Here’s the memo from Kenny to employees explaining the particulars of the government’s purchase of preferred AMEX shares:

M E M O R A N D U M

Subject: TREASURY INVESTMENT IN AMERICAN EXPRESS

Date: December 23, 2008

To: All American Express Employees

From: Ken Chenault

When I wrote to you last month about our decision to become a bank holding company, I explained that we took this step to align our regulatory status with other companies in the financial services industry and to broaden our access to capital during a time of unprecedented strain in the credit markets. Today, we benefited from this decision as the U.S. Treasury Department notified us that we will participate in its capital purchase program.

The Treasury Department is making an equity investment in American Express similar to the ones it has been making in some of the largest and best-capitalized U.S. banks. The Treasury will purchase $3.39 billion in newly issued American Express preferred shares. The proceeds from the sale will further strengthen our capital position. In return, we will pay a five percent dividend annually for the first five years and then nine percent annually thereafter. The terms also state that we can repay the Treasury its original principal amount and retire the shares after three years.

The amount of the Treasury Department’s investment in American Express was determined by a formula based on the asset size of companies participating in the program.

The government created the capital purchase program several months ago to help restore stability and confidence in the financial system. The additional capital we gain from the Treasury’s investment will clearly enhance our position and give us added stability and capital strength.

The preferred shares that Treasury will own are a different class of shares than the common stock most investors in American Express own. These preferred shares will not come with the full voting rights that common shares provide. The Treasury Department will also receive warrants to purchase common shares with a value of up to 15 percent of its preferred share investment.

Today’s news comes at a tumultuous time for the world’s economies, but it’s important to remember that economic cycles turn. While we are clearly dealing with significant uncertainty in the near term, here are some predictions I am confident in making:

+There will be ample growth opportunities on the other side of this crisis.

+Consumers and businesses will resume their spending, and when they do, they will put more of it on cards and e-payments.

+And we will benefit when that happens.

It’s not going to be tomorrow, or next month, or perhaps not even next year. Nor will it be easy to navigate the challenges directly in front of us. We have some hard work ahead.
That’s why we have moved so aggressively to refocus our organization on three near-term priorities: staying liquid, staying profitable and investing selectively in growth.

All of us have to stay attuned to the environment and act with a sense of urgency. It’s just as important to keep a sense of perspective.

With your dedication to our customers and to the success of our business, I know we are equal to the tasks ahead in 2009. Once again, let me wish all of you and your families a joyous holiday season and a very happy new year.

[Dealbreaker] I’m Sold

The man who presided over the end, Robert K. Steel, has sent out the following memo to the company’s employees. His dull memo is somehow a fitting end to the fallen Wachovia.

DATE: Dec. 23, 2008

TO: All Wachovia Colleagues

FROM: Robert K. Steel, President and CEO

RE: End-of-Year Message

Earlier today, Wachovia shareholders approved the merger with Wells Fargo at a special meeting. The merger is expected to be completed by Dec. 31.

As this final chapter in our long history comes to a close, I want to thank all of you for the extraordinary contributions you have made to our company. Despite an extremely difficult year, you stayed focused on taking care of Wachovia’s customers, communities, shareholders and each other. In fact, even in extremely challenging circumstances, you delivered the service that underscores why Wachovia has been rated No. 1 in customer satisfaction for seven consecutive years.

It has been my privilege to be a part of this team for the past six months. As announced previously, I will not be in an executive management role at Wells Fargo; however, I will join the Wells Fargo board of directors following the completion of the merger. The Wells Fargo board has also elected the following members from Wachovia’s board: John D. Baker, Donald M. James and Mackey J. McDonald.

As the year draws to a close, I want to wish each of you the best during the coming new chapters of the company’s history. Let me also thank members of the Operating Committee for their leadership and long history of dedication. Steve Cummings, Ben Jenkins, Shannon McFayden, Ken Phelan, Jane Sherburne, Cece Sutton, Ben Williams and David Zwiener will leave Wachovia upon completion of the merger. Please join me in recognizing and thanking them for their service.

The holidays are a time for rejuvenation, and I hope you enjoy them. The new year, 2009, arrives with tremendous opportunities as the new Wells Fargo takes its place as one of the world’s great companies. I have every confidence–and you should, too–in your abilities and enthusiasm.

Thank you.

[DrealBreaker] Wells Wachargo Official, Robert Steel So F*cking Out Of Here*

The previous fundraising round pegged the value of BitTorrent at $177 million; with the rescission of the old investments, the company is now only valued at $35 million. Ouch.

Here is the “confidential” letter sent out to BitTorrent shareholders explaining all of these steps:

CONFIDENTIAL

Dear BitTorrent Shareholder:

I am writing to inform you of a number of significant developments related to the Company, including the renegotiation of the terms of the Company’s Series C financing, and to request your approval of, and to offer you the opportunity to participate in, the revised financing.

Business Update

Last spring the Company was focusing its business efforts on content delivery services (DNA), embedded software (SDK) and our direct to consumer portal (the Store). Over the course of the summer it became clear that some of the Company’s businesses were not gaining sufficient traction, and that the Company would significantly miss its projections. In response, the Company substantially restructured various product offerings, closed the Store, laid off a significant number of employees, and made significant changes to our management team.

As a result of the foregoing, the Company now employs 19 people, and our executive officer team consists of the undersigned, Eric Klinker, as CEO, Mitch Edwards as CFO, Bram Cohen as Chief Scientist, Simon Morris as VP of Product Marketing and Ilan Shamir as VP of Engineering.

Series C Financing

In late May and June of this past summer we closed a $17 million Series C financing. The lead investor in this financing was DAG Ventures. Given the changes in our Company’s business model and projections that occurred in close proximity to the Series C financing, DAG claimed that the Series C financing should be substantially renegotiated. After evaluating DAG’s claim, engaging in significant negotiations with DAG, unsuccessfully trying to raise funds from other sources, and taking into account the overall economy, the Company decided to work with DAG to significantly modify the terms of the Series C financing. The modifications included reducing the amount of the financing from $17 million to $7 million, substantially reducing the pre-money valuation of the Company to $28 million, and reducing the amount of the outstanding pre-financing liquidation preference from $38 million to $13 million.

Series C-1/Series C-2 Financing

The terms of the revised financing call for the rescission of the Series C financing and the sale of $7 million of a new Series C-1 Preferred Stock at a price of $0.32178 per share. The terms also require the conversion of all of the Company’s pre-financing outstanding Preferred Stock into Common Stock, and providing shareholders whose Preferred Stock is converted into Common Stock the opportunity to exchange approximately one-third of such Common Stock (approximately 2.1 million shares based on a $7 million financing) for a new Series C-2 Preferred Stock at a ratio of approximately 15 shares of new Series C-2 Preferred Stock for each share of Common Stock being exchanged, if such shareholders participate in the new Series C-1 financing. The new Series C-2 Preferred Stock has a liquidation preference of $0.4196 per share, resulting in an aggregate liquidation preference of the Series C-2 Preferred Stock of $13 million (assuming a $7 million financing). The purpose of this Series C-2 Preferred Stock exchange is to incent current Preferred shareholders to participate in the Series C-1 financing, and to obtain their agreement to the reduction of their liquidation preference, by providing for them to receive a higher percentage of the Company than they would otherwise have. We expect that the $7 million raised in this financing will fund the Company’s operations for a minimum of 12 months.

Please note that the financing documents also provide that the Company may use up to $750,000 of the financing proceeds to repurchase shares of Common Stock from current Common Stock holders. The Company has not yet decided whether to pursue such possibility.

In connection with the financing John Cadeddu of DAG will be joining the Company’s Board, and Ashwin Navin has resigned. All directors other than Mr. Navin voted in favor of and support the financing.

Enclosed is a Summary of Terms describing the Series C-1/C-2 financing in more detail, together with a pre-financing and post-financing capitalization table.

The Company has already received the commitment of DAG to purchase $2 million in the Series C-1 financing, and for Accel and DCM, the Company’s other major investors, to invest an aggregate of $5 million in the financing. The other smaller investor in the Series C financing, Quilvest, has elected not to participate in this financing. The Company may raise up to approximately $7.8 million in total if additional shareholders purchase their pro rata portion.

Shareholder Participation

Given the nature of this financing, the Company is providing all shareholders the opportunity to participate in the financing, to the extent that they can consistent with applicable securities laws. If you would like to participate in the financing, or would like additional information on the financing or the Company’s business, please contact the undersigned at (415) 568-[redacted] or [redacted]@bittorrent.com; or Mitch Edwards at (415) 568-[redacted] or [redacted]@bittorrent.com.

If you are interested in participating in the financing you must notify the Company in writing by January 5, 2009.

Financing Approval

Enclosed is a Shareholder Consent approving this financing, and various related matters (including a substantial increase in the Company’s stock option plan to allow the Company to provide appropriate incentive to its new management team). If the proposed transactions and Consent are acceptable, please sign the Consent and return it to our Company’s law firm, Fenwick & West, attention Diana Woods at (650) 938-5200 (fax) or dwoods@fenwick.com (by pdf). Please provide your consent as soon as possible, as we would like to close the initial closing of this financing in the very near future. We will be holding a second closing in the future for any shareholders who wish to participate in the financing as described above.

The need for this revised financing is disappointing. That said, the management team believes that the Company’s prospects are bright with a greatly reduced operational expense profile, a focus on attaining profitability and a commitment to building value for our shareholders.

Sincerely,

Eric Klinker
President and CEO

[TechCrunch] The Extraordinary Happenings At BitTorrent
[TechCrunch] BitTorrent Recapitalizes: $17 M Financing Undone, Valuation Plummets

The company is also switching to net-45 payment terms, and will thus be pushing publisher earnings from November and December back 45 days. Smart accounting, guys! Push those payments to next year so it looks like you lowered costs!

Here is the memo sent out by BlogHer:

December 10, 2008
Hi everyone,

This is a long letter, but an important one, so thank you for your attention during this busy time of year. We’re writing to share with you:

* One change that BlogHerAds is making to our contract terms with you, effective January 1, 2009. This change will require your agreement, and instructions will be provided on how to indicate your agreement.

* One change in our payment processes, also effective January 1, 2009

* One new benefit: A new way to receive your payments online, immediately available to all members

This letter explains what the changes are, and how they will affect you.

In the past year, BlogHer expanded and competed for more advertising dollars for your blogs. The good news is that we successfully grew our business in the worst economy in the nation’s history. However, because of the current climate, we need to make some changes so that BlogHer can continue to invest in the resources necessary to recruit the very best advertising for your blogs.

* Contract Change -Your revenue share percentage

When BlogHer’s network was created in 2006, we began with 35 blogs, a few advertisers and a small number of staff members to sell and manage the entire network. Today, BlogHer’s network is more than 2,500 blogs strong, and we’re working with dozens of advertisers each quarter. We have had to grow our technology infrastructure and staff dramatically to keep pace with network growth. Because many of these costs are fixed, expanding our network to compete for Fortune 500 advertisers has been a major investment.

Currently, you get a revenue share of 100 percent of gross advertising fees received by BlogHer. Effective January 1, 2009, we will apply your revenue share to 90 percent of gross advertising fees, thus reducing your revenue share by 10 percent. To document this change, we need to amend the first sentence of Section III.A.3 of our Agreement to read:

For the purposes of this Agreement, the term “Revenue” means the gross fees actually received by BlogHer for Advertising Impressions originating from the Advertising on Partner’s Blog, less an administrative fee equal to ten percent (10%) of the Gross Fees to cover sales commissions, costs associated with serving the advertisements, administrative third party fees, campaign referral fees and other miscellaneous administrative expenses.

Here’s what the difference will mean to individual bloggers:
Currently, on a $10 CPM, a network blogger earns $5 per 1,000 impressions if the number of impressions on the blogger’s site is equal to less than one million. With a 10% deduction from gross revenue to cover our operating costs, a network blogger will now earn 50% of $9.00, or $4.50 per 1,000 impressions. (As always, BlogHer will not take a revenue share on BlogHer house ads or on remnant inventory - 100% of that total revenue will still go directly to you.)

While we have needed to make this change for some time, we held off for as long as possible. We are acting now in order to continue aggressively pursuing new revenue for you and your sites.

What we are asking you to do now:

We have added a section to your BlogHerAds profile with a summary of this change. Please visit your BlogHerAds profile and check the box indicating that you accept these changes to your contract by December 19, 2008. If you have any questions, please don’t hesitate to contact us via our help desk form.

This is an opt-in contract change, so you must indicate your acceptance of these terms. If you do not visit your profile and accept these terms, we will have to suspend ads on your site, starting January 1, 2009, until acceptance is received.

Please accept these changes now by logging into your profile at
https://www.blogherads.com/user/login and clicking the Accept Terms of Service box.

* Payment Process Change - Net 45-days payment terms for each month’s payment of your revenue share

Our contract with you currently allows us to pay your revenue share 45 days from the date we receive payment from our advertisers. We’ve actually been paying you much sooner than we receive payment! BlogHer has consistently sent payments within 30 days following the close of each month for that month’s revenue. As we have scaled in number of both bloggers and advertisers on the network, we need to extend our payment schedule to 45 days from each month’s close, rather than 30 days. This is a more realistic schedule and will allow us to continue to scale, while continuing to get your payment to you more quickly and efficiently than paying you 45 days after we receive payment.

To effect this change, there will be a one-time 45-day gap between your payment for November’s revenue and your payment for December’s revenue. Subsequent to that you will continue to receive a check every 30 days, by the 15th of each month.

Here’s how your payment schedule will look:
Your revenue share for December 2008, which would normally have been received by January 31, 2009, will now be received by February 15, 2009. Going forward, you will continue to receive a check on the 15th of each month for the calendar month prior to the immediately preceding month (as long as you’ve earned or accrued at least $25 by the end of that calendar month.)

Near-term schedule:
November 08 revenue will be paid December 30th
December 08 revenue will be paid February 15th
January 09 revenue will be paid March 15th
February 09 revenue will be paid April 15th
March 09 revenue will be paid May 15th

* New Benefit (optional) - switching from paper checks to electronic payments

Many of you have asked about receiving ad revenue shares via electronic payments. Effective January 1st, BlogHer is making it possible for all members, domestic and international, to select PayPal as a payment option. We have switched to using Mass PayPal, which has the following benefits:

* No charge to you. BlogHer covers the entire surcharge for using Mass PayPal

* Using PayPal eliminates paper checks, and any inefficiencies with the U.S. Postal Service or if you should move physical addresses

If you are interested in switching to PayPal, you may choose the PayPal option of payment, along with entering your PayPal email address, by logging into your profile and going to Your account > Edit > About You, and selecting either check or PayPal under the Payment Preference header.

This change is optional and offered as a service to our bloggers. We hope it is good news to many of you! Please let us know if you have any questions about PayPal payment of your BlogHer Network revenue share.

As 2008 comes to an end, we are thankful for our partnership with each of you and proud of the pioneering publishing network for writers that we are building together. We and the entire BlogHer team will be working very hard to make 2009 a year of continued growth.

Best,

Elisa, Jory and Lisa
Print Yahoo! Buzz Share Sphere 1 Comment

[MediaMemo] Lady Blog Network BlogHer Gives Bloggers a Pay Cut

To: NYTMG
Subject: Note from Arthur

Dear Colleagues,
The deepening recession and the structural changes confronting our industry continue to present us with difficult challenges. Advertising revenues at both the paper and the web site remain weak and the financial outlook for 2009 is daunting. For these reasons, we have decided to forgo pay increases for all non-union employees in the coming year.

The decision to freeze wages at current levels was not taken lightly. For all of our aggressive efforts to streamline our businesses and to reduce our expenses, including the consolidation of production facilities, the restructuring of our newspaper distribution and the Board’s decision to reduce our dividend, we felt that it was essential to take this step to further control our costs during these hard times.

We remain a great brand, a great organization and a great culture; our journalism remains the gold standard, not just here but around the globe, and we reach more people each day on the web than any other newspaper company. With your help and support, Scott, Bill, Andy, Martin and I are confident that The Times will come through this difficult period, and we will emerge stronger than ever.

Arthur

[Gawker] Your 2009 Times Salary Freeze Memo

A memo was also circulated by management that describes the changes the organization will undergo in 2009 in the vaguest of terms. Read on for the full memo.

From: Quincy and Neil
Date: Thu, 11 Dec 2008 16:33:25 -0800
Subject: CBS Interactive Update

Team,

As we come to the end of 2008, we have a lot to be proud of. CBS Interactive is the best online content network for information and entertainment. Our properties are expanding, advertisers are capitalizing on our properties and their scale, and we are positioned well to continue to grow. As we prepare for 2009 and beyond, we’d like to update you on this progress, announce some organizational changes and comment on the broader market environment and how it impacts CBS Interactive.

Progress

CBS Interactive is the 8th largest Internet network in the world. Our combined traffic is up nearly 30% since we closed the merger this summer. CNET, CBSSports.com, BNET, GameSpot, TV.com, CBS.com, last.fm, and CHOW have each had record traffic within the past three months. Our commitment to our users is paying off.

Advertisers have noticed. We have recently signed and announced deals across several of our properties with Microsoft, AT&T, Intel, Bertolli, EA, and GM. In these challenging economic times, marketers are consolidating their efforts with their best partners. Our properties, our audiences, our ideas and our insights will continue to differentiate us in the marketplace.

Finally, we have contributed to and benefited from the TV and Radio divisions of CBS. We’ve done nearly 1500 purpose-driven promotions to our properties on Broadcast TV, Radio and local TV Stations; CHOW and GameSpot content is running on the CBS Outernet; and CNET ran a major consumer campaign in markets like New York and San Francisco through CBS Outdoor. CBS Interactive is also a key partner to CBS Television Network for major broadcast events. In just the last week, we featured complementary content for events including The Victoria’s Secret Fashion Show, the Grammy Nominations and the SEC Championship.

Moving forward, we have a lot to look forward to. Events like CES, The Grammys, and March Madness on Demand are all just around the corner. Each represent huge cross-platform opportunities where CBS Interactive will again help complete the experience with coverage on air, online, and on mobile for our audiences.

Organizational Promotions and Changes

As we enter 2009, we are making some changes to our organizational structure to capitalize on audience and advertiser overlaps. We are also making some changes to key functions so that we can realize the benefits of our position in the marketplace. These changes mark another significant milestone in our integration, as we fine-tune our organization to best take advantage of the power of our entire network.

Sports, Games and Music

We are combining our Sports, Games and Music properties into a single group led by Steve Snyder. Steve has tremendous product and leadership experience and an enthusiasm for each of these categories. In addition, Tom Jones will be moving over from CNET to head-up the sales efforts for this group. Within the group, our talented senior leaders including Jason Kint, Rich Calacci, Jaci Hays, Kevin Menard, Felix Miller, Doug Schmidt and others will report to Steve and to Tom.

Entertainment & Lifestyle

We are also moving our Lifestyle properties, CHOW and UrbanBaby, to the Entertainment group (TV.com, CBS.com, The CBS Audience Network and TheInsider.com) to capitalize on the similarities in audience and advertisers. This group will continue to be led by Anthony Soohoo with sales led by Ken Lagana. We’re excited to see the innovation that will come from this group in 2009.

Technology & News

Under the continued leadership of Joe Gillespie, our Technology & News division will bring CBSNews.com and CNET News.com into a single CBS Interactive News Group. Each site will maintain its own brand identity, while benefiting from shared resources in design, product and engineering to deliver deeper and more comprehensive coverage of major stories and events. Led by Mark Larkin, with Dan Farber as Editor-in-Chief, CBS News.com and CNET News.com will also have the opportunity to share content and collaborate on stories for the benefit of their unique audiences.

CBS Interactive Marketing

We are bringing together our key marketing functions into a new group called CBS Interactive Marketing led by Mickey Wilson. The group brings together expertise from across the organization so that we can capitalize on our biggest opportunities, and elevate the company to be a strategic marketing partner whose products, consumer insights, and ad innovations are critical to our clients’ long-term success. They will establish the company as the standard for premium content online, and define and evolve brand strategies to capture the biggest opportunities for audience and revenue growth through market planning, insights and execution.

CBS Interactive Business Development

We are also bringing together all of our business development activities. This group will be led by Mike Marquez. Mike and his team will be responsible for the development of all new partnerships, investments, and acquisitions. They will be charged with taking advantage of knowledge sharing across the whole company to ensure that we are the strategic partner of choice for the industry.

Market Conditions

As you know the general economic environment continues to be a challenge. We have always been very aggressive about managing our costs, and that requirement is even more critical now than it has ever been. We believe this new, more efficient organizational structure will produce better results for CBS Interactive, and also result in lower operating costs. It is always very difficult to make these kinds of reductions, but they come after a thorough review of how we are organized and how we operate, and what best serves our many users, advertisers and employees.

CBS Interactive is a special place because of you, and we thank each of you for what you have done, are doing, and will do to exceed the expectations of the tens of millions of people who come to our properties every day.

Today, we sit in a great position. People seek out our brands because we provide them with the information and entertainment they want and need, and marketers seek us out because of the powerful audiences we attract. We are positioned to grow in 2009 and beyond.

Best,
-q, NA

[TechCrunch] How Many Bodies Exactly Is CBS Interactive Trying To Hide? Try “275-ish.”

To: All Employees: 1540, 1515 Broadway & 345 Hudson

Subject: HOLIDAY REMINDERS

DECORATIONS

During this time, employees tend to decorate their workspace and/or have potluck department buffets. This memo is just a reminder that if you decorate, you need to be careful not to create any potential safety hazards that may endanger you or your co-workers. Please keep in mind that all holiday lights and decorations must be fire retardant or fire proofed and U.L. approved with the tag attached. Live trees solely for the purpose of a holiday decoration are not permitted. Please do not use unapproved extension cords.

Holiday Flowers are placed in the reception areas on each floor representing the beauty that this time of year brings.

During this special time, we here at Viacom/MTVN wish you and yours a happy, healthy holiday season.

HOLIDAY FOOD SERVICE

Any food service brought to the office areas must be restricted to a conference room or other pre-approved space. If planning on serving hot food remember that use of outside heat sources with an open flame, such as “Sterno”, for warming chafing dishes is strictly prohibited in all Viacom office areas.

For all our safety, Security and Facilities staff will periodically be touring the workspace areas. Any situation encountered that is unapproved or considered unsafe will be corrected or removed immediately. If you need assistance or have a question about this policy, please contact [redacted].

RECEIPT OF PERSONAL PACKAGES

Please keep in mind that all personal packages including holiday gifts, internet purchases and orders from catalog companies, etc. should be directed to your home address. Should an item be received that appears to be personal in nature, it will be held in the concourse messenger center for pick-up with ID that matches the addressee information. These items will not be delivered into the office space.

· You will receive either a voicemail or e-mail notifying you that a package is being held

· These items must be retrieved between 4:30pm and 6pm on the same business day

· Please recognize that Viacom’s acceptance of non-Viacom business related packages is a problem for us to deal with, but we’ll do the best we can. We cannot however, accept any responsibility for loss or damage.

OUTGOING MAIL SERVICES

Please be reminded that mail and package services are for business use only. Use of DHL, UPS or the sending of personal items including holiday cards through the company postage metering system is expressly prohibited. All personal mail must have proper postage affixed prior to placing in the inter-office system. Business related holiday cards should be identified as such and bundled with a note including your name and budget center.

Liquor is considered Hazardous Material and cannot be shipped by any of Viacom’s designated small package carriers (DHL or UPS). This includes use of intra-divisional pouches.

For questions or any assistance you can contact [redacted]

Thank you for your cooperation in helping us to successfully get through this always hectic season! Happy Holidays!

yahoos,

today, most of our layoffs in the US are happening, and they’ve been underway in other regions around the world.

this is a tough time for all of us and i wanted to take a moment to reach out to you.

saying goodbye to colleagues and friends is never easy. they all are dedicated members of our yahoo! family, who worked beside us and shared our passion.

but as you all know, we must take actions to better perform in today’s turbulent global economy. while we’ve found efficiencies in many parts of our business, laying off employees is unfortunately unavoidable. our difficult decision to let colleagues go reflects the changes we’re having to make to better align costs with revenues - something businesses in virtually every sector are also having to do.

for those who are affected by these layoffs, i am extremely grateful for your contributions to yahoo!. we realize the impact this will have on you. that’s why, consistent with our past practices, we’re making every effort to support you with severance packages and other services.

the reductions we’re making are very hard, but they are also very necessary - as we focus on the long-term health of our business. to those who are leaving us, i extend my heartfelt thanks on behalf of yahoos everywhere - you will be missed.

thanks,
jerry

[Valleywag] Jerry Yang’s incompetent layoff memo

To: All Macmillan US
From: John Sargent
Date: December 9th, 2008

Since I spoke to you a month ago about the economic crisis and its impact on our company, I can’t say much has changed. We are now clearly in a recession and there is still no clarity on how long or deep it will be. What is clear is that retail book sales are down, advertising revenues are down, and even countercyclical businesses like education are struggling in many cases. We are not immune to these forces, and our business continues to be soft. So the time has come to take action for next year.

Effective January 1st for 2009 we will freeze salaries for everyone making more than $50,000. For those making under $50,000 there will be a pool for modest increases. All bonus plans will stay in effect, but all are sensitive to individual company profitability and individual performance. Thus the impact on individual bonus plans will vary.

It has been a very tough year for retirement savings, so I’m happy to say we plan to make our usual discretionary contribution to the 401k plan for 2008 (paid in March 2009). As we informed everyone last week we will continue to absorb the same percentage of costs for our medical benefit plans.

You will hear more about expense control and next year’s budget on a company by company basis over the next week or two. We will continue to review all of our business policies as events unfold this year. I will stay in touch on a more frequent basis to let you know how we are doing, and I have every confidence that we will be doing as well as the market allows and then some.

I know it is a bit jarring at the end of a memo like this one, but it should not go unsaid. I hope you and yours have a happy and healthy holiday season and thanks for all your efforts this year.

Best,
John

[Gawker] No Raises Next Year at Macmillan… and Merry Christmas!

Partners,

We just announced that Tribune is restructuring its debt under Chapter 11 protection. I’m sure you saw the speculative coverage last night and this morning. I would have preferred everyone get the news from me first, but since our debt is publicly traded, we had to keep this decision confidential until we had a formal board decision. The Cubs franchise is not part of the filing.

Most importantly, I want to stress that we will continue to operate our business as usual. That includes meeting payroll and covering benefits (such as healthcare, disability and others), and paying vendors for all goods and services they provide to us going forward.

As is routine with Chapter 11 filings, we have filed “First-Day Motions” to get court approval on these and many other programs that are essential to continuing our businesses without disruption. We expect to get approval on these motions within the next few days.

You are also most likely wondering about the other aspects of your compensation. The 401(k) is unaffected by the filing, and in general, the existing benefits in the pension and cash balance plans are also unaffected by the filing. The ESOP is part of the ownership structure, so its value and role long-term will be determined in the restructuring. We believe the structure is a valuable asset to the company and that there are strong reasons to preserve it.

So, how did we get here? It has been, to say the least, the perfect storm. A precipitous decline in revenue and a tough economy have coupled with a credit crisis, making it extremely difficult to support our debt. All of our major advertising categories have been dramatically impacted.

By restructuring our debt, we will reduce the pressure on the company’s operating businesses, enabling us to pursue our vision of creating a sustainable, cutting-edge media company that is valued by our readers, viewers, and advertisers, and that plays a vital role in the communities we serve.

This filing should not impact the way you do your jobs on a day-to-day basis. We will continue to operate responsibly in a challenging environment — aggressively managing costs and maximizing revenue opportunities. These are all things we would do whether or not we were restructuring our debt.

Our challenges are consistent with those facing all media companies, and an increasing number of companies across a variety of industries today. The reality is that we — along with the rest of the country — have very little visibility on where the economy is headed and how our businesses will perform given the recession.

The good news is that we have great brands, and we produce great products every day. It’s up to all of us to continue to focus on what it is we do best.

As your Chairman and CEO, I will continue to be actively engaged in the business and I remain committed to the company, to you and to our lenders. Randy, Gerry and the rest of the management team are equally dedicated to moving this company forward.

I’m sure you have a lot of questions that this email doesn’t cover. I encourage you to visit TribLink where we’ve posted some anticipated Q&A, or call the toll-free number we’ve established — 888-287-7568. We’ll also have information posted on Tribune.com. But, recognize that there is quite a bit we don’t know — or that we cannot confirm — at this point.

I am proud of the work we have done at Tribune in the last year. I’ve seen strong determination to take hold of this company and put it on a new course. As a result, we’ve reduced costs, gained market share, and laid the groundwork for creating a new business model out of traditional media. This restructuring will give us the time we need to build that model, to secure sustainable and growing cash flow, and to achieve the success the talented partners in this company deserve.

Sam

[Inquisitr] Tribune Company’s Bankruptcy Memo From CEO Sam Zell

To: U.S. Citi employees
From: Paul McKinnon, Head of Human Resources
Date: December 1, 2008
Subject: Amendment to the U.S. Separation Pay Plan

As you know, we’ve continued to review our policies and practices to
ensure that they support our overall business objectives and remain
competitive with industry standards. As a result, a decision has been
made to amend the Citigroup Separation Pay Plan (SPP) for U.S.
employees.

Effective January 15, 2009, the SPP will be amended to eliminate the
supplemental severance payment that provides additional weeks of base
pay to employees who had 10 or more years of service.

The basic severance benefit available to eligible employees - 2 weeks of base pay for each full 12 months of service to a maximum of 52 weeks of base pay - remains unchanged. In addition, the minimum severance benefits and COBRA subsidy currently provided by the SPP will continue to be available.

This amendment will apply to eligible employees who receive written
notice of termination of employment on or after January 15, 2009. As
always, Citi reserves the right to amend its plans at any time.
If you have any questions, please contact your Human Resources
representative.

[Dealbreaker] Citi Still Chasing “Best Company In The World, Bar None” Title, Via Eliminating Severance*

Here’s the full memo:

Summary: This message provides you with important information about the 2009 Offering of the Employee Stock Purchase Plan. The enrollment period starts on December 1.

You will get more details before the start of the enrollment period on
December 1.

Dear Colleague,

I am pleased to announce that the Board of Directors has approved an offering of the Employee Stock Purchase Plan for 2009. What’s more, the plan is enhanced for the coming year. The purchase price will be 85% of the average market price at the beginning or the end of the offering, whichever is lower. As many of you will be aware, this is a significant change from last year’s offering.

Whether participation in the 2009 Offering is a good deal for you, depends on your personal financial situation, you future financial objectives and your tolerance for risk, since investing in any stock includes an element of risk. All the same, please consider your opportunity to participate in the 2009 Offering carefully; it does provide eligible employees with a convenient way to buy Company stock at a discount.*

You will receive details about the 2009 Offering before December 1, including the Base Prospectus, 2009 Appendices, the Annual Report on Form 10-K for 2007 and enrollment instructions. Please look for an e-mail message with links to supporting materials on the Company’s intranet soon.

The Company is very pleased to extend this opportunity to our employees. We encourage you to give careful consideration to participating in the 2009 Offering.

Thanks,

Dave Norton
Senior Vice President, Human Resources

* A reminder to excluded employees who are eligible for the Supplemental Retirement and Investment Plan (the Company-offered 401(k) plan): Participants in SRIP will receive a portion of the Company match in the form of Company stock starting in 2009.

[Gawker] Times Employees Offered Sweet Deal On Awful Stock

CDO-Wide Expense Management Policies

1. Year-End PTO: As announced on CEC, Cisco U.S./Canada offices will shut down from December 29 - January 2 as part of the company’s expense management initiative.

· This mandate applies to the vast majority of CDO employees. Management will notify specific CDO teams that have customer-related exceptions during the year-end shutdown period including support for Technical Assistance Center (TAC) and Customer Assurance Program (CAP) teams.

· We also strongly encourage all employees to take additional time off from December 22nd through December 24th or by the end of Q2. Taking additional PTO beyond the four mandated days can significantly contribute to your business unit cost savings and provides a well-deserved break for you.

2. Holiday Activities: All CDO teams are encouraged to celebrate the holidays, but try to find creative ways that result in no cost to the company. There should be no Business Group, Technology Group or Business Unit-funded holiday parties.

3. Hiring: A number of new Cisco-wide hiring policies were announced this week. These policies are intended to ensure that movement of talent continues to take place in strategic areas to the company.

* On Monday, November 17th all open requisitions were cancelled; CDO requisitions can be reopened with Development Council member approval. [REDACTED NAME OF AN EMPLOYEE HERE]

* Replacement or backfill positions will be approved at the discretion of the Development Council Business Group lead based on revised budget affordability.

* College recruiting programs in the US, India and China are not subject to the above requirements. They will continue to maintain CDO’s strategic relationships with designated universities and to provide access to candidates.

4. Travel: Travel is an area where CDO spends a significant amount each year and where all employees can make a significant impact. You should expect reductions in the following areas based on revised budget affordability:

* Support for tradeshows in accordance with revised Marketing requirements

* Travel required for participation in standards forums

5. Project-Related Costs: Outside services, equipment expense, capital purchases and prototypes are another large area of expense management focus in CDO. Specific spend allocation on each of these areas will be managed by the Business Group to fit within revised budgets.

6. Training: As a Development Council, we remain committed to the development of our employees, even during challenging economic times. To do so, in adherence with Cisco policy, we are requiring that all training take place locally. We also ask that all CDO-employees look for ways to maximize training budgets in the following ways:

* Revisit and reprioritize development plans with your manager before you sign up for training with an associated cost. This will save on potential cancellation fees later. Refer to the CDO website for more training guidelines and ways you can continue your development and save money.

[Valleywag] Cisco kills Christmas

Dear Friends,

Many of you have been asking us about The Estée Lauder Companies Holiday press party this year. After much thought and consideration, we have decided that, at this moment in time, it is more appropriate to thank you and celebrate in another way. To express our gratitude for your support and to recognize our invaluable, deep relationships, The Estée Lauder Companies will be making a donation in your honor to Dress for Success. The mission of Dress for Success is to promote the economic independence of disadvantaged women by providing professional attire, a network of support and the career development tools to help women thrive in work and in life.

So, although we will be cancelling the party on December 1st at Nobu 57, you are very much in our hearts….

The Lauder Family and The Estée Lauder Companies

[The Daily Beast] Other Casualties of the Christmas Party Recession

17 November 2008

CONFIDENTIAL
Memo to Employees

These are extraordinary times. Markets and economic conditions are exceptionally challenging. We are experiencing sweeping changes to the global financial landscape. A wide variety of businesses across industries and regions have reported weak third quarter results and even weaker expectations for fourth quarter 2008 and for 2009. BlackRock is not immune.

Times like these require fiscal discipline; we expect it of the companies in which we invest and we must expect it of ourselves. The Executive and Operating Committees have worked together to identify ways to streamline our processes, simplify our platform, enhance our operating efficiency and focus our strategic investments for the future. We have targeted ways to reduce general and administrative expenses, identified reengineering opportunities, and considered resource allocations given our outlook for various businesses.

In connection with these efforts, expense policies and business practices will be tightened. However, it was not possible to reduce costs and achieve reengineering efficiencies to the extent necessary without considering cuts in staffing. Some positions across the firm will be eliminated, resulting in some of our co-workers, colleagues and friends leaving BlackRock. These decisions, which will be communicated this week, are very difficult. We will work with everyone affected to help them with the transition.

During the planning process, each business presented their business strategies and critical client trends to the Executive Committee. The long-term trends remain consistent with our “5 in 5,” and were key considerations in the selection of a narrower set of strategic initiatives for 2009. These include supporting growth in our financial markets advisory business (FMA), continuing to build our multi asset portfolio strategies (MAPS) effort, and establishing a dedicated sales capability for the rapidly expanding independent channel in U.S. retail. We will also continue to enhance our fixed income business, invest in RQA, and build-out the corporate MIS capabilities necessary to support our firm.

We remain optimistic and enthusiastic about BlackRock’s position in the industry and potential for future growth. Over the past two years, both our business and our employee base have grown considerably. We are in a better position than most as we consider how to respond to the market-driven contraction in our business without compromising our ability to deliver exceptional products and services to our clients. Our clients need more help, and we have the talent, the tools, and the responsibility to meet those needs. Our business model is not broken. To the contrary, we believe that our “One BlackRock” platform — our ability to bring together the full range of our global capabilities on behalf of our clients — remains a powerful differentiator and positions us uniquely well for the opportunities ahead.

Difficult times are the true test of one’s character, individually and organizationally. We trust that each of us will treat our clients, colleagues and competitors professionally and respectfully. We are confident that together we will continue to navigate well by being thoughtful and responsive to the needs of our clients and shareholders, and that BlackRock will emerge from this cycle even stronger. Thank you all for your contributions to those efforts.

[Dealbreaker] Layoffs Watch ‘08: BlackRock