Arthur Andersen (A) - Tuck School of Business - Dartmouth College
Arthur Andersen (A) - Tuck School of Business - Dartmouth College
Arthur Andersen (A) - Tuck School of Business - Dartmouth College
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<strong>Arthur</strong> <strong>Andersen</strong> (A)<br />
“Nothing…is duller than accounting––until someone is defrauded. And<br />
after every modern financial disaster… investors have tended to ask the<br />
same question: where were the auditors?” 1<br />
no. 1-0032<br />
Joseph Berardino, CEO <strong>of</strong> <strong>Arthur</strong> <strong>Andersen</strong>, slept peacefully in a hotel room in Tokyo on<br />
November 28 th , 2001 when he was suddenly awakened by a phone call from one <strong>of</strong> his<br />
colleagues in New York City. “The Justice Department is thinking <strong>of</strong> indicting <strong>Andersen</strong>,<br />
Joe,” said one <strong>of</strong> his partners. Berardino was instantly awake.<br />
Berardino had remained upbeat about the future <strong>of</strong> <strong>Andersen</strong> since he became that<br />
company’s CEO six months earlier. He had written an essay for the company newsletter a<br />
year earlier describing the business world as entering “. . . terrific times. Exciting times for<br />
our clients and our people. 2 ” But an indictment from the SEC could ruin his accounting firm<br />
and end the “terrific times” that he’d predicted for <strong>Andersen</strong> a only a few months before.<br />
At the end <strong>of</strong> 2001, <strong>Andersen</strong> faced criticism for its botched audits <strong>of</strong> Enron Corporation, a<br />
failed energy-trading firm, and for destroying documents related to the audits. Already<br />
Enron’s woes had made front-page headlines for weeks. “This is going to be a whole new<br />
ballgame,” thought Berardino 3 . If the SEC announced that it would subpoena <strong>Andersen</strong>’s<br />
files, the story would appear in the nation’s major newspapers the next day. Clearly,<br />
<strong>Andersen</strong> would have to make some sort <strong>of</strong> announcement about the investigation. He<br />
picked up the phone to call David Tabolt, chief spokesman for <strong>Andersen</strong>, to discuss<br />
communication options, especially with the media. “David, it’s Joe, how should we respond<br />
to questions about this problem?” 4 .<br />
1 Mayer, Jane. “The Accountants’ War”. The New Yorker, April 22, 2002. Pg. 64.<br />
2 Schwartz, John and Jonathan Glater. “At <strong>Andersen</strong>’s Helm, A Winner <strong>of</strong> Battles Who Faces a War”. The New York Times. Jan<br />
14, 2002.<br />
3 Brown, Ken and John R. Wilke. “Berardino’s Hopes <strong>of</strong> Saving <strong>Andersen</strong> Were Dashed Following Indictment”. The Wall<br />
Street Journal. March 28, 2002.<br />
4 This case study is a fictionalized account based on actual events that occurred at <strong>Arthur</strong> <strong>Andersen</strong>, LLP.<br />
This case was written by Pr<strong>of</strong>essor Paul A. Argenti and Kimberley Tait D’01, with additional research by Abigail<br />
Nova D’01, based on an earlier case entitled “The Case <strong>of</strong> Missing Time”, developed by Northwestern University<br />
in 1971. All names and organizational designations have been disguised.<br />
© 2001 Trustees <strong>of</strong> <strong>Dartmouth</strong> <strong>College</strong>. All rights reserved. For permission to reprint, contact the <strong>Tuck</strong> <strong>School</strong> <strong>of</strong><br />
<strong>Business</strong> at 603-646-3176.
