Matryoshka Vignettes
A Lawyer's Tale
By Jeconais
Author Notes:
Special Guest Author: Kokopelli
A Bay Area Lawyer - Mon, June 8th 1998, 10:00am
After breakfast with my wife, I walk the dog, take a shower, get dressed and walk to work. It’s a terrible commute, really, involving a long arduous walk along the eastern shore of the Chesapeake Bay from my house to my office; a walk of about 15 minutes when I’m walking briskly. When I vary my route it takes all of 20 minutes, but that involves a detour to procure my second cup of coffee for the day.
My secretary was out on a well-deserved vacation for the week. I had no clients scheduled for the day, having reserved the time to close out the billings on the last case. The client was very satisfied, but no job is over until the paperwork is done, which in this case involved sending them a very hefty bill for services rendered. Given the fact that said services a) kept the client from financial ruin and b) left their business in a very satisfactory position, I expected the bill to be paid promptly, if not cheerfully.
I opened up the office, which occupies the better part of a lovely restored house on the main street of the little town on the Bay where I work and live. There’s a paved parking lot behind the building and a small brass plaque next to the door, which gives the particulars as to the fact that this is a lawyer’s office, but there is no sign on the lawn, no advertisement in the yellow pages. There is a discreet listing in Martindale-Hubbell and an even more discreet webpage which gives motivated clients the particulars of how to get a hold of me, neither of which gives the street address of either my home or my office. I’d reached the point in my career where I didn’t particularly want new clients or new cases; most new work was referred to me from old clients or other attorneys.
I’d been plugging away at the raft of work, placing a few phone calls, answering and deleting e-mail and actually producing a spreadsheet that captured most of what I was going to include in the final bill, when I heard the outer door open and close. The sound was not unusual, in and of itself, except for the fact that my secretary wasn’t here today, and the tenant that rents out the upper stories of the building was away for the week. I should have paid a bit more attention to that sound, but I was wrapped up in the task at hand. The next thing I noticed was a whiff of perfume, not one I recognized. When I looked up, there was a woman in the client chair.
"Good morning," I said brusquely.
"Good morning," she said, gracing me with a very small smile. Whatever irritation I had at being caught unprepared dissipated; I’d always been a sucker for an English accent, and the fact that it was produced by a pretty girl with a lovely smile was just so much bonus. "I’m looking for a barrister."
"Sorry, can’t help you," I said. She gave me a perplexed look, which given her otherwise serious and polished demeanour looked somewhat cute. "Head east-by-northeast for a few thousand miles if you’re looking for a barrister. All you can find on this side of the Atlantic are lawyers."
She smiled again, catching the joke, crossing her legs as she got comfortable in the chair. They were exceptional legs. "Jane Talley recommended you," she said.
"How do you know Jane?" I asked, hoping that my intuition was wrong. Jane was a barrister with offices in London. We’d worked together in the past on a most unusual case.
"My husband is an investor in a business in London," she said, tossing her hair back a bit as she talked. "The owners of the business have retained her in the past with good success."
"And where might this business be?" I asked, smiling defensively.
"Number ninety-three, Diagon Alley," she said sweetly. "Jane says that if you take my case that she’ll consider it a personal favour."
Against my better judgement, I cleaned off my desk and brought out a notepad. I learned that the lovely lady sitting in the client chair was one Daphne Potter, nee Greengrass, heir to the Greengrass fortune, and general manager of a newly established holding company that included a small portfolio of modelling photographs, including one particularly stunning photo of her wearing a white bikini, dripping wet, in which she was looking straight into the camera lens. For all the good it was doing, she might as well have skipped the bikini — it wasn’t covering much.
"And so you see, that photograph was never authorized for the shoot. It was supposed to be a present for my husband," she said, probably not noticing the very subtle blush and minute dilation of her pupils when she talked about that photograph.
"I see," I said noncommittally. "What is it that you want? An apology, money damages, the photographer’s head on a pike?" I suggested.
She smiled at the last suggestion.
"I want the negatives, the lithograph plate, and every single lithograph that was printed. After that, I’ll leave it to your discretion and imagination. I’m quite able to pay," she said, flicking her hair again.
"Do you have a dollar?" I asked.
"I’m certain I have something in my purse," she said, with an amused expression.
"I’ll consider taking your case, but I’ve got to look into the particulars a bit before I can commit myself either way. How do I get a hold of you, as I don’t have an owl?"
She reached for her purse, digging into it for a slim wallet. She extracted a dollar bill, which was worn, and a business card, which was not, leaving both on the edge of my desk. I stood and we shook hands, something I normally do when I escort clients from my office. Her grip was firm, though her hand was small. She closed the clasp on her purse and Disapparated from my office.
I put the dollar into the petty cash box, opened an account in my general ledger and put the card into a file folder along with my note. My morning was shot, so I closed the office and walked to lunch.
It’d been twenty years since I’d had any dealings with the magical world; evidently that world thought I wasn’t through with them yet.
