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There Must be a Pony in Here Somewhere

Alex Moskalyuk writes "It was supposed to be a deal of the millennium. When it was leaked to the media from the highest ranks of America Online, the journalists wanted a second source. It was just too incredible to believe, too likely to be a prank. AOL was merging with Time Warner with the terms of the deal making it more of a buyout than an equal merger. In truly Orwellian fashion, two corporations decided to treat one another as equals, although executives of newly formed AOLTW somehow always referred to the AOL part as "innovative" and thus leading into the future, while the TW was "old media" with that implies. Read on for Alex's review of a book about how that deal came to be, as well as its aftermath. There must be a pony in here somewhere author Kara Swisher pages 320 publisher Crown Business rating 6/10 reviewer Alex Moskalyuk ISBN 1400049636 summary The AOL Time Warner debacle and the quest for the digital future

Kara Swisher's There Must be a Pony in Here Somewhere is subtitled "The AOL Time Warner debacle and the quest for the digital future." Debacle is not an over-exaggeration, as the chapters of the book unveil personal, professional, corporate and political dramas happening during the so-called merger. A reporter for The Wall Street Journal, Swisher knows many AOL executives personally, and according to her stories, frequently engaged in lively conversations conducted where else but in AOL Instant Messenger, available on PCs of top management and board members as the preferred means of communication.

The title of the book takes roots from a famous joke, attributed to Ronald Reagan, where a hopeful boy is dealing with a large pile of manure. When asked why he is so insistent about digging the pile with such enthusiasm, the boy replies that with such a pile there "must be a pony in there somewhere." If you read the press lately and followed AOLTW's stock ride, you probably know that the pony wasn't quite there.

It's amazing how many optimistic forecasts and wide smiles were presented to the press and general public on the day of the merger and long after it. The word "synergy" could qualify for the most popular noun of the year, used by AOL executives almost in every sentence.

As Swisher writes on page 18, "Most people involved in the deal seem to be suffering from a peculiar amnesia now, so it's easy to forget that kind of hype and optimism. Today, almost everyone near to this toxic merger runs screaming from it in an attempt to avoid any culpability. The denials come fast and furious: Not me. I wasn't involved. I thought it was wrong from the very beginning. And - most of all - Steve Case is a big, fat loser. This was always more familiar territory for me, since that was exactly how most of the world regarded Case throughout his career. For most of it, he had always and forever been a loser."

Well, you can tell that the author is not sucking up to AOL's ex-CEO.

Swisher's book is extremely personal. Unless you've been involved in AOL or Time Warner personally, you are probably not aware of the company's management. At the time, when executives of Yahoo, eBay and other Silicon Valley startups weren't just visionaries, they were cool, AOL's top management was rather bland and plain. They weren't the cool guys, they were just managing some dial-up ISP in Dulles, VA that somehow took over the United States with its goofy icons, goofy commercials, goofy sounds and likewise membership. The author takes you through the personalities of top managers, talks about the AOL-TW off-standish behavior towards one another, questionable deal and threatening techniques used by David Colburn and AOL's Business Affairs department.

The book is easy to read and is full of interesting details. For example, the day when the deal was announced, there was another company discussing potential merger with AOL. But since everyone was involved on Time Warner deal that was supposed to be "huge," Meg Whitman and eBay crew got almost no attention from America Online, with executives constantly leaving the room and portraying an attention span of five-year-olds. Perhaps if some executives paid more attention to eBay and discuss potential buyout, the Internet would look different nowadays.

Otherwise, the book looks like a classic business study on how failures happen and what to avoid when you are faced with the task of running world's largest media outfit. It's an easy and pleasant read, informative as well as entertaining. Don't expect technical details from it in regards to AOL's operations, load balancing and nationwide dial-up network, since Swisher's main audience is business types and readers interested in details behind the "deal of the millennium". The first chapter of the book is available online on New York Times Web site.

You can read more of Alex's reviews of business and technology titles. You can purchase There Must be a Pony in Here Somewhere from bn.com. Slashdot welcomes readers' book reviews -- to see your own review here, carefully read the book review guidelines, then visit the submission page.

16 of 199 comments (clear)

  1. Why 6/10? by Anonymous Coward · · Score: 2, Insightful

    Just read through the review and I just thought I'd point out that this may be the first time I've seen a review here get a rating below 7. And was the reason it wasn't given a higher rating because it wasn't quite what the reviewer expected? I thought of that after reading: "Don't expect technical details from it in regards to AOL's operations"

  2. In the words of Bart Simpson by Anonymous Coward · · Score: 0, Insightful

    "Bubbles can burst!?!?"

  3. Worst Merger Ever by Ars-Fartsica · · Score: 4, Insightful
    That is all that can be said of the AOL/TW debacle, the worst merger in history.