<strong>Arthur</strong> <strong>Andersen</strong> (A) no. 1-0032<br />
Founding <strong>of</strong> <strong>Arthur</strong> <strong>Andersen</strong><br />
<strong>Arthur</strong> <strong>Andersen</strong> and Clarence DeLany co-founded the accounting firm <strong>Andersen</strong>, DeLany,<br />
& Company in 1913. Soon afterwards, in 1918, DeLany left the company and the name<br />
changed to <strong>Arthur</strong> <strong>Andersen</strong> & Co. After DeLany’s departure, <strong>Arthur</strong> <strong>Andersen</strong> built his<br />
company as its sole leader over the next four decades.<br />
<strong>Andersen</strong> grew steadily throughout the Roaring Twenties, Great Depression, and both World<br />
Wars. The firm benefited from new government regulations that required more company<br />
filings and led to an increasingly complicated tax code for corporations. <strong>Andersen</strong><br />
continually sought out chances to increase its reach. In 1928, it began the financial<br />
investigations that would eventually become its consulting practice. In 1932, it became the<br />
bankruptcy trustee for Samuel Insull’s failed utility empire. <strong>Andersen</strong>’s branches spread to<br />
new locations throughout the United States, and after 1963 it would venture into foreign<br />
countries as well.<br />
When <strong>Arthur</strong> <strong>Andersen</strong> died in 1947, he left behind a modestly successful, well-established<br />
firm. He was replaced, after a brief bout <strong>of</strong> family infighting, by Leonard Spacek. Spacek<br />
quickly ended the arguments over <strong>Andersen</strong>’s successor that had put senior employees at<br />
odds with each other, and pulled the managers together to focus on a new era for <strong>Andersen</strong>,<br />
positioning the company to become one <strong>of</strong> the world’s leading accounting firms 5 . By the<br />
year 2001, the trademark <strong>Andersen</strong> would include a worldwide network <strong>of</strong> operations with<br />
annual revenues exceeding $9.3 billion (See Exhibit 1-1).<br />
Expanding Services at <strong>Arthur</strong> <strong>Andersen</strong>: 1950-2000<br />
In the nineteenth century, accounting included primarily bookkeeping responsibilities; over<br />
the course <strong>of</strong> the twentieth century, however, the accounting industry moved far beyond this<br />
original function. Work at <strong>Arthur</strong> <strong>Andersen</strong> eventually included services such as both<br />
internal and independent audits, tax process oversight, legal services, and human resource<br />
work.<br />
One <strong>of</strong> the most significant non-auditing functions that <strong>Andersen</strong> <strong>of</strong>fered its clients was<br />
consulting. This piece <strong>of</strong> the firm’s business began early in the company’s history and by<br />
1954, <strong>Andersen</strong> had developed a separate unit for its consulting business. <strong>Andersen</strong><br />
experienced internal conflicts between accounting and consulting from the time that these<br />
two branches split until the year 2000. Eventually, <strong>Andersen</strong> established <strong>Andersen</strong> World, a<br />
global corporation that provided an umbrella organization for both consulting and<br />
accounting, in the hope that a reorganized company structure could defuse some <strong>of</strong> the<br />
tension. But quarrels only intensified, especially as <strong>Andersen</strong> Accounting developed its own<br />
consulting division to serve those companies not covered under the <strong>Andersen</strong> Consulting<br />
unit.<br />
5 Hoover’s Online, “<strong>Andersen</strong> Overview”, 2001; Wartzman, Rick “After WW II, Founder’s Death Shook <strong>Arthur</strong> <strong>Andersen</strong><br />
Firm”, The Wall Street Journal, May 1, 2002.<br />
<strong>Tuck</strong> <strong>School</strong> <strong>of</strong> <strong>Business</strong> at <strong>Dartmouth</strong> 2
<strong>Arthur</strong> <strong>Andersen</strong> (A) no. 1-0032<br />
Power struggles continued between the different departments at <strong>Andersen</strong> into the 1990’s. In<br />
the 1990’s the problems <strong>of</strong> how to combine consulting and auditing work grew in scope as<br />
observers outside <strong>of</strong> <strong>Andersen</strong> raised questions about potential conflicts <strong>of</strong> interest at the<br />
“Big Five” accounting firms, all <strong>of</strong> which derived significant revenues from consulting<br />
