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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

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