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May 17, 2005

Poem of the evening

Yet not yet, by Brad Leithauser:

Yet what do you answer

the voice within that cries

on the first day of a long-delayed spring,

But it all comes too soon!


Before we are ready for

so heady a prize

a thousand icy streets must be paved

under an iced-over moon.


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Manchester United

Corporate law doesn't often interfere with normal life, but it's causing chaos in England as we speak.

Just as background, the most successful English soccer teams were sold to the public a few years ago, rather like the World Wrestling Federation. Individual fans got to own a part of the team, but real control rested elsewhere with the major shareholders. But now, Malcolm Glazer - the American millionaire who owns the Tampa Bay Buccaneers - has made a takeover bid for the team.

Now, if this were happening in the US, the current Board of Manchester United would be able to deploy a poison pill to stop Glazer from accumulating more then some percentage of the team's stock (by the way, a poison pill happens to the answer to my corporate law movie quiz of a few weeks ago, which I forgot to update). If Glazer did cross the threshold, warrants embedded in Manchester United stock would trigger, allowing every shareholder other than Glazer to buy stock at a discount and thus dilute Glazer's share of the company. I don't want to speculate on whether the Delaware Courts would uphold a poison pill in these circumstances, but the Board would certainly have had a plausible argument.

The English corporate law, however, mandates Board neutrality in takeover offers. They can't act to stop Glazer. And therefore, the American has now accumulated 75% of the company, and thus can't be stopped from squeezing out the minority, so far as I understand. The fans are out in the street, alternatively rioting and burning effigies of their new owner. And all this precipitates this quite astonishing verdict from the Director of the Birmingam Business School, Jonathan Michie:

"Hopefully, the Glazer takeover will increase pressure on the government to tackle such threats; takeovers should not be permitted unless they can be demonstrated to be in the public interest."

That statement raises so many questions I don't even know what to say. Which public interest - jobs, societal welfare, shareholder value, the continued happiness of bureacrats, the fans? And public interest determined by who - the government? Me? A coin flip? These questions are precisely why American corporate law tends to defer to the Board to make these decisions, and the English have imposed a bright line rule to limit discretion. But Michie's solution would massacre value. One hopes his judgment has been distorted by loyalty to his team - otherwise, I wonder what he's doing as head of a business school.


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Rose-Petal Jam

I'm back home in Washington this week (see below for my Delaware food advice plea) awaiting graduation on June 8th. The food situation here in DC is reasonably good, generally. But it's best when my family gets a shipment of authentic Syrian food from our relatives, unpacked from one overstuffed piece of luggage or the other. Remitances don't just flow in one direction.

And it's especially good when that food shipment involves the rose-petal jam of Armenian Aleppo. The wild roses are gathered, and then simmered for the barest of moments with good sugar and water. But the thin leaves are too delicate to rudely bruise on the stove, like some common strawberry or even apricot. So the peasant women who make the jam take it to their roofs, where the men often sleep in the sweltering summer. And there, the jam slowly dries and concentrates, leaving a pale, pink, tangy and sweet result.

The jam is good in all sorts of ways, of course. But if you want to eat it the way we do, pour a good bit into a round of pita, and drop in a few strings of armenian string cheese (a sort of mozzarella studded with mahleb, the seed of a kind of cherry - a reasonable approximation is available at Trader Joe's) and roll. It may seem odd, but the two go together perfectly.

We only had one jar this time. It's long gone. But another 4 are on their way, accompanying a family friend back from Damascus. A knot of cheese, and I, await.


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