services. A 2002 report in The Accounting Review, for example, calculated that throughout<br />
the 1990s pr<strong>of</strong>its from consulting at the Big Five auditors were three times those produced<br />
by auditing work 6 . The ratios <strong>of</strong> an individual executive’s annual income were <strong>of</strong>ten<br />
weighted even more heavily towards consulting. The resulting incentive structure produced<br />
rewards for those workers who brought in a high volume <strong>of</strong> consulting work, not those who<br />
performed their duties well as auditors. In the best case this system advanced the careers <strong>of</strong><br />
mediocre accountants. In the worst case, <strong>Andersen</strong> partners approved on poor auditing jobs<br />
when executives received high commissions from the consulting business generated by a<br />
company’s fraudulent financial transactions.<br />
Consulting was not the only relationship between auditors and their clients that came under<br />
scrutiny in the 1990s. Individual branches <strong>of</strong> <strong>Andersen</strong> each focused on a single large client.<br />
Critics accused these <strong>of</strong>fices <strong>of</strong> losing their neutrality through close associations with the<br />
companies they would audit. At Enron, for example, <strong>Andersen</strong> served not only as an external<br />
auditor, but the company’s internal auditor as well. This close connection led to a situation in<br />
which <strong>Andersen</strong> accountants, acting in their capacity as independent auditors, signed <strong>of</strong>f on<br />
their own internal accounting work. <strong>Andersen</strong> accountants were also <strong>of</strong>ten checking the<br />
work <strong>of</strong> past, or potential, employers. The “cross pollination” <strong>of</strong> employee pools between<br />
<strong>Andersen</strong>’s Houston <strong>of</strong>fice and Enron headquarters was an established practice. The<br />
President, Vice President, and Chief Account Officer positions were all held by former<br />
<strong>Andersen</strong> employees 7 .<br />
Although the SEC would later accuse <strong>Andersen</strong> partners <strong>of</strong> actively promoting their own<br />
interest over their accounting duties in the new business climate, a large part <strong>of</strong> the changes<br />
seen in the accounting industry were simply responses to changes in business. During a<br />
period <strong>of</strong> incredible economic growth in the 1990s, new forms <strong>of</strong> assets and liabilities<br />
emerged, firms entered into joint-venture agreements, and engaged in a variety <strong>of</strong> business<br />
transactions across different markets. The public could now invest in “innovative”<br />
companies that had expanded beyond a focus on one or two fields to trade in multiple fields,<br />
many <strong>of</strong> which had little connection to each other. Enron, once a gas pipeline company, was<br />
considered a visionary leader in this new environment. The corporation placed a premium on<br />
novel ideas, investing in everything from broadband to pulp, and leveraging a large amount<br />
<strong>of</strong> debt to fund these projects. With the high volume <strong>of</strong> money changing hands in the bull<br />
markets, opportunities arose for some executives to divert funds for their personal use. These<br />
new strategies were unprecedented in the accounting world, and so auditors, like <strong>Andersen</strong>,<br />
had to discover new ways to monitor business effectively. Sometimes they did not succeed.<br />
6 Mayer, Jane. “The Accountants’ War”. The New Yorker, April 22, 2002.<br />
7 Ibid<br />
<strong>Tuck</strong> <strong>School</strong> <strong>of</strong> <strong>Business</strong> at <strong>Dartmouth</strong> 3
<strong>Arthur</strong> <strong>Andersen</strong> (A) no. 1-0032<br />
Setbacks at <strong>Andersen</strong> 1996-2000<br />
Not all transactions went smoothly as both the business community and auditing firms<br />
generated new functions that did not fit easily into the regulatory framework devised by the<br />
government in the 1930s. The SEC had begun to adapt, but only slowly, and during the<br />
process <strong>of</strong> changing federal oversight, the Big Five accounting firms entered into more and<br />
more political battles. <strong>Andersen</strong> found itself at odds with government regulators and<br />
