Sunday, November 17, 2013

Lecture 11 - Guest Lecture by Will Goetzmann: Institutions and Incentives in Mortgages and Mortgage-Backed Securities

Professor Douglas W. Rae: Okay let's begin. We've got a terrific guest today and I'm just going to briefly introduce him and then leave forty-eight minutes for you to enjoy what he has to say. Will Goetzmann, a graduate of this college in what year?
Will Goetzmann: 1978.
Professor Douglas W. Rae: The class of 1978, with a professional and grown up career in art history and in finance, and that's not an easy combination. He does it with grace and with ease. He, like Sharon Oster, is a standout teacher in the School of Management MBA program. He directs The International Center for Finance and is--the catholicity of his interests, which we'll see in his slides and in his analysis is truly impressive. Please help me welcome Will Goetzmann.
Will Goetzmann: Well, thanks a lot for the introduction, and I'm--I was thrilled with the idea of this course so was really looking forward, as Doug was describing, the idea of the course and his plans for it and what you all have been doing. It seems like a fantastic thing. So the question in my mind was, what could I add today that would be of interest to you, and I thought what I would do is focus a little bit on the historical background to the current crisis. I know you've been doing some reading about the current crisis and its relationship to ideas of capitalism and so forth. I thought a little bit of historical foundation would be a good thing to lead off with and give you an idea of how old these financial crises are.
This is a cuneiform tablet from the old Babylonian period, roughly 1600 B.C. It's a loan, so that it was created with the terms of the loan on one side, and typically, although you can't see it from this side, you'll have people that are witnesses to the loan on the other side. So debt has been around for a long time. One interesting feature about debt is that usually when you--if you're a lender, you like to have some collateral. The collateral for debts in this time period often were human capital. In other words, if you defaulted on your loan, the borrower could seize you for three years and your family and you'd have to work the loan off. That sort of debt slavery was something that began quite early in human culture.
You had--when you had--with that debt slavery there would be periods when people would get themselves into a terrible mess, and let's say crops failed and lots of farmers wouldn't be able to pay off their loans, you would have lots of the society in deep debt. And the king, periodically, would decree all debts null and void, so wiping the slate clean. So here is a fragment by edict Samsuiluna, who was the son of Hammurabi, who, by the way, lived in the city that Yale has had a long time expedition to excavate called Tal Alon.
Anyway this is releasing everybody from bankruptcy in the form of debt slavery. But the issue there, of course, is where you draw the line? Which debts do you release, and if you just want to take people out of slavery, but you want to maintain a financial system, how do you differentiate? The solution to that problem, at least from the view of writers in antiquity, particularly Aristotle, who wrote about Solon, comes in the form of another major debt crisis. When Solon of Athens became the autarch, or whatever you want to call it, the leader of Athens, it was about 600 B.C. or so, somewhere in that timeframe, and he was brought in because there was a terrible crisis, much like the crises in the Middle East--it was a period when Athenian citizens had been seized for debts, and these were debts incurred typically by farmers, and then they'd be sold off outside of Athens, they'd just sell them offshore and export these debt slaves, and it created terrible crisis.
So, Solon was from a wealthy family, he was elected by the--sort of the rich people in Athens, they thought that he would stand up for property rights and he wouldn't let the financial system go to hell just because of the pain inflicted on the poor portion of society. What he did made nobody happy. He said, "We're going to preserve property rights, we're going to preserve the right to contract, but the only thing we're going to forbid is the right to sell yourself into slavery," so he drew the line at that debt slavery point. Ever afterwards, people--Athenians would look at him, he sort of was like the George Washington of Athens, and 200 years later, people would write about this moment in time when he made the differentiation between the financial system and the system of human slavery. It was not to say that slaves didn't exist, but the ability to contract on your freedom was not allowed after Solon.
I'm going to skip forward through a lot of exciting financial history. Those of you that like that kind of stuff might consider taking--I teach a course seminar, senior seminar on financial history in the spring, so if you are interested in those topics, I would love to have you participate. I'm going to skip forward to our debt crisis because I worry--I stay up late nights worrying that we're getting ourselves back into a debt slavery situation, and the recent code that we--the bankruptcy code has made it hard for people to shift off their debts, or shake off their debts, which is the term that Solon used. It was called seisachtheia or something like this, a shaking off, like an earthquake.
But I'm going to skip forward to 1892 and have you read this quote because it lets you have some sense of where the policy for real estate, mortgage lending in the United States might have come from. The occasion for this was a big festive dinner. It might have been at Delmonico's Restaurant, I'm not sure exactly where, I don't think it says here, but in New York and a bunch of guys in the real estate business in New York were getting together and they were really kicking off an attempt to create a real estate exchange in New York City. And the exchange--there had been something like a real estate exchange where properties were listed and brokers were admitted and so forth--the idea that they were coming to was that they needed an exchange for real estate securities.
The real estate securities that we have now are--a lot of them are things like--you've heard lots about Fannie Mae and Freddie Mac, and subprime loans and commercial mortgage backed securities and things like that, well these guys were thinking about setting up exchange to trade debt, maybe some equity too actually, in New York. And New York would be the center of real estate trading. What were they going to trade? Well here's a picture, just a piece of a bond of the kind they were going to trade. These things are incredibly beautiful. The New York--the U.S. Bank Note Company made bonds for--made stocks and bonds and money for all the countries in the world, and they had incredibly detailed filigrees and these beautiful motifs and so forth. It wasn't to make these things more attractive to customers. All of this detail was really to prevent counterfeiting, because if you could counterfeit a bond like this you could take it in and get coupons.
So what's this bond? It's a $500 bond, it's issued to finance something called 44 Wall Street Corporation, and it's The Manhattan Company building. Well, 44 Wall Street is still a building in Manhattan. I don't know if anybody here might have worked there during the summer, but there was a corporation that was set up to build and operate one single building, and there was some equity capital in the corporation and there was some debt in the corporation. The debt was issued to the public in bonds. You and I could go out and we could buy these bonds and then the coupons, the money that would come in from the bonds is money that would come in based upon the rents that were being paid by people that leased space in this 44 Wall Street building. This is a fairly extraordinary kind of security, particularly because we don't have securities like this anymore. I mean there are some bonds that have been issued against buildings, and I'm thinking now of things like--in London you had this vast project in the Canary Wharf, and that was financed with some really interesting debt. But one to one, building to bond, really we don't have in the modern day. This one, by the way, was issued one month or so, right after--not long after the great crash.
Here's a little bit about this market. The market was nothing much--this is the total cumulated amount of outstanding debt based on the face values. The face value of that one was $500, you'd multiply that times the total number of bonds, you add all of those bonds that existed up in this--these are the numbers you're getting: $100 million, $200 million and so on. You see that even in 1913 there were some of these bonds being issued and then there are two companies here that we're tracking, New York Title & Mortgage Company and Lawyer's Mortgage Company. These two companies actually served as guarantors for debt. In particular, actually, what they would do, about eight companies got together--or didn't get together, but eight companies offered a service. They would take a residential mortgage, put a guarantee on it, and then sell that mortgage to somebody else. Just like you have bond--one commercial building offered through bonds, you also had one mortgage for one house then guaranteed and offered for sale. These firms also began to pool these mortgages, and you'd pool together 100 or so of these mortgages, or a thousand of these mortgages, put a guarantee on them and then sell those pooled claims out as bonds. So this picture represents not just those commercial bonds that I showed you, but also residential securities. And you can see what happened is that they were coming along doing fine, small part of the business, and then in the '20s both of them picked up dramatically.
