Seahorses of the Liver (mnemonic) Mon 1 Sep 03 20:18
I should add that those who wish to characterize Louis's email as just a quiet little effort at reassurance for the insiders should, you know, *count the number of addresses in the mailing list*. Get back to us with your results about how *small* it was.
Seahorses of the Liver (mnemonic) Mon 1 Sep 03 20:33
By the way, Louis's email is used in at least one place as a textbook example of what not to do in the quiet period: <http://www.law.du.edu/jbrown/internet/interne1.htm> See also: <http://slashdot.org/articles/99/10/14/1656200.shtml> <http://188.8.131.52/search?q=cache:cr_9Y9aCZ- kJ:www.kmcorplaw.com/resources/ProtectPubCom.pdf+%22securities+violations%22+a nd+%22quiet+period%22&hl=en&ie=UTF-8>
Steve Silberman (digaman) Mon 1 Sep 03 21:52
> I should add that those who wish to characterize Louis's email as just a quiet little effort at reassurance for the insiders should, you know, *count the number of addresses in the mailing list*. Get back to us with your results about how *small* it was. Mike, while I'd never argue with you about SEC violations, the reality of the Wired offices at the time Louis sent that email was such that the fact that an internal mailing list was not adequately scrubbed of old email addresses does not shock me. People were coming and going all the time, and I mean ALL the time -- not long before then, suddenly the people at HotWired were working two to a desk. Plus, given the attitude of a startup with mostly young people working at it -- and certainly young engineers in charge of scrubbing the "Wired Ones" list -- I wouldn't be surprised if people were kept on that list when they were no longer official employees as a matter of courtesy, as much as a matter of stoned, hungover amnesia. I imagine a thorough scrutiny of that list would have turned up, for instance, a disproportionate number of former engineers' girlfriends. Is this any way to run a publically owned multimedia network powerhouse? Apparently not. But really, Mike. This was San Francisco at its most bubblicious. People had other things on their minds than the week-to-week updating of email aliases. Had there ever been in *history* an employee list so large, so rapidly changing, so vaguely defined in the first place, that was stewarded by people working their very first job out of Santa Cruz stoned? In context of the real, the slackitude of that email list seems a lot more dorky than sinister.
Chip Bayers (hotwired) Mon 1 Sep 03 23:51
That textbook example in the course outline, which appears to be drawn solely from a Wall Street Journal story about the Wired IPO, suggests that the thing not to do is let your internal email be posted to the WELL. And when I say the email was stupid, I mean stupid in a management sense - I think at the time it was seen by most of the employees as a lame attempt at cheerleading that failed miserably.
Seahorses of the Liver (mnemonic) Tue 2 Sep 03 05:10
'Mike, while I'd never argue with you about SEC violations, the reality of the Wired offices at the time Louis sent that email was such that the fact that an internal mailing list was not adequately scrubbed of old email addresses does not shock me.' It doesn't matter whether the list was scrubbed of old e-mail addresses. That is irrelevant to the legal question. 'And when I say the email was stupid, I mean stupid in a management sense - I think at the time it was seen by most of the employees as a lame attempt at cheerleading that failed miserably.' I think so too. Also irrelevant to the legal question, however.
Seahorses of the Liver (mnemonic) Tue 2 Sep 03 05:18
To come to the specifics: Steve, are you under the impression that if Louis's email had been sent only to 100 actual employees, or to 50, it would have been legal? Chip, the deeper lesson about not letting your puffery and misrepresentative email get republished to the WELL is, well, not to write it at all. Now, it may be thought by some here that Louis never in his life imagined that his email would reach a wider audience than those who were drawing some sort of salary from Wired Ventures. I for one don't believe Louis was quite so dense. A regulator could easily look at the e-mail and say "Here's a guy who thinks he's pulling the wool over our eyes by publishing a widespread 'private' email that puffs the stock during the quiet period." As Gary's book notes, the SEC requested records of Wired private e-mail. So far as I know, there were no records requested of WELL public postings. The evidence of the violation was in the sending the private email, not in its subsequent republication. Plus, of course, at least some of what was asserted in the email was untrue.
Seahorses of the Liver (mnemonic) Tue 2 Sep 03 05:25
Finally, Steve writes: 'In context of the real, the slackitude of that email list seems a lot more dorky than sinister.' Please, repeat this to yourself like a mantra -- dorky guys get sent to prison for SEC violations *far more often* than sinister guys do. The whole dorky-versus-sinister dichotomy isn't particularly relevant in securities- law land. We're talking about a world in which people commit crimes with their nominal lawyers looking over their shoulders. That said, I don't believe Louis was being dorky. I think he had a pretty good sense of the scope of the mailing list, even if the particulars of who was or was not scrubbed were unknown to him.
