Part 8
It was ten o'clock when Shaw left the real-estate office in the Hophra House block. Half an hour earlier Smith had come to town with the colonel in the roadster, and the two had shut themselves up in the colonel's private room in the Timanyoni Ditch Company's town office in the Barker Building, which was two squares down the street from the Hophra House. Summoned promptly, Martin, the bookkeeper, had brought in his statements and balance-sheets, and the new officer, who was as yet without a title, had struck out his plan of campaign.
"'Amortization' is the word, Colonel," was Smith's prompt verdict after he had gone over Martin's summaries. "The best way to get at it now is to wipe the slate clean and begin over again."
The ranchman president was chuckling soberly.
"Once more you'll have to show me, John," he said. "We folks out here in the hills are not up in all the Wall Street crinkles."
"You don't know the word? It means to scrap the old machinery to make room for the new," Smith explained. "In modern business it is the process of extinguishing a corporation: closing it up and burying it in another and bigger one, usually. That is what we must do with Timanyoni Ditch."
"I'm getting you, a little at a time," said the colonel, taking his first lesson in high finance as a duck takes to the water. Then he added: "It won't take much of a lick to kill off the old company, in the shape it's got into now. How will you work it?"
Smith had the plan at his fingers' ends. With the daring of all the perils had come a fresh access of fighting fitness that made him feel as if he could cope with anything.
"We must close up the company's affairs and then reorganize promptly and, with just as little noise as may be, form another company--which we will call Timanyoni High Line--and let it take over the old outfit, stock, liabilities, and assets entire. You say your present capital stock is one hundred thousand dollars; is it all paid in?"
"Every dollar of it except a little for a few shares of treasury stock that we've been holding for emergencies. As I told you last night, I went up to Red Butte and tried to sell that treasury stock to Drake, the banker; but he wouldn't bite."
"Which was mighty lucky for us," Smith put in. "It would have queered us beautifully if he had, and the story had got out that the president of Timanyoni Ditch had sold a block of treasury stock at thirty-nine."
"Well, he didn't take it," said the colonel. "He was so blame' chilly that I like to froze to death before I could get out of the bank."
"All right; then we'll go on. This new company that I am speaking of will be capitalized at, say, an even half million. To the present holders of Timanyoni Ditch we'll give the new stock for the old, share for share, with a bonus of twenty-five shares of the new stock for every twenty-five shares of the old surrendered and exchanged. This will be practically giving the present shareholders two for one. Will that satisfy them?"
This time Colonel Dexter Baldwin's smile was grim.
"You're just juggling now, John, and you know it. Out here on the woolly edge of things a dollar is just a plain iron dollar, and you can't make it two merely by calling it so."
"Never you mind about that," cut in the new financier. "The first rule of investment is that a dollar is worth just what it will earn in dividends; no more, and equally no less. You know, and I know, that if we can pull this thing through there is a barrel of money in it for all concerned. But we'll skip that part of it and stick to the details. At two to one for the amortization of the old company we shall still have something like three hundred thousand dollars treasury stock upon which to realize for the new capital needed, and that will be amply sufficient to complete the dam and the ditches and to provide a fighting fund. Now then, tell me this: how near can we come to placing that treasury stock right here in Timanyoni Park? In other words, can the money be had here at any price?"
"You mean that you don't want to go East to raise it?"
"I mean that we haven't time. More than that, it's up to us to keep this thing in the family, so to speak; and the moment we go into other markets, we are getting over into the enemy's country. I'm not saying that the money couldn't be raised in New York; but if we should go there, the trust would have an underhold on us, right from the start."
"I see," said the colonel, who was indeed seeing many things that his simple-hearted philosophy had never dreamed of; and then he answered the direct question. "There is plenty of money right here in the Timanyonis; not all of it in Brewster, perhaps, but in the country among the Gloria and Little Butte mine owners, smelter men, and the better class of ranchmen. Take Dick Maxwell, the railroad superintendent--he's a miner on the side, you know--he could put ten or twenty thousand more into it without turning a hair; and so could some of the others."
