Little Buttercup

The Bancroft’s opera singer/News Corp. director is “unavailable for comment”

And what of the opera singer?

You remember: Natalie Bancroft, the twenty-something aspiring diva who wound up on News Corp.’s board to represent the Bancrofts?

Oh, come on. The Bancrofts. Descendants of Clarence Barron—almost? Fine—descendants of Barron’s wife’s eldest daughter from a previous marriage. The Waldrons. Close enough.

These lucky few—a horsewoman, a retired airline pilot, a yachtsman or two —inherited the controlling Class B shares of Dow Jones & Co., The Wall Street Journal’s parent, entitling them to several hundred million dollars in dividends—free money!—that the company sorely needed for new products and technology.

Alas, with privilege came responsibility. The Class B shares gave the bearers special powers—super shares!—intended to protect the Journal’s “independence and integrity” from unwanted buyers.

If none of this rings a bell, it pays to go back to the good reporting, in the Journal itself and elsewhere, that described how, after agreeing to sell its birthright, the family then kicked away control of its own representative on News Corp.’s board rather than put a $60 a share offer at risk. Here’s the Journal headline from November:

Bancrofts Bicker, Miss a Deadline, Lose Board Choice

David Carr, writing in The New York Times this week, forthrightly pointed to the eerie silence with which Dow Jones and Wall Street Journal leaders have greeted the dismantling of the journalistic legacy to which they devoted their professional lives.

Carr rightly focuses on Marcus Brauchli, the managing editor who resigned in return for a rich payday rather than invoke the editorial protections painstakingly written into the deal when Rupert Murdoch’s company bought Dow Jones.

Carr compares Brauchli’s case to that of the Los Angeles Times’s John Carroll and Dean Baquet, but that’s not fair to Carroll and Baquet, top editors who resisted journalistic downgrades without benefit of special editorial committee created expressly for a scenario that promptly occurred.

Brauchli had the job guarantee but did not fight.

But the collapse of Dow Jones should be remembered for the speed and the unanimity with which leaders of all stripes—editors, executives, directors, and, yes, Class B shareholders—abandoned long-standing principles and treasured journalistic models in the face of a lucrative offer from an unsolicited buyer.

I haven’t seen this kind of money grab since I covered the Rhode Island Public Buildings Authority.

There were principled exceptions: Jim Ottaway, for one. And who remembers Dieter von Holtzbrinck?

The special committee created to protect the managing editor’s prerogatives has said Brauchli’s resignation “failed to meet the letter and the spirit of the agreement” that created it.

What does Natalie Bancroft say about all this?

A News Corp. spokesman said she was traveling for work and couldn’t be reached for comment for this piece.

There’s a lesson in all this for both the Washington Post Co. and the New York Times Co., and I’ll get to it.

But first it’s more fun to recall how Journal readers—not to mention reporters— lost their best hope for a strong voice on News Corp.’s board and instead got Natalie, who, we learn from a deft profile by Sophia Banay in February’s Portfolio, was actually the family’s fifth choice for the seat.

Murdoch’s offer of a News Corp. board seat was part of his effort to woo the then-reluctant family early on. The matter gained urgency after the family agreed to a deal, in late July.

A series of emails posted on the Journal’s Web site shows that the family took the seat seriously. Family member Thomas Hill wrote on September 17:

There seems to be widespread recognition that this position is important to the family and the legacy of Dow Jones’ commitment to journalistic integrity and independence.

Portfolio says:

Candidates discussed by family members ranged from Paul Steiger, a longtime managing editor of the Journal, to John Carroll, the former editor of the Los Angeles Times. Murdoch was initially pulling for Bancroft family member Elizabeth Steele, who was in charge of the board-nomination process.

But neither Steiger nor Steele wished to be considered. News Corp. rejected Carroll, adding the stipulation that the representative should be a family member.

In the e-mails, the family comes across as divided, not terribly organized, and increasingly exasperated with one another. In short, pretty normal. Murdoch’s unilateral rejection of Carroll, under whom the LAT had won an astonishing thirteen Pulitzer Prizes in five years, galled family member Crawford Hill, who wrote on September 20:

“I can only say what a joke this episode has become…This entire, sad and pathetic, final episode is a fiasco. No wonder we lost Dow Jones!!”

