Category: Legal Issues

Just About Everybody vs. Howard Hughes

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The Book of the Week is “Just About Everybody vs. Howard Hughes, The Inside Story of The TWA-Howard Hughes Trial” by David B. Tinnin, published in 1973.

In the 1930’s, Howard Hughes inherited his father’s oil-industry-equipment company, Toolco, which sold a unique, patented, lucrative drill. By the early 1950’s, Hughes had become a pilot passionate about acquiring jets (whose engines had technology that was obsolescing pistons) for his airline, TWA. He was an alpha male whose desire for control of his company led to decades of complex litigation involving age-old economic and political issues.

As American society became ever more capitalistic in the Postwar Era, businessmen hired more and more attorneys to wield more and more power and influence. They sought to change the tax laws to make more and more money.

Hughes was a victim of his own success in that he was using highly leveraged, deficit financing to purchase the new jets through his Toolco. Into the 1950’s, individuals (rather than their companies or employers) were the ones responsible for debts if they needed to borrow money for their businesses. This economic condition has come full circle with tech startups.

Hughes borrowed from banks and insurance companies, but by the late 1950’s, his debt was so high, they refused to give him special treatment. He used dirty tricks (which arguably weren’t illegal but were unethical, at best) to order jets from a few different suppliers.

Hughes’ incestuous business transactions generated an escalation of commitment among various parties, who were averse to losing even more money if they withdrew from their ongoing deals with him. Need it be said, there is nothing new under the son (or sun– either one). In the early 1960’s, his creditors terminated his borrowing privileges and created a voting trust that took control of TWA. Neither side wanted to see TWA go bankrupt. There were, of course, other wrenches in the works, which are too numerous to mention here.

The orgy of litigation resulting from Hughes’ business activities triggered a very controversial legal and economic issue. Hughes owned 78.23% of the voting stock of TWA, which was financially affiliated with his Toolco. At that time, TWA shares were not owned by the general public. His side argued that he should be allowed to control his companies as he saw fit, because he had a controlling interest in them. On the other hand, he really didn’t own them– his creditors did!

Besides that, if TWA went belly-up, there would be far-reaching economic consequences for many stakeholders. All employees of TWA would lose their jobs, competing airlines would benefit financially, contractors supplying jets and their parts to TWA would lose a customer, Hughes’ lenders would lose megabucks, etc., etc., etc.

According to the book (which appeared to be credible although it lacked Notes, Sources, References, and Bibliography), in June 1961, the big lawsuit initially launched in federal court in the Southern District of New York against Hughes was named TWA v. Howard Hughes. TWA charged Hughes with making special deals with third parties that led to financial harm for TWA. He tried to keep competing airlines from buying jets he wanted for TWA, through monopolistic practices.

BUT, due to disastrous losses (from a downturn in air travel that prompted proposals of various airline mergers, and his tax-evasion tricks), Hughes chose to cancel a portion of jet orders for TWA. Under his crushing debt load, he couldn’t afford to pay for all of his purchases. So the airline couldn’t stay competitive in the commercial airline industry. Other airlines were purchasing jets sooner at lower cost. Hughes’ series of attorneys through the years, of course used all manner of shenanigans (through: filing a blizzard of documents with creative legal arguments, counter-suing and appealing rulings) to delay the case.

One last-minute development that aided Hughes’ attorney before Hughes would be charged with contempt of court yet again, was a curious January 1963 Supreme Court ruling regarding jurisdiction in connection with a monopolistic entity. There was a little federal agency called the Civil Aeronautics Board (CAB), that had been regulating the airlines. The attorney repeatedly tried to get the case against Hughes dismissed– by arguing that CAB, rather than a federal court, should have been trying Hughes’ case.

Read the book to learn every last detail of this suspenseful story that spawned reams of tabloid fodder, but also greatly impacted the legal, economic and tax cultures of corporate America.

Sandworm

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The Book of the Week is “Sandworm, A New Era of Cyberwar and the hunt for the Kremlin’s Most Dangerous Hackers” by Andy Greenberg, published in 2019. In this eye-opening volume, the author provided the backstory (out of chronological order, in a confusing, cherry-picked way) on how and why Russia has become the world’s biggest disrupter of society yet again through a new method. “Sandworm” refers to the Russian hackers who perpetrated cyberattacks. The author implied that knocking out power grids was one new way to destabilize target nations. But this is NOT a new idea.

Anyway, as is well known, in recent decades, for various reasons, Russia’s leader, Vladimir Putin, ordered his military to attack Estonia (in 1999 and later), Georgia in 2008 (yes, Soviet Georgia– not the American state), and Ukraine. These offensives were accomplished not just on the ground, but also through technology. Ukraine’s election process and electric power were both seriously damaged through the Internet.

