AHMM, June 2012 Read online

  “Uh-huh.” I crossed my arms. “So you're covered. What about your employees?”

  “They're a crucial part of our company. Frankly, the acquirer would be nuts to let them go. It would take years to build up a skilled workforce again.”

  Right.

  When I was in the service, I knew some OGA personnel—you know, CIA, but we couldn't call them that. One was a “deception detector,” supposedly trained to recognize the subtlest signs of lying. After a few months running interrogations he invalided out with bad PTSD, but that's another story. Anyway, he taught me some things to watch for.

  Clayton's eyes went left during that last sentence, then back to staring straight at my face. One hand tightened on his pencil. And there was that “frankly.”

  Lights and siren. I sighed.

  “It's true, then,” I said. “Ecker's selling the equipment right out of the building.”

  Long pause.

  “I really couldn't say.” Clayton handed back the 10-K. “I'm not part of the negotiations.”

  I wanted to like the guy. His workers seemed to. But I hate wasting time.

  “I'm not a Big Six accountant.” I stepped forward and smashed my elbow into his floating ribs, right below the heart.

  Oops, he was trained. That blow would have dropped anyone outside Seal Team Six, but Clayton just grunted and swept my arm aside. In the same motion he pivoted, raising one foot.

  Lightning fast, but all reflex and reaction—he wasn't thinking, yet. I took the kick at an angle on my shin and slashed back, knocking him off balance. He hit the edge of the coffee table, wobbled, and I punched him as hard as I could below the breastbone, open hand.

  Jesus, he still wasn't going down. It took two more strikes and a kick to the groin before he finally collapsed onto the floor, gasping and glaring.

  “Don't get up.” I was breathing hard myself, so I pulled out the Sig. “Believe me, I'm taking no chances.”

  “What do you want?”

  “Six hundred and ninety-eight thousand dollars. Where'd it go?”

  “Fuck you. There's thirty bucks in the petty cash box.” Clayton seemed to be tough guy at a molecular level. “And you can have all the tool steel you can carry.”

  “Fine.” I considered, not long. “All right, call your managers in.”

  “Everyone's gone home.”

  “Nope.” I shook my head. “While you're still in the office, burning the happy-hour oil? I'm absolutely positive there's some junior VP down the hall, watching your doorway, afraid to leave before his boss does. Get him in here.”

  Clayton just glared.

  “As soon as he comes in,” I said, “I'm going to shoot you. Something bad but not necessarily fatal—right chest, maybe, or a kidney. Then I'm going to point this at your eager beaver and ask him where the money went. Think he'll tell me?”

  Popular media to the contrary, you generally don't get to be CEO if you're stupid. Clayton thought about it, and decided he might share after all.

  “I did it for my workers,” he said, and you could almost hear the violins. “They built this company, not me. I got guys been here for thirty years. And now Boyd Ecker's going to scrap the place? Fuck him. I'm just making sure he doesn't asset-strip the pension fund before he cashes out.”

  “Hmm.” That actually made sense. Decades of free-market rule had eliminated just about every check on such behavior, and the buyout kings had lost all shame at eviscerating retirees. Not only was it easy, and more or less legal, to scoop up all their savings on your way out the door, it was positively something to boast about.

  “I don't understand why E&Y couldn't figure that out you were shifting funds to the reserves, though,” I said. “Seems kind of obvious.”

  “We disaggregated the reporting on the balance sheet.” A note of pride in Clayton's voice, there. “Spread it out across multiple subaccounts. We kept the actual transactions at nonmaterial levels and buried them just about everywhere.”

  It works every time—get someone bragging about their accomplishments, they'll tell you everything. Clayton even showed me some of the journal entries he'd used, calling them up on the screen of his office PC.

  “So here's the problem,” I said, when we were done. “You hoodwinked the first auditors, but Ecker's buyer won't be satisfied. They'll want to know exactly what happened before they're willing to go through with the deal.”

  Clayton shrugged. “Let Ecker tell them. These entries are completely justifiable. The markets the way they are today, if we didn't build up our reserves we'd be looking at lawsuits by the barrel.”

