The Best Things in Life are Free

According to an adage from the Internet’s early days, information wants to be free. These days, the free Internet is being challenged. Many sites have recently imposed pay walls or otherwise started to charge visitors.

 

Here at The D&O Diary, we are about to celebrate our seventh anniversary of providing information and commentary free of charge to readers around the world. Every now and then a concerned reader will ask, with furrowed brow, “You aren’t going to start charging me to visit your site are you?” Not to worry. For a lot of reasons, we are not about to start charging. The D&O Diary always has been and always will be free.

 

We are committed to keeping this site free because we think of our readers as our partners. In fact, we are so grateful for this sense of partnership that we would like to give our readers a token of our appreciation.

 

We would like readers who are interested to have one of our limited-edition designer coffee mugs, pictured above. Just to be clear, the price of the mug, like the price of visiting this site, is free.

 

If you email me at dandodiary@gmail.com and provide me with your name, address and e-mail address, I will mail you a mug. For free. (I promise that I will not use your information for any reason other than sending you the mug and for communicating with you about it. I will not share your information with anyone.)

 

That’s right. I am offering to mail you a D&O Diary coffee mug -- for free.

 

There’s just one little catch.

 

If I send you a mug, you agree that you will take a picture of the mug and send me the picture along with a 250-300 word description of the circumstances behind the picture. I will publish the best pictures and descriptions on this site – “best” meaning the most creative and imaginative.

 

What kinds of pictures and descriptions might readers send in? I don’t know. I have confidence that this blog’s resourceful readers, inspired by the experience of receiving a free D&O Diary coffee mug, will demonstrate unparalleled levels of ingenuity and inventiveness.

 

To get everyone started, here is an illustration of what a picture and description might look like.

 

In this picture, I am standing at the Ledges Overlook in the Cuyahoga Valley National Park, near Peninsula, Ohio. Yes, there is a National Park in Ohio, located less than 30 minutes from The D&O Diary’s world headquarters. By the way, the park, the headquarters, and in fact the entire state of Ohio are all located in the Eastern Time Zone. This picture was taken by Mrs. D&O Diary. Later, the two of us christened our new mugs with a ‘00 vintage bottle of Château Smith Haut Lafîtte. I purchased the bottle at the Chateau --which is located in the Graves wine region south of Bordeaux --when I traveled there with several industry colleagues in May 2004. (Right now, several old friends are smiling and nodding at the recollection of a great trip.) When I purchased the bottle, the wine steward fixed me with a cold look, shook her finger in my face and said, “Attention! Do not drink for ten years!” I am not sure whether she meant ten years from the grape harvest or ten years from the day I bought the bottle, but either way I think she would approve of our enjoyment of the wine as the inaugural beverage served in our new mugs.

 

More Pictures and an Afterword

 

“Information wants to be free/and so does The D&O Diary.” This is the Free Stamp, a Claus Oldenburg sculpture located on a bluff in downtown Cleveland next to City Hall and overlooking Lake Erie.

 

 

 

 

 

 

 

 

 

 

 

Cleveland Rocks, Baby. The Rock and Roll Hall of Fame is one of Cleveland's many beautiful buildings. I know that some of you, at this very moment, can hardly resist the urge to shout, “Play Freebird!"—because “free” is good.

 

 

 

 

 

 

 

 

 

 

 

Cleveland may be known for its harsh winters, but the truth is that Cleveland has four distinct seasons. And after a long winter, spring is a glorious thing. Here is a picture of springtime at Horseshoe Lake, in Shaker Heights, Ohio. While it is true that no one can do anything about the weather, the weather is, undeniably, free.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Do you know what the price of admission is for the Cuyahoga Valley National Park? You guessed it – free.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Afterword:  I hope that you are already thinking about the pictures you will take when you get your mug. Please let me know if you would like me to send you one. Due to my upcoming business travel, it will be a few days before I can actually send out the mugs. The first batch will go out around the middle of May. When you send in your pictures and descriptions, please send pictures in the JPEG format. Send the descriptions as a Word document without text formating (that is, no bold face, italics or underlining -- the  formatting doesn't translate well into the blogging software). I look forward to seeing what everyone comes up with.

 

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Word Wright: A Write Right Rite

If to err is human, then writing a blog is a most human endeavor. Tight deadlines and late-night drafting sessions ensure that mistakes infiltrate even carefully composed posts. It is a painful exercise for me to review old posts and see the errors that managed to make it onto my site.

 

In my best efforts to try to avoid mistakes, I try to read my draft posts very carefully (or as carefully as I am able at the late hours at which I am usually composing my posts). Over time, I have developed reading habits that I now carry over to all of my reading. Through this process, I have noticed a number of recurring writing errors that I have outlined below.

 

I have acknowledged the many  errors in my own writing here to assure readers that my comments below about writing are not just the pedantic rant of some self-appointed grammar scold. I offer my observations here with all due humility and in recognition that we all make mistakes, I offer these observations in the hope that others might find them helpful. In this post, I concentrate on word choice errors. Perhaps in a later post I will come back to grammatical errors.

 

Word Choice

Sometimes when I am reading along I will see a word so completely misplaced that I wonder what in the world the author was thinking – or whether the author was thinking. Just yesterday morning I read this sentence on a blog that I follow: “Chief Justice Roberts and Justice Alito dominated the questioning of the water district’s counsel, Paul Wolfson, and appeared exacerbatedby Mr. Wolfson’s argument that the property owner must accept a conditional permit to be able to challenge the condition as violative of Nollan and Dolan.” Don’t you hate it when Supreme Court Justices get “exacerbated” in public? I suspect (although I am not entirely certain) the author meant to say that the two Justices were “agitated.”

 

The preceding example illustrates the kind of word usage errors to which all of us are prone. Here are some recurring word choice mistakes I have noted where the context makes it clear that the author intended to use another word. I am sure some of these errors are Auto Correct blunders, while others are the product of simple inattention. Some of the boo-boos are doozies.

 

Tenant/Tenet: A “tenant” is a person who has a lease. A “tenet” is guiding principle or doctrine. So when I want to refer to a matter of belief, I might use the phrase “a fundamental tenet.” If I were instead to use the phrase “fundamental tenant,” I would be referring to someone who pays a lot of rent.

 

Marquee/Marquis: The sign that projects out from the façade of a movie theater is a “marquee.” A “marquis” is a nobleman ranking below a duke but above an earl or count. So a featured product or attribute is a “marquee product” or a “marquee attribute.” I guess a “marquis product” would be something made by the British aristocracy. 

 

Clique/Click: A “clique” is a small, exclusive group. A “click” is a small, sharp sound. If you are a member of a “clique,” you are smug and self-satisfied. If you are a member of a “click” you are in the sound-making business. (I can’t believe that anyone could make this mistake, but I recently saw it in an angry letter-to-the-editor).

 

Tack/Tact: One of the meanings of the word “tack” comes from sailing, and means to change the boat’s direction relative to the wind by shifting the boat’s sails. The sailing term has come to be used metaphorically. For example, when someone changes their approach to a situation, we might say they are “taking a different tack.” The word “tact” refers to a sense of propriety. I recently read a legal essay in which the author said that “the defendant’s counsel decided to try a different tact.” Maybe the lawyer started holding his tea cup with his little pinky raised?

 

Rein/Reign: A “rein” is a leather strap attached to a bridle and used to lead a horse. A “reign” refers to the period during which a sovereign occupies the throne. These words get mixed up when somebody is trying to say that he or she wants to control something the way they might control a horse (as in “I am going to have to rein him in”) but instead they use the word “reign” and thereby inappropriately invoke the monarchy.

 

Tortious/Tortuous/Torturous: I would say that about half the time anyone uses any one of these three words, they actually meant to use one of the other two. The word “tortious” is a legal term, which essentially means of or pertaining to a tort or wrong. “Tortuous” means full of twists or turns, as in “a tortuous path.” The word “torturous” means causing torture or suffering. The most common confusion of these words occurs when a non-lawyer intends to use the word “tortious.” I have a very simple suggestion on how to avoid confusing these three words. That is, if you didn’t already know the difference between these three words before you read this blog post, then you should just avoid using any of these three words altogether.    

 

Reticent/Reluctant: There appears to be a common misconception that the word “reticent’ is simply a highfaluting form of “reluctant.” Though the two words are somewhat similar, they are not equivalent. The word “reticent” means to be disposed to be silent. The word “reluctant” means unwilling or disinclined. It does not make sense to say that someone is “reticent to get involved.” Here’s my advice: If you feel the urge to use the word “reticent,” just say “shy.” Why use three syllables when one will do just fine?

 

Waive/Wave (Waiver/Waver): A “waiver” is an intentional relinquishment of a known right. A “waver” is somebody saying goodbye to a loved one at the airport. When you “waive” your rights, you are agreeing not to assert them. When you “wave” your rights, you are trying to dry them off in the breeze. 

 

Council/Counsel: These words get conflated when someone is trying to refer elliptically to a lawyer or to legal advice. The word “counsel” can be used as a noun or as a verb; that is, it can be used to describe an advisor or to describe advice. A “council” is an assembly of persons gathered for deliberations. Near my house when I was a child, there was a Catholic church called “Our Lady of Good Counsel.” By contrast, the moniker “Our Lady of Good Council” refers to a popular assemblywoman. Anyway, if you are referring to a lawyer or to legal advice, the word to use is “counsel.” To avoid confusion, just say “lawyer” or “advice” and be done with it.

 

Advice/Advise: The confusion of these two words somehow feels like a blood relative to the confusion of council and counsel. When a lawyer counsels you, she is advising you. When a lawyer gives you her counsel, she is giving you her advice. Here’s how to keep them straight: “advise” is a verb and “advice” is a noun.

 

Site/Cite: A “site” is a location. A “cite” is a reference or quotation. This blog is a web site. When I refer to a legal case on this site, it is a cite to that case. I try to keep this distinction in my sights.

 

Used to/Use to: The confusion of these two short phrases use to bother me, but then I got used to it.

 

When Words are Lacking: It is one thing to confuse words, but it is an entirely different problem when there are no words. An anecdote will illustrate the problem.

 

Like many newlyweds, when I was newly married I was unsure how to address my new mother-in-law and father-in-law. I wanted to use their first names, but that seemed a little bit forward at that point. I decided I would just ask them how they wanted me to address to them, in the hope that they would then authorize me to use their first names. In making this calculation, I did not make sufficient allowances for the peculiarities of the specific people I was dealing with. (I know better now.) My mother- in- law, a scholar of Chinese art, said that the Chinese have words for everything, and they even have words for a son- in- law to use to address his mother- in- law and father-in- law. She suggested that I use these Chinese words to address them. If I recall correctly, the words were something like “kung-kung” and “tai-tai.” She wasn’t kidding. (I didn’t learn the Chinese words, but I did learn something important about my new in-laws.)

 

The point of this story is that there are a lot of things for which there are no words in English, such as forms of address for a son-in-law to use when addressing his father-in-law or a mother-in-law. As illustrated in this January 8, 2013 article from The Atlantic, there are also many emotional states and circumstances for which other languages have names but for which there are no English equivalents. My personal favorite from this list is “Backpfeifengesicht (German): A face badly in need of a fist.”

 

Once you get started, apparently there are a lot of things for which are no words in English and there are a lot of lists of words in foreign language for which there are no English equivalents. I have linked here and here to a couple of the better lists. Here is a good example from one of the lists: “Zeg (Georgian): It means ‘the day after tomorrow.’ Seriously, why don’t we have a word for that in English?”

 

And Now, A Complete Waste of Time: On the website for Abbey Road Studios, the studios have a page with a live webcam feed of the street crossing that the Beatles made famous with their Abbey Road album cover. The camera is set up at a reverse angle from the album cover shot, but if you watch the webcam feed for a few minutes during the daytime you will see various people in the crosswalk trying to take pictures of their group striking the album cover road crossing pose. I watched for about ten minutes yesterday morning and saw several different groups of people trying to capture the album shot. Click here if you want to watch the webcam feed -- but only if you are prepared to waste the next quarter of an hour. (Another day I will write the essay about our amazing modern technology and the ridiculous ways we use it.).

 

"You are Here" -- So What?

One of the reasons Saul Steinberg’s iconic 1976 New Yorker cover – the one showing that civilization ends at the Hudson River – is so humorous is that it accurately captures the way some (many?) New Yorkers look at the rest of the world.

 

Before moving to Cleveland almost two decades ago, I lived in Washington, D.C., another city that all too often considers itself the only relevant reference point in the entire universe. So I had no illusions when I made the move to Cleveland -- I knew that I was about to take up residence in what many consider fly-over country.

 

I don’t mind the jokes about my adopted city. (From my perspective, the funniest thing about the jokes is how little they have to do with the actual city in which I live.) I have gotten used to the occasional telephone conversation in which it is clear that the person on the other end is confusing Ohio with Iowa. Or even Idaho.

 

Nevertheless, it still catches me short when somebody asks me what time zone I am in. The question might make sense if Cleveland were anywhere near the time zone line. The fact is that it is a long way from Cleveland to the Central Time Zone. Before a Clevelander would have to re-set their watch to Central Time, he or she would have to go all the way across the rest of Ohio (more than 160 miles), and then he or she would have to go clear across Indiana (another 140 miles). Let’s put that into perspective. Cleveland is about as close to the Central Time zone as New York is to Richmond, Virginia.

 

The basis of this time zone confusion puzzles me. I am sure that very few people – even New Yorkers -- would ever assume that, say, Fort Myers, Florida is in the Central Time Zone. Yet Cleveland and Fort Myers are at the same longitude (81 degrees west). For some reason, Cleveland apparently drifts out westward into the Plains States in the imaginations of many.

 

The time zone question is only one of the many things that show how much confusion there is about Cleveland’s location. On several occasions, I have had someone say to me, “There’s going to be a meeting in Cincinnati. Since its right there in your back yard, why don’t you attend?” The problem is that it is further from Cleveland to Cincinnati (250 miles) than it is from New York to Washington (229 miles). I doubt many New Yorkers think that Washington is right in their back yard.

 

An extreme example of this location confusion occurred when a colleague suggested to me that I ought to look into a business prospect in Evansville, Indiana, again as if that were right around the corner. However, it is further from Cleveland to Evansville (470 miles) than it is from Washington to Boston (442 miles).

 

I also know that in the popular imagination, Cleveland is very far north. Looking out the window now at my snow-covered yard, Cleveland certainly has the appearance of a northern city. But the fact is that at 41 degrees north, Cleveland is at the same latitude as Barcelona, Rome and Istanbul. For that matter Paris and Munich, at 48 degrees north, are both even further north than Montreal (46 degrees north). London, at 51 degrees north, is even further north than Moose Jaw, Saskatchewan (50 degrees north). 

 

I know that Cleveland is not the only U.S. city that suffers geographical confusion. The U.S. is a big country and the geographic relationship of its many parts does not always conform to armchair assumptions (particularly to those of residents of the U.S. East Coast). For example, if a random sample of people were asked which city is further west, Atlanta or Detroit, just about everyone would say Detroit. However, Atlanta (at 84 degrees west longitude) is further west than Detroit (83 degrees west longitude).

 

There are a host of expectation-defying geographical features of this country. One of the most interesting and surprising has to do with El Paso. Most people would be very surprised to learn that El Paso is closer to San DIego (724 miles) than it is  to Houston (747 miles).

 

The surprising distance from El Paso to Houston is a reflection of the sheer size of Texas. I was interested during a recent trip to Germany to observe that Texas is almost twice the size of Germany in geographic area -- Texas is 268,581 square miles, Germany is 137,847. (For some reason, this observation seemed to trouble my German hosts.) Texas, it turns out, is larger even than France (260,558 sq. mi.), which really kind of astonishes me. Texas is big. But though Texas is both the second largest and the second most populous U.S. state, its population (26 million) is less than a third of that of Germany (81 million) and less than half of France (65.3 million).

 

A few years ago, before smart phones became ubiquitous, I was out at a business dinner, and it suddenly became extremely important to my table mates for us to determine whether California or Japan is geographically larger.  Large stakes depended on the answer to this question. We thought of an industry colleague whom we all agreed would still be at work despite the late hour. (She was.) We called her and she was able to determine for us that California (165,695 sq. mi.) is materially larger than Japan (145,925 sq. mi.) But though California is the most populous U.S. state, its population (38 million) is less than a third of that of Japan (126.6 million).

 

The extreme case of this mismatch between geographic area and population density is the comparison between the U.S. and China. The two countries are about the same size (roughly 3.7 million square miles), but China’s population (1.35 billion) is about four times that of the U.S. (315 million). There are a lot of empty places in the U.S. – and no, that wasn’t a reference to Oakland.

 

We live in an age of GPS devices and smart phones with map applications. At any moment, we can fix our own physical location with pinpoint precision. The entire world has been turned into one gigantic diagram with a continuous read-out to tell everyone “you are here.” However, it doesn’t do anyone any good to know you are “here” if you don’t have any idea where that is and how it all fits together.

 

So – in case you hadn’t noticed, it does kind of bother me when people don’t know what time zone Cleveland is in. Ladies and Gentlemen, Cleveland is in the Eastern Time Zone. So are Detroit, Indianapolis, Dayton, and Chattanooga. And so is Quito, Ecuador.

 

There is more to knowing where you are than just establishing your own physical location.

 

More Year-End Retrospectives from Around the Web

If you were among the many who extended the holiday vacation all the way through the short week following New Year’s Day, you may not have seen the year-end retrospective articles that I posted last week, including my list of the Top Ten D&O Stories in 2012 (here), and my year-end analysis of 2012 securities class action lawsuit filings (here). As it turns out, I am not the only one to have posted year-in-retrospective posts over the last several days. Several other bloggers and commentators have done the same. Here is a quick tour through several of the noteworthy year- end retrospectives.

 

First, over at the Delaware Corporate and Commercial Litigation Blog, Francis Pileggi and his colleague Kevin Brady (both of the Eckert Seamans law firm) have posted their list of the “Key Delaware Corporate and Commercial Decisions of 2012” (here). The post begins with the authors’ selection of the top five cases from 2012 and includes both the authors’ list of the top Delaware Supreme Court decisions and Court of Chancery decisions for the year. The authors helpfully link to their own prior posts on the key cases as well as to the decisions themselves. I should add that the Delaware Corporate and Commercial Litigation Blog is one of the top blogs out there, one that truly is indispensable.

 

By way of interesting contrast, readers may want to refer to Professor Jay Brown’s Race to the Bottom Blog, where the Professor and his blog colleagues are running an interesting series on the topic of “Delaware’s Five Worst Shareholder Decisions of 2012”(refer here).

 

Andrew Trask has a couple of year-end posts on his Class Action Countermeasures blog. On January 2, 2013, Trask posted his list of the ten most significant class action cases of 2012 (here), and then on January 3, 2013, he added his list of the “Ten (Most) Interesting Class Action Articles of 2012” (here). In the latter post, Trask noted (in bold letters, no less) there “there just wasn’t that much that merited the title ‘interesting’ in class action scholarship” in 2012.

 

On the Conflict of Interest Blog (here), author Jeff Kaplan has posted his list of the top ten largest federal corporate criminal fines, noting that “what is interesting is that fully half of the ten largest federal corporate criminal fines in history were imposed or agreed to in 2012. I cannot recall a year with so many new cases on the list.” The list is led by BP’s massive $1.286 fine in connection with the Deepwater Horizon environmental disaster. (The list does not include the recent Libor scandal settlements, as the list is limited just to DoJ criminal fines.)

 

Over at The FCPA Blog, Dick Cassin has posted his 2012 Enforcement Index (here). Cassin reports that twelve companies settled FCPA enforcement actions in 2012, paying a total of $259.4 million. None of the 2012 enforcement settlements were sufficient to make The FCPA Blog’s all-time top ten FCPA criminal fines list but Pfizer’s $45.2 million disgorgement did make the blog’s top ten FCPA disgorgements list.

 

On his Drug and Device Law Blog, Jim Beck has listed “The Best Prescription Drug/Medical Device Decisions of 2012” (here). The post lists the authors’ top ten favorite judicial decisions involving drugs, medical devices and vaccines in 2012.

 

And in the world of accounting, Francine McKenna has listed top 20 posts from her own re: The Auditors blog (here). She helpfully embedded into the post a video of The Kinks’ classic hit “Tired of Waiting” (as an explanation of why has included a list of her own blog posts – that is, because she is tired of writing. Francine, I can relate!).  

 

On a more entertaining note, you can find Inside Counsel’s list of the “10 Strangest Law Suits of 2012” here.

 

And finally, no post on this blog ever really feels complete without a video interlude, so here’s a link to YouTube’s Top Ten Viral Videos of 2012. There were some very amusing videos this year, many of which we have previously embedded on this site. In a salute to the videos, here’s a link to one that we haven’t previously included on this site. Enjoy.

 

Post-Holiday Quick Hits

This mix of items from around the web may be just the thing after a long weekend of leftover turkey --even though we are well aware that nothing can come close to a heaping helping of Turkey Tetrazzini three days after Thanksgiving. 

 

Adding up the Likely Legal Costs from H-P’s Autonomy Accounting Scandal: Last week’s news that H-P is taking an accounting charge of $8.8 billion dollars following the company’s discovery of “serious accounting improprieties” at Autonomy, which H-P acquired last year, is likely to generate more than just headlines in the business pages. As the various parties try to sort out responsibility for this debacle, litigation that could take years to resolve seems likely, according to Ohio State Law School Professor Steven Davidoff and Wayne State Law Professor Wayne Henning in their November 21, 2012 post on the New York Times Deal Professor Blog (here).

 

H-P’s announcement of the accounting issues and related charges included the company’s statement that it had notified the Serious Fraud Office and the SEC of the supposed accounting improprieties H-P had uncovered at Autonomy. But the likely litigation fall out from the company’s disclosures are likely to include not only regulatory investigations and enforcement actions, but also civil litigation, perhaps involving Autonomy’s former executives and even perhaps officials at H-P itself, as well as H-P’s advisors in connection with the Autonomy transaction.

 

However, all of these likely investigative and litigation initiatives could be complicated by the fact that Autonomy was a U.K company whose shares did not trade in the U.S and by the fact that H-P’s acquisition of Autonomy took place outside of the U.S. It may difficult for prospective claimants to pursue their claims in the U.S. particularly under the U.S. securities laws, as a result of the U.S. Supreme Court’s decision in Morrison v. National Australia Bank.

 

Despite these potential complications, litigation nonetheless seems likely. The professors conclude that “while the matter will probably involve tens of thousands of hours and millions of dollars spent on investigation and litigation, none of this is likely to restore the $8.8 billion the company lost.” 

 

Insurance Coverage for Data Breach Claims: One of the growing liability risks that many companies face is the exposure arising from the possibility of a serious breach of the company’s computer systems. The costs associated with a data breach can be enormous, as the companies involved respond to state law notification requirements and possible third-party claims. As the potential costs associated with data breaches mount, a recurring question has been the availability of insurance to protect against these costs.

 

A November 2012 memorandum from the Kelley, Drye & Warren law firm entitled “Insurance Coverage for Data Breach Claims” (here) takes a look at these recurring insurance coverage questions. The memorandum reviews the considerations affecting the availability for data breach claims under CGL and Property Insurance policies, as well as under specialty insurance policies. The authors conclude that “any time a potential data breach occurs, it is essential for an insured to consider all forms of insurance that it carries and to provide prompt notice to its insurer(s) of any policy that even potentially could apply.”

 

More About the Plaintiffs’ Lawyers’ Latest Say-on-Pay Litigation Gambit: A recent guest post on this site (here) discussed the plaintiffs’ lawyers latest say-on-paylitigation tactic, which involves a pre-emptive lawsuit filed in advance of the annual say on pay vote that challenges the adequacy of the compensation-related disclosures in the company’s proxy statement.

 

A November 19, 2012 memorandum from the Pillsbury Winthrop Shaw Pittman law firm entitled “Plaintiff’s Firms Gaining Steam from New Wave of Say-on-Pay Suits?” (here) describes the plaintiffs’ lawyers “new strategy” of trying to “hold companies liable: suits to enjoin the shareholder vote because the proxy statement fails to provide adequate disclosure concerning executive compensation proposals.” According to the memo, plaintiffs’ lawyers have filed at least 18 of these lawsuits in recent months. The memo notes that these new cases “have met with some success – with two court orders enjoining shareholder meetings and five settlements prior to companies’ annual meetings.”