Smith nodded. He was getting his second wind now, and the race promised to be a keen joy.
"But they would have to be 'shown,' you think?" he suggested. "All right; we'll proceed to show them. Now we can come down to present necessities. We've got to keep the work going--and speed it up to the limit: we ought to double Williams's force at once--put on a night shift to work by electric light. I took the liberty of telephoning Williams from Hillcrest this morning while you were reading your newspaper. I told him to wire advertisements for more labor to the newspapers in Denver, offering wages high enough to make the thing look attractive."
The colonel blinked twice and swallowed hard.
"Say, John," he said, leaning across the table-desk; "you've sure got your nerve with you. Do you know what our present bank balance happens to be?"
"No; I was just coming to that," said the reorganizer, smiling easily. "How much is it?"
"It is under five thousand dollars, and a good part of that is owing to the cement people!"
"Never mind; don't get nervous," was the reassuring rejoinder. "We are going to make it bigger in a few minutes, I hope. Who is your banker here?"
"Dave Kinzie, of the Brewster City National."
"Tell me a little something about Mr. Kinzie before we go down to see him; just brief him for me as a man, I mean."
The colonel was shaking his head slowly.
"He's what you might call a twenty-ton optimist, Dave is; solid, a little slow and sure, but the biggest boomer in the West, if you can get him started--believes in the resources of the country and all that. But you can't borrow money from him without security, if that's what you're aiming to do."
"Can't we?" smiled the young man who knew banks and bankers. "Let's go and see. You never know until you try, Colonel; and even then you're not always dead certain. Take me around and introduce me to this Mr. David Kinzie--and, hold on; it may be as well to give me a handle of some sort before we begin to talk money with other people. What are you going to call me in this new scheme of things?"
The big Missourian's laugh was a hearty guffaw.
"Gosh all Friday! the way it's starting out you're the whole works, Smith! Just name your own name, and we'll cinch it for you."
"I suppose you've already got a secretary and treasurer?"
"We had up to a few days ago, before Buck Gardner sold out his stock to Crawford Stanton."
"Haven't you had a board meeting since?"
"Yes; but only to accept Gardner's resignation. We didn't elect anybody else--nobody wanted the place; every last man of 'em shied."
"Naturally; not seeing any immediate prospects of having anything to treasure," laughed Smith. "But that will do. You may introduce me to Kinzie as your acting financial secretary, if you like. Now one more question: what is Kinzie's attitude toward Timanyoni Ditch?"
"At first it was all kinds of friendly; he is a stockholder in a small way, and he's heart and soul for anything that promises to build up the country, as I told you. But after a while he began to cool down a little, and now--well, I don't know; I hate to think it of Dave, but I'm afraid he's leaning the other way, toward these Eastern fellows. Little things he has let fall, and this last deal in which he tried to cover Stanton's tracks in the stock-buying from Gardner and Bolling; they all point that way."
"That is natural, too," said Smith, whose point of view was always unobscured in any battle of business. "The big company would be a better customer for the bank than your little one could ever hope to be. I guess that's all for the present. If you're ready, we'll go down and face the music. Take me to the Brewster City National and introduce me to Mr. Kinzie; then you can stand by and watch the wheels go round."
"By Janders!" said the colonel with an open smile; "I believe you'd just as soon tackle a banker as to eat your dinner; and I'd about as soon take a horsewhipping. Come on; I'll steer you up against Dave, but I'm telling you right now that the steering is about all you can count on from me."