  “Maybe so, but every penny you shifted is a penny off the firm's value— and a penny less than Ecker will be closing the sale for.”

  “So what?”

  I had to admit, Clayton had a point.

  “He won't be happy,” I said.

  * * * *

  On the way out I had Clayton show me the accounting office. The lights were on, and a young woman sat working a stack of invoices, frowning at her computer.

  “Didn't know you were still here, Jenny,” Clayton said.

  “Almost done.”

  She had red hair, check. I nudged Clayton in the side—he winced, so I guess I did some damage after all—and he introduced me as one more auditor from Ecker's team.

  “Just a few loose ends,” I said. To Clayton: “Thanks for your help. We'll talk tomorrow.”

  We stared at each other until he got the message and left. Although he said goodnight to Jenny, I doubted he went any farther than, say, the next office. I didn't mind if he had his ear pressed to the wall, though. No secrets, right?

  I'm like a ray of sunshine, illuminating everywhere I go.

  “Mr. Clayton explained to me all about the pension reserves,” I said. “I don't think there's a problem.”

  “I should hope not.” She seemed a little anxious.

  “In fact, he was probably just being extra scrupulous.” I smiled.

  “Um . . . maybe?”

  “I mean, it might look bad if he was shifting money to increase his own pension—”

  “Oh, no!” Jenny shook her head vigorously. “John would never do that. Anyway, he's on a defined-contribution plan. The pension is only for the union.”

  “Ah. Indeed.”

  I asked about the order book, and she confirmed that the pipeline was filled for at least five months. Impressive, in this economy.

  “It's a shame, but the buyers are going to lose all that business,” she said.

  “Oh?”

  “Apparently, they just want the line. The machines. They've already had some logistics people in here, figuring out how to pack everything up and ship it out.”

  Interesting. I wondered if Ecker's buyer might be a competitor, eager to shut down a more successful rival.

  “Do you know where it's all going?”

  “Europe, I think. They're German, you know.”

  We talked a while longer, but Jenny had little else to offer. When I stood to go, she hesitated, then blurted out, “There won't be any problem, will there? With the pension accounts?”

  “No, probably not.”

  “Because John, he was just trying to do what's proper.” She seemed eager to convince me. “He even had another expert in here beforehand, to advise how to do the transactions exactly right.”

  “Oh?”

  “He wants everything in perfect order.”

  “As it seems to be.” I nodded. “Thank you for your time, Jenny.”

  I hadn't asked if she was in the union, too, but it was possible—barriers between crafts had mostly broken down, and the local shop would probably be happy to organize anyone, if management allowed. So Jenny might have had some concern about her own retirement money.

  But she seemed most interested in convincing me of Clayton's good works.

  “Your boss did the right thing,” I said.

  “Yes.” With some fervor. “He always does.”

  Maybe it's the nature
of my job, but I tend to see top management at its worst. After all, someone eager to hire my skill set—well, they're not going to keynote the next business ethics seminar, you know? Clayton, by comparison, walked on water. It was almost disconcerting to see how much his employees admired him.

  Halfway down the hallway he caught up with me.

  “Learn anything?” he asked.

  “You seem to be CEO of the Decade,” I said. “When Spin Metal is sold, what's next?”

  “Don't know.” He shrugged. “Something will turn up. You going to tell Ecker everything's clean?”

  “Looks that way to me.”

  We even shook hands at the door. When I got to my car, he was still standing there, a silhouette in the light, watching me go.

  * * * *

  In the deep dark of night, the Star Wars “Imperial March” blasted me awake.

  My ringtone, what can I say? The phone was in its charger on the nightstand, next to my head.

  “What?” My voice was groggy and hoarse.

  “DID YOU SEE CNN THIS MORNING?”

  Ecker.

  “No. What— Jesus, it's four a.m.”

  “All I want to know is, who leaked?” he shouted. “I send you out there and one day later—not even twenty-four hours!—it's all over the front page!”