eventually it came under investigation for several improper auditing jobs.<br />
Two major scandals broke at <strong>Andersen</strong> during the 1996-2001 period: Waste Management<br />
Systems and Sunbeam. Of these, Waste Management proved the most damaging. In 1998,<br />
Waste Management, an <strong>Andersen</strong> client for several decades, restated its earnings to show an<br />
overestimate <strong>of</strong> $1.4 billion over a four-year period. This was the largest restatement in<br />
American history (Enron would later reveal a $600 million error—less than half <strong>of</strong> Waste<br />
Management’s inflation). The SEC investigation into this incident turned up several<br />
incriminating documents at <strong>Andersen</strong> <strong>of</strong>fices. After this investigation, <strong>Andersen</strong> instituted its<br />
document retention policy that would lead to the shredding <strong>of</strong> Enron documents three years<br />
later.<br />
Sunbeam also misstated its earnings for years when that company was an <strong>Andersen</strong> client,<br />
though not to the same degree as Waste Management. In both cases, <strong>Andersen</strong> paid fines that<br />
reached hundreds <strong>of</strong> millions <strong>of</strong> dollars, but managed to escape without any <strong>of</strong>ficial<br />
recognition <strong>of</strong> wrongdoing 8 .<br />
Another blow to <strong>Andersen</strong> Accounting came in August <strong>of</strong> 2000, when a lengthy arbitration<br />
process ended in the formal separation <strong>of</strong> its consulting unit to become its own, unaffiliated<br />
company. The disputes between the consulting and auditing branches <strong>of</strong> <strong>Andersen</strong> reached<br />
back almost half a century. Directly following its legal split from <strong>Andersen</strong>, the consulting<br />
firm renamed itself Accenture and launched a massive campaign to reinvent its image,<br />
purging itself <strong>of</strong> any remaining ties with <strong>Andersen</strong> by emphasizing its historically separate<br />
nature (the Accenture website credits the company’s beginnings to a plan to install a<br />
computer in General Electric in 1953 without any mention <strong>of</strong> accountants). Now Accenture<br />
is a publicly owned company that specializes in fast-paced development <strong>of</strong> innovative<br />
technology solutions for its global clients 9 .<br />
Even with its setbacks at the end <strong>of</strong> the 1990’s, <strong>Andersen</strong> did not lose its place as a major<br />
accounting firm. The company had 1,500 senior partners and retained 85,000 employees in<br />
84 different countries at the start <strong>of</strong> 2000. At this time, hoping to prepare the company to<br />
handle any future crises, management brought in a new CEO: Joseph Berardino.<br />
8 Eichenwald, Kurt. “<strong>Andersen</strong> Misread Depths <strong>of</strong> the Government’s Anger”. The New York Times. March 18, 2002. A-1.<br />
9 Accenture company website: http://www.accenture.com (Accessed 7/30/2002).<br />
<strong>Tuck</strong> <strong>School</strong> <strong>of</strong> <strong>Business</strong> at <strong>Dartmouth</strong> 4
<strong>Arthur</strong> <strong>Andersen</strong> (A) no. 1-0032<br />
Berardino Heads <strong>Andersen</strong><br />
Joseph Berardino was billed as a crisis manager who could “take <strong>Andersen</strong> back to its<br />
roots”, helping the company recover from its recent accounting scandals, along with healing<br />
the rift created by the contentious divorce with <strong>Andersen</strong> Consulting. Berardino had a solid<br />
accounting background. He took pride in his skills as an auditor and had been a dedicated<br />
employee at <strong>Arthur</strong> <strong>Andersen</strong> since he graduated from Fairfield University in 1972. Senior<br />
executives greeted him as a “buck stops here” type <strong>of</strong> CEO who could clean up the dubious<br />
bookkeeping that had gotten the company in trouble before 10 .<br />
Unfortunately for Berardino, most <strong>of</strong> the errors that would lead to <strong>Andersen</strong>’s unraveling<br />
were in place long before he took his place as CEO in January <strong>of</strong> 2001. For example,<br />
although he did consolidate top management into a council <strong>of</strong> 5 (down from 17) to chart a<br />
decisive course for the company, the partners who dealt with the hundred top clients had<br />