Lunch was adequate. I started making phone calls, spending hours chasing some facts on the internet and scheduling a trip to Delaware to visit a courthouse tomorrow morning. Two days later I had enough basic information to determine that I wanted to take the case, I was able to take the case, and it was something I could enjoy doing if I didn’t get killed first by the players involved.
I picked up the phone and dialled the number. She answered on the first ring. "Yes," she answered.
"I can take your case," I announced.
"Excellent," she replied. "May I bring my husband by on Friday before lunch?"
"Yes, although I’m not sure how much progress I’ll have made between now and then," I warned.
"I have faith in you," she said before she rang off. I slept six hours in the next fifty hours of life. I was on a roll and didn’t want risk the momentum.
Friday morning came as it always did, sneaking in after the dregs of Thursday evening. After the usual breakfast, dog walk, shower and stroll to work, I was back in the office, working out of my "war room" which held the boxes and boxes of documents I was trying to push into order to make sense of what I’d learned that week. I sincerely hoped that they’d be late, which, given the fact that they were newlyweds, had a better than fifty percent probability. I kept working until I heard the door chime, at which I called out, "I’ll be with you in just a bit."
When I walked into my office, my client chair was gone — in its place was a leather loveseat of similar design. I raised one eyebrow. "I don’t mind the magic, so long as it’s what it was before when you leave," I said, looking over the rim of my glasses as I pointed to the chair. Mr Potter just stared back at me, a game face that I’d seen time and again during my career. Mrs Potter was gracious enough to smile and nod before she too put on a cold mien.
I sat behind my desk, tapping the expanding folder of loose-leaf paper I’d been working on all morning before I turned to face my clients — or rather my client, as Mr Potter was looking decidedly unfriendly this morning. "What can I do for you?" I asked.
Daphne crossed her arms and shifted in the loveseat. Her body language, if I was reading it correctly, was saying "go ahead, dear," in the manner of wives throughout the ages.
"My wife says that she’s hired you to do some work for her," Mr Potter began.
"Yes," I replied.
"Well, what have you accomplished?" he asked.
I turned to look at Daphne. She raised one elegant eyebrow in reply. I remained silent for a longish spell. It was one of my better negotiation techniques. Learning how to be comfortable in silence has served me well over the years. "I need permission from my client before I can divulge any information beyond the fact that you have retained me, Mrs Potter."
"But of course," she said. "I have no secrets from my husband. Proceed."
I did not offer an opinion as to the veracity of that statement. "While that is an admirable sentiment, Mrs Potter, as you have retained me in your personal capacity, I must be careful. You could retain me as a couple, you could retain me to work on behalf of your holding corporation, or you could retain me in your individual capacities. In the absence of a more explicit retainer agreement, I always consider the individual to be the client. That being said…" I cleared my throat and pulled out my short stack of papers. I first recited my understanding of the facts as Mrs Potter presented them to me in the first meeting, watching them nod at the salient point of the narrative. I then went on to explain what I had learned about the photographer, the modelling agency, the advertising firm, the printing company that made (and distributed) the posters, and the corporation behind the printing company, News Corporation.
Mr Potter waved his hand, asking me to stop. "I’m confused, how did Rupert Murdoch end up in this story?" he asked.
"I was asking myself that question on Wednesday of this week, Mr Potter. Let me briefly recap the players. The photographer is a free lance operative — he does a bit of repeat business for both the modelling agency and the printing company. The photographer turned all of his negatives and photographs over to the modelling agency. The modelling agency separated the photographs into two files, those that had been approved for publication, and the other file, which had not. Both files were sent to the printing company. The printing company is owned by BJH Enterprises. This is a private corporation; the majority of their business involves the operation of a number of unsavoury internet web sites. The printing company is more or less a hobby of one of the principal shareholders. News Corporation entered into negotiations to purchase what we will call for the sake of convenience BJH. Part of the negotiations was a performance bond in which News Corporation guaranteed performance on BJH’s projects and contracts for a one year period while it was being acquired by News Corporation."
"Why would News Corporation do that?" Mr Potter asked.
"I haven’t a clue, but I’ve seen it before. BJH was no doubt trying to finalize a number of transactions before it was acquired. The performance bond was more or less money in the bank for them, any company doing business with them could evaluate their prospects of success not based upon the resources of BJH, but those of News Corporation," I said.
"Are those significant assets?" Mr Potter asked. Mrs Potter smirked.
"Fifty five billion dollars as of today," I said, "roughly twenty to thirty billion pounds sterling, depending upon the exchange rate, and I don’t know how many Galleons. BHJ, on the other hand, has very little in the way of tangible assets, violating one of the cardinal rules of civil litigation."
"And that rule might be?" asked Mrs Potter.