As a matter of fact the First World War was an important hinge point in the history of this particular kind of financial innovation. The First World War was the first U.S. war that was financed by massive issues of war bonds, and it became your patriotic duty to buy war bonds to finance the effort. When the war was over and those bonds were reclaimed by the government, they were paid off by the government, people had been used to owning securities. A whole operation to sell these securities had existed, a sales operation, so then the brokers said, "What else are we going to sell?" Real estate bonds became a really important new product. So you can see this might have been driven by demand, actually, for investment product in a marketing system that had grown for savings bonds earlier during the war. Nevertheless, you could see this stuff really take off and peak around 19--late '20s.
That was cumulative, this is just new issues. There you see the drop around the crash time even more dramatically. This is a picture of those--plotting those number of new issues for commercial bond--for commercial properties, against new buildings. Here we only took a look at new buildings that were seventy meters high or so, so we're looking at really tall buildings. This is a time period when--the skyscraper was really born in the 1890s, and really got going in the early part of the twentieth century. So a question that we've begun to ask ourselves is, maybe the skyscraper was a response to the emergence of a new capital market for fixed income securities. Maybe the financing drove the desire for big buildings rather than the other way around. I mean New York and other cities had existed for a long time without skyscrapers and there's a lot of interesting theory about how skyscrapers were kind of a result of changes in zoning laws in some places and so forth. But if you think about it, London did fine without skyscrapers for many years. Paris, London, other great capitals of the world did fine without skyscrapers. Why would you suddenly have these sort of immediate blossoming of skyscrapers largely coincident with an emergence of a capital market and ability to sell these bonds?
By the way how would--is there any way you can think of testing that theory about which--if my theory was finance made skyscrapers or finance led to big buildings, how would you test that theory if you had some data?
Professor Douglas W. Rae: Come on guys, let's take a shot.
Will Goetzmann: Anybody? I'm going to cold call on somebody, but your chance of being cold called--yes, back there.
Student: Maybe you could do a comparison, look at other countries where for some reason--perhaps there is a case where there's another country where the capital markets didn't mature in the same way. I mean there's going to be some endogeneity issues anyway with this study, but that's a start, and in comparing if--how their timing was with their--the start of skyscrapers.
Will Goetzmann: Yeah, so look across country, and cross-sectionally, you'd like to find conditions that maybe didn't have this financial explosion.
Student: Perhaps you might find some exogenous reason why they didn't have the capital markets that are completely independent of the other factors, but that's hard to do.
Will Goetzmann: Okay, does everybody know what endogeneity is? Everybody who is an Econ. major and you're a senior or a junior you probably know. Other than that you probably think it's some kind of horrible skin disease. Endogeneity means that the factors that you're studying could actually be--it could be some reverse causality going on, or there could be some--a common unidentified factor that could be driving both of them, and you have to find some way of sorting this out. The question is--so the one way to do this is to find some independent phenomena to observe. That's what's being proposed. Any other suggestions? Here's some college--
Student: I was just going to say that you could always not only look at the rest of the world but look at, in the United States, the development of these types of bonds and the number of skyscrapers like with this, and I would wager that probably the first skyscrapers were not financed with these types of bonds, which would seem to indicate that there was some other factor at least initially driving skyscraper construction.
Will Goetzmann: Okay, so if you can find a skyscraper that was--the first skyscraper was--if you can show that it wasn't financed by these bonds than you could prove that it's possible to have skyscrapers without the financing, so that's a way to test the basic proposition. It may be--it may not--you can prove that it's not a necessary condition if you find one example. One more idea--who's an SOM student? Got one here--no. You here in the--yes, gray--charcoal t-shirt.
Student: Other than taking a survey looking at multiple cities and how--when skyscrapers started to be built, and when this capital market developed, I don't think I can really add anything else other--
Will Goetzmann: That's good. Take a look cross-sectionally at the different cities, see if they have, maybe, access to capital markets differently across the cities, and see what the timing is. That's a good idea. I'll tell you what we have been doing. We figured that one interesting issue here is--has to do with the size of the bond issue. If you have a really--if you have a tiny building and you want to go to the public capital markets, do you think an investment bank is going to give you the time of day? Absolutely not; there are basic issues of economies of scale that have to do with financing. So what we did is we said, "Let's take a look at the size of the bond issue," we also looked at the height of the building, but the size of the bond issue is the legitimate thing to look at, and presuming that the bigger the bond issue, the bigger the building. Then we asked, "Is the interest rate on the bond, that is the rate at which the bond was issued, was that lower or higher for bigger buildings?" What we found pretty strikingly is that the bigger the building the lower the yield, the lower the cost of capital. So if you're thinking about--if you're a developer and you've got a plot, and you could build two small buildings or one big building, or you could finance it all at once or one at a time and you know that you're going to be able to have a lower cost of capital, what are you going to do? You're going to build one really big building. You can see finance has this potential, maybe to possibly even distort the way that the--the way that cities develop, because of simple issues like the cost of capital, and those guys sitting around the--toasting themselves that we saw in 1892, the creation of that market for those securities, may have had an influence on the New York skyline during that time period.
Here's just a picture, by the way, of the tall buildings in New York and when they were all constructed. You see huge boom during this period, and than a long malaise during the middle of the century, during wartime, and then the market picked back up. I'll tell you one sort of shocking thing to me is that the residential mortgage backed security market completely disappeared in the '30s and that commercial one building/one bond market completely disappeared at least by 1940 or so. I mean there's still bonds that may exist, but when I say disappeared, they stopped new issues and you couldn't easily trade these things, they didn't change hands. So there are bonds that are still paying out. I have a friend whose mother--whose family has some securities that were used to build the Empire State Building, they're still paying them money and they're proud to own these things, but these are the fossils of the financial world. What you had is this extraordinary period of innovation in financing of real estate. The shift in the way that people were able to access mortgage money, and a change in the way the developers thought about how they would build buildings, and all of it came to a grinding horrible end as a result of The Great Depression.
Did that market cause the crash or was it--did the fallout from the crash destroy that market? That's the question we're asking ourselves today, right? We're saying, "Well, subprime obviously caused the big problem that we're in and so the foolish bankers, idiots that wanted to own their own home and were willing to borrow to the hilt, this horrible evil brew of people that couldn't plan ahead and bankers that were willing to give them enough rope that they could hang themselves," that's sort of the theme, the drumbeat we're hearing. You know sort of wonder, maybe the mortgage market is a casualty rather than a cause of this crash.
Doug has given you some readings that--kind of a hard reading to slog through, but because--although, again, if you're an Econ major you should be able to snap your way right through this thing because it's got a bunch of regressions, and tables, and plots. Let me just tell you a little bit about the idea of this paper. I'm doing it with Liang Peng, who is a colleague of mine, he's now at Colorado and Jackie Yen, who is a doctoral student at Yale. Jackie is studying to be a finance professor but she also worked in Wall Street for quite some time and knows a lot about these capital markets, particularly about mortgage data. The question we're asking is a simple one, like many scholars right now, we want to try and help the world understand what the causes of this crisis are. We're in a position that we don't--I'm not quite sure I know what the causes are, and so the way that we're dealing with that is we're gathering some data and we're looking at it and putting questions to this data.
