Marquette Hotel Bar, 10:30 a.m.

One week ago today came the sad news that Target Corporation was terminating the employment of hundreds of people.  There was no advance warning.  The local television news showed fired employees carting boxes of their personal belongings out of the headquarters building, into the street.  The Star Tribune's glaring front page headline the next day read, "1700 Target Jobs Lost In Day Of Pain, Drama."  Another day later, Target released a statement saying that "this would be the first [wave of] several thousand" job cuts.

From its inception this constituted more than a business news item, but a human interest story as well.  My first reaction was genuine heartfelt sympathy for the people who lost their jobs.  For some, it might turn out to be a blessing, if they manage to attain a more rewarding job somewhere else.  But even for those lucky few, and for all the others, especially those with families, it is a major upheaval to their lives.

My second reaction, to coin a phrase, was this: There, but for the grace of God, go I.  Memories of another, distant bleak Monday morning came back to me.

Although it happened seventeen years ago, the morning of June 8, 1998 is one I will never forget.  When I got my usual case of the Monday Morning Blues on the preceding Sunday evening, June 7, I had no inkling of what was about to transpire the next day.  My customary morning routine before leaving for work would be to fetch the paper from the front porch, unfold it to check the front page headlines, and then swig down a cup of coffee before racing out the door.  That routine was cast asunder when I saw the headline, "Norwest To Merge With Wells Fargo."  The coffee would have to wait; I had to sit down.  This was my life's future I was about to read.

In my capacity as an in-house commercial attorney with Norwest, I was quite familiar with how bank mergers and acquisitions worked.  I had been on several "due diligence" missions in which Norwest, as a potential buyer, would descend upon the "target" bank holding company to examine its books and records.  With the exception of a handful of people, the employees of the target company were unaware of our presence or that their employer was likely on the verge of being sold.  This clandestine approach was necessary not only to keep our competitors from catching wind of our interest -- with a bidding war a possible undesired outcome -- but also to comply with SEC regulations against stock price manipulations.  There was also the concern of the target's employees jumping ship before Norwest could consummate the deal.

Notwithstanding this personal experience and familiarity with corporate deals seemingly coming out of nowhere, the June 8th merger news really blind-sided me and my colleagues.  Now we were the ones taken by surprise, and it was not a good feeling, to say the least.  Did the merger with Wells mean we'd be out of a job?  If we didn't lose our jobs immediately, would we have to move to San Francisco, Wells Fargo's corporate headquarters, to keep them?  If so, that might mean having to study for, not to mention pass, the infamous California Bar Exam.  Who would run the Commercial Section of the Law Department if, in fact, the Commercial Section survived?  (Some banks "farm out" most of their commercial work to outside counsel.  Was this how Wells operated?)  How would our daily responsibilities change?  These were just some of the questions going through our collective minds.  What made our predicament worse was that the impending shakeup was out of our control.  It is futile to attempt to control the things you can't control, and we all knew it.

Attempts to work that Monday morning were pointless.  Who could concentrate?  Meetings were postponed, calls were left unanswered and deadlines were missed.  Why pretend to be productive when our days on the job might be numbered?  Then, one of my colleagues had a brilliant idea.  What we really needed was a drink!  So what if it was only 10:30 in the morning?

About twenty of us traipsed across Seventh Street to the Marquette Hotel Bar, the most proximate watering hole to our office.  This wasn't a Bloody Mary party.  Bourbon, scotch and vodka were the most popular drinks of choice.  I opted for J & B on the rocks, the only time I've ever had the hard stuff that early in the day.  We carried on a round table discussion of sorts, with predictions on how the merger would shake out, and what we knew about Wells Fargo.  We were all in the dark regarding our futures, although a couple of the lawyers from the Corporate Section of our Law Department had more insight on Wells than the rest of us.  One of the disquieting things about Wells Fargo was that when they merged with First Interstate in 1996, Wells allegedly totally botched the transition, and many First Interstate customers bailed out in a huff.  That did not portend well for the future of Norwest.  Between that session at the hotel bar and the consummation of the merger several months later, dozens of rumors -- some which turned out to be accurate, some ludicrous -- flew around our department.

This story had a happy ending for me and almost all of the other Norwest lawyers.  The merger was structured with Norwest being the acquiring company, and Wells Fargo being the target/acquired company.  Thus, Wells was merged into Norwest, which then changed its name to "Wells Fargo."  (The marketing people could hardly wait to get the Wells stagecoach logo onto its billboards, print advertisements, media commercials, etc.)  The big question for us remained:  Who was going to be the General Counsel (aka top dog) of the merged Law Department?  Would it be Guy Rounsaville, the GC from pre-merger Wells, or Stanley Stroup, the GC from pre-merger Norwest.  (You might recall my writing about Stan in my May 23, 2014 post, Daniel Martin Thwarts A Score Of Lawyers.  I called him "the most brilliant lawyer I have ever known.")   After weeks of suspense, the Board Of Directors of the merged company, much to the relief and delight of the Norwest lawyers, chose Stan.  You probably couldn't get Stan to admit it, but the consensus of the Minneapolis lawyers was that Stan watched out for his people, just as we anticipated he would on that Monday morning in the hotel bar.