Rather than insist on a qualified nominee of their own choosing, the Bancrofts, poorly advised by expensive lawyers, gave in and dutifully began to nominate themselves, Portfolio says.

Michael Hill, a second cousin of Bancroft’s who had been active at Dow Jones; Elisabeth Chelberg, an equestrian cousin known for past activism against the company’s management; and [Natalie] Bancroft herself.

Hill came in first, Chelberg second and, as Portfolio unkindly notes:

[Natalie] Bancroft garnered two votes, hers and her father’s.

Sorry, Nat.

But then il destino —fate!—in the form of a powerful stranger, intervenes:

Though Murdoch was notified of the family’s choice, he never interviewed either Hill or Chelberg. Instead, he met with [our heroine] Bancroft privately, having been introduced by Andrew Steginsky, a News Corp. investor and a longtime Murdoch acquaintance who also happened to be friendly with Billy Cox III, Natalie’s second cousin.

Slowly, slowly, our heroine is drawn into this seductive web of intrigue. Soon, she is secretly entertaining overpriced lawyers and powerful directors in exotic foreign capitals, defying the wishes of the suffocating family that had always thwarted her most passionate desires!

In late October, unbeknownst to the rest of the family, Lon Jacobs, News Corp.’s general counsel and Viet Dinh, a News Corp. board member and head of the nominating committee, flew to London to vet Bancroft at Murdoch’s request. Jacobs and Dihn spent a morning with her, explaining the requirements of the job over breakfast. In a pro forma follow up, Bancroft sat down with representatives of Willkie Farr & Gallagher, News Corp.’s outside legal counsel, to fill out a questionnaire to evaluate her fitness as an independent board member.

The family is then informed after the fact:

In November, Steele [a family member] and a family lawyer broke the news of Bancroft’s selection to the clan in a painfully straight-faced email later published in the Journal. It read, in part, “While News Corp. is aware that other members of the family received more support from within the family, News Corp. has interviewed Natalie and elected to nominate her. We trust that Natalie will endeavor to represent effectively the family’s interests on the News Corp. board.”

Banay’s piece includes an interview with the new director and includes a few subtle daggers:

Is she planning to get an M.B.A. to help prepare for the position?

“In journalism?” she asks.

The photos don’t help.

She will earn $195,000 a year from the directorship, which should pay for plenty of those Viking helmets and breastplates.

In fact and in fairness, Natalie Bancroft comes across in the Portfolio piece as a bright and poised, if a bit willful and wildly inexperienced, then-twenty-seven-year-old—basically, your average daughter of a Dutch-Brazilian model and Formula II race car driver.

“There were better candidates than me by far, but they weren’t in the running,” she says. “I wouldn’t say I was excited. There were so many negotiations going on, and the family was screwing it up right and left. My focus was more on, Jesus Christ, how am I related to these people?”

Actually, though, both her elder relatives were certainly better candidates, and that’s putting it mildly. Chelberg (then named Goth) had been among the few members of a very reticent family brave enough to speak up in 1997 when Dow Jones really needed a new direction. (1) The Hills, including Michael, an environmental scientist, had also been involved for years in efforts to fix the company.

On the other hand, I suppose there were worse choices for the seat. It could have gone to David Li.

If this were just another corporate battle for power, fine. But this is about the fall of one form of journalism and the rise of another, the subject of a post to come.

The lesson is: it really does matter who your leaders are.

1.”Attention, Dow Jones: Ms. Goth Wants Results Now! Her rebellion has spurred the company into action. Now it’s showtime.”
Joseph Nocera;
Reporter Associate Maria Atanasov
2 March 1998

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Dean Starkman Dean Starkman runs The Audit, CJR's business section, and is the author of The Watchdog That Didn't Bark: The Financial Crisis and the Disappearance of Investigative Journalism (Columbia University Press, January 2014). Follow Dean on Twitter: @deanstarkman.