 

Accompanying the memorandum are two helpful and interesting tables, detailing the outcomes of the various say on pay related lawsuits during the period 2010 through 2012, as well as the disposition of the latest injunctive relief actions that have been filed more recently.

 

Leftovers Again: Did you know that Turkey Tetrazzini is named in honor of the famous early 20th century Italian opera star, Luisa Tetrazzini? Neither did we. In honor of the patron saint of leftover Thanksgiving turkey, here is an audio tribute to Signora Tetrazzini, La regina del staccato:

 

 

Storm Remnants: Interesting Items That Blew Past Our Screens

Can I just say that I find it mighty depressing that everyone is talking about Hurricane Sandy in the past tense, as if the storm were already done and gone? Here in Northeast Ohio, as I write this blog post on Thursday evening, the rain continues to fall and the cold and gloomy damp lingers on. We have had continuous rain here since Sunday afternoon— and it is still raining. Trees down, power out, water everywhere. We haven’t yet arrived at the “aftermath” part of this story because the event is still taking place. Sandy just won’t leave.

 

The storm has made serious inroads into my blogging activities. There aren’t many opportunities for blogging when you are sitting in a candlelit room, huddled in blankets and listening to an ancient transistor radio, waiting for the power to return and hoping at least for a break in the weather. 

 

With intermittent Internet access at coffee shops, I have at least been able to scan the Web. I seriously wonder if Sandy is the single most commented upon event in the history of the Internet. Of course all of the major media outlets have deployed saturation coverage of the event. The most charmingcoverage I have seen is the November 1, 2012 summary on Gawker of small town newspaper reporting about Sandy, here. As Gawker put it in the introduction to the article, “Every black-clad, chain-smoking SoHo gallery owner and martini-lunching, town car-riding hedge fund manager started out life as a chubby, freckle-faced kid from South Dakota. Their parents and hometown newspapers were worried about them during the storm. These are their stories.”

 

There has also been a lot of media attention to the insurance angle of the story. A host of aggregate insurance loss estimates have been published. I know one thing for sure. All of the estimates are WAAAAY too low. Trust me on this one. It isn’t just that things are a lot worse in New York and New Jersey than people are assuming. (By way of illustration, check out this before and after photo display of the Jersey shore, here.) It is that nobody is even thinking about how much damage there was in places like Pennsylvania, Maryland, West Virginia, Ohio and Michigan. Be honest -- before you read this blog post, were you even aware that the storm was bad in Ohio? Of course not, nobody cares that there is a terrible storm in Ohio when there was a hurricane in New York. (Just to prove my point,-- did you know that in 2008, Hurricane Ike caused nearly $1.5 billion damage in Ohio? Of course you didn't.) This is going to be just like it was with Hurricane Irene, where the early estimates were too low because at first nobody knew at first how bad the damage was in Upstate New York and New England. The exact same sequence of events is set up to happen with the estimates for Sandy.

 

One particularly interesting question that has come up in the insurance context has been the issue of whether or not insurers can enforce hurricane deductibles in New York, New Jersey and Connecticut. According to news reports, those states’ governors are saying that the insurers cannot enforce the deductibles.   Is that so, I asked myself? Apparently, so too did Alison Frankel, over at the On the Case blog, where she has a very interesting article discussing the question of whether or not the governors actually can prevent the insurers from enforcing the deductibles. Quick summary of her analysis: We’ll see. Among the many interesting questions is whether Sandy was still a hurricane at the time she made landfall. I will say this -- homeowners and property owners in New York, New Jersey and Connecticut were already going to see their insurance rates jump. If insurers can't enforce a hurricane dedictible, then the insurers are going to expect to be compensated for the increased risks -- and so proeprty insurance rates will skyrocket. .

 

Anyway, I sure hope that we get power back soon so that, among other things, I can resume normal blogging activities. For now, I will leave you with one last link worth checking out. Woodruff-Sawyer has published its third quarter installment of their D&O Databox, which can be found here. The article has an update on third quarter securities class action filings as well as some interesting commentary on other litigation developments. Among other things, the article refers to the growing wave of executive compensation –related proxy disclosure litigation, a topic about which I had a guest post earlier this week, here.

 

To everyone out there who is stuck in a cold, dark house waiting for the power to come back on, let me tell you, from first hand knowledge, things could be worse. You could be stuck in a cold, dark house with your mother-in-law waiting for the power to come back on. FRIDAY MORNING UPDATEThe good news is that it stopped raining overnight. The bad news is that it is raining again this morning. At 8:30 am, it is still so dark that the possibility of daylight is still just a rumor. Power still out.

 

Follow-Up: Last week, I posted an article (here) about proposals by the U.S. Chamber Institute for Legal Reform to introduce legislation to address the M&A litigation problem. In a commentary to my blog post, Doug Greene, on his D&O Discourse blog, proposes his own partial solution to the M&A litigation problem. Doug’s interesting post can be found here

 

In Case You Missed It: Earlier this week, I posted a blog entry entitled: “The Looming Fiscal Cliff and Business Risk.” Not many people wound up seeing the article because I posted it the day that Sandy hit. Please take a look at it now if you missed it earlier this week. The post can be found here.

 

Justice Kagan at the University of Michigan Law School

On Friday September 7, 2012, the University of Michigan Law School dedicated its new South Building, an impressive new facility that beautifully complements the school’s venerable Law Quadrangle (see picture below). U.S. Supreme Court Justice Elena Kagan delivered the keynote address at the dedication ceremony. (I attended the event because it coincided with my 30th law school class reunion.) Prior to the ceremony, Justice Kagan appeared on the stage with Michigan Law School Dean Evan Caminker for a question and answer session. The session is summarized below.

 

Kagan has been serving on the Court since August 2010, after a relatively short stint as Solicitor General. She previously served as Dean of Harvard Law School, following her service in various positions in the Clinton White House. She began her academic career at the University of Chicago Law School, after her judicial clerkship with U.S. Supreme Court Justice Thurgood Marshall.

 

Several of the initial questions for Justice Kagan concerned the way the Court has changed since her days as a judicial clerk. She noted that the Court is a “slow-moving institution’ Information technology “has not reached the Court,” and the justices still communicate with each other using written memoranda. The practices have not changed with technology because overall the Court “works well as an institution” and it has developed practices that “allow us to do our job.”

 

Justice Kagan did identify two things about the Court that have changed. First, a Supreme Court bar has developed, consisting of specialized lawyers who “understand what the exercise is all about” and who are “extremely good at it.” It means that the justices “get answers to our questions” and can “engage in the kind of dialog that we all want.” She commented that with the experienced practitioners, “there’s a kind of comfort level” and “informality.” She noted that states “are really getting their act together,” and that the quality of the representation of the states’ interests “has really gone up.”

 

She added that it is” frustrating” when “we don’t get good lawyers.” She noted one particularly area of weakness “on the criminal defense side” She commented that she hoped in the future that the criminal defense bar would do something along the lines of what the states have done.

 

Another thing Justice Kagan said has changed is that Court now has “a more active bench.” She noted that the current practices began with Justice Antonin Scalia who “wanted to try to make the hour more useful.” All of the more recent appointees, she observed, are more active questioners than the justices they replaced, noting as an example that she asks more questions than did Justice Stevens (whose place she took on the Court). She did allow, with respect to the justices’ questions, that it may be getting “into the place where” the level of questioning “is too much.” She said that Chief Justice Roberts is an effective “traffic cop,” but she wonders whether “he should have to do that,” adding that perhaps “we should step it back a little.”

 

She did say that the oral arguments do matter. She said that the briefs are more important, but that the arguments “can make a difference—both ways, you can sway or you can lose a case.” The lawyers know the crux of the case, and “when you hear them say it,” the justices ask themselves – particularly in cases where they are not yet sure where they stand – “how does that sound to me?” She added that oral argument can make a difference even sometimes in cases where going into the argument "you think you have it figured out.”

 

Another difference at the Court that she noted comparing to what she observed as a law clerk is that there are differences in the amount of communication around the Court. Her observation is that the level of communication between the justices outside of the conference has changed. She added that she has noted that even in the conference, there is a great deal of “back and forth,” particularly when they justices have not “yet arrived at a theory that can get five votes.” She added the observation that “it is a great court full of thoughtful and smart people.”

 

In response to a question, she commented on the role of the judicial clerks. She said that they “do what they ought to be doing.” They “are not deciding cases,” adding that the “notion” that has been advanced in certain parts of the popular press that judicial clerks get involved in deciding cases is “an unfounded idea.” She said one very important role that the clerks play is helping to winnow the thousands of petitions the court receive, adding that the clerks “principal role” is helping to “figure out what cases to take.” The clerks sort through the 10,000 petitions to “identify “the 200 to 300 cases worth looking at.” She added that they do “an extremely good job” at that.

 

She took pains to emphasize that she writes her own opinions, and while she asks her clerks to draft position statements, she warns her clerks that “if you see a single sentence you wrote in the Supreme Court Reporter, that will be a big day in your life.”

 

She did acknowledge that it does have an effect when the Court takes up a high profile case. She noted that it is “hard not to be aware there’s a lot of scrutiny.” She said that she “doesn’t think it affects the way we go about our work and they way we do our function.” Those who believe that the things they are saying “have some effect” on the Court “would be disappointed.” Even if there is “political controversy,” it “does not affect our consideration of the cases.” She felt that in a democracy, people “should be free to criticize the Court” but the Court “shouldn’t be pressured to do things,” and she is “100% certain we are not pressured.”

 

A student questioner raised the concern that recent polls had shown that the public respect for the Court as an institution has declined and that there are increasing concerns that the Court is deciding cases with decision splits determined according to the party of the Presidents that appointed the various justices. The student asked what the Court could do to eliminate these perceptions.

 

Justice Kagan responded (noting, after a lengthy pause, that it was a “very serious question”) that she is aware of the polls. She commented that in general people’s “trust in all institutions has declined,” so the decline in the public respect for the Court may “not have anything to do with what the Court has done.” She did say that she “wouldn’t want to discount the feeling that the Court has become divided politically.” She added that “it is really bad thing if the public thinks” cases are being decided on a political basis, and that it is “worth thinking about why this is and what can be done.”

 

One reason for this public view may be the number of 5-4 decisions. The cases that are decided by a 5-4 vote only represent about ten out of the 80 cases decided in a term, but some of these are “important cases.” The concerns can arise when there is perception that the votes are “consonant” with “who has nominated the justices,” something that “has not been the case historically.” She stressed that “there is not … a single vote that is made because of whether I like the President or not, or because I do or do not want to help one party or another.” She acknowledged that given the various justices’ different backgrounds and points of view, “we approach cases in different way” adding that “we may have different views on how we regard precedents.” It would be, she allowed, better “if there were fewer of these [5-4] decisions.” But as “each case comes along, you have to decide it, you can’t decide it in a way to avoid these kinds of splits.”

 

She noted that many people believe that the Court is polarized, often because of colloquy or commentary that may appear in published opinions. She said that one justice advised her that “if you take those things personally, you are going to have a long life tenure.” She understands that some people may read statements in some opinions and think “they must hate each other.” She said that, to the contrary, “we like each other a lot,” that the Court is “quite collegial,” that all of her colleagues are “quite warm.” The disagreement that occurs is “part of the job,” and she believes that all of the justices “are operating in good faith.” Besides, she noted, “life tenure is long” and it “would not be pleasant or useful to hold big grudges.”

 

Justice Kagan noted, in response to a question, that there are now three female justices and that it “would be even better if there were five” (a comment that drew audience applause). She said, however, that it makes “precious little difference in what happens in the conference room.” The value she sees from the presences of women on the Court is that it “changes how the Court looks to the outside world.”

 

When asked her views about the possibility of cameras in the Supreme Court’s courtroom she said that before she went on the Court she would have said, “Sure, why not?” She believes that “transparency is good.” However, now that she is on the Court, she wonders whether the presence of the cameras might “make me think about how I ask a question.” She also noted that following the oral arguments in the health care case, the Court issued audio tapes of the arguments, and almost immediately parts of the arguments were made into political advertisements. She worries that if there were video of the arguments, there would be much greater use of that type. She is “hopeful” that other courts will experiment to see what works best, but “wouldn’t volunteer the Court to be the first.”

 

She did have some interesting comments on her role as the most junior member of the Court. Because she has the shortest tenure on the bench, she does have certain duties. One is that she must answer the door if someone knocks while the justices are meeting in conference, and she is also responsible for taking notes in conference (two duties that she notes have a certain incompatibility). She added that she also serves on the Court’s cafeteria committee, where one of her greatest accomplishments has been to arrange to have a frozen yogurt machine installed in the cafeteria. (This statement drew applause from the audience, with respect to which Justice Kagan noted that “That was the reaction of the Court staff as well.”)

 

The New South Building at the University of Michigan Law School::

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Pre-Game Ceremony from the Michigan-Air Force Football Game: You have to watch this short but totally awesome video tape of an event that occured during the pre-game ceremony at the Michigan-Air Force Football Game on Saturday. The event was even more awesome live because it was completely unexpected;there was absolutely no warning of what was about to happen.

Summer Time

One of the many gifts my wife brought to our marriage was a generations-long family tradition of spending summers in Pentwater, Michigan. If I were, like a true Michigander, to hold up the back of my left hand as a map of Michigan’s mitten-shaped lower peninsula, I would point to the outside knuckle at the base of my little finger, to show where Pentwater is located, on the eastern side of Lake Michigan, between Muskegon and Ludington.

 

Pentwater was established in the years after the Civil War as a lumbering and furniture making center. There is still some manufacturing in town, but now the lovingly maintained Victorian homes from that earlier time are mostly occupied by retirees. The village’s main street runs parallel to the Lake Michigan shoreline, and perpendicular to Pentwater Lake, which connects to the big lake through a channel. Along the Lake Michigan shoreline north of channel outlet is Mears State Park beach. Our cottage is in the woods about a mile north of the state park.

 

In Pentwater, we are “off the clock,” both figuratively and literally. Solar time governs daily activities. The day begins at sunup, with a walk through the woods into the village, along the channel, and out to the signal beacon at the end of the channel breakwater. From that vantage point, the beach curves away, about 20 miles north to Big Sable Point, and about 10 miles south to Little Sable Point. The vast expanse of the Lake spreads far beyond the horizon, to Wisconsin, 60 miles away. The Lake bottom close into shore is only a few feet deep. But a couple of miles out, the Lake is over 500 feet deep, and a little further north the Lake is nearly a thousand feet deep. Lake Michigan is big --its surface area is about the same size as West Virginia. Arching over it is the vast blue dome of the sky.

 

Sheboygan, Wisconsin is directly across on the other side. The good people of Sheboygan are revered in our house, as -- according to assurances we provided our children when they were small -- at sunset the faithful citizens of Sheboygan catch the sun before it falls in the Lake, and then using means both secretive and mysterious, transport the sun back around to the Michigan side of the lake in time for sunrise the next morning.

 

At midday, the noon whistle in the village sounds, which means it is time to take the bicycles out from under the cottage. We ride out Park Street, past the volunteer fire department, past the library, past the school, and out across the Pentwater River into the countryside. The road traverses a short stretch of the Manistee National Forest, and then rolls out into fields of corn, orchards, pumpkin patches and Christmas tree farms. As a lifetime city dweller, it is always a little bit of a surprise to me how close the countryside is.

 

In the afternoon, we pull the kayaks out from behind the dunes and down to the water’s edge. These are the open cockpit, flat bottom kind of kayaks. They are more stable in the Lake’s choppy water. When our kids were small, we would have point-to-point races and distance challenges, but these days I prefer a more leisurely paddle along the Lake Michigan shoreline, or through the channel and into Pentwater Lake. It always strikes me how out on the water, even just a couple of hundred feet offshore, the trees, houses and people back on shore look so small and the Lake seems  so immense. I suppose that is the reason we go on vacations, to get that kind of perspective. From a distance, all those problems that loom so large can seem so small and unimportant.

 

As I paddle along, the small boy in me comes out, and I imagine that I am a voyageur, looking for natives with whom to trade for pelts and furs. Actually, the presence of natives is not such a stretch. A prized photograph in my wife’s family’s archives shows her great-grandmother standing on the beach, next to a Native American on a pony. (The presence of the Native American has never been fully explained to me). One of the most interesting features of the photograph is the appearance of the hills in the background. Today the hills are thickly wooded with huge, mature trees, but in the picture the hills are as bare as the face of the moon. The trees were cleared as lumber to help rebuild Chicago after the Great Fire. The wood from the first cut of the virgin forest is still so highly prized that today salvage crews retrieve sunken lumber from shipwrecked boats entombed in the icy depths of the Lake’s bottom.

 

After kayaking, it is time for a swim. My experience with lake swimming prior to first coming to Lake Michigan had been uniformly unpleasant, involving algae-laden brown water and muddy lake bottoms. Swimming in Lake Michigan is an entirely different experience. The lake bottom and shore line are covered with fine, white sand. The vast freshwater reservoir itself is a parting gift of retreating glaciers. The water remains generally clear and clean and refreshing. In the last century, the Lake has endured a number of insults – industrial pollution, farm runoff, and invasive species. It is a wonder that the Lake is as healthy as it is. We all have a stake in maintaining its health. We can live without oil but we can’t live without water, and the Great Lakes together contain over 20% of the world’s fresh water. A late afternoon swim is a compelling reminder of water’s restorative power

 

When the kids were smaller, we would all gather for dinner at the large dining table in our cottage – our kids, my brother-in-law’s kids, and my wife’s cousin’s kids. A hungry, tumultuous mob. We would have barbequed chicken, corn on the cob and green beans from the Farmers' Market, and fresh bread baked in the wood-fired clay oven my brother-in-law and the kids built next to his cottage a few summers ago. (For obscure reasons, the clay oven is referred to as “Bob.”) We also have local fresh fruit – cherries, apricots, melons, and blueberries. Among the many gifts my wife brought to our marriage is a particular talent for transforming blueberries into delicious treats – blueberry pie, blueberry crisp, blueberry cobbler, blueberry muffins, and more.

 

We pick the blueberries ourselves at Hayes Farm, out beyond the Driftwood Golf Course (nine holes for ten bucks. If no one’s there, you put your money in a coffee can by the first tee. Just make sure to bring a sand wedge.). With the kids working as conscripted labor, we can harvest many buckets of blueberries in a short time. The farm owners encourage pickers to eat blueberries while picking, which is part of the pleasure. (A handful for the bucket, a handful for me…). The smaller, sweeter Jersey blueberries are better for baking. The larger, juicier Bluecrop blueberries are better for eating fresh, or for freezing. We put together dozens of freezer bags of the berries, so that in February, we can have the blueberries on oatmeal, like sweet purple marbles of preserved summer sunshine.  

 

On Thursday evening, there is a band concert in the bandstand on the village green. Families gather and sit on blankets or folding chairs, and little kids run around playing chase games or eating ice cream cones from the House of Flavors ice cream parlor across the street. My own kids used to like to sit in the branches of a big maple tree behind the bandstand, but two years ago the maple was struck by lightning and they had to remove the rest of the tree. The band members run from their mid-teens to their mid-80s. They play a medley of tunes, including marches, college fight songs, and patriotic melodies. For example, the band might play the Wisconsin fight song, the official words of which, I am informed and believe, are: “On Wisconsin, On Wisconsin, We don’t know the words.” 

 

The highlight of the concert is when the band plays “Stars and Stripes Forever,” which features a crowd-pleasing piccolo solo. Out in front steps a little girl no bigger than your thumb. With presence and aplomb, she plays the solo as if she were the designated herald for the dawning of the new age.

 

After the concert, the thing to do is to walk up Hancock Street to the Antler Bar. The Antler Bar looks exactly like you’d expect a place in rural Michigan called the Antler Bar would look. There is a big set of antlers on the wall behind the bar, and several other sets on the other walls. The walls are also covered with sports memorabilia. Like all right thinking people everywhere, the management of the Antler favors the University of Michigan. (The Village Pub up the street favors Michigan State. We do not patronize The Village Pub – even though it does have a cool outdoor terrace with a view of Pentwater Lake). For the boating crowd, the Antler serves upmarket draft beers like Stella Artois and Guinness, but the thing to do is to order a longneck Bud, and then drop a quarter in the jukebox. You can play any song you like, as long as it is by Bob Seger.

 

Because Pentwater is on the western edge of the Eastern Time Zone and so far north, it does not get dark there until quite late. In late June and early July, the sun does not set until about 9:30 pm, and it is not completely dark until almost 10:45 pm. Even after a round or two in the Antler, the sun will likely still be above the horizon. Walking home along the beach, we can watch the sun set. As the sun sinks slowly toward the horizon it casts a cascade of colors across the western sky; and  the orange, reds and yellows of the sunset give way to purples, blues and greens after the sun has gone down. After sunset, a small gesture of appreciation for the good people of Sheboygan always seems appropriate. All hail the citizens of Sheboygan, faithful Stewards of the Sun.

 

When darkness has finally gathered, the sky reveals a brilliant display of stars. Because there are no nearby metropolitan areas, the stars are uncommonly clear. The Milky Way is a broad smear of stars arching across the sky. In August, when the skies are clear, we go down to the beach with blankets and lay on our backs to watch the Perseids meteor shower. The shooing stars arch across the sky about one a minute or so. At times the shooting stars appear so frequently that it can feel as if you are the one that is falling.

 

In mid-August, the village hosts its annual Homecoming celebration. There are games and prizes on the village green, a sand-castle contest on the state park beach, and a Coast Guard water rescue demonstration in Pentwater Lake. In the afternoon, there is a parade through the village. Proud veterans in uniform carry the flag, and girls in shiny costumes twirl batons. There are squadrons of antique cars (this is Michigan, after all). Political candidates work the crowd. There are floats from various local businesses, and there are also separate floats for Mrs. Asparagus and for the Cherry Princess. The highlight of the parade is the locally famous Scottsville Clown Band. The Clown Band marches in costume, with some dressed, for example, as clowns. A disturbingly large number of the (male) band members are dressed as women. The parade culminates with a band concert on the village green.

 

On the Saturday evening of Homecoming weekend, the village shoots off fireworks from the channel breakwater. The brilliant colors of the fireworks are beautiful as they reflect off the Lake’s shifting surface. The Homecoming fireworks are always a bittersweet pleasure, because they signal that summer is coming to an end. The next day, it is time to close up the cottage, pack up the car, and head home to school and to work.

 

When my oldest daughter was young, she would cry as we pulled away from the cottage. I know she was crying because summer was over, but as time has passed, and now that she has a job and a life of her own out on the West Coast, and she can’t come out to the Lake most summers, I appreciate that she was also crying for the fleeting days of her youth, gone now and beyond retrieval. That is a part of parenting I never anticipated -- that as a parent I would mourn my own children’s lost youth.

 

I always wondered what Pentwater looks like out of season. In October a couple of years ago, I had a business trip to Lansing, and afterwards I drove out to Pentwater to have a look. It was one of those sunny October days when it was warm enough to wear shorts and to walk barefoot on the beach. The scene was strange – everything was familiar but somehow altered. The cottages were all closed, the trees had changed colors, and the dune grass was dry and brown. The sun was much further South in the sky than I had ever seen it, and at an odd angle too. As I walked along with the warm sun in my face and the warm sand underfoot, and not another soul around for miles, I thought to myself, I could do this forever.

 

Forever.

 

The word reverberated as if it had been sung in my ears by a heavenly host of angels.



Man. I went to see what the beach looked like out of season and came away with a glimpse of eternity so convincing it took my breath away.

 

Tell you what. Get yourself something cool to drink, and let’s go out and sit on the screen porch. We can talk about anything you like. Or we can just listen to the breeze rinse through the pines, and further off, the waves falling on the shore.

 

Yes, better just to sit quietly. July doesn’t last forever. We should savor it.

