伯克希尔哈撒韦公司 第二部分

但整件事还是很糟糕。他们与美国证监会的这场拉锯战持续多年，导致他们在其他所有业务领域都难以正常开展，就因为这件事悬而未决。

This whole thing sucks, though. Like, they're this is like a multiyear drawn out thing with the SEC where, like, it's hard for them to get on with their business in every other facet because they have this thing going on.

更不用说，当他们试图与凯·格雷厄姆这样的业界大佬洽谈时说'我们很清白'时，正被证监会调查这件事对声誉很不利。所以他们最终与联邦政府达成了某种君子协定——虽然在威斯科事件中蓝筹公司是主要参与者（当然伯克希尔和多元投资可能也在买入股份，这也是问题的一部分），承诺不再做出类似行为。

Not to mention, it's not great for their reputation when they're going out trying to talk to the Kay Grahams of the world and saying, hey. No fangs here when the SEC is investigating them. So they end up sort of coming to this gentleman's agreement with the feds where blue chip, which had which had been the primary player in the West Coast saga, although I think Berkshire and maybe Diversified were also buying shares too Of course. Which was part of the problem, Promises not to do it again, something like this.

这就像是不承认有罪，但我们也不会再犯。

It's like no admission of guilt, but we also won't do it again.

但我们不会承认我们做了这件事，但如果确实做了，我们不会再犯。最重要的是，沃伦和查理同意开始采取措施，引用原话，'简化他们公司这个复杂的、像老鼠窝一样的结构'。所以一开始，他们终于将多元化公司并入伯克希尔，这也是他们一直想做的。此时，多元化公司已持有大量伯克希尔的股份。查理被任命为韦斯科的主席，与沃伦保持一定距离，他们打算在所有剩余的法律诉讼解决后，尽快将这家蓝筹公司并入伯克希尔。

But we we didn't we won't admit that we did it, but if we did do it, we won't do it again. And most importantly, Warren and Charlie agreed to start taking steps to, quote, simplify this complicated rat's nest structure of companies that they have. So right off the bat, they finally merged Diversified into Berkshire, which they had wanted to anyway. And by this point, Diversified owns a large chunk of Berkshire shares. Charlie gets installed as the chairman of Wesco to be sort of more arm's length than Warren, and they make it a gold emerge blue chip into Berkshire as soon as all of the remaining kinda legal suits wind up and and settle here.

这确实花了一段时间，但最终在1983年实现了。

That actually takes a while, but it finally does happen in 1983.

哇，那确实花了很长时间。

Wow. That really took a while then.

确实花了很长时间。是的，我不确定具体原因，尤其是SEC希望他们将所有公司合并为一家。是的，沃伦和查理也想这么做。

It really does take a while. Yeah. I'm not sure exactly why, but especially since the SEC wants them to merge it all into one company. Yeah. And Warren and Charlie want to as well.

不管什么原因，一直拖到1983年。

Whatever reason. Takes until 1983.

好吧。所以他们正在努力清理问题。他们已经解决了SEC的事情。现在是七十年代末，伯克希尔即将迎来新的篇章。

Alright. So they're making an effort to clean things up. They've got this SEC thing behind them. It's the late seventies. There's another chapter on the horizon for Berkshire.

哦，是的。有过吗？确实，这一章涉及沃伦的旧情，他最初的迷恋对象。我想这就是沃伦的特点。你知道，我不了解他的感情生活和状况。

Oh, yes. Is there ever? And indeed, it is a chapter involving an old flame, the original crush of Warren's. This is like, I think this is the thing about Warren. You know, I don't know about his romantic life and situation.

这当然也很复杂。《雪球》和其他地方有很多相关内容，但深入探讨不在我们节目的范围内。不过他确实对公司有着一系列的爱恋。

It's it's certainly also complicated. There's a lot about that in the snowball and and elsewhere, not the scope of our show to get into, but he certainly has, like, a serial love affairs with companies.

而且不知怎的，他所有的这些生意都像是他童年或人生不同阶段的浪漫火焰，恰好都是些难以置信的企业——比如家具商场、他成长时喝的汽水、他送过的报纸，投资其中每一个都被证明是一代人难得一遇的绝佳生意。某种程度上就像《大鱼》的故事。这个男人的生活仿佛被这些六西格玛事件包围着，那些极其疯狂的事，或者像《阿甘正传》。想想看，那个年代军队或空军测过智商最高的人，碰巧也出生在奥马哈，然后通过...

Well and somehow, there's all these businesses that he has, like, a romantic flame for from his childhood and from various parts of his life that just so happened to be these, like, unbelievable businesses where, like, it's a furniture mart or it's the soda he drank growing up or it's the newspaper he delivered, and, like, investing in each and every one of those proves to be, like, a once in a generation unbelievable business. It's almost like, big fish in a way. Like, this man's life is just surrounded with these, like, Six Sigma events of, like, these really crazy or Forrest Gump. Or, like, what are the odds that the smartest guy that the army ever surveyed or the air force ever surveyed in that generation, IQ wise, happened to also be born in Omaha and then get introduced to him by

在杂货店工作。

Work at the grocery store.

这太疯狂了。为他祖父工作。

This was crazy. Work at work for his grandpa.

是啊。哦，还有件有趣的事，沃伦——我觉得在这方面他比查理更明显——他如此聪明又善于分析。要知道查理·芒格认为沃伦是他见过最聪明的人，这话分量很重。

Yeah. Oh, and it's also funny that, like, Warren and more Warren here than I think Charlie. He's so smart and so analytical. Like, you know, Charlie Munger thinks he's the smartest per Warren is the smartest person he's ever met. That's saying something.

同时沃伦又非常感性且怀旧，正如你上期节目所说，他在寻找公司时——也是他自己渴望成为的样子——就像艺术家在创作画作。嗯，所以我们这里讨论的是GEICO。

At the same time, Warren is also so emotional and nostalgic and has this I think you said it on the last episode, this sense of, like, you know, what he looks for in companies and what he absolutely wants to be himself is, like, viewed as an artist painting a painting. Mhmm. So, of course, we're talking here about Geico.

