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The Fascinating Life of Penny Pritzker (So Far)
by  Nina Easton @NinaEaston 
JUNE 2, 2014, 8:49 AM EDT

As she makes the rounds on her first official visit to Silicon Valley earlier this year, 
Commerce Secretary Penny Pritzker a serial entrepreneur with a dozen startups to her name. 

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“I love building businesses,” she later exclaims. “It’s so cool!” 
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she is stratospherically wealthy (estimated net worth: $2,400,000,000 Billions) member of one of America’s most prominent families, Pritzker channeled her sophistication and power of persuasion to help a then-little-known senator OBAMA to raise hundreds of millions of dollars to take on the Clinton machine in the 2008 presidential primaries. But this official account of her ascent to the top echelons of American power tells only part of the Penny Pritzker story, the part that the Commerce Secretary is most comfortable sharing. A series of conversations with Pritzker — and crucially, exclusive interviews with cousins Thomas and Nicholas Pritzker, who broke a family code of silence to offer their own intimate insights — reveal a personal story. Later prove herself inside a male-only hierarchy, ultimately earning her uncle Jay’s trust and becoming one of his handpicked successors. To settle the feud, the family unraveled its business empire, selling off $5,000,000,000 billion worth of companies that Penny had personally built. So perhaps it is no surprise that she is energized on her trip to Silicon Valley, where she meets executives and entrepreneurs who are starting businesses rather than dismantling them. She’s willing to make painful choices for the greater good. That makes her an unusual creature in Washington these days, but potentially a very effective one. Says first cousin Gigi Pritzker. The Pritzkers are an extremely accomplished lot, even by the high standards set by storied American families such as the Rockefellers and the Lauders. Penny Pritzker boasts a law degree and an MBA from Stanford. Penny’s father, Don “It was Don’s personality that created the Hyatt culture,” says Tom Pritzker. Jay dropped $2,000,000 Millions on his first inn  Hyatt — Don jumped at the opportunity. “They were building a business together,” Penny Pritzker recalls. By the early ’70s life was charmed. Don was credited with building the nation’s fifth-largest and fastest-growing hotel chain. Pritzker is steadfastly vague about her mother’s condition: “She wasn’t well … She was in and out of places. Earlier this year her youngest brother, J.B., told Chicago magazine of his mother’s battles with alcohol and how the children were often left to fend for themselves. Driver later told Sue “seemed intoxicated”  before opening the passenger door and jumping out. Sue’s head hit the pavement, and the truck’s wheels hit her. She was pronounced dead at the scene. After her mother’s death and her graduation from Harvard, Pritzker snapped up a joint business and law degree from Stanford in June 1985.When Nick Pritzker, 14 years her senior, called to encourage her to join him in the family business, she was ready.  “Jay embraced me as much as he was capable of doing,” she says. Penny called Jay “Uncle Dad” By the late ’80s she was a key member on Hyatt’s development team. Penny inherited her uncle’s head for numbers. “She could do amortizations and things like that very quickly” Inside Hyatt she established a reputation for getting complicated tasks done. “Mission accomplished,” Nick and Tom would say to each other as they added to her to-do list. Her first project was Classic Residence by Hyatt (since renamed Vi), upscale residences. 

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After 18 months, a half-dozen projects, and some $40,000,000 million in family money invested, 
Penny Pritzker walked into her uncle’s office, declared the project a failure, and offered to let him fire her. 
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Then she went on to turn around TransUnion, a credit business housed inside Marmon Group, tripling its value in seven years. 
She founded the Parking Spot chain of airport lots with Obama intimate Martin Nesbitt. She wrangled a sweet price for a former naval training center in Orlando that one of the family’s real estate arms would turn into a community development. 
She became a trusted member of Jay Pritzker’s inner circle, and in 1995, when he named his successors, he turned to his eldest son, Tom, his cousin Nick — and Penny, then 36 years old. Neither man questioned the choice. “She had all the things you want in someone who is going to be a leader,” says Tom. Jay Pritzker’s goal: to make sure the Pritzker collection of assets would thrive and grow. Jay died in 1999. One year later a group of cousins challenged the threesome’s control, with accusations of “self-dealing” later emerging in court papers. The group included Penny’s two brothers. A lawsuit by two younger cousins — children of Robert’s second marriage — followed in 2002. By 2001, with no easy solution in sight, Tom, Nick, and Penny made the difficult decision to dismantle the family’s business interests and sell off pieces so that each of the 11 cousins could go separate ways. (Robert’s younger children settled for $450,000,000 Millions / Each) Unwinding the complicated spaghetti bowl of 150 companies they had assiduously built — and that Jay so desperately wanted to keep together — “was our primary job for 11 years. The process “basically cost me my relationship with my brothers,” says Penny. The decade-long unwinding was finally completed last year. A multiyear public offering of Hyatt shares began in 2009. Sold a majority stake in TransUnion in 2010. Penny won’t offer details, and her brothers declined multiple requests for comment. A black, government-issued SUV pulls up to Georgetown’s tiny Unum restaurant, and Penny Pritzker emerges in a coral suit she’s meeting with the President and Vice President after our lunch. “It’s spring,” she shrugs.Pritzker could probably show up in the Oval Office in flip-flops and jeans if she wanted. Barack Obama and his in-laws (Michelle’s brother, Craig Robinson, and family) were regular guests at her Lake Michigan vacation house in the ‘90s, there are those who would argue that he wouldn’t even be in the Oval Office without the millions she raised to fight Clinton. Pritzker grew up with a grandfather who stashed nearly all his fortune in offshore trusts to avoid an IRS he considered confiscatory. Cousins recall that Penny’s first task at Hyatt was a Section 1031 real estate exchange to defer capital gains. A Boston Hyatt’s use of nonunion labor was a mark against her. which made it hard for Obama to reward Pritzker with the Commerce Secretary post after he was elected in 2008. Critics turned up the political heat as soon as her name was floated as a candidate. In addition to labor protests, her ties to the failed Superior Bank would cause an uproar. Regulators blamed the 2001 collapse of the bank risky subprime investments and accounting practices that masked the growing losses. “Primary responsibility for the failure of Superior Bank resides with its owners and managers,” a 2002 General Accounting Office report concluded. Penny was chair from 1991 to 1994 and subsequently was a director of the thrift’s holding company. In the months leading up to its collapse, she led negotiations to recapitalize the bank, but the $351,000,000 million plan was scrapped when it became clear toxic assets had swamped any viable future. When the bank failed, uninsured depositors lost an estimated $10,000,000 million and the Pritzker family agreed to pay a $460,000,000 million fine without admitting wrongdoing. Pritzker was forced to sit out the first Obama term for personal reasons: She was legally obligated to the family to unwind Hyatt. When the selloffs finally reached completion, she and Poorman launched PSP Capital, a new investment firm. Pritzker was poised for the next chapter in executive life. Then, last spring, the White House called. In less than a year at Commerce, Pritzker has already tried to find ways to facilitate private sector startup activity. “Commerce Secretary” suits the personality of a woman raised in the hospitality business. The post was mostly vacant or irrelevant during Obama’s first term. So now she hangs an OPEN FOR BUSINESS sign on her door and travels the country telling companies she wants to help them. She focusing on the issues business and the Obama administration can agree on: trade and investment. “There could be more of a bully pulpit for economic growth.” how vigorously she presses this White House to stand up and whether the administration moves to lower the world’s highest corporate tax rate. Insiders say Pritzker has the President’s ear on those issues and more. Her input, based on talks with Silicon Valley, informed White House plans for reforming the NSA. Her reach extends to foreign affairs. A woman who just might have the endurance it will take to transform her sprawling bureaucracy into a force for economic growth. If she succeeds, her boosters predict a run for political office.
 