 

Another busy day in the village

 

 

 

 

 

 

 

 

 

 

 

 

Painted Ladies of Pentwater

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pentwater Lake

 

 

 

 

 

 

 

 

 

 

 

 

The Channel

 

 

 

 

 

 

 

 

 

 

 

 

Until we journey to the Timeless Shore, we should savor the time we have

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Then and Now (Leaving Out Obvious Technology Differences)

Things That Were in my Childhood Home That Are Not in my Current Home:

 

Whole milk

A popcorn popper

Waxed paper and Freezer Paper

Wooden tennis rackets

A Sears catalog

Pipe cleaners

Typewriter ribbon

A skate key

A coffee percolator

Green Stamps

Calamine lotion

Evening newspapers

A slide rule

Encyclopedia Britannica

Margarine

Camera film – and  Film Cameras

Ashtrays

Parakeets

Tang

Plastic  record adpaters (so that 45 RPM records can play on a 33 RPM turntable spindle)

Hot water bottles

Airplane glue 

 

 

 

 

  

Things That Are in my Current Home That Were Not in my Childhood Home:

 

Bagels

A Rabbit corkscrew

Butter

SPF 45 sunscreen

Chopsticks

Cilantro

Recycle bins

Lacrosse sticks

Quinoa

Zip-lock bags

Bicycle helmets

Anti-bacterial soap

Suitcases with wheels

A golf club with a club head as big as a toaster

Color comics in the weekday newspaper

Velcro

Soy milk

Open-on-the-bottom condiment containers

Pesto

Blue corn tortilla chips

Erythromycin

 

Readers are cordially invited to suggest their own items for these lists, using the blog’s comment feature.  

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The Travel Issue: Singapore Edition - And What I Learned in Asia

The final stop on The D&O Diary’s Asian Tour was the island city-state of Singapore. Located only about 60 miles north of the equator, Singapore is a sun-drenched commercial center that has managed despite its slight size to become one of the world’s wealthiest countries.

 

Prior to boarding my flight to Singapore, I purchased a bottle of water, drank about half of it, and stuck the unfinished bottle in a side pocket of my backpack. As I boarded the flight, I stuck the backpack in the overhead compartment. I guess the lid popped off of the water bottle, and all of the remaining water spilled out. Now, if you are about to spend four hours sitting next to a total stranger, it is a very poor idea to start things off by dumping about eight ounces of cold water on them. I was vigorously cursed out in a language I was unable to identify, and all of my apologies were disdained -- even though during the course of the flight it became apparent that my damp seat mate spoke English fluently.  Fortunately, no permanent harm was done, and this episode, though embarrassing, did not otherwise affect my Singapore visit.

 

The whole country of Singapore covers an area only slightly larger than Chicago, but with double the population. It is also one of the world’s wealthiest countries, with the highest percentage of U.S. dollar millionaires of any country in the world (15.5% of all households). It is a global trade, financial and manufacturing center. As a result, and despite its equatorial location, it has a tidy, orderly, prosperous feel.If you were suddenly dropped there,  and if it were not for the cars driving on the right-hand side, you would probably guess you were in a particularly well-off suburb of Miami. I suspect that most Americans would find Singapore a particularly comfortable place to visit.

 

As far as I can tell, the basic institutional unit in Singapore is the shopping mall. There not only seems to be an endless supply of upscale malls, but they all seem to be busy as well. Singapore’s two casinos have only been open for less than four years, but, flush with Chinese gamblers, Singapore is already a larger gambling market than Las Vegas. The Marina Sands Singapore Casino, which sort of like a massive, three-hulled cruise ship tipped on its end, with a gigantic skateboard stretching across the towers, dominates the downtown Marina district. 

 

My stay in Singapore was relatively brief, much shorter than my visits to my other Asian destinations, but I was there long enough to get a strong sense of the essential commercial energy of the place. Location is one of the country’s natural advantages; its proximity to India and China and to the emerging economies of South East Asia makes it the natural hub for regional commerce. As a result, the city is extraordinarily cosmopolitan. At the PLUS event that was the reason for my visit, there were attendees not only from Singapore itself, but a wide variety of other countries, including India, Malaysia, Thailand, Mauritius, and United Arab Emirates, among many others.

 

One of the literal high points on my brief visit was a ride on the Singapore Flyer, which, depending on who you ask, may be the highest ferris wheel in the world. It does in any event provide some astonishings views of the city, of the Singapore harbor, and of Indonesia to the South and Malaysia to the North.

 

In addition to the climate, economy and atmosphere, another reason to visit Singapore is its food. I can’t recall the last time I enjoyed so many interesting meals in such a short amount of time. Among many other local specialties I enjoyed is rendang, a spicy meat dish with a lot of kick, mee siam, a spicy seafood noodle dish, and tandoori murgh (yogurt marinated chicken). A particular high point for me was the opportunity to sample a rich diversity of local dishes while sitting on the verandah of the Singapore Cricket Club, a local landmark, as the guest of my good friend, Aruno Rajaratnam, whose hospitality helped make my Singapore visit so enjoyable.

 

One particularly interesting area to explore and to eat is Holland Village, a small enclave of shops, restaurants and bars in the western end of the urban center. There is a lively, street-café feel to the area, but the main attraction is the several indoor food courts where you can quickly sample a wide-variety of regional foods. On a warm, sunny afternoon, it was a very pleasant to sit in a shady café drinking Tiger Beer and watching the incredibly diverse local populace stroll by.

 

The PLUS event in Singapore was extraordinarily successful. The event was held at The American Club and it drew a standing-room only crowd. As I noted above, many of the attendees had traveled a long way just to attend. It is clear that there is a great deal of interest among the insurance professionals in South East Asia in the networking and educational opportunities that PLUS affords. It was a privilege for me to be able to address and to meet so many Asian insurance industry professionals. I congratulate the PLUS leadership for taking the initiative in launching the Asian events, and I congratulate the local committee that organized the events, particularly Aruno Rajaratnam and Shasi Gangadharan. I can only hope that the two events this past week in Hong Kong and Singapore are just the first of many PLUS Events in Asia. I also hope that PLUS will continue to offer our Asian industry colleagues the opportunity to become a part of our professional community. On a personal note, it was personally gratifying to learn how many of my industry colleagues in South East Asia are loyal readers of The D&O Diary.

 

What I Learned in Asia: The world is incredibly large, rich and diverse. But as large as the world is, it is still possible for me to start the day in Singapore and have dinner at my home in Ohio. Modern technology and transport have shrunk the world. Nor is this merely a geographic phenomenon. I found in my business meetings during my travels that my Asian counterparts are dealing with many of the same challenges and issues as I am every day.

 

However, one important difference is the pace of economic activity in Asia, which is far beyond anything I have ever experienced. In many ways, business growth in the developed economies all too often is about taking existing business away from competitors. In Asia, there is true, organic economic growth. The future opportunities in the growing economies of South East Asia and in the newly developing countries, like, for example, Cambodia and even Myanmar, are enormous.

 

One particular regret I have about my Asian trip is that I was not able to take any of  my kids with me to see what I saw. I think it is going to be incredibly important for our future work force to understand what is happening in Asia and in the larger global economy. Today and increasingly in the future, our young people will be competing not only with their counterparts down the street but also with their counterparts on the opposite side of the world. We all need to recognize that the global counterparts are extraordinarily motivated and are also positioning themselves to compete in an economy that they fully understand is global.

 

Our Asian counterparts are training their work force to be adaptable and to be able to function in a variety of languages and cultures. To be sure, one advantage we have in the United States is that the rest of the world is racing to learn our language. But at the same time, I fear that we have been too slow to recognize that is not going to be enough simply to expect the rest of the world to speak English. Our future work force will have to be culturally adaptable. Our chronic cultural parochialism could put our work force at a substantial disadvantage in the global economic competition.

 

However, if the increasingly global economy presents a challenge, it also represents an opportunity. That is, there may be an opportunity to participate in the developing economies’ growth – which could be a positive spin on the possibility that future growth and many of the future jobs will in Asia, rather than at home. It will under any circumstances be critically important for our future work force here to be able to function globally.

 

An additional note is that Asia is far from a block or economic unit. To the contrary, cultural differences, natural geographic and resource advantages, as well as differences in political and legal systems, will have an enormous impact on how different Asian countries will fare going forward. To cite but one example of this, it will be critically important to see which countries strike the appropriate balance between the ability of economic participants to extract profits and the ability of those participants to shift “external” costs onto their society. For example, in China, the willingness to allow businesses to prosper while society chokes on the fumes ultimately could undercut the country’s long run success.

 

One of the side effects of the wealth creation that has followed economic development in Asia is the emergence of a rising middle class. With the growth of the middle class has come a convergence around a common set of life styles, living patterns and even values. At its most superficial, this convergence includes the emergence of global brands with nearly universal appeal. But it also includes rising expectations about housing, education, and health care, as well as about the free flow of information and ideas.

 

As a result of this convergence, it is not just technology and transport that have shrunk the world. Rather, it is an increasingly shared set of experiences, expectations and aspirations that characterize ever greater parts of the world. The growing global economy may include both challenges and opportunities; but at its most basic level, it may mean that we live in a more integrated world. Although a global economy seems to mean global competition, there will also be possibilities for global collaboration within a more integrated world.

 

I find the possibilities for global collaboration the most interesting of all. Indeed, if there is a common thread through all of the business meetings on my trip, it is the common assumption that collaboration presents the greatest promise, both in and with Asia. Throughout my Asian travels, I was struck with how enthusiastic everyone I  met was about finding ways to collaborate. I left Asia with three hopes; one, that I might return again soon;two, that the apparently extensive prospects for collaboration in Asia might quickly bear fruit; and three, that I am able to stay in close touch with my many new Asian friends.  

 

More Singapore Pictures:

The Marina Sands Casino, Singapore:

 

Looking out to the Singapore Strait (from the Singapore Flyer):

 

 

 

 

 

 

 

 

 

 

 

A Country of Shopping Malls: 

 

The Travel Issue: Hong Kong Edition

The D&O Diary’s Asian mission continued this week, with Hong Kong the next stop on the itinerary following Beijing. If Beijing is a Chinese city wearing a new Western-style business suit, then Hong Kong is a Western city with a Chinese heart.

 

Hong Kong is topographically complicated; it is divided by bays, harbors and waterways; and it includes islands, peninsulas and even a bit of the mainland. All in, it is physically smaller than Los Angeles, though its population of 7 million is nearly double that of L.A. On Hong Kong Island, the city spreads along the slopes of rugged mountains covered with lush vegetation. Packed into every bit of buildable ground, Hong Kong is a densely populated urban area with crowded streets jammed with traffic.

 

Despite the density and slope, however, Hong Kong is still a surprisingly walkable city. At the second story level, a network of walkways connects much of the central city, by-passing the busy city streets. In addition, a clever center city escalator system connects the lower business district along the waterfront with the residential area in the “Mid-Levels.”

 

One basic thing you need to know about Hong Kong (that I did not) is that it has a humid, subtropical climate. Its latitude and climate are both about the same as Honolulu. I definitely did not pack the right clothes at all. Hong Kong is also yet another island locale with right hand drive vehicles, along with Great Britain, Japan, Ireland, Australia, Bermuda, New Zealand and Singapore. The currency is the Hong Kong dollar, which currently is valued at about 7.7 HK$ to the US$. Invoices and bar bills are simply presented in dollars, which can induce heart attacks late at night when you get a bar bill for $250 for a couple of rounds of drinks.

 

Upon arrival on a steamy Saturday, we set out for an afternoon walk, starting amongst the thick foliage of the Hong Kong Park and of the Zoological and Biological Gardens. Our roving stroll quickly revealed the incredible diversity of Hong Kong’s sights and sounds. First, in one of those chance events that makes travel so interesting and rewarding, we happened upon a musical rehearsal at St. John’s Cathedral , which is close by the parks. The church’s cool interior was a welcome relief against the humid afternoon heat, and we were treated to a rehearsal of the musical ensemble Die Konzertisten . The ensemble was rehearsing Leonard Bernstein’s Chichester Psalms, which the choir and orchestra were going to be performing in concert that evening.

 

We then strolled into an area of narrow pedestrian lanes and alleyways lined with shops and vendors selling clothes, toys, leather goods and shoes, and vegetables and fruit. Butchers carved meat right out along the street and fish vendors displayed tanks full of lobsters, crabs and assorted other kinds of sea life. You can buy fried or dried octopus, fermented bean curd, curry fish balls , put chai ko (a sweet pudding cake), and  chee cheong  fun (rice noodle roll stuffed with meat). Or maybe you might just want to walk past and content yourself with wondering what, say, snake meat might taste like.

 

After wandering through this colorful street market scene, the thought did occur to us that it would be awfully nice to find a place to sit down and have something cool to drink. Almost simultaneously with the thought, we found ourselves in the Soho neighborhood, full of restaurants and bars. We went into the Globe Pub on Graham Street, which turned out to be every bit as British as if it were in Notting Hill. We sat at the bar and drank draft Old Speckled Hen ale. Though it was evening in Hong Kong, back in merry England it was still early afternoon, so we were able to watch an English Premier League game live. The bar was full of vocal Arsenal fans, who were disappointed that the Gunners played to a nil-nil draw against London rivals Chelsea. After the game, we returned to our hotel quite persuaded that Hong Kong is a fabulous town.

 

The next morning dawned clear and bright, so we took the Peak Tram to the top of Victoria Peak. At about 1,800 feet, the Peak (as it is known locally) is the highest mountain on Hong Kong Island. Oddly and incongruously, the tram terminates near the top at a modern shopping mall. Outside the mall, a paved pathway winds around the Peak through parklands and near some very high end residential real estate. The path affords glorious panoramic views of the harbor and the Kowloon Peninsula to the North and of the South China Sea to the South.

 

After we descended, we went to the waterfront and took the famous Star Ferry across Victoria Harbor to Kowloon. With a bit of wandering, we found our way to Kowloon Park, a cool, shady oasis on a muggy afternoon. We didn’t know that we had wandered into the Sunday afternoon singles’ scene for young South East Asians. The park was full of young men and women in their late teens and early 20s – Malays, Thais, Vietnamese, Cambodians, and a host of other ethnic groups and nationalities that I could only guess at. Many of the women were wearing head scarves and others were wrapped in colorful silks fabrics. Some groups sat on fabric ground covers and chatted. Others were playing music and dancing. One group of gently swaying and elaborately dressed women played drums, tambourines and bells. I felt as I were from another planet.

 

As the afternoon light faded, we took the ferry back to across to Hong Kong Island, and hopped into a cab to go back to Soho for dinner. Seconds after we jumped out, I realized I had left my backpack in the cab. Shock and surprise gave way to distress as it sunk in that in a city as massive as Hong Kong where there are literally thousands of essentially identical taxi cabs, there was no chance I would ever see my backpack again.

 

We went to get some (excellent) Thai food but not even a couple of Singha beers could raise my spirits. As I picked at my Pad Thai, I slowly remembered all of the things I had been carrying in my bag – my camera (with all of the pictures from my trip); guide books (borrowed from the Shaker Heights Public Library); a CD play with a Berlitz Mandarin language  CD in it (also borrowed from the library); a memory stick with my presentation; important traveling accessories, like a corkscrew and a bottle of aspirin and several packages of gum. And then – I remembered the envelope. The envelope with the cash. Over 400 U.S. dollars, plus US$300 worth of Singapore dollars. My spirits, already low, plunged to new depths. (I know you are thinking -- what kind of idiot carries around that much cash in a backpack? Well, apparently the same kind of idiot that would leave a backpack in a taxi cab. That is to say, a complete and total idiot.)

 

Back at the hotel, I told the concierge what had happened. He was friendly and polite and he dutifully took down all of the information. He said that he would call the taxi commission and that he would let me know if he learned anything useful. However, the look on his face pretty much told me that I was never going to see my backpack again.

 

When I went up to my room, I picked up my iPad for a quick email check. To my astonishment, in my inbox was an email with the following Re line: “Your Missing Bag in a Hong Kong Taxi.” The email, from a woman whose email domain was “christiandior.fr,” said

 

My husband and I just got in a taxi in Hong Kong where we found your missing bag. We got your name card from your bag and tried to call you without success. Now we left the bag with the taxi driver Mr. [name] (you could find attached his Driver ID card picture), his phone no is : [phone number]. Please contact him asap. Good luck!

 

Attached to the mail was a photo of the driver’s taxi license, with his name, the name of his taxi company, his taxi ID number, and the driver’s picture.

 

I ran back downstairs to the concierge. He called the driver’s cell phone number and got him on the phone. They quickly figured out that the cab was not far from my hotel. Within minutes, I was reunited with my bag. The driver went home with a tip so big that he couldn’t stop thanking me. After the driver left, the concierge said, “I have been working at this hotel for a long time. Guests are always leaving things in taxicabs. Of course we always try to do whatever we can, but this is the very first time that anyone actually got their stuff back.” 

 

The whole sequence reaffirms my faith in humanity. The lengths to which the lovely French woman went to try to find me fills me with a sense of gratitude and indebtedness. And then there’s the driver. He not only returned my bag, but he returned all of its contents – including every last one of the US and Singapore dollars. All I can say that as unlucky as I was to leave my bag in the cab, it was incredibly good fortune that these two were there to protect me from my stupidity. By the way, the pictures accompanying this post were nearly lost forever.

 

My Hong Kong sojourn also included the highly successful inaugural meeting of the Professional Liability Underwriting Society in Asia. It was a standing-room only event at the Royal Hong Kong Yacht Club. I thoroughly enjoyed the chance to meet and to address so many industry colleagues from Hong Kong and from all across Asia. I was also delighted to learn that so many of them are loyal readers of The D&O Diary. (The Internet is such an amazing thing).

 

I came away from Hong Kong with very warm feelings for the place. It is a dynamic city of incredible charm as well as a seemingly endless supply of diverse sights and sounds. Put Hong Kong down as a new entry on the list of favorite travel destinations. The next time I visit, though, I will remember to put my valuables in the hotel room safe. And friends, if on some future occasion you should find yourself riding with me in a cab, before we exit the vehicle, please ask me to make sure that I remembered to take all of my belongings.

 

More Hong Kong Scenes:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Travel Issue: Beijing Edition

The D&O Diary is on assignment in Asia this week, with a first stop in Beijing and with other Far Eastern stops scheduled after that. Even traveling “over the top,” Asia is very far away. When the flight progress monitor shows your plane traveling over Irkutsk and Ulan Bator, you know you are far from home.

 

Beijing is a vast, sprawling, teeming city. At first blush, it is a thoroughly modern city, its wide boulevards lined with ranks of modern steel and glass office towers. Yet inside the Forbidden City or the Temple of Heaven (both of which, like the city itself, are huge), Beijing reveals itself as an ancient city with a long and fascinating history. And yet again, in the warren-like hutong neighborhoods (at least the ones that remain), with their narrow alleys and winding passageways, Beijing can feel daunting, mysterious and even a little dangerous.

 

With the city's ubiquitous modern buildings and traffic congestion, it is something of a shock to suddenly find yourself standing in Tiananmen Square, facing the entrance to the Forbidden City, the enormous portrait of Chairman Mao hanging over the entry gate (pictured above). It is hard to believe that barely forty years ago, more than a million people gathered in the Square waving Little Red Books, and that only 23 years ago a single soul faced down a Red Army tank. The street where the lone protestor stood is now clogged with tour buses, Porsche SUVs and Mercedes sedans. The Square itself is full of tour groups and vendors hawking Mao hats and “genuine” Rolex watches.

 

The Forbidden City is an enormous complex of buildings, courtyards and temples that defies easy description. Its grounds are larger than those of the Palace at Versailles. I visited it twice on this trip and still feel as if I only saw a very small part. Many of the buildings were dazzlingly restored for the 2008 Beijing Olympics, and during my visit the courtyards were full of blooming fruit trees and blossoming flowers.

 

Over the centuries, twenty-four Ming and Qing emperors lived in the Forbidden City, but the tour guides seem to concentrate on the last Ming emperor, Chongzhen, who slew his own family and then hanged himself in 1644 to avoid capture by rebel armies and the oncoming Manchu invaders, and Puyi, “the Last Emperor,” who abdicated in 1912 and who fled the Forbidden City in 1924.

 

Emerging at the Northern gate of the Forbidden City, you suddenly leave behind the venerable vestiges of the country’s imperial past and plunge into the tumult of the city’s jarring present. Vendors, beggars with shocking wounds and deformities, school kids, and tourists jostle and push along a walkway not nearly large enough for the crowds. Beijing can be simply overwhelming at times.

 

Perhaps detecting my sensory overload, my tour guide suggested that we retreat to a tea house. We had to take a city bus (fare = 1 yuan, about 16 cents) to where he had parked his car in a hutong. We then drove through back streets to a quiet tea house, where a chatty young woman performed a simple tea ceremony. We sampled seven different varieties of tea – this one for longevity, that one for your complexion, this one for serenity. Perhaps it was the soothing effect of the warm drink, but I wound up buying an enormous quantity of tea and even a couple of tea cups and saucers. After the tea, the guide (happy to increase his tea-sotted client’s fee) took me on a tour of the Yonghe Temple, a Qing-dynasty Buddhist monetary that still houses chanting and incense-burning monks. 

 

The tea-induced serenity proved short-lived. With 19.6 million people, Beijing is well more than twice as large as New York City. It is almost incomprehensible that it is only the third largest city in China. With 23 million people, Shanghai is the second largest, and with nearly 29 million, Chongqing is the largest. The sheer scale is beyond anything I have ever experienced.

 

Beijing is also a city of five million vehicles, and at any moment it is easy to believe that all five million are out on the roads at the same time – but that is a mistaken impression. Each weekday, traffic regulations bar one-fifth of the cars from the inner city based on vehicle registration number, and trucks are banned altogether during the daytime. But even with these restrictions, the roads are jammed at all hours. Picture the worst traffic you have ever seen in, say, L.A., multiply times ten, and then allow for the fact that rules of the road are viewed as purely advisory. A red left-turn arrow does not mean no left turn; it means jockey for position until you see an opening and then go for it (and for Beijing drivers, an “opening” means only ten or fewer pedestrians directly ahead).

 

Contemporary Beijing has many other attributes of any modern city. I was surprised and disappointed to find that the Westin hotel in which I was staying felt like a Westin hotel anywhere, and  the Financial District in which it was located had the exact feel of say, Tyson’s Corner, Virginia or Stamford, Connecticut, except with even less charm.  On the cross street adjacent to the hotel were a Starbuck’s, a KFC, a Pizza Hut and a TGI Friday’s. I felt as if I were in a containment zone for Americans hoping to have as little contact with China as possible.

 

Fortunately, the area near my hotel is not representative. There are several areas full of restaurants and street life. One afternoon, we had lunch in a lakeside restaurant in the Back Lakes area (pictured left), where we were served plate after plate of spicy, delicious food – chicken with walnuts; mushrooms in a spicy sauce; saffron rice dusted with crushed, fragrant flowers, thick noodles flecked with bits of pork; a gigantic fish with its head and fins still intact; and plates of sweet and savory dumplings. And what would a visit to Beijing be without a meal of Peking Duck? We enjoyed a very special meal at the famous Da Dong Roast Duck restaurant, a multicourse (and breathtakingly expensive) extravaganza that culminated in the table-side carving of the wood-roasted duck. I saw just enough of the city on these outings to know that there is an incredible diversity of things to see and do, but I just did not have the chance to explore these areas the way I would have liked. Stuck in the American containment zone, I was simply (and disappointingly) out of position to fully explore the parts of the city with a pulse.

 

My Beijing sojourn did include the obligatory excursion to the Great Wall. Sixty miles north of Beijing, past the sixth and last of the city’s ring roads, the flat plain gives way to jagged mountains shrouded in mists. A Ming dynasty section of the Wall bristles along a rugged ridge-top. Today, a chair lift sweeps visitors up to the top, but to see the guard towers at the highest elevations, you still must scramble up a long, steep incline of uneven steps. When you finally reach the top, panting and sweating, you are greeted by a wise-cracking vendor in a Mao hat:”Where you from? Ohio? Cool! You need cold beer, Ohio, only eight yuan [about $1.30], very cold.”

 

The Mutianyu section of the Wall that we visited was built in very rugged terrain, and is surrounded by thick forest. On the day of our visit, the woods were full of flowering trees and I can only imagine how beautiful the view is on a clear day. As it was though, a thick mist obscured the view. The clouds closed in and a fine rain began to fall shortly after we returned to the bottom.

 

To descend to the bottom, we did not take the chair lift back but instead we rode a toboggan that traveled along a curved metal track. The slope is steep, and as I careened along at breakneck speeds, I thought to myself that the momentum could easily carry me off the track and into the woods. I suppose life-threatening pleasures are just part of the checklist when on travel to distant lands. Fortunately, no one was killed, in our group at least, and after several in our group had filled their backpacks with souvenir tee shirts, chopsticks, and straw hats, we gathered for lunch in a restored old schoolhouse. Along the serving table were heaping plates of duck, pork, and noodles, toether with enormous bottles of beer.