好了，听众朋友们。是时候聊聊我们最喜爱的公司之一——Statsig了。自从我们上次提及Statsig以来，他们迎来了一个激动人心的消息：完成了C轮融资，估值高达11亿美元。

Alright, listeners. It's time to talk about another one of our favorite companies, Statsig. Since you last heard from us about Statsig, they have a very exciting update. They raised their series c, valuing them at $1,100,000,000.

没错。这是个重大里程碑，祝贺团队。时机也很有趣，因为实验平台领域正变得异常火热。

Yeah. Huge milestone. Congrats to the team. And timing is interesting because the experimentation space is, really heating up.

是的。那么投资者为何给予Statsig超过十亿美元的估值？因为实验已成为全球顶尖产品团队技术栈中不可或缺的一环。

Yes. So why do investors value stat seg at over a billion dollars? It's because experimentation has become a critical part of the product stack for the world's best product teams.

对。这一趋势始于Web2.0时代的Facebook、Netflix和Airbnb等公司。这些公司面临一个难题：如何在员工规模扩张至数千人时，仍保持快速、去中心化的产品与工程文化？实验系统正是解决方案的核心。

Yep. This trend started with web two dot o companies like Facebook and Netflix and Airbnb. Those companies faced a problem. How do you maintain a fast, decentralized product and engineering culture while also scaling up to thousands of employees? Experimentation systems were a huge part of that answer.

这些系统让公司每位成员都能获取全局产品指标——从页面浏览到观看时长再到性能表现。每当团队发布新功能时，都能精确衡量该功能对这些指标的影响。

These systems gave everyone at those companies access to a global set of product metrics, from page views to watch time to performance. And then every time a team released a new feature or product, they could measure the impact of that feature on those metrics.

比如Facebook可以设定'增加应用使用时长'这样的公司级目标，让各团队自主探索实现路径。当数千名工程师和产品经理同时推进时，就会产生指数级增长。难怪实验平台如今被视为关键基础设施。

So Facebook could set a company wide goal like increasing time in app and let individual teams go and figure out how to achieve it. Multiply this across thousands of engineers and PMs, and boom, you get exponential growth. It's no wonder that experimentation is now seen as essential infrastructure.

确实。如今顶尖产品团队如Notion、OpenAI、Rippling和Figma同样依赖实验平台。但他们不再自建系统，而是直接使用Statsig。Statsig不仅提供实验功能，近年来还整合了快速产品团队所需的全套工具——功能开关、产品分析、会话回放等一应俱全。

Yep. Today's best product teams like Notion, OpenAI, Rippling, and Figma are equally reliant on experimentation. But instead of building it in house, they just use Statsig. And they don't just use Statsig for experimentation. Over the last few years, Statsig has added all the tools that fast product teams need, like feature flags, product analytics, session replays, and more.

因此，如果您想帮助团队的工程师和产品经理找到如何更快构建和做出更明智决策的方法，请访问statsig.com/acquired，或点击节目说明中的链接。他们提供非常慷慨的免费层级、5万美元的初创企业计划，以及针对大公司的实惠企业合同。只需告诉他们是本和大卫推荐您来的。

So if you would like to help your team's engineers and PMs figure out how to build faster and make smarter decisions, go to statsig.com/acquired, or click the link in the show notes. They have a super generous free tier, a $50,000 startup program, and affordable enterprise contracts for large companies. Just tell them that Ben and David sent you.

在此期间，大约二十年左右，自巴菲特不幸卖出其GEICO股份以来，公司实现了巨大增长。它完成了收购，比如在其目标市场的增长，当我们从单纯讲述收购故事转向讲述所有伟大公司的故事时。

In the intervening at this point, was, like, twenty years or so, two decades since Buffett had tragically sold his GEICO stake, the company grew immensely. It made the acquired, like, growth in its target market when we went from just acquisitions to just to to telling the story of all great companies.

这就像是，你要往哪里去呢？

It's like, where are you going there?

当它不再仅针对政府雇员，而是向任何人开放，非政府雇员也能通过GEICO获得汽车保险时。嗯。这意义重大。但问题在于，在追逐这一新市场增长的过程中，对所有新客户风险的严格承保和定价并未完全跟上。如果您记得，GEICO之所以成为如此出色的企业，原因之一是他们所瞄准的政府雇员客户，无论出于何种原因，驾驶安全性普遍高于普通人群。

When it moves beyond just targeting government employees to opening up to anybody, nongovernment employees can also get their auto insurance through GEICO. Mhmm. And this is huge. The problem though was that in chasing this growth in this new market, the tight underwriting and pricing of risk of all of these new customers didn't quite keep pace. If you remember, one of the reasons why GEICO was such a great business was through the customers that they were targeting as government employees for whatever reason or another happened to be much, you know, safer drivers than the average population.

这是一个已知的数据集。这是一个相当同质的群体，而且，你知道，这是一个低风险的同质群体。

It's a known dataset. It's a pretty homogenous group, and, you know, it's a lower risk homogenous group.

完全正确。因此当他们将业务扩展到更广泛人群时，并未充分调整重新定价。正如我们上次讨论保险时所说，风险本身并无好坏之分，但定价却有优劣之别。对于保险公司而言，多年错误定价风险带来的双重问题是：就像你享受浮存金商业模式带来的惊人好处——先收钱后赔付，一旦你意识到需要赔付的金额远超可用资本时，你将陷入长期困境，因为已收取的保费早已入账。

Totally. So they didn't really update their repricing enough as they broadened out to the rest of the population. And as we talked about last time in insurance, there is never any such thing as a bad risk, but there is such a thing as a bad price. And the doubly compounding problem for an insurance company when you've been mispricing your risk over many years is that just like you get the amazing benefits of the float business model where you get the money upfront, you get to use the money before you need to pay out claims, when you misprice your risk, that whipsaws on you. Once you realize that you're gonna be on the hook for a lot more dollars than you have capital available, you're in for a long period of pain because the premiums that you got, they're already in the bank.