  “Front page” being a metaphor, of course, since no one actually reads news anymore. Ecker didn't calm down, but eventually I pieced the story together from his disjointed tirade.

  A scandal. Apparently the Swiss buyers had been outed in a money-laundering probe by the German central bank. The Germans had been going full bore after tax evaders for a few years now. They'd more or less created an open market in stolen bank data from havens like Lichtenstein and Switzerland, buying the records from hackers and insiders and using it to prosecute German citizens who'd been hiding their money abroad. Anyway, when they turned over this particular rock, they discovered that Ecker's counterparties were, among other shady dealings, laundering drug money for the claque of generals running Burma.

  Or, as they were generally referred to in AP wire reports, the “murderous Myanmar regime.”

  Not good clients, in other words. Ecker's deal was now dead in the water.

  “I don't know what Nigel Grayling was thinking! So much for your discretion!”

  I put up with this for a while, then reminded Ecker that a Southeast Asian junta was one thing, but I knew where he lived, and he really ought to be more polite. The call ended on a poor note.

  I couldn't go back to sleep, of course. As dawn slowly lightened the sterile motel room, I thought about my assignment—about Spin Metal and its collapsed sale.

  Who was going to pay me now?

  * * * *

  When I got back to New York, Ecker hung up on me three times and told the doorman to refuse me entry when I went to his Upper West Side co-op. A week later I finally cornered him in the parking garage on Cedar Street where he left his Audi S5 during the day.

  It was past seven in the evening, and he was coming from the office, dragging an oversize legal briefcase no doubt full of filings related to Spin Metal's latest moves. Twenty feet away he hit the remote and the Audi's lights went on with a beep.

  I waited until he was at the door, then slipped from my hiding place beside the next car down and put the Sig to his throat.

  “You haven't been taking my calls,” I whispered.

  He didn't scream, which was considerate. A minute later he was in his car's back seat, kneeling uncomfortably on his hands, head bent down from pressing against the roof. I sat in front, holding the pistol on him, at a safe distance.

  Overkill for threat mitigation—Ecker was hardly a serious danger—but it humiliated him, which I thought might facilitate our conversation.

  “Your lawyers have been opposing the buyout,” I said. “With excessive vigor.”

  “So you were behind it.” He glared.

  “Hey, it's not my problem you were trying to sell a proscribed item to an outlaw regime.”

  “The export regulations are totally hazy on that—”

  “Gas centrifuges, for industrial applications.” I shook my head. “Even if you get all your news from the Daily Show, you'd know that means one thing and one thing only—uranium enrichment. Iran is an international pariah for building the same kind of plant.”

  “This has nothing to do with Iran.”

  “No, of course not. You were trying to sell a turnkey operation to Myanmar. That's much better.”

  “The Swiss never told me anything about that,” he muttered. “Anyway, no one hired you to be nuclear-nonproliferation cop. All I wanted was to know why the cash flow hiccupped.”

  “Because Clayton was skimming it into the pension reserve.”

  “Yeah, yeah.”

  “Here's what I can't figure,” I said. “Was he going to kick some back to you?”

  Ecker peered up at me from his uncomfortable position. “What?”

  “It was obvious. Even the auditors should have caught it. You can break a million dollars into a blizzard of minor transactions, but they're always going to roll up somewhere on the statements.”

  “Don't know what you're talking about.” But the denial was half-hearted.

  “I think they did catch it,” I said. “And you figured it out. Clayton was filling up the reserves, all right—because he planned to raid them himself, when the Swiss deal collapsed and he brought in his own LBO.”

  Ecker didn't say anything.

  “You kept yelling like I had something to do with leaking the Swiss connection.” I waggled the gun barrel at his face. “But it happened just a few hours after I got there. You didn't want to kill the deal. I know I didn't do it. That leaves one guy.”

  After a long pause, Ecker said, “He double-crossed me.”

  Oh, that felt good. I don't care, no matter how convinced you can be of someone's guilt, nothing beats the moment when they come out and confess. “You were right, and I was wrong"—are there any more satisfying words in the English language?