The data that we got are housing indexes. Those come from Bob Shiller and Chip Case who developed these when I was a graduate student here, Bob and Chip Case had just started building these indexes of housing. We really have data going back, I think they stretch back--their data start from about, well, late '80s or so. What they do is they take sales of housing; they take houses that have been sold twice in a given city, and they get thousands of those, and you can sort of figure out what's the best measure of return to explain all of those repeated sales, so it's actually transactions based measures of housing. We've got those for all the city--the big cities in the country, and metropolitan statistical areas, about 320 or 330 of these. Then we have some additional city level information we can compare that to, then we've got mortgage issuance by city, and finally, and this is pretty amazing, for one year for 2006 we took all the mortgages that were issued in the entire country and we have detailed data about those mortgages. We figured somewhere buried in this data we're going to be able to get some sense of what the problem was.
Here's a chart. On this axis is past price growth from 1999 to 2005--end of 2005. What did we do? We took each one of those cities, we look at that index that Bob Shiller had created, and we said--we just plotted the total growth that that index had undergone over the period--over the 2000s, up through 2005. We wanted to look at the hot markets. Which were the really hot markets? Which ones had really grown a lot? You could see some of them had grown by almost a factor of three; Las Vegas, there are parts of California and Nevada, and Florida that were just off the charts, having grown an amazing amount. By the way there are a lot of cities where there wasn't much growth at all, the whole cluster here of cities that had grown by a factor of--well, they had grown 30% but that was over a long length of time. They're probably growing at less than 10% per year.
Well 10% per year over this time period was actually a pretty good investment when you think about it. The stock market was doing terribly. We had just gotten off this horrible bender from the tech bubble. People said, "Stocks are terrible, I don't want to invest in them anymore," bonds were a decent investment, but they were--people were really wondering what are we going to put my money in. A lot of people thought housing, although a modest growth in many of these cities, housing might not be such a bad thing. When you think about it, if you're sitting in the year 2000 having just been burned by the tech bubble, and you're saying, "How am I going to save for myself and my family?" You know, why not put your money in your house? At least you can watch the asset, you can take care of it, you can improve it, granted you have to pay takes on it and you have to fix it up, and it's not very liquid. But you balance these things off, it might be--it was the new asset class of the era. It was an idea--it was not a speculative asset, it was a savings related asset.
Okay, how about this other axis? Subprime approvals in 2006; the log of the dollar amount in thousands. We looked at all of these--we looked at the rates city by city of subprime approvals. That is, people that had applied for a subprime mortgage and then been approved. A subprime mortgage means you don't qualify to get a prime mortgage. To qualify for a prime mortgage you have to have steady source of income, you have to have a good credit rating, there has to be a good loan to value ratio, that means you aren't trying to borrow too much, you have to have a house that's appraised in such a way that the loan to value ratio is a legitimate measure that a bank can trust. If you're not in that circumstance then you're in sub--the world of subprime. What we see here is subprime approvals were more frequent in markets where the prices had gone up. Why would that be? Okay I'll ask this as a general question. Why would you expect that? Yes.
Student: When you have--when the prices are higher more people are going to have--when the prices are higher, assuming that incomes in the cities didn't go up with that, you're going to have people that have lower incomes relative to the value of the house that they're buying because the average price is higher and the amount they're going to borrow is also going to need to be higher relative to the price of the house, so it's going to be a higher ratio.
Will Goetzmann: Okay. This sounds like endogeneity; good. People--the houses would go up too fast, they--a normal loan--they can't get a normal loan to buy a house they might not have been able to buy ten years ago with a prime loan, so therefore you've got necessity of more demand for subprime loans. These are approvals though. That means the bankers had to say yes, so bankers had to go along with this to get this graph. Yeah.
Student: When prices are rising there's this almost--there's a market contagion that prices can't fall down, they can just go upwards, so people in general just start taking more risks and financial institutions which grant these subprime loans also become overly optimistic. They all feel that prices have to go up, and they feel that the real value of houses have increased, and that is--
Will Goetzmann: That sounds like irrational exuberance. Okay. It's easy to say that they're irrational. It's harder to say that they're rational. It would be nice to know if--first of all Bob Shiller is a good friend of mine, and I love his book, and I love his wonderful intuition about when the cart is going off the track. He tends to be right so it's hard to deny that irrational exuberance is behind a lot of the big messes we're in. However, as an economist, you sort of want to see how much you can get with the rational stories first, and then have the remainder be the exuberance. We're going to push on that a little bit--yeah.
Student: Yeah, I interpret this chart as, if prices of asset values are going up and subprime approvals are going up at the same time that means the structure has to be increasingly leveraged, that's the only way to fill the gap. You're not saying that subprime incomes are going up, but you're saying the approvals are going up, so something has to fill that gap in the purchase price and that means they're being more heavily leveraged.
Will Goetzmann: Yeah, I think that there's some evidence consistent with your observation. It's amazing how much you can get off staring at a graph like that because buried behind it are a whole bunch of decisions by individuals applying and by bankers deciding. I'm going to show you a picture just from one city, this is from Seattle, and what we've done here is we've gone from 2006--what we've done is we've said, "Let's extrapolate the housing price in 2006, let's extrapolate it and then use some econometrics to figure out how far down we think it could go and how far up could go." Those are those two lines there, and then there's wiggly line which shows you exactly what housing prices did.
Actually I'm going to show you more in just a second. I want you to understand the geography of this first. These are confidence bands and if you're thinking--if you're a banker and you're going to make a loan the first thing you want to know is, is this loan to value ratio going to change a lot over the time period of the loan? A lot of subprime loans sort of reset after three years and so forth. You'd like to have some confidence, or at least know how far down the value could go, so that you--because you're worried about the loan value being higher--the loan being higher than the house value. That's called underwater. So you're worried about the value of the asset, so this picture is really putting confidence bounds on the value of the asset, and what this is saying is that, in 2006, if you just extrapolated the prices from that time you'd get kind of a flat line, and then you didn't--you wouldn't find any reason to expect that over the next three years prices could drop more than 20% or so. Only one time out of twenty would you get a shock of more than 20%.
How would you get that? Here we are; now here's a whole--here are a whole bunch of these--the same exercise. I'll tell you a little bit about the exercise. Here's where the econometrics comes in. We take those indexes that Shiller gave us for all the different cities, these major cities, and than we did something that any red-blooded econometrician would do. We did an auto-regression which estimates the relationship between past growth and future growth. What you see from all these housing indexes is that past trends seem to be followed--there seems to be a huge amount of momentum and inertia in these movements of these markets, even when they're going down. Once they start--here's Minneapolis, it was going up like this, incredible auto correlation in past trends, and then of course once it starts going down it just keeps going down. This is not a random walk. Housing doesn't follow a random walk by any stretch of the imagination. It's very, very predictable. You could predict, the models tell you that you could predict the housing prices, with a huge degree of confidence for three years out just given about twenty--fifteen or twenty years worth of past data.