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December 18, 2011|By Melissa Harris and Julie Wernau, Chicago Tribune reporters
This weekend the Pritzker family reaches the end of a tumultuous 10-year effort to

 Pritzkers dividing its 
$19,000,000,000
 Billion Fortune

one of the nation's largest. For a family that puts a premium on privacy, one achievement is certain: The final chapter of this saga has ended far more quietly than it began. Penny Pritzker and Nick Pritzker have moved their offices out of the Hyatt Center in recent months to their own separate quarters. Each cousin is now worth more than $1,000,000,000 (Billion) They are actively involved in trying to turn their billions into more. In 1995, Jay send to 10 of their children and their younger cousin, Nick, a two-page letter explaining their wish that the family trusts would be used to build the family's businesses and not be tapped sources of "individual wealth." "We earnestly hope that providing money from the Trusts will not destroy the family ethic. Then Jay died. Then Cousins uncovered a series of transfers and awards allegedly favoring Tom and his family and, in some cases, Nick and Penny, the Tribune reported. Some relatives concluded that more than $1,000,000,000 (Billions) that should have belonged to everyone was now in the trio's hands.  And with that, the Pritzkers' private matters entered the public domain. Two lawsuits surfaced, alleging that siblings Liesel and Matthew Pritzker, In November 2002, Liesel, then a freshman at Columbia University, filed a $6,000,000,000 (Billions) Lawsuit Accusing Her Father and the Rest of the Family. Her brother joined the suit, and the two settled for at least $450,000,000 (Million) each. Sales begin (the latter transaction will not be complete until 2013 or 2014). In the deal, struck prior to Hyatt's initial public offering, Tom, executive chairman of Hyatt, laid out a schedule that would allow Pritzkers and other Class B shareholders (who hold 10 times the voting power of Class A shareholders) to divest of their holdings by the end of 2015 as long as those shares were voted in accordance with the wishes of the company's board, on which Tom and Penny Pritzker sit. There is a different tale to tell at TransUnion, that has negatively affected the credit reporting company's credit rating. Between November 2008 and June 2010, the Pritzkers pulled nearly $2,500,000,000 (Billions) in Cash out of TransUnion, according to company filings. In 2006, the company carried debt of $2,400,000 (Millions) with stockholder equity of $1,140,000,000 (Billions) By the end of 2010, after Madison Dearborn Partners acquired 51 percent of the company, TransUnion had more debt, $1,600,000,000 (Billions) - Than Assets ! "The Pritzkers borrowed heavily against TransUnion to cash out almost $3,000,000,000 (Billions) And the irony is that a company that passes judgment on the borrowing habits of most American consumers now has questionable credit itself. The result has been a higher-leveraged company that's rated in the credit markets as speculative and risky, below investment grade. The Pritzkers still hold a 49 percent stake in the company. Cash disbursements to the cousins began in 2002, according to court records. Each cousin was to receive $25,000,000 million that year, $25,000,000 million in 2004 and $75,000,000 million in 2006. There have been more disbursements, but those details remain sealed by a court order. Hyatt's public filings make it clear that shares have moved from offshore trusts — previously shielded from tax liability — to new ones. It is unclear what taxes may have been paid when those shares were repatriated and what the future tax implications are. Andy Gelman, a partner at Holland & Knight in Chicago, who concentrates in estate planning, said wealthy families must work as a cohesive group to preserve certain tax benefits. Each person can't control what they receive. In 2001, the Pritzker empire was estimated to be worth $15,000,000,000 (Billions) If the family's wealth were to be combined today, it is estimated to be worth $19,000,000,000 (Billions) More than $1,000,000,000 (Billion) remains jointly controlled, according to a source. That amount may seem large, but for family members it is not. The remaining billions are now spread from coast to coast.

mmharris@tribune.com and jwernau@tribune.com

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Corporate Raid
From Wikipedia, the free encyclopedia

In business, a corporate raid refers to buying a large stake in a corporation and then using shareholder voting rights to require the company to undertake novel measures designed to increase the share value, generally in opposition to the desires and practices of the corporation's current management. The measures might include replacing top executives, downsizing operations, or liquidating the company.
Corporate raids were particularly common in the 1970s and 1980s in the United States. By the end of the 1980s, management of many large publicly traded corporations had adopted legal countermeasures designed to thwart potential hostile takeovers and corporate raids, including poison pills, golden parachutes, and increases in debt levels on the company's balance sheet.
In later years, corporate raiders have since turned to being "activist shareholders", purchasing equity stakes in a corporation to influence its board of directors to put public pressure on its management.

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The magazine published a postscript to this article in the
June 2007 issue, by Suzanna Andrews

The author charts the Destruction of a Great American Fortune

Shattered Dynasty


Jay Pritzker quietly built a $15,000,000,000 Billion empire of more than 200 companies, including Hyatt Hotels Corp., and a network of 1,000 family trusts. 

