Street.
He identified himself crisply, acknowledged Robichaux’s introductions, and then, as soon as they were all seated, plunged into the business at hand.
“I can guess what you’re thinking,” he said. “I know that Robichaux and Devane, and the Sloan Guaranty Trust, wouldn’t touch the average stockholder group with a ten-foot pole. Cranks, corrupt lawyers, chiselers, that’s what most of them are and I know it. But I think that I can convince you that I, we, are a different thing altogether.”
Thatcher could see that Robichaux was startled by Fortinbras’s forthrightness.
“Er, yes. That is . . .”
“Now just how many of the facts . . . What? No, no thank you!” Fortinbras waved away the offer of a drink. “I don’t want to waste your time. If you will tell me how much you know, I can go on from there. And answer any questions you want to raise.”
He paused expectantly, surprising Robichaux, who had taken refuge in his drink, into a sputtering protest. Amused, Thatcher took pity on Tom, and resorted to diversionary tactics.
“Of course Robichaux and I have been disappointed in National Calculating’s performance lately. I gather that you and some other stockholders aren’t pleased with their current position.”
This gentle trial balloon was instantly shot down.
“Yes, the Sloan bought some of their convertible debentures,” Fortinbras responded, revealing that he knew more than at least one of the Sloan’s vice presidents. “That surprised me, Thatcher. I thought you people had more sense.” Fortinbras also had more brains than another of the Sloan’s vice presidents, Thatcher thought ruefully. He reminded himself to have a little talk with Walter Bowman, chief of Research at the bank.
Fortinbras was continuing in a peppery voice, “We’re not disappointed when our dividends are cut. We are suspicious!”
Robichaux emerged. “Suspicious of what?”
“Mismanagement, mistakes, covering up,” said Fortinbras promptly.
“Oh, now look here,” Robichaux began in a misguided attempt at cajolery. “I admit things haven’t been going very well, but the latest financial statement . . .”
Fortinbras cut in. “National’s last financial statement was a good bit of hocus-pocus. Not a bad job at all,” he said, giving credit where credit was due. “But if you know where to look, it showed that only two divisions in the whole company are making money. Only two, Government Contracts and Table Models! And Table Models out in Elkhart is too small to matter much!” He leaned forward, fixed his very bright blue eyes on the unfortunate Robichaux, and said emphatically, “Every other division in the company is losing money!”
It was perfectly clear that he had not formed a high opinion of Robichaux’s intelligence. “When only two divisions make money,” he said slowly and distinctly, “I don’t say that things aren’t going well. I say that there’s a crisis!”
Robichaux looked hopefully at his ally but John Thatcher assumed an expression of polite interest and remained unhelpfully silent. He attributed a large part of his success on Wall Street to the innate prudence that kept him from plunging into ill-advised controversy with men who had facts, and plenty of them, it seemed, at their fingertips.
Robichaux let reproach shine from his eyes for a moment, then rose to the demands of the moment by launching into a small discourse on the difficulties that could beset any rapidly growing company, on the growth potential at National Calculating, on defense industries in general. Despite Fortinbras’s expression, he gained confidence as he went, reaching his conclusion just as the waiter, who had been making futile attempts to present Clarence Fortinbras with a menu, decided to act. He passed out the three cards, stationed himself directly by the table, poised his pencil, and coughed forcefully. Obediently the diners turned their attention to luncheon possibilities. Fortinbras scanned his menu, ordered lamb chops and a baked potato, then turned back to his hosts and politely waited for them to complete their selection. After a moment of thought, Thatcher order
ed a crabmeat salad, then watched Robichaux suffer.
Because to Tom Robichaux, the proper choice of food and drink was a matter of importance. He would no more hurry through the planning of lunch than he would make a snap decision to underwrite a five-million-dollar issue. By nature a fusser, he added the enthusiasm of the gourmet to his natural instincts, making each order a stylized minuet of suggestion, rejection, and counter-suggestion.
But he was not immune to atmosphere. As his detailed inquiries into the construction of the salad dressing protracted themselves, Fortinbras, while remaining perfectly motionless and silent, communicated enough restrained impatience to unnerve him, and to convince John Thatcher that attempting to introduce small talk into the interval was futile. Small talk was clearly not part of Clarence Fortinbras’s social armory.