 

Somehow the metal toboggan run seems to me like a metaphor for Beijing itself. The city’s incredible pace and dazzling prosperity are very impressive, but there is a dark edge to the city’s vitality. In ways that are readily apparent, the city is literally choking on its prosperity. All the Gucci and Cartier stores and speeding Audi A6s with tinted windows cannot hide – and indeed may even underscore – the fact that all is not well.

 

One cultural difference many Americans visitors to Beijing often note is that it is quite common for people on the street to hawk loudly and spit onto the pavement. Some Americans may find this unpleasant or even rude but after just a few days in the city, I began to better understand the behavior. After only one day, my throat was scratchy. By the second day my throat was sore. After that, I found that I had to keep popping throat lozenges just to get by. I am sure that before too long I would be hawking and spitting just like a native.

 

I had arrived during a particularly clear interlude (as shows in many of my pictures). But the thicker air soon settled back in. Nearby buildings nearly disappeared in the haze. The sun faded into a diffuse, low wattage glimmer behind a blanket of smog.

 

Nor is the foul air the only sign that all is not well. At first it seemed trivial to me, but the fact that the government has blocked Facebook, Twitter and Google, along with many other parts of the Internet, really does show that for all of its apparent prosperity and dynamism, China remains a closed and controlled society. In several different conversations, I heard complaints about difficulties getting housing, health care and educational services. Inflation is becoming an increasing concern as well. When the yuan was eight to the dollar, Beijing may have been a bargain, but at 6.3 yuan to the dollar, it is no longer cheap. Several different business people shared with me their concerns about rising prices and shrinking or disappearing margins, as well as the scarcity of credit. After years of growth at a breakneck pace, there are increasing concerns that the economy could be headed off the tracks.

 

In the end, Beijing remains for me an immense puzzle of conflicting impressions. Because it is so vast and multi-faceted, even after a week there, I felt that I had barely scratched the surface. One very special experience while I was there illustrates the challenge of trying to get to the heart of the place.

 

Early one morning, I took a cab to the Temple of Heaven, now a huge park with walkways, pavilions and gardens, as well as the actual temple buildings where Ming and Qing emperors fasted and prayed annually for a bountiful harvest. The temple buildings, though 19th century restorations, are beautiful, but the grounds and gardens are the main attraction. Wandering amongst the blossoming trees and surrounded by families and school children, it was easy to feel as if I were indeed in a blessed place.

 

Near one of the ornate pavilions (pictured to the left), a group of traditional musicians attracted my attention. I sat and listened to them for a long time. Their music sounded strange to my ears; there seemed to be no rhythm or melody, at least that I could discern. The singing sounded, to me, tuneless and off-key. I found the music strange and absolutely fascinating. I would have liked to have spoken to the musicians, to know more about their music and their instruments. But as it was, I hesitated even to take their pictures for fear of being intrusive or causing offense.

 

Like the music, I found Beijing itself interesting and enigmatic, a complex puzzle with many surfaces and hidden meanings. The only thing I know for sure is that I must go back, to try to get closer to the heart of a fascinating city.

 

A containment zone for Americans :

 

 

 

 

 

 

 

 

 

 

Tianamen Square, genuine Rolex watches, you buy, how much? 

 

 

 

 

 

 

 

 

 

 

The Hall of Prayer for Good Harvests at the Temple of Heaven:

 

 

 

 

 

 

 

 

 

 

Flames Must be Fully Clothed at All Times:

 

 

 

 

 

 

 

 

 

 

And if your relics have a persistent problem, we can get them extra strength anti-itching powder:

 

 

 

 

 

 

 

 

 

 

We Make Our Dumpling By the Book: 

 

 

 

 

 

 

 

 

 

 

At those other tourist sites,  you have to put up with a lot of uncivilized sightseeing: 

The Travel Issue: Dublin Edition

On first encounter, three impressions immediately emerge regarding the throngs of pedestrians walking along O’Connell Street, the main thoroughfare in Dublin’s central district: first, everyone is incredibly young; second, they are a surprisingly diverse crowd; and third, there are a hell of a lot of babies in strollers everywhere you look.

 

The D&O Diary was on assignment in the British Isles last week, and the final stop on the itinerary was Dublin, a great city with a rich history and beautiful buildings, that is brimming with  youthful energy and  full of contrasts. (The picture above depicts the River Liffey, looking west, and also reflects the glorious weather we enjoyed during our visit.)

 

It turns out that the initial impressions about the crowds on O’Connell Street have a basis in demographic fact; while we were in Dublin, the Irish government released the preliminary results of the 2011 census, which showed, among other things, that the country has been experiencing an “extraordinarily high birth rate” and the natural increase in population is the “highest on record of any previous census.” The census also found that “ethnic diversity is now an established fact of Irish life,” and that the number of non-Irish nationals increased by a third since the 2006 census.

 

The city’s youthful, lively population projects a sense of dynamism that, at least at first impression, seems to be reflected in the fabric of the city itself. The city’s gleaming airport is brand new. A sleek new tram line runs parallel to the River Liffey. New ultramodern office buildings line the tram tracks, bearing logos of global companies like PwC, J.P. Morgan, Statoil, and BNP Paribas. Unfortunately, all of the dazzling infrastructure and of the ultramodern construction projects are the glittering remnants of the time, now five years gone and receding further into the past every day, when the Celtic Tiger roared.

 

As the tram line continues east toward the city’s docklands, it quickly becomes apparent how it all went so terribly wrong. The snazzy buildings with the corporate logos quickly give way to empty “see through” buildings, and then to the hulking concrete superstructures of buildings that were incomplete when the music stopped. Along the final tram stops, huge areas optimistically cleared for even more building projects remain empty, inhabited only by the ghosts of the banks and other firms that failed when the real estate bubble burst.

 

As befits a city with both an irrepressible youthful dynamism and a legacy of seemingly insurmountable budget woes, Dublin presents a host of contradictions. On Saturday, crowds of youths  -- many with babies in strollers --  thronged the city’s main shopping districts along Grafton and Henry Streets, both of which lined with global brands like H&M, Swatch, Starbucks, Disney and Apple. At the same time, thousands of protest marchers demonstrated outside the governing party’s annual convention, rallying against the new 100 euro household tax (which more than half of the obligated tax payers had failed to pay by the March 30 deadline).

 

In the wake of the financial crisis, Dublin and Ireland face a host of challenges. But during several days of record-breaking warmth in the final week of March, the city positively hummed with life. The walkways along the Liffey were lined with grateful city dwellers, their pale faces turned toward the sun like so many red-headed sunflowers. The lush, flower covered St. Stephen’s Green, which is a veritable urban oasis, was also crowded with families (including innumerable babies in ubiquitous strollers) sunning themselves and enjoying the prematurely blooming flowers and blossoming trees.

 

Nestled in the city’s center is the venerable Trinity College, founded in 1592  by Queen Elizabeth to civilize and improve her Irish subjects. I can’t say for sure what the campus might be like under ordinary conditions, but on a sunny Spring day with temperatures in the 70s, its lawns are covered with students enjoying the warmth in a way you might expect, say, on a college campus in South Carolina.

 

Near Trinity College is another area that is perhaps of even greater interest to many tourists, the pub and restaurant district know as Temple Bar. On a warm spring evening, the area’s cobble-stone streets were full of Guinness-fuelled crowds of tourists and youthful revelers. The party atmosphere was lots of fun, but by the second or third visit to the area, I began to feel like it was an entertainment zone for thirsty visitors looking for the tourist version of the Irish pub experience. When my son and I found ourselves seated next to six middle-aged Japanese women taking pictures of themselves holding (untouched) glasses of Guinness, the whole place started to feel like an Irish-themed amusement park designed to separate foreign visitors from their euros.

 

In search of something a little less tourist-intensive, and hoping to catch the Pro12 rugby league game between Munster and Leinster, I typed “best places to watch sports in Dublin” into Google, and came up with the Bruxelles pub, on Harry Street, off of Grafton. The bar was packed with rugby fans, most seemingly loyal to Leinster. The bartender poured a proper pint, and the crowd was transfixed on the flat screen televisions around the room.

 

Leinster ultimately won the game, but the important thing is that we learned the appropriate forms of address during a televised rugby game. The true rugby fan from time to time waves a hand toward the television and exclaims “Ahhh!”, in a guttural growl from deep in the throat. Periodically, it is also appropriate to shout “Come on lads!” as well as “that’s a fookin’high tackle, for sure!” Large quantities of Guinness also are apparently required. No one was taking pictures of themselves drinking beer.

 

Perhaps the high point of our Dublin visit was the walking tour of the 1916 Easter Rising. Because the events took place relatively recently; because the structures involved in the Rising are not only still standing but mostly still in use; and because the consequences of the Rising have continued to reverberate over the years, the tour’s impact is extraordinary. The Rising has been and remains the source of much controversy, as it was quickly suppressed and resulted in the swift execution of its leaders, and also resulted in the destruction of much of the city’s central business district. O’Connell Street (then called Sackville Street) itself was left in ruins. In the immediate aftermath, the leaders of the Rising were widely reviled for in effect bringing the War in Europe  to Dublin. Ireland has never adopted the anniversary of the Rising as its Fourth of July or Bastille Day.

 

But after it was suppressed and the leaders executed, the Rising came to represent the embodiment of heroic nationalism as the country struggled toward independence. Views about the meaning of the Rising have continued to shift in the years since. With the centennial of the Rising now approaching, the question of the meaning of the events is the subject of renewed focus. The Rising tour, along with a separate tour of Kilmainham Gaol, where political prisoners were held and where the leaders of the Rising were executed, was a particularly interesting and memorable part of the visit to Dublin.

 

The Rising tour meets at the International Bar on Wicklow Street, not far from Trinity College. It turns out that a tour of a different type was also taking place there. That same morning, groups of Trinity students were conducting a unique form of pub crawl. The students were arranged in groups of six and dressed in costumes (as, say, the cast from Scoobie Doo or from the Flintstones). Their apparent plan was to run through a series of six pubs. At each pub, each participant had to chug a beer, and then run to the next pub. The International was only the second pub on the circuit. I can only imagine what the participants looked like by the time they reached the fifth or sixth pub. Now, I know some readers may be thinking that this activity is simply the ancient Gaelic sport of “hurling,” but that is actually an entirely different but equally inexplicable pastime (involving giant wooden spoons with three foot long handles, where the contestants run around, and, well, I am not sure about the rest, but it is a lot of fun to watch with a pint of Guinness).

 

One of the most amusing parts of this costumed, beer-swilling foot-race was the reaction of the pub regulars, who were seated at tables along the wall opposite the bar, pints of Guinness at their elbows, and faces unchanging as huffing and puffing teams of, say, Teenage Mutant Ninja Turtles, came charging into the pub, called for a round of beers, and then went running out. Just another day in Dublin, the regulars’ unchanging faces seemed to say.

 

Although there is much to be said for a pub and a proper pint, on a warm spring day Dublin’s outlying areas offer an even more alluring attraction. Thirty minutes north of the city on the DASH commuter rail line is the seaside village of Howth . The train line terminates at the edge of the town’s snug harbor. The main road runs along the sea-front past the breakwater, and then winds up into the hills overlooking the town and the harbor. At the road’s end, a foot path winds into the cliffs and up to the summit, where there are breathtaking views of the Irish Sea and of Ireland’s Eye, a rugged offshore island. The hillsides were covered with yellow gorse blossoms. Looking south from the summit, you can see beyond Dublin to the Wicklow Mountains.

 

Ireland is a beautiful country with a rich history, as well as an enviable trove of assets. It may face some formidable challenges. But with its youth and its energy, its future holds great promise. In the meantime, its capital remains a lively and entertaining destination, a comfortably diverse place to visit and enjoy.

 

St. Stephen's Green, Dublin:

 

Trinity College, Dublin

 

Ireland's Eye, Off of Howth

 

 

 

 

 

 

 

 

 

The Cliffs at Howth, from breakwater

 

Looking South to the Wicklow Mountains

Lloyd's and the London Market

The Lloyd’s Building, at 1 Lime Street in London, is the vital, dynamic heart of the London insurance market, as well as the historic center of the global insurance industry. The D&O Diary is on assignment in the U.K. this week, and one of the high points of the business itinerary was a tour of the Lloyd’s building in London, supplemented by a short but gratifying introduction to a host of London insurance market professionals.

 

The Lloyd’s Building’s exterior, still striking after 25 years, often attracts the most attention (and, even now, some controversy), but it is the building’s interior that is actually the most interesting. The building’s first three floors are a web of activity, with underwriters in the boxes considering risk submissions brought to them by the brokers.

 

The boxes are a remnant of the marketplace’s earliest origins at Lloyd’s Coffee House, where in those days marine risks were underwritten at the shop’s stalls and booths. The boxes today include sleek computer screens, and they often display the names of large multinational insurance organizations. Just the same, according to time-honored practices, the brokers still queue up at the boxes to present their client’s risks and much of the business is still transacted face-to-face. Even if these processes are vestigial, they represent both a civilized tradition and a time-tested way to transact insurance business.

 

On my prior visit to the Lloyd’s building years ago, there was a sense the building was a little under utilized. Much of the third floor then was vacant. But now the building seems to be full and the sense of energy and activity is palpable.

 

Notwithstanding the building’s ultramodern décor and the omnipresence of electronic technology, the building as an insurance market retains important artifacts reflecting its long history and embodying many of its traditions. The Lutine Bell, rescued from a sunken vessel, stands in the center of the building’s first floor; the bell still sounds from time to time, but only on the occasion of a major loss. The Adam Room on the building’s eleventh floor, a re-creation of the prior building’s meeting room, represents a sharp design contrast to the rest of the building. Though it is now used for ceremonial purposes, its traditional décor provides a symbolic link to the market’s long and venerable history.

 

The London insurance market is now much bigger than just Lloyd’s itself, and around The City there are other insurers in the so-called company market who do not participate directly in the Lloyd’s marketplace. But even these other participants are located in close proximity to the Lloyd’s building. As a result of the physically compact nature of the London insurance marketplace, and also due to the marketplace’s tradition of doing business face-to-face, there is very much of a feeling of community in the marketplace. Many of the participants know each other, to a much greater degree that their counterparts might elsewhere in the global insurance industry.

 

I enjoyed a particularly rewarding encounter with the London insurance community at a reception that my firm, OakBridge, co-sponsored with Beazley Group and the Ince & Co. law firm. It was through my friendships with individuals at these two other firms that the reception came about, but the reception itself was really not for or about the sponsoring firms as such. The whole point of the reception was simply to bring together as many participants in the London management liability insurance arena as were willing to come out on a Tuesday evening. In the event, over 75 underwriters, brokers, reinsurers and lawyers attended. I saw many old friends and made many new friends.

 

I thoroughly enjoyed the opportunity to become better acquainted with my professional colleagues in London. I came away with a strong sense of the professional collegiality that is so characteristic of the place. In the U.S., the D&O insurance industry is also collegial, but because it lacks the geographic concentration of the London market, the sense of community in the U.S. is not the same.

 

As a result of the Internet and other features of modern business, all too often in the U.S. (and elsewhere) our business interactions are impersonal and detached. In my own work situation, I am literally in an office by myself, with no colleagues nearby and with my links to the business world running through Internet routers and telephone lines. Sometimes it seems that what we may have gained in process efficiency from our modern approach to business, we may have lost in so many other ways. Although our transactions are usually friendly, it is infrequent that we know or know much about those with whom we are conducting business. As I circulated among the guests at the reception the other evening, I was reminded that in a business community built on relationships, business takes place not merely among market participants, but also between friends.   And there is a lot to be said for that.

 

I would like to thank my good friend Tom Coates of R.K. Harrison for taking me and my son around the Lloyd’s building. I would also like to thank all of my friends at Beazley Group and at Ince & Co. for co-sponsoring the reception. And to all my friends in London, old and new, all I can say is that I hope someday I have a chance to repay your hospitality. And to do business, as well. Cheers.

 

The Adam Room

 

Some of Lloyd's City Neighbors

The Travel Issue: London Edition

The D&O Diary is on assignment in the British Isles this week, with the first stop on the itinerary in London. The London sojourn represented a return engagement to a familiar and favorite place, both for myself and for my 18 year-old son, who accompanied me.

 

Because we have seen most of the major tourist landmarks on prior visits, for this trip we planned only to visit new places and try to try stay off the beaten path. The glorious weather that greeted us on arrival almost immediately set our plans aside, however. With sun streaming down and temperatures in the 70s, we were drawn to St. James Park, in part because at the time of my son’s prior visit, the park’s lake was drained for maintenance. From there, it was on to Green Park and then Hyde Park.

 

London is universally known as an impressive, diverse, vibrant place, but it is not always thought of as a beautiful city. On a sunny spring day with the spring flowers in bloom and flowering trees in blossom, the city is stunning. In defiance of all expectation about London weather, we enjoyed several remarkable days of warm sunshine. We later learned that the weather set records in many places in Britain.

 

If London can sometimes be beautiful, it is always cosmopolitan. One of the things I enjoy most about the city it its rich diversity. While riding the elevator in the Covent Gardens tube station, my son and I counted nine different languages among the thirty or so people in the elevator. But if it is sometimes beautiful and always cosmopolitan, it is first and foremost a city. It is a crowded, bustling city full of all types, some of them not entirely attractive.

 

Take, for example, the red-faced man decked out in full Chelsea football team regalia, whom we saw outside of the Tube station near our hotel. Even though it was only 11:00 am and more than an hour before the scheduled start of the football game, he was completely pissed, and when we saw him, two Bobbies (both fully a foot taller than he) had him backed into a corner, with their hands on his chest. He was shouting at them, “Yeah? Well what the f—k are you going to do about it, then? What the f—k are you going to do about it? Eh?” Sadly, I believe that Chelsea was required to play its game that day without this enthusiastic fellow in his usual seat.

 

Immersion in an urban environment like London can involve many of these kinds of experiences. We were walking down Charing Cross Road, and a woman behind us shouted (and I mean shouted), “Where the hell are we going?” A man, presumably her husband, replied, “Trafalgar Square.” She answered, “Why the f—k are we going there? There’s nothing in Trafalgar Square.” The man replied, “These lads have never seen the four f—king lions in Trafalgar Square, and these lads need to see the four f—king lions in Trafalgar Square.”

 

There are indeed four lions in Trafalgar Square, at the base of the Nelson Monument, but at least on the occasions when I have been there, the lions have not been engaged in any particularly noteworthy activities. There is also a large digital clock near the steps to the National Gallery that is displaying a countdown to the summer Olympics. Even though the games begin in July, the clock was the only active reference to the Olympics we noticed.

 

In addition to the Olympics, this year is Queen Elizabeth’s diamond jubilee, celebrating her 60 years on the throne. We did see quite a few banners and posters commemorating this event. We also saw on television the speech she delivered to Parliament earlier in the week. The queen will be 86 in April but she did a fine job with her speech, reminding her audience that during her reign there have been twelve different prime ministers (a line that for some reason drew a nervous laugh). The Beatles were right, “Her Majesty is a pretty nice girl,” but it is not true that “she doesn’t have a lot to say.”

 

Upon waking to a sunny and warm morning, we declared Saturday to be Market Day. We first went to the Portobello Market in Notting Hill. The market is really more of a street festival, with food and street musicians and, on a warm spring morning, crowds of people. The market winds along gentrified streets lined with blossoming trees and vendors selling seemingly endless supplies of such indispensable items as buttons, boxing gloves, pocket watches, antique sewing machines, gas masks, and vintage computers. In addition to treasures such as these, there was also some other stuff that was kind of junky.

 

After a time, we retreated to a pub for refreshment and sustenance. Our waiter, who was named Nikita, is from Moscow and is in London studying business at the London Metropolitan University. His English was perfect (he said that his mother teaches English). Fortified after a chicken and mushroom pie, and braced with the benefit of a pint of Fuller’s London Pride, and feeling beneficence and equanimity toward our fellow man, we made our way to our next stop on our Saturday market tour.

 

Camden Market in Camden Town is a very different affair than the Portobello Market. If the Portobello Market is a festival, then the Camden Market is a carnival, or perhaps a bazaar (or maybe even a bizarre, if the word can properly be used in this way). At the Camden Market, you can buy all of the tee shirts, tattoos and body piercings you would ever need. Personally, my own needs in the tattoo and body piercing departments are fulfilled at the current count of zero as to both. But there are many people whose requirements along these lines are seemingly unlimited. There are certainly possibilities of both types available in Camden Town that I had not previously encountered.

 

After a short distance, the market street intersects the Regent’s Canal, at Camden Lock. It is very much of a working canal, and while we were watching, a long narrow barge negotiated the lock. On a warm spring afternoon, the banks of the canal were lined with youths sunning themselves and displaying their multifarious tattoos and body piercings at what they believed to be their best advantage. They were talking, eating, playing guitars, drinking beer, and also engaging in sundry other activities that that I do believe are still illegal, even in London. The footpath along the canal affords an unusual perspective on parts of the city that are not usually on tourist itineraries. I would have been happy to explore the canal footpath for miles, but after a time we were both footsore and even a little sunburned. (And what an amazing thing that is, to be sunburned in London in March.)

 

In addition to city’s outdoor markets, we also took in a little bit of London’s theater scene. At the recommendation of a family friend, we had purchased tickets for the musical “Matilda,” which is based on the book by Roald Dahl. As we entered the theater, I had deep misgivings when I saw that almost all of the other theatergoers were young mums with little girls in tow. We were, however, pleasantly surprised by what proved to be a delightfully entertaining show. As befits a play about a clever girl, the play was very cleverly staged, with some very intricate and interesting choreography that was all the more impressive because it involved so many little kids. The production aimed to be a crowd-pleaser and I would have to say it was quite successful. All the mums and little girls walked out of the theater singing songs from the show. My son and I were both smiling as we left, too. (I understand the show will be making its way to Broadway in 2013. I predict a decades-long run there.)

 

On Saturday night, we also went out, but for a very different kind of performance. I had purchased tickets online for a concert at the Church of St. Martin in the Fields, just of Trafalgar Square (near those four, uh, famous lions). It was a candlelight concert, with the London Musical Arts Orchestra performing a program of pieces by Mozart. During the interval, the conductor provided an interesting introduction to Mozart’s Symphony No. 39, which was to be performed in the concert’s second half. During the lecture, several of the musicians walked through the audience, performing pieces from the Symphony to illustrate a point, which had an almost magical effect of connecting the audience with the performers. Because of the coziness of the venue and the relatively small size of the ensemble, the performance felt very direct, almost intimate.

 

Sunday was a full British day, in a variety of ways. First, we attended the worship service at St. Bride’s Church on Fleet Street. The church occupies the oldest church site in London, and supposedly there has been a church there since the 600s. The church is named for St. Bride of Kildare, and because of its location just off Fleet Street, where newspapers formerly were located before they became extinct, the church is known as the “journalists’ church” (if that is not an inherent conflict in terms).  The current structure was designed by Sir Christopher Wren after the Great Fire. The stunning “wedding cake” spire alone is worth a visit. The church was heavily damaged in World War II but it has been beautifully restored. With the sun streaming in the southern windows, the barrel-vaulted sanctuary was warm and comfortable. The church choir was surprisingly good and with the church’s remarkable acoustics, the overall experience was quite uplifting.

 

Feeling thus inspired and conscious that we needed to do something about it straight away, we made our way down Fleet Street to The Strand, where we went into The George pub, opposite the Royal Courts of Justice, and we both ate a Full English Breakfast and watched Celtic play Rangers in a Scottish Premier League game. The game, which featured five goals and four red cards, was highly entertaining. (Rangers won, 3-2). Fortified with a pint of Sambrooks’s Ale, we returned to the street with feelings of beneficence and equanimity toward our fellow man.

 

Our next stop entailed a trip to the Royal grocery emporium, Fortnum & Mason, on Piccadilly. Our shopping list included a most particular kind of Ceylon tea which, where were to have neglected to purchase it, we might as well have abandoned the idea of returning home. The store consists of five full floors, with a green grocery in the basements and clothing on the top two floors and luxury items on the foors in between. When I was in London last year, during a massive street protest about government budget cuts, a small group of hooligans smashed the store’s windows and vandalized its façade. There was a long explanation in the newspaper for this seemingly random event, something about the store’s ownership and its payment of taxes. The protesters themselves, whose march I had seen the entire day, were quite serious and their march was generally peaceful. Unfortunately, the actions of a few idiots who somehow thought trashing a grocery story represented a meaningful political act had the effect of trivializing the protest. I am guessing that when it was over, everyone went home and had a cup of tea. Which is certainly what I associate with the store.