already established a high level <strong>of</strong> autonomy in their branches. David Duncan had abused<br />
this authority when his Houston <strong>of</strong>fice approved fraudulent Enron accounts. The inflated<br />
earnings in Enron reports that would prompt the SEC investigation had been recorded during<br />
the five years prior to Berardino’s promotion. It was too late for him to undo these mistakes;<br />
he could only mitigate their repercussions.<br />
Many <strong>of</strong> the problems <strong>Andersen</strong> faced were not unique to that company. In truth, for<br />
Berardino to truly return to accounting its “roots”, to the way it had been before the 1990s,<br />
he would have had to change an entire industry, not just one firm. Every auditor had to<br />
evaluate a new range <strong>of</strong> business activities engaged in by corporations who no longer<br />
conformed to traditional financial practices. The other Big Five accounting firms also all<br />
combined consulting and auditing work. The Big Five accountants shared so many concerns,<br />
in fact, that they had banded together into a single lobbying group to challenge Congress on<br />
unwanted regulatory changes and donate large sums to political campaigns sympathetic to<br />
their cause.<br />
Berardino himself had earned his reputation in the accounting world for his confrontations<br />
with then- chairman <strong>of</strong> the SEC <strong>Arthur</strong> Levitt. Berardino challenged Levitt directly when<br />
the chairman moved to block <strong>Andersen</strong>’s attempts to rejuvenate its consulting activities<br />
following the 2000 Accenture split. Like many in the accounting industry, Berardino argued<br />
that consulting work enhanced auditing by giving employees a firsthand knowledge <strong>of</strong> the<br />
industry that they monitored. Berardino understood that auditors were no longer just auditors<br />
and he saw no need to challenge what had become standard practice.<br />
10 Schwartz, John and Jonathan Glater. “At <strong>Andersen</strong>’s Helm, A Winner <strong>of</strong> Battles Who Faces a War”. The New York Times.<br />
Jan 14, 2002.<br />
Brown, Ken. “Berardino, Picked to Lead Audit Firm Back to its Roots, Faces Bigger Task.” The Wall Street Journal. January<br />
14, 2002.<br />
<strong>Tuck</strong> <strong>School</strong> <strong>of</strong> <strong>Business</strong> at <strong>Dartmouth</strong> 5
<strong>Arthur</strong> <strong>Andersen</strong> (A) no. 1-0032<br />
By 2001, the accounting industry bore little resemblance to 1913’s art <strong>of</strong> bookkeeping.<br />
Auditors faced unprecedented pressure. They monitored businesses that did not fit into<br />
established categories. And as technology evolved and information became quickly<br />
accessible and transmittable, accountants had greater capacity to add new services to their<br />
work, including consulting duties. The potential existed for a reshuffling <strong>of</strong> auditing practice<br />
not only at <strong>Andersen</strong>, but across every firm in the industry. When sweeping change did<br />
occur, it occurred with <strong>Arthur</strong> <strong>Andersen</strong> in the media spotlight as a symbol <strong>of</strong> the failures <strong>of</strong><br />
the accounting industry.<br />
<strong>Arthur</strong> <strong>Andersen</strong> in the Public Eye<br />
Prior to 2001, most Americans paid little attention to the role <strong>of</strong> the “Big Five” auditors in<br />
the business world. The new business environment <strong>of</strong> increasingly close auditor-client ties<br />
had led to concerns within the industry. Lobbyists for the major accounting firms had<br />
established a place for themselves on Capitol Hill, while executives within the firms<br />
themselves struggled with questions <strong>of</strong> proper oversight and possible conflicts <strong>of</strong> interest.<br />
The general public, however, remained mostly disengaged from this debate.<br />
<strong>Arthur</strong> <strong>Andersen</strong> always had an indirect responsibility to the public. In its capacity as an<br />
independent auditor, <strong>Andersen</strong> oversaw business transactions and bookkeeping, and verified<br />
the pr<strong>of</strong>its that each company posted so that potential investors could base their investment<br />
decisions on credible information. At the same time, however, it was the large corporate<br />
clients that generated pr<strong>of</strong>its for <strong>Andersen</strong> and so it was these clients with whom top<br />
