Tuesday, May 4, 2010


J.P. Morgan & Company

Fact File

Founders: J. Pierpont Morgan.

Distinction: Preserved and expanded the American financial system.

Primary products: Commercial banking and investment services.

Annual sales: $18.110 billion.

Number of employees: 15,512.

Major competitors: Deutsche Bank, Goldman Sachs, Merrill Lynch.

Chairman and CEO: Douglas A. "Sandy" Warner III.

Headquarters: New York, N.Y.

Year founded: 1854.

Web site: www.jpmorgan.com.

The fabled House of Morgan first surfaced as a financial powerhouse in

the mid-19th century. It was instrumental in the formation of corporate

icons such as U.S. Steel and General Electric. At one time, it controlled a

significant portion of America's railroads. It loaned millions to the

governments of France, England, Mexico, and Russia. It helped preserve

America's monetary system more than once when it was threatened with

collapse. It endured the Great Depression, two World Wars, and federal

regulations that forced it to shed one of its most lucrative businesses.

Despite being such a major player in the business world, however, it

could not survive the massive changes that transformed its industry in

recent years.

With roots going back to a London merchant bank opened in the 1830s,

J.P. Morgan & Company has long been more than a run-of-the-mill

financial institution.

From its headquarters on Wall street and offices in some three dozen

countries, the firm assembled by three generations of Morgans has served

as fiscal advisor to the most prominent and powerful people on earth. It

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has underwritten some of the largest stock offerings and corporate

mergers ever initiated. It was once the primary source of U.S.

Government financing, and members of the family from which it takes its

name are widely considered the most influential financiers of modern


In 1838, American businessman George Peabody opened a merchant

bank in London. A few years he took on a partner named Junius Spencer

Morgan, the descendent of a prominent New England trading family who

took over the firm in 1854 and renamed it J.S. Morgan & Company.

Morgan then ran the operation for more than three decades, serving as a

key financial connection between Britain and the U.S. and setting the tone

for its future by loaning $50 million to France during the Franco-Prussian


Before leaving for Europe, Morgan had a son. After attending schools in

Boston, Switzerland, and Germany, the young J. Pierpont Morgan

returned to New York for a job as an accountant with a firm representing

his father's company. During the 1860s and 1870s he worked for several

investment concerns, including Drexel, Harjes & Company of Paris. He

inherited his father's business after the senior Morgan's death in 1890,

changing the official name to J.P. Morgan & Company and consolidating

its European and American interests. He also made his first mark on the

financial world just few years later, assembling a bond issue to resupply

the U.S. Government's depleted gold reserves and relieve a treasury


With the company based back in New York, J. Pierpont started turning it

into a prime developer of American business. He bean with a foray into

the railway industry, arranging a rate agreement between two of the

largest competitors-the new York Central and Pennsylvania railroads0and

then helping reorganize others including the Southern, Erie, and Northern

Pacific. As partial compensation he accepted stock in the companies and

positions on their boards of directors, greatly expanding his wealth and

influence. By 1902, he controlled about one-sixth of all America's rails.


Morgan nicknamed Jupiter because of the dominance of his orbit, soon

branched into other fields. Three years after financing the 1989 creation

of the Federal Steel Company, he helped combine it with Carnegie Steel

and other independents to create U.S. Steel-the world's first billion-dollar

corporation. That same year he also arranged the merger of the Edison

General Electric and Thomson-Houston Electric companies to form

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General Electric. He later aided in the assembly of other corporate giants,

including International Harvester, AT&T, Western Union and


Critics charged that many of these deals were capitalized well above their

actual values so Morgan could make additional millions from investment

banking fees and stock subscription profits. And through such actionderisively

called "Morganizing" by observers of the day-Pierpont did

indeed become the most powerful private banker in America. If John D.

Rockefeller and Andrew Carnegie were responsible for rebuilding the

nation's small-scale economy into an industrial power, they contended,

Morgan was the one who financed the transformation. An imposing figure

with a bulbous red nose and booming voice, he ruled from a spacious

office adjacent to the New York Stock Exchange or from his 300-foot

yacht, the corsair, which constantly cruised the New York harbor. His

personal tastes were extravagant, but to his credit he valued character

and integrity over wealth and power when choosing clients and friends.

Morgan did make some serious business miscalculations, such as

establishing the Mercantile Marine shipping cartel (which ultimately failed)

and missing the emergence of the automobile (which helped doom his

railroads). But his company continued to thrive and help avert potential

economic disaster. During the stock market panic in 1907, for instance,

he convinced New York bankers to assemble a rescue fund that prevented

general financial collapse. The move additionally convinced U.S. officials

that a central bank was needed to avoid such private intervention in the

future, which paved the way for passage of the Federal Reserve Act in

1913-the same year Morgan died in Rome.

