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Dull Moment:

The Surprising Face of Corporate Evil

 

New Republic Online

February 15, 2005

David Callahan

Think of the recent corporate scandals and you think of the egomaniacs who ran Enron from the top floor of a glass tower in Houston known as the "Death Star." You think of the debauched $2 million birthday party that Dennis Kozlowski threw for his wife on Tyco's dime. You think of the Rigas family using Adelphia's corporate jet for personal errands. You think of telecom analyst Jack Grubman upping his rating on AT&T's stock because the chairman of Citigroup, Sanford Weill, helped get Grubman's kids into an exclusive private school. In short, you think of sensational hijinks by larger-than-life figures--the robber barons of our time.

But in recent weeks, the trial of former WorldCom CEO Bernard Ebbers has revealed a less familiar--and far more mundane--face of corporate chicanery. As described by key witnesses, the workings of the biggest financial fraud in U.S. history sound almost like another day at the office. And the bad guys here are dull as they come.

Sure, it was the colorful Ebbers who ordered bogus numbers to pump up WorldCom's earnings. But it was the company's chief financial officer, Scott Sullivan, and his team of bean counters who actually cooked the books. While Sullivan and the accountants grumbled about the lies, nobody quit or blew the whistle. Later, when the fraud was revealed in 2002, the fallout was devastating--17,000 workers lost their jobs and pension funds lost tens of billions of dollars.

Last week, as Sullivan testified for days, prosecution produced the kind of "smoking gun" that's been maddeningly rare in recent white-collar cases: direct and credible assertions that a CEO ordered clear-cut crimes. It should be a satisfying moment when a big fish in the corporate scandals gets speared--as opposed to slithering away in an ocean of confusing company memos, like Kozlowski did last year during a six month trial. In fact, though, Sullivan's tales have been more disturbing than satisfying. Even as Sullivan painted Ebbers as an outsized rogue obsessed with money and control--the archetypal corporate villain--he also revealed himself and his fellow accountants to be an altogether different breed of white-collar criminal: financial bureaucrats who'd rather commit multiple felonies than make a scene at the office. The WorldCom case confirms that the most interesting thing about the latest corporate crime spree is not the advent of a uniquely virulent strain of greed. It is the number of ordinary corporate climbers who went along with breathtaking crimes.

Even though Scott Sullivan admitted last year to overseeing WorldCom's $11 billion fraud--making him easily one of the biggest crooks ever--most business reporters probably wouldn't recognize Sullivan at the table next to theirs. He's pale and nondescript, the way accountants are supposed to be. During the go-go years, he was never known for any exotic hobbies or pithy sayings. Until WorldCom collapsed, and a cuffed Sullivan took a perp walk into a New York courthouse in July 2002, he remained largely anonymous.

Sullivan's background, which I explore in my book, The Cheating Culture, fits his bland persona. He grew up in a middle-class household in upstate New York and went to Oswego State University, where he majored in business and accounting. One of his professors later remembered him as a mature, straight-arrow type who had "a unique ability to get along with others." After college, he took a position in Albany with KPMG, one of the nation's biggest accounting firms. Later he moved on to a telecommunications company in South Florida, which later merged with the fast growing WorldCom. Sullivan impressed CEO Ebbers, who promoted him quickly up the ranks and made him CFO in 1994. Sullivan was only 33.

At WorldCom, Sullivan was well-liked and respected. He also had a stellar reputation in the industry at large. Sullivan was seen as even tempered and reasonable, in contrast to a lot of the wild men in the telecom industry, Ebbers included. In 1998, CFO magazine gave him its annual CFO Excellence Award. Back in New York, Oswego University profiled him in the alumni magazine--lauding him not just for his business success but for contributing time and money to improve his alma mater.

Sullivan spent the 1990s working closely with Ebbers to build WorldCom into one of the hottest companies in America. Together they wowed Wall Street, took over the long-distance giant MCI, gobbled up a bunch of smaller companies, and rode WorldCom's soaring stock to personal riches. Ebbers and Sullivan were known as an inseparable corporate duo, but privately Sullivan was said to loath his brash boss. And if we believe Sullivan and the government prosecutors, Sullivan was against Ebbers's plan to lie about company earnings to prop up WorldCom's stock as the telecom bubble collapsed. Likewise, the accountants who worked under Sullivan were deeply upset when they were asked to concoct false numbers.

So why did they do it? One answer, at least for Sullivan, may have been money. When WorldCom stock was at its height, in early 2000, Sullivan was worth tens of millions on paper. As the company's stock started to sink, this fortune began to evaporate. It would have been a natural impulse for Sullivan to want to stem his losses. Yet if this were the case, then Sullivan should have been an eager participant in Ebbers's plan to cook the books. He wasn't. Also, there is no evidence that the accountants who worked below Sullivan had a major financial stake in WorldCom's stock.

The more likely motives of Sullivan and his accountants were twofold: a desire to please the boss and an impulse to protect the company. The first of these should come as no surprise. One of the grim lessons of the twentieth century--stressed by thinkers such as Hannah Arendt and Stanley Milgram--is that good people in hierarchies do evil things. While the accountants at WorldCom can't be compared to SS officers, their compliance with criminal orders is just the latest example of how ordinary people will kiss their integrity goodbye to be a team player.

The second motive also speaks to the human frailty of individuals caught in a bind. Joseph Wells, a former FBI agent and founder of the Association of Certified Fraud Examiners, said in an interview for my book that a hallmark of high-level fraud is "rationalization, the ability to call the fraud by a nice name." One way to do this is by reinterpreting accounting rules to give a struggling company more breathing space. Top company officials may convince themselves that they are simply looking out for the good of those who work for them. Surely, Scott Sullivan hoped and prayed that WorldCom would get past its rough spot and that the corner cutting along the way would be forgotten. Sullivan said as much when he pled guilty to federal charges last March: "I took these actions, knowing they were wrong, in a misguided effort to preserve the company to allow it to withstand what I believed were temporary financial difficulties."

The reluctance with which Sullivan and his fellow accountants participated in WorldCom's crimes doesn't excuse their actions. Each should still go to prison in order to deter future wrongdoing. Yet their apparent motives suggest a more complex understanding of white-collar crime and underscore the importance of reforms that can change the ethical climate in business. The corporate clean-up of the past few years has focused on such things as making CEOs and board directors more accountable for earnings statements, and on reducing conflicts of interest among auditors and stock analysts. While these steps are important--and, in fact, much tougher reforms are imperative--new rules only scratch at the surface. Also needed are new reflexes toward honesty among corporate employees that are so strong and automatic they can overcome the impulse to follow orders and protect institutional interests.

How do we foster such reflexes? One way is by making ethics training a much bigger part of professional education in the United States. This means, as many have suggested, curriculum changes at business schools that now treat ethics as a side topic and--with their relentless bottom-line orthodoxy--even undermine the ability of students to think ethically. It also means a new stress on ethics in a whole host of programs that train accountants, managers, marketers, and anyone else destined for corporate life. Right now, most young people barely hear the word "ethics" on their way to the business world.

Another way to foster such reflexes is for companies to get much more serious about ethics training. If boards of directors really care about shareholder interests, they will push corporations to develop a whistle-blowing culture in which employees are prepared for the tough ethical dilemmas that may come their way and rewarded for doing the right thing. Would an internal ethics regime have saved WorldCom? Just maybe. After all, a chief executive officer and a chief financial officer cannot orchestrate an $11 billion fraud all by themselves.