executives cultivated good relations, to the exclusion <strong>of</strong> relationships with other key<br />
constituencies.<br />
When Enron <strong>of</strong>ficials pointed their fingers at the fraudulent bookkeeping behind their<br />
company’s bankruptcy in 2001, the public began to ask how the $600 million error could<br />
have occurred. As the investigation into Enron’s business practices progressed, the media<br />
and the public both became increasingly critical <strong>of</strong> <strong>Arthur</strong> <strong>Andersen</strong>, which had consistently<br />
turned a blind eye to questionable financial transactions. <strong>Andersen</strong> had faced accounting<br />
scandals before but none <strong>of</strong> these had Enron’s potency. The auditing firm could not escape<br />
public censure in the aftermath <strong>of</strong> the energy giant’s demise.<br />
The American public, fueled by images <strong>of</strong> loyal Enron workers left with no work, no<br />
pension, and worthless stock options, immediately condemned Enron executives as<br />
criminals. Furthermore, they saw <strong>Arthur</strong> <strong>Andersen</strong> as directly implicated in these executives’<br />
criminal activities. To many, <strong>Andersen</strong> would become synonymous with Enron’s failure.<br />
Whether or not <strong>Andersen</strong> was unique in its relations with its clients, its Enron association<br />
became the symbol <strong>of</strong> a corporate world in which unscrupulous top executives could use<br />
sophisticated financial manipulations for personal pr<strong>of</strong>it at the expense <strong>of</strong> their companies.<br />
In the wake <strong>of</strong> Enron, the auditing firm that had devoted so much <strong>of</strong> its time and attention to<br />
courting its top corporate clients would have to answer to a new constituency-- the American<br />
public. Many <strong>of</strong> <strong>Andersen</strong>’s new critics had no prior knowledge <strong>of</strong> the accounting business;<br />
<strong>Tuck</strong> <strong>School</strong> <strong>of</strong> <strong>Business</strong> at <strong>Dartmouth</strong> 6
<strong>Arthur</strong> <strong>Andersen</strong> (A) no. 1-0032<br />
they had never previously questioned who audited the books <strong>of</strong> the companies on which they<br />
relied for services, employment, or returns on their investments. Instead, the average citizen<br />
relied on a regulatory structure in place at the SEC to protect against fraudulent bookkeeping<br />
practices. This infrastructure had failed them. Worse, many Americans believed that the<br />
private auditors charged with enforcing accounting standards had joined forces with the very<br />
companies who were abusing these standards. To these critics, <strong>Andersen</strong> executives had<br />
committed a double betrayal, both collecting illegal pr<strong>of</strong>its and neglecting their duties as<br />
watchdogs.<br />
<strong>Andersen</strong> was not alone in questionable auditor/ client relations; the accounting industry as a<br />
whole had undergone substantial changes through the 1990’s. <strong>Andersen</strong> was alone, however,<br />
in its link to the Enron debacle and in bearing the brunt <strong>of</strong> Americans’ outrage over what had<br />
happened. The investors to whom <strong>Andersen</strong>’s corporate clients responded would soon<br />
demand stricter inspection <strong>of</strong> accounting procedures. Some would ask for a separation from<br />
<strong>Andersen</strong>. For the first time, a major auditing firm’s reputation with the American public<br />
would have a direct impact on the future <strong>of</strong> the company. And <strong>Andersen</strong>, by November <strong>of</strong><br />
2001 was ill-prepared to handle this new constituency.<br />
The Enron Collapse<br />
Through the 1990s, Enron enjoyed a very close relationship with the <strong>Andersen</strong> partners that<br />
it hired as accountants. This relationship included the “cross pollination” <strong>of</strong> employee pools,<br />
both internal and external audits performed by <strong>Andersen</strong>, and a large volume <strong>of</strong> consulting<br />
work done by <strong>Andersen</strong> accountants as well. David Duncan was head <strong>of</strong> <strong>Andersen</strong>’s<br />
Houston <strong>of</strong>fice. He directly oversaw the auditing <strong>of</strong> Enron’s accounts and exercised<br />
