The Smartest Guys in the Room & Conspiracy of Fools (books about Enron)

I’ve been rereading The Smartest Guys in the Room by Bethany McLean and Peter Elkin, both of Fortune Magazine, and Conspiracy of Fools by Kurt Eichenwald, of the New York Times. Both books look at the history of Enron and the events leading up to the Enron scandal, but they each find different reasons for the scandals. So, I’m starting the thread to see if anyone else read the books, and what they think of them.

The Enron scandal shouldn’t be news to anyone at this point, but because it’s been a while since the scandal broke, just to remind everyone, Enron was a natural gas pipeline company headquartered in Houston, Texas. In the nineties, Enron, spurred on by the stock market boom and the general exuberance, engaged in a massive expansion, expanding into such fields as power generation, water distribution, and even broadband services. Many of these investments were ill concieved and led to massive losses. In order to hide these losses and artificially inflate their profits and therefore their stock price, Enron engaged in a serious of questionable and illegal financial transactions, setting up false investment companies, and then “selling them” unprofitable assets, thereby to hide debt and list those sales as income on their balance sheets. Of course, these “sales” were in reality nothing of the sort, because in most of those cases, the companies were in reality owned by Enron, and the money they used to buy the assets from Enron was in actuality Enron’s money. Eventually this whole system collapsed, Enron fell apart and had to declare bankruptcy, and a number of Enron executives were prosecuted and went to jail.

Both books agree on the general timeline of events, of course, but they each find a different villain that they blame for Enron’s collapse. The Smartest Guys in the Room focuses on Jeff Skilling, Enron’s Chief Operating Officer. It argues that Skilling had the attitude that competition at any cost was healthy, and that a company should hire visionaries who aren’t afraid to challenge the status quo and bend the rules, if neccesary, and then give them free reign to compete against each other and the company would thrive. The book argues that this led to a kind of paranoid, win at any cost mentality that destroyed corporate communication, and, since the only thing that the company rewarded was bringing in profit, those divisions of the companies that stood in the way of that, like risk management and internal auditing, found themselves without power. In addition, this led to a kind of arrogance that meant that the profit makers figured the laws didn’t apply to them…that they were sort of Nietzschean supermen who could ignore the laws that were inconvenient.

Conspiracy of Fools, on the other hand, put most of the blame on Andy Fastow, the CFO. It argues that most of the illegal deals were his idea, and that he structured them so that he and his allies in the company would benefit personally. By doing that, he set up a massive conflict of interest where he used insider information to set up deals that hurt Enron and financially rewarded them, and used his influence to pressure Arthur Anderson, Enron’s accountants to go along, as well as blocking anyone in the company who tried to speak up against him. The rest of the Enron executives, including Skilling, went along with it because he kept the books looking good and the stock price up, and just didn’t care what he did as long as he accomplished those goals.

What both books seem to agree on is the almost total non-involvement of Ken Lay, Enron’s CEO, in the running of the company. They both portray him as someone in love with the perks that being CEO gave him…his status as a community leader, a charitable giver, and political bigwig, but who didn’t have any interest in running the company or making decisions.

So, did anyone else read the books? What did you think?

I haven’t read either, but the CFO, Conspiracy of Fools, version seems more plausible. Getting bullied by your boss to succeed usually makes people shut down and try to be the least noticeable person there is. It doesn’t lead people to get creative and invent extravagant measures like setting up dummy corporations. It’s also unlikely that any of them would have even had the corporate ranking to be able to do something like that.

CFOs also tend to be slightly slimy in my experience. The job of CFO is largely unrelated to accounting, oddly. It’s more a super high power salesman job. You go around giving people the hard sale to invest in you. And it’s more often that salesmen are the gung-ho, macho type that believes that their follies will never catch up with them.

COOs vary between blusterers and huggable walruses. It sounds like theirs was more the blustering type.

(Yes yes, stereotyping is bad and evil. There’s just as many people who don’t match the above, etc.)