你无法再获取更多资金

You can't go get more money

来自

from

那些客户，但你知道你现在面临的是未来多年需要支付的现金流，比你实际拥有的还要多。

those customers, but you know that you're now facing years of streams in the future of more money that you're gonna have to pay out than you have.

是啊。就像你让某人直接走进你的赌场，连游戏都没测试过，结果发现这个游戏实际上给赌场玩家支付的比赌场自己赚的还多。

Yeah. It's like you just let someone walk into your casino without testing the game, and turns out the game actually pays out the people who are playing at the casino more than it does to the house.

完全正确。而且很长一段时间内你都无法调整赔率或游戏规则，或者只能对新来的客户进行调整。

Totally. And you're not able to change your odds or the structure of your game for a very long time, or you can only change it for, like, new customers who come in.

对。这个类比在这里有点站不住脚了，不过确实如此。

Yeah. The the analogy breaks down somewhere in here, but yeah.

情况很糟。简而言之就是糟糕，而且短期内不会好转。所以在1976年，公司宣布了1.9亿美元的承保亏损，这是其历史上最大的亏损，甚至可能是当时整个汽车保险行业历史上最大的。他们取消了公司分红，因为需要尽可能保留现金应对危机，华尔街也意识到他们没有足够的资本来覆盖未来的损失。

It's bad. Suffice to say. It's bad, and it's not getting better anytime soon. So in 1976, the company announces a 190,000,000 underwriting loss, the largest in its history, maybe even the largest in, like, auto insurance history period at that point in time. They eliminate the dividend for the company because they need to conserve all the cash that they can to deal with this, and Wall Street figures out they don't have enough capital to cover future losses.

所以这简直就是危机局面。保险监管机构纷纷介入公司。股价从每股61美元暴跌至2美元。你能想象吗？这相当于价值蒸发了90%？

So this is, like, a crisis situation. Insurance regulators descend on the company. The stock drops from $61 a share to $2 a share. Like, can you imagine that? You know, what's that, like, 90 percent value destruction?

如果你是股东，你会想在其他人之前到达出口。

You wanna get to the exits before anybody else does if you're a shareholder.

完全正确。幸运的是，沃伦还没有完全摒弃本·格雷厄姆的‘雪茄烟蒂’理论——讽刺的是，正是本·格雷厄姆的GEICO哲学。这再次激发了他对GEICO的兴趣。他认为自己发现了另一个类似美国运通那样的机会。

Totally. So Warren, fortunately, hasn't had all of the cigar butt Ben Graham, ironically, Ben Graham with GEICO philosophy beaten out of him. This piques his interest again in GEICO. So he thinks he's found another, you know, Amex type situation where

是啊。但巴菲特在哪里说他们会从这次危机中恢复呢？他可不会在下跌途中接飞刀。

Yeah. Like, where is Buffett to say that they're gonna recover from this? Then he's not gonna, you know, catch the knife on the way down.

没错。所以他想弄清楚，这家公司能否真正扭转局面？但与色拉油丑闻不同——那次很容易判断‘是的，情况会好转’——这次完全不同。GEICO未来数年的痛苦是无法避免的。嗯。

Right. So he wants to find out, can this actually be turned around? But unlike the salad oil thing, where it was pretty easy to figure out, like, yeah, this is gonna be good. Like, that's not gonna be the case here. There is no way to avoid the years of pain ahead Mhmm.

但沃伦看到了市场尚未完全理解的一点：GEICO做了个明智之举，解雇了整个管理层，聘请了一位保险业传奇人物——沃伦早有耳闻的杰克·伯恩担任新CEO，这位头发花白的老将确实是个传奇。

That GEICO is gonna go through. But there is something that Warren sees happening that the rest of the market doesn't quite understand yet, which is that GEICO, you know, did a good move, fires all of its management team and brings in a new CEO, a grizzled literally grizzled veteran of the insurance industry who Warren had heard about named Jack Byrne, and this guy is a legend.

那...沃伦参与了他的任命吗？还是说...

And and does Warren have anything to do with installing him or how

不，不，不。沃伦只是远观。他在等待希望的火花——或许GEICO能渡过难关，毕竟股价实在太诱人了。

No. No. No. This is This is Warren's just watching from afar. He's waiting to see if there's something that, like, a glimmer of hope that maybe GEICO could make it out of this because the stock is, like, super attractive.

我是说，每股2美元。

I mean, $2 a share.

所以这是他们现任董事会在考虑该怎么办。

So this is their current board, like, figuring out what to do here.

没错。部分原因是，可以说是监管机构的要求。所以他们觉得，你们真的把自己逼到绝境了。杰克曾是旅行者保险的高管之一，后来在CEO竞选中落选后愤然辞职。

Yep. Yep. Partially at the, shall we say, request of the regulators. So they're like, yeah, you you guys are really getting yourself, up a creek here. So Jack had been one of the top execs at Travelers Insurance before he resigned in, like, a huff when he was passed over for CEO.

哇，这下要因果轮回了。

Wow. That's gonna come full circle.

完全正确。绝对会因果轮回。

Totally. It's absolutely gonna come full circle.

听众们，记住旅行者保险，这样我和大卫就不会像是在讲内部笑话了，尤其是在节目接近尾声时。

Listeners, remember remember Travelers insurance just so David and I aren't, like, making inside jokes here, like, as we get to the end of the episode.

所以杰克就是那个合适人选。他上任后制定了一个计划，去找业内其他汽车保险公司，基本上是这样跟他们说的：如果GEICO倒闭了，没错，你们会少一个竞争对手，但实际上对你们更不利，因为如果我们破产，这些资不抵债的保单，监管机构会让你们接手。你们肯定不想这样吧。

So Jack is, like, he's the man for the job. He comes in. He engineers a plan to go out to all the other auto insurers in the industry and basically argue to them like, hey. If GEICO goes under, yeah, you'll lose a competitor, but it's actually gonna be terrible for you because, like, if we go bankrupt, all of these underwater policies, the regulators are gonna make you guys absorb them. Like, you don't want that.