It was while they were crossing the street together and turning down toward the Alameda Avenue corner where the Brewster City National Bank windows looked over into the windows of the Hophra House block opposite, that Mr. Crawford Stanton had his third morning caller, a thick-set barrel-bodied man with little pig-like eyes, closely cropped hair, a bristling mustache, and a wooden leg of the home-made sort--a peg with a hollowed bowl for the bent knee and a slat-like extension to go up the outside of the leg to be stapled to a leathern belt. Across one of the swarthy cheeks there was a broad scar that looked, at first sight, like a dash of blue paint. It was a knife slash got in the battle with Mexican Ruiz in which the thick-set man had lost his leg. After the Mexican had brought him down with a bullet, he had added his mark as he had said he would; laying the big man's cheek open and rubbing the powder from a chewed cartridge into the wound. Afterward, the men of the camps called the cripple "Pegleg" or "Blue Pete" indifferently, though not to his face. For though the fat face was always relaxed in a good-natured smile, the crippled saloon-keeper was of those who kill with the knife; and since he could not pursue, he was fain to cajole the prey within reach.
Stanton looked up from his desk when the pad-and-click of the cripple's step came in from the street.
"Hello, Simms," he said, in curt greeting. "Want to see me?"
"Uh-huh; for a minute or so. Busy?"
"Never too busy to talk business. Sit down."
Simms threw the brim of his soft hat up with a backhanded stroke and shook his head. "It ain't worth while; and I gotta get back to camp. I blew in to tell y'u there's a fella out there that needs th' sand-bag."
"Who is it?"
"Fella name' Smith. He's showin' 'em how to cut too many corners--pace-settin', he calls it. First thing they know, they'll get the concrete up to where the high water won't bu'st it out."
Stanton's laugh was impatient.
"Don't make any mistake of that sort, Simms," he said. "_We_ don't want the dam destroyed; we'd work just as hard as they would to prevent that. All we want is to have other people think it's likely to go out--think it hard enough to keep them from putting up any more money. Let that go. Is there any more fresh talk--among the men?" Stanton prided himself a little upon the underground wire-pulling which had resulted in putting Simms on the ground as the keeper of the construction-camp canteen. It was a fairly original way of keeping a listening ear open for the camp gossip.
"Little," said the cripple briefly. "This here blink-blank fella Smith's been tellin' Williams that I ort to be run off th' reservation; says th' booze puts the brake on for speed."
"So it does," agreed Stanton musingly. "But I guess you can stay a while longer. What do the men say about Smith?"
"Whole heap o' things. The best guess is that he's a jail-break' from somewheres back in the States. He ain't no common 'bo; that's a dead cinch. Gatrow, the quarry foreman, puts it up that he done something he had to run for."
"Get him drunk and find out," suggested Stanton shortly.
"Not him," said the round-faced villain, with the ingratiating smile wrinkling at the corners of the fat-embedded eyes. "He's the take-a-drink-or-let-it-alone kind."
"Well, keep your eye on him and your ears open. I have a notion that he's been sent here--by some outfit that means to buck us. If he hasn't any backing----"
The interruption was the hurried incoming of the young man with sleepy eyes and the cigarette stains on his fingers, and for once in a way he was stirred out of his customary attitude of cynical indifference.
"Smith and Colonel Baldwin are over yonder in Kinzie's private office," he reported hastily. "Before they shut the door I heard Baldwin introducing Smith as the new acting financial secretary of the Timanyoni Ditch Company!"
XI
When Greek Meets Greek
Smith allowed himself ten brief seconds for a swift eye-measuring of the square-shouldered, stockily built man with a gray face and stubbly mustache sitting in the chair of authority at the Brewster City National before he chose his line of attack.
"We are not going to cut very deeply into your time this morning, Mr. Kinzie," he began when the eye-appraisal had given him his cue. "You know the history of Timanyoni Ditch up to the present, and you have no doubt had your own misgivings about the wisdom of its financing on such a small scale, and as a purely local enterprise. Others have had the same misgivings, and--well, to cut out the details, there is to be a complete reorganization of the company on a new basis, and we are here to offer to take your personal allotment of the stock off your hands at par for cash. Colonel Baldwin has stipulated that his friends in the original deal must be protected, and----"
"Here, here--hold on," interrupted the bank president; "you're hitting it up a little bit too fast for me, Mr. Smith. Before we get down to any talk of buying and selling, suppose you tell me something about yourself and your new company. Who are you? and whereabouts do you hold forth when you are at home?"
