NEW

# Faces
## Behind the Figures

Edited by Jeffrey A. Trachtenberg

### When less is more

Anyone who can add would assume that it's better to sell stock at $33 per share than at $30. But one banker not known for getting his arithmetic wrong thinks otherwise. Tom Williams, 57, the cherub-faced chairman of First Atlanta Corp., the nation's 54th-largest bank (assets, $7.1 billion), earlier this summer rejected a bid of $33.50 per share for his bank from NCNB Corp., the largest bank holding company in the Southeast. Now Williams has turned around and instead merged with The Wachovia Corp. of Winston-Salem, N.C. to form First Wachovia, for nearly 10% less per share.

Williams has reasons that any country boy would understand. "When you mix up a team of mules, you've got troubles," he says.

over the long haul. "We are managing the company for the long-term shareholders," Williams explains, "not for the person who wants to slip in and out and make a good, quick profit."

For all the talk of a marriage made in heaven, the merged institutions will keep separate identities. Customers in Georgia, for example, will continue to do business with First Atlanta, while customers in North Carolina will do business with The Wachovia Corp.

Nonetheless, the combined institution, which will have assets of a little over $16 billion, will be an immediate threat to at least one nearby competitor: none other than McColl's NCNB, headquartered in Charlotte, N.C. With assets of $16.9 billion, NCNB had been hoping to acquire First At-

Terry Parke

Tom Williams of First Atlanta Corp.
**What do bankers and mules have in common?**

"They'll pull the damn wagon all over the woods, except where you want them to go."

Bankers, he says, are a lot like that. And NCNB's scrappy chairman, Hugh McColl, who has led NCNB on an aggressive acquisition drive, wasn't what Williams was looking for in the harness. But in John G. Medlin Jr., Wachovia's soft-spoken chairman, Williams saw a match that, while it would initially produce less value for shareholders, would result in a better, more profitable bank for everyone

lanta as a way to dominate regional banking throughout the Southeast. Now McColl will have a fight on his hands.—Janet L. Fix

### Dr. K and Hollywood

Henry Kissinger was in Manhattan the other morning for a symposium on international terrorism, but he had something else on his mind. Marvin Davis had just announced his decision to sell his remaining stake in

Jeff Lowenthal/Woodfin Camp

Former Fox director Henry Kissinger
**Angry over his losers?**

20th Century-Fox to Rupert Murdoch for $325 million. Though few remember it now, Kissinger had served as a director of 20th Century-Fox from 1981 through the end of last year. In return, he earned $50,000 annually for his services.

"The sale was inevitable once Marvin sold the first half," he pronounced. "Whether it was a mistake or not I can't say, because I never told him how to invest."

Kissinger was added to the board to provide advice on foreign affairs, since Fox operates its own international distribution arm. But Fox produced few hits with big overseas potential during Kissinger's tenure, limiting his value to the studio.

Yet Davis felt he got his money's worth anyway, since the addition of Kissinger, and former President Gerald Ford, gave Fox' board a panache few other studios could match. Henry rarely appeared at the studio, but when he did show up, trailed by dozens of security guards, the movie stars stopped and stared. "It was a lot of fun," he remembered, "but I don't expect Marvin to put up several hundred million dollars so I can have a good time."

Kissinger left Fox' board in November of last year, and since then relations between him and Davis have begun to sound strained. Kissinger is reportedly upset over some oil and gas investment deals he made with Davis and has begun bad-mouthing the deals to other investors. Marvin Davis, as usual, is saying nothing.—J.A.T.

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FORBES, OCTOBER 21, 1985