"Never sue poor people," I said with a smile. "I contacted an old acquaintance of mine, Professor Dinh, of Georgetown University, who is on the Board of Directors of News Corporation. He in turn put me in touch with Lawrence Jacobs, who’s the General Counsel. I explained the situation to him on Wednesday. On Thursday morning I received the lithograph plates and approximately three thousand of the outstanding 5,012 lithographs printed. This morning I received the balance of the prints, bringing my count to five thousand and eight."
"So where are the other four prints?" Mr Potter asked rhetorically.
"You know where one of them is," Daphne said, inconspicuously poking him with an elbow.
"Yeah, according to Neville, Dean has it," Mr Potter said.
"The twins each have a copy, and I have one," Daphne volunteered.
"Why do you have one?" Harry asked quizzically.
"I was going to give it to you — as a present, remember?" Daphne asked, sparks flying behind her ice blue eyes.
"So they’re all present and accounted for?" Mr. Potter asked. "How much did that cost?"
"Directly? Not a penny — News Corporation paid for that. I persuaded them that it was in their best interests," I said.
"You must have been very persuasive," Daphne said warmly.
"I have my moments," I said. "So that’s the first part of your charge, Mrs Potter. The second part you left to my discretion. The shareholder at BJH responsible for the unauthorized printing has been bought out of the corporation. In return for going away quietly, he’s going to be allowed to keep his vested retirement funds. I’m still negotiating a settlement with News Corporation."
"Why them?" Mr Potter asked.
"The acquisition became final before the lithographs were printed. BJH was a wholly owned subsidiary of News Corporation. I really must applaud whomever you used to draft up the contract for the modelling, it’s quite clear and the terms and conditions were very favourable to Mrs Potter," I said.
Daphne giggled. "That would be me," she said.
"Well, if you ever tire of your own business, come look me up, I could always use brilliant help," I said, not mentioning my fantasy of adopting her.
"So, when will you finish things with News Corporation?" Daphne asked.
"If you don’t mind, how about we give them a call?" I asked. Mrs Potter looked like she was purring. Mr Potter’s demeanour was substantially warmer. I no longer was worrying that he was going to gut me with a letter opener on the way out of the office. I looked up the phone number and punched it into the speakerphone.
"Mr Jacobs’ office," a female voice answered on the first ring.
I stated my name and then said "Mr Jacobs is expecting my call," using my very cold voice.
We were put on hold for a moment, and then a scratchy voice growled "Jacobs."
"Hello Larry, it’s me," I said. "I have my client with me on this phone call."
"Damnit! I can’t come up with that amount of cash in 24 hours and you know it, I’d have to have a full meeting of the Board of Directors, and they’d never approve it. It would tank our quarterly earnings," he said.
I didn’t say anything for a long, long time. "Have you considered equity, Larry?"
"I can’t just give away stock in News Corporation!" he barked.
"Mr Murdoch could," I suggested, smiling broadly.
"That’s never going to happen," he said after an equally long silence.
"Equity swap," I said.
"What’s your equity?" he asked, a note of relief in his voice.
"Godric’s Hollow Holding Ltd. It should make your boss happy, it’s a New Zealand corporation," I said, looking up to Daphne, who was holding five fingers up. "Five percent equity swap." Daphne nodded happily. "My client is getting ready to go out of town, Larry."
"How long do I have?" Jacobs asked.
Daphne was miming 'five days’ to me.
"Tonight after the Exchange closes would be a good time for me," I said.
"Bastard," he said. I could hear him hitting something in his office. "I’ll call you tonight."
"No, Larry, I’ll call you — I plan on eating dinner with my wife tonight. You New York types think that 9:00 p.m. is when everyone finishes their day. I’m living on the Bay for a reason, Larry," I said. "And as a technical point of correction, I’m an orphan, Larry, not a bastard. Mum and Dad were married when I came along; I have the paperwork to prove it."
The phone line went dead.
"If it goes through, it will be most satisfactory," Daphne beamed.
"It will go through," I said confidently. "You won’t get five percent through, probably more like three."
"How much do we owe you?" Mr Potter asked.
"I haven’t a clue. When the transaction is all signed and sealed, I’ll work up a bill and send it to you. When you’ve paid the bill, you’ll get the lithograph plate and the prints. I expect that we’ll wrap it all up in another week, two weeks at the most."
We broke for lunch. Mr Potter paid, which was only fair insofar as I’d spent most of the week working for $1.00. After lunch Daphne explained the mechanics of an equity swap to her husband, who after the first explanation was trying to do currency conversions in his head. "You mean to tell me that we made about a five and a half thousand percent return on this transaction?" he finally asked.
"Closer to six if it comes in at three percent," I said.
"5,928 percent," Daphne corrected us both quietly.
We shook hands all around and I walked back to my office. Sometime during my stroll my clients disappeared.
Literally.
The rest of the afternoon was spent finishing the billing on the job that got interrupted when Mrs Potter came to visit on Monday
I definitely need to look up the rules on adopting an adult domiciled in New Zealand — or maybe even France, whichever was easier.