Steve Silberman (digaman) Tue 2 Sep 03 08:12
You can think anything you want, Mike, but I had a different sense of Louis as regards that mailing list. He had kingly delusions of grandiosity -- i.e., just the type to commit an SEC violation re: quiet periods -- but he also had a sense of loyalty to his troops, who were, in both good and bad ways, his kids. With reports of disaster and apocalypse coming in during the road show after months of giddy idealism, real innovation, and unreal delusions, a rallying cry from Our Fearless Leader was no surprise, even if it seemed, as Chip pointed out, hopeless, misguided, and too late. And Mike, a Freudian analyst might point out that, as the one who leaked that mail in the first place to <boswell> -- am I wrong about that? -- it may be important to you to believe that you were acting for the greater good. I understand why you feel that way after your hellacious experience with Wired TV, but it's an ethically slippery saddle on which to preach from a high horse.
Dan Mitchell (mitchell) Tue 2 Sep 03 09:20
I'll say. I truly believe Louis was merely rallying the troops, and nothing more, however ill-advised it might have been.
david-michel (dmd) Tue 2 Sep 03 09:27
so, What happened to the Romance? Forgetting this wonderfully boring SEC fiasco for a moment ....Gary, could you share any interesting points about the END (of the Romance, the Bubble, or just pre Conde Nast Wired) that you gathered in your interview process? If memory serves, at one point <barlow> apologized for not being more bearish during the boom - did others that you interviewed have similar regrets, or share other "looking back" type sentiments?
Dan Mitchell (mitchell) Tue 2 Sep 03 12:08
Barlow feels bad about the legions of investors who blindly followed his advice.
Steve Silberman (digaman) Tue 2 Sep 03 12:22
Heh, nice catch, dmd. :)
Seahorses of the Liver (mnemonic) Tue 2 Sep 03 18:34
;And Mike, a Freudian analyst might point out that, as the one who leaked that mail in the first place to <boswell> -- am I wrong about that? -- it may be important to you to believe that you were acting for the greater good.; First of all, Steve, you're about as good a Freudian analyst as you are an expert on securities law. Second, Louis's letter answered specific criticisms that had been in the financial press -- rallying the troops, if you want, but, oh, how convenienent that you get to do what nobody else gets to do -- pump up your stock during the quiet period, and answer that nasty Chris Byron's criticisms. Just as a literary exercise, put your Freudian analytical skills to the task of how to write a buck-up-the-troops letter *without* making statements that violate the quiet period. I know I can do that, and you of course are a much better writer (not to mention Freudian analyst and lawyer) than I. Third, consider that the traditional mode of a stock swindle (as distinct from a stock fraud) is that there's pumping up all the stock, then sale of the assets, then the top guys walk away with the money, and the folks on the bottom walk away with nothing. (This I think is coincidental in Louis's case, since I believe he believed in his vision, but for god's sake try, as an exercise, to think like a stock regulator for once.) How does this pattern compare to what actually happened? Finally, and this is worth repeating, Steve, since you missed it the first time -- *it doesn't matter what Louis's motives were*. They could have been informed by angelic impulses, for all I know or care -- *the email was illegal anyway*. And if you don't understand that point, then you're as good a lawyer as you are a psychoanalyst. Now, since you presume to speculate on my motives, let me point out that I had (as Gary points out), multiple ethical considersations when it came to letting it be known that Louis had violated the quiet rule. First, I was an options holder -- if I knew Louis had puffed the stock and profited from that without disclosing what I knew, I might have been liable myself. (That's why, as Gary points out, I consulted a practicing criminal lawyer about whether I *had* an affirmative duty to disclose.) Second, there is the question of whether I was obligated as an officer of the court to disclose what could be a looming stock fraud, based on a puffed prospectus and false statements of fact in an e-mail to in-company investors. I believed, and still believe, I had an obligation to prevent the possibility of that fraud. Now, Steve, is it really asking so much if I ask you to read some securities law and then read the canons of ethics that all lawyers must obey, why, *then* you might presume to go all Freudian psychobabble on me? To do so beforehand is awfully lazy, intellectually speaking -- you know, doing your psychonanalysis before interviewing the patient? This would be a professional lapse if you were actually a licensed therapist, which so far as I know you're not. I've said already that I can't speak with any authority as to Louis's motives during this period. I thought he was a bit of a cypher, quite frankly, although the culture of the TV division was so poisonous, and the relationship with MSNBC so fraught with weirdness that many a sensible person might conclude a deliberate scam was going on. (It didn't help that "Netizen TV" ep 1 looked strangely like a Wired Ventures roadshow video.) But let's assume that all you say about Louis's motives are right. I don't dispute the possibility that you might be right. The thing you can't quite get, Steve, is *that this is irrelevant to the violation-of-the-quiet-period legal analysis*.