But one of the patriarch’s final deals before his 1999 death, designed to bind his heirs closer, unleashed a torrent of anger, greed, and betrayal, culminating last fall in a $6,000,000,000 Billion lawsuit by his 19-year-old niece, Liesel. It was Tom, now 52, to whom Jay had passed the torch; Tom controlled the family’s empire—including its crown jewel, the Hyatt Hotels Corp., the Pritzkers’ web of more than 200 Privately Held Companies, vast Tracts of Real Estate, and some 1,000 Family Trusts, all of which, taken together, are said to be worth $15,000,000,000 Billion, if not more. The moment that sticks in their memories is how lovingly his sons spoke of their father—because what they did next would surely have destroyed him. Liesel Pritzker — filed a lawsuit in Chicago against her father and all the Pritzker cousins, accused her family of looting her trust funds and those of her 20-year-old brother, Matthew, in a way that was “so heinous, obnoxious and offensive as to constitute a fraud.” The amount of money which Liesel claimed was taken from her was staggering—$1,000,000,000 Billion —and she not only demanded it be returned, but asked the court to award her $5,000,000,000 Billion in punitive damages. As Liesel’s case moved forward, it brought to light something more disturbing. In a confidential agreement made in 2001, Jay Pritzker’s children, his nieces and nephews, and his cousin Nicholas had decided on a 10-year plan to break up the family’s business empire and split the assets among themselves. Each of those who participated in the agreement would reportedly get an equal share—estimated at $1,400,000,000 Billion. Then one group of cousins turned on the other, pitting brothers against sisters, cousins against cousins, and forced them to do what Jay Pritzker had expressly told his family he did not want them ever to do: grab the family’s money for themselves. “It’s sad and a little bit disgusting,” says one old family friend. 
“As far as I’m concerned, the kids are assholes,” says another close friend of Jay’s. There are some people who say that greed, pure and simple, is what drove the Pritzkers to tear apart what the patriarch had built. Most of the family’s wealth, it explained, was in corporations owned by trusts. “From time to time,” the letter continued, money from the trusts would be distributed to family members “to meet their reasonable needs, the Trusts were not intended for and should not be viewed as a source for individual wealth.” What they were primarily designed for was to accumulate wealth to invest in the family’s business and enhance the family’s position through its philanthropic donations—not to make billionaires out of individual Pritzkers. The family owned a Falcon 900 jet, which Jay had bought reluctantly, says a family friend, to use for business travel.  In his and Robert’s letter, Jay made clear that the family trusts were not to be broken up until the law governing trust perpetuities required it, which one source suggests might not be until 2042. Jay also made explicit his plans for succession. Tom would take his place at the head of the family business. Penny and Nicholas would work with Tom as, in effect, vice-chairmen of the Pritzker operations. Jay made it clear that he expected his children and nieces and nephews to “feel morally bound” to follow his wishes. “Since our generation primarily created the wealth our Family possesses, within the limits imposed by the law, we are entitled to express our wishes as to the disposition of that wealth,” Jay wrote outlined a series of lump-sum payments and allowances that would be given to each member of the fourth generation and to Nick. Starting when they graduated from college, each of the cousins would now get a yearly stipend—paid retroactively—that would begin at $100,000, after taxes, and climb to $1,000,000 a year at the age of 40. On top of that, there would also be lump-sum payments for having passed key points in their lives—graduation from college, reaching the age of 30, and so on. By their 45th birthdays, it is said these payments would add up to a tidy $25,000,000 per cousin Per Year, also after taxes. We earnestly hope that providing [this] money from the Trusts will not destroy the family ethic,” he wrote in the letter, “and it is our belief that in some circumstances making excessive amounts available could have that effect.” 
Jay bought Companies only if he believed they could make him a profit. In a career spanning nearly 50 years, Jay bought and sold more than 200 companies. He would buy them if he thought they were undervalued by the market, or if their tax structures were such that, when combined with other companies in his empire, they would help him ELIMINATE —the TAXES to be Paid to the Federal Government. 
“Jay was always looking for an angle,” says one banker who knew him well. “A tax angle, or a value angle.  Today the Hyatt chain is said to be worth anywhere from $5,000,000,000 to $7,000,000,000 Billion. He controlled Braniff Airlines for a time in the 1980s, or McCall’s magazine, which he bought in 1973 and then sold in 1987, or Ticketmaster, which he bought in 1982 and sold in 1993, or Levitz Furniture. Or that his family owns a quarter of Royal Caribbean Cruises and helped found Tenet Healthcare Corporation, the second-largest hospital owner in the country. 
Jay hated publicity and managed to avoid it even when involved in wildly controversial deals—using a partnership called Resource Holdings for an unsuccessful hostile run at the ITT Corporation in 1984, for example, and a partnership called GKH to represent him in 1989 in a failed bid by First Boston to break up RJR Nabisco. Older investment bankers recall how awed they were as young men to pick up the phone and have Jay Pritzker tell them he was downstairs and could he come up for a chat? He’d sit in their offices and pepper them with questions and listen intently. And he would do them little favors. It was how he won loyalty . In the early 1990s the Pritzkers were sued by Donald Trump who charged that the family had used “fraud, extortion and money laundering” in an attempt to force him out of his 50 percent share of the Hyatt next to Manhattan’s Grand Central Terminal. In his lawsuit, Trump said the Pritzkers had, among other things, extracted $60,000,000 Million in unearned management fees from Hyatt, used other Pritzker companies to bilk the hotel, and siphoned off even more money through “improper bookkeeping” in order to force him to sell his interest to them. 
Similar allegations were made in another lawsuit, filed in 1988, that was even more bitter and protracted. Paul Dopp, a New Jersey businessman, accused Jay of using “deceit and duress” in an attempt to force him out of his share of a deal he’d made with Jay to buy two casino hotels in Puerto Rico. The case went to trial, and eventually Dopp won a judgment of $15,000,000 Million. “ Jay Pritzker thinks his power and his resources permit him to prevail over other weaker, less wealthy, less determined adversaries,” an embittered Dopp said at one point during the court fight. Charming, witty, always polite, Jay hid his rougher side from most people. “He had this very gentle, very quiet voice,” says one friend. “They all speak so softly. It’s the Pritzker whisper. Jay used to say, ‘If you raise your voice, it shows you’re out of control. Let the other guy get out of control.’ Once, I heard Jay on the speakerphone with a guy who was screaming at him: 

You asshole, You destroyed me,  And Jay said—very quietly—‘I’m sorry you feel that way ” 