哦，天哪。那是真的吗？真的会发生这种情况吗？我是说，在美国没有汽车保险是无法驾驶机动车的。所以如果你的保险公司倒闭了，你就需要保险。

Oh, man. Was that true? Is that what would happen? Well, I mean, you can't operate a motor vehicle in America without car insurance. Like so if your insurer goes under, you need insurance.

尤其是如果你有正在处理的索赔，比如，如果背后的保险公司消失了，那些索赔会怎样？有意思。这就是伯恩向行业提出的论点，而且基本上奏效了。他提议的交易是让所有这些其他汽车保险公司不要收购GEICO，而是为GEICO的部分未来损失提供再保险，把这些风险从他们自己的资产负债表中转移出去。

And especially if you got claims underway, like, what's gonna happen to those, like, if the insurance company behind those claims goes away? Interesting. So this is the argument that Byrne makes to the industry, and it mostly works. And the deal that he proposes is to get all these other auto insurers not to buy GEICO, but to reinsure GEICO for some of these future losses off of their own balance sheets.

再提醒我们一下什么是再保险。

And remind us what reinsurance is.

嗯，再保险就是保险公司将投资组合中的部分风险出售给另一个保险机构的时候。有像Kettle这样的大型再保险公司，我们在节目中提到过，这是我的一项天使投资。他们所做的就是从其他主要保险公司的账上购买风险。但主要保险公司也可以互相购买对方账上的风险。

Well, so reinsurance is anytime an insurer is selling off some of their risk in their portfolio to another insurance organization. And there are large reinsurers like Kettle, that we've talked about on the show, one of my angel investments. All they do is they buy risk off of other primary insurers' books. But primary insurers can also buy risk off of each other's books.

这就像是为了好玩，把它带回拉斯维加斯。如果一家体育博彩公司搞砸了，把赔率设错了，结果他们变成了70比30，你知道，是爱国者队会赢还是海盗队会赢？我不记得他们是不是在打超级碗，随便说几个名字。他们会去另一家赌场下注另一边，基本上确保他们不会在预期价值的基础上赚太多钱，但至少现在他们不会在一方过度暴露。

This is like just to keep bringing it back to Vegas for fun. If a sports book messes up and sets the line in the wrong place, and then they end up, like, seventy thirty on, you know, are the patriots gonna win or the buccaneers gonna win? I can't remember if they were playing the Super Bowl, but just throwing names out. They will go to another casino and bet the other side to basically make it so that they're sure they're not gonna make as much money on a sort of expected value basis, but now at least they're not overexposed on one side versus the other.

没错。没错。在你的例子中，我是说，汤姆·布雷迪无论如何都会赢。所以，那就是要下的注。但是

Exactly. Exactly. In your example, I mean, Tom Brady's gonna win either way. So, like, that's the bet to make. But

无论哪支球队现在有汤姆·布雷迪

Whichever team currently has Tom Brady

这就是那个游戏的答案。很可能有地方可以下这个赌注。我太喜欢了。不过我们跑题了。确实跑题了。

is the answer to that game. There's probably a way to make that bet somewhere. I love it. We digress though. We digress.

所以这个计划实际上让巴菲特觉得，这是个好主意。就像个有创意的计划。这个计划可能行得通。于是他找到了凯。记住，GEICO总部在华盛顿，而凯认识华盛顿的所有人。

So this plan actually Buffett is like, that's a good plan. That's like a creative plan. That that could work. So he gets Kay. Remember, GEICO's in Washington, and Kay knows everybody in Washington.

哦。原来巴菲特其实并不认识杰克。他让凯帮忙安排他们见面。他们在凯位于华盛顿的家中会面。巴菲特盘问了伯恩好几个小时，然后心想，嗯，没错。

Oh. So he Buffett doesn't actually know Jack. He gets Kay to broker an introduction for them. They meet at Kay's house in Washington. Buffett grills Byrne for hours and he's like, oh, yeah.

这家伙能做到。就像巴菲特第一次接触GEICO时那样，他坐火车南下见到洛里默·戴维森后，第二天就清仓了75%的投资组合，全仓押注GEICO。

This guy's gonna do it. So just like the first time that Buffett met GEICO when he goes, takes the train down, he meets Lorimer Davidson, and the very next day, he liquidates 75% of his portfolio to to load up on GEICO.

为了给本·格雷厄姆留下深刻印象。

To impress Ben Graham.

在凯家与伯恩共进晚餐后的第二天，他以每股2美元的价格买入了400万美元的GEICO股票。他全力押注。孤注一掷。这笔投资占——

The next day after the dinner with Byrne at Kay's house, he buys $4,000,000 of GEICO stock at $2 a share. So he he loads up. He's all in. How much of

公司多少股份？

a company is that?

我其实并没有理清他具体会买多少与接下来会发生什么之间的关系。所以这是一个相当可观的百分比，但在后续事件后，巴菲特最终将持有公司三分之一的股份。

I didn't actually disentangle that versus what he would buy in what's gonna happen next. So it's some meaningful percentage, but after what happens next, Buffett's gonna end up with a third of the company.

没错。所以他这次购买的股份比例大概在高个位数到低两位数之间。

Right. So this is, like, high single digit, low double digit that he just bought at the company.

对，很可能达到两位数。现在这个局面又回到巴菲特手中。伯恩是负责此事的人。情况正在好转，但他们仍需要运营资金。

Yeah. Probably in the double digits. So now that goes back by Buffett. Byrne is the man for the job. Things are looking up, but they still need capital to operate.