In June 1998 I was fifty years old.  Momma Cuan and I still had one kid in college, one in high school and one in junior high.  Mary's whole family and my mother lived in the Twin Cities.  We had already decided back in 1983 that we did not want to leave Minnesota.  The prospects of uprooting our family fifteen years later was something we did not even want to think about.  But what if the Board Of Directors had chosen Rounsaville, a man I'd never met, for General Counsel?  My personal career story might not have had as happy an ending.  Those are the things that have crossed my mind over the past week when I've read about the dismissals at Target.  As I wrote above, there, but for the grace of God, go I.

Movie Review: "Red Army"

"Red Army": A-.  One of the most famous games in any sport was the 1980 medal round meeting of the US and Soviet Union hockey teams in the Lake Placid Olympics.  The Soviets were often referred to as the "Red Army," because many of their players were, in fact, active duty soldiers.  Their veteran team was considered the best in the world, and had been so for several years leading up to the Lake Placid games.  The Soviet style of offense, with its weaving and unconscious passing, was a thing of beauty, bearing the earmarks of precision ballet.  That was no accident, as their former coach, Anatoli Tarasov, used ballet and other non-traditional drills like tumbling to develop the skills his players would utilize on the ice.

By contrast, the twenty man American squad was comprised of amateurs and college kids, twelve of whom were from Minnesota.  The Yanks were given no chance to get past the Soviets, based on a number of factors, youth and inexperience being two at the forefront.  Having the world's best goalie, Vladislav Tretiak, didn't hurt the Red Army team either.  A noteworthy component of empirical evidence to support that dire prediction of a mismatch was the 10-2 shellacking the Soviets administered to the US team in an exhibition game three days before the commencement of the Games.  Despite the overwhelming odds in the Olympics, the Americans pulled the upset, 4-3, in what has been universally called the "Miracle On Ice."

There have been many movies, books and articles about the Miracle On Ice, including a 1981 film bearing that title.  (I remember what head coach Herb Brooks had to say when asked how he and his wife enjoyed the film.  Herbie's reply was that his wife was a little disappointed that the producers hadn't chosen an actor more handsome than Karl Malden to play his character.)  Almost all of those films and stories focused on the American perspective, such as how the US team was chosen, the grueling preparations, the in-game strategy and how winning the Gold Medal (after defeating Finland two days after the Soviet match) affected their lives.  But, what about the Soviet players?  Their story had not been documented well at all, at least not for American consumption, until the making of Red Army, a documentary by film maker Gabe Polsky.

It is impossible to separate the Cold War from the world of hockey as it existed at that time in history.  The rivalry between Russia and the US went far beyond what could be settled on a sheet of ice.  They were decades-long enemies, each with nuclear capabilities.  The Russians, including the politicians, looked upon their hockey supremacy as a validation of communism.  But before we scoff at such a preposterous notion, Polsky shows Brooks after his squad's Olympics success, pontificating that the Americans' gold medals were proof that our way of life was best.

The Lake Placid showdown is only a small part of Polsky's film, and that is a distinguishing feature separating Red Army from any other movie built around that backdrop.  The focal point of the documentary are his interviews with Soviet star defenseman Slava Fetisov, a mainstay of the Red Army team for many years before and after 1980.  The pairing of Polsky and Fetisov is, at times, (unintentionally?) hilarious.  On camera Fetisov seems like he can't be bothered, or that Polsky is not worth his undivided attention.  As he's answering questions, Fetisov is chomping on gum, scanning a computer screen while sitting behind a desk, or conversing on his cell phone.  Sometimes he stares at the camera, as if internally debating whether Polsky's question is worthy of an answer.  Still, there is something endearing about the Russian.  Polsky, who stammers through many of his questions and is not very eloquent, plays along.  (If you have ever seen the SNL skit where Chris Farley plays an awestruck reporter who interviews his hero, Paul McCartney, with a series of almost juvenile questions, you might sense deja vu.)    To say that this documentary is unpolished would be an understatement.  But somehow it works in the end, as we get behind the scenes looks at what life was like for Fetisov and his teammates.

Although the Soviet defeat in Lake Placid was tantamount to a national disaster back in the homeland, in the long run it proved to be merely a blip on the Red Army's resume.  The team continued to be astonishingly brilliant for years thereafter.  Many of those players would most likely have hit an extraordinary financial jackpot had they been able to play in the West.  But of course, they were not free to do so;  army desertion is not favorably looked upon!   Following the breakup of the Soviet Union in 1991, many of the Red Army stars at last went on to successful careers in the NHL, which at all times remained the highest caliber professional league in the world.  Fetisov and four of his Russian teammates (collective sometimes called the "Russian Five") helped the Detroit Red Wings capture the Stanley Cup in 1997 and 1998.  Kudos to Wings coach Scotty Bowman, the winningest coach in NHL history, for admitting on camera that he pretty much got out of his stars' way and let them do their thing.  The story behind Fetisov bringing the Cup to display at the Kremlin is particularly memorable.
  

Just like the perpetual, almost dance-like weave of the Russian hockey forwards, Red Army mixes observations of teamwork, patriotism, capitalism, friendship, politics and forgiveness into a quick-paced eighty-five minute documentary.  It makes one wonder, with the benefit of hindsight, whether protracting the Cold War for decades was a very smart thing for either side to do.