All of these pictures show you that for each city there is a line which is the past price increase. That's the--not Las Vegas--went up like crazy at one point. Then there are the two confidence bands, then there's the orange bar saying what do we expect the price trend to be? But it's not the expectation that's so important, it's this lower bound; how bad can it get? If you're a banker that's the thing that tells you, "Is this loan going to be a disaster?" Every single one of these cities, virtually, the actual price just plunged right through the banker's confidence bands. If you've got a model that's an econometric model that's based on past price trends, and you ran that model in 2006 you wouldn't have been able to predict any of this crash. You would have felt pretty confident that when you were writing those mortgages, even the subprime mortgage, that those were good bonds, that was a good loan. A subprime loan doesn't mean that the house is bad; it just means a borrower is bad. It's a subprime borrower, not a subprime house. So you say, "Look, what's the worst that could happen? My borrower can't--we get into some trouble, my borrower can't make the payments on the house, then the bank has to repossess the house, but if the house price isn't going to move much, then what the heck, we'll just turn around and sell the house so we've got good collateral."
We all know what happened. That model turned out--that econometric model turned out to be a complete disaster. Actually one more point on this. What do you need for an econometric model aside from an econometrics textbook? SAS, I use R, I did this from R, Stata--some people use that. What else do you need to run an econometric model? This isn't a trick question. You have a blue scarf on, what do you need to estimate a model like this?
Student: Data.
Will Goetzmann: Data. Okay. You need data, and so the data come from Robert Shiller. The fact is, unless you have those housing indexes you can't run this model. The irony of these indexes is that although they opened a world to us of what housing prices do, they also made econometricians believe that they could estimate the risk associated with the housing. Before we had those indexes we couldn't do any prediction, we couldn't do any of this sophisticated mathematical calculations. We couldn't walk into the president of the bank and say, "Look, we've done a value at risk calculation using these fantastic indexes that tell us that the probability of us losing more than 20% of our capital is .005." You couldn't do it. Suddenly, with this data, a little bit of information is a really dangerous thing when you put it in front of somebody that knows how to crank through a regression. It's a terrible thing to blame Bob Shiller, the person that forecast this crash, to blame him on the other hand, for providing the matches that allowed people to burn down the house. It was a failure of models but you can't run the models without the data.
I'll just give you a little bit more flavor for what we do. We run a whole bunch of regressions. We're looking for relationships, but mainly what we do is we divide things up into the world of the demand side for loans and the supply side for loans. What we want to ask is, was it the stupid or avaricious banker that drove the crash? Or was it the stupid and avaricious homeowner, borrower that drove the crash, neither, or both. Here we have subprime mortgages and prime mortgages. Roughly when we look at relationships, here's what we find. We find for both subprime and prime, the numbers of applications and measured by--dollars and numbers of applications were increasing in those home prices. So when the home price goes up you make your forecast of what the worst scenario might be, and if you had a positive trend, you would think that lenders would be more comfortable with the bottom line, that they'd be able to get their money out. And borrowers, if they think, "Hey look, I'm buying a house, I'm putting every dime I have into it, but the trends look pretty good, I should be able to get my money out at the other end," then you ought to see a positive relationship between past price increases and applications, however you want to slice it.
Somebody mentioned--you mentioned leverage. That's exactly what happened. There was a greater loan to income requests for--higher leverage requests for both of those two. People actually also tended to--this is loan to income, measure of leverage, not loan to value. The loan to value actually also--the value to loan went up. Why is that? People felt comfortable putting more of their money into houses and than people bought more expensive houses, but the endogeneity issue--who mentioned that? That was a really important point. There were more expensive houses so that was inevitable.
So were people being foolish? Well that's a hard thing to say. They looked at it as a savings opportunity. You could say this was a crisis driven by over too much demand for savings. It's just that they didn't save in--just that the savings vehicle was the house. Were they irrationally exuberant? Well if you look at those trends maybe I would have been fooled by the same trend as well. How about on the banker's side? Now the banker's job is to say no, to reject loans. What do we find here? Now the weirdest thing that we completely--that completely shocked us is that approvals didn't really--the rate of approvals for subprime, once we controlled for a lot of things, didn't change as much as we had expected. In fact the rate for approvals for prime actually went down, which is strange. That means bankers were getting tougher. Well, they were only getting tougher because the demands were increasing. You have to look at this as, the environment was changing because the demand for loans was increasing a lot, but so that there were--their approval rates were actually going down. It really doesn't look like that--it doesn't look like irrational exuberance on the bankers' part for prime loans.
Mostly on the prime side, bankers appeared to be behaving really pretty rationally, less so on the subprime side. The loan-to-income ratio, that was going up; the value-to-loan ratio was going down; in other words, people were having to put up less of their own cash to own the home, and people were getting higher loans with lower incomes. If anything I think what we're beginning to convince ourselves, using this loan data, that the subprime market and the prime market were two kind of slightly disjointed markets with different decision processes in operation. Both sides had securitization going on and we haven't attacked the question of whether securitizable loans were driving all of this, but other people have been asking that question.
We certainly found evidence of high--of increasing demand in prices. It could be that people are chasing after--chasing the trends. But it could be also that the expectation of the liquidation value of the house was going up and made them feel safer about the borrowing. The riskiness of mortgage applications is increasing in past price. Everybody wants to buy more expensive homes, but--that we documented, and as I mentioned, there's this disjunction between the two. That's sort of a--kind of a flavor for how a professor and some graduate students look at the crisis. You've been reading Posner and you see how somebody tries to put the whole thing together; well, our goal was to kind of deconstruct it. Let me see if there's--that's just a--kind of more documentary evidence of what I was talking about. I don't know, I've looked at history, been interested in that, and looked at current data, so with that--I don't know if we have time for questions or not but--
Professor Douglas W. Rae: Yeah I think there's time for one or two questions.
Will Goetzmann: Back there--Notre Dame.
Student: On one of your previous slides, you mentioned that the supply side seemed to be almost constrained, and you seem to attribute that to, I guess, potentially greater responsibility on the part of the bankers in not approving the increased number of applications, and I was wondering if you think that that is the case, or if there's evidence that it could just be that there was a constraint on the supply where banks just were not able to issue more loans due to capital requirements or other financial regulation.
Will Goetzmann: The beautiful part about this work is that we're taking as given that people--everybody, the banks and the borrowers are operating in their own best interests. So that we're looking at this as sort of a equilibrium outcome where they've taken into account the potential for the capital constraints and what have you, so that negative coefficient actually--you see it here, this negative coefficient on approvals for prime versus subprime. My tone of voice may have led you to believe that I thought that was a foolish thing. It certainly no evidence that it's foolish at all, but it's an interesting puzzle. I mean, we expected to see everybody lifting the floodgates and make--writing all these loans. The notion that the prime lenders were actually clamping down suggests that they were exercising some judgment about quality of loan that resulted in this negative rate.
Professor Douglas W. Rae: One last question.
Will Goetzmann: Question here?
Student: On the same slide you also implied that the supply side, the bankers, were not accepting these overleveraged mortgage applications as much as you would expect, but does your research indicate anything about how overleveraged the banks were themselves in how much capital they were taking out of the market?
Will Goetzmann: The question you're asking really implies a point of view about bank capital requirements. Certainly, I'll just use the data that I showed you, so we didn't use that--any information. As you know, this is a big spider web of different relationships that scales all the way up to the world, the government, and the role of capital requirements and regulators. We just didn't--we didn't pay attention to all of that. Our job is not to put the thing together but to see if we can find certain pieces that help us understand whether decisions were good or bad.