他们现在资金告罄。虽然准备剥离部分风险资产，但眼下就有需要偿付的索赔。所以他们必须去融资。巴菲特就让伯恩去纽约与各大投行接洽，物色机构来操作二次股权发行。结果除了某家机构，所有老牌大行都不愿碰这个烫手山芋。

Like, they're they're out of money. They're gonna sell off some of the risk, but they've got claims that are happening now that they need to pay off. So they need to go raise money. So Buffett tells Byrne to go up to New York and do the rounds with the investment banks and line somebody up to do a secondary equity offering out there. None of the big established banks wanna touch this situation except for one.

只有一家银行愿意承担足够风险——包括可能发行失败对其声誉的影响。要知道那些精英投行都说：'我们可不做会搞砸的发行'。

There's one bank that is willing to take on enough risk and enough risk to their reputation of what could end up being a broken offering here, which all the the, you know, white shoe banks are like, we we don't do broken offerings here.

我其实记不清具体是哪家了。根据后续发展的合作关系推测，应该是所罗门兄弟公司。

So I don't actually remember who this was. I'm gonna guess by the relationship that gets forged for future events that it's Solomon Brothers.

正是所罗门兄弟。就是《说谎者的扑克牌》里迈克尔·刘易斯笔下那个声名狼藉的投行，我们稍后肯定会再提到。他们是唯一愿意承销最终达成的7600万美元可转债发行的机构——这些债券可转换为股权。巴菲特飞往纽约交涉，而且合作方不止所罗门兄弟。

It is Solomon Brothers. Indeed. The Bank of Liars Poker, Michael Lewis, fame, we will definitely come back to in a sec. They're the only bank that is willing to underwrite what ultimately ends up being a $76,000,000 convertible debt deal, convertible into equity that they underwrite. Buffett flies to New York and tells and it's not just Solomon Brothers.

所罗门兄弟公司有个特定人物，名叫约翰·古德弗兰德，是那里的新星。大家记住这个名字。古德弗兰德和所罗门负责承销这笔7600万美元的交易。巴菲特飞往纽约与古德弗兰德会面，告诉他：听着。

It's one specific person at Solomon Brothers, guy named John Goodfriend, who is a rising star there. Remember that name, folks. So Goodfriend and Solomon underwrite the $76,000,000 deal. Buffett flies up to New York to sit down with Goodfriend and tell him, hey. Look.

我知道即使通过所罗门兄弟著名的销售分销渠道，即使有你们那些著名的处方师，这笔交易也很难推进。如果情况不妙，伯克希尔愿意降低评级并全盘接手，但我们会以远低于你们发行价的价格成交。超级基金表示：好吧，太好了。至少，我可以借用你的名义去交易，告诉所有客户说：嘿。

I know this is gonna be a tough deal to get through even Solomon Brothers famous sales distribution channels, even your famous prescriptionists out there. If things go sideways, Berkshire, we're willing to underrate the deal and do all of it, but we're gonna do it at a much lower price than what you go out with if the deal is broken. Superfund's like, alright. Great. At least, well, I'll go trade on your name then at least and say tell all all my clients, like, hey.

沃伦·巴菲特已经持有这家公司很大比例的股份，而且他愿意

Warren Buffett already owns a large percentage of this company, and he's willing to

等等。你说借用他的名义是什么意思？巴菲特愿意全盘接手但以更低价格？比如他会买下整个发行份额？他们试图以某个价格出售大量股票时，这是他们正在卖的可转换优先股吗？

Okay. So what do you mean trade on his name? Like, what do you mean Buffett will do it all but at a lower price? Like, he would buy the whole offering? Like, if they're trying to sell a whole swath of stock at a certain price, is this the convertible preferred that they're selling?

对。这是可转换债券，我想是可转债不是可转换优先股。但本质上巴菲特说的是：听着，我有能力支付7600万，但希望你们尽量以更低稀释率完成交易，本质上就是更高的发行价

Yeah. This is the convertible I think it's convertible debt, not convertible preferred. Okay. But, yeah, essentially, what what Buffett says is he's like, look. I'm good for the 76,000,000, but I want you to go out there and try and get this deal done at, like, less dilution, essentially, like, a higher price

这就像风投轮次中，内部人士告诉公司：我会按比例跟投。无论你们以什么估值融资，尽管去筹钱定价。如果要搞内部轮融资，我会领投，但价格不会像外部轮那么高。

on It's that like when an insider, in a venture round tells the company, hey, like, I'm good for my pro rata. In whatever round you raise, go raise the round, go get a price. If you were to lead an inside round, you know, I'd lead it, like, if you wanted to do an inside round, but it won't be at the price where you could go raise your external level.

外部轮融资。没错。现在就是这种情况。所以古德弗兰德说：行，这个条件我可以操作。

Your external round. Exactly. That's exactly what's going on here. So girlfriend's like, alright. I can work with that.

他走出去，Salmon Brothers的销售与交易部门，那个以激进著称的销售交易台，他们促成了这笔交易，最终超额认购。尽管超额认购且以他们想要的价格发行，巴菲特还是决定参与。沃伦心想，好吧，我觉得这家公司能成。最终他以全价为伯克希尔买下了25%的份额。尽管他们刚发行了新的可转换证券，股票却飙升至每股8美元，因为人们意识到，嘿。

He go out, Salmon Brothers sales and trading, famous aggressive sales and trading desk, they get the deal done, it ends up being oversubscribed. And Buffett does end up even though it's oversubscribed and goes out at the price that they wanted, Warren's like, alright. I think this company is gonna make it. He ends up buying 25% of the deal even at full price for Berkshire. The stock even though they just issued new convertible into equity, you know, securities, the stock jumps to $8 a share because people realize, hey.

这是个好消息。

This is this is good news.

这家公司或许能挺过来，如果真能，那可是门绝佳的生意。

This thing could make it out alive, if it does, damn good business.

没错。所以GEICO现在已经解决了三个问题中的两个。它获得了资本重组，有足够的资金渡过难关。

Yeah. Exactly. So GEICO has now got two of the three problems solved. It's got it's capitalized. It's got enough money to make it through.