    You have to hand it to Steve Case though - how we managed to convince the world's most powerful and valuable media empire to sell its soul for a dialup ISP with a proprietary service is truly one of the great feats of negotiation in business history. AOL would be trading for $2 now if not for Case convincing Levin to impale TW shareholders.

  4. Not cool guys? by Neil+Blender · · Score: 4, Insightful

    Most of the dotcoms managed by 'cool guys' failed. There was far too much emphasis on 'being cool' than having a realistic business model.

    1. Re:Not cool guys? by captain_craptacular · · Score: 2, Insightful

      I got news for ya, $100 is chump change for an office chair. Seriously, you're off by about a factor of 10. My plain "ergonomically correct" chair was probably at least $500. Aerons were $1000+

      --
      They who would give up an essential liberty for temporary security, deserve neither liberty nor security
  5. Orwellian? by kalidasa · · Score: 2, Insightful

    Orwellian in which sense, language being distorted to control people's thoughts, or ubiquitous surveillance?

  6. How it happened, in a nutshell by Glonoinha · · Score: 5, Insightful

    Simple, same thing that happened at HP / Compaq : greedy asshats at the helm that are able to make a gazillion dollars while destroying two companies in the process, destroying the shareholder value of those two companies in the process. Ask Carly about that one, and Mr. Case.

    --
    Glonoinha the MebiByte Slayer
  7. AOL & TWC by commo1 · · Score: 0, Insightful

    From day one, I could not understand how this was possible. I have not read this book, but it seems that every time something major like this happens, something just smacks me as being wrong. AOL does not make money. It didn't at the time, and it probably never will. Sun can not realistically make money. Apple clung on for dear life and will eventually falter -- iTunes can only hold out for so long. IBM got out of HW, look where they are. Novell embraced Linux and where are they? Doing much better than a few years ago. MS investing in Corel? Look where that is now.

    Isn't there someone out there who would actually think of consulting with intimately aware industry experts (us, for lack of a better idiom) before believing the hype on balance sheets that list 95% goodwill as an asset?

    Maybe I'm being too cocky in believing I'm better than the "experts", but I seem to be right more often than not.

  8. But Case -saved- AOL by Ars-Fartsica · · Score: 4, Insightful

    I think you want to compare Carly to TW's Levin. For Case, the merger was a masterstroke. AOL would be in the gutter now if it hadn't tethered itself to the world's most valuable media company. It is pre-merger TW shareholders who should be out for blood, not pre-merger AOL shareholders.

    1. Re:But Case -saved- AOL by Zalgon+26+McGee · · Score: 2, Insightful

      AC: If you keep all your stock in one company, you're an idiot. Diversify. Take the time to manage your investments properly. Or don't bitch when things don't work out.

      --

      ---

      Book(n): Utensil used to pass time while waiting for the TV repairman

  9. Re:I remember when the merger was announced by HyperbolicParabaloid · · Score: 4, Insightful

    I had a similar reaction. I view the AOL/TW merger as akin to money laundering.
    During the dot com boom, the smart business people HAD to know that those companies were wildly over valued (PriceLine.com was worth more than the entire airline industry!). Steve Case prudently turned some of his play money into real money buy buying an actual, productive, fairly valued company.
    And thats what money laundering is: turning dirty money into clean money.

    --


    -------------------------
    A person of moderate zeal
  10. Steve Case is a genius by jdcook · · Score: 4, Insightful
    I'm a big believer in the standard counter-intuitive line on this merger: The merger is only a debacle if you were a Time-Warner share holder. The AOL people converted "assets" backed by nothing to shares in a company that actually owned stuff. And they did it by capitalizing on the ridiculous value of their stock at the height of the bubble.

    Every AOL shareholder who wasn't smart enough to sell near the top of the bubble should fall down on their knees every day thanking Steve Case for preserving as much of that value as possible.

    --
    Q:How many libertarians does it take to stop a Panzer division? A:None. Obviously market forces will take care of it.
  11. Living well is the best revenge. by Tackhead · · Score: 5, Insightful
    > Now AOL/Time-Warner is back to being Time-Warner, the old line guys are getting revenge on the dot-com upstarts, and the whole thing seems like a bad idea gone wrong from the start.

    First off - yes, the merger made no fucking business sense whatsoever.

    Watching it unravel was a great window into two disparate (and ultimately, mutually-exclusive) corporate cultures interact.

    The most telling example was the reaction of "West Coast" (AOL/dotcom) culture with "East Coast" (Time-Warner/traditional media) culture when it came to what to do with their respective stocks/options.

    West Coast culture says "W00hoo! The business rationale for this is pretty silly, but look at our stock price! People actually believe the hype. I could cash in my options and have fuck-you money , plus a few shares left over in case things work out. AWESOME!"

