Byline: By danny hakim section: Section B; Column 0; Metropolitan Desk; Pg. 1 Length

URL: http://www.nytimes.com
SUBJECT: INTERNET & WWW (89%); INTERNET RETAILING (78%); INTERNET SOCIAL NETWORKING (90%); WEB SITES (77%); SALES FIGURES (74%); ELECTRONIC COMMERCE (73%); RETAILERS (70%); POWER FAILURES (69%); STARTUPS (63%); DATA PROCESSING SERVICES (60%)
COMPANY: YAHOO INC (86%); RESEARCH IN MOTION LTD (55%); AMAZON.COM INC (56%); GOOGLE INC (53%)
TICKER: YHOO (NASDAQ) (86%); RIMM (NASDAQ) (55%); RIM (TSX) (55%); AMZN (NASDAQ) (56%); GOOG (NASDAQ) (53%)
INDUSTRY: NAICS519130 INTERNET PUBLISHING & BROADCASTING & WEB SEARCH PORTALS (86%); NAICS517110 WIRED TELECOMMUNICATIONS CARRIERS (86%); SIC7375 INFORMATION RETRIEVAL SERVICES (86%); SIC7373 COMPUTER INTEGRATED SYSTEMS DESIGN (86%); NAICS334111 ELECTRONIC COMPUTER MANUFACTURING (55%); SIC3571 ELECTRONIC COMPUTERS (55%); SIC5961 CATALOG & MAIL-ORDER HOUSES (56%)
LOAD-DATE: July 15, 2008
LANGUAGE: ENGLISH
GRAPHIC: PHOTO: Alex Payne created a way to tell if Web sites are working. (PHOTOGRAPH BY MICHAEL GEISSINGER FOR THE NEW YORK TIMES) (pg.A16)
PUBLICATION-TYPE: Newspaper

Copyright 2008 The New York Times Company

612 of 1231 DOCUMENTS

The New York Times
July 6, 2008 Sunday

Late Edition - Final

When Ex-Employees Vent, or Reinvent
BYLINE: By MARCI ALBOHER.

Shifting Careers, a blog by Marci Alboher, is at nytimes.com/shiftingcareers.

SECTION: Section BU; Column 0; Money and Business/Financial Desk; SHIFTING CAREERS; Pg. 15
LENGTH: 1045 words
AS layoffs around the country continue to make headlines, some among the newly unemployed are venting their frustrations by posting their stories and grievances online, on blogs and other Web sites. Others are using the occasion as an impetus to start their own businesses.

In both cases, people may attract the wrath of a former employer if it thinks they used or exposed confidential information about it, violated a noncompete agreement with it or defamed it.

But how easy is it for a company to succeed in a legal challenge against a former employee? I spoke with Zachary A. Hummel, an employment law partner at the firm Bryan Cave in New York, about the kinds of legal issues that terminated employees might face if their post-employment activities raised the ire of their former employers. Following is a condensed and edited version of those conversations.

Q. This is a free country. Aren't ex-employees free to write or say whatever they like about their former employers?

A. People are certainly entitled to voice their opinions about their former employers, even if those opinions are not very flattering. I represent employers, and in the majority of instances when they see something online, I try to get them to calm down and look dispassionately at the facts and who will even read the postings.

But if a disgruntled former employee goes further and accuses a former employer of violating the law or defrauding customers, for example, those statements could likely be considered defamatory if they are not true. Employers also have rights if former employees post leaks about a former employer's business strategies or other confidential information.

Q. What if the postings are anonymous?

A. In those cases, it does get tricky. And it is even harder if a poster contributed to someone else's site rather than maintained his or her own site. But employers can do a few things. They can contact the site's service provider and put it on notice about objectionable material.

In many cases, providers will remove the material because they have potential liability once being put on notice. The former employer can also engage in a legal action to try to seek the identity of the person who posted the objectionable material.

Q.One site has the following disclosure: ''In order to protect both the innocent and not-so-innocent, the only rule we ask that you follow is that you can either publish your name or the name of the company that canned you, but not both. We don't want anyone getting in any more trouble than they're already in, so let's not give those corporate lawyers any ammo, huh?''

In your opinion, is the site giving good advice to potential contributors?

A. If a poster does not use a company name, it would certainly be hard to find a reason for the company to go after that individual. But if people reveal their names, it would be a lot easier to track them down. So it seems a little odd to me. That said, it would take a pretty aggressive search on the part of an employer.

Q.We've been focusing on ex-employees stuck in the realm of negativity, but many laid-off employees go in another direction and opt to start their own businesses. What kinds of things can former employers prevent ex-employees from doing when that happens?

A. Laid-off workers who start their own businesses have to be careful that they don't engage in what is called unfair competition by relying on information that is not generally available to the public -- like customer contacts, pricing, etc. -- about their former employer's business.

For example, if because of my former employment I know the price that a particular company pays for widgets and the person who makes the buying decision at that company, and I go in and offer to sell at a lower price, there is a chance that I'm engaging in unfair competition.

Q. Obviously, those who signed noncompete agreements have to think even more carefully about what they can and cannot do. Any advice for those people?

A. First, they should study their agreements. The main issues to look at are what activities are restricted, and for how long and in what geographic scope.

All agreements are different. Some will say that you cannot solicit business from customers you worked with at your former employer. Others will say you cannot solicit any customers at all. Others will go even further and say that you cannot even accept business if it walks in the door. But it is not just what an agreement says, it is also whether it is enforceable.

Q.In what kinds of cases have courts decided that these agreements go too far and should not be enforced?

A. One area is length of time. The longer a restriction is, the more likely it is that it would be deemed overly restrictive. The same is true for geographic scope. For example, if you worked for a company that sells products nationally, but you were in women's lingerie and your division only sold in New York, it might be deemed unreasonable to prohibit you from opening up a business to manufacture and sell lingerie in Los Angeles.

The issue courts will look at is whether the ex-employee is gaining an unfair advantage because of what was learned from working at the former employer.

Q. Now that we live in such a boundaryless world, is all this changing a bit?

A. There is a trend to look at these noncompete agreements more closely. But again, this varies state to state and even judge by judge. In some states, it is nearly impossible for an employer to enforce a noncompete.

But over all, there is a growing trend limiting the scope of the prohibited activities to what is a reasonable interest for an employer to protect. On the other hand, when it comes to the use of confidential information, as long as employers can prove that former employees used the information, they will generally be upheld.

Q. Do you see courts showing any sympathy toward people who are just trying to make a living by going out on their own?

A. Having done this for more than 20 years, I would say that judges' attitudes are based more on legal theory than on any kind of empathy toward the large numbers of laid-off employees. This is not the first time we have seen widespread layoffs. There are cycles, and we are in one of them.

URL: http://www.nytimes.com
SUBJECT: BLOGS & MESSAGE BOARDS (90%); LAYOFFS (78%); EMPLOYEE TERMINATION (78%); COVENANTS NOT TO COMPETE (77%); LABOR & EMPLOYMENT LAW (76%); MAJOR US LAW FIRMS (75%); LAWYERS (73%); ENTREPRENEURSHIP (72%)
COMPANY: BRYAN CAVE LLP (84%)
PERSON: MICHAEL MCMAHON (50%)
GEOGRAPHIC: NEW YORK, USA (76%) UNITED STATES (76%)
LOAD-DATE: July 6, 2008
LANGUAGE: ENGLISH
GRAPHIC: PHOTO: Zachary Hummel, an employment law partner at Bryan Cave, says noncompete agreements vary in scope.
DOCUMENT-TYPE: Question
PUBLICATION-TYPE: Newspaper

Copyright 2008 The New York Times Company

613 of 1231 DOCUMENTS

The New York Times
July 5, 2008 Saturday

Late Edition - Final

Credit Card Overhauls Seem Likely
BYLINE: By JANE BIRNBAUM
SECTION: Section C; Column 0; Business/Financial Desk; Pg. 1
LENGTH: 1401 words
Consumer advocates say regulation of the credit card industry has long been without teeth. But as card holders struggle under the weight of big balances, high interest rates and fees, their pleas to lawmakers for help may well mean that the industry will face some significant regulation by early next year.

Regulators are saying, ''We missed the mortgage thing by not acting quickly enough,'' said Edmund Mierzwinski, federal consumer program director for the Public Interest Research Group.

The regulators are saying, ''People are losing their homes because the banks were unfair. Now we've got the credit card industry. And people will end up in debt for the rest of their lives, and maybe we ought to do something.''

Travis B. Plunkett, legislative director of the Consumer Federation of America in Washington, agreed that the mood had changed and said he was ''virtually sure'' there would be some regulation soon. ''The question,'' he said, ''is how meaningful it will be.''

Until now, credit card companies have primarily been required to disclose their lending terms to borrowers. But consumer advocates have for years been saying that disclosure is not enough.

They have been pushing the federal government to take firmer control over the industry -- specifically, spelling out the circumstances under which lenders can raise and calculate interest rates and impose fees.

The proposed regulations take a big step in that direction. But they are strongly opposed by the industry, which has long beat back any regulatory constraints.

The proposals for banks and other general-use credit card issuers are coming from a couple of directions. Working with the Office of Thrift Supervision and the National Credit Union Administration, the Federal Reserve introduced its proposals in early May. It has asked for comments and expects to formalize proposals by the end of the year.

At the same time, the legislation most likely to succeed in both the House and Senate sets similar rules on consumers' behalf. Representative Carolyn B. Maloney, the Democrat of New York who wrote the House bill, and Senator Christopher J. Dodd, the Democrat of Connecticut behind the Senate measure, said they planned to bring their measures to the floor for votes before Congress adjourns in September.

The House and Senate bills as well as the Federal Reserve require that lenders apply payments to the debt with the highest interest rate. All would ban ''double cycle'' billing, in which interest is charged on some already repaid debt, and all would extend the time required, currently 14 days, between a statement mailing and payment due date.

All the measures would, under various conditions, prohibit lenders from raising interest rates on existing debt. The central bank proposes that except for increases caused by changes in stated variable and introductory offers, lenders may increase interest rates only if minimum payments are more than 30 days late.

Only the Dodd bill prohibits charges for paying by mail, phone or online, and restricts marketing and offers of credit to consumers under 21.

The credit card industry continues to stand firm against regulation, especially law made by Congress. John G. Finneran Jr., the general counsel at Capital One Financial Corporation, testified in House hearings in March that ''it would be unwise -- especially at this time -- to enact broad legislation that sets payment formulas in statute, redefines critical product features and limits the tools of risk management for consumer credit.''

Ken Clayton, senior vice president for card policy at the American Bankers Association, in Washington, contended in an interview that ''regulation can have unintended consequences, including reductions of popular low introductory-rate balance transfer offers and higher prices for prime borrowers.'' Fewer balance transfer offers could stifle job creation by entrepreneurs who use credit cards to borrow at the lowest possible cost, he added.

According to Cardtrak.com, a research company in Naples, Fla., the median balance among the approximately 53 million households carrying general-use card debt from month to month is about $6,700, up from $5,900 five years ago. And with the economy slowing and unemployment rising, growing numbers of card holders are unable to keep up with their payments.

Representative Barney Frank, Democrat of Massachusetts and chairman of the House Financial Services Committee, said the Federal Reserve acted last fall after the House approved legislation that would have transferred some of the Fed's regulatory power to other agencies. ''At that point, I said use it or lose it,'' Mr. Frank recalled. ''And subsequent to that, the Fed began using its authority, and is now proposing rules similar to those in our credit card bill.''

Tom Schlesinger, executive director of the Financial Markets Center, a research institute in Howardsville, Va., that follows the Federal Reserve, said Congressional pressure had ''obviously played a role in moving the Federal Reserve away from a philosophy that rejected so-called prescriptive regulation and embraced disclosure as the principal basis for consumer protection.'' Mr. Schlesinger added, ''The new credit card proposals clearly suggest an increased willingness to engage in direct regulation.''

Randall S. Kroszner, a Federal Reserve governor, said the central bank began considering the need for additional rules to protect consumers last year after it reviewed the comments on its proposal for greater lender disclosure of credit card terms. ''Many of these comments were submitted by consumers who indicated that in many cases, disclosure alone was not enough,'' Mr. Kroszner said.

The House measure has 149 co-sponsors. Twenty of them, including two Republicans -- Representatives Chris Shays of Connecticut and Walter B. Jones of North Carolina -- sit on the 70-member House Financial Services Committee that must approve it before the House can vote.

Ms. Maloney said opponents had argued that her bill controls prices. ''But saying so does not make it so,'' she responded. ''We set no caps on fees or interest rates.''

Mr. Dodd said he is hoping to get bipartisan support in the 21-member Senate Banking, Housing and Urban Affairs Committee that he heads. He said passage requires public support. ''People must do something, whether organizing online or through community coalitions, or calling their elected representatives and saying, 'I need this, it's personal.' ''

Lawrence M. Ausubel, an economics professor at the University of Maryland and a bankruptcy expert, called lenders' warnings about unintended consequences ''severely overblown.'' Nothing in proposed legislation would prevent the card industry from continuing to be profitable, Professor Ausubel said: ''One can even tell stories where it enables more consumers to emerge from financial trouble without declaring bankruptcy, so collections might go up and profits improve,'' he said.

None of the bills or proposals deals with the lenders' mandatory binding arbitration clauses that became standard in the late 1990s. Those clauses made class-action lawsuits charging lender wrongdoing almost impossible to bring, said Mr. Mierzwinski of the Public Interest Research Group.

Legislation called the Arbitration Fairness Act of 2007, written by Senator Russell D. Feingold, Democrat of Wisconsin, and Representative Hank Johnson Jr., Democrat of Georgia, ensures consumers the choice of jury trials. And in late April, the United States Court of Appeals for the Second Circuit ruled that a lower court must hear a case challenging mandatory arbitration.

Adam J. Levitin, an associate professor of law and credit specialist at Georgetown University, said the proposed rules do not go far enough.

''When the Federal Reserve or Congress tries to nip off specific abuses that the credit card industry practices, it becomes a game of Whack-A-Mole,'' Mr. Levitin said. ''As soon as they put the kibosh on one, the industry figures out another.

''I think this has led to an endgame of restricting card issuers to a very limited number of price points -- explicit interest rates and fee categories -- and letting them compete their hearts out,'' he continued. ''But I don't think Congress or the Fed has recognized that reality yet, or has the political will to do it.''
URL: http://www.nytimes.com
SUBJECT: CREDIT CARDS (92%); PAYMENT CARDS & SERVICES (91%); CONSUMER LAW (91%); INTEREST RATES (90%); ECONOMIC NEWS (90%); LEGISLATORS (90%); US FEDERAL GOVERNMENT (89%); LEGISLATION (89%); LEGISLATIVE BODIES (89%); BANKING & FINANCE (89%); PERSONAL FINANCE (79%); BANKING & FINANCE REGULATION (78%); CENTRAL BANKS (78%); AGENCY RULEMAKING (78%); BANKING & FINANCE AGENCIES (78%); FRIENDLY & PROVIDENT SOCIETIES (76%); SAVINGS & LOANS (76%); US DEMOCRATIC PARTY (73%); CREDIT UNIONS (73%)
PERSON: CHRISTOPHER DODD (52%); CAROLYN MALONEY (52%)
GEOGRAPHIC: CONNECTICUT, USA (79%) UNITED STATES (92%)
LOAD-DATE: July 5, 2008
LANGUAGE: ENGLISH
GRAPHIC: PHOTOS: From left, Senator Christopher Dodd

Representative Barney Frank

Randall S. Kroszner, a Fed governor

and Representative Carolyn B. Maloney have been working on credit card regulations. (PHOTOGRAPHS BY DOUGLAS HEALEY/ASSOCIATED PRESS

BRENDAN SMIALOWSKI, RAMIN TALAIE AND CAROL T. POWERS/BLOOMBERG NEWS)
PUBLICATION-TYPE: Newspaper

Copyright 2008 The New York Times Company

614 of 1231 DOCUMENTS

The New York Times
July 5, 2008 Saturday

Late Edition - Final

Bloomberg Stake Said To Be Up For Sale
BYLINE: By ANDREW ROSS SORKIN and MICHAEL J. de la MERCED
SECTION: Section C; Column 0; Business/Financial Desk; Pg. 1
LENGTH: 674 words
Merrill Lynch is in negotiations to sell its 20 percent stake in Bloomberg L.P., the financial data and news company founded by Mayor Michael R. Bloomberg, as the firm seeks to raise still more capital, people involved in the talks said Friday.

The discussions remained in the early stages and the talks could fall apart, these people warned.

No agreement has been reached over the valuation of Merrill's stake, which it acquired in the mid-1980s as one of Bloomberg's original customers. Under the terms of its shareholder agreement, Bloomberg has the right of first refusal to buy the stake, these people said.

A sale of Merrill's stake would also give an official value to Bloomberg, which has jealously guarded information about its profitability, and to the wealth of the man who founded the company and who remains its principal owner. Mr. Bloomberg is a fixture on listings of the wealthiest people in the world, but much of his wealth is tied to his 72 percent stake in the company.

Analysts have speculated that Bloomberg, which is privately held, could be worth $20 billion or more. News reports have estimated the company's annual operating profit at about $1.5 billion.

In a twist, Merrill may help Bloomberg finance a buyback of the stake, the people said. Merrill Lynch has been considering a sale of Bloomberg to help it shore up its balance sheet, which has been ravaged by its bad bets on mortgages.

Just last week, William Tanona, an analyst at Goldman Sachs, forecast that Merrill would take a $4.2 billion write-down when it announces its second-quarter results in mid-July. But Merrill, which has already raised $15 billion since John A. Thain took over as chief executive last fall, is finding it difficult to raise additional capital through previously used means, like selling preferred stock to sovereign wealth funds and other institutional investors, and it would prefer to avoid diluting the holdings of existing investors.

People involved in the talks said they hoped to complete a deal by the time of Merrill's earnings release.

News of the talks, which had been speculated about for several weeks, was first reported Friday in The New York Post.

Merrill has been closely linked to Bloomberg L.P. almost since its founding in 1981, after Mr. Bloomberg was fired from Salomon Brothers. The firm became Bloomberg's first customer in 1982, buying terminals that resembled typewriters hooked up to terminals.

Since then, however, Bloomberg has vastly expanded its services, ranging from mountains of data on stocks and bonds to one of Wall Street's most comprehensive who's who directories. The company has made its terminals indispensable to financial firms, outpacing older rivals like Reuters (now Thomson Reuters) and Dow Jones & Company (now owned by the News Corporation).

Its profits helped Mr. Bloomberg pay for his expensive campaign for New York's mayoralty in 2001, and his re-election effort as well.

Because Merrill has a limited universe of buyers for its stake, it will probably have to sell it at a discount to its true valuation, these people said. Other would-be buyers, like private equity firms, have been mostly sidelined by a dearth of cheap debt financing, and it is unclear if Bloomberg would waive its right to buy the stake to allow a private equity firm to buy it.

Merrill's chief, Mr. Thain, valued the stake at $5 billion to $6 billion when he spoke at a conference last month. He hinted heavily in recent weeks that Merrill would consider selling its Bloomberg stake as well as its 49 percent stake in BlackRock, the money manager. Its stake in BlackRock, which is publicly traded, is worth about $10 billon.

''It is true that there are some liquidity restrictions on BlackRock and Bloomberg, but I don't believe that that would prevent us, if we decided to, from using either of them as means of raising capital,'' Mr. Thain said last month, a reversal of his stance in January.

A spokesman for Merrill declined to comment, as did a spokeswoman for Bloomberg.

URL: http://www.nytimes.com
SUBJECT: ENTREPRENEURSHIP (90%); TALKS & MEETINGS (90%); DIVESTITURES (90%); COMPANY PROFITS (89%); BANKING & FINANCE (89%); INTERIM FINANCIAL RESULTS (78%); PRIVATELY HELD COMPANIES (78%); COMPANY EARNINGS (78%); BONDS (73%); WEALTHY PEOPLE (73%); INDUSTRY ANALYSTS (72%); FINANCIAL RESULTS (72%); SHAREHOLDERS (70%); PREFERRED STOCK (70%)
COMPANY: BLOOMBERG LP (98%); MERRILL LYNCH & CO INC (92%); GOLDMAN SACHS GROUP INC (90%); DOW JONES & CO INC (80%); NEWS CORP (60%)
TICKER: MLY (LSE) (92%); MER (NYSE) (92%); 8675 (TSE) (92%); GS (NYSE) (90%); NWS (NYSE) (60%); NWS (ASX) (60%); NWS (NASDAQ) (60%)
INDUSTRY: NAICS519130 INTERNET PUBLISHING & BROADCASTING & WEB SEARCH PORTALS (98%); NAICS519110 NEWS SYNDICATES (98%); NAICS511120 PERIODICAL PUBLISHERS (98%); NAICS523930 INVESTMENT ADVICE (90%); NAICS523920 PORTFOLIO MANAGEMENT (90%); NAICS523110 INVESTMENT BANKING & SECURITIES DEALING (90%); SIC6289 SERVICES ALLIED WITH THE EXCHANGE OF SECURITIES OR COMMODITIES, NEC (90%); SIC6282 INVESTMENT ADVICE (90%); SIC6211 SECURITY BROKERS, DEALERS, & FLOTATION COMPANIES (90%); NAICS511110 NEWSPAPER PUBLISHERS (80%); SIC2711 NEWSPAPERS: PUBLISHING, OR PUBLISHING & PRINTING (80%)