Pierpont's son, J.P. "Jack" Morgan Jr., had been with the firm since 1892

and immediately took over as senior partner. He continued steering it on

a similar path during the next three decades, enduring the subsequent

economic turbulence brought on by prosperity, depression, and two world

wars. During that period the firm also served as a fiscal representative for

the French and British governments, buying billions of dollars worth of

military and other supplies from U.S. companies on their behalf and

providing major financing for reconstruction after the conflicts ended.

Never the master financier that his father was, Jack Morgan nonetheless

also became the most important banking figure of his time.


J.P. Morgan & Company was partly blamed for the stock market crash of

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1929, which put 13 million Americans out of work and spelled the end to

thousands of competing investment firms. As a result, it ushered in a new

cycle of government regulation that would dramatically impact the

business. The most significant repercussion was the Banking Act of 1933,

better known as Glass-Steagall Act, which forced Morgan and others to

separate their banking and securities activities. When it went into effect,

Jack's son Harry left the company with about two dozen other employees

to form the Morgan Stanley investment bank. Most of the others stayed

with the remaining commercial operation, which went public in 1942.

The very next year, Jack Morgan died in Boca Grande, Fla. A partner

named Thomas Lamont became chairman. It marked the end of an era for

the company: The first time in almost a century that no Morgan was at its


To compete more effectively in the lending business, Morgan merged with

an-other large commercial bank in 1959. Over the next decade it also

began underwriting securities in Europe, where banking regulations were

not as restrictive. It still longed to reenter the business at home.

One year after developing a groundbreaking program so the Mexican

government so the Mexican government could restructure its debt by

issuing bonds (a practice it later used to aid Russia and other developing

nations) that wish was granted. The Federal Reserve pulled existing

prohibitions and in 1989 allowed Morgan to once again enter the field of

corporate underwriting. It resumed the practice eagerly, and its stock

became the highest valued of any bank in the country. The victory,

however, would eventually prove hollow.

During the 1990s, Morgan boosted its U.S. securities business and also

purchased a 45-percent share in American Century mutual funds. These

moves helped increase its net income, but it still ranked in the lower half

of all institutions underwriting lucrative initial public stock offerings and

other commercial deals. Morgan retaliated by hiring investment

professionals to focus on telecommunications, high tech, and Internet

companies, while launching a unit called Lab Morgan to develop ecommerce

services. It also added products that extended its base among

less well-heeled customer than those it traditionally attracted.


While this did provide significant new business, it proved insufficient to

match the needs of its dramatically reshaped industry. And so, in

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September 2000, it allowed the Chase Manhattan Corporation to acquire

it for about $31 billion. Chase, founded in 1799, had been trying to

remake itself into a global banking goliath through mergers and

acquisitions. With its new partner, it became the second-largest institution

in the industry.

The original House of Morgan was now officially shuttered. But the firm

that replaced it was dubbed J.P. Morgan Chase-which pointedly reflected

the proud heritage from which it arose.

Union Pacific Corporation

Fact File:

Founders: J. Oakes Ames, Oliver Ames, and Thomas C. Durant.

Distinction: Helped bridge east and west with first transcontinental


Primary products: Transportation services by train and truck.

Annual sales: $11.273 billion.

Number of employees: 52,000.

Major competitors: Burlington Northern, Santa Fe, FedEx Norfolk


Chairman, President and CEO: Richard K. Davidson.

Headquarters: Omaha, Neb.

Year founded: 1862.

Web site: www.up.com.

Union Pacific no longer operates passenger lines. It switched long ago to

the transport of commodities (such as lumber and coal) along some

36,000 miles of track in 23 states, Canada, and Mexico. But the largest

railroad in north America-in the form of its parent company, and with help

from its sister subsidiaries-enjoyed showcasing these relics from back in

the day when Congress chartered it in 1862 to help build the nation's first

transcontinental rail line. When the fabled symbolic spikes were driven

seven years later to mark its completion, the golden age of railroads and

of Union Pacific began in earnest.


UP was ready as hopeful miners and other pioneers rushed to the newly

opened West, and it jumped on the rollercoaster that followed. Before the

19th century came to an end, it had purchased several competing lines,

expended connections throughout the western United States, started a

coal company, passed in and out of bankruptcy, and changed hands in a

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$110-million deal.

Abraham Lincoln approved the Pacific Railroad Act in 1862 to create the

missing link in his drive to join America's established East and Midwest

with its rapidly growing West Coast. With the additional goal of possibly

opening trade with Asia, this activated a Congressional charter that

formed two private railroad companies-the Union Pacific and the Central

Pacific-and charged them with bridging the vast wilderness that separated

the country's present from its future. In reality, work had begun earlier on

lines that eventually would become part of UP and CP. But this was the

great beginning. Both companies drove iron rails across some of the most

dangerous and inhospitable land on the face of the Earth, spanning 1,700

largely vacant miles from Omaha to Sacramento to make a continually

dispersing nation whole.