Professor Douglas W. Rae: Thanks, Will, it was a terrific lecture

Lecture 10 - Guest Lecture by Richard Medley: Entrepreneurship in Business Information

Richard Medley, former CEO of the business intelligence firm Medley Global Advisors (MGA), discusses MGA and the problem of selling the company that had been built entirely around him. MGA dealt in information arbitrage, selling high-demand political/economic information for large amounts of money. The legal, ethical, and theoretical implications of information arbitrage are discussed. MGA's work is bounced against theories of free markets, which require equal access to information. Mr. Medley discusses his work at George Soros' firm and the attack on the pound sterling.

Lecture 9 - Guest Lecture by Jim Alexander: Managing the Crooked E

Professor Douglas W. Rae: Let me give a forward to you of today in relationship to the week afterward. Today we have Jim Alexander on Enron, and we'll do this as a conversation, except that at a certain point he's going to just do a little straight lecturing on some basics related to unfamiliar ideas in the HBS case, or potentially unclear ideas. This is a--the Enron case is arguably the most important meltdown in modern history of American capitalism. It is certainly the one which had riveted the world's attention more than any other, and Jim was there at the beginning--not at the beginning, but there in an almost perfect vantage point. So we're fortunate to have him today. Before I go further I should say it's his birthday, and he, I think he doesn't want me to tell you how old he is.
Student: Happy twenty-eighth!
Jim Alexander: Thank you. I needed that.
Professor Douglas W. Rae: On Monday we'll have Richard Medley, founder of Medley Global Advisors, and that case is about his selling--Medley selling Medley Global Advisors and quitting. The question is: How could a business have tens of millions of dollars worth of value when it is in entirely framed around the personality of one person? The answer is he got it done, and he will be a very interesting guest. He's completely unpredictable and he is famous, or infamous, for George Soros' attack on the pound sterling. This was nearly twenty years ago, when Soros' famous hedge fund decided it was going to attack the pound sterling, and Richard Medley was then working for Soros and Medley had inside information about the behavior of the central banks of continental Europe, and was able to predict their behavior. So Soros--the Soros fund made well over a billion dollars on one transaction in an attack on the value of the pound. The attack was controversial and Medley's role in it was controversial, and we'll have some fun with him about that.
You should begin now reading Posner; the pages are small, but it's a dense book. It's a challenging book, and you'll need it for Wednesday of next week when we have Will Goetzmann in as a guest. Will is the director of the Yale International Center for Finance, and like Jim, a Yale College alum, and again like Jim, something of a renaissance man. He's going to be talking about the crash of 2008, which is a pretty intricate story, and the Posner is easily the best book written about it, though not easily the easiest book written about it. Without further ado, Jim is a 1973 graduate of Yale College and let's talk to him about your life after Yale. There is life after Yale College and how it began for you and how it carried forward until the date you arrived at Enron.
Jim Alexander: I'll shorten the version. The details get to be sort of tedious.
Professor Douglas W. Rae: Only for you, not for us.
Jim Alexander: Okay, well anyway, I went to HBS because all the smart people were going into law or medicine. I had a primitive sense of markets and I knew that I should avoid the smart people, much as I did in my classes. I then, from HBS went to Aetna Life and Casualty, investing their money, bond investment department; till my then wife announced either we could leave Hartford or she could leave Hartford, at which point I sort of started searching for a job in New York, and landed one at a venerable old firm called Kuhn, Loeb & Co., may it rest in peace, which promptly merged out of existence about nine months after I joined it. At the time it merged into Lehman Brothers, at the time I listened to my uncle, who was a client of Lehman, and avoided Lehman. And I went to work at First Boston; another may it rest in peace actually, sort of firm. Then in an astonishing move of true idiocy, I went to back to Lehman in 1981 in their energy department because I was interested in energy, until Shearson acquired Lehman and it had all the human characteristics of Lehman, and the economic characteristics of Shearson; i.e., the worst of both worlds. Then I, being the flying Dutchman of finance, went to Drexel until it went poof and it went broke in 1990. I then had one last job in conventional investment banking with a New Orleans firm till the head of the firm announced that I had an "uneconomic attachment to quality," which was about the worst thing he could say about anyone, so I took my quixotic approach and became a consultant charging sort of minimum wage by investment banking standards and--
Professor Douglas W. Rae: Which is maximum wage by college professor standards.
Jim Alexander: I don't know. Economic college professor standards it's not--I think Steve Ross makes a lot of money.
Professor Douglas W. Rae: He doesn't make it here or at MIT though.
Jim Alexander: That's a separate issue. Anyway--so I was--one of my past clients, and I was there, actually, at the start of Enron, because I was there--we helped refinance Enron's huge amounts of debt that were about to go into default until we had done something when the--when Enron was created in 1984 or 1985, I think. One of my clients who had been at Enron, I became an investment--conventional investment banking--I became a consultant to Enron, started working on their attempt to roll up their aggregate into one legal entity, all of their foreign projects. After a while the complexities were such that virtually no one had the institutional memory required to be able to complete the deal except for one or two people and they needed someone who knew what their--knew the story to be able to really stay on with the company, and they asked me if I wanted to do that and I ended up agreeing. Then I was there a full nine months until--this was in 1994, I was there about nine months before I, the general counsel and the controller, all resigned in the fall of 1995.
Professor Douglas W. Rae: So you spent those nine months, all of them, I think, as Chief Financial Officer of Enron Global Pipeline & Power?
Jim Alexander: Yes I was--those nine months were spent at the subsidiary level as the CFO of this one little subsidiary company of theirs. But during that time anyone who walked the halls of Enron could pick up lots of information, and the only issue was whether you wanted to ignore it or not, and of course a lot of people's excellent livelihoods depended on their ignoring the information freely available in the halls, which turned out generally to be quite accurate.
Professor Douglas W. Rae: Was the ethical texture of Enron noticeably different from the general mind run of investment banking as you had experienced it?
Jim Alexander: Well that's an excellent question. The problem is there--you can either trace a declining curve--constantly declining curve in investment banking from the time I entered investment banking in 1975, or postulate a somewhat easier, sort of old style investment banking and new style. The old style really was a gentleman's game, I'm not talking about pre-SEC, pre-1929 crash, but certainly when I entered there was an old generation that was quite ethical, upright, and gentlemanly. Of course those people died out or were pushed off the edge and were replaced by people quite a different ilk, who were much more like Enron.
Professor Douglas W. Rae: Much more like Enron?
Jim Alexander: Yeah.
Professor Douglas W. Rae: So Enron is a very young entity, and grew up in the period after the fall, so to speak?
Jim Alexander: Yes.
Professor Douglas W. Rae: would you let them off the hook a little about that or not?
Jim Alexander: Enron off the hook?
Professor Douglas W. Rae: Yeah.
Jim Alexander: In--by what?
Professor Douglas W. Rae: I don't think you will.
Jim Alexander: By saying, how would I let them off the hook, by the way?
Professor Douglas W. Rae: Well you'd say they were brought up by wolves and therefore behave like wolves. Their--all the advice they got was--
Jim Alexander: Well if you are a wolf you are typically brought up by wolves.
Professor Douglas W. Rae: That's correct.
