Where there's a will, there's a way.

AuthorBailey, David
PositionCorporate battle between heiress Louise Price Parsons and Jefferson Pilot Corp.'s CEO Roger Soles - Includes related articles - Cover Story

After inheriting 290,000 shares of Jefferson-Pilot stock, an heiress sets out to make its CEO play by her rules.

The millionaire heiress whose grandfather and father once ran the Carolina's largest insurance company was up with the red-wing blackbirds that winter morning in 1974. She climbed into a motor home and headed away from the coastal South Carolina residential development into which she had sunk nearly her last penny. Passing through the live-oak shadows, she was on her way to NCNB's headquarters in Charlotte.

"I went with my husband and three stepchildren and my son, and we hauled in my paintings and put them in their vault with my jewelry," Louise Price Parsons recalls, sitting on the porch of Litchfield Plantation's 200-year-old manor house.

Collaterizing NCNB's loan was just the beginning. After she had spent four years running up a $10 million debt, a host of bankers, lawyers, homeowners and others stood in line to get what Litchfield Plantation Co. owed them. They harangued and vilified her in print, in court, in person. "So it's all of a sudden going from being completely sheltered and just thinking I was building these nice, beautiful places like Litchfield Plantation to having people sue me and crying because they were losing their job," she says.

"That's when I learned that money was finite."

It was a painful, hard lesson. It was, Louise Parsons adds, "probably the best thing that ever happened in my life. Having money sort of lulls you into this false sense of security, which I guess some people just never wake up from."

The experience made her a different person, different from the woman born to wealth and "brought up to be polite and have manners." That Louise Price Parsons would never have been able to walk into the Greensboro office her grandfather and father once occupied and tell Roger Soles, one of the most powerful and feared CEOs in North Carolina, that she thought he was doing a lousy job.

On that day in December 1990, Soles, the chairman and president of Jefferson-Pilot Corp., was cordial enough -- at first. "He said something like, 'I haven't seen you since you were a little girl,'" she says. Later, her husband would tell her he considered Soles to be patronizing. No, she replied, that's probably how he remembered her.

There are those who believe that what followed was more a matter of manners than money: a culture clash between a middle-aged millionaire, who had just added 290,000 shares of Jefferson-Pilot stock to her fortune, and the septuagenarian son of a tenant farmer, a self-made man who for decades had ruled his company like a potentate, brooking no criticism from any quarter. That initial encounter soon escalated into a brutal, venomous exchange and led to a vicious proxy fight costing both sides millions of dollars.

When the dust settled and the smoke cleared after the showdown at this year's annual meeting, little, on the surface, seemed to have changed. Jefferson-Pilot's shareholders handily defeated all three initiatives the Parsonses had proposed, along with their entire slate of alternative directors. All for naught, the media declared, and it was all over. Don't bet on it, says Roger Soles. "She can't win, but she's stated she'll be back next year."

As for Louise Parsons, she says she's not about to quit. There's more than a principle involved here. Even though she's clearly a romantic, it's more than a quixotic joust against one of corporate Carolina's mightiest windmills. This is a down-and-dirty fight over that finite resource, the one she was raised to think that the worst thing one of her kind could do was talk about, much less squabble over. Money. Lots and lots of money. "I learned about persistence," she says of that valuable lesson she was taught at Litchfield nearly 20 years ago and which changed her life. "And about not giving up, because if you're persistent, you can usually stay in long enough to prevail."

The July 1943 Jeffersonian, the insurance company's in-house magazine, asks, "What is an American family?" and then answers its own question. "A small group, father, mother, several children, both sexes, good blood, good breeding, education, right social contacts, worthwhile business affiliations and economic security." Surely, the article says, the birth of Louise Garner Price will be viewed as "the completing joy" of the family of Ralph Clay Price, senior vice president of Jefferson Standard Life Insurance Co., and his wife, Martha Garner Price.