 

In the evening, we went to Porters English Restaurant on Henrietta Street, just off of Covent Garden. We had been there on a prior visit and returned to enjoy the lamb, apricot and mint pie. Over dinner, we tried to figure out how the Chelsea fan we had seen had wound up in such a tangle with the police. I pointed out that Bobbies wear those odd hats, that look like they have a rigid, black plastic condom stuck on top of their heads. That reminded my son of the line from “A League of Their Own,” when Tom Hanks says to the umpire, “Has anyone ever told you that you look like a pen-s with a hat on?” Upon reflection, it s very likely that the Chelsea fan had said something very much like that to the Bobbies.

 

Our London visit continues with more business-oriented activities on the agenda, and then we move on to other destinations. With time permitting and events warranting, I will provide further updates. (For those who worry about such things, my son drank no alcoholic beverages at any pubs we visited.)

 

A Barge Picks Camden Lock:

 

All The Tatoos and Body Piercings You Could Ever Want or Need:

 

 

 

 

 

 

 

 

 

Everything you could ever want or neet -- and more, at the Portobello Market:

 

St. Bride's Warm and Comfortable Sanctuary:

 

 

An Eye on the Thames: 

 

 

 

 

 

 

 

 

 

A Perspetive on London From the Regent's Canal

The Tech Issue: Apropos of iPad Apps

With a relatively recent purchase of an iPad 2, I have made a quantum leap in technology utilization. The iPad is not only a brilliant piece of technology in and of itself, but it is also a platform for a host of brilliant applications. Indeed, there are so many nifty applications that using my iPad has become a process of continuing discovery as I encounter new ways of using the device on virtually a daily basis.

 

In this post, I share the best applications I have discovered so far. My purposes are two-fold. First, I simply want to pass along the best of my discoveries – some of them are so cool. Second, I want to encourage readers to share with me and with the rest of The D&O Diary community their own iPad application discoveries. With as many as 70,000 apps available for the iPad now and more available every day, there have to been many more brilliant applications out there that I simply haven’t discovered yet.

 

Before I get into my apps review, I should clarify what in my view makes an application great. First it has to take advantage of the iPad itself, to do something more or better than a website alone can do. Second, it has to be free (or at least at no additional cost). As I discuss below, there are at least some apps for which I am willing to pay, but mostly my cheapskate requirements control. Third, the application has to be easy to install and to use.

 

I should also add that I am not a gamer, and so I don’t have any opinions about game applications. Readers who want game app recommendations will have to look elsewhere (like here for instance).

 

So without further ado, here is my list of favorite iPad apps (so far):

 

News: All of the leading news outlets have iPad apps. I have installed apps for the Wall Street Journal, the New York Times, the Financial Times, and the Economist. They are all pretty good and convenient when I find myself somewhere without access to the print editions of those publications. Overall, though, I prefer reading the print versions. On the other hand, I don’t have print subscriptions to all of them, and it is convenient to be able to browse through them through a single device in one easy to navigate environment. There is something tidy and comfortable about sitting in my easy chair and accessing all of these publications using a single device.

 

But something better than a bunch of separate applications is a single application that assembles the news in one easy to access and navigate environment. The best iPad news application along these lines is Flipboard. This application has an elegant interface that you can flick through like pages of a magazine. The application assembles news headlines from a host of publications around the world and displays them in an attractive, easy to read format. You can also have your Facebook and Twitter feeds forwarded into the application so that they are presented in the same attractive format.

 

Music: One of the things that the iPad does particularly well is provide a platform for listening to music. I use a couple of different music apps, and I like them for slightly different reasons.

 

I like to listen to classical music when I am working, so using the Pandora application, I have assembled a group of “stations” all built around one of the classical music composer (Mozart, Chopin, Telemann, etc.). Then when I access Pandora, I set the “play” function on “Quick Mix” so that the playlist draws randomly from the various stations. (You can do the same thing for contemporary artists, too.) There are occasional short commercials on Pandora, which I don’t particularly like but don’t particularly mind either.

 

When I ride the exercycle, I like to listen to classic rock and alternative rock. For this type of music, I prefer the I Heart Radio application, which has a directory of radio stations from around the country, organized by genre. I have assembled a group of favorite stations that I regularly listen to. The directory also includes a number of commercial free stations as well, which I particularly like. One cool feature of this application is that you can touch the icon for any particular station and a bubble will appear above the station showing  the title and artist of the song playing on the station at that moment. This feature allows you to quickly move between songs and stations to hear the music you want to hear.

 

Sports: Some of the best applications I have found are sports-related. I should add that one of my goals in getting the iPad in the first place was to be able to watch sports on the road while I am traveling. I particularly hoped to be able to have access to European soccer. The good news is that there are some terrific sports applications out there.

 

By far the best application available for the iPad in my humble opinion is the Watch ESPN app. Not only does the app allow you to watch the various ESPN channels live, but it also provides live programming that the usual ESPN cable service line up doesn’t include. (The service is free but in order to access it, you have to subscribe to a participating cable service.)

 

The best part of the Watch ESPN app is a feature that you might not even find unless you were looking for it. On the page for ESPN Channel 3, there is a “Replay” tab, where all of the accumulated ESPN sports event broadcasts are archived. The archive operates real time, so as soon as a program has concluded, it is available in the archive. The archive includes ESPN programming from around the world, and so the list of replays available is exponentially greater than the small handful of games and shows you might be able to watch on the ESPN channels on your TV.

 

The programming available using the Replay tab is incredibly diverse, and pertinent to my purposes, includes a wealth of European soccer games. (It also includes, for example, Rugby, Cricket, European Hockey, Polo, and many other sports as well.) I am able to follow and watch complete games from all of the top European soccer leagues, including the Premier League, La Liga, Serie A, Eredivisie, the Bundesliga, and Ligue 1. The replays also include some Euro 2012 qualifying games and some UEFA Champions League games, usually the ones that I want to see anyway. Some international friendly competitions are also included. Though these games are not shown live, given the time difference between Europe and the US, I would rarely be able to watch these games live anyway. The ability to watch these complete games in crystal clear quality – and for free – is absolutely fantastic.

 

There are some other apps that are particularly good for following European soccer. The Fox Soccer 2Go application allows you to watch short, same-day highlight videos of all of the English Premier League games, and some other European leagues as well. The video highlights also include same-day UEFA Champions league games and Euro 2010 qualifiers. Fox Soccer also has a fee-service that allows you to access live game day broadcasts of many European league games, but the monthly $19.99 access fee violates all of my cheapskate principles.

 

Another site I can recommend for following European soccer is actually available only through a conventional web browser, not as an iPad application, but the site is formatted so that it performs well on the iPad. The site is GOL TV, the Spanish-language soccer network. The site hosts game day video highlights of a number of the European leagues, including some (like the Portuguese league) that ESPN and Fox Soccer don’t follow as closely. The site’s video replay function has a full-screen feature that adapts particularly well to the iPad.

 

One of the most remarkable applications I have discovered – and the only one for which I have been willing to pay more than a nominal fee – is the Sling Player app. This app must be used in conjunction with the Slingbox, which is a device that attaches to your TV set top cable box. The Slingbox takes your cable TV signal and makes it available on the Internet, so that you can watch television on any Internet-connected device. (A tip of the hat here to my friend Rick Bortnick, who is the one who first told me about Slingbox.)

 

Using the SlingPlayer application, I can now watch “my TV” on my iPad, anywhere in the world. Say, I am stuck in an airport on a flight delay; I can watch any basketball, or football, or whatever game that is showing on my TV. Or, as I did during a flight delay on Monday, I can watch a replay of “The Hangover,” sitting at the gate waiting for my flight to board.

 

The idea that you don’t need a TV to watch TV is absolutely fantastic. This is one of the things I was thinking of when I said at the outset of this post that I have made a quantum leap in technology utilization. The lines between devices and functions have been reduced to the point of meaninglessness. And for anybody who is thinking, geez, I could do all that with my laptop, all I can say is you are not visualizing the ease of use and flexibility of the iPad (for example, its instant on/instant off capability, and the absence of any need for an operating system and all of your programs to load before you can even use the device).

 

Cool Apps: Finally there are some apps that are just cool. Trying to list them all here would be impossible. I have included just four here, really by way of illustration, and as part of the invitation to others to share their favorite apps with me and with other readers:  National Geographic World Atlas: Provides access to an entire library of maps (worth the $1.99 charge); Marvel Comics: Yes, you can use your iPad to read Shakespeare, but isn’t it cool that you can also use it to read comics (for free!): Epicurious: Access over 30,000 recipes displayed in a beautiful format; Google Translate: provides translations for over 60 languages, including spoken translations for many languages.

 

So I have been happy to share my favorite applications here; I hope readers out there with their own favorite apps will share them with me and with the rest of The D&O Diary community using the comment feature. I have to go now, there’s a game on….

 

Baseball, Crazy, Baseball: We're Going to Game Seven

Did you go to bed in the Seventh Inning when Adrian Beltre and Nelson Cruz hit back to back jacks for the Rangers and the Rangers also added an additional insurance run to go up 7-4 in the Seventh Inning?

 

Did you go to bed  in the Eighth Inning when Mike Adams of the Rangers retired Rafael Furcal with the bases loaded and the score 7-5?

 

Did you go to bed in the 10th Inning when Josh Hamilton hit a two run shot to put the Rangers up 9-7?

 

Did you think when the Cardinals were down to their last strike – their last strike – in both the ninth and tenth innings that the game was over? Or even worse, were you one of those baseball purists who thought this was a boring World Series and so you missed the whole thing?

 

Too bad if you missed this game. This game was a classic and will be remembered forever as one of the great World Series games. And when hometown hero David Freese hit the game winning walk off home run on a 3-2 pitch in the bottom of the 11th inning to send the Series to Game Seven, those of us who were still awake – who were rewarded for our belief that if we kept watching amazing things would keep happening – we saw one of the most astonishing clutch performances of all times. Not once, but several times.

 

Just to put this in perspective. Down 7-4 in the Seventh, the Cardinals scored in the Eighth (to make it 7-5), in the Ninth (to make it 7-7), in the Tenth (to come back to tie it 9-9 after Josh Hamilton’s two-run homer in the top of the inning had put the Rangers ahead, 9-7) and in the Eleventh (when David Freese hit a homer to straight-away center field to win the game, 10-9).

 

David Freese not only hit the game winner in the Eleventh Inning, but in the bottom of the Ninth, and when down to his last strike, he also hit a game tying two run triple. And in the bottom of the Tenth, Lance Berkman, grey beard and all, and also down to his last strike, hit a bullet into right center to tie the game yet again.

 

How many ties? How many lead changes? How many times when it looked like the Rangers had this game put away? So much more to talk about. Like pitcher Kyle Lohse, who came in to pinch hit for the Cardinals in the Tenth Inning because Tony LaRussa was completely out of bench position players, and who executed an absolutely perfect bunt in the teeth of the wheel play to put runners on second and third. Yes, there were a ton of errors early in the game. But still and all, this was October baseball at its finest.

 

Is there anything better than a World Series that goes to seven games?

 

One final thought. I have always wanted to be a major league baseball player. Rangers pitcher Derek Holland has always wanted a moustache. I would say we are dead even.

 

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The Top 25 Business Law Blogs of 2011

LexisNexis Corporate & Securities Law Community 2011 Top 50 Blogs

Everyone here at The D&O Diary is very proud that this blog has been named as one of the LexisNexis Top 25 Business Law Blogs for 2011 by the LexisNexis Corporate & Securities Law Community. The complete list of this year’s designees can be found here.

 

We are flattered and honored that our blog has been named to this list. It is a particular pleasure to be associated with the other fine blogs on the list, which includes many of the blogs that we regularly follow, such as  Broc Romanek’s TheCorporateCounsel.net blog, Francis Pileggi’s Delaware Corporate and Commercial Litigation Blog, Mike Kohler’s  FCPA Professor blog, Tom Gorman’s SEC Actions blog, The Corporate Library’s GMI blog, and the Conglomerate blog and the Race to the Bottom blog, both of which are written by teams of law school professors.

 

The voting process is not over yet. There is another round of voting yet to decide the Top Business Law Blog of the Year. In order to vote you have to be a registered member of the LexisNexis Corporate & Securities Law Community. The links to register and to vote can be found on the Community site, here. Please take a moment to vote for your favorite Business Law blog (particularly if your favorite happens to be The D&O Diary).

 

The Hotel Issue

I inhabit a world in which hotels loom unfortunately large. During many work weeks, I spend more nights in hotels than at home. Many of these hotel nights involve nondescript rooms in cookie-cutter chain hotels. These chain hotels are neither good nor bad, merely boring. They are so lacking in distinctiveness that often I am unable even to remember where I am when I first wake.

 

Fortunately for me, there are hotels I enjoy and that I even look forward to visiting. The purpose of this post is to share my list of favorite hotels, ranked according to my own admittedly quirky criteria. My hope is that readers will respond and offer their own favorite hotels, as a way to share information with others and perhaps enrich each others’ travel experiences.

 

Let my begin by relating an experience that sums up what I dislike about so many hotels, while at the same time identifying my hotel ranking criteria. Due to a weather-related flight cancellation, I recently spent an unplanned night in Philadelphia. Many other travelers were in the same fix, and so hotel rooms were scarce. Just at the point when I began to fear I would spend the night in the airport, I managed to find a room – at the Ritz-Carlton. For those of you who are thinking “Sweet!” --let me relate what I experienced.

 

First of all, the hotel stay itself cost over $550. What do you get for $550? You get a cavernous atrium echoing with over-amplified rock music that made it impossible to hear or to be heard. You get a hotel room bathroom with enough marble for the mausoleum of an eastern potentate and his entire entourage. And you get a bed with 13 pillows. I don’t need or even want any of those things.

 

But wait – there’s more.

 

When I tried to check in, I found myself in a line behind six other people also hoping to speak to the beleaguered clerk behind the desk. When I had finally been able to check in, I went to my room and found out that for $550, I earned the privilege of paying another $9.95 for Internet access. I also found that my room lacked a TV remote control. When I called about that, they brought me one, held together by duct tape. And when I went to check out next morning, there was no one at the reception desk.

 

To summarize, the hotel was ridiculously over-priced (particularly given the added Internet charge) and featured a lot of pointless and even worthless “amenities.” The overall effort reflected poor execution.  The experience was a total disappointment.

 

Let me contrast that with my all-time favorite hotel, the Base2Stay Hotel in London (pictured above). This small hotel is clean, quiet and inexpensive. The rooms and common areas are decorated in a simple Scandinavian style, which though perhaps austere to the point of severity, are practical and efficient. The location may not be fashionable, but it is functional – it is located a block from the Earl’s Court tube stop, on the Piccadilly Line (which also serves Heathrow), in an area with pubs, shops and cafes, and on a quiet street full of school kids and Moms pushing prams. The people who work at the hotel are friendly and helpful.

 

To be sure, many Americans would find the rooms small, perhaps too small. Personally, I find them a wonder of efficiency, the hotel room equivalent of a Swiss Army knife. They manage to include a small kitchenette (with refrigerator), an ultramodern bathroom with all sorts of nifty plumbing fixtures, and a satellite cable connection with a global TV channel selection and music. Oh, and by the way, a single occupancy room runs around £105 a night – including Internet access at no additional charge.

 

This hotel hits all of my important criteria. It is clean, quiet and inexpensive. It is in a convenient location. It includes everything that is indispensable but avoids pointless amenities that add only to the cost but not to the overall experience. And it has its own distinct charm and character.

 

Many of the hotels on my list of favorites and that meet these criteria are in Europe. This preference isn’t the product of some snooty Europhilic distemper. Rather, it is due to the fact that when I travel to Europe I am unwilling to pay a premium to stay at a hotel that lacks charm, character and distinctiveness. Both to keep costs down and to improve my travel experience, I am willing to go further afield. With TripAdvisor.com as my guide, I have had some terrific experiences.

 

My most recent discovery was the hotel in which I stayed in Amsterdam. (More about my Amsterdam travels here.) I was fortunate enough to stay in the Citizen M Hotel, a “concept hotel” located on Beethovenstraat in a quiet, leafy residential area on one of the main tram lines. The hotel is a way station for a surprisingly cosmopolitan clientele. The hotel is ultra modern, with simple décor, complicated lighting fixtures and a lobby full of flat screen TVs. All of the rooms and common areas are WiFi enabled (at no additional charge). The ground floor is built around a bar/lounge where people actually do congregate and converse for breakfast in the morning and for cocktails in the afternoon. The rooms themselves are small but efficient, with very space age-y plumbing fixtures. The beds are enormous. And the wall phone was Skype enabled. I made a bunch of International phone calls and the charges didn’t even amount to a euro. And the best part of all is that a single occupancy room costs around €95 a night.

 

Another favorite European hotel is the small hotel in which I stay while in Cologne, the Domstern. The hotel is just a few blocks from the central train station, but it is on the opposite side of the station from the Cathedral and the main tourist areas, so it is quiet. The rooms and the common areas are decorated in basic Ikea. The hotel is quiet and clean. The rooms have a pan-European cable connection and the fastest Internet connection I have ever had in any hotel anywhere. But the thing that sets this hotel apart is the breakfast service, which is included in the cost of the room. The menu includes fresh breads and pastries; homemade jams, jellies and honey; meats, sausages and cheeses; fresh fruit and various kinds of yogurt; and excellent coffee. I would travel hours to stay in this hotel just for the breakfast. And the best part of all is that a single room runs only about €60 a night.

 

My favorite hotel in Paris is the Hotel de Fleurie, which is located in the Sixth Arrondissement, just a block off of the Boulevard St. Germain des Pres. Even though it is in a very lively area, the hotel itself is quiet, because it is on a one-block long one-way street that doesn’t really go anywhere. The hotel is located in a restored 18th century building and the rooms are charming and comfortably decorated. The location is about perfect – it is just a block from the Odeon metro stop and a short walk from the Jardin de Luxembourg. The Seine River, Notre Dame Cathedral and the Louvre are all within walking distance. Breakfast is included in the room charge, and features freshly baked breads and excellent coffee. The rooms and common areas have ultrazippy WiFi service (at no additional charge). This hotel is more upscale than the others, but a single room runs only about €120 a night.

 

I have other European hotels I particularly like, but the others are sufficiently quirky that I hesitate to go too far overboard about them here.

 

Because of the predominance in the U.S. of the chain hotels, it is a challenge trying to find hotels that are both inexpensive and charming. There are of course innumerable bed and breakfasts, many of which are quite wonderful. The best ones tend to be out in the country or in locations that are not always well suited to my business purposes and requirements. They also tend to be too frou-frou and Laura Ashley-ish for my tastes. There are a few bed and breakfasts that I have been able to enjoy on business travel, including the White Swan Inn in San Francisco. Readers’ suggestions in this category are welcome, particularly for inns that provide the indispensable combination of lower cost, charming environment, and functional location.

 

One U.S. chain that I am happy to patronize is Club Quarters. I have stayed in Club Quarters hotels in New York, Philadelphia, Chicago and San Francisco. The rooms in these hotels are small and ascetic. (The first time I stayed in one, I was sure the room had been designed by an architect whose prior assignment had been designing airplane lavatories.) But the hotels are clean and quiet and they tend to be in very useful locations – for example, the Chicago hotel is in the Loop near Wacker Drive, the Philadelphia Hotel is on Chestnut, the New York hotel is mid-town, and the San Francisco hotel is in the financial district adjacent to the Embarcadero. The room charge includes Internet access, and most of the hotels have exercise facilities. These hotels are functional, not charming. But the room charges run significantly less than other business hotels located nearby.

 

Not all of my favorite U.S. hotels are austere. For example, my favorite hotel in Denver is the Oxford Hotel, which is a beautifully restored 19th century hotel located in the renovated Lower Downtown area. The rooms in the hotel have fine period-piece furniture. Hotel guests have access to a great nearby health club, and the area around the hotel, which is just blocks from Coors Field, is full of bars, book shops, cafes and restaurants.

 

In Washington, my favorite hotel is the Georgetown Inn. It is on Wisconsin Avenue, just a few blocks north of M Street, in Georgetown. When I visit Washington, I try to set up my meetings in the hotel restaurant, The Daily Grill, or at my favorite bar in DC, Martin’s Tavern, which is just a block away. The rooms in this hotel have a comfortable, old-fashioned feel. The best part is the access the hotel affords to the residential area of Georgetown.

 

One of my favorite hotels to visit is the Claremont Hotel, located in the hills of Berkeley, California. Admittedly, this hotel is by no means a bargain hotel. It is more of a resort destination, with one of the best health clubs and fitness centers of any hotel I have every stayed in. The décor is early 20th century country club. (Indeed, the look and feel is very similar to the clubhouse of my home golf course.) On a clear day, the views of the bay and of San Francisco are fantastic.

 

I could go on and on (perhaps unfortunately so, as it bespeaks my itinerant lifestyle), but for purposes of this post and for today, that is my list of hotels. I don’t feel nearly as passionate about my U.S. recommendations as I do about my European ones, in part because I have had far less success in the U.S. finding inexpensive, charming hotels in useful locations. I hope readers will respond with their favorite hotels, particularly if you have suggestions of great, inexpensive places to stay in the U.S.

 

I will freely admit that a big factor in many of my assessments may have been random good or bad experiences. For example, I am sure I just caught the Ritz-Carlton in Philadelphia on a bad night. I may have had an unusually fortunate experience at some of the hotels I have recommended. I certainly can’t ensure that others visiting those hotels will enjoy them as much as I did. But on the other hand, I find the hotel reviews on TripAdvisor.com remarkably accurate, which sugests that random hotel experiences often are representative.

 

I hope many readers will use the Comment feature of this blog to share with other readers their favorite hotels – or for that matter, their worst hotels, that is useful information too.

 

The Travel Issue

The D&O Diary is on assignment in Europe this week. The first stop on the Continental itinerary was Amsterdam.I had never been to Amsterdam before, but I have traveled to Northern Europe quite a bit, so when I packed I made sure to load up on sweatshirts and a fleece. And an umbrella. As it turned out, I could have used some shorts and a tee shirt. The weather was absolutely gorgeous, with temperatures in the upper 70s and not a cloud in the sky. I don’t know what Amsterdam is like the rest of the year, but in early October it is spectacular.

 

Here’s the single most important thing about Amsterdam -- bicycles rule. Bicycles outnumber people. Bicycles are  the prevailing physical force and predominant spirit. The bicyclists ride without regard for public order or their personal safety. The Dutch bicyclists seem to think that a bike ride is a good time to catch up with their friends, as almost every cyclist is talking on their cell phone. Or texting, using both hands. The prize-winning multitasking bicyclist I saw was a young mother, riding along with her kid straddling the back fender, talking on her cell phone and smoking. And wearing sun glasses. At night.

 

I saw a one-legged policeman riding a bike. I saw a guy cruising along on his Schwinn, with a beagle draped across his shoulders, its ears and tongue flapping in the breeze. I saw another woman, who apparently had never thought of wearing her dog, who was pedaling along with her terrier trotting, well, doggedly, along beside her. She was talking on her cell phone of course. (Her dog must have left his cell phone at home.) I also saw a very large black man riding a bike wearing only an orange wig and what looked like women’s panties. He lacked only a beagle to complete his ensemble.

 

It turns out, there actually is a dam in Amsterdam. Or there was, on the Amstel River. Now it is just a big public square adjacent to the Royal Palace, full of street musicians and American college kids on their semester abroad, learning about Dutch culture by smoking pot. (Legally! What a novelty!). Informed sources advise that the town originally was called Aemstelerdam, and somehow it became Amsterdam rather than Amsteldam. 

 

It also turns out that in Amsterdam, the natives speak Dutch, which sort of sounds like German and English being spoken simultaneously.  I don’t speak Dutch, but Ich spreche ein bisschen Deutsch, so I tried to a few words of my best Berlitz German. I got a look as if I were from Mars. (No, Cleveland actually).  The funniest thing I heard was when some young Dutch toughs tried to Talk American: “Yo, Joe, you bin kommen from da hoood?” (accompanied by gang member hand signs, performed with a Dutch accent).