Jim Alexander: The--one of the things as I've been listening to your course, all the lectures and looking at the readings, one of the things that I've been trying to piece in my own mind together is: What went wrong? When did, in the course of development of the theory of capitalism, did the theoreticians decide there was no need for morality, and when did morality get replaced by efficiency? At Enron it would be a situation where the ethical extremes--the ethical environment was so completely different that it begs the question of what is morality? And what do we base it on? Because the people who work there would find any concepts of morality laughable and merely a trap for the unwary.
Professor Douglas W. Rae: Fascinating. The case has lots of jargon in it that is business speak, and Leslie Hough and some others have suggested that it might be useful to go through some of that background language before we do the case, and I'm going to descend to the audience and take in the lecture.
Jim Alexander: Lecture!? Well--anyway--well Enron, like a number of other firms, got very involved in commodities and commodity financing, and commodity contracts. If you're the typical commodity small producer--often times over leveraged, hand to mouth existence, really can't take a big flying leap and then hope to make a lot of money--what you typically start to do is, in the case of an oil and gas producer, let's say gas producer in particular, I have a general view as to what I'm going to produce each month. These are prices not production amounts, but I have a general idea of what I'm going to produce in January, February and on and on. It's very hard to shut down a gas well, it's typically not really done, you typically just produce flat out and then try to do the best you can with your price realizations.
When I know I'm going to be producing a certain amount, and the first question is okay do I take a flyer or not? Most people who have a lot of debt or are squeezed for other reasons don't take a flyer, so what they do is they can go to a commodities broker and say, what price will you give me for each month for the rest of the year? Or else they can go to a commodities exchange and get the same result. What they do is they'll say, okay, I'll sell you the equivalent of 1,000 barrels of oil and gas terms in January for $5, equivalent price in February, and it'll be slightly declining in spring as a result of expected lack of demand for gas, than it'll level out in summer and then it'll start going up. The commodities broker will commit to buy a certain amount each month.
Now if you're the producer though, there's only one problem: you don't--you expect to be able to produce, but what if something goes wrong with your well? Well if something goes wrong with your well you're committed to sell each month. What often times will happen is that instead of actually committing to sell a certain amount each month, the producer will buy a put so that in case the price does go down he can make money but he's not obligated to sell a certain volume. What you start doing is having many variations on a theme of helping producers and consumers who are on the other side, who also want to hedge, they want to determine their costs of goods sold. You start having very many types of mechanisms, contractual mechanisms to allow producers to fix to varying extents the likelihood of certain outcomes for their firm for the year, and they get hugely complex. This is just the start.
There are huge numbers of variations on the theme; ways that you can lock in certain types of spreads, ways that you can hedge all sorts of variables beyond just the price in south Louisiana. That's what Enron got in the business of doing. If you look at it the first twelve months there's a very broad, liquid market, whether it was done by the commodity exchanges, or competing traders, everyone--a very clear forward market, everyone can see this. If you're looking at taking positions as an Enron, to the extent they relate to widely traded commodities, in short periods of time going into the future, it's very obvious what you have. You can tell whether you're making money every day by what happens to the commodity relative to the risk positions you've put yourself in.
That's--if Enron had stayed with this type of situation, they wouldn't have made a lot of apparent money, but they'd be alive today. It's a tough business, it's a low margin business, but you can make a lot of money in it if you stick to your knitting. If you want to make a lot of money very quickly, you start looking at other approaches. If you sort of look--and this is for a trading company, and manufacturing companies have different types of situations--but you start with the lowest risk type of asset and that would be cash. Presumably fairly highly rated, short-term loans to the best types of corporations, or ideally the U.S. Government; that's great but that's a very low return asset. Marketable securities, still very liquid, but you're starting to increase the volatility of the returns, and you can make more money here, but it's another place where you have to--you really have an information advantage.
What we're doing is we're descending--we're going from things that are easily valued to more and more difficult. Exchange traded derivatives, that's the type of thing I was talking about where you have a--it's called a forward market where people can sell or buy commodities for very clear prices, and it's very well known what exactly the market is, although the farther you go out on the forward market, the less liquid it is. Even here we're starting to get to a situation where I know that I've committed to--say, if I'm an Enron I've committed to buy the equivalent of a million barrels of oil a year out; well, how do you value that? You get one value if you're saying well, I'm going to liquidate it, and another value if you're saying how much would someone pay for it. So even there you're starting to have divergences in terms of how you look at value, which can be exploited. Then we started going--as we get further down in terms of the levels of certainty, you have certain types of derivatives like options, which might, instead of being a year out, might be five years out. People can take these sorts of algorithms, useful in inferring--or infer the algorithm from the existing trading of short-term options, apply them to long term options, and you get a value which is plausible. So it's based upon clear market inputs, but a result which is not self evident because there is no clear trading market.
Finally, and this is what Enron really got into, you have an unimaginably diverse one off deals. I'll give you an example. A family wishes to buy price protection twenty years out against increases in Yale tuition costs. That sounds farfetched but that's the sort of thing that Enron was doing--not with Yale tuition costs but taking very exotic situations and then pricing them. I sort of took an example $40,000 $50,000 $60,000 $70,000 a year, year's out, and I'm sure we'd all have a point of view as to how Yale's tuition is going to go up. I mean if it continues constant it goes up probably about inflation plus 2% or 3% a year, you'd have a curve but it would be very judgmental, there would be some plausibility to it, but who knows and no one else is making a market in this. If you're Enron and you've staked a huge amount of money, for example on this one trade, how do they decide how much money they've made in a given year? Well the answer is they use their own curves, and if they want to make more money they just change the assumptions. Who's to say they're wrong? No one, and that was what was happening.
You have one off assets, risk positions, which were nearly impossible to value, where the ability to recognize income could be affected with the stroke of a pen. If you're able to recognize income pretty much any way you want, perversely your view of the risk of that type of asset--it'll slowly start creeping into your mind that it's a low risk asset because it always has this wonderful profitability that never seems to go down, never problematic. Now normally you would expect external auditors to question these assumptions, but Arthur Andersen was making $50 million bucks a year off of Enron; are they going to question anything? No. They could basically create income any time they want. The problem, though, is you end up having increasing divergence between the income you're creating and cash, real cash flow, and you're having increasing divergence between what I might call the intrinsic risk of an asset category and the risk that you perceive based upon your own manipulative control over recognition of profits.
That becomes the source of Enron's own downfall is that they--right at the start of each transaction they were manipulating the numbers. It wasn't a top down type of adjustment like Worldcom, where basically all the people at the subsidiary level were doing honest things, and then at the top they started monkeying with the results. At Enron every single transaction was gamed to figure out how it could create income, maximize income, short term income, but once you start doing that it starts becoming harder, and harder, and harder to figure out, well, where should I be investing my money? Where should I be placing my--how should I be adjusting my risk portfolio? How much debt should I take on? Because no one has any idea what the risk is, and no one has any idea what the profitability is. That sounds crazy but that's what it was.
One of the things--so you have on the asset side of the business where you're actually taking risks on behalf of the firm and working with outsiders and making money that way, that was all screwed up. They had another problem. We have basically--every public company has to provide annually something called a balance sheet, and an income statement. The balance sheet is supposed to represent the market value, but in general terms, the market value of what you own and the obligations you have to outsiders, which offset some of those assets and give you a net result, which is what the stockholders really have in the firm. You might have a $1,000 worth of assets, you might have debt, long-term debt, and it could be a mortgage to someone of $500. You subtract that and you get stockholder's equity because stockholders own the residual when a firm is liquidated of $500, so assets always by definition equal the sum of debt--of liabilities and stockholder's equity.