Smith laughed easily. "If we were trying to borrow money of you, we might have to go into preliminaries and particulars, Mr. Kinzie. As it is, I'm sure you are not going to press for the answers to these very natural questions of yours. Further than that, we shall have to ask you to hold anything that may be said here in strict confidence--as between a banker and his customer. We are not alone in the fight for the water-rights on the other side of the river, as you know, and until we are safely fortified we shall have to be prudently cautious. But that is another matter. What we want to know now is this: will you let us protect you by taking your Timanyoni Ditch stock at par? That's the principal question at issue just now."
Kinzie met the issue fairly. "I don't know you yet, Mr. Smith; but I do know Colonel Baldwin, here, and I guess I'll take a chance on things as they stand. I'll keep my stock."
The new secretary's smile was rather patronizing than grateful.
"As you please, Mr. Kinzie, of course," he said smoothly. "But I'm going to tell you frankly that you'll keep it at your own risk. I am not sure what plan will be adopted, but I assume it will be amortization and a retirement of the stock of the original company. All that we need to enable us to bring this about is the voting control of the old stock, and we already have that, as you know."
The banker pursed his lips until the stubbly gray mustache stood out stiffly. Then he cut straight to the heart of the matter.
"You mean that there will be a majority pool of the old stock, and that the pool will ignore those stockholders who don't come in?"
"Something like that," said Smith pleasantly. And then: "We're going to be generously liberal, Mr. Kinzie; we are giving Colonel Baldwin's friends a fair chance to come in out of the wet. Of course, if they refuse to come in--if they prefer to stay out----"
Kinzie was smiling sourly.
"You'll have to take care of your own banker, won't you, Mr. Smith?" he asked. "Why don't you loosen up and tell me a little more? What have you fellows got up your sleeve, anyway?"
At this, the new financial manager slacked off on the hawser of secrecy a little--just a little.
"Mr. Kinzie, we've got the biggest thing, and the surest, that ever came to Timanyoni Park; not in futures, mind you, but in facts already as good as accomplished. If it were necessary--as it isn't--I could go to New York to-day and put a million dollars behind our reorganization plan in twenty-four hours. You'd say so, yourself, if I were at liberty to explain. But again we're dodging and wasting your time and ours. Think the matter over--about your stock--and let me know before noon. It's rather cruel to hurry you so, but time is precious with us and----"
"You sit right down there, young man, and put a little of this precious time of yours against mine," said Kinzie, pointing authoritatively at the chair which Smith had just vacated. "You mustn't go off at half-cock, that way. You'll need a bank here to do business with, won't you?"
Smith did not sit down. Instead, he smiled genially and fired his final shot.
"No, Mr. Kinzie; we shan't need a local bank--not as a matter of absolute necessity. In fact, on some accounts, I don't know but that it would be better for us not to have one."
"Sit down," insisted the bank president; and this time he would take no denial. Then he turned abruptly upon Baldwin, who had been playing his part of the silent listener letter-perfect.
"Baldwin, we are old friends, and I'd trust you to the limit--on any proposition that doesn't ask for more than straight-from-the-shoulder honesty. How much is this young friend of ours talking through his hat?"
"Not any, whatever, Dave. He's got the goods." Baldwin was wise enough to limit himself carefully as to quantity in his reply.
"It's straight, is it? No gold-brick business?"
"So straight that if we can't pay twenty per cent on what money we put in, I'll throw up my three thousand acres over yonder on Little Creek and go back to cow-punching."
Again the banker made a comical bristle brush of his cropped mustache.
"I want your business, Dexter; I've got to have it. But I'm going to be plain with you. You two are asking me to believe that you've gone outside and dug up a new bunch of backers. That may be all right, but Timanyoni Ditch has struck a pretty big bone that maybe your new backers know about--and maybe they don't. You've had a lot of bad luck, so far; getting your land titles cleared, and all that; and you're going to have more. I've----"
It was Smith's turn again and he cut in smartly.