It was Jay’s father, Abram Nicholas, or “A.N.,” who, after graduating from Harvard Law School, began to move the family into investing. During the Depression, he and his brother Jack laid the foundation of the family’s wealth by buying up real estate and troubled companies at distressed prices. In 1953 he borrowed about $95,000 from his father’s main banker, the First National Bank of Chicago, and made his first acquisition, the Colson Company, then a run-down manufacturer of metal goods in Elyria, Ohio. He brought in his brother Robert to run it. An engineer, Robert was the only third-generation Pritzker not to have gotten a law degree. Jay would buy the companies, and Robert would return them to fiscal health. Together, the brothers transformed Marmon into a $6,000,000,000 Billion-A-Year Company. Jay would boast that Tom’s work on deals had brought millions into the Pritzkers’ coffers—when he helped take Levitz Furniture public in 1993, for instance, and founded the biotech investment firm Bay City Capital, and got the family to invest $1,000,000 Million in First Health, a company that today has a market capitalization of nearly $2,500,000,000 Billion. Penny had to beg her grandfather A.N. to allow her into the business. He rebuffed her entreaties more than once and, in the end, only agreed to let her work for the company as a secretary.If not as wizardly at deal-making as Jay was, Tom, Nick, and Penny have held their own. It was Penny who dealt with one of the Pritzkers’ biggest public embarrassments—the collapse, in 2001, of Superior Bank. Purchased in 1988 by Jay and an old friend of his, the New York real-estate developer Alvin Dworman, the savings bank got into trouble with regulators because of accounting problems with its huge portfolio of loans to low-quality borrowers. For months, the Pritzkers and Dworman fought over who should take the blame, until Penny, friends say, finally decided that the family would pay the entire $460,000,000 Million fine levied by bank regulators. 
It was one case where Tom, Nick, and Penny were more conciliatory than was Jay, who for years had fought with the Internal Revenue Service, which more than once charged the family with using its trusts and complicated offshore transactions to avoid paying taxes. The most famous court fight took place after A.N. died, in 1986, at the age of 90. Although he was a billionaire almost twice over, the family claimed that, at his death, A.N. had been worth only $25,000. His estate, they claimed, was too small to owe taxes.
At the heart of the Pritzkers’ case were the trusts that the family is fighting over today. For years before A.N. died, he had been shifting the family’s wealth into numerous trusts in the Caribbean. The I.R.S. called the trusts sham and insisted that the Pritzkers owed the government $53,200,000 Million in Taxes. In 1994, however, the government settled with the family, which paid a mere $9,500,000,000 million plus interest. At the time, the I.R.S. had been unable to discover exactly how much was in the trusts—the family had made sure they were protected from outside scrutiny. 
Robert had completely emptied out two of his children’s trusts. He had also, according to Liesel’s lawsuit, reduced the value of several others by selling their assets to trusts held by their cousins for less than market value. In return, according to Liesel’s suit, she and her brother were given promissory notes. In the transaction that has sparked the most controversy, Robert took all the assets from two of Liesel’s and Matthew’s trusts—approximately $4,300,000 Million 
According to people familiar with the transaction, Liesel’s shares were then valued at approximately $143,000—which sources close to the Pritzkers say had been their value when they were acquired by Liesel’s trust. Shortly after the shares were donated, however, H Group bought them from the foundation for $94,200,000 Million, more than 600 times their stated value. Liesel’s attorneys have suggested that the shares could now be worth as much as $500,000,000 Million. 
The larger allowances and payouts Jay offered in his June 1995 letter did not mollify them. Sometime after the meeting, they came back and, once again, told him they wanted out. To appease them, he gave Danny, John, and Gigi each $30,000,000 Million. “They were squeezing Jay when he was sick,” says another family friend. In 1997, Jay had a stroke, and Tom, Nick, and Penny took over the day-to-day running of the empire. After that, one friend says, Jay’s life became miserable. He lost some of his memory. He would go into the bathroom, says one man, “and not be able to find his way out.” 
As time went by, friends say, Tom’s brothers and a number of the cousins felt they were being excluded from the family business. They also felt that Tom, Nick, and Penny were investing in their own deals.
By the summer of 2000, Danny and John had joined forces with Penny’s brothers, Tony and J.B. The two, both of whom are investors, had come to feel as excluded and as concerned about the management of the family business, friends say, as John and Danny. 
Together, the four of them wrote a letter to Tom, Nick, and Penny, asking to have their concerns addressed. “It was a very conciliatory letter,” says one friend. But the two sides hit an “impasse,” says this friend, and shortly after that the four cousins hired a top Chicago litigator, who threatened legal action.They found in the records—specifically, $480,000,000 Million that they alleged Tom, Nick, and Penny had paid themselves without anyone’s knowledge. They became concerned about how Tom, Nick, and Penny were administering the family’s money.” “They portrayed it as fraud and thievery,” says one friend of Jay’s, who is among the many who were outraged by the allegations.  The cousins, friends say, found no evidence that Jay had authorized payments that even approached $480,000,000 Million. “They did not feel that what was taken out was equitable or appropriately disclosed,” says one friend. As the trustee of nearly all of the family’s trusts, Tom had almost unlimited power and could have overridden his brothers and cousins. But they were threatening to sue him and Nick and Penny. 
For almost a year no one outside the family knew of the plan they had decided on. Over the next 10 years, while Tom, Nick, and Penny continued to run the businesses, the family would slowly liquidate many of the Pritzker holdings—by selling a number of companies, trading others among themselves, and taking some, possibly including Hyatt, partly public. 
They also agreed to take half of the Pritzker Foundation’s $600,000,000 Million in Assets and Give it to foundations that each cousin would establish. Robert doesn’t get angry, but he said, ‘Here my daughter Liesel is suing me. She has $160,000,000 million in trusts. Why did Robert empty out his children’s trusts? Today that remains a mystery. The family does not dispute the basic facts of Liesel’s lawsuit. Their argument is the very one Jay used in 1995, when he laid out his vision of the family’s future: the trusts were designed to benefit the family and its businesses, not individual members. To support those goals, the trustees had the power to do almost anything they wished with the trusts’ assets. Around 1989, they say, Jay made a decision to move Liesel and Matthew down a generation because, as the products of Robert’s late-in-life second marriage. The answers, and the heart of the mystery, lie in Robert’s motive. Was he so angry at his children that he punished them by gutting their trust funds?
Either way, if the Pritzkers do not settle with Liesel and Matthew before the case ends up in court, it could turn out to be one of the most riveting Trust Fights in recent legal history. And yet, that is how they are treating it by breaking it up and grabbing pieces of it for themselves. That they would fight Liesel at all astonishes some people, but that they would cite the rules of the trusts and Jay’s wishes in their case against her is considered even more outrageous. The minute they signed the family agreement, they overrode everything that Jay had wanted, and they overrode everything the trusts were established to do. Although much of the money has been tied up in long-term loans to cousins’ trusts. They say she isn’t entitled to a $1,400,000,000 Billion share of the fortune. Along with some of their cousins, they continue to criticize the way Tom, Nick, and Penny are Running the Business. And they continue to voice suspicions about the $480 million paid to the trio. “They are just wild about it,” says one man. “There is such bitterness.” In some way, the agreement seems to have made things worse. 
When he was alive, “Jay had the power to keep everything together by the sheer force of his incredible personality,” says a friend of Robert’s. “But no one could replace him.” For 100 years, love and money defined the Pritzker family. Now, it seems, there is only money.

Suzanna Andrews is a Vanity Fair contributing editor.

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November 11, 1985   (FORTUNE Magazine)

ANTAGONISTS in TAKEOVER BATTLES

 don't always look like armies marching onto an open field in glorious formation, drums beating and flags flying. Often they act more like dogs circling their prey in the woods at night, driving it back and forth between them, while the alarmed target, with teeth and claws of its own, can't be sure if the dark shapes it sees are shadows or substance.
 