You may say well--if you're Enron--well, I don't want to show all that debt. What you can do, and I think the techniques would take too long today--I mean I wasn't set up to go through the techniques. I can if people really want, but it would have to be another day. Basically the accounting rules, like the Internal Revenue Code, have this series of precise procedures, criteria tests for determining how accounting will work. The problem with that is that if you are really smart you can figure out how to end up with the economic equivalent of a given treatment but have it appear just the way you want in the account. Right here, I could take this debt and I could move it and associated assets $500 out of each column and I end up with $500 of assets and $500 of stockholder's equity; smaller firm, to be sure, but no debt. There are techniques which exploit loopholes, so that something that is in economic terms a debt suddenly disappears, or that if I want to be able to sell assets to myself I can create an alter ego, something that looks a little bit like an independent company but isn't. I can recognize gain on the sale even though I'm really selling it to myself, and that's because the loopholes in the accounting allow you to achieve form over substance. To break the code though you have to have a complacent auditor, and in the case of Arthur Andersen, over half of their services weren't even auditing services, they were consulting services, so they were completely bought off. You also have to have--
Professor Douglas W. Rae: Can you rub that point in a little more.
Jim Alexander: Well--
Professor Douglas W. Rae: Make sure they don't miss that.
Jim Alexander: Okay, so the way the system worked when I started in finance, you had people of high reputation who were the--you might call them sort of the trust gatekeepers. They would have included major accounting firm, high quality law firm, and a high quality board of directors. The problem is that very often the reality of the--put it another way--the perception of reputation, and trust, and quality lags the reality. In other words, if you want to make a lot of money in a short period of time, you take a firm that has existing good reputation, and you use that reputation to be able to generate high profits in the short-term. The way you do that is you say, Arthur Anderson, well the high quality firm, so I don't have to worry about funny stuff in the accounting. I don't have to worry if I'm a reader of those financial statements, an investor, I don't have to worry about whether they're basically disguising debt or whether they're basically creating their own earnings out of thin air, because Arthur Andersen is a high quality firm.
Generations of people could have built up the reputation of the firm, but maintaining a reputation, like maintaining a building, requires a lot of ongoing investment. And if you really want to get a lot of cash flow in a short period of time, you just let it start to disintegrate, but people won't notice what's really going on for a long period of time, and while you're fooling them, you if you're Arthur Andersen, and Enron, one of their clients, can make a lot of money. Because this is easy money. This is easy, because basically you don't have to create value, you merely have to engage in an exchange with another member of the capitalist society who thinks they're informed, but isn't. That's--I mean when we think about how capitalism creates value, to my way of thinking, its part--it's a series of informed and voluntary exchanges. What does it mean to be informed? One of the problems with capitalism as it exists and not as I read some of these crazy economists, is--almost no one is true rational economic man. There are probably a few geniuses that are, but most people don't have the time, don't have the intellect, or don't have the cynicism to understand what they're up against. So they say, well, a good firm I don't have to worry about it.
Well the answer is you do have to worry about it. That's why, in my view, this all came a cropper in the last ten or twenty years, is that the self imposed restrictions which limited short-term self interest kept the whole system stable for many decades. Once people started to say, "Well I don't have to worry about ethics, I mean that's--I just have to worry about being rational and realizing my own goals," well the answer at that point is the whole system starts to go, and this is a perfect example because these are people, the people who engaged in this sort of deception, did not have any ethics and would actually view ethics as laughable. That's really important to realize what people are up against and that is--their view is if they're creating economic efficiency even though they lost sight of that too, who cares about ethics? Ethics is another constraint of the little man.
Professor Douglas W. Rae: Let's just make sure you link this to off balance sheet accounts. Did you see the connection there?
Jim Alexander: The techniques are--they're intricate. I was going to bring a piece of paper and have it xeroxed but it's a diagram of a transaction among eight different entities involving probably 1,500 pages of documents. To be able to exploit every loophole possible to create an alter ego entity which you control, but what looks independent enough to be able to shuffle off maybe a billion dollars worth of debt, a billion dollars worth of assets. I didn't--it's one of these things where here's the problem: in modern finance one of the tools of the trade is obfuscation. The transactions are meant to be mind bogglingly complex so lesser people, lesser intellects who rely on reputation to simplify their lives will fall for it. They'll say, "I don't understand this stuff, but I know that guy on the board, now he's a quality guy." The problem then is, well, how do you know? "Well I've asked Joe, Joe says he's a quality guy." Well how does he know? How can you ultimately investigate all these things? Well the answer is, you don't have the time, and you may not have the intellect, and you certainly don't have the money to be able to hire people to do.
That's how you can start to game this whole system because there are a lot of people who expect that the old rules of reputation and quality, which were developed after the 1929 crash as part of an overall change in our system, still prevailed. They didn't, because basically everyone started being lulled into this strange sort of idea that markets are perfect, and rational people will always come up with the most economically beneficial solution. I agree with that, if, in fact, there are some limits, because the fact is, when I think of capitalism creating value, I think of it getting around constraints. What types of constraints? The constraints are physical constraints, or maybe legal constraints where the law really is sort of a dead letter or a bad idea. Like creating the wheel, you have a--getting around some of the constraints of gravity, or creating writing, getting around other constraints. I mean those are--those in my way of thinking are very beneficial ways of solving--of problem solving. The other constraints that people have started to view as just a minor problem for lesser people, are ethical constraints.
Professor Douglas W. Rae: So there's an intersection between sheer complexity and ethical relaxation? A year ago when things got really ugly, Steve Schwartzman put together a little roundtable which I attended in New York, and Nancy Peretsman made the most interesting point, which is the one you just made, that if there are asset categories which are so intricate that nobody has really worked through, nobody has really worked through all the mechanics of the thing in a way that allows them to understand the impact of all the variables of the system, then the--all the sort of market mechanisms which enforce a degree of rationality are disconnected from the instrument.
Jim Alexander: Yes, I agree that if there's--if you had accountants and boards of directors who, in effect, did not give traders the benefit of the doubt, it probably would be okay. But the fact is most people will give the benefit of the doubt to people they view as smarter, and that is--that's the road to extinction.
Professor Douglas W. Rae: Right, that is the road to extinction. Let's talk about the road to Houston. You--the book, Smartest Guys in the Room, where you are referred to, at one point, as the fly in the ointment from Enron's point of view. The most conspicuous characters there are Lay, Skilling, and Fastow. Tell us a little bit about those guys.
Jim Alexander: Well Lay was someone who always operated from 30,000 feet, a big picture guy, super--all about strategy, never got into the operating details, never really wanted to know anything. If you produced consistent results, there were absolutely no questions asked. He didn't want to know.
Professor Douglas W. Rae: Decent guy in your impression?
Jim Alexander: He was at least as nice as most people I met, yeah.
Professor Douglas W. Rae: How do nice and decent connect in your mind?
Jim Alexander: Not at all but--
Professor Douglas W. Rae: Okay so he was--
Jim Alexander: --decent, decent I mean that's--interpersonally he was not abrasive that's one way.
