THE next morning at ten o’clock, Major Buell Hampton walked down to the smelter office. He was met at the door of the directors’ room by the general manager, Mr. W. B. Grady. Despite a bold front Grady looked careworn and anxious. “Hold on there,” he said as the Major started to enter. “What do you want?” He spoke roughly. “This is a meeting of some gentlemen who are interested in the Smelter.” “Very well,” said the Major. “I came down to attend the stockholders’ meeting.” “Well, you can’t go in,” said Grady. “Stockholders’ meetings of this company are private. We do not furnish entertainment and gossip for onlookers like a justice of the peace court.” “That may all be true—I hope it is true, Mr. Grady,” said the Major, and he looked him in the eyes with more of pity than of anger depicted on his face. The crafty manager cringed before the critical inspection. “I am here strictly on business,” continued Buell Hampton. “I am a stockholder.” “You a stockholder in our Smelter Company?” “I have that honor,” replied the Major, tersely. “Or at least I hold powers of attorney from the largest group of stockholders in your company.” An ashen grey crept into Grady’s face. “What do you mean?” he faltered. “You are not a shareholder of record on our books.” “No, but you will find as shareholders of record the names of Charles T. Brown, George Edward Reed, Herbert Levy, Daniel W. Higbee, and a few others about whom I need not bother.” A new light broke over Grady. He looked more sickly than ever. “These are recent purchasers of stock,” he said, “in New York and also, if I remember rightly, in Iowa.” “Precisely, and together these buyers now hold the controlling interest in your company. Here are the legal documents constituting me the attorney for all these men.” He drew a neat little packet of papers from the breast pocket of his coat. “In other words I am these men—I hold the controlling power, although I did not choose to disclose the fact until this morning. Now, will you please let me pass? Thank you.” If a pistol had been thrust against the ribs of W. B. Grady, he could not have looked more utterly scared. He had stepped aside to let the Major pass and now bluff and bluster changed swiftly to sycophancy. “All right, Major Hampton,” he said, in his most ingratiating manner. “Walk right in and let me introduce you to some of the other stockholders. Of course, only a few of them are here.” The Major followed him into the directors’ room and was duly presented. “This,” said Grady with patronizing suavity, “is an old fellow townsman of ours here in Encampment and a friend of mine. Here, Major, take this chair,” insisted Grady. “You see we are all a happy family together.” Major Hampton could not but contrast the fawning manner of the general manager before his superiors, the directors of the Company, with his notoriously overbearing and insolent treatment of the workingmen. “Well,” said the chairman, “fortunately we have a very good manager.” “Thank you,” said Grady with increased affability. “For myself, I am pleased and delighted at the general manager’s report which I presume it will be in order now to have read. I think we have all seen it in advance.” The Major shook his head in dissent but made no comment. Thereupon the meeting was called to order, and after the preliminaries were concluded Mr. W. B. Grady proceeded to read a rather brief but very interesting annual report. His report was not only a business summary of a most successful fiscal year, but also abounded with more or less veiled laudations of himself in his capacity of manager. Attorney Wm. Henry Carlisle, who combined with his legal position a seat on the board of directors, advised that the election of a directorate for the ensuing year was in order. By this time it was known to the other shareholders present that Major Buell Hampton owned or represented a control of the stock. This rather upset the cut-and-dried program. W. B. Grady, addressing the chairman, said that he presumed Major Buell Hampton would appreciate being elected a member of the board of directors, and if the Company’s attorney, Mr. Carlisle, did not object perhaps it would be well for him to vacate his seat so as to make room for the new incumbent. Carlisle’s face grew very red at this attempted slight but he said nothing. Major Buell Hampton arose, and addressing the chairman said: “Since I have acquired control of the stock of this Company, I have decided that Mr. Grady shall not be re-elected as a director. But in the first place I wish to ask of all stockholders present what their intentions are regarding the declaring of a dividend?” With this he resumed his seat. By every lineament on Grady’s face one could see that he was furious. “I presume,” said the chairman, “that it would be proper to follow the suggestion of Mr. Grady, our general manager, and declare a dividend of seventy-two per cent on the capital stock.” Major Buell Hampton, again addressing the chair, remarked that seventy-two per cent, was certainly a fat dividend. But for himself he had purchased a control of the Company’s stock for the purpose of introducing some innovations in its management, and in order that there might be no misunderstanding he felt it was now proper to present his views. If any of the directors were not in harmony, why, of course, it would be inadvisable for them to stand for re-election to a directorate over which he intended henceforth to exercise a close supervision. “I now wish to ask the directors of the Company this question,” added the Major. “What about Boney Earnest’s dividend?” He paused for a reply. For a moment the stockholders and representatives of stockholders present seemed almost dumfounded. They turned to the manager, Mr. Grady, who answered the Major by saying he did not know that Boney Earnest, the dismissed blast furnace foreman, was a stockholder or had any investment in the concern—“it was all news to him,” he added with a weak attempt at levity. Major Hampton had remained standing, and by silent consent all waited for him to reply to this statement. “Yes, gentlemen,” he said quietly, “Boney Earnest may not be a stockholder of record. But all the same he had his all invested in this