通过再保险协议，他们在未来几年里已经剥离了大量现有业务中的尾部风险，但定价仍然不合理。汽车保险和大多数消费保险的特殊之处在于，你需要获得各州的经营许可。而许可流程的一部分是，你只能以特定价格销售保险，不能随意对客户调整价格——监管机构不允许这样做。

It's laid off a lot of the tail of of risk in their current book over the coming years with the reinsurance deals that they do, but it's still not pricing right. So the thing about auto insurance and most consumer insurance is you need licenses to operate in any state. And part of the licensing process is you have, like, a license to sell insurance at a certain price. You can't just, like, arbitrarily change your price on your customers. That's the the regulators don't allow that.

这是个非常奇怪的市场。不像我们，比如想改LP节目的价格明天就能改。

It's a super weird market. It's not like, you know, we could change the price of the LP show tomorrow if we want.

还被允许获取一定利润。保险业务的盈利能力其实是有上限的。

Allowed to make a certain amount of profit too. There's sort of a cap on the profitability of insurance businesses.

没错。所以这是伯恩斯大显身手的时刻。太精彩了。这大概是我在整个第二集里最喜欢的片段。他逐一走访各州，详细解释当前的情况。

Exactly. So this is Burns' time to shine. This is amazing. This is my favorite moment, I think, of this whole second episode. So he goes out to all the states individually, and he explains the situation.

他会说，嘿，我们之前定价有误。现在必须向消费者提高价格了。有些州对此表示理解。比如纽约州立刻就同意了，说没问题。

Be like, hey. We were mispricing. We gotta raise prices on consumers. And some of the states are okay with it. Apparently, New York right off the bat is like, yeah.

我们明白了。好吧，可以接受。但有些州态度强硬，尤其是新泽西州特别难缠。我是说，新泽西啊。

We get it. Okay. Fine. But some of the states are playing hardball, and in particular, New Jersey is playing hardball. I I mean, New Jersey.

对吧？就像，

Right? Like,

他本人。北方佬。

himself. North.

是的。伯恩自己就是新泽西人。所以他心想，好啊，你想玩黑手党那套？那我就奉陪到底。

Yeah. Burn himself is from New Jersey. So he's like, alright. You wanna you wanna do some mafia tactics here? I'll do some mafia tactics.

接下来我直接引用《雪球》里的描述吧，因为爱丽丝的原文实在无法超越——伯恩口袋里揣着公司在当地的运营许可证，径直走进新泽西州保险专员办公室，对希兰专员说GEICO必须提高费率。以下是伯特的直接引述：'他身边站着个被保险公司开除、满腹怨气的干瘪精算师，活像个酸腐的小老头。希兰表示，根据数据无法批准费率上调，我已经尽力周旋了，但希兰先生寸步不让。'

So I'm I'm just gonna read what happens next from the snowball because I can't do this any better than than Alice did So Byrne marched into the New Jersey commissioner's office with a copy of the company's license to operate in the state in his pocket and told Sheeran, the commissioner, that GEICO must have a rate increase. This is now a quote from Bert. He had a sour ass little wizened actuary at his side who'd been fired by some insurance company and had a bone to pick. Sheeran said, my numbers didn't justify a rate increase. I did all the arm waving and stuff that I could, and mister Sheeran was intractable.

于是伯恩从口袋里掏出执照，扔在希兰的桌子上说，我别无选择只能上交执照，或者类似的话，夹杂着更多脏字。然后他轮胎尖叫着开车去了办公室，当天就给新泽西的3万名保单持有人发了电报取消他们的保险，并在希兰能上法庭获得禁令阻止他之前，一个下午就解雇了2000名新泽西员工。伯恩说，哇。这向所有人、所有观众表明，我是认真的，我会不惜一切代价为这家公司的生存而战，包括退出一个州，这在当时是前所未闻的。伯恩对新泽西的打击确实达到了这种效果。

So Byrne pulled the license out of his pocket, threw it on Sheeran's desk saying, I have no choice but to turn in the license or something to that effect with more four letter words. He then drove off to the office with his tires screeching, sent out telegrams to 30,000 policyholders in New Jersey canceling their insurance that day and fired 2,000 New Jersey employees in a single afternoon before Sheeran could go to court and get an injunction to stop him. Byrne says Woah. It showed everybody, all audiences, I was serious about this, and that I was gonna fight for the life of this company no matter what, including walking out of a state, which wasn't done back then. Burns' impalement of New Jersey had exactly that effect.

所有人都知道他是认真的。

Everybody knew he was serious.

所以他们最终真的只是撤出新泽西，不再在那里提供保单了吗？

And so do they end up actually just vacating New Jersey and just didn't serve policies there?

他们确实撤出了新泽西。还撤出了其他许多州。到那时，伯恩的态度是，听着，这就是战争。我们要么重新定价。

They literally vacate New Jersey. They vacate a bunch of other states. And Byrne is like by then, he's like, look. This is war. Like, we're either gonna we gotta reprice.

所以要么我们把房子烧掉，你知道的，撤出这些州，要么我们被允许重新定价。因此，GEICO到最后已经缩减到只剩七个

So either we're gonna burn the house down, you know, and and vacate these states, or we're gonna be allowed to reprice. So GEICO, by the end of this, has shrunken down to only seven

州。最初的特拉维斯·卡兰尼克。

states. The original Travis Kalanick.

我知道。我知道。这太不可思议了。他已经缩减到只剩七个州。弗恩已经完全更换了公司里的所有人。

I know. I know. It's amazing. He, has shrunken down to only seven states. Vern has completely swapped out everybody in the company.

众所周知，公司里充斥着大量中低层管理人员。那还是旧时代，缺乏纪律的年代。据说有一次，当时的人力资源总监正在全公司面前演讲，伯恩怒不可遏，冲上台当场解雇了他，真的就像戏剧里那样，把他拽上台，指着观众席里的某个人说'你就是新的人力资源总监'，然后把他拉上台。太不可思议了。

Famously, it is a a lot of the sort of middle and lower management in the in the company. It was from the, you know, the old days, undisciplined days. Apparently, at one point, the then existing HR director is giving a speech in front of the company and Byrne gets so upset that he storms on stage and fires him on the spot, literally, like, gives him the hook, takes him on stage, points at somebody in the audience and says, you're the new HR director, brings him up on stage. Amazing.