"That is precisely what I was driving at. Our banker can't run with the hare and hunt with the hounds. You'll excuse me if I say that you haven't been altogether fair with Timanyoni Ditch, or with Colonel Baldwin, Mr. Kinzie. A friendly banker doesn't help sell out his customer. You know that, as well as I do. Still, you did it."
Kinzie threw up his hands and tried to defend himself. "It was a straight business transaction, Mr. Smith. As long as we're in the banking business, we buy and sell for anybody who comes along."
"No, we don't, Mr. Kinzie; we protect our customers first. In the present instance you thought your customer was a dead one, anyway, so it wouldn't make much difference if you should throw another shovelful of dirt or so onto the coffin. Wasn't that the way of it?"
The president was fairly pushed to the ropes and he showed it.
"Answer me one question, both of you," he snapped. "Are you big enough to fight for your own hand against Stanton's crowd?"
"You'll see; and the sight is going to cost you something," said Smith, and the blandest oil could have been no smoother than his tone.
"Is that right, Dexter?"
"That's the way it looks to me, Dave," said the ranchman capitalist, who, whatever might be his limitations in the field of high finance, was not lacking the nerve to fight unquestioning in any partner's quarrel.
The president of the Brewster City National turned back to Smith.
"What do you want, Mr. Smith?" he asked, not too cordially.
"Nothing that you'd give us, I guess; a little business loyalty, for one thing----"
"And a checking balance for immediate necessities for another?" suggested the banker.
With all his trained astuteness--trained in Kinzie's own school, at that--Smith could not be sure that the gray-faced old Westerner was not setting a final trap for him, after all. But he took the risk, saying, with a decent show of indifference: "Of course, it would be more convenient here than in Denver or Chicago. But there is no hurry about that part of it."
The president took a slip of paper from a pigeonhole and wrote rapidly upon it. Once more his optimism was locking horns with prudent caution. It was the optimism, however, that was driving the pen. Baldwin's word was worth something, and it might be disastrous to let these two get away without anchoring them solidly to the Brewster City National.
"Sign this, you two," he said. "I don't know even the name of your new outfit yet, but I'll take a chance on one piece of two-name paper, anyhow."
Smith took up the slip and glanced at it. It was an accommodation note for twenty thousand dollars. With the money fairly in his hands, he paused to drive the nail of independence squarely home before he would sign.
"We don't want this at all, Mr. Kinzie, unless the bank's good-will comes with it," he said with becoming gravity.
"I'll stand with you," was the brusque rejoinder. "But it's only fair to you both to say that you've got the biggest kind of a combination to buck you--a national utilities corporation with the strongest sort of political backing."
"I doubt if you can tell us anything that we don't already know," said Smith coolly, as he put his name on the note; and when Baldwin had signed: "Let this go to the credit of Timanyoni Ditch, if you please, Mr. Kinzie, and we'll transfer it later. It's quite possible that we shan't need it, but we are willing to help out a little on your discount profits, anyway. Further along, when things shape themselves up a bit more definitely, you shall know all there is to know, and we'll give you just as good a chance to make money as you'll give us."
When they were safely out of the bank and half a square away from it, Dexter Baldwin pushed his hat back and mopped his forehead. "They say a man can't sweat at this altitude," he remarked. "I'm here to tell you, Smith, that I've lost ten pounds in the last ten minutes. Where in the name of the jumping Jehoshaphat did you get your nerve, boy? You stand to lose an even hundred-and-fifty-dollar bill on this deal; don't you know that?"
"How so?" asked the plunger.
"I'd have bet you that much against the old campaign hat you're wearing that you couldn't 'touch' Dave Kinzie for twenty dollars--let alone twenty thousand--in a month of Sundays! You made him believe we'd got outside backing from somewhere."
"I didn't say anything like that, did I?"
"No; but you opened the door and he walked in."