 

I understand there are many fine museums in Amsterdam. I didn’t visit any of them. The weather was so glorious that I spent the better part of Saturday afternoon inVondelpark, which is sort of like Central Park but without the roads or the surrounding tall buildings. While I was in the park, I was exposed to something so unexpected that I will remember it even after I am dead. I was walking along admiring the fall foliage, when I was distracted by a young woman bending over and apparently looking for something on the ground. Though I was in Amsterdam, I immediately thought of the childhood rhyme, “I see England, I see France” – except she wasn’t wearing any underpants. I spontaneously blurted something improbably ascribing divine qualities to excrement. I wonder whether the guy with the wig misappropriated her panties?

 

(I wanted to insert a joke here about a “Dutch treat” but I couldn’t quite work it out. You get the point.)

 

On a warm fall evening, Amsterdam is a rocking place. Party Central is Leidseplein, which is an open area ringed with bars and cafes and full of American college kids learning about Dutch culture by studying the dynamic relationship between numbers of euros and liters of beer. (Turns out, they are directly proportionate, as is the case with dollars and ounces.) The kids were also texting, perhaps to their parents (“Please send money,” which translated from the vernacular means “Beer is expensive here.”) There was one street musician there who did a fantastic impression of Joe Cocker. While the faux Joe was singing, a man in a cow suit walked up and started dancing along to the music. He also performed a fairly impressive moonwalk.

 

A Moonwalking Man Cow – that was pretty special, but what happened next was truly awesome. Nine guys gathered in a semicircle and starting singing “Country Road,” a capella. When they reached the part about “West Virginia, Mountain Mama,” several hundred people gathered in the square spontaneously joined in. It was so cool it gave me goosebumps.  

 

The most distinctive feature of Amsterdam is its canals. The canals form a semicircle around the center city, and are lined with classic seventeenth century houses with their ornate four-story facades. The Canal District represents the distilled essence of civilized urban living. On a beautiful fall day, walking along the canals is a calm, peaceful, even sublime experience.

 

I found myself contemplating the vast Dutch trade armadas that gathered the wealth that built all of those beautiful houses. It is pretty amazing that a country about as big as Massachusetts became a global power for a time. But while the Dutch were clever enough to build an empire, they were not strong enough to keep it. So what is left now are a whole bunch on Indonesian restaurants and a museum city of beautiful houses. Sort of like Venice. Or when you come right down to it, sort of like Madrid. Or Paris. Or London, for that matter. Or, when you come right down to it, Rome. Or for that matter, Egypt.

 

There are innumerable cross streets spanning the canals on gently curving bridges. At many of the corners where the cross streets and the canals meet there are cafes and coffee shops.  If I could drop one moment in amber and have it with me always to warm my spirits when the January winds howl, it would be 4 o’clock on Saturday at a sidewalk café overlooking the Princengracht (Princes’ Canal). A nearby church rang the hour by chiming out the first few bars of Bach’s Passacaglia and Fugue in C Minor. It might have been the glass of Grolsch I was enjoying at that moment, but the warm sunlit glow – and the gentle voices of all of those cute Dutch people speaking German and English at the same time (perhaps discussing their underwear, or lack thereof) – will be something I will treasure for a long time.

 

On Sunday, I decided it was time to step off the sidelines and jump into the fray. I went out and rented a bicycle. Within the first minutes, I realized what an idiot I had been walking around the city the prior day. The only way to see Amsterdam is on a bicycle (sort of like the only way to see Los Angeles is in a car.) The other thing I quickly figured out is that Amsterdam is basically flat, so once you get rolling, you can just cruise, as long as you watch out for crazed people on motor scooters. After just a short time, I had an urge to make a cell phone call. Clearly I had tapped into the essential zeitgeist.

 

I biked along for more than six hours. I rode out in the suburbs. I pedaled along the Amstel River. I went out to the waterfront and rode along the docklands. What I found there was as deeply disturbing as the Canal District was uplifting. Over the past several years, developers have invested hundreds of millions of euros building a new residential area along the shipping canal. The area, called Oosterdokseiland, is as ugly and sterile and empty and dispiriting of a place as I have ever seen. Row upon row upon row of featureless, dead buildings. I have been in livelier cemeteries. The area is the exact urban opposite of the Canal District. I can understand the Dutch people wanting to move beyond their past, but how could they have completely forgotten everything they learned, especially when the best of it is so close at hand? Understand, this isn’t some urban renewal project for people with nowhere else to go, this is a very high end residential real estate development. I decided that the thousands of poor souls condemned by unforgivably poor judgment to live there are like the prisoners on Alcatraz, so close to paradise that you can see it and hear it, but living in hell just the same, with no one to blame but themselves.  

 

Fortunately for me, I could just turn around and head back to the warm, human, vibrant center of a real city – a city that is what a city was meant to be. After I returned my bike, I was thirsty and hungry, so I sat right down at the restaurant next to the bike shop. I had a plate of gnocchi in olive oil and a glass of wine. While I was eating, there was a sort of family reunion going on at the next tables. There was one group of six young men in their late 20s. At the next table, were several older men and women, obviously the parents of the men. Running between the tables were a bunch of little blond kids, flittering around like a flock of birds. It was obvious everyone knew and loved everyone else. (I have no idea where the children’s mothers were, but it didn’t seem to matter.) I thought to myself, this is what cities are for, for people to come together and to celebrate a warm sunny fall afternoon with a bottle of wine in the kindly glow of the brotherhood of man.

 

Amsterdam, I hereby apply for honorary citizenship. If I go back, I hope to see more of that attractive young woman in the park. Wait a minute, I already did. All the more reason to hurry back.

 

Disclaimer: For those readers whose only thoughts about Amsterdam are that pot and prostitution are legal there, let me just say that I did not visit the red light district or go in a smoke shop. Mrs. D&O Diary would staple my private parts to the back fence if I so much as thought of doing either of those things.

 

The Dutch, these are my people.

 

The Amstel River, still only 90 calories

 

The classic Amsterdam bicycle (rental version)

 

The essence of Amsterdam, bicycles and canals

 

The Single Best Night of Baseball Ever?

Three minutes. That’s how long it was between the dramatic moment that clutch Baltimore Oriole hitter Robert Andino drove in Nolan Reimold from second base, bringing about the victory of the Baltimore Orioles over the hapless Boston Red Sox, and the dramatic moment just seconds later that Evan Longorio hit a home run to push the Tampa Bay Rays to victory over the New York Yankees. In that small interval, the Red Sox were knocked out of the playoffs and Tampa Bay secured their spot in the post season.

 

Let’s recap. On September 3, the Rays were down nine games in the wild card chase to the Red Sox. The Red Sox then proceeded to plumb previously unexplored depths of futility during the month of September.  And Tampa Bay found ways to win, to bring their wild card chase with the Red Sox to an absolute dead heat going into last night’s games.

 

As if that were not enough, the Rays were down by seven runs in the eighth inning last night in their last game of the regular season, in a must-win game against the Yankees. The Rays scored six runs in the eighth inning, to bring the game to 7-6. But in the bottom of the ninth, when the Rays were down to their absolute last strike, pinch hitter Dan Johnson smacked a game-tying home run, sending the games into extra innings. And then in the bottom of the 12h inning, Evan Longoria (who had hit a three-run home run in the eighth inning) pulled a fastball over the short porch in left field to win the game for the Rays.

 

The Red Sox, at least theoretically, should have been in position to force an extra playoff game, despite the Rays’ victory. After all, the Red Sox were winning their game against the Orioles last night by a score of 3-2 with two outs in the bottom of the Ninth Inning. Even if Tampa Bay won their game against the Yanks, Boston should have been in a position to live to see another day, as long as they held on to their 3-2 lead. Alas, it was not meant to be. Moments before Longoria’s dramatic walk-off home run, and when the Baltimore Orioles were down to their last out in the bottom of the Ninth inning and were trailing 3-2  and facing Boston closer extraordinaire Jonathan Papelbon, the Orioles came back to tie and then to win the game.

 

With all due apologies to my friends in the Red Sox Nation, if you are a baseball fan with a pulse, this was one of the most exciting baseball evenings of all times. The ESPN Sportscenter guys were at a loss for words, and that is saying something. I should have gone to bed hours ago, and here I am blogging about absolutely astonishing post-Midnight baseball that I absolutely should not have been awake to see. After all, I have a blog, I have a job, I have responsibilities – why in the world did I keep watching? Because It was great, it was great, it was awesome, that’s why, and I suspect squadrons of (baseball fan) readers did too. Wasn’t it awesome? Well, yes, it was awesome.

 

I mean no disrespect to anyone, but for those of us who root for small market teams, this is about as good as it possibly can get. A massive payroll team goes down in flames, while a small market team overcomes adversity (and beats the Yankees! How great is that!) to knock an arrogant, smug big market team (again, all due apologies to Boston fans) out of the post-season. (Just as an aside, how did Boston, of all teams, with all of the Curse of the Bambino stuff, become so arrogant? I don’t know, but they managed to do it.) Hooray for the Rays, Hooray for the Orioles.

 

The vast majority of baseball fans, owing to the fact that there are so freaking many of them living in big cities on the Eastern Seaboard, thought last year’s World Series was an abomination. Too bad for all of the East Coast elitists—if what you care about is baseball it was a GREAT World Series.  I love baseball, and I loved every game of last year’s World Series. And I have a feeling I am going to love this year’s World Series too.

 

So with all due respect to all of those people that think it isn’t real baseball unless one of the Big Market East Coast teams makes it into the World Series, I just want to go on record by saying that a Detroit Tigers/ Milwaukee Brewers series would be an awesome contest between two very well matched teams. Small market teams rule, Big Market teams drool (and Big Market teams are so obnoxiously arrogant that every right- thinking person everywhere is rooting strenuously against them.) 

 

And by the way, the single greatest artistic creation of the Twentieth Century was the musical, “Damn Yankees,” based as it was on the premise that the Washington Senators should win the World Series – and the Yankees should not.

 

A Blogger's Reflections

In a few days I will celebrate the fifth anniversary of the day I published my first post on this blog.  I had no idea what was going to follow after that first post, but having come so far after so long, it seemed appropriate on this occasion to reflect on the enterprise. It has been an interesting, unexpected, and ultimately rewarding experience.

 

In May 2006, I was still in the early stages of my current job. The phone had not yet started to ring, so to fill my time I started fooling around with the Blogger application on Google. I launched The D&O Diary with little planning and no expectation that it would amount to anything. That first step pretty much characterizes the approach I have taken all along since that first post – I just keep putting one foot in front of the other and I wait to see where the path will take me.

 

The timing of my blog launch was fortunate, as it turned out. Shortly after I got the blog set up and organized, the whole options backdating scandal broke. And after that in quick succession came the mortgage meltdown, the credit crisis, Madoff, the wave of bank failures, a host of Supreme Court decisions, Dodd-Frank, and a multitude of other scandals and events large and small.  Many of these developments involve truly terrible news, but they all provided great grist for the blogging mill. Even now, a bunch of Chinese companies are enmeshed in a terrible accounting scandal, which is bad news for them, but quite helpful to me (at least in my blogging capacity).

 

I have been fortunate in another way, which is that I have acquired a loyal and supportive readership that keeps me supplied (usually with accompanying requests for anonymity) with a steady stream of case decisions, pleadings, news article, books, academic articles, questions, comments and queries. I get my best material from readers, and I could never have kept this project alive without the regular contributions from readers.

 

I have been even more fortunate to be able to publish guest posts from and interviews with leading attorneys (both plaintiff and defense), academics, and journalists. These individuals’ willingness to publish their articles or comments has added both depth and breadth – not to mention variety – to this site.

 

And so with all of these fortunate things  going for me, here I am, five years into this crazy experiment, with over 2,000 email subscribers, another 1200 RSS subscribers, and countless other readers who access the blog through one of several aggregation services that pick up my content. The site itself has had over 2.5 million page views. It is fair to say that I didn’t anticipate any of this. The blog’s reach never ceases to amaze me.

 

From time to time, I get notes from readers with kind words about the blog, which I very much appreciate. (I also get notes with, shall we say, constructive criticism as well). But truthfully, no one gets more out of the blog than I do. It is not just that writing the blog is a regular source of amusement and an avenue of creative expression for me. It is rather that the blog has done so much for me personally and professionally.

 

First, on the most practical level, maintaining the blog has ensured that I am always up to speed on the latest developments in my field. The blog’s constant content requirements mean that I am aware of and have usually written and thought about  just about everything of importance out there.

 

Second, and more importantly, the blog has allowed me to form innumerable connections around the world. I have email pen pals on almost every continent (no readers in Antarctica that I know of – yet). I have regular communications with a large number of lawyers, academics, journalists, financial analysts and regulators. I have also formed fast friendships with many of my fellow bloggers, all of whom have been supportive and helpful over the years. These friendships and communications have not only enriched the blog, but they have expanded my own horizons and enhanced my awareness of and appreciation for important trends and developments.

 

Third, I have the recurring delight of hearing from completely unexpected sources that they have read my blog. Once I was stopped while walking through Times Square by a total stranger who wanted to tell me that he reads my blog every day. Several different times I have had people come up to me in airports to say they recognized me from my blog. (That’s why the picture is up there in the upper right hand corner.) I have even had guys at my golf club comment to me about posts on my blog. And I have to say that is about the last thing I ever expected, that I would get recognition at my country club for, of all things, having a blog.

 

But the most important thing for me about my blog is that I enjoy doing it. For me, the blog itself is like having my own personal  Fourth Plinth  (pictured above) – that is, I can put anything up there I want. A blog post can take just about any form – it can be a case note, a news report, an editorial, an interview, a book review, a statistical analysis, or anything else that I choose. My imagination is the only limitation.

 

The ability to imbed pictures, videos and hyperlinks to other sources affords a richness and depth that simply is not possible with the traditional written document. And the ability to publish content immediately means that I can quickly reach out to a vast audience of friends, peers, colleagues and casual readers. I get a big charge every single time I post an item.

 

All of this comes at a price, however. The actual content posted on the site is the culmination of a lengthy process that can take hours and hours and hours. The hardest step in the process is the first one, which is deciding what to write about. Blog topics are not self-revealing. Occasionally, somebody has sent me something that obviously needs to go up right away. But the rest of the time, blog topics have to be hunted down in the endless ocean of information and conversation that surrounds us all. The search for blogworthy topics is never-ending – the worst part about adding a new post is that at the moment of publication the pressure to find another topic starts all over again.

 

And the actual blog content is only a small part of the operation. The fact is that I am for all practical purposes in the publishing business. I am not only responsible for content, but I am the copy editor, the fact checker, the proofreader, the typesetter and the art editor. I am the research department, the customer service department, and the subscription department. I am the managing editor, the business manager, and the chief operating officer. With all of these duties, the process of maintaining the blog takes an insane amount of time.

 

Another problem is that the blog has required me to dwell among the demons of technology. No one would ever believe (except perhaps another blogger) how many weird technological challenges I have had to confront. To cite just one example, one day out of the blue, for no apparent reason and without any warning, our firm’s IT manager changed the IP address of the server on which I housed all of the self-hosted documents to which I had linked on my site. That meant that every single one of the hundreds and hundreds of links on my site to self-hosted documents (pleadings, case decisions, etc.) was broken. I was on suicide watch for several weeks. I eventually repaired the links in the most recent posts but the links in many older posts simply don’t work, and at this point, alas, probably never will again.

 

Sometimes the blog can feel like a full-time job, but the fact is that my job is my job. And my job is often demanding, stressful and time-consuming. Finding the time, energy and intellectual residue to work on the blog after a long day dealing with my real job can be very difficult at times.

 

The point I am trying to make is that maintaining a blog is a lot harder than it looks. A blog is a harsh mistress – and she can be a needy and temperamental bitch too.

 

Just the same, I can’t imagine stopping the blog. When I have my teeth into something I really want to write about, I am fully engaged. I get a great deal of satisfaction out of creating a blog post on a topic that has captured my imagination or sparked my creative energy. And when I hear someone refer to the blog, even to challenge something I have written, I get a huge charge. And so I intend to keep right on blogging, damn the torpedoes.

 

Even though this project is five years old, there are still a lot of things I want to try to do with the blog. I would like to attract more guest posts, particularly from attorneys, academics and even regulators .I would like to publish a lot more interviews, with practitioners and observers who have an interesting perspective toa dd.   I would like to introduce more international topics, particularly with respect to Asia. I would like to do more book reviews and I would like to include more posts with observations on other topics, like movies, wine and travel.  And wouldn’t it be cool if there was a way to imbed sound on the site? How about smell – maybe a scratch and sniff version. Hmmm…

 

The one thing I know for sure is that I will have to continue to try new things, because the blogging environment is changing all the time. One way the environment has already changed during the years I have been blogging is the rise of the social networking sites, particularly Twitter and Facebook. These outlets have for many readers occupied the space and time that other media (including blogs) used to inhabit. I also think they have resulted in shortened attention spans. By contrast to these newer media, blogs (especially one like mine) can look slow, bloated and out-of-date. At the same time, I sometimes worry that the constant chatter can be deafening. Or at least numbing. I worry that in that kind of environment, I become one more ditto head in the chattering class choir.

 

As I said at the outset, one of the great advantages I have had from almost the very beginning is that I have gotten a lot of support from my readers. As I look forward to this blog’s next phase whatever it might be, I could really use some advice. I want to stay (or perhaps, become) relevant. I want to provide content that is useful, interesting and entertaining for my readers.

 

So as I wind up this retrospective essay, I want to ask everyone to let me know what they would suggest for me to develop this site and make it better. I welcome everyone’s thoughts on possible topics, books I should review, persons I should interview, possible alternative approaches, analyses or formats, anything and everything that could add the content on this site. And in particular, I would really like to encourage anyone who has ever given a thought to submitting a guest post for publication on this site to put their post together and sent it to me any time.

 

There are many rewarding things about having this blog, and without a doubt one of the best is the sense of community I feel with my readers. When I hit that “publish” button, I know that readers around the world are going to open their emails and click through to the blog and read what I have written. The idea that I have my own little corner of the Internet that thousands of people willingly visit every day is absolutely amazing to me.

 

Thanks to every one for stopping by during the last five years. I look forward to having you visit again – frequently – in the future.

 

Finally, I would be remiss is I did not thank my colleagues at OakBridge and at RT Specialty for all of the support they have given me and this project over the years. This thing would never have gotten off the ground without their help and I would never have been able to keep it going without their backing. Thanks for everything, guys.

 

Prepare Ye, The Harmonic Convergence Approacheth!: : The Cleveland Indians are in first place in the Central Division with the best record in all of baseball. The have won six straight games and thirteen in a row at home. They won their last three games in their final at bats. No one, and I mean absolutely no one, saw any of this coming. (Hello? Hello? Is this thing on? [Tap, tap] Testing, testing, one, two, three...)

 

Interview with Susan Beck of The American Lawyer

One of the great things about having this blog is that it has brought me into contact with a wide variety of interesting people, among them other bloggers, journalists, academics and writers. Among the interesting people I have come to know is Susan Beck, who is not only a Senior Writer for The American Lawyer, but also, it turns out, a neighbor of mine here in Northeast Ohio.

 

Over coffee with Susan recently, I decided it would be interesting to interview her for this blog. The fruits of my interview are reproduced below, with my questions in italics.

 

By way of further background, Susan has worked at the American Lawyer since 1987. She writes feature articles for the magazine (her most recent feature was about the Bratz doll dispute between Mattel and MGA Entertainment). She also writes items for and edits the Am Law Litigation Daily, and she write the weekly Summary Judgment opinion column for the Litigation Daily.

 

Here is my interview with Susan:

Q. I know that you went into legal journalism after several years of law practice. How did you get into legal journalism and why?

 

A. I was feeling dissatisfied and at first thought that I should change firms. But after a few interviews I realized that changing firms wouldn’t make things much better. I knew someone who had left his law firm job for the American Lawyer and talked to him. The job sounded exciting, especially the relative freedom it offered. .I got hired even though I had absolutely no journalism experience. I doubt I’d even get an interview today.

 

Q. The legal profession and the legal industry have changed quite a bit during the time you have been covering it as a journalist. From your perspective, how has the legal practice and legal industry changed and what do you think of the changes?

 

A.: To be honest, I’m still amazed at how little the legal profession has changed in the last 30 years. Law firms are still pretty much run the same way they were in the early 1980s, and so are law schools. The biggest change is that there are many more women in the profession, although they still are underrepresented at the top.

 

Q. I am a big fan of your Summary Judgment column, which you write with a little bit of an attitude. How did the column come about, and are you as cranky as you seem in that column? How do you decide what to write about in the column?

 

A.: Cranky! Me? Okay, I do have my cranky side, but I like to think of myself as generally a pretty easygoing, pleasant person. But I do have strong opinions, which can sound cranky in print.


The column came about from my work on the Litigation Daily. We all write with a bit of attitude in those items, but I wanted to go further and expound on subjects I care about. I get a lot of my ideas on my morning run. I tend to mull over things while I’m running (some might call it obsessing), and often an idea for a column will pop into my head. By the time I’m finished with my run, I’ll often have the column half written in my head.


I have to give a lot of credit to Alison Frankel, who edits the columns. She helps me identify topics, and does a wonderful job sharpening the pieces. She deserves all the credit for making the Litigation Daily such a great read.
 

 

Q. I am always impressed how you and your Am Law Litigation Daily colleagues find a number of interesting things to write about every day. How do you come up with your stories, and what sort of criteria do you use in choosing your stories?

 

A.: I wish it were more of a science, but we just keep our eyes open throughout the day for interesting litigation news. Some starts with other websites, some items are sent to us directly by lawyers, and some things come from checking court dockets. Our criteria, for the most part, are that is should be business litigation news that’s relevant to litigators at big firms.

 

Q. The legal journalism arena has changed quite a bit during your years of involvement. What do you think of the changes and where do you think it is heading?

 

A.: My job has certainly changed a lot. Just a few years ago I mostly wrote in-depth feature articles for The American Lawyer magazine, spending several months working on each article. I still write feature articles, but I spend about half my time on breaking news and commentary that goes right up on the web. Some days I crank out three stories a day, which is pretty grueling. I’m not sure where this is all headed, but obviously the trend is toward more immediate information.

 

Q.: Is there a story or a case you have always wanted to write about but you have never had the chance?

 

A.: I’ve been frustrated that I haven’t been able to find a good legal stories arising from the recent financial crisis that would work for our audience of big firm lawyers. I’ve been looking for a story that hasn’t already been covered by the mainstream press, and I’m not getting anywhere. (Any suggestions are welcome.) 

Q.: If you could interview one member of the legal profession, who would it be and why?   

A.: Marty Lipton on truth serum. He probably knows all the best secrets.  

 

Q.: When you write your book, what is it going to be about?   

A. How the Cleveland Indians, with an improbable, but lovable collection of unknown players, win the World Series.   

 

Q.: I know you moved back to Cleveland not too long ago after living in San Francisco and New York for many years. How is it being back in Cleveland after living in those other cities?  

A.: I love it. There are a lot of great things about New York and San Francisco, but I feel a level of comfort in Cleveland that I missed in those other cities. It’s a lovely place to live. The cost of living is so much better, the people are so nice and friendly, and I even prefer the weather. Those SF summers were way too cold and foggy, and I like snowy winters. On the down side, all our pro sports teams really suck right now. 

 I was surprised by Susan's answer about the book she would write . I had not suspected her of being a writer of fantasy fiction.

A Half-Dozen Essential "Business" Books

From time to time, readers suggest blog topics to me. I am always interested in the range of topics suggested. Very late at night (or perhaps early in the morning) in the bar at the recent PLUS International Conference in San Antonio, a loyal reader whom I had only just met for the first time suggested that I write a blog post about my favorite business books. Unsurprisingly, it seemed like a good idea then. Surprisingly, it still seemed like a good idea later.

 

My notion of the books worth recommending may diverge from what the reader had in mind when he made the suggestion. I figure that no one really needs me to suggest the usual fare from the business section at the book store, like, for example, The Smartest Guys in the Room or Liar’s Poker. If those books interest you, by all means, read them.