smelting plant. Day after day, during year after year, he stood before the blast furnace, doing work of a class which few men could endure. It is true he received a daily wage until the date of his dismissal, but he had invested in addition to his daily duties almost a life-time of ripe experience in the particular work he was doing for this concern. In short, he had his all—his strength, his brain and his experience—invested. In these circumstances I object,” continued Major Hampton, “to a dividend of seventy-two per cent. I notice from the manager’s report that he has made ample allowances for betterments, replacements, and surplus, and even with all these very proper provisions, the enormous possible dividend of seventy-two per cent, still remains. An original capital stock of $500,000 and an annual dividend of $360,000, certainly is a magnificent showing.” Buell Hampton paused and all present clapped their hands gleefully, as if the Major was coming around to their way of thinking. After silence was restored he proceeded: “Money is worth probably from five per cent, to six per cent, per annum on solid, non-hazardous investments and at least double these figures or more on mining investments which must be regarded as extremely hazardous. It is not, however, worth seventy-two per cent. per annum. Therefore, gentlemen, we will declare a dividend of six per cent, on the capital stock, which will require $30,000. We will then add the capital stock to the pay roll. The pay roll for the last year in round numbers is $1,100,000. The capital stock is $500,000 or a total of both of $1,600,000. We will then declare the remaining $330,000 of earnings into a dividend on the entire $1,600,000 of capital stock and annual pay roll combined, which amounts to a little over twenty per cent. This will give to the shareholders of our company’s stock a little more than a twenty-six per cent, dividend.” The Major sat down. Consternation was apparent on every countenance. “Major,” said one of the eastern directors, “may I ask you what would happen and what you would do in carrying out your altruistic dream if the earnings did not amount to even six per cent, on the money actually invested?” The Major arose again and with great politeness replied: “Probably we would not declare a dividend. If we had but $30,000 that could be legitimately applied to dividend purposes, the amount would belong to the stockholders. But anything above this preferred dividend to the shareholders should be declared on the annual pay roll combined with and added to the capital stock of the company, both classes of investors participating in the surplus over and above six per cent, preferred dividend. The question with me,” added the Major, “is this? How many of you directors are in sympathy with the suggestion I have made?” There came no answer, and he continued: “A while ago I expressed myself against your manager for a position on the directorate. I always have a reason for my decisions. It has come to me,” continued the Major, “that while the original cost of this plant may have been $500,000 yet by the wicked manipulation of the ‘system’ the original shareholders were completely frozen out—legally robbed if you please, of their investment and it is quite probable the Pennsylvania crowd, the present owners or at least those who were the owners before I purchased a control, paid very little in real money but much in duplicity and ripened experience in the ways of the fox and the jackal. I have learned on excellent authority that Mr. W. B. Grady, by stealth and cunning, secured the underlying bonds from one of the former builders of this great plant, and robbed him and left him penniless in his old age. Unless other means of restitution be devised, the reimbursing of those stolen sums out of my private purse will be one of my first duties and one of my greatest pleasures.” Grady rose, his face flushed with passion. But Buell Hampton waved him down with his hand and calmly proceeded: “I will state another innovation. There are seven directors who control the destinies of this company. I now insist that the company’s attorney shall be instructed to have the by-laws so amended that the head of each department, beginning at the mine where we extract the ore, then the tramway which carries the ore to the smelter and all the various departments in the smelter including the converter—shall be elected annually by the workers themselves in each of the seven departments. In this way there will be seven foremen; and these seven foremen shall be officially recognized by the amended by-laws of this company as an advisory board of directors, entitled to sit and vote with the regular directors at each monthly meeting and likewise with the stockholders in their annual meeting.” Had a bomb-shell been thrown into the stockholders’ meeting greater consternation could not have been evinced’. Finally Attorney Carlisle moved that an adjournment be taken until ten o’clock the next day, at which time the stockholders would re-assemble and further consider the unexpected and doubtless vital questions now under consideration. The motion prevailed. Of course the entire matter hinged first of all upon the election of a directorate. During the adjournment Attorney Carlisle, peeved at Grady’s readiness to drop him from the directorate, called on Major Hampton and assured him he was in accord with the views he had expressed and that his every suggestion could be legally complied with by amending the by-laws. Buell Hampton, however, did not take the hint implied. He was courteous but firm. The old rÉgime had to go—the management must be changed, lock, stock and barrel. Therefore there could be no further utilization of Mr. Carlisle’s services as attorney for the company. Baffled and discomfited the lawyer withdrew. He was full of indignation, not against Major Hampton, but against Grady, for he had warned the latter against selling a certain block of stock to part with which had jeopardized control of the corporation. But Grady, in need of money, had replied that there was no risk, the buying being sporadic and the existing directorate in high favor with the stockholders because of its ability and