That's how Chairman Rand V. Araskog, 54, and the other officers of ITT must feel. For a year they have heard rumors of possible proxy fights or hostile tenders from Jay Pritzker, whose family controls Hyatt Hotels and Braniff, and Minneapolis investor Irwin Jacobs, a veteran Corporate Raider who owns nearly 5% of ITT stock. ITT's managers have seen actions that might confirm the rumors, but might not. Their official stance is that Pritzker, who owns over 2% of the company's stock, is a friendly investor and the company is not under siege. But in the words of a former high executive, decision-making for the past year has been ''panic-stricken.'' ITT's top managers know what Jacobs thinks of them. ''I've had it up to my neck with them,'' he says. ''Those guys are the biggest bunch of losers I ever met.'' What bewilders ITT is the Pritzker side of the equation -- and specifically, the ambiguity of Pritzker's connection with Jerry M. Seslowe, 39, who has taken actions and made statements that have given Pritzker an appearance of hostility to ITT. Seslowe was formerly head of a mergers and acquisitions unit of the Peat Marwick Mitchell accounting firm. He is now managing director of Resource Holdings Ltd., a small New York investment advisory firm, whose two limited partners are Pritzker's family company and Denver oil tycoon Philip Anschutz's corporation. Seslowe claims to have gotten Pritzker interested in ITT in the first place and to have acted as his lieutenant. All Pritzker will say is that Seslowe is ''a business associate and good friend'' for whom he has high respect. ''But he doesn't know my every thought,'' Pritzker told FORTUNE in a telephone conversation with Seslowe on the line. ''Do I jump when he says 'frog'? No.'' In April, Pritzker publicly disassociated himself from his friend when Seslowe called a big shareholder, referring to himself as a Pritzker representative and suggesting that the shareholder submit a proxy resolution to liquidate ITT. Understandably, ITT is confused. Says general counsel Howard J. Aibel, a soft-voiced, tough-minded corporate warrior: ''Seslowe is either scurrying around doing these things on his own, hoping his clients, including Pritzker, will benefit from the pressure being put on ITT, or he is a cat's-paw, doing ^ Pritzker's bidding but knowing that Pritzker will disown him if he's caught.'' Pritzker says, ''That is a terrible thing to say. He's not like that.'' ITT has sued Seslowe, charging him with illegally soliciting proxies and manipulating its stock by retailing to FORTUNE, the New York Times, and the Wall Street Journal assertions about efforts to take over ITT. The reference to FORTUNE was based on a News/Trends item in the last issue. Seslowe denies ITT's charges. In bringing to light the hidden and ambiguous drama of a corporation under this kind of pressure, FORTUNE interviewed at length ITT's top lawyers and public relations men, present and former ITT officials, shareholders large and small, security analysts, proxy solicitors, and others. FORTUNE also talked with Pritzker and Jacobs, and had long interviews with Seslowe. The tale Seslowe unfolds after theatrically closing the windows and blinds of his mid-Manhattan office is of a conflict long in the making. Convinced by the numbers that ITT's stock was undervalued at $40 or so a share, Seslowe says, he advised Pritzker and Anschutz in the fall of 1983 that the corporate leviathan, despite its $5,000,000,000 Billion of assets and $14,000,000,000 Billion in annual revenues, would make an ideal leveraged buyout candidate. It was a chance to pick up the world's largest conglomerate at a bargain-basement price. Says Seslowe, ''Phil Anschutz thought I was off the wall.'' Once he had convinced Anschutz and Pritzker, Seslowe met with ITT Executive Vice President DeRoy C. Thomas, to whom ex-chairman Harold S. Geneen had earlier introduced him in connection with an unrelated ITT acquisition. Would it be crazy, Seslowe asked Thomas, to consider a deal in which Pritzker, Anschutz, and ITT top management would take the company private at around $55 to $60 a share? Not at all, Seslowe recalls Thomas replying, and Thomas said he'd broach the topic to Araskog. How could ITT managers not be receptive, Seslowe reasoned: they'd win big from the deal. ITT general counsel Aibel says that Araskog's cut was to be $30,000,000 Million. Aibel says the company rejected the offer ''out of hand.'' Why? Primarily, he says, because even to talk about it would spook the customers of ITT's European telephone companies, who need assurance that their foreign- based telephone service supplier is a stable, enduring institution. But there was more to it, according to Walter H. Helmerich III, a major ITT shareholder and chief executive of Helmerich & Payne, a Tulsa energy company. ''Araskog's a West Point man,'' he says, ''and he is terribly proud of his honor and honesty. He thinks of a leveraged buyout as a way that management takes advantage of an undervalued asset for its own advantage.'' (For more on whether leveraged buyouts are ethical, see Other Voices.) Pritzker has his own points of honor. One is that he doesn't mount hostile takeovers. ''Jay does not want to appear as a corporate raider, lumped in with the Jacobses and the Icahns,'' says Seslowe. In whatever Pritzker does, as his acquaintance, Loews Corp. Chairman Laurence A. Tisch, puts it, ''he'll make it like he's on the side of God.'' So there the matter sat, with Pritzker occasionally reiterating his interest. MEANWHILE, Araskog struggled to transform a museum of the investment and management ideas of the Sixties into a more nimble, modern, technology- centered company. The machine Harold Geneen had built, a grab bag of over 250 companies, had been run to produce ever-increasing quarterly profits with little regard for the long term. Now it was slowing down. For Araskog, who assumed command in 1979, refocusing the company and streamlining its many- layered management structure proved tough going. Araskog focused the company on an all-consuming push to develop and market System 12, an advanced computerized switching system for telephone central offices. Araskog shoveled profits from good businesses into System 12's insatiable maw -- this in a company whose huge debt, 64 cents for every dollar of shareholders' equity in 1983, also made it voracious for cash. Earnings per share in 1983 were 9% lower than in 1980 and in 1984 were 40% lower. When a hurricane of storm damage claims flattened the profits of Hartford Insurance Group -- ITT's major cash generator, already battered by the century's worst downturn in the property and casualty insurance business -- Araskog cut the quarterly dividend from 69 cents to 25 cents. In one day, July 11, the stock price plummeted from $31 to $21.125; the ITT public relations chief, Edward J. Gerrity, had a heart attack in his office; and both Pritzker and Anschutz started to buy. Irwin Jacobs also began buying, with no firm plan in mind. ''You look at what you think is undervalued,'' he says, ''and you let the situation command what develops.'' Other shareholders, however, weren't in such a hang-loose mood, especially since Araskog had spoken optimistically about the company's performance at the annual meeting only two months earlier. Outraged by the erosion of their investment and income, they believed either that Araskog had deliberately misled them at the annual meeting or he was caught unawares by the severity of ITT's cash crunch. If he really didn't know, they asked, had Geneen's legendary system of reporting and controls -- all geared to guaranteeing ''no surprises,'' as Geneen used to say -- broken down? The problem arose, says a former manager who sounds a common note, because Araskog ''flies off the handle and shoots the messenger when he doesn't like the news he's hearing.'' At regular management meetings in Brussels, chaired by Araskog, ''people presented what they had to say in a way that he'd like it,'' says this former executive, who was there.''Araskog probably had a set of numbers from around the world that added up to what he was saying at the annual meeting. I believe there was a lot of wishful thinking going on.'' An ITT spokesman said that Araskog wouldn't comment on this subject. Seslowe says that some disappointed shareholders knew of Pritzker's and Anschutz's big stake in ITT and friendship with him. These stockholders approached him in the fall of 1984 looking for help in recouping their losses. Seslowe suggested that they try to put on the proxy statement for the May 1985 annual meeting a proposal to consider liquidation of the company. They asked how to do that, and Seslowe sent them a package that included a photocopy of the law on shareholder proposals and a form letter requesting ITT to put the proposal on the ballot. Here things become murkier. Seslowe says he received anonymous envelopes of documents that seemingly could have come only from within ITT. The envelopes included anguished letters to top management from shareholders smarting from the dividend cut and a short list of dissident ITT shareholders. One eloquent letter was from Richard E. Dieterich, who had sold