Jefferson Standard thought of itself as a family under Julian Price, the baby's grandfather. He had gone to work in 1905 as an agent with Greensboro Life Insurance Co. In 1912, along with Security Life and Annuity Co. of Greensboro, Greensboro Life merged with Jefferson Standard, started in Raleigh in 1907. He became president in 1919 and soon let the community know he meant to make his mark, erecting the landmark Jefferson Standard Building, completed in 1923 at a cost of $2.5 million.

In 1931, Jefferson Standard bought controlling interest in Pilot Life Insurance Co., begun in Greensboro in 1903 as Southern Life & Trust Co. Pilot bought back its stock in 1930, then Jefferson Standard regained control in 1945. In 1968, Jefferson-Pilot Corp. was formed, but it was not until 1986 that the two operating companies merged.

Today, with $38.5 billion of life insurance in force and 4,300 employees, Jefferson-Pilot also offers title, health, fire and casualty insurance and owns two television and 10 radio stations. It is the Carolinas' largest life-insurance company and ranked eighth last year in total assets among North Carolina's public companies, trailing only the big banks and electric utilities.

Louise Parsons has only faint memories of her grandfather, who died in 1946. In 1950, after four years as president, her father refused to step down when the board tried to push him upstairs to chairman. Since his successor, Howard "Chick" Holderness, had already been named, the press had a field day writing about the company with two presidents. Ralph Price, then 49, left the company in 1951. His concern for world peace became an obsession, and he traveled around the globe in its behalf, even meeting with the pope.

Many people view Louise Parsons' campaign against Jefferson-Pilot as a vendetta to avenge her father. "I think the fact that she grew up hearing about her grandfather running this company and then her father ran it for a while -- to her, I can see her imagining, that was the glory days of the Price family and Jefferson Standard," Soles says.

Louise Parsons calls such conjecture ridiculous. "First of all, my father didn't talk about it much, and I was 7 years old at the time," she says. "And the other thing is, I don't have that personality structure. That's sort of a Scarlett O'Hara thing." All her life, Louise Parsons has fought the stereotype of a Southern belle. "I always said that growing up in the '50s in Greensboro was about as ideal a childhood as a child could have," she says. Nothing about her upbringing, she notes, was remarkable. "It was normal except for the fact that you learn at an early age that you have more money than other people."

Granted, the family lived in a huge Tudor-style house her grandfather had built in Fisher Park. But she and her two brothers usually walked to the public school they attended through ninth grade. And when their parents insisted one of the servants drive them, "we'd make them let us off two blocks early so no one would see." She did what other girls of her class did -- learned to play golf and tennis at the country club and went to camp and the beach during the summer. Still, she grew up to be a loner. "I've never really gotten my identify from belonging to a group." And she lacked a strong role model: "You know when you have those essays in school when you're supposed to write about who influenced you. It's funny, but I never could come up with anybody."

Her father was "a very sweet, quiet, gentle man" who "didn't demand a lot from us." Nobody expected much from young women back then, she says, "except to be attractive and have good manners, and I knew that was not the direction I wanted to go in. I went through a very rebellious period. ... I just knew I didn't want to be what my mother wanted me to be, which was cute and popular." Looking back, Louise Parsons says she was a rebel in an era before rebellion became fashionable -- a bad girl, she says with a note of defiance. "We'd get in just enough trouble without getting in too much. You always stopped just short of |breaking~ the law."

In the 10th grade, she went to Mount Vernon Seminary in Washington. A seminary in name only, Mount Vernon was cosmopolitan as girls' preparatory schools went. Then it was on to Salem College in Winston-Salem, where she was a sophomore when her mother was killed in an automobile accident in 1961. "It was not a good time for me in my life. ... There was nobody listening. There was no accountability." She dropped out, went to Europe with a girlfriend and spent a few months learning French in Switzerland, then toured the Continent before returning to Salem in 1965 for her junior year.

On a blind date she met Young Smith, a Carolina student whose father was a lawyer in Hickory. After dating only a few months, they were married, and when he began law school at Duke, she transferred there. "Duke gave me a lot of self-confidence because I made good grades and found something I was interested in."...

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