The route east from California would be built by Central Pacific, and it

carefully planned its path over some very challenging terrain. The rails

west from Nebraska would be built by Union Pacific, along a politically

expedient course through the Platte River Valley, as determined by

Congress. The only settlement of consequence in between was Salt Lake,

and a spot northeast of the city was chosen for the actual connection. The

subsequent task proved far more difficult than many anticipated, taking

six long years to complete and some 20,000 men-most immigrants from

China and Europe-performed the backbreaking work entirely by hand. The

blistering desert and mountains as high as 8,000 feet didn't help, nor did

local animals and Native Americans (who were both, quite justifiably,

upset with the boisterous incursion on their land by hordes of people and

tons of machinery). A pictorial record of the process was made by former

official U.S. Army photographer Andrew J. Russell. But even today, there

is confusion over how many died during construction and how much the

project ultimately cost.

Problems in fact, surfaced from the beginning. Union Pacific broke ground,

badly underfinanced, just as the Civil War started. The uncertainties and

lack of money kept construction at bay until two wealthy Boston brothers

named Oakes and Oliver Ames threw their personal reputations (along

with about a million dollars) into the languishing effort. As Central Pacific

was already negotiating its way over the arduous Sierra Nevada's, UP

finally advanced under the supervision of Thomas C. Durant-but not

without complications. Problems couldn't be avoided in a project such as

this, which required 40 cars of material for every mile of track laid. It also


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required dealing with thousands of rough-and-tumble immigrants and war

veterans engaged in the punishing pick-and-shovel work.

Despite such obstacles, the competing crews hurried toward their

rendezvous spot called Promontory Summit in Utah's beautiful Salt Lake

Valley. The first to reach it would win the right to establish a depot and

capture future business, in addition to the 6,400 acres of public lands

(later doubled). They would also receive liberal loans to as much as

$48,000 per track mile that Congress set aside in its initial charter. When

the end was near, shiny trains bearing company and government officials

converged on the point. And on May 10, 1869, the connection was

memorialized with the symbolic driving of two special spikes: a silver one

by Durant, and a golden one by major Central Pacific backer Leland

Stanford. A Western Union telegrapher signaled "done" to the waiting

nation, and the New York-to-San Francisco journey that once took six

months by wagon now could be completed comfortably in a mere 10


Some former workers stayed on with the railroad to help it expand its

branch lines. UP's success remained elusive, particularly after an 1872

scandal that engulfed Durant and other leaders. It turned out that they

had been siphoning millions through a phony construction firm called

Credit Mobilize of America that held UP's liquid assets for five years. The

fraud, along with other management-related fiscal damage, left Union

Pacific heavily in debt. By 1893, it was forced into receivership, where it

remained for four years until it was purchased for $110 million by a group

of investors. It was reincorporated as the Union Pacific Railroad

Company in Utah. Now under the control of Edward H. Harriman,

serious remedies-such as buying new cars, replacing old bridges, and

adding track miles-were implemented. And finally, the company attained

economic stability.


During the previous decade, UP had been notably ahead of its time by

utilizing mergers and acquisitions to expand its reach. Not all of its

worked immediately, but all provided new and powerful connections

throughout the region. At the same time, luxurious passenger service was

building new converts and Americans became increasingly enchanted with

the rails. Shortly after more powerful locomotives and improved

construction (allowing trains to bend more easily around curves) was

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introduced. UP took advantage of its new financial equilibrium and added

its first subsidiary: the Union Pacific Coal company.

In the 20th century UP continued buying up competitors like its old

transcontinental partner, the Central Pacific. It also moved into other5

areas, such as its formation of the Pacific Fruit Express Company in 1906

and its opening of Idaho's Sun Valley Resort in 1936 (where it invented

the very first skier chairlift).

During the two World Wars, UP moved supplies and personnel to

American ports for shipment elsewhere; between the wars, it battled the

newfound popularity of autos among travelers and trucks among shippers

by increasing efficiency and upgrading equipment. Its top addition in the

1930s was the "City of Salina," an ultramodern high-speed diesel with

sleeping cars featuring a range of accommodations such as airconditioned

dining cars sporting fine china, expensive silver, and crisp


Americans would enjoy such standards of service for nearly four decades,

but it was never quite the same gain. Passenger traffic declined

precipitously after World War II as returning servicemen bought cars for

vacation drives along the nation's newly improved road systems. In 1969,

it established the Union Pacific Corporation as a holding company to

operate the railroad as well as two other companies now in its stable

(Overnight Transportation and Union Pacific Technologies).

A year later, the famed dome passenger train made its last run. In 1971

the transport of individuals was ended by UP entirely as the National Rail

Passenger Service Act went into effect and transferred most of the

country's remaining passenger service to Amtrak.

In the following years, Union Pacific battled floods, accidents, and federal

regulations as it refocused on its core rail business. In 1999, for the first

time ever, all of its "commodity groups" passed $1 billion in annual

revenues. The billions of tons of autos, chemicals, coal, grain, lumber,

and various consumer goods that it now hauls help it develop further

ways to better serve customers and reduce costs.

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