his company to ITT. Hoping he could learn how ITT looked from the inside, Seslowe says, he phoned Dieterich and agreed to send him the form letter. Dieterich turned the materials over to ITT -- out of friendship, the company claims. A Pritzker spokesman later denied to a reporter that Seslowe was acting in Pritzker's behalf in contacting Dieterich. At the same time, says Seslowe, an associate in his office proposed sending other shareholders the form-letter packets on her own. If you do it, Seslowe says he remembers saying, don't put it on a Resource Holdings letterhead. Seslowe says his associate sent out five to ten form-letter packets, under a cover letter signed Fellow Shareholder. The letter said that the anonymous writer, along with associates, controlled lots of ITT stock. It suggested that the recipient propose a resolution on the proxy to liquidate the company, because the writer hadn't held the stock for the year necessary to propose such an action. From ITT management's point of view, things looked different. When five recipients sent the form letter to ITT, the company's officers believed themselves victims of a concerted effort to slide around the securities laws' requirements for filing proxy resolutions. Says Aibel, the company's general counsel, ''We sat down and visited with each of the proponents.'' Doing the visiting were corporate secretary John J. Navin and Allan Altman of Dressel & Altman, a New York law firm specializing in litigation and investigative work. This is standard ITT practice, says Aibel, since shareholder proposals often come from people with special interests. ''We have not found that proxy proposals are really a significant aspect of so-called corporate democracy,'' he says. In this case, he says, ''John's whole purpose was to charm them out of the proposal, and tact and charm are what are called for, not heaviness.'' Still, there was another purpose: to trace the source of the proposals. And further, says Aibel, the letter senders would get the message ''that this was not a regular type of situation and that the securities laws were involved.'' Some shareholders felt threatened by these visits, and all withdrew their liquidation proposals, save for one disgruntled ex-employee, whose proposal the SEC later allowed ITT to drop. The five letters were the tip of the iceberg, says Aibel. Shortly after they arrived, he asserts, ITT discovered that 20 or so more stockholders had received Fellow Shareholder's letters. Each recipient's name had been included on a short list of dissident ITT shareholders. ITT assumed that Fellow Shareholder got the list from someone in the company but could not determine from whom. Two weeks after the date on Fellow Shareholder's letter, though, ITT suspended its powerful public relations head, Ned Gerrity, amid press ( reports that the action was connected to an internal investigation of leaks of information to the press and to shareholders. Gerrity, who left the company with a generous settlement, declined to be interviewed. THE LETTERS' PURPOSE, Aibel says, was not to get the company liquidated but to churn the stock -- ''to publicize this proposal and get the whisper crowd going, the press going, and seeking to churn for their own purposes without any real prospect that the thing would get adopted.'' Seslowe counters that he lost money on ITT stock last year. Still, ITT's lawsuit alleges that the letters were part of Seslowe's unlawful scheme to manipulate the stock price. ITT alleges that the Fellow Shareholder letters were misleading and should have been filed with the SEC, since they were sent to more than ten people. During all the activity last winter, Seslowe was visiting Europe. He was unsuccessfully seeking a partner to help Pritzker and Anschutz buy ITT by making a public cash offer to the board -- thus bypassing Araskog -- subject to the board's friendly approval. At the same time, Irwin Jacobs met with M. Cabell Woodward Jr., the company's chief financial officer, to suggest that ITT consider splitting itself into several units that would be spun off to shareholders. The purpose would be to realize the full value of each unit, to eliminate some of ITT's cumbersome management structure, and to avoid betting the whole company on System 12. According to Aibel, Jacobs said that ITT need only announce it was considering the action; it didn't have to do it. ''Clearly a message: 'Announce something that drives or juices the stock again,' '' says ITT public relations director James P. Gallagher. Replies Jacobs, ''That's an outright lie.'' Later, Jacobs says, he phoned Pritzker to ask him to join forces. Pritzker declined. As the dispute dragged on, Seslowe says, Pritzker got gradually more irritated. He felt stockholders were getting a bad deal. Even with the stock trading in the 20s, Pritzker says, he might well have been willing to pay up to $40 a share. His belief, Seslowe says, was that ''the shareholders are being screwed by bad management and management has resorted to a systematic intimidation and bullying of shareholders.'' All these subterranean pressures erupted in the spring, starting with the ITT annual meeting in Savannah on May 16. In public the well-known drama was Jacobs's standing up to ask Araskog, in a detailed speech, to consider his plan that the company break itself into several publicly traded units. Araskog replied that he couldn't consider the plan because he couldn't allocate the corporate debt without unfairly harming one or another of the units, and because holders of the telecommunications unit would end up with assets mostly overseas -- the situation Geneen had begun ITT's diversification to remedy. The private drama started at a VIP cocktail party the night before. Araskog told Walter Helmerich that he was disappointed at having the Pritzker and Anschutz proxy votes withheld from management. ''I said, 'Why don't you let me try to persuade these guys to change their vote?' '' Helmerich recalls. '' 'And as that will show good faith on their part, why don't you then agree to meet with them, if I can get them to do it?' I thought that he agreed to it.'' When the annual meeting began the next morning, Helmerich was at a pay phone outside in the lobby, on a conference call with Pritzker and Anschutz, still trying to persuade them to change their votes. He told them they could expect Araskog to call within the next day or two to discuss a meeting. Helmerich doesn't recall mention of any specific agenda but says, ''You don't get together with a guy with several million shares without talking about anything he wants to talk about.'' Fifteen minutes into the annual meeting, Pritzker and Anschutz agreed to change their votes, and after some trouble convincing the highly visible security guards to let him in, Helmerich sent a note to Araskog at the podium informing him of the change. Through aides, Araskog hotly asserts that he had no inkling of efforts to change votes until he read Helmerich's note, which he found mystifying. Where Araskog and Helmerich agree is that not long after the annual meeting Helmerich urged Araskog to call Pritzker to keep up the relationship because Pritzker was upset. Pritzker was more than upset. He was incensed. Assured he had a bargain, he'd performed his part and waited for the phone call that didn't come. On top of that, he was annoyed that Araskog didn't defend his honor when a gadfly asked at the annual meeting whether ITT intended to pay off Pritzker as a greenmailer. Pritzker complained bitterly to Helmerich. As a result, Araskog did call a day or two later than Helmerich had said he would, but the conversation was anticlimactic. Araskog thanked Pritzker for voting for management even though it was an overwhelming vote anyway and denied that he'd told Helmerich that he'd call in exchange for a vote switch. An ITT source says that when Pritzker asked Araskog for an apology over the greenmail issue, Araskog replied, ''You've got Seslowe preselling my company in Europe and doing illegal proxy solicitation, and you want me to apologize? You must be nuts.'' After that, according to Seslowe, Pritzker began to contemplate a proxy fight. Few people at ITT seem to have taken the offers by Pritzker and Jacobs seriously. One board member, Alvin Friedman, a director of the Dillon Read investment banking firm, did urge the board to study Jacobs's liquidation proposal. He got little support, and Araskog asked him to resign, which he did. At this point Pritzker began to talk to people about the possibility of a proxy fight and sounded out candidates for a possible blue ribbon slate of directors. But many of those he approached declined. Seslowe says Pritzker is now waiting to see what Irwin Jacobs, who has been rattling his sword loudly, will do. At ITT hearts are still pounding. BOX: INVESTOR'S SNAPSHOT ITT SALES (LATEST FOUR QUARTERS) $12,600,000,000 BILLION CHANGE FROM YEAR EARLIER UP 1% NET PROFIT $427,000,000 MILLION CHANGE DOWN 16% RETURN ON COMMON STOCKHOLDERS' EQUITY 7% FIVE-YEAR AVERAGE 11% RECENT SHARE PRICE $34.50 PRICE/EARNINGS MULTIPLE 12 TOTAL RETURN TO INVESTORS (12 MONTHS TO 10/11) 17% < PRINCIPAL MARKET NYSE Explanatory notes: page 194