 

The problem with the vast run of business books is that they rarely aim for anything higher. To find anything of more lasting value, you must look elsewhere. So my suggested "business" books won’t be found in the business section, and in fact may not necessarily meet anybody’s idea of what constitutes a business book. But these books have more to say about the business of life and the life of business than the more conventional fare. Here are a half- dozen essential books I suggest to anyone looking for something a little more substantial:

 

The Way We Live Now: Regrettably, the books of Anthony Trollope are not much read these days, perhaps because he was such a prolific writer and not all of his works were equally good. But he wrote several very fine books, including Orley Farm and Doctor Thorne. By far his best novel is The Way We Live Now, a scathing and bitter satire of late 19th Century English society and morals.

 

The central character is this vast book is Augustus Melmotte, a foreign financier with an uncertain past who sets all of London society ablaze with his seemingly immense wealth. He schemes to procure actual wealth through an American railroad development project, intending drive up the share prices so he can extract gains at others’ expense.

 

Melmotte is surrounded by a crowd of witting and unwitting accomplices whose greed, vanity or self-deception allow them to be carried along in the plot, which becomes increasingly complex as the story unfolds. The catalog of characters and sub-plots is rich, thick and entertaining.

 

No one can turn back time, but there are squadrons of heartbroken investors who might have spared themselves financial tragedy if they had only been first introduced to Melmotte before they met Madoff.

 

The House of Rothschild: One of the great financial historians of our time is Niall Ferguson, whose book The Ascent of Money makes a compelling case that the development of currency and banking was the indispensible prerequisite for the emergence of modern civilization. But I think Ferguson’s most valuable work is his two-volume history of the rise of the Rothschild banking family. Anyone who wants to understand the rise of modern finance, and also to appreciate the interplay of historical forces and familial ambitions, will be amply rewarded for reading these books.

 

The story of how the five sons of Meyer Amschel Rothschild went on to establish themselves as the premier bankers in Europe and to become the financiers to the sovereigns across the continent is well-told and instructive. The firm’s inviolable founding principles kept the family establishment together across borders and across generations, as well as through wars and economic crises, and allowed the family to ride the changing tides of history and survive the ever-present anti-Semitism to establish a dynasty more durable (and vastly better financed) than all of the royal houses.

 

Dombey and Son: The novels of Charles Dickens vividly capture the life of so many late 19th century British institutions. Given that Dickens wrote in and of a country that has been derided as "a nation of shopkeepers," it is perhaps indispensible that Dickens also captured the life of street level commerce and it is entirely fitting that one of Dickens’ finest novels revolves around a trader and his ambitions for himself and for his firm and family.

 

Dombey’s huge (and ultimately thwarted) ambitions for his son set the frame for a narrative that races on even as it races away from Dombey’s own ability to trace and track his own interests. His frustrated ambitions leave him aged and bitter, but his ultimate reunion with his estranged daughter, Florence, provide a measure of redemption at the end.

 

The House of Medici: Before the Rothschilds, before the processes of institutions of finance evolved all of their modern forms, the Medici were the premier banking family in Europe. In later generations, they went on to wed kings and to serve as Popes, but they began as textile traders. Only later, Cosimo de’Medici, transformed the family’s growing banking influence into the foundation of a political dynasty that lasted for generations.

 

Although the family has a modern reputation for ambition and ruthlessness, their success, at least in its origins, was more mundane. As retold in Christopher Hibbert’s book, The House of Medici, a notable contribution to the family’s success was their early adoption of the double-entry bookkeeping system for keeping track of debits and credits.

 

And although they amassed great wealth, they were among the most important benefactors of the Italian Renaissance. Among the many artists the family sponsored were Brunelleschi, Michelangelo, Donatello and Fra Angelico. The family’s collection serves as the core of the Uffizi Gallery in Florence.

 

While the family’s glory and wealth is well remembered, the family’s fortunes ebbed and flowed. Hibbert’s one-volume account captures the travails and misfortunes, which included exile, assassination attempts, and financial declines, as well as the periods of the family’s astonishing ascendancy.

 

Buddenbrooks: This novel is one of my favorite books, even though it is, admittedly, a total downer. Thomas Mann’s novel, Buddenbrooks, tells the story of four generations of the Buddenbrooks family and its merchant trading business in 19th century Lubeck. The story  begins at what only later becomes apparent is the family’s high water mark, when old Johann and Frau Counsel Buddenbrooks are enjoying the simple fruits of prosperity while still living over the trading house.

 

At the book’s center are the struggles and ambitions of the next generation, Thomas Buddenbrooks and his sister Antonie. Thomas takes over the family business, which prospers at first. But then due to the pressure of maintaining the business and living up to society’s and his own expectations, he is ultimately consumed with self-doubt. He finally puts all of his hopes and ambitions in his son, who is more interested in art than business. Antonie, who marries badly in order to serve the family interests, also finds herself unable to find her way and assist her brother.

 

Although the family’s decline seems preordained, there are many choices along the way that were not inevitable and that could have avoided later disasters. Antonie’s unsustainable devotion to luxury is but one of the weaknesses that leads to her own poor decisions. Thomas’s ill-fated decision to possess a grand house similarly undermines his self-confidence, as the house comes to possess him. The turning away of the subsequent generations from the simplicity and thrifty frugality of the family business’s founder seems to underlie the family’s ultimate decline.

 

In recommending this book once, I said that "what this book is about is life." It is an epic story of the ebb and flow of family fortunes, the blessings and burdens of prosperity, and the difficult challenges that face all of us as we navigate across the years.

 

The Meditations of Marcus Aurelius: According to tradition and at least some evidence, the Roman Emperor Marcus Aurelius wrote his Meditations while campaigning against the empire’s many foreign enemies. Marcus composed these brief statements of Stoic philosophy and self-discipline to exhort himself to be a better version of himself.

 

Marcus recorded his thoughts as a way to examine his own strengths and weaknesses, in order to determine how best he should live. He articulates a strong personal philosophy based on his own responsibility for his own actions as well as the need to maintain equanimity for the things he cannot control, including both the actions of others and (ultimately) death.

 

The Mediations are fully of many good, noble and thought-provoking statements and ideas that are all the more powerful given that at the time Marcus recorded these thoughts, he was probably the most powerful person on the planet. He writes with simplicity and clarity, and repeatedly calls himself simply to achieve a good life well lived.

 

In the business of life, we all encounter periods when we too find ourselves compelled to battle enemies who threaten all that we have worked to achieve. To persevere under these circumstances are among life’s great challenges. The thoughts Marcus recorded during his own times of crises are a substantial help and guide. As Marcus wrote, the important thing is to be the best and most noble person you can be: 'The best revenge is not to be like your enemy.'

 ****

Though I have assembled here a list of half-dozen essential books, there undoubtedly are many more books that might be added to this list. I encourage readers to suggest their own candidates by using this blog’s Comment feature. Please take the time to share your own thoughts and suggestions with me and with other readers.

 

The LexisNexis Top 25 Business Law Blogs of 2010

The LexisNexis Top 25 Business Law Blogs of 2010, as selected by the members of the LexisNexis business law communities, have been announced, and I am pleased and honored to discover that The D&O Diary is among this year’s designees. The LexisNexis announcement, including the list of the 2010 Top 25 Business Law blogs, can be found here.

 

I am particularly happy to find my blog among the honorees because the list includes so many blogs that I follow and bloggers whose work I respect. I encourage everyone not only to take a look at the list, but also to visit the other sites, particularly those with which you might be unfamiliar.

 

Readers may note in the LexisNexis announcement that though the Top 25 blogs have been chosen, the voting is not yet finished. The voting for the Top Business Law Blog of 2010 will continue and the winner will be announced on November 5, 2010. I encourage all readers who are also members of a LexisNexis business law community to cast a vote for their favorite business law blog. I would be honored and humbled if anyone should choose to cast a vote for The D&O Diary.

 

Interested readers who are not familiar with the site may also want to take a look at the LexisNexis Corporate & Securities Law Community, which can be found here. The community site contains a wealth of resources, including links to blog posts and articles, case law and commentary, and podcasts.

 

My thanks to the members of the LexisNexis business law communities for voting for my site as a Top 25 Business Law Blog, and my congratulations to all of the honorees.

 

Note to Subscribers: Resubscription Required

Last week (of March 29, 2010), I changed the service I use to distribute my email notifications. My hope is that this new email distribution service will provide subscribers with more timely and more reliable email notifications. In order to ensure continued receipt of email notification, subscribers will need to reconfirm their subscription.


On Monday, March 29, 2010, or within a day or two thereafter, all subscribers should have received an email from me at The D&O Diary, with instructions on how to resubscribe. This process should be relatively simple and should involve little more than clicking on al link and entering your email address. Again, all subscribers will need to resubscribe in order to continue to receive email notifications.


As you have probably noticed, I didn't add any new content last week, while these changes were taking place, so the first email notifications from the new service will not appear until this week, of April 5, 2010.


I hope that all will go smoothly and I apologize for any inconvenience this switchover may cause. As always please let me know if you are have any difficulty with the email subscriptions or otherwise.


I look forward to communicating with readers again this week.

Web 2.0 for the Insurance Industry (and the Rest of the World)

Early in my career when I was doing legal work for London insurers, we communicated with our U.K. clients using telex, a technology that is to communications what smacking clothes on a rock is to cleaning fabric. It seemed a huge leap when we progressed to faxes, even though the pages rolled off of cylindrical drums, producing curling documents covered with indistinct, easily smudged characters.

 

In our current Internet age with emails and text messages, these obsolete technologies now seem quaint, perhaps (in retrospect only) charming in an old-fashioned way. But as relatively advantageous as the latest tools are, even newer communications and information-sharing tools continue to emerge. At a minimum, these new alternatives already offer important supplements to the existing standard media, and potentially even offer entirely new ways of communicating and exchanging information.

 

What is Web 2.0?

Most of us have become very comfortable using the Internet tools to retrieve information – for example, using a Google search to locate information or find useful sites. The newly emerging tools, sometimes referred to collectively as the Web 2.0, offer more than just the opportunity to retrieve information – they offer the ability to interact and communicate with the network in general, and with a customized, personal network in particular.

 

I review and comment on some of these new tools below. As a preliminary matter, I think it is important to draw a theoretical distinction between these other tools and email. When using email, you are limited to communicating with persons whose email addresses you already have in advance, which is fine if you only need or want to communicate with a specific, pre-identified group of persons. These new tools, all of which are essentially free, allow you to communicate more broadly, even to persons you may not know, or at least may not know how to locate. This feature of these tools allows you to reach new audiences and to develop new relationships, as well as to be able gather information a diverse variety of new sources.

 

The Web 2.0 Tools

Twitter: A cross between blogging and instant messaging, Twitter offers users a way to communicate broadly, using no more than 140 characters. I confess that at first, I just didn’t get Twitter. After signing up and staring at my Twitter home page while nothing happened, Twitter seemed pretty pointless.

 

However, at the suggestion of Kevin O’Keefe of LexBlog, I began using a Twitter application called TweetDeck. Tweet Deck allows you to monitor a series of columns of "tweets" across your desk top, with a column of constantly updated tweets from the sites you have signed up to follow on the left side of the screen. Additional columns are arranged from left to right across your page relating to additional search topics you are following (for example, "lawsuits" or "securities" or "Madoff"). After using TweetDeck, I now appreciate the Twitter’s potential.

 

With TweetDeck (or one of several similar applications, such as Twhirl or Twitterific), you can tap into the steady stream of Twitter dialog that is constantly rippling across the Internet.

 

Twitter simultaneously facilitates several different types of activities. First, it accelerates real time news and information gathering. Most of the major news organizations are on Twitter. For example, I am a Twitter subscriber to a huge number of news sources, such as The New York Times, the Washington Post, the Wall Street Journal, Business Week, the Financial Times, American Lawyer, NPR Money, Reuters, Yahoo News and dozens of other groups. A list of some of the many news organizations on Twitter can be found here. These news outlest are frequently tweeting on subjects that may or may not eventually make their way into published articles. Other tweets have links to articles that have just been posted on their web pages. In addition, many governmental organizations, such as the SEC, Congress and the White House, also are on Twitter. A list of federal government Twitter sites can be found here.

 

Second, there is an entire parallel universe of bloggers, commentators, observers and other Net-based hunter gatherers who are constantly twittering their insights and comments, many of which might not make their way into full-blown blog posts or articles. This commentariat also reliably "retweets" an incredible variety of articles, links and other tidbits. (The "retweets" are readily identifiable by the prefix "RT" preceding the name of the source site.) It takes time to build up a good list of Twitter sites and sources worth following, but one good starting point is the list of "Twitter Feeds for Securities Counsel" that Bruce Carton of the Securities Docket has developed (here).

 

Third, Twitter provides a medium for information exchange. Because a Twitter message is essentially broadcast to all of your followers and also available to the wider web through Twitter tools like TweetDeck, you can launch an announcement or post a question and reach an enormous network. For example, I recently spotted a tweet from a journalist looking for information about Canadian securities class actions. We did not know each other, yet his question reached me and I was able to reply to him via Twitter to point him toward a recent post on my blog about Canadian class actions. (Replies can be discerned by the "@" prefix preceding the name of a Twitter site).

 

Fourth, and perhaps most significantly, Twitter allows you to quickly search for and retrieve tweets on a particular topic, many of which contain links to news articles and other resources. A Twitter search produces a harvest of tweets on the search topic. For example, after the Stanford Financial Group scandal broke, I used the search function to quickly retrieve the tweets about Stanford, many of which had links to sites and sources I would not otherwise have found. I also opened a new TweetDeck category through which to monitor the ongoing Twitter traffic about the Stanford Group.

 

For insurance professionals, Twitter offers a potential new source of underwriting and claims information. For example, a D&O underwriter could search for tweets about a particular company by doing a search on the company’s name, and the underwriter could then monitor ongoing Twitter traffic relating to the company using a separate Tweet Deck column. For all insurance professionals, the ability to broadcast questions or information offers another way to obtain information. The news site tweets allow anyone to monitor a steady stream of headlines and other information on a real time basis. Twitter also offers a means of announcing company events or publications.

 

Finally, the ability to develop a group of "followers" and to communicate with them and others using the reply and "retweet" functions provides a way to network and expand professional contacts. The March 7, 2009 Wall Street Journal has an excellent article (here) about how to develop Twitter followers and how to use Twitter to expand your personal network. I have further comments below about using all of these Web 2.0 tools to develop contacts and to network.

 

The New York Times also had a recent article (here) on the advantages and opportunities of using Twitter. A recent Law.com  article describing the different ways professionals might use Twitter can be found here.

 

One final note about Twitter. The 140 character limit can be a challenge. Using Twitter can sometimes feel like writing haiku. One way to make the most of the limited number of characters is to reduce a lengthy web address link by translating it into a short web address using a site like TinyURL.com. TweetDeck also has a function to shorten lengthy web address. A list of other useful Twitter pointers can be found here. A useful list of Twitter related tools and applications can be found here.

 

LinkedIn: LinkedIn is a networking site for professionals that has over 30 million users. As a minimum it is a place to post your resume and contact information, which if nothing else makes it easier for others to find you.

 

But LinkedIn is all about building connections. By asking others to join your network of connections, you add their names to the group of connections listed on your LinkedIn page. Each new connection allows you the opportunity to browse your new connection’s own network list, as a way to find others to add to your network. I have found this process interesting and it has allowed me to build my network out in unexpected ways. For example some of my connections are industry colleagues, some are contacts in my immediate locality, some are people whom I have just gotten to know who want to build out their own networks.

 

In addition, there are numerous LinkedIn affinity groups, where persons with similar interests can identify each other and exchange news and information. There are, for example, a host of insurance-related groups. For example, the Professional Liability Underwriting Society (PLUS) has a LinkedIn group (here). So does RIMS (here). There are numerous other insurance groups, and innumerable groups related to other topics as well.

 

In many ways, LinkedIn it still realizing its full potential, at least for the insurance community. Many of the insurance-related groups, for example, are characterized by a relatively low level of activity. However, I think there is enormous potential in these groups – frankly, one of my motivations in writing this blog post it a desire to spark others’ interest in vitalizing these groups, particularly the PLUS group. I can easily imagine these group sites functioning as community bulletin boards where important information is regularly updated and read by people from throughout the community

 

But even if LinkedIn may not yet have fully realized its full potential overall, I have personally had several experiences where my LinkedIn presence enabled me to form new and valuable relationships. Among other things, I was recently retained by a private equity firm to consult with them on an information-related project. The private equity firm found me through my LinkedIn site. I have further comments on these kinds of network and contact building possibilities below.

 

Facebook: For a long time I was skeptical that Facebook offered anything of value to me. I considered it a place where college kids wasted time and posted career-limiting pictures of themselves doing embarrassing or incriminating things. However, a friend who was for many years a Wall Street media analyst and who now teaches at a local university convinced me that I needed to get on Facebook. Among other things, she told me that that over 20 million of Facebook’s 150 million users are over the age of 30, and that the over 30 crowd is by far Facebook’s fastest growing demographic.

 

Facebook provides another way to establish an Internet presence and to develop or expand a network of contacts. What I have found in a relatively brief foray is that Facebook facilitates a way to reconnect with a lifetime’s worth of acquaintances. The reconnection potential is not only personally rewarding, it is also valuable from a business networking perspective. For example, in recent days I have reconnected with a childhood friend who now, it turns out, is the CFO of a publicly traded company right here in my home state. Another college classmate I found through Facebook is general counsel of a financial services firm; I had not seen him in years, but now we are scheduled to have lunch in a few days.

 

Facebook also has an astonishing variety of groups and affinity sites. I have already signed onto my undergraduate college alumni site and even a group page for my college fraternity. Some of these groups are larger and more dynamic than the groups on LinkedIn, but the most active groups are more social than many of the LinkedIn groups.

 

In any event, as with Twitter and LinkedIn, Facebook offers a way to expand your network and develop your business contacts. Some might be concerned that getting active on Facebook might risk mixing social and business contacts in an undesirable way. However, Facebook allows you to create separate friends’ lists, with different privacy settings. That way you can control who sees which of your various Facebook posts.

 

Are These Tools "Worth It"?

No doubt about it, these tools all have the potential to become time sinkholes. Fooling around with any one of these sites, not to mention all of them at the same time, could easily become a time-consuming exercise in pushing electrons around the Web. Moreover, much of the activity, particularly on Twitter, is not worth the electrons consumed. Some people – perhaps many people – may conclude that these media are just not for them, and they might well be right.

 

These new tools definitely have their critics. Just this week, Time Magazine ran a story (here) critical of Twitter and the shallowness of many of the messages, and the New York Times ran a story (here) noting privacy concerns associated with Facebook. Certainly, these new communications tools, like any other tool, can be used a variety of ways, some of which that are not beneficent.

 

My own view is that these tools, used properly, all have valuable potential to provide a way for anyone to expand their network of business contacts and business opportunities. At the same time, the inner paranoid within me that is always present just below the surface is also afraid that if I do not understand and take advantage of these tools, I will be losing a critical step to my competitors, or at least to someone other than me, who will figure out a way to take advantage of these tools, as a result of which I risk falling behind.

 

My own experience as a blogger also convinces me that the opportunities these tools afford are real. Over the almost three years that I have been blogging, I have had the experience numerous times of meeting someone virtually through my blog, and then having that virtual contact turn into a real relationship, which in turn has led to real opportunities and real projects.

 

In addition, my blogging experience reinforces for me the potential to use these web-based tools to develop or enhance both a personal brand and a corporate brand. I am based in suburban Cleveland, yet Ithrough my blog I have developed an International audience and a professional profile, because I have been able to exploit the communications potential of the Web. (A more detailed view on my blogging experience can be found in a prior post, here).

 

The interesting thing to me about Twitter, LinkedIn and Facebook is that they each offer a similar potential to leverage the Web, but in ways that are not only distinct from blogging, but that are also unique to each separate tool. I have already found that the networks I have formed from each of these tools largely do not overlap. Facebook in particular has allowed me to expand my network in directions far different from the other tools.

 

Every insurance professional knows that we are in a relationship business. Business opportunities come from having contacts. These tools allow a new means to develop the contacts that can raise your profile, enhance your personal brand and expand your opportunities. Moreover, these resources are available from anyone’s desktop and for free.

 

I am very interested in readers’ thoughts and experiences about these tools. I encourage readers to use this blog’s comment feature to share their own experiences with Web 2.0, whether positive or negative.

 

I also welcome all readers to join me on LinkedIn by clicking on the LinkedIn button in the right hand margin. I hope readers will consider joining the PLUS group on LinkedIn. I also invite readers to follow me on Twitter, which they can do by clicking here or on the button in the right hand margin above.

 

Finally, readers who would like a more detailed, multi-media introduction to Web 2.0 should be sure to watch a replay of the February 17, 2009 Securities Docket webcast entitled "Web 2.0: Leveraging New Media to Maximize Your Securities and Compliance Practice," which can be found here. The webcast has additional useful information about the Web 2.0 media discussed above, and in addition has a detailed discussion of how to use RSS feed reader technology gather useful news articles and other information on subject you want to monitor.

 

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The Top Ten Blog Posts of 2008

Because of the dramatic events in the financial and credit markets, 2008 will undoubtedly go down in history as a dark and difficult year. 2008 was a challenging year for bloggers, too. So much happened of such significance that trying to find the time to comment and the words to express it all were almost overwhelming blogging challenges.

 

But dramatic headline events do not always make the best blog posts, because high profile events are exhaustively reported in the mainstream media. The blog posts that stand out in retrospect are those that analyze a specific detail of larger events reported elsewhere; that draw connections between otherwise disparate events; or that highlight developments that otherwise would be lost in the noise.

 

I have set out below my own list of The D&O Diary’s Top Ten Blog Posts of 2008. I have used a simple standard in determining which posts to include; I listed posts that stand up best to re-reading now. The Top Ten posts are presented chronologically.

 

1. "CDO Squared" Securities Lawsuit Hits MBIA (January 13, 2008): MBIA is only one of several bond insurers to get caught up in the subprime litigation wave. But the lawsuit against MBIA arose at a time when all of us were still just becoming acquainted with some of the complex financial instruments that have caused so much trouble.

 

This post attempted to explore the then-unfamiliar CDO-squared instruments, incorporating into the exercise both a detailed study of Warren Buffett’s condemnation of derivative securities as "financial weapons of mass destruction," as well as a reflection of the possible lessons for the current crisis from the near-collapse of Long Term Capital Management ten years earlier.

 

Little did I suspect at the time how relevant my observations about derivative securities or the lessons of LTCM would become later in 2008. (As an aside, I must note how instructive I found it to reread now all of January 2008’s posts. What an astonishing year 2008 was.)

 

2. Auction Rate Securities: The Next Subprime Litigation Wave? (February 13, 2008): This post commented on "a developing breakdown in an obscure corner of the credit market involving debt instruments called ‘auction rate securities.’" The post accurately foresaw the coming wave of auction rate securities litigation, which according to my tally involved at least 21 companies in new securities lawsuits during 2008. (My subprime and credit crisis-related litigation tally, which includes auction rate securities litigation, can be found here.)

 

Litigation involving auction rate securities remained one of the top securities litigation stories throughout 2008 (as reflected here, for example), and the lawsuits were a significant factor in the upsurge in new securities filings in 2008. My complete overview of the 2008 securities filings can be found here.

 

3. A Single "Toxic" CDO, A Multitude of Subprime Lawsuits (March 9, 2008): So many of 2008’s dramatic events were so large and their effects were so sweeping that they defy easy comprehension. An alternative way to try to understand what happened is to look at a single investment vehicle – in this case, a collateralized debt obligation (CDO) called "Mantoloking" – and examine the difficulties and litigation that has followed in its wake.

 

The extent and magnitude of the problems from just this one investment structure (among other things, it played a role in Bear Stearns’ demise) helps put some context around the problems now besetting the global financial marketplace.

 

4. D&O Insurance: Defense Expense and Limits Adequacy (June 2, 2008): Every now and then a set of circumstances come along that helps illustrate one of the perennial problems in D&O insurance. In this instance, the case involved was the criminal prosecution arising from the collapse of Collins & Aikman. The particular problem involved was the possibility that defense costs alone threatened to exhaust the company’s entire $50 million insurance program before the criminal case even went to trial.

 

As discussed in the post, the increasing possibility that defense costs could deplete or exhaust available insurance undermines traditional notions of limits adequacy and underscores the importance of issues involving program structure as part of the insurance acquisition process.