Steve Silberman (digaman) Tue 2 Sep 03 18:54
Mike, I wasn't commenting on the legality of Louis' letter -- I am not qualified. You are! Thank you for further explaining your motives for leaking the email, and recounting the careful steps you went through, and the cautious internal considerations you made before doing it. As a potential investor in that stock myself, I have you to thank for saving me from... well, from not much, as it happens, since Wired wasn't paying me very well at the time, and the whole game was rigged in favor of very few people, as Gary so compellingly describes -- and I sure wasn't one of those people. I was commenting on the emotional heat I was picking up from your posts, which seemed strong for something that happened so long ago, and that Gary and many people here have agreed was not decisive in torpedoing the IPO anyway, which sank under the weight of its own bullshit. So -- good work, man, and I do think you chose a witty and very "wired" (small w) way of doing the right thing. But maybe we could chill out a bit and let Gary's book be the subject here, as dmd wisely suggested.
Seahorses of the Liver (mnemonic) Tue 2 Sep 03 19:03
It might add something to your understanding of my emotional heat to know that I was so horrified by the Wired TV experience that I was unable work on my book for half a year. I recall a send exchange with rbr (who knew long ago that I gave boswell the memo) in which I remarked at how horrifying it was to think you might be part of a democratizing revolution, and then to discover that people were treating each other as badly in this new medium as they had in the old ones. rbr sagely reminded me that, after all, both Wired and Wired TV were old media. Also, psychoanalysis from anyone who doesn't hold an M.D. bugs me. (Sorry, pet peeve.)
Steve Silberman (digaman) Tue 2 Sep 03 19:12
> then to discover that people were treating each other as badly in this new medium as they had in the old ones Or worse, a major theme of this particular Romance. I certainly understand your disappointment. I went through several eons of disappointment and horror myself at the time, though it was also, how to say, a fun time.
Dan Mitchell (mitchell) Tue 2 Sep 03 20:14
True for me as well, on both counts. By turns the best and worst experience(s) of my professional life.
virtual community or butter? (bumbaugh) Wed 3 Sep 03 08:31
So, apart from mnemonic, who are the Good Guys in this story? I think Carl comes off well in the book, if a bit, um, quirky. But I don't know that he appears any less jaded and cynical than any of the others. Are there heroes in this romance?
Seahorses of the Liver (mnemonic) Wed 3 Sep 03 08:47
I don't think there are any real good guys in Gary's book, although there are some people who come off as definite bad guys -- notably Andrew Anker. Other characters, including yours truly, come off as the quirky, flawed, limited human beings that they are. Special mention must be made, however, of Barlow's letter to Louis, explaining why the latter shouldn't make an enemy of Barlow just because Barlow took Jane on an out-of-the-country fling. (Gary doesn't mention this, but my sources tell me the fling was on-again, off-again.) For the proper effect, Barlow's letter should be read out loud.
Seahorses of the Liver (mnemonic) Wed 3 Sep 03 08:52
Having overgeneralized that far, I should add that the person who, on the basis of the evidence, has the strongest claim to heroism in Gary's book is Louis. It was Louis who made something out of nothing, and if the something (Wired) is not what it once was, that's as much due to the world-changing Bengali typhoon as it is to any error of, or flaw in, Louis.
Adam Powell (rocket) Wed 3 Sep 03 08:54
In real life, Carl was the hero.
virtual community or butter? (bumbaugh) Wed 3 Sep 03 08:54
I was thinking that, actually. The Louis-as-hero thing, that is (as opposed to the Bengali-typhoon thing).
virtual community or butter? (bumbaugh) Wed 3 Sep 03 08:56
Adam slipped . . . Carl comes off as a hero for the bubbletime, but I don't know if he appears (to me) to be Big Enough for trad heroism. (Which ain't his thing, anyhow, I guess.)
Steve Silberman (digaman) Wed 3 Sep 03 09:15
I agree with Bruce. A number of the real more under-the-radar heroes of Wired have been posting in this topic as well -- most notably <kk>, a hero in his always-wise inscrutable way, and also Chip <hotwired>, and people in the trenches like <rocket>, as well as the author of this book!
Gail Williams (gail) Wed 3 Sep 03 09:59
You really don't have to be perfect to be a hero. And you don't have to have a shakesperean tragedy heroic protagoinist character flaw, either; you can be a solid though imperfect soul. Good to see those kudos.
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