Professor Douglas W. Rae: Okay.
Jim Alexander: Skilling was the genius, true genius who spanned a huge range of intellectual expertises. There are a lot of people in life who can only look at the details, but are very good at details; and there are other people who seem only to be able to grasp the big picture, but then cannot convert it into actual specifics of action. Skilling was able to move seamlessly from the most detailed aspects of each transaction to the broadest reach of corporate vision in a way I've never seen before. He was very, very skilled.
Professor Douglas W. Rae: So he was, quite literally, the smartest guy in the room?
Jim Alexander: Yes, I think he was.
Professor Douglas W. Rae: As for Fastow?
Jim Alexander: Arthur Andersen has been killed off, so one cannot--one can without legal risk say whatever you want about Arthur Andersen. There are others that--there's another party that I'll leave it as the elephant in the room, that helped Fastow. Let's just say that the professionals who should have been showing some small degree of allegiance to the shareholders instead helped Fastow concoct all these gnarly schemes, because he himself was completely unable to do so. He was just someone who was a--like Rosencrantz and Guildenstern, one of the indifferent children of the earth.
Professor Douglas W. Rae: He was not a peer of Skilling's?
Jim Alexander: No, he was a joke. He was a joke. He was a foil. All he was--he was--you had to have somebody that was basically in there in addition to the professionals from the outside, and he was there but he didn't do anything.
Professor Douglas W. Rae: Fastow gets positioned on both sides of many transactions, was his story. And they talked their way through the obvious conflict of interest by claiming his special expertise justifies the role.
Jim Alexander: They were able to get deals done much more quickly because he knows the assets so well.
Professor Douglas W. Rae: Now--
Jim Alexander: So they waived the corporate conflict of interest policy in his case.
Professor Douglas W. Rae: Now if Skilling and Lay had been able to program you entirely as they wished would your role have been analogous to Fastow's role?
Jim Alexander: Sure, sure, sure. Skilling asked me to--in effect to be Fastow when I started at EPP, and I just said, "No I was hired to be CFO of EPP and that's all I'm going to do."
Professor Douglas W. Rae: Okay, so let's talk about the early days when you're in the role of CFO at EPP. How does the--what's it like when you get up in the morning and go to work, and the phone rings and you're off to the day's adventure.
Jim Alexander: Well, all right, so EPP was 51% owned by Enron, 49% by the public. The--while I was the CFO and then later President of EPP, the CEO and Chairman of the Board was Rod Gray who was an executive at Enron; the parent is where he made most of his money from the parent. What would happen is that Rod would come up with some new scheme for Enron to be able to dump some expenses on the minority--on EPP, but really I wasn't concerned about Enron, I was concerned about the minority shareholders. Minority shareholders, which was not theirs to pay in my view, and maybe once a week he would come up with some new scheme and maybe over the first six months it probably totaled $50 or $75 million dollars worth of schemes that we just had to keep shooting down. Of course once he did that, every time Enron wanted to sell us a project, the process being so tainted, we had to trade very hard because in effect I was trading with my own boss.
Professor Douglas W. Rae: What risks did you feel yourself exposed too in that situation?
Jim Alexander: Well I didn't worry about legal risks because I was doing the right thing. I just assumed I had no career, I was going to have no career. But on the other hand, it was a little company, and I had helped father this little company that Enron was trying to tear apart, and so I would be goddamned if they were going to get away with it until they finally announced they were taking away my accounting staff, and than they were going to bill me for the cost but have them report to Skilling's group and that's--
Professor Douglas W. Rae: That's a convenient--
Jim Alexander: That was very convenient. At that point the general counsel, the controller and I all resigned. By the way, the only disclosure of a resignation was mine. They never disclosed the fact that general counsel resigned or the controller resigned. The person who replaced me ultimately indicted--I'm not sure whether she was sent to jail, indicted, paid a big fine, and I think turned state's evidence.
Professor Douglas W. Rae: There was one more sentencing to prison this very week.
Jim Alexander: I saw that. Yeah I know I thought it was all over.
Professor Douglas W. Rae: Now Spinnaker Exploration was the next chapter for you, am I right?
Jim Alexander: Yeah, I helped start Spinnaker the year after I got fired--or actually that--my position is I was fired, their position is I quit at Enron. It was a--just as Enron was based on making money off of false information, Spinnaker was an attempt to make money off of good information. It's completely different ways of playing information.
Professor Douglas W. Rae: Give us the capsule of the business model for Spinnaker.
Jim Alexander: It was a--it was engaged in exploration for oil, mostly gas in the Gulf of Mexico, with the basic strategic point of view that most independent oil and gas companies, whether through the overconfidence of their CEOs or macho man mentality, systematically undervalue information, and would rather drill ten dry holes than spend 10% of the money buying a good data set. So we got the best data we could, seismic data which allows you probable inferences about the structures underneath the earth and sometimes some direct insight into whether gas is around. Anyway, we bought a lot of seismic data, spent a lot of time with processing, spent a lot of time making sure we had the best exploration group we could find, and went into business on that basis.
Consistent with our view that information is key, not only do we try to get the best external information, but we also made sure that internally there was a free flow of information so that, for example, every Monday we had a meeting with all the employees where everything was up for discussion. There were no questions barred and all the answers were candid on the basis that it doesn't do any good to have great external information if the internal flows are not good, and the internal flows won't be good unless you truly care about what employees think.
Professor Douglas W. Rae: Spinnaker was actually--was and is a quite spectacular success.
Jim Alexander: Well it was bought by Norsk Hydro a couple of years ago but it was a multibillion dollar company certainly when it was bought, and it was started in a $50 million dollar venture capital deal at the start.
Professor Douglas W. Rae: Spinnaker, I've heard you say, that Spinnaker was the inverse of every decision rule common to Enron.
Jim Alexander: Whenever we weren't sure what to do, we thought what would Enron do, we did the reverse.
Professor Douglas W. Rae: Well that's--let's finish we've got about 90 seconds. Let's finish with--Jim is a scholar of the Old Testament at the Yale Divinity School.
Jim Alexander: Scholar is a little strong--student.
Professor Douglas W. Rae: I don't know many people who have read as many sources on arcane aspects of the Old Testament as you. I think you're pretty serious.
Jim Alexander: I like esoterica of all types. That's why I was in project finance.
Professor Douglas W. Rae: Give us--are we all--is American capitalism in a state of advanced moral and ethical decay or--
Jim Alexander: Not necessarily. If people can grasp the requirements, the need for ethics just to keep the system going. If people don't come to grips with that I think it's just going to get worse and worse.
Professor Douglas W. Rae: There's a big point there. Think now back to Smith's invisible hand, and to Hayek and the creative powers of a free society. All of that thinking has built into it at the very most basic level, an assumption about truth telling and access to broadly correct information. And every single tenant of the tradition which runs from Adam Smith through modern economics is founded on that. And for Smith the ethical side was explicit with a theory of moral sentiment. The way economics is taught, and the way business management is taught, the emphasis on an ethical commitment to prove has been somewhat submerged. It doesn't have the simple status for us intellectually that it did for Smith's generation. I think that's a fair statement. Jim this has been, as it always is, very illuminating, and even inspiring. Thank you very much. I got to watch out for my job if you get good at the blackboards