那个历史时期洛里默还在公司吗？

Is Lorimer still there at this point in history?

那时候洛里默早已退休，但他就像场边啦啦队一样，在幕后为伯尼·巴菲特提供建议。哇，真厉害。于是他们将GEICO业务收缩到仅剩允许调整费率的七个州和华盛顿特区，重整旗鼓，合理定价保单。公司开始盈利了。

Lorimer's long retired at this point in time, but he's, like, cheering on from the sidelines that he's advising Burn Buffett behind the scenes. Wow. Amazing. So they shrink GEICO down to only the seven states and DC that let them change the rates, and they write the ship, and they price the policies appropriately. The company gets profitable.

它不再亏损。业务重新开始增长，后来成为——沃伦在周末的年会上怎么说的来着？我想他们说已经...

It stops losing money. It starts growing again and then would go on to become what did Warren say in the annual meeting, this weekend? I think that they have,

好像是第二大保险公司？

like, Second largest insurance company.

对。Progressive规模稍大些，但我想它们各自占据约25%的美国市场份额。大概是这样。太惊人了。

Yeah. Progressive is slightly larger, but I think they each have about 25% of The US market. Something like that. Incredible.

而且他在1976至1980年间花费4700万美元收购了——大约是公司一半股份吧？

And he spent $47,000,000 from 1976 to 1980 to buy is it about half the company?

所以，是的，等到债务发行结束，股价随后跳涨时，我推测债务会在那时转换，伯克希尔就拥有了GEICO 33%的股份。但因为他是沃伦，因为这现在就像是他的珍宝之一，他采用了与帮助凯·格雷厄姆运营邮报相同的策略。GEICO开始回购自己的股票。到了九十年代中期——我们稍后会在下一集中详细讲述——伯克希尔在没有再投入一分钱的情况下，已经持有公司50%的股份。

So, yes, by the time the debt offering closes, and then when the share price jumps, I assume the debt converts at that point, Berkshire owns 33% of GEICO. But because he's Warren and because this is now, like, one of his jewels, he runs the playbook that he's also helping Kay Graham run at the post. GEICO starts buying back its own stock. So by the mid nineties, we're fast forwarding to, we'll we'll get to this later in the next episode. By the mid nineties, Berkshire has 50% of the company without putting in another dollar.

然后在1995年，伯克希尔以23亿美元买下了GEICO剩余的股份。这样，他们以40.47亿美元获得公司一半股份，又以23亿美元获得另一半。无论如何，他们都做了一笔极划算的交易，因为据估计，GEICO如今的价值可能约为500亿美元，甚至更高。哇。所以，假设当前价值为500亿，那就是在40.47亿上获得250亿的价值，而在23亿上又获得250亿的价值。

And then in 1995, Berkshire buys the rest of GEICO that it doesn't own for $2,300,000,000. So they get half the company for $4,047,000,000 and half the company for 2,300,000,000.0. Either way, they get a hell of a deal because estimates are that GEICO's worth probably about $50,000,000,000 today, maybe more. Wow. So that's 25,000,000,000 of value, assuming that's 50 on 45,000,000,000, and 25,000,000,000 of value on 2,300,000,000.0.

无论如何，相当不错。

Either way, pretty good.

无论如何，相当不错。沃伦好像在说，看看现在的我，联邦政府。

Either way, pretty good. Warren's like, look at me now, feds.

听众们，尽管这部分会在三部曲的终章提及，但我们不得不告诉你们，1996年用于收购GEICO另一半股份的23亿美元，你可能会想，如果一直这么喜欢这家公司，为什么花了这么久？嗯，伯克希尔一度将大量现金投入其他事务，而就在这笔23亿美元交易前不久，沃伦对资本城市公司有一笔重大投资，迪士尼收购了ABC资本城市，当然，这笔直接出售的所有收益都归了老伙计伯克希尔，那笔资金略多于23亿，但大致相当，他们突然有了这笔钱可以投入别处，而GEICO就是他们决定投入的地方。

Listeners, even though this is gonna be in the final part of the trilogy, we do have to tell you that the, in 1996, the 2,300,000,000.0 that was used to purchase the second half of GEICO, you might be saying to yourself, why did it take so long if you really like this business forever? Well, Berkshire had a lot of cash tied up in other stuff for a while, and a thing that happened pretty much immediately before this $2,300,000,000 transaction for half of GEICO was that Warren had a big investment in capital cities, and Disney came in and bought ABC Capital Cities, which then, of course, in that outright sale, all the proceeds went to good old Berkshire, and that was a little bit more capital than 2,300,000,000.0, but about the same amount that suddenly they had to play with to go put to work somewhere else, and GEICO was where they decided to go put it to work.

还有什么比GEICO更适合投入这笔资金的珍宝呢？太棒了。所以，你知道，有趣的是。我在第一集说过一句话，当时我完全确信是对的，现在可能不那么确定了——我说，天啊，如果沃伦当初没有卖出GEICO而是持有，想象他的回报会有多高。谁知道如果不那样会发生什么。

What better jewel to put that capital into than GEICO? Amazing. So, you know, it's funny. We said on or I said on the first episode something that I was totally convinced was right at the time and now maybe not where I said that, god, if if Warren had just held on to Geico and not sold, imagine what his returns could have been. You know, who knows what would have happened otherwise.

但是，你知道，GEICO差点就倒闭了。对吧？如果他当初持有，他还能经历这段旅程并最终到达这里吗？他可是以每股2美元的价格重新买回来的。

But, you know, GEICO almost died. Right? Like, if he had held on, would he've had this ride anyway and ended up here? He got to buy back in at $2 a share.