 

5. Section 11 Lawsuits: Coming Soon to a State Court Near You (July 21, 2008): One of the more interesting (yet little noted) features of the subprime and credit crisis-related litigation wave has been the frequency with which plaintiffs’ lawyers in reliance on the ’33 Act’s concurrent jurisdiction have chosen to file Section 11 lawsuits in state court rather than federal court.

 

As I speculated elsewhere (refer here), these state court lawsuits arguably represent an involved form of forum shopping. They also may represent an attempted end run around the PSLRA’s procedural requirements. But whatever the motivation may be, the plaintiffs’ bar has shown a heightened interest in proceeding in state court and have even has some success in opposing removal to federal court.

 

In the general hubbub of the current financial turmoil, this litigation development has not attracted nearly as much attention as it deserves. The anomalous phenomenon of federal class action litigation going forward – in significant volume – in state court represents a trend that deserves greater attention. As I have noted in this blog post, some "recalibration" may be required.

 

6. A Closer Look at the Fed’s $85 Billion AIG Bailout (September 17, 2008): Both the significance and consequences of the AIG bailout are still emerging, as reflected in Carol Loomis’s December 24, 2008 Fortune article (here). But in rereading a blog post written in the immediate aftermath of the first announcement of the AIG bailout, it appears that many of the continuing questions were immediately apparent.

 

7. WaMu: A Thrift Falls in the Forest: (September 28, 2008): It is one measure of the massive scale of this fall’s events that the largest bank failure in U.S. history is almost a footnote to the year’s events. Even though WaMu’s failure may be overshadowed by other events, that does not mean that the event lacks significance. Indeed, many of the consequences of WaMu’s collapse still have yet to emerge.

 

Moreover, WaMu was only one of 25 bank failures in the U.S. during 2008. Though overshadowed by other more dramatic events, these bank failures portend further difficulties in 2009.

 

8. More Damn Things to Worry About (September 30, 2008): So many things happened so quickly in September 2008 that we were all left wondering: what else could go wrong? This post embodies sheer frustration we felt at the time and the depth of the concern about what may lie ahead. Many of the specific fears expressed have indeed come to pass. Though written quickly and at a very late hour, the post withstands scrutiny now.

 

9. Reading the New Buffett Bio (October 8, 2008): In the midst of this Fall’s financial crisis, it was a reassuring pleasure to read about Warren Buffett’s life. I enjoyed Alice Schroeder’s new biography of Buffett, and I enjoyed writing about her book. Writing a book review is something of a departure for this blog, but it stands out perhaps for that very reason. Given everything that was happening at the time, it was a relief just to read a book.

 

10. The Evolving Credit Crisis Litigation Wave (December 3, 2008): As we head into 2009, it is critically important to understand that as 2008 progressed, not only did the credit crisis itself evolve into something much more extensive and dangerous, but so too did the related litigation wave. In an earlier post (here), I speculated that the litigation wave might have reached an "inflection point." Further lawsuit filings confirmed that the litigation wave has spread beyond the financial sector.

 

Because this litigation wave is likely to continue to spread in the weeks and months ahead, this development represents an important and noteworthy trend for the New Year.

 

And Finally: In addition to my favorite blog posts, I also had a favorite video of the year, the viral video Where the Hell is Matt? I not only smile every time I watch this video, I like it a little bit more with each viewing. YouTube reports that the video has been viewed over 16 million times. Matt’s website (here) reports that the video was shot in 42 countries and took 14 months to videotape and edit.

 

On Blogging

On November 13, 2008, I participated on a panel at a seminar sponsored by the Pennsylvania Bar Institute in Philadelphia, Pa. The topic of the panel was "Blogging for Lawyers." Appearing with me on the panel was Francis Pileggi, the author of the Delaware Corporate and Commercial Litigation Blog (here). In connection with the panel, I delivered a paper, which is reproduced in a slightly modified form below. Francis has also posted his paper on his blog, which can be accessed here.

 

I would like to thank Francis for inviting me to participate in this panel, which was a fascinating experience. Clearly, many lawyers (and perhaps others, too) are interested in knowing more about blogging. Here is my paper:

 

The First Amendment to the U.S. Constitution enshrines freedom "of the press" as one of our nation’s most hallowed rights. Historically, at least, only the few fortunate enough to own a printing press could actually benefit from this constitutional protection.

 

Until now.

 

As a result of technological innovation, it is now possible for everyone in effect to have their own printing press in the form of a blog and to publish their views to the entire world via the Internet. This new medium is both powerful and flexible, and represents and extraordinary new means for personal expression, for the exchange of ideas, and for the advancement of economic interests.

 

The Benefits of Blogging

Perhaps many of the benefits of blogging may seem self-evident, but my own experience has included many unforeseen and unanticipated benefits that have contributed significantly to the overall value of the enterprise.

 

1. A Larger Stage: As a professional based in suburban Cleveland, I could be susceptible to isolation, obscurity and even irrelevance. The blog not only facilitates a connection with my immediate professional community, but also with a larger national and even international audience, far beyond the relatively narrow scope of my day to day professional activities.

 

One of the more interesting and gratifying developments from the blog has been the links my blog has enabled me to form with academics, regulators, journalists, and attorneys from an incredibly diverse variety of contexts and jurisdictions. The resulting dialog has not only been intellectually enriching, it has also helped to raise my professional profile far more than any other professional development activity I have ever undertaken.

 

2. Recognition: Simply by virtue of having a blog on a topic, others assume you are an expert. Whether or not this is actually the case, I have been quoted, as a supposed expert, in national and international publications, including The Wall Street Journal, The New York Times, Bloomberg, The Los Angeles Times, The San Francisco Chronicle, among many others.

 

I have been invited to speak at or even moderate a wide variety of conferences and other events. I have been asked to lecture at law schools. I have been invited by law firms to speak to their clients. I have been asked by investment banks to share my thoughts about industry trends with their clients. I have been retained by consulting firms, accounting firms and actuarial firms. I have been asked to contribute written work to numerous publications. Virtually all of these opportunities have come my way as a result of the blog.

 

3. A Voice in the Dialog: In my field as in many others, there is an ongoing dialog about issues and developments. The blog ensures not only that my voice is heard in this ongoing dialog, but it also allows me the means to try to set the agenda. While I would not be so immodest as to claim that the blog has allowed me to be influential, it has at least assured that my voice is heard. Whatever else might be said about my contributions, as a result of the blog, I am not irrelevant, despite being based in Beachwood, Ohio (which, by the way, is a pretty nice place).

 

4. An Audience is a Great Thing: A blog is a medium of expression. It is also a medium of communication, and many audience members will communicate with a blog’s author. This has proven to be one of the most important parts of my blogging experience, as audience members constantly provide me with ideas, suggestions and questions that have immeasurably enriched my blog. Indeed, I have gotten many of my best ideas from readers and I truly love it when readers communicate with me about my blog.

 

If there is any downside, it is that it takes time to respond to reader inquiries and comments. I also wish that readers would feel freer to post their comments directly on my blog. It is fine for readers to tell me that they disagree with me, but it would be so much better if they would tell everyone. All of that said, a strong and active readership is one of the important parts and one of the most important benefits of a successful blog.

 

5. Trend Watching Begets Trend Knowledge: There is an unexpected side-benefit from making a practice of observing, thinking about and commenting on trends and developments. That is, these practices ensure that I am aware of and have thought about all of the latest trends and developments. This has a direct payback for my professional practice, which is that I am fully prepared to speak knowledgeably about most topics that are likely to arise in the typical business setting. This is a substantial asset in many professional and business meetings.

 

6. The Blogosphere: Another significant benefit from blogging consists of the links I have developed with fellow bloggers. The blogosphere is a congenial and mutually supportive place. Bloggers show each other courtesy and respect. Fellow bloggers helped support and publicize my blog in its early days, and have continued to supply me with information and commentary all along the way. The blogosphere’s conviviality adds a measure of satisfaction and enjoyment to the blogging experience.

 

The Burdens of Blogging

As a practical matter, just about anything anyone would need to have a successful blog is available for free on the Internet. But even if blogging might be free, that does not mean that it is without its costs. A blog is a harsh mistress, and the demands required ought to be fully considered by anyone contemplating blogging.

 

1. Time: I am frequently asked how much time I spend on my blog. I usually try to laugh off the question with a joke. The reality is not very funny. I actually spend a lot more time on the blog that I think anyone could possibly imagine. It helps to be a closet insomniac. I spend many, many hours on my blog, hours stolen from time in which I would otherwise be relaxing, enjoying my family, or sleeping. The blog takes an insane amount of time.

 

2.Blogging is a Lot Harder Than it Looks: I think every blogger starts their blog in a burst of optimism, with a backlog of things they are yearning to express. The early enthusiasm and reservoir of ideas carry the blog for a time. But the real challenge is sustaining the blog after the initial enthusiasm fades and the backlog of ideas is depleted. During the time I have been blogging, there have been many promising new blogs that have dazzlingly burst out, generated truly interesting and impressive content, and then quietly blinked out of existence. Sustaining a blog for the long haul is difficult.

 

Finding things to write about and finding the time to write them is hard work that requires serious commitment. I have found myself blogging in airports, hotels, coffee shops, beach houses, trains, basements, attics, and spare bedrooms. I have worked on my blog in London, Cologne, Montreal, Quebec City, San Diego, Dallas, Dubuque, Omaha, Tampa, and just about everyplace in between; I have posted blogs from laptops, libraries, Internet Cafes, and hotel business centers, and just about any other location where the Internet can be accessed. I have blogged on my birthday, Christmas Day, my anniversary, on vacation, during the Super Bowl, during rainstorms, during snowstorms, and even on beautiful sunny days.

 

I think writing a blog is a possibility that everyone ought to consider, but at the same time it should also recognized that not everyone will want to do everything that is required to sustain a blog over time.

 

3. The Benefits Are Indirect: There may be bloggers whose blogs produce direct economic benefits commensurate with the time and effort required. But for most bloggers, the most identifiable economic benefits are indirect. To be sure, I have developed revenue-producing client contacts directly as a result of the blog. But these developments are the exception, not the rule.

 

There is of course substantial reputation-enhancing power in having blog. I think the heightened professional profile my blog has helped me to raise will in the long run translate into significant revenue generating opportunities. But others might conclude that there are shorter, more sure-fire paths to business development.

 

4. Conflicts: A constant blogging concern is remaining sufficiently mindful of the possibility that the views I express on my blog potentially could conflict with the interests of my current or future clients. I try as hard as I can to be circumspect. But I can imagine that this concern about potential conflicts might well discourage some professionals who might otherwise be inclined to blog.

 

Three Things Potential Bloggers Should Know

1. Technology: It is easy to set up a blog. About two minutes on Blogger.com is enough to get started. But to get a blog set up the way you want and to deal with all of the problems that inevitably arise, a willingness to futz around with technology is indispensible. Fee-based services such as LexBlog reduce – but do not eliminate – the need to directly confront the technological beast. I would not recommend blogging to anyone who is uncomfortable troubleshooting technological issues.

 

2. The Downside of Owning a Printing Press: I made the analogy above comparing a blog to a printing press. The analogy is far more apt than might appear at first blush. As a blogger, you are in fact in the publishing business. For example, you have subscribers, who will expect you to address delivery problems, subscription questions and complaints, as well as delivery interruption and cancellation issues. Addressing subscriber concerns and questions is an ongoing challenge.

 

In addition, a blogger has editorial responsibilities. I am frequently called upon to address such issues as faulty or missing hyperlinks, misspellings, and erroneous references. These kinds of concerns can not only be time-consuming, they can also be disheartening. Without editors or fact-checkers, a blogger almost inevitably encounters these kinds of concerns, especially given the time pressure inherent in the blogging medium. Remedying these kinds of concerns is an indispensible but underappreciated part of the blogging process.

 

3. Plagiarism Happens: I recently participated in a business competition where our team presented directly after one of our competitors. One of the questions the prospect asked in our meeting directly quoted information the competitor had provided to the prospect in the preceding meeting. The information consisted of original research I personally conducted and about which I had written on my blog. I was astonished and appalled not only that a competitor would brazenly plagiarize my original work, but even more astonished that the competitor would even think about attempting to use the information to compete against me.

 

Call me naïve. I work very hard on my blog to make sure that I credit my sources. Given my own personal practices and standards, the idea that someone would simply plagiarize my work never occurred to me. For the first time, I have experienced serious reservations about the wisdom of sharing my original work with the whole world. I still have misgivings which I have not entirely reconciled. All I can say is that would-be bloggers should be more aware of this issue than I have been.

 

Conclusion

Some of my remarks here might discourage some potential bloggers. I do not intend to be discouraging, merely realistic. That said, all of the burdens, challenges and concerns notwithstanding, I have found blogging to be enormously satisfying on both a personal and professional level. In the end, while there might be a host of good professional reasons for me to have a blog, I have found the enterprise worthwhile simply because I have found it satisfying. If I didn’t enjoy doing it so much, I wouldn’t do it.

 

A blog is a wonderful platform for self-expression. The opportunity to express my views knowing they will be read by a wide variety of persons around the world is stimulating and gratifying. I am constantly reminded of the power of the Internet. The idea that I can have my own little corner of the Web that thousands of people voluntarily and repeatedly choose to visit is just so inexpressibly cool. It never ceases to amaze me.

 

Afterword

Based on the questions at today's seminar, I realize that there many additional topics about blogging that I should attempt to address, beyond the issues I discussed above.  Topics that came up today included: 

How do you get started blogging? 

How is the blogging medium different from mainstream media, and why does it matter? 

How should a busy professional sort, access and use law blogs? 

Time and space do not allow me to address these issues here. But these are all worthy topics, which I hope to try to address in forthcoming posts in the next few weeks.

In the interim, I very much welcome readers questions and comments about blogging. I am very interested in sharing my thoughts and knowing more about readers' thoughts on this topic.

 

Are the Subprime Securities Lawsuits Faring Poorly?

At what point can we declare that the subprime securities lawsuits are not doing particularly well in the courts? It may not yet be time, but there unquestionably are growing numbers of subprime lawsuits that have failed to survive motions to dismiss, at least as a preliminary matter.

 

The latest evidence of this phenomenon involves the securities lawsuit filed against Fremont General and certain of its directors and officers. As detailed here, Fremont plaintiffs first initiated the securities suit in June 2007. The 175-page Amended Consolidated Complaint in the case can be found here.

 

The plaintiffs allege that Fremont, a subprime mortgage lender, misrepresented the "quality of Fremont’s underwriting, loan quality and loan performance," and also that misrepresentations in Fremont’s financial statements "resulted in a material deception of the investing public." It was, the plaintiffs alleged, "only a matter of time before the Company’s extremely loose lending practices – driven by aggressive volume targets and financial incentives – would result in substantially increased mortgage delinquencies and material losses for Fremont investors."

 

Fremont filed for bankruptcy on July 9, 2008. The securities lawsuit was stayed as to the company but proceeded against the individual defendants. The defendants moved to dismiss the plaintiffs’ complaint.

 

In an October 28, 2008 order (here), Central District of California Judge Florence-Marie Cooper granted the defendants’ motion to dismiss, but allowed the plaintiffs 45 days in which to file a further amended complaint.

 

In their motions, the defendants had contended that the plaintiffs had failed to allege sufficient facts to satisfy the material misrepresentation and scienter pleading requirements for a 10b-5 claim.

 

Judge Cooper began her analysis of the motions with a commentary on the "disjointed nature of the allegations" in the Amended Complaint, noting that "nearly 100 pages" of the pleading "are dedicated to recounting of the history of the company, allegations of flaws in the company’s underwriting practices, and allegations of misstatements in various financial statements." She noted that she had "scoured" the Amended complaint "in an effort to link Lead Plaintiff’s allegations of specific statements with the alleged reason(s) those statements are misleading." She observed that "the internal cross references…fail to substantiate Lead Plaintiffs’ conclusory allegations that the statements were false and, in nearly all cases, they fail to illuminate why or how the falsity was material."

 

The Court also noted that while the complaint has "numerous references to representations by or knowledge of ‘Defendants’" these references "collectively do not facilitate a reasoned assessment of the statements and knowledge attributable to the Individual Defendants."

 

Finally, Judge Cooper also noted that "more often than not, the cross-referenced allegations intended to evidence the falsity of the alleged misrepresentations fail to adequately plead scienter in connection with those statements."

 

Because she concluded that the plaintiffs’ allegations "do not clearly articulate the basis of Lead Plaintiff’s Section 10-b and Rule 10b-5 claims against the Individual Defendants," Judge Cooper granted the motion to dismiss, with leave to amend.

 

It of course remains to be seen whether the plaintiffs will be able to address the court’s concerns in their amended complaint; to the extent they can, their case may go forward. But though Judge Cooper’s dismissal ruling is merely provisional, it is the latest in a series of similar rulings where courts have proven unreceptive to similar allegations raised against companies caught up in the subprime meltdown.

 

As I noted in prior posts concerning dismissals in the IMPAC Mortgage case (refer here), NovaStar Financial case (here), the Standard Pacific case (here) and First Florida Home Builders of Florida case (here), courts have proven demanding in their expectations regarding the specificity of the allegations required in the claims against these participants in the subprime marketplace. The courts clearly want to see more than that the companies engaged in aggressive business practices before their residential lending portfolio collapsed.

 

To be sure, there have been cases in which the plaintiffs’ allegations have proven sufficient to survive a motion to dismiss, as for example in the Toll Brothers case (refer here). But several courts now have made it clear they expect to see more than the existence of a mess left from the subprime meltdown. Generalized allegations that the lending institutions were aggressive or even that they failed to follow their own loan underwriting guidelines apparently may not be enough.

 

The subprime litigation wave is still in its earliest stages, and for that reason it may be premature to start making any generalizations. Nevertheless, it is at least interesting to note that a growing (and arguably significant) number of the earliest filed subprime securities cases are finding it difficult to survive the preliminary motions. Some of the cases may yet go forward following the amended pleading stage. But at least based on the most recent preliminary rulings, the question does arise whether the general economic turmoil has made courts skeptical of generalized allegations of fraud.

 

There will of course be further developments in the weeks and months to come. I will be tracking the results on my table of subprime and credit crisis-related case dispositions, which can be accessed here.

 

Namesake: Fremont General’s name doubtlessly derives from that of John C. Frémont, the 19th century American explorer, military commander and politician. Frèmont is known as "The Great Pathfinder" for his surveys of the Oregon Trail, the Oregon Territory, the Great Basin, and the Sierra Mountains in California.

 

Frèmont was one of the two first Senators from California in 1850. Frèmont was also the Republican party’s first candidate for President in 1856 and he was the first major party Presidential candidate to run in opposition to slavery. He had the dubious distinction of losing to James Buchanan. He did at least draw more votes than Millard Fillmore.

 

Frèmont’s name lives on as the moniker for numerous counties, cities and civic buildings, in California and elsewhere. And, until it went bankrupt earlier this year, there was also a subprime mortgage lender named after him as well.

 

Observations on the Blogosphere: Congratulations to the Drug & Device Law Blog (here), which is celebrating the second anniversary of its blogging existence. In a post today, the blog’s authors pose this question, with following commentary:

 

We have a question for someone with access to the data: What percentage of legal bloggers stop publishing within 12 months of launching a new blog?

We don't know the answer to that, but we bet it's like small businesses -- most fail within a year.

Why?

First, as we’ve said before, blogging is hard, hard work. It's not easy to maintain an active legal practice by day and find time at night for massive "recreational" writing. Try writing five or six shorts articles a week (which is what we've averaged) for just one week. Think about what that would feel like for three months. And now imagine what we're celebrating today -- two years cranking out posts at that pace.

The authors are absolutely correct about how difficult it is for a fully occupied professional to maintain a blog over time. The authors supply their own reasons why they continue to blog despite the enormous burdens and effort required. I concur with their views, particularly as respects interaction with the audience and the ability to influence the dialog.

 

Andrew Sullivan, the author of The Daily Dish blog (here) has a more detailed answer in a November 2008 Atlantic Monthly article entitled "Why I Blog" (here). Sullivan eloquently captures what makes blogging so exhilarating -- and excruciating. He notes that "for bloggers, the deadline is always now. Blogging is therefore to writing what extreme sports are to athletics: more free-form, more accident prone, less formal, more alive. It is, in many ways, writing out loud."

 

One particularly distinctive aspect of the blogging experience is the immediacy of the connection between author and reader. Readers can (and do) easily post comments or send emails with corrections and criticisms. As a result, Sullivan notes, "the blogger can get away less and afford fewer pretensions of authority." Some of those who send comments, Sullivan adds,

 

unsurprisingly, know more about a subject than the blogger does. They will send links, stories, and facts, challenging the blogger’s view of the world, sometimes outright refuting it, but more frequently adding context and nuance and complexity to an idea. The role of a blogger is not to defend against this but to embrace it. He is similar in this way to the host of a dinner party. He can provoke discussion or take a position, even passionately, but he also must create an atmosphere in which others want to participate.

 

As Sullivan notes, this interaction is "an integral part of the blog itself." He is absolutely correct when he observes that "you’d be surprised by what comes unsolicited into the inbox, and how helpful it often is."

 

But while I agree with Sullivan’s essay on many points, I also think his concept of the blogosphere is peculiarly narrow and as a result his analysis is impoverished. Sullivan apparently presumes that all blogs and blogging lives resemble his own. However, Sullivan inhabits a rarified and privileged corner of the blogosphere, one that only an infinitesimally small number of bloggers enjoy. He is, for example, able to blog full–time. In addition, he has "an assistant and interns to scour the Web for links to stories and photographs." These are assets and advantages about which most bloggers can only fantasize.

 

Because he is blind to the varieties of blogging experience, Sullivan overlooks the diversity of blogging philosophy and goals that coexist with his own. To use but one very concrete example, his essay completely fails to take account of the numerous excellent law blogs in the blawging community (of which the Drug and Device Law blog is a superb example.)

 

Were Sullivan to encompass these kinds of blogs in his descriptions, he could not assert that "the blog has remained a superficial medium" or that blog readers are unwilling to read more detailed essays. His blog may be superficial, and his readers may have short little spans of attention, but those characteristics are not universal, either as to blogs or as to blog readers.

 

Sullivan also seemingly overlooks the challenge and pain (duly noted on the Drug and Device Law blog) that many bloggers experience trying to juggle our blogging addiction with the demands of our day jobs. Though Sullivan’s essay nowhere recognizes these challenges, I am confident that for many working bloggers these elements define the essence of their blogging experience. Bloggers with the luxury of blogging fulltime are spared these challenges.

 

Some day I will unburden myself of the longer essay on blogging that burns within me. Whenever that day comes, I will attempt to fill some of the critical voids in Sullivan’s essay. The most important point is the role that that blogs can play in a specific professional community -- for the exchange of ideas, for the development of connections, and for the passing events to be noted. Over time, a blog can also become a reference source for an entire industry (a point that the authors of the Drug and Device Law blog also note in their second anniversary post).

 

Until the day comes when I finally write my own essay on blogging, I will have to let it suffice to quote with approval one remark in Sullivan’s essay, in which he says "there are times, in fact, when a blogger feels less like a writer than an online disk jockey, mixing samples of tunes and generating new melodies through mashups, while making his own music."

 

Ultimately, as Sullivan writes in explanation of how he got hooked on blogging, "the simple experience of being able to directly broadcast my own words to readers was an exhilarating literary liberation."

 

Hat tip to the FCPA Blog (here) for the link to Sullivan’s essay.

 

Welcome to The D & O Diary's New Site!

After nearly two years publishing at its original site on Blogger, The D & O Diary is proud to move into its new home on LexBlog. I hope that all of my readers will welcome and enjoy the new site’s features. The new site should be easier to navigate, and has some added functionality, such as the ability to print individual posts in a printer friendly format (use the little printer icon at the bottom of the post), and the ease of locating popular posts in the (soon to be populated) "Posts of interest" function in the right hand column.

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Those of you who had Bookmarks or Favorites links to the old site will need to change the link to this site. The address for this site is http://www.dandodiary.com . All of my prior posts will remain available on my old site, but I have also ported all of my prior posts over to this site as well. I will not be adding any new posts to this site.

I look forward to continuing to provide posts of interest on this new site. Please let me know if you have any questions, comments or concerns. Welcome to The New D & O Diary.

Cheers.

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