significant power in determining the relationship between <strong>Andersen</strong> and Enron. Duncan had<br />
personal ties to both Houston, as a graduate and active alumnus <strong>of</strong> Texas A & M, and Enron,<br />
where he regularly joined in company sponsored events and even shared <strong>of</strong>fice space at<br />
Enron headquarters 11 .<br />
Duncan’s personal autonomy in handling the Enron portfolio extended beyond the Houston<br />
<strong>of</strong>fice to an ability to overrule those governance committees that <strong>Andersen</strong> headquarters had<br />
established to ensure proper accounting procedure. Duncan could even remove committee<br />
members from ruling on Houston <strong>of</strong>fice work. He acted on this power when, in December <strong>of</strong><br />
1999, Carl Bass voiced concerns over bookkeeping at Enron. Bass was a member <strong>of</strong><br />
<strong>Andersen</strong>’s Pr<strong>of</strong>essional Standards Group (PSG), a committee <strong>of</strong> expert auditors charged<br />
with reviewing particularly complicated accounts. Duncan had dismissed PSG objections on<br />
four separate occasions prior to 1999. In that December, Bass detected improper records for<br />
a sale <strong>of</strong> options by a special purpose enterprise owned by an <strong>of</strong>ficer at Enron. Although the<br />
sale eventually went through as originally recorded, Bass would not drop his complaint over<br />
11 Herrick, Thaddeus. “Were Enron, <strong>Andersen</strong> Too Close?”. The Wall Street Journal. January 21, 2002.<br />
<strong>Tuck</strong> <strong>School</strong> <strong>of</strong> <strong>Business</strong> at <strong>Dartmouth</strong> 7
<strong>Arthur</strong> <strong>Andersen</strong> (A) no. 1-0032<br />
the transaction. Over a period <strong>of</strong> several years Duncan, on Enron’s behalf, petitioned to have<br />
Bass removed from the case. Bass was eventually removed from the PSG 12 .<br />
After the complaint about Bass, in February <strong>of</strong> 2001, executives at <strong>Andersen</strong> once again<br />
expressed serious reservations about Enron as a client. And once again the Houston <strong>of</strong>fice<br />
persuaded top <strong>of</strong>ficials not to terminate the contract. By this time the errors that would lead<br />
to Enron’s bankruptcy later that year had already accumulated. Congressional investigators<br />
would later find that Enron had used outside partnerships owned by Enron executives, like<br />
those uncovered in Bass’ review, to hide millions <strong>of</strong> dollars <strong>of</strong> debt.<br />
In spite <strong>of</strong> Duncan’s insistence on keeping the Enron account, <strong>Andersen</strong> headquarters still<br />
believed that something had gone wrong in the Houston bookkeeping. On October 12 th ,<br />
2001, ten days before the SEC announced its investigation <strong>of</strong> Enron, Nancy Temple sent out<br />
an e-mail that reminded employees <strong>of</strong> the company’s document retention policy. This policy<br />
had begun several years earlier after the Waste Management investigation, in which the SEC<br />
had uncovered wrongdoing at <strong>Andersen</strong> using evidence pulled from its Waste Management<br />
files. These incriminating files had resulted in a nearly $300 million fine for <strong>Andersen</strong>.<br />
Following Temple’s e-mail, in accordance with company policy, employees began to shred<br />
documents, including documents relating to the Enron case.<br />
On October 22 nd , 2001, the SEC publicly announced its probe into Enron’s financial<br />
transactions. The internal debates at <strong>Andersen</strong> over these transactions, debates which began<br />
in 1999 and continued up to the SEC announcement, indicate that the accounting firm knew<br />
that its own role in the energy company’s financial trouble might be called into question. If<br />
any doubt remained over whether Enron’s scandal would reach the auditors, Enron<br />
executives settled the matter on October 31st by convening a special committee to<br />
investigate <strong>Andersen</strong>’s accounting failures.<br />
In spite <strong>of</strong> <strong>Andersen</strong> headquarters’ early realization that their Houston <strong>of</strong>fice could come<br />
under attack for its treatment <strong>of</strong> the Enron accounts, almost everyone else at the company<br />
remained in the dark about the problem. Branches outside <strong>of</strong> Houston received little or no<br />