完全同意。是的，这点说得很对。尽管他跳过了几十年的复利增长期，但他确实是以极低的成本获得的。另外值得注意的是，尽管巴菲特一直倡导'永远持有'的理念——即永远持有你深信不疑的优秀企业——但他抛售股票的速度也可以和其他人一样快。

Totally. Yeah. That's a good point. He did get it at an extremely low basis even though he skipped a few decades of compounding and growing in there. It is also worth pointing out that despite the fact that it is a Buffett mantra to hold businesses forever, hold hold great businesses that you believe in forever, he can dump a stock just as fast as the next guy.

我是说，他在新冠疫情股市暴跌的低点时清仓所有航空股的方式。上周听他在台上毫无歉意地谈论这件事真的很有意思，他认为这完全是正确决策。你可以想象，在GEICO案例中，他也很可能被说服认为那么做是正确的。

I mean, the way that he dumped all the airline stocks at probably the low point of the COVID stock crash, It was really interesting hearing him on stage last week where he's he was totally unapologetic for that. Thought it was totally the right move. And you could imagine that he easily could have been convinced that that was the right thing to do in the GEICO situation too.

确实如此。最终重要的是长期表现。不过就像查理·芒格常说的——我想是他在引用凯恩斯的话——长期来看，我们都死了。你懂吧？

Totally. And all that matters is, the long run. Although as, Charlie Munger would say, who is it? I think it's Charlie quoting John Maynard Keynes that in the long run, we're all dead. So you know?

但从长远来看，GEICO成为了伯克希尔皇冠上最重要的明珠之一，特别是考虑到它们产生的浮存金。我想这二十年巴菲特没有投资GEICO期间，伯克希尔错过的最大机遇就是利用这些浮存金。

But in the long run, GEICO becomes, you know, one of the major jewels, if if not the the most important piece of Berkshire, especially given all the float that they generate. I guess that is that is the big thing that Berkshire and Warren miss over that twenty year period where he's not invested in GEICO is using the float.

没错。这里我想强调两个相互关联但不同的核心理念：首先是识别那些实际风险远低于市场认知的事物，比如美国运通这样的案例。

Yep. There is a playbook theme I wanna pull forward here, which is and it's actually two themes, and it's important to know how they're different. The first one is identifying things that have far less risk than the market perceives them to have. Mhmm. And that's things like American Express.

还包括他认识到品牌价值被价值投资者低估的现象，或是垄断性报业的魔力。但第二类更重要：识别那些通过你的特定行动能大幅降低市场认知风险的机会。最关键的是，如果你具备独特的行动能力，就能真正创造价值。就像他为GEICO确保融资完成的案例——世上没几个人能凭名字就能促成这样的交易。巴菲特既愿意运筹帷幄，又敢押上声誉（当然实际上他没什么风险，否则他也不会拿到这么优惠的条件）。

That's things like him realizing that brands are more powerful than value investors give them credit for or the magical thing of a monopoly franchise newspaper. But then there's the second category of identifying things that should you act, will have far less risk than the market perceives them to have. And even more importantly, if you uniquely have the capability to act, then you actually can be value creative. Like, the thing that he did with GEICO in making sure that that financing got done, there's not a lot of people out there whose name can be traded on to get an offering done like that. And Buffett's willingness to both strategize and then put his name on the line and, of course, his name wasn't really on the line because otherwise, he just would've gotten the screaming deal.

但他做了只有他这样具备特殊条件的人才能完成的事。这就像自我实现的预言，仅仅因为他的参与，这项投资的风险就大幅降低了。

But did a thing that he was uniquely suited to do and able to do. It meant that in a self fulfilling prophecy way, the investment was way less risky merely because he was involved.

是啊。哦，天哪。情况总是这样吗？而且沃伦真的知道这一点吗？

Yep. Oh, boy. Is that ever is that ever the case? And and does Warren ever know it?

大卫，我想我会让你来负责我们接下来的那个故事。

David, I figured I'd set you for that next story we got coming.

好吧，你真的——你把球抛到空中，而我简直等不及要狠狠扣杀。但在我们谈到沃伦沉醉于自己的声誉和拯救企业的能力之前。GEICO的情况大约在1980年左右告一段落，然后，你知道，一切就加速发展了。八十年代初对沃伦、查理和伯克希尔来说只是更多的好事。所以最终，当保罗·沃尔克成为美联储主席时，先是卡特政府末期，然后是里根政府时期，他实施了正确的财政和货币政策，扭转了当时严重的通货膨胀。

Well, you really are are you tossed that ball in the air, and I just I cannot wait to slam it. But before we get to Warren getting punch drunk on his own reputation and ability to save businesses. So all the the GEICO situation wraps up kinda around 1980 and, you know, it's off to the races. The rest of the beginning of the eighties is just more goodness for Warren and Charlie and Berkshire. So finally, when Paul Volcker becomes chairman of the Fed, first at the end of the Carter administration and then under the Reagan administration, he enacts the, you know, correct fiscal and monetary policy to reverse the terrible inflation that have been happening.

八十年代就这样变成了，你知道，我们都是八十年代的孩子，那是一个巨大的繁荣时期，对美国来说八十年代和九十年代都是。所以八十年代是高速发展的年代，你知道，就像《华尔街》电影里那样。这是过剩的年代，这是一切的年代。对奥马哈的伯克希尔来说也是个好时光。

And the eighties just become, you know, we're both children of the eighties, like, an immense period of prosperity, the eighties and nineties for America. So the eighties of the go go years, you know, this is Wall Street movie. This is excess. This is everything. And it's a good time for Berkshire in in Omaha too.

所以我们不会详述所有细节，但他们从B夫人那里买下了内布拉斯加家具商城。难以置信的故事。然后她对她的孩子们经营生意的方式感到不满，那些孩子当时已经七八十岁了。她离开后，在95岁高龄时在街对面开了一家竞争对手，伯克希尔不得不以500万美元买回，并与95岁的她签署竞业禁止协议。太神奇了。

So we won't go into all the details, but they buy the Nebraska Furniture Mart from missus b. Incredible story. She then gets upset with the way