In the United States, various federal agencies fight for the power to set policy on the country’s cybersecurity: FBI, Department of Energy, Department of Homeland Security; plus the U.S. military, North American Electric Reliability Corporation, and SANS Institute.

During the George W. Bush administration, America and Israel started a secret project to develop virulent malware that could wreak cyberwar on their enemies, but whose main purpose was to stop Iran from making nuclear weapons.

During the Obama administration, a young, bright Air Force officer was hired to build a cyber-security department from the ground up, within the NSA. However, he got disgusted with the abusive hierarchy of the American military, as new recruits’ talent was wasted because the status quo dictated that they pay their dues.

Meanwhile, after years of work, investigators found evidence that the Russians were to blame for penetrating America’s technology infrastructure in 2016. Even conservative radio-show host Rush Limbaugh jumped on the bandwagon, saying, “It was an acrylic [sic] keyboard!” [He meant Cyrillic].

In 2017, Britain’s National Health Service was disabled via malicious software code that demanded a small amount of bitcoins as ransom. Other entities hit included a German railway, a Russian bank , colleges in China, police departments in India, and malware called “NotPetya” that did a number on Ukrainian civilians who were really inconvenienced in living their everyday lives.

In sum, it’s deju vu all over again in terms of a Cold War arms race involving Russia, China, North Korea, Iran and the U.S. This time, though, the weapon is technology and the threats are made by numerous worldwide terrorist cells who can hack a target’s infrastructure and its political system (like with online voting in Arizona and Illinois) whenever their territory’s leader commands them to do so. Another difference is that the kinds of cyberattacks seen thus far are akin to one aspect of Nazism: sowing social unrest (rather than killing people; not that the Nazis didn’t also do that) to bring a nation down. Damage done by psychological harassment from foul play via the Internet is economically incalculable and extremely difficult to regulate because it is international.

As is well known, through the twentieth century into the new millennium, information sources evolved from newspapers, magazines, books, and radio, to television, cable television, and then the Internet. Currently, Google and social media can serve as news aggregators, but more often, they are for-profit propaganda tools, just like all the aforementioned media. Most Americans think of movies as entertainment rather than as a source of news or education, but in the Postwar Era, they have also become for-profit propaganda tools.

But take heart, America! There is at least one area of optimism that will help this country’s democracy continue:

Compared to now, there was as much as or even more social unrest in this country in 1968. Before and after, the nation suffered through two dictatorial presidents in a row— LBJ and Nixon– who were recruiting all men of military age; many against their will, to fight in Vietnam, Cambodia and Laos in a war that was extremely expensive in so many ways. They sowed social unrest among their own people. America has not had two such presidents in a row since.

Even so, LBJ was kind of schizophrenic because he helped pass major civil-rights legislation. However, his ego wouldn’t let him order a stop to the war. Nixon went all-out on lies and deception, wreaking vicious political vengeance on his perceived enemies because he didn’t think he’d ever get punished. As journalist P.J. O’Rourke commented, beginning in the mid-1960’s, the Baby Boomers threw “a decade-long temper tantrum.” But now, their generation is wise to political shenanigans of decades past.

In 1972, voter apathy was so severe that Nixon was reelected in a landslide. Nowadays, voter turnout is at an all-time high. This is cause for celebration. Americans are starting to understand why voting is so important: it shows they believe in the democratic process (regardless of for whom they vote). A significant number of voters are required in order for democracy to work. When a dictatorial leader senses the people aren’t paying attention to what he’s doing, he will take advantage of that to acquire more power. He’s more likely to do the people’s will when he sees their anger is close to reaching critical mass.

On that note, read the book to learn much more about the author’s alarmist take on the global cybersecurity situation.

The Emergency

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The Book of the Week is “The Emergency, A Year of Healing and Heartbreak in A Chicago ER” by Thomas Fisher, published in 2022.

At the start of the COVID-19 pandemic in 2020, friendly bedside manner disappeared in the Emergency Room of the author’s employer, a medical center affiliated with the University of Chicago, on Chicago’s South Side. The author, a medical doctor, was tasked with judging whether to put newly arrived patients on ventilators.

Already a stressful place, the Emergency Department was put under excessive tension when an edict was issued that everyone entering the building was required to cover his or her mouth and nose (with any old piece of germy fabric or a plastic shield; most wore the fabric). The authorities perpetuated the scientifically questionable assertion that covering one’s face (with anything) would stem the spread of disease.