  “Clayton had his own buyers lined up,” I said. “Probably one of Spin Metal's competitors, but it doesn't matter. And just to sweeten the deal, he planned on draining the pension fund—right after he topped it off. Too bad about the workers, but I'm sure Indiana has some job training available.”

  “You can't prove any of that.”

  That made me smile. “Boyd, Boyd, Boyd. I'm not in the proof business.”

  I don't know when Clayton had been planning to tank the Swiss deal, but once I showed up, everything had to be accelerated. The buyer's actual intention would have become obvious, perhaps when they studied the plant, and Clayton must have figured he could be a hero twice—once for stopping Myanmar's A-bomb, and once for bailing out Spin Metal with a white knight. The pension raid would have happened under cover of darkness.

  Fourteen million plus the accrued retirement savings of hundreds of employees. Money to make even the most beloved CEO turn his head.

  “But you're no dummy, either,” I said. “I think you wanted a piece of the bonus Clayton was assigning himself, and you were using me as pressure. How much did you demand?”

  “You have no proof.” The record seemed to be broken.

  “Listen up.” I was tired of the conversation. “The employee buyout is best for everyone.”

  And it was. It had taken a union vote, but Moses was every bit as sharp as I'd thought, and when I laid it all out for him, he had no trouble putting the pieces together. The pension reserves, now flush—thanks to Clayton—and of course owned by the employees, were adequate to finance the takeover. The white knight faded away without making a public bid, presumably to avoid any reflected glare from the Myanmar debacle. Clayton was kicked out, minus his golden parachute, which went back into the kitty as well.

  Really, it was a win-win-win . . . except for one minor matter.

  “I'm not going to take a penny from Spin Metal,” I said. “They deserve a chance to
run their company by themselves. Without you and Clayton skimming off the profits, they might even make it.”

  “Rah, rah.”

  “So it has to come from you.”

  “What?”

  "My bonus.”

  “Your— Forget it!”

  No need to describe the next half hour. When we finally resolved our negotiations, and I'd confirmed the online bank transfers, I even drove Ecker to the hospital.

  In his car, of course.

  Copyright © 2012 Mike Cooper

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  * * *

  Fiction: THEA'S FIRST HUSBAND

  by B.K. Stevens

  She had learned to brace herself against it. It happened whenever they met new people—sometimes at large social events connected to his firm, more often at the charity dinners and political fundraisers he'd grown so fond of attending. They'd be greeting clients from out of town, or sitting down at a table with an unfamiliar couple, or meeting the guest of honor in a receiving line, and that sly look she'd grown to know so well would come into his eyes.

  “This is my lovely wife, Thea Hanover,” he would say, reaching out to shake hands. “And I'm Edward Hanover.” He would pause then, for three seconds. “I'm Thea's first husband.”

  Usually, people didn't get it. Usually, they'd just look confused, and nod, and introduce themselves. But too often someone—usually, a woman—would be tactless enough, or innocent enough, to press for clarification. “Oh,” she'd say. “Then you're divorced?”

  That was what Edward always seemed to be hoping for. He'd smile, and the sly look in his eyes would morph to delight. “No, we're not divorced,” he would say, and he'd pause again, again for three seconds. “I'm just a realist.”

  Usually, people got it then. They'd look at her, and they'd look at him, and they'd get it. Most would just smile awkwardly and make some neutral remark. But some of the men would chuckle, and some of the women would give her a pained, pitying look.

  She hated it. She'd asked him to stop doing it, a hundred times. “You make it sound as if I married you for your money,” she'd say, “as if I'm itching to move on. People will think I'm a gold digger.”

  “It's just my little joke, Thea,” he'd say. “Don't worry about what people think.” Then, again, he'd pause. “And with a man my age, a woman your age—I'm just saying what they'd think anyway. And, of course, I do expect you to have another husband some day, when the time comes. You'll still have so much of your life left—I wouldn't expect you to spend all those years alone.” He'd turn to her then, and look at her hard. “And I don't expect you to move on too soon, no matter how much you might be itching to. Not considering the way things are settled.”