    East Coast culture says "This is huge... but you can't just cash in your options -- that would take away your only motivation to make it work! Everyone'll look at you funny. Where's your loyalty? This kind of thing could get you kicked out of the country club! How could you?" (Or for 95% of East Coast employees, "What are these 'options' things again? And why do these West Coast people all seem to have them, and why are they so happy? I thought you had to be in a country club to do that sort of thing!")

    OK, I'm stereotyping both the East and West coast cultures here, but you get my drift. When the worldviews of two sets of employees are that far apart, and especially when things start to go wrong, you're going to end up with a lot of bitterness from the boardroom on down, and such a merger is a recipe for disaster even when it does make business sense.

    Was the merger a disaster? Sure. Are the old-line guys back in charge? Yup. But who really won? I'd argue that the AOL shareholders are the winners here, regardless of who's in charge of rehabilitating the broken down shell of the media giant.

  12. Steve Case... not a loser in my book by LinuxParanoid · · Score: 4, Insightful

    And - most of all - Steve Case is a big, fat loser. This was always more familiar territory for me, since that was exactly how most of the world regarded Case throughout his career. For most of it, he had always and forever been a loser."

    Watching Steve Case from a distance, he always looked like one of those underestimated but really really shrewd guys to me.

    I never paid for AOL (though I did use a free trial once), and I never owned the stock, but in my book, Steve Case is a big winner.
    A) I give him credit for being able to, on at least one occassion which I was familiar with, bring innovative technology to market. I loved his the Commmodore 64 BBS service, QuantumLink, which he later turned into AOL. It had some of the same "least common denominator" aspects as AOL, but it also could do streaming download+playing of MIDI sound files at the same time I was typing and reading in chat rooms over a 1200 baud modem. Pretty fancy for 1987 in the DOS PC era.
    B) The AOL service may have been lame and its customers clueless, but hey, Steve Case stayed focused on the customers and making stuff easy to use for them. Props for that. Even if it wasn't perfect, it was a lot better than most of the alternatives-- I could safely recommend it to friends/acquaintances for many years without having to go to their house and/or do maintenance on their PCs to get/keep it working.
    C) He managed to grow his company like a madman for well over a decade, continued to hold onto and grow the business for 6+ years despite it being wildly overvalued, and then sold it out for a huge premium 3 months before the Internet stock market bubble burst. To me that is just an incredible feat of timing and business acumen, and one that was almost totally optimal for his shareholders (albeit not Time Warner's shareholders... but hey, he was the seller, not the buyer!) That wasn't just dumb luck. He knew what he was doing. He probably didn't know the bubble would be over in 3 months, but he knew his stock was way overvalued (and not just due to some sales shenanigans.) Hey, *I* knew in 1996-1999 that AOL was overvalued, but if I were CEO, could I have picked a better time to sell out and maximize the bubble-value for my shareholders? No way!
    D) And I appreciate any money they poured into Mozilla.

    So no, I don't think Steve Case is a loser.

    --LP

  13. Re:The aftermath in a nutshell by edwdig · · Score: 5, Insightful

    Pretty much everyone involved in the deal did, other than people who traded the stock at the right time.

    Before buying Time Warner, AOL was buying up companies making technology important to them, such as Netscape & WinAmp. They didn't want to be dependant on anyone.

    Time Warner didn't care about any of that stuff. They were content letting other people deal with those issues, and just providing the content.

    The two merged, and really didn't mix well. Everything stagnated, and they blamed each other for the fall. AOL really only had one product, so when that started to lose popularity, they took all the blame, and Time Warner took over the company and tried to distance themselves from AOL as much as they could.

    Ted Turner pretty much lost any power he had, and things he used to own went down too. The Atlanta Braves have had a huge cut in payroll. WCW was sold off for peanuts to WWF (now WWE) - supposedly just the wrestling rings and other equipment alone was worth more than the total sale price. WWE is making a lot of money selling DVDs made from the video footage they got in the deal.

    Netscape got left to die a slow death, before finally getting killed off last year.

    NullSoft hasn't been allowed to do anything interesting.

  14. Buying hard goods with soft money by Clod9 · · Score: 5, Insightful
    The greatest lesson I learned watching this merger was that you CAN convert fake wealth to real wealth.
    By "fake wealth" I mean paper wealth, like the stock price of a company or the price of any other paper or electronic financial instrument.
    You buy low and, if you get lucky, the price goes up; and if you can't convert all that wealth to cash, instead you buy a "real company", lots of real estate, or something else with intrinsic value.
    Then, even if your original business goes belly up (like AOL's is doing) you are sitting pretty.

    Time Warner's management and stockholders made a huge mistake, because they were greedy. But if I'm ever in AOL's shoes, I'd do exactly the same thing.