BUT, requiring the country’s entire population to wear medical masks would be impractical and unenforceable. There wouldn’t be enough medical masks for everyone; meaning, masks that would filter one’s toxic exhalations, allow one to breathe relatively easily, while presumably, disallowing most germs from entering and exiting one’s mouth and nose. So, instead, across the country, there was rampant abuse of power by numerous officials in controlling the population with petty, dishonest mask-orders.

Anyway, a nearby Chicago hospital had no more ventilators, and another had only three on hand. A patient might not have COVID, but still might be struggling to breathe because she had heart failure from postpartum cardiomyopathy. The author decided to treat a young patient such as this one with magnesium, additional Lasix and nitroglycerin instead of a ventilator, because she would be more likely to survive than an older patient in poor health who had severe COVID.

“Still, too many physicians and scientists accept that the inequities around us emerge from inside the body we treat, rather than in relation to prevailing societal structures or systems… But it is society that shapes the population-wide patterns we see.”

This volume presented, in a series of anecdotes on the patients admitted and treated by the author, reasons why this country desperately needs NATIONAL HEALTHCARE. It is the right thing to do at this time in history. Other reasons can be found in this blog’s posts:

Morphine, Ice Cream, and Tears. (sic); Chasing My Cure; Clinging to the Wreckage; and I Shall Not Hate.

Read the book to learn of the physical and psychological traumas suffered by not just patients, but also caregivers, that could be prevented or minimized by improving policies in national healthcare in the United States.

The Education of A Speculator

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The Book of the Week is “The Education of A Speculator” by Victor Niederhoffer, published in 1997.

Born in 1943 in Brooklyn in New York City, the author sorted “market advisers and investment newsletter writers” into eight different categories, providing a brief description of their behaviors or personality traits. He classified himself as “The Other World Person” because he ignored the overpaid noisemakers and distractions of conventional media outlets that purported to convey information on which securities to buy, sell, or avoid.

The author’s two data sources for his commodities, currency trading and investing ideas consisted of the National Enquirer and his research results from testing all kinds of variables in statistics-calculations of past securities-market data using software. No other sources.

The mid-1990’s saw great advances in statistics software modeling that could process scads and scads of data; hence, market players could erroneously use past performance of investment vehicles faster than ever before for predictive purposes to help themselves and others lose their money faster than ever before. And those advances might have played a part in the scandals and financial crashes that have occurred with alarmingly increasing frequency in the last thirty years. Big Tech’s and Big Media’s incestuous oligopolies (fraught with political donations) just keep getting more hegemonic, so that power and money keep feeding on themselves ad infinitum. Globalization is yet another wrench in the works.

At the book’s writing, global trade had been maturing for decades, but capitalism was still in its infancy in many territories of the world; particularly in ones that were becoming politically democratic again, or for the first time in their histories. Many European countries were in the process of adopting cooperation rather than competition in their financial and economic dealings. A large proportion of them even voted to use one currency among them. The United States kept to itself, but more and more people around the world were starting to trade or invest in foreign securities, currencies and governmental financial entities, so chain reactions occurred more and more.

The Federal Reserve (aka Fed) has always been a major influence on America’s financial markets. The author contended that the Fed was just as clueless as the rest of the country about what effects its making of rate-adjustments would have on the nation’s economy. It is currently just as clueless. But its announcements are made with such confidence and arrogance, that a large number of their listeners are brainwashed into believing they are receiving valuable information.

The incumbents– known names pre-Internet–became the most influential voices in the financial sphere. The wiliest ones use propaganda techniques to paper over their wrong predictions. They never apologize for the losses stemming from their pronouncements. The walls of the author’s business office were lined with portraits of ones who had disastrous losses.

To be fair, the author himself told various anecdotes of his own failures. In 1992, he bought IBM stock for his own kids. That was an embarrassing mistake. He learned to cut his losses at a certain level of the total money he reinvested. And, he didn’t let his greed get out of control when he was winning.

The author was a champion squash player. One similarity between squash and speculating is externalities–opponents’ actions determine players’ actions in the game. So, for instance, in ten-pin bowling, there are no externalities. In squash, there are. In one college finals-match, the author moved his body in a way that tricked his opponent into thinking the ball was going to go in a certain direction, but it went the opposite way. Traders and investors play similar tricks in their communications in the financial markets. Conditions change rapidly so even the market propagandists’ winning streaks don’t last long.

The reason is:

First, independent thinkers make observations or find obscure data that works in making them money. Then software detects their trading tricks. So word gets around, and everyone else jumps on the bandwagon so that the advantage is lost.