http://fortune.com/category/management/http://fortune.com/tag/fortune-500/http://fortune.com/author/nina-easton/https://twitter.com/NinaEastonmailto:mmharris@tribune.commailto:jwernau@tribune.comhttp://en.wikipedia.org/wiki/Downsizinghttp://en.wikipedia.org/wiki/Liquidationhttp://en.wikipedia.org/wiki/Publicly_tradedhttp://en.wikipedia.org/wiki/Hostile_takeoverhttp://en.wikipedia.org/wiki/Poison_pillhttp://en.wikipedia.org/wiki/Golden_parachutehttp://en.wikipedia.org/wiki/Debthttp://en.wikipedia.org/wiki/Balance_sheethttp://en.wikipedia.org/wiki/Activist_shareholderhttp://www.vanityfair.com/contributors/suzanna-andrewsshapeimage_2_link_0shapeimage_2_link_1shapeimage_2_link_2shapeimage_2_link_3shapeimage_2_link_4shapeimage_2_link_5shapeimage_2_link_6shapeimage_2_link_7shapeimage_2_link_8shapeimage_2_link_9shapeimage_2_link_10shapeimage_2_link_11shapeimage_2_link_12shapeimage_2_link_13shapeimage_2_link_14shapeimage_2_link_15

42 U.S. Code § 1983 - Civil Action For Deprivation Of Rights

Every person who, under color of any statute, ordinance, regulation, custom, or usage, of any State or Territory or the District of Columbia, subjects, or causes to be subjected, any citizen of the United States or other person within the jurisdiction thereof to the deprivation of any rights, privileges, or immunities secured by the Constitution and laws, shall be liable to the party injured in an action at law, suit in equity, or other proper proceeding for redress, except that in any action brought against a judicial officer for an act or omission taken in such officer’s judicial capacity, injunctive relief shall not be granted unless a declaratory decree was violated or declaratory relief was unavailable.

FOURTH AMENDMENT        Bill of Rights:

                   

"Every man's house is his castle" was a maxim much celebrated in England, as was demonstrated in Semayne's Case, decided in 1603.


The right of the people to be secure in their persons, houses, papers, and effects, against unreasonable searches and seizures, shall not be violated; and no Warrants shall issue but upon probable cause, supported by Oath or affirmation, and particularly describing the place to be searched, and the persons or things to be seized.

Alternatives to the Exclusionary Rule

Enforcing the Fourth Amendment: The Exclusionary Rule

A right to be free from unreasonable searches and seizures is declared by the Fourth Amendment, but how this right translates into concrete terms is not specified. Several possible methods of enforcement have been suggested, but only one—the exclusionary rule—has been applied with any frequency by the Supreme Court, and the Court in recent years has limited its application.

Alternatives to the Exclusionary Rule.—Theoretically, there are several alternatives to the exclusionary rule. An illegal search and seizure may be criminally actionable and officers undertaking one thus subject to prosecution, but the examples when officers are criminally prosecuted for overzealous law enforcement are extremely rare.353 A policeman who makes an illegal search and seizure is subject to internal departmental discipline which may be backed up in the few jurisdictions which have adopted them by the oversight of police review boards, but again the examples of disciplinary actions are exceedingly rare.354

351 See United States v. Butenko, 494 F.2d 593 (3d Cir.), cert. denied, 419 U.S. 881 (1974); Zweibon v. Mitchell, 516 F.2d 594 (D.C. Cir. 1975), cert. denied, 425 U.S. 944 (1976), appeal after remand 565 F.2d 742 (D.C. Cir. 1977), on remand, 444 F. Supp. 1296 (D.D.C. 1978), aff'd. in part, rev'd. in part, 606 F.2d 1172 (D.C. Cir. 1979), cert. denied, 453 U.S. 912 (1981); Smith v. Nixon, 606 F.2d 1183 (D.C. Cir. 1979), cert. denied, 453 U.S. 912 (1981); United States v. Truong Ding Hung, 629 F.2d 908 (4th Cir. 1980), after remand, 667 F.2d 1105 (4th Cir. 1981); Halkin v. Helms, 690 F.2d 977 (D.C. Cir. 1982).

352 Foreign Intelligence Surveillance Act of 1978, Pub. L. No. 95-511, 92 Stat. 1797, 50 U.S.C. §§ 1801-1811. See United States v. Belfield, 692 F.2d 141 (D.C. Cir. 1982) (upholding constitutionality of disclosure restrictions in Act).

353 Edwards, Criminal Liability for Unreasonable Searches and Seizures, 41 VA. L. REV. 621 (1955).

Persons who have been illegally arrested or who have had their privacy invaded will usually have a tort action available under state statutory or common law. Moreover, police officers acting under color of state law who violate a person's Fourth Amendment rights are subject to a suit for damages and other remedies355 under a civil rights statute in federal courts.356 While federal officers and others acting under color of federal law are not subject to this statute, the Supreme Court has recently held that a right to damages for violation of Fourth Amendment rights arises by implication and that this right is enforceable in federal courts.357 While a damage remedy might be made more effectual,358 a number of legal and practical problems stand in the way.359 Police officers have available to them the usual common-law defenses, most important of which is the claim of good faith.360 Such “good faith” claims, however, are not based on the subjective intent of the officer. Instead, officers are entitled to qualified immunity “where clearly established law does not show that the search violated the Fourth Amendment,”36 or where they had an objectively reasonable belief that a warrantless search later determined to violate the Fourth Amendment was supported by probable cause or exigent circumstances.361 And on the practical side, persons subjected to illegal arrests and searches and seizures are often disreputable persons toward whom juries are unsympathetic, or they are indigent and unable to bring suit. The result, therefore, is that the Court has emphasized exclusion of unconstitutionally seized evidence in subsequent criminal trials as the only effective enforcement method.

354 Goldstein, Police Policy Formulation: A Proposal for Improving Police Performance, 65 MICH. L. REV. 1123 (1967).

355 If there are continuing and recurrent violations, federal injunctive relief would be available. Cf. Lankford v. Gelston, 364 F.2d 197 (4th Cir. 1966); Wheeler v. Goodman, 298 F. Supp. 935 (preliminary injunction), 306 F. Supp. 58 (permanent injunction) (W.D.N.C. 1969), vacated on jurisdictional grounds, 401 U.S. 987 (1971).

356 42 U.S.C. § 1983 (1964). See Monroe v. Pape, 365 U.S. 167 (1961). In some circumstances, the officer's liability may be attributed to the municipality. Monell v. New York City Dep't of Social Services, 436 U.S. 658 (1978). These claims that officers have used excessive force in the course of an arrest or investigatory stop are to be analyzed under the Fourth Amendment, not under substantive due process. The test is "whether the officers' actions are 'objectively reasonable' under the facts and circumstances confronting them." Graham v. Connor, 490 U.S. 386, 397 (1989) (cited with approval in Scott v. Harris, 550 U.S. 372, 381 (2007), in which a police officer’s ramming a fleeing motorist’s car from behind in an attempt to stop him was found reasonable).

357 Bivens v. Six Unknown Fed. Narcotics Agents, 403 U.S. 388 (1971). The possibility had been hinted at in Bell v. Hood, 327 U.S. 678 (1946).