preparation for October’s crisis. In fact, employees at <strong>Arthur</strong> <strong>Andersen</strong> described their<br />
preparation as virtually non-existent. Doug DeRito, the Atlanta partner at <strong>Andersen</strong>, went so<br />
far as to request Berardino’s resignation. He was angered by the lack <strong>of</strong> any internal<br />
information flow and declared “My ability to survive financially [through Enron] is at stake,<br />
and I have zero details” 13 .<br />
On November 8 th , 2001, Enron restated its finances back to 1997, revealing a $586 million<br />
loss. The company’s stock plummeted, and the finger pointing began in earnest. Enron<br />
disavowed its books and blamed <strong>Andersen</strong>’s poor accounting standards for allowing millions<br />
<strong>of</strong> dollars worth <strong>of</strong> improper transactions to pass without anyone sounding an alarm. Enron<br />
12 McNamee, Mike. “Out <strong>of</strong> Control at <strong>Andersen</strong>”. Newsweek. April 8, 2002.<br />
13 Brown, Ken, Ianthe Jeanne Dugan, Cassell Bryan-Low. “Berardino’s Resignation Leaves <strong>Andersen</strong>’s Drama Unresolved”.<br />
The Wall Street Journal. March 27, 2002.<br />
<strong>Tuck</strong> <strong>School</strong> <strong>of</strong> <strong>Business</strong> at <strong>Dartmouth</strong> 8
<strong>Arthur</strong> <strong>Andersen</strong> (A) no. 1-0032<br />
had made many unwise business deals. Company <strong>of</strong>ficials insisted, though, that the error<br />
hadn’t been theirs alone, but their accountants’ as well.<br />
<strong>Arthur</strong> <strong>Andersen</strong> had worked hard over the last century to develop a positive reputation<br />
among corporate clients like Enron (See Exhibit 1-2). The firm served these clients not only<br />
through external auditing services, but consulting and internal auditing work as well and<br />
oversaw transactions <strong>of</strong> billions <strong>of</strong> dollars in the fast-paced financial world <strong>of</strong> the 1990’s.<br />
When companies that had hired <strong>Andersen</strong> as an accountant started to fail, however, the close<br />
auditor/ client relationships that first attracted clients to <strong>Andersen</strong> began to appear too close.<br />
Federal investigators would soon attempt to separate out acceptable company practices from<br />
compromising ones in the much-changed accounting world <strong>of</strong> 2001. And <strong>Arthur</strong> <strong>Andersen</strong><br />
would be at the center <strong>of</strong> this debate.<br />
Problems Facing <strong>Andersen</strong><br />
With the SEC about to announce that it would subpoena <strong>Andersen</strong>’s files regarding<br />
the Enron case the next day, Berardino knew that his firm was in danger and needed<br />
immediate help. <strong>Andersen</strong> was already on SEC “probation” for earlier accounting<br />
errors with Waste Management and Sunbeam. Partners at the firm had reason to<br />
believe that the SEC would investigate its operations even further when it examined<br />
<strong>Andersen</strong>’s role as an auditor at Enron. Not only would <strong>Andersen</strong> be under federal<br />
scrutiny, but the heavy media coverage <strong>of</strong> Enron had placed the accountants under<br />
public scrutiny as well. Berardino had never represented <strong>Andersen</strong> to such a broad<br />
audience before, and he had almost no foundation from which to build a new<br />
campaign now. It would be difficult to put together a corporate communication<br />
strategy given the firm’s limited effort in this area, but Berardino knew he had to do<br />
something now, or the firm might never recover.<br />
Case Questions<br />
1. How does the changing environment for business affect <strong>Arthur</strong> <strong>Andersen</strong>’s ability to<br />
communicate in this situation?<br />
2. Where is the firm most vulnerable, from a communications standpoint?<br />
3. Who needs to be involved in discussions about how to communicate in the face <strong>of</strong> the<br />
SEC investigation <strong>of</strong> <strong>Andersen</strong>?<br />
4. What role will Joe Berardino need to play in this situation?<br />
5. What advice would you give Mr. Berardino if you had received his call from<br />
Tokyo instead <strong>of</strong> David Talbot?<br />
<strong>Tuck</strong> <strong>School</strong> <strong>of</strong> <strong>Business</strong> at <strong>Dartmouth</strong> 9