Human beings want so badly— to believe they can predict the future, and love to fantasize about getting rich quick– that they tend to look for patterns and order where none exist. The author did provide one vast generalization that might be valuable, though. His statistical analysis between the years 1870 and 1995 inclusive showed that years ending in the digit 5 were good years, and those ending in 7 were bad, for the American stock markets. He didn’t speculate as to why.

However, politics is one major mover of markets, and the collective mood of the United States specifically, might be a bit more upbeat in years when political uncertainty is at a minimum. Presidents and other politicians begin or continue their terms during years ending in 5. The public might be unclear about their future policy directions, or weary of them by the years that end in 7.

Anyway, read the book to learn a boatload more about the author’s philosophy, his trials, tribulations and triumphs in the markets, his research results and comparisons between financial markets and: ecology, games and sports.

The Six Days of Yad-Mordechai – BONUS POST

The Bonus Book of the Week is “The Six Days of Yad-Mordechai” by M. Larkin, originally published in 1965.

Passionate, mostly Polish Holocaust survivors who were able to make their way to the Gaza Strip in Palestine in late 1943 worked tirelessly to establish a new kibbutz called Yad-Mordechai. The socialistic ideal of their farm collective was this: “Since economic dependence upon the father was what gave him power, such dependence was abolished in their society.”

Still, the community fell short of total gender equality, as the males did the hard manual labor on the infrastructure; an all-male militia except for one female fought against attacking Egyptians, and females did all the food preparation and childcare.

In November 1947, a majority of United Nations (UN) members voted in favor of partitioning Palestine between an Arab state and a Jewish state. The situation was to become official in mid-May 1948, when the British were to withdraw its officials from Palestine. Arab countries broadcast propaganda that gave their fellow tribesmen the impression they were only temporarily evacuating their homes by that same deadline, and would eventually conquer the Jews and return to take over the entire strip of land that was slightly larger than the state of New Jersey.

The Yad Mordechai kibbutz just happened to be located in the Arab state. The Arabs refused to recognize the UN vote, and decided to fight the Jews for the entire territory. The villains of WWII– ex-Nazis and Italian Fascists, plus Lebanese, Egyptians, Syrians and Trans-Jordanians fought on behalf of the Arabs. The Jews had poorly equipped militias and intelligence cells called the Hagana, Palmach, Irgun and the Stern group.

Nevertheless, as of this writing, Wikipedia says this kibbutz still exists today, and its population is 737. It might be recalled that pure socialism thrived for a short time when the State of Israel was born. That was an extremely special exception, for the following major reasons; the kibbutzniks:

  • were forced to work together in order to survive in the desert, geographically surrounded by enemies;
  • were like-minded– oppressed for their religion– seeking a safe place in the world;
  • had a common goal bigger than themselves– building a country for themselves from the ground up– creating the political, social and cultural systems and infrastructure when everything was simple and their population was low;
  • had in common the shared, traumatic experience of WWII and/or the Holocaust; and
  • had substantial financial and military help from the United States.

Lo and behold, Yad Mordechai has since turned to capitalism to survive, selling certain brands of foods. However, the dangers of capitalism become apparent when financial scandals and crashes plague the nation due to EXCESSIVE DEREGULATION.

As is well known, there was consolidation through the 1980’s and 1990’s of the corporate auditing industry, and “Big Six” became the “Big Four” eventually, prompting businesses across the country to become even more incestuous (corrupt) in their relationships with their auditors.

In 1994, the big-name auditor Ernst & Young fired their in-house legal department and hired outside legal counsel. They must have been hiring employees from the competition, who brought a certain corporate culture to their legal department. In 2002, the Enron / Arthur Andersen scandal broke.

Certain wise folks can see a scandal coming. Like Ernst & Young. They don’t know exactly when it will hit the fan, but they know they don’t want to be there when it happens. James Baker of the Reagan administration was one of those sharp individuals. He switched positions with Donald Regan so that he would be far away when the Iran-Contra scandal became publicized.

In 2019, BB&T, a government bond broker, merged with Sun Trust Banks. Excessive deregulation can do wonders for the bottom lines (when they go hog-wild) of any profit-making organizations in the short term. BUT– it seems as though as the decades pass, financial-industry-players gain more and more experience in preventing lawsuits brought against them from their customers and clients by:

having the latter sign legal documents they never had to sign before, and placing disclaimers galore on all of their communications. The latest disturbing trend is for (previously low-risk) government-bond(!) brokers to do this.

Anyway, read the book to learn of the spirited beginnings, independence-warfare death toll and traumas suffered by the Yad Mordechai kibbutzniks, and their eventual fate. [And stay tuned for more traumas in the government bond market.]