358 See, e.g., Chief Justice Burger's dissent in Bivens v. Six Unknown Fed. Narcotics Agents,403 U.S. 388, 411, 422-24 (1971), which suggests suit against the Government in a special tribunal and the abolition of the exclusionary rule.

359 Foote, Tort Remedies for Police Violations of Individual Rights, 39 MINN. L. REV. 493 (1955).

360 This is the rule in actions under 42 U.S.C. § 1983, Pierson v. Ray, 386 U.S. 547(1967), and on remand in Bivens the Court of Appeals promulgated the same rule to govern trial of the action. Bivens v. Six Unknown Named Agents of the Federal Bureau of Narcotics, 456 F.2d 1339 (2d Cir. 1972).

36 Pearson v. Callahan, 129 S. Ct. 808, 822 (2009), quoted in Safford Unified School District #1 v. Redding, 129 S. Ct. 2633, 2643 (2009). In Saucier v. Katz, 533 U.S. 194(2001), the Court had mandated a two-step procedure to determine whether an officer has qualified immunity: first, a determination whether the officer's conduct violated a constitutional right, and then a determination whether the right was clearly established. InPearson, the Court held “that, while the sequence set forth [in Saucier] is often appropriate, it should no longer be regarded as mandatory. The judges of the district courts and the courts of appeals should be permitted to exercise their sound discretion in deciding which of the two prongs of the qualified immunity analysis should be addressed first in light of the circumstances in the particular case at hand.” 129 S. Ct. at 818. See also Harlow v. Fitzgerald, 457 U.S. 800, 818 (1982).

361 Anderson v. Creighton, 483 U.S. 635 (1987). The qualified immunity inquiry "has a further dimension" beyond what is required in determining whether a police officer used excessive force in arresting a suspect: the officer may make "a reasonable mistake" in his assessment of what the law requires. Saucier v. Katz, 533 U.S. 194, 205-206 (2001). See also Brosseau v. Haugen, 543 U.S. 194, 201 (2004) (because cases create a “hazy border between excessive and acceptable force,” an officer’s misunderstanding as to her authority to shoot a suspect attempting to flee in a vehicle was not unreasonable). See also Malley v. Briggs, 475 U.S. 335, 345 (1986) (qualified immunity protects police officers who applied for a warrant unless "a reasonably well-trained officer in [the same] position would have known that his affidavit failed to establish probable cause and that he should not have applied for a warrant").




53 The prime example is the home, so that for entries either to search or to arrest, "the Fourth Amendment has drawn a firm line at the entrance to the house. Absent exigent circumstances, that threshold may not reasonably be crossed without a warrant." Payton v. New York, 445 U.S. 573, 590 (1980); Steagald v. United States, 451 U.S. 204, 212(1981), Kirk v. Louisiana, 536 U.S. 635 (2002) (per curiam). And see Mincey v. Arizona,437 U.S. 385 (1978). Privacy in the home is not limited to intimate matters. "In the home all details are intimate details, because the entire area is held safe from prying government eyes." Kyllo v. United States, 121 S. Ct. 2038, 2045 (2001).


THOMAS J. PRITZKER  PERSONALLY AND

ON BEHALF OF ANY AND ALL HYATT RELATED ENTITIES

CHICAGO HEADQUARTERS OFFICE, 12 FLOOR

MR. GINO FASHION

4079 GOVERNOR DRIVE, SUITE 107

SAN DIEGO, CA 92122

10 BILLION

1 BILLION

0   

11 BILLION

TO BE DEPOSITED  TO ROUTING # 073972181,  ACCOUNT # 2105132944607

Bills for Personal Protection

Retaliation Episode

WHEN I WAS RELEASED FROM THE HOSPITAL IN THE EVENING WHERE IT WAS BELOW FREEZING TEMPERATURE, I WAS WEARING ONLY MY PERSONAL BOSS ROBE ! I DID NOT SETTLE TO ANOTHER HOTEL UNTILL MIDNIGHT THAT NIGHT, THATKS TO HYATT’S RETALIATION AND DISCRIMINATION, BECAUSE WHEN I GOT TO MY RESERVED BY HYATT MAIN OFFICE RESERVATION, I WAS REFUSED TO GO TO MY RESERVED AND CONFIRMED ROOM DUE TO THE FACT THAT HYATT’S RETALIATION AND RACIZM, EXTENDS TO ALL OF THEIR PROPERTIES THAT I HAVE USED.

Bills for Personal Protection 1

Bills for Personal Protection 2

DIAGNOSIS - PTSD

Hospital Discharge


I DID NOT ASKED FOR ANY OF THIS WHEN RESERVED AND STAYED AT  HYATT

(Doc 7)

Same Area Code: 619 - San Diego

Same day and  about at the same time 

HYATT Charged me for One call at $11.36 per minute and another at $4.17 per minute

  FRAUD ON ALMOST EVERY LINE OF THIS BILL AS WELL AS ON THE TOTAL

HYATT Charged me for One Movie $20.56 and then 4 At The Same Time at $21.77 

THIS BILL FULL OF OVERCHARGES, AND I BELIEVE THAT HYATT DOES NOT HAVE ANY SET RULES FOR THE  CHARGE OR OVERCHARGE PROCESS FOR THE EXCEPTION IS THAT THEY DONT MISS ANY OPPORTUNITY TO SCREW THEIR LOYAL CLIENT !    AND THEN KEEP PRETENDING TO HAVE NO CLUE ABOUT IT FOR 7 MONTHS !

Apology for Invasions at night, given about 1 hr before the SWAT CIRCUS


    ALSO AT THIS TIME, PLEASE MEET REDSKIN FAN PROPERTY MANAGER OF HYATT REGENCY,

CRYSTAL CITY, WASHINGTON  DC AREA ASSAULT TEAM


ACTORS IN PLAY:


HYATT HOTEL MANAGER IN CHARGE - LUCIA MITCHELL


HYATT PROPERTY MANAGER / SECURITY TEAM LEADER, PHOTOGRAPHER, PART TIME CLOWN - MARCELUS RILEY


AND FINALLY THE SWAT TEAM OF ARLINGTON, VA. ( AGENTS OF THE STATE OR USA )


THEN BACK TO HYATT, THIS TIME INSULTED AGAIN BY  HYATT GLOBAL CUSTOMER SERVICE,

FOLLOWED BY HYATT’S SENIOR COUNSEL AND STAFF OF 8 ATTORNEYS,

AND FINALLY SOME DUDE BY THE NAME OF  GUY GRUPPIE, WHO TURNED OT TO BE A SENIOR COUNSEL FOR 91 ATTORNEYS UNDER THE MURCHISON AND CUMMINGS MULTISTATE LAW FIRM, WHO RESIGNED FROM REPRESENTING ANYBODY DUE TO THE FACT THAT GUY GRUPPIE BECAME A DEFENDANT HIMSELF ON JULY 17TH 2014, MAINLY FOR PROTECTING THE PRITZKERS MAFIA.


MY DAILY SUFFERINGS

Bills for Personal Protection 3


HYATT’S  DC

PROPERTY MANAGER 

MARCELUS RILEY