readiness to vote big dividends. Grady had little dreamed that already considerable blocks of the stock had passed, under various names, into the control of the Keokuk banker, Allen Miller, to whom he had some time before mortgaged his Mine and Smelter Company bonds, and who had reasons of his own for displacing Grady and crippling him still more badly in his finances. Nor had he sensed the danger that the scattered sales of stock in the East had been in reality for a single buyer, Major Buell Hampton. Therefore he had been caught quite unprepared for the combination of forces that was able now to throw him down and out at the first meeting of stockholders. For once the fox had slept and had been caught napping in the short grass, away from the tall timber. Carlisle had of late been too busy “doing politics,” and had allowed matters to drift even though he had seen possible rocks ahead. Now the two old-time confederates were blaming each other—Carlisle denouncing Grady for parting with the stock control, Grady upbraiding Carlisle for neglect in not having taken steps to discover who were the real buyers of the shares being gradually transferred on the company’s stock books. The blow, however, had fallen, and there was no means of blocking the transfer of power into new hands. When the stockholders’ meeting reconvened the following morning, Major Buell Hampton submitted the names of five men whom he desired on the directorate. They were—Roderick Warfield, Grant Jones, Boney Earnest and himself, together with Ben Bragdon, who would also take up the duties of attorney for the company. This left only a couple of places to be filled by the eastern stockholders. Two names from among the old directors were offered and accepted. Indeed the selection of directors became a unanimous affair, for seeing themselves utterly defeated both Grady and Carlisle, glaring at each other, had left the room. Major Hampton’s views on corporations and dividends, and his new plan of management for the Smelter Company spread all over the camp with astonishing rapidity, and there was general rejoicing among the miners and laborers. One employee in the smelter who had been with the company for some three years made the discovery that, while he was receiving three dollars per day, which meant an annual income to himself and family of $1095, his dividend would bring him an extra lump sum of $219 annually. When figuring this out to his wife he said: “Think of the pairs of shoes it will buy for our kiddies, Bess.” And the woman, an Irishwoman, had replied: “Bless the little darlin’s. And hats and coats as well, not to speak of ribbons for the girls. God bless the Major. Sure but he’s a wonderful man.” Several workers sitting in a corner of the Red Dog saloon were calculating with pencil and paper their annual dividends on the already famous Buell Hampton plan. “Boys,” said one of them after they had their several accounts figured to the penny, “maybe we won’t make the dividend bigger next year—what?” “I should say,” responded another. “I’ll do at least twice the work every day of the coming year, because there’s now an object for us poor devils to keep busy all the time. We’re sharing in the profits, that’s just what it means.” “There’ll be a great reduction in breakage and waste,” remarked another employee. “The directors can leave it to us to make the next year’s dividend a dandy one.” These were just a few of the grateful encomiums flying around. On the day following the stockholders’ meeting the newly elected directors convened, all except Grant Jones, who was over at Dillon and had not yet been advised of his election. After Major Buell Hampton had been voted into the chair a communication from W. B. Grady was read, stating that he wished to know at once if the directors desired his services for the ensuing year; if so he required a written contract, and should the directors not be ready to comply with this ultimatum they could interpret this letter as a formal resignation. There was a general smile around the directors’ table at this bluffing acceptance of the inevitable. It was promptly moved, seconded, and carried unanimously that Mr. W. B. Grady be at once relieved from all further connection with the Smelter Company’s plant and business. Major Hampton then explained that in accordance with his scheme the men in the various departments would be invited at an early date to elect their foremen, and these foremen in turn would have the power, not to elect a general manager, but to recommend one for the final consideration of the directors. Until a permanent appointment was made he suggested that Boney Earnest, the blast furnace foreman dismissed by the late manager because of a personal quarrel, should take charge of the plant, he being a man of tried experience and worthy of absolute trust. This suggestion was promptly turned into a substantive motion and adopted by formal resolution. The meeting adjourned after Director Bragdon in his capacity as company attorney had been instructed to proceed immediately to the work of preparing the proper amendments to the by-laws and taking all legal steps necessary to put into operation the new plan. Thus neither mine nor smelting plant was shut down, but everything went on without interruption and with greater vigor than before the momentous meetings of stockholders and directors. The only immediate visible effect of the company’s radical change in policy was Grady’s deposition from the post which had enabled him to exercise a cruel tyranny over the workingmen. And in the solitude of his home the dismissed manager, broken financially although those around him did not yet know it, was nursing schemes of revenge against Buell Hampton, the man of mystery who had humiliated him and ousted him from power. Where was his henchman, Bud Bledsoe?—that was the question throbbing in Grady’s brain. But Bud Bledsoe was now an outlaw among the hills, with a price on his head and a sheriff’s posse ready at a moment’s notice to get on his heels. “By God, I’ve got to find him,” muttered Grady. And that night, in the falling dusk, he rode out alone into the mountain fastnesses.
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