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"Roscoe, I said I'd been over all that," Ben Rossell! said, betraying his first trace of testiness. "And as to doctors, I've had the best. Wouldn't you expect me to?"

"Yes, I would," Heyward said. "But we should remember there is a higher power than doctors an d it must be the duty of us all he glanced pointedly around the room "to pray to God for mercy, or at least more time than you believe."

The older man said wryly, "I get the impression God has already made up his mind."

Alex Vandenoort observed, "Ben, we're all upset. I'm especially sorry for something I said earlier."

"About celebrating? Forget it! you didn't know." The old man chuckled. "Besides, why not? I've had a good life; not everyone does, so surely that's a cause to celebrate." He patted his suit coat pockets, then looked around him. "Anybody have a cigarette? Those doctors cut me off."

Several packs appeared. Roscoe Heyward queried, "Are you sure you should?"

Ben Rosselli looked at him sardonically but failed to answer. It was no secret that while the older man respected Heyward's talents as a banker, the two had never achieved a personal closeness.

Alex Vandervoort lighted the cigarette which the bank president took. Alex's eyes, like others in the room, were moist.

"At- a time like this there are some things to be glad of," Ben said. "Being given a little warning is one, the chance to tie loose ends." Smoke from his cigarette curled around him. "Of course, on the other side, there're regrets for the way a few things went. You sit and think about those, too."

No one had to be told of one regret Ben Rosselli had n o heir. An only son had been killed in action in World War II; more recently a promising grandson had died amid the senseless waste of Vietnam.

A fit of coughing seized the old man. Nolan Wainwright, who was nearest, reached over, accepted the cigarette from shaking fingers and stubbed it out. Now it became evident how weakened Ben Rosselli really was, how much the effort of today had tired him.

Though no one knew it, it was the last time he would be present at the bank.

They went to him individually, shaking his hand gently, groping for words to say. When Edwina D'Orsey's turn came, she kissed him lightly on the cheek and he winked.

2

Roscoe Heyward was one of the first to leave the boardroom . The executive vice-president c omptroller had two urgent objectives, resulting from what he had just learned.

One was to ensure a smooth transition of authority after Ben Rosselli's death. The second objective was to ensure his own appointment as president and chief executive.

Heyward was already a strong candidate. So was Alex Vandervoort and possibly, within the bank itself, Alex had the larger following. However, on the board of directors, where it counted most, Heyward believed his own support was greater.

Wise in the ways of bank politics and with a disciplined, steely mind, Heyward had begun planning his campaign, even while this morning's boardroom session was in progress. Now he headed for his office suite, paneled rooms with deep beige broadloom and a breathtaking view of the city far below. Seated at his desk, he summoned the senior of his two secretaries, Mrs. Callaghan, and gave her rapid-fire instructions.

The first was to reach by telephone all outside directors, whom Roscoe Heyward would talk to, one by one. He had a list of directors on the desk before him. Apart from the special phone calls, he was not to be disturbed.

Another instruction was to close the outer office door as she left in itself un usual since FMA executives observ ed an open-door tradition, begun a century ago and stolidly upheld by Ben Rosselli. That was one traditi on which had to go. Privacy, at this moment, was essential.

Heyward had been quick to observ e at this morning's session that only two members of First Mercantile American's board, other than the senior management officers, were present. Both directors were personal friends of Ben Rosselli obviously the reason they had been called in. But it meant that fifteen members of the board were uninformed, so far, of the impending death. Heyward would make sure that all fifteen received the news personally from him.

He calculated two probabilities: First, the facts were so sudden and shattering that there would be an instinctive alliance between anyone receiving the news and whoever conveyed it. Second, some directors might resent not having been informed in advance, particularly before some of FMA's rank and file who heard the announcement in the boardroom. Roscoe Heyward intended to capitalize on this resentment.

A buzzer sounded. He took the first call and began to talk. Another call followed, and another. Several directors were out of the city but Dora Callaghan, an experienced, loyal aide, was tracking them down.

A half hour after he began phoning, Roscoe Heyward was informing the Honorable Harold Austin earnestly, "Here at the bank, of course, we're overwhelmingly emotional and distressed. What Ben told us simply does not seem possible or real."

"Dear God!" The other voice on the telephone still reflected the dismay expressed moments earlier. "And to have to let people know personally!" Harold Austin was one of the city's pillars, third generation old family, and long ago he served a sin gle term in Congress hence the title "honorable," a usage he encouraged. Now he owned the state's largest advertising agency and was a veteran director of the bank with strong influence on the board.

The comment about a personal announcement gave Heyward the opening he needed. "I understand exactly what you mean about the method of letting this be known, and frankly it did seem unusual. What concerned me most is that the directors were not informed first. I felt they should have been. But since they weren't, I considered it my duty to advise you and the others immediately." Heyward's aquiline, austere face showed concentration; behind rimless glasses his gray eyes were cool.

"I agree with you, Roscoe," the voice on the telephone said. "I believe we should have been told, and I appreciate your thinking."

"Thank you, Harold. At a time like this, one is never sure exactly what is best. The only thing certain is that someone must exercise leadership."

The use of first names came easily to Heyward. He was ol d family himself, knew his way around most of the power bases in the state, and was a member in good standing o f what the British call the old boy network. His personal connections extended far beyond state boundaries, to Washington and elsewhere. Heyward was proud of his social status and friendships in high places. He also liked to remind people of his own direct descent from one of the signers of the Declaration of Independence.

Now he suggested, "Another reason for keeping board members informed is that this sad news about Ben is going to have tremendous impact. And it will travel quickly."

"No doubt of it," the Honorable Harold concurred. "Chances are, by tomorrow, the press will have heard and will be asking questions."

"Exactly. And the wrong kind of publicity could make depositors uneasy as well as depress the price of our stock." "Um."

Roscoe Heyward could sense wheels turning in his fellow director's mind. The Austin Family Trust, which the Honorable Harold represented, held a big block of FMA shares.

Heyward prompted, "Of course, if the board takes energetic action to reassure shareholders and depositors, also the public generally, the entire effect could be negligible."

"Except for the friends of Ben Rosselli," Harold Austin reminded him drily.

"I was speaking entirely outside the framework of personal loss. My grief, I assure you, is as profound as anyone's." "Just what do you have in mind, Roscoe?"

"In general, Harold a continuity of authority. Specifically, there should be no vacancy in the office of chief executive, even for a day." Heyward continued, "With th e greatest of respect to Ben, an d notwithstanding all our deep affection for him, this bank has been re garded for too long as a one-man , institution. Of course, it hasn't been that way for many years; no bank can achieve a place among the nation's top twenty and still be individually run. But there are those, outside, who think it is. That's why, sad as this time is, the directors have an opportunity to act to dissipate that legend."