I think that there’s enough blame to go around, and I think the truth is somewhat in between. Certainly the fraudulent financial instruments were the creation of Fastow, and his lieutenants, Michael Kopper and Ben Gilsan, but a large part of the reason they were able to get away with it, and why more questions weren’t raised about it were, first, because the switch to mark to market accounting meant that new deals always had to be churned out, and second, because the layout of Enron’s compensation committee let Fastow punish people who didn’t go along with him. And all that was the fault of Skilling. He set up an environment where Fastow could do what he wanted without reprecussion.

I’ve read both books (as well as a number of others), and I think that both of them are correct because they focused the blame on different people. Think of the two books as a couple of blind people describing the elephant. Snake or tree? Both are correct due to their different perspectives:

Jeff Skilling: unbelievably arrogant about his mental prowess and his ability to sell anything, he truly believed he was the smartest guy in whatever room he walked into. And possibly was… but then, so am I whenever I go home to my wife, daughter, and two female dogs. :wink:

Andrew Fastow: Corporate CFO and deal-maker who didn’t understand many basic accounting principles. Was obviously charming and persuasive, for how else could he convince so many people who should’ve (and did) know better to approve JEDI, CHEWCO, and the LJM’s?

Of the two, I preferred Conspiracy of Fools, for I think it got closer to the heart of the matter: The people at Enron convinced themselves that they were smarter than everyone else, but in fact, they were extremely foolish in almost everything they did: Skilling’s push to mark-to-market accounting in 1991 (which was the basis and driver of all that followed), Fastow’s off-balance sheet vehicles, Rebecca Marks’ inability to properly value assets, the corporate bonus structure that paid people based upon revenue generated instead of profits earned, so many others.

Ken Lay, despite the bad press, was really guilty of nothing more than a failure of oversight… but then, so was Enron’s board, so was Clinton’s SEC, so was the financial press and 99.98% of all analyst’s. Obviously he needed to go, but the pilloring he received in the press was, in retrospect, a bit excessive. (And Sherron Watkins was nothing more than opportunist who benefitted from lucky timing, in my humble opinion).

It is worth noting that a growing number of people, including Warren Buffet, blame much of the current financial crisis on mark-to-market rules, and it’s hard to argue with them. Skilling (and Enron) were merely harbingers of what was to come 7-8 years later, just on a larger scale. Once the market stops believing, the value of derivatives disappears regardless of the quality of the underlying assets. If the market disappears (as it did last September), your balance sheet is effectively destroyed for there is no market to mark their value against.

He was Chairman and CEO from around 1995 to 2003. Poor mislead Ken - just “a failure of oversight”. That was his fucking job.

ETA the rest of your excuse:

Granted failures up and down the chain, but “a bit excessive”! The man should have done hard time for the rest of his life.

Yes, but it was also the job of the SEC… and you didn’t see them getting killed in the press, even though Enron admitted what it was doing in their own financial filings.

That’s how Enron was busted - because somebody started actually reading the financials, which were to be reviewed by the SEC. They explicity state that a “Senior Financial Executive” was running partnerships that were doing business with Enron… and yet not a single person caught the references for over four years.

Now I’m not absolving Lay’s guilt in not watching over his subordinates, but it was the subordinates that conducted illegal activities, not necessarily Lay himself. That’s all I’m sayin’.

For the OP, let me

[quote myself]
(http://boards.straightdope.com/sdmb/showpost.php?p=7140735&postcount=25)from a thread 3 years old:

1986-Feb 2001, then August 2001-Jan. 2002

Well, that’s one of those things that wasn’t really possible, for obvious reasons. I think what is “a bit excessive”, though, is that the common perception of Lay is that he was engaged in active fraud when there wasn’t really much evidence that he actually knew about most of the illegalities going on. He certainly should have known, and he deserves blame for not knowing, and for defrauding Enron’s stockholders by not doing the job he was being paid good amounts of money to do, but he wasn’t guilty in the same way that people like Skilling, Fastow, or Causey were guilty.

I can’t lay aside Lay’s guilt (awkward sentence!), because he was the man in charge, and that is where the blame ultimately has to fall, but I do think that the largest modern corporations have become ungovernable. How many corporate entities made up the company known as Enron? They were toy town compared to the big boys. How many make up AIG, BP, Shell, ExxonMobil or GE? Is it even possible for the boards of the parent companies to grasp what is going on in their vast realms, much less any kind of government regulator? I doubt it.