At last Robichaux dithered himself into petulant repudiation of all suggestion. The waiter played his final card. There was an offer of olive oil and vinegar. Perhaps the gentleman would care to mix his own. The gentleman would. The waiter retired with the triumphant air of one who has handled a difficult situation well.
Unfortunately, Fortinbras had not forgotten Tom’s speech.
“Mr. Robichaux,” he said, “if I may say so, you are talking complete nonsense. National Calculating has had five years of low profits, the lowest in the industry, for that matter, despite the fact that they are the only company that makes Target Control Releases for the Army. And their earnings are still sinking.” He eyed Robichaux severely. “I intend to do something about it!”
Thatcher, for one, believed him. While in general he was inclined to be skeptical about strong claims of this nature, he had the feeling that if Clarence Fortinbras were determined to do something, then something would be done. The question, however, was what action Fortinbras of Fortinbras on Accounts Receivable would consider appropriate.
Even Tom Robichaux, who made a career out of imperturbability, was shaken. “What do you intend to do?” he asked apprehensively.
Fortinbras paused for dramatic effect Thatcher was tempted to think, although it might have been to collect his thoughts, then Fortinbras said with ominous quiet: “I intend to inspect the books of National Calculating. I shall examine their financial records with a fine-tooth comb. And I will find out what they are covering up, what they are concealing from their stockholders!”
“Oh,” said Robichaux weakly. It might have been a groan.
“And I hope that I’ll have the support of the Sloan and Robichaux and Devane,” Fortinbras added. He then applied himself to his lamb chops.
Despite a congenital disinclination to hurl himself into meat choppers, John Thatcher was tempted.
“Exactly how do you intend to get access to the books at National Calculating?” he inquired. Robichaux, he could see, was afraid to ask.
Fortinbras looked up with a wintry smile. “I am going to make a formal request of the president, Charles Mason . . .”
Robichaux uttered a strangled noise, and Fortinbras glanced indulgently at his flushed countenance. “I know what you’re going to say,” he said. “He won’t cooperate.” He considered Mason for a moment, then added, “Now that man’s a nincompoop.”
Amused, Thatcher watched Robichaux turn an un-lovelier red, then said to Fortinbras, “Am I correct in assuming that you want us to join in trying to convince Mason to let you inspect National’s books?”
“It would make things easier,” Fortinbras agreed. Thatcher heard nothing in his voice to indicate that he was not willing to do things the hard way. “Look at it this way, Thatcher. We have reasonable grounds for the request—there’s an appalling mess at National. And I am not only a stockholder, and representative of a substantial number of other dissatisfied stockholders—I am a well-known accountant. If Mason cooperates, we can make our investigation without bad publicity . . .”
“Publicity!” Robichaux grasped at this straw. “Good Lord, man, have you thought of what this will do to the price of the stock?”
Thatcher ignored this. Fortinbras’s tone had left no doubt in his mind that he had an alternative plan. “And if the Sloan and Robichaux and Devane don’t join you? What are you planning to do?”
Fortinbras looked at Thatcher and said, “I’ll get a court order,” he said.
This goaded Robichaux into another foray from behind the battery of shakers and cruets. “You wouldn’t want to do that. Think of the market . . .”
“I would regret doing it,” said Fortinbras, who did not sound particularly regretful. “Getting a court order is the worst possible way to do things. But if Mason makes it necessary, then I will! I would welcome your help, just as I would welcome signs of intelligence from Mason, but let me make this point clear: I am convinced that the management at National Calculating is obstructionist either from massive stupidity, a desire to conceal some colossal ineptitude or something worse!”
He was not, Thatcher noted, alarmed or surprised by the situation he postulated. Stupidity and ineptitude were not rarities in Clarence Fortinbras’s world, whatever that world was. Thatcher wished he had more information about the man; presumably, if that expensive tailoring were any guide, he had done something beside write a textbook with a ridiculous name.
He was continuing calmly. “That’s why I want to know if Robichaux and Devane or the Sloan will support me.”
Robichaux, at best not a rapid thinker, simply goggled at him. Thatcher replied with the honesty that he felt the accountant deserved.
“The Sloan can’t touch it, Fortinbras,” he said quietly. “In the first place, we’re bond holders . . .”
“Yes, that puts you in a different position,” said Fortinbras in a friendly voice. “I appreciate that.”
“. . . and under no circumstances could we become involved with dissident groups of stockholders, no matter how distinguished.”
Fortinbras acknowledged the compliment with a nod. “That’s what I expected, Thatcher. Perfectly sensible attitude. Now, Mr. Robichaux?”
Robichaux started visibly, then, looking distraught, launched into another disjointed peroration, featuring such phrases as “respect of the financial community . . . privileged relationship . . . moving slowly and quietly . . .”
“And you’re a friend of Mason, aren’t you?” said Fortinbras mildly.
“I can assure you that I would never let such considerations influence my judgment,” Robichaux replied with dignity.
Fortinbras was impressed. He surveyed his companions with what looked remarkably like relief. “I was expecting this response, you know,” he said rather jauntily. “In a way, I’m glad. Working with big institutions, you’ll forgive my saying so, won’t you, might cramp my style. I’m a lone wolf, and I really want to get my teeth into this thing.” He gave a wolfish bark of laughter that boded ill for National Calculating, and went on, “And then, I’m afraid you might slow me down. I have a tight time schedule.”
“Time schedule?” Thatcher asked.
Fortinbras gave him a look that was almost conspiratorial. “Mason has given me an appointment this afternoon. If you don’t mind, I think that I’ll skip dessert and coffee and get over to National Calculating. Then, after Mason has made a fool of himself, I’ll have time to see my lawyer. We can file for a court order within the week.”
No more than five minutes later, Fortinbras vigorously shook hands with his hosts and hurried away.
Robichaux sank back into his chair. “Court order! Do you think Mason can talk him out of it?”
Thatcher was feeling invigorated by his exposure to Fortinbras. He laughed aloud. “Tom, Mason can’t talk a dog into barking!”
Robichaux ignored this. “I wonder what we can do to head that nut off,” he muttered.
Unsympathetically, Thatcher stirred his coffee. “Take my word for it, a Sherman tank couldn’t stop Clarence Fortinbras.”
Robichaux drummed fingers on the table. “I wonder how much stock he represents. You know, John, I wouldn’t be surprised if
this turns out to mean real trouble for National . . .” He broke off. “And what in hell is funny about that?”
“I just like your lightning deductions,” Thatcher replied.
Robichaux was in no mood for pleasantries. “I wasn’t happy at the way he talked about National Calculating. He sounded pretty convinced—about something.”
“Yes?” said Thatcher encouragingly.
Robichaux brooded for a moment, then faced the music. “What,” he reluctantly asked, “what do you suppose he could turn up? Chip is straight as die . . . and anyway, he isn’t up to pulling off anything fancy.”
“Fortinbras will turn up everything that there is to turn up,” Thatcher predicted equably. “Every idiocy that your friend Chip Mason has perpetrated, and as I recall Mason, that will be a considerable number. And Mason will certainly provoke enough hostility in their conference today to rouse Fortinbras to a feverish pitch.”
Robichaux then justified Thatcher’s description of him as a man of almost inspired simplicity.
“I don’t like it.”
Thatcher cocked an eyebrow at him. “I don’t like it myself. The Sloan is going to lose money, I suspect. And you are going to lose money. Nevertheless, let’s retain our famous balance and order dessert. You have to admit that Fortinbras was refreshing in his way.”
“First Dorothy, and I’ll admit that I’m a little worried about that, John, then this!” Robichaux grumbled after he had ordered his apple pie. “Frankly, it’s getting me down.”
His exercise in self-pity elicited nothing but brutal candor from Thatcher. “I don’t feel sorry for you, Tom,” he said. “Just think of those poor fish over at National. We’re going to lose money. No, I don’t like it either; but we’ll survive. Mason and the rest of them are going to be blasted into smithereens. And they won’t know what’s hit them until it’s too late!”
Chapter 3
The Company and Fortinbras
Thatcher’s sympathy was not misplaced. At just about the time that he and Tom Robichaux were finishing their excellent coffee and preparing to return to work, the advance winds of the great Fortinbras storm were reaching National Calculating’s executive offices in the Southern Bourbon Building. As Mary Sullivan could have told him, if they weren’t dangerous in themselves, they were extremely menacing.