This Media Life

Mouse, Trapped

Here's the insurmountable hurdle he had to surmount: He did not own, nor could he have afforded to buy, voting control of Disney -- as Murdoch has at News Corp., or Redstone has at Viacom.

There is, I should mention, a corollary to the mogul exception -- if you haven't gained such voting-class control of your stock, you will surely be overthrown. Everybody has been except for Michael.

But Michael created a third way: He couldn't control the voting shares, but he could obsessively control every other detail and every other person in the company. He could turn Disney into a closed kingdom.

The elements of this entrenchment strategy involve, for one thing, longevity itself. Indeed, he has been there so long, and has been so amply rewarded (his package of cash and options in 1998, for instance, was worth $600 million), that he has become Disney's third largest shareholder (no small feat for somebody who joined the company owning no part of it at all).

Then there's the isolation. The flight of several generations of Disney's senior executives (Paul Pressler, who ran the company's parks-and-resorts division, just resigned to run the Gap), which is reasonably thought to be a downside of Eisner's management, has also had a positive effect -- it's dug him deeper in. Nobody can really challenge him. Nobody has the standing to reason with him. (If the people you trust tell you you have to go, then you have to go -- but if you trust no one, you can stay.) And, most clearly, nobody is there to replace him. (Few people see his current would-be heir, Bob Iger, who was promoted from ABC after failing to fix the network, as a true alternative.)

There are, too, the yes legions. Over time, Eisner managed to pack the Disney board with his personal retinue (his lawyer, his architect, and the principal of his children's elementary school).

There's the vastness of the operation itself -- not just the vastness but the dysfunctional vastness. The problems at a failing network (and now at the former Fox Family Channel, which Eisner bought from Rupert Murdoch for $5.2 billion, to rerun ABC shows), at a declining animation studio (by firing his would-be heir apparent, Jeffrey Katzenberg, Eisner created an animation competitor -- DreamWorks -- that destroyed the profitability of Disney's most profitable division), and with exhausted product lines (every time Disney needed a bump in earnings, it flooded the market with backlist releases) are so deep and intractable that nobody wants to fight you for your job.

Then, not least of all, there is the absolute knowledge, on everybody's part, that there are only two ways that Michael Eisner is leaving Disney: if he's escorted out or carried out. And nobody is brave enough or big enough to pull that trigger.

There is, finally, the length of the Disney slump itself as an odd, almost sobering virtue -- everybody is used to it. After all, Disney isn't, as Eisner righteously maintains, in anywhere near the final-days shape of AOL Time Warner or Vivendi. What's more, it is certainly true, as Eisner constantly repeats, that ABC is -- as is always the case with network television -- just one hit away from a turnaround. (Several weeks ago, the Wall Street Journal had a most remarkable account of the Eisner-led can-do campaign to micromanage the John Ritter ABC series Eight Simple Rules for Dating My Teenage Daughter.) There might always be another Who Wants to Be a Millionaire? (which made ABC and Disney look good before the network's slavish, and amateurish, four-nights-a-week dependence on the show made all concerned look very bad).

But Michael Eisner, as dug in as he is, is surely now up against it.

Board member Stanley Gold, who represents Roy Disney and his Shamrock Holdings (one of the company's biggest shareholders) and who led the overthrow of the former Disney Establishment and helped install Eisner in its place, is after him. Then there's a rebel group of shareholders that met in New York a few weeks ago to prepare its list of demands. And at the recent Merrill Lynch Media Conference at the Ritz-Carlton Huntington in Pasadena, a lively topic among the media-business analysts was the idea of Mel Karmazin as Michael's replacement.

At the hush-hush showdown board meeting last week, there were reports of various ultimatums. Among them, the board had to be more independent (although, in something of an Eisner victory, Stanley Gold lost his job as sole chairman of the important governance committee -- he now shares the spot with former senator George Mitchell). There were rumors, too, that the board had drawn a line in the sand: Eisner had to name his successor (not Iger) and specify a date for the succession.

And everywhere, there was the rising dust that precedes other moves. The sports teams were on the block. ABC was suddenly serious about merging, or at least about talking about merging, its news division with CNN. There were even rumblings of a Disney sale (rumblings that met with the perplexed question "To whom?") if the current ABC season does not go well (which it won't).

It does seem like it could, really, truly, and finally, be the autumn of the 60-year-old quadruple-bypass chief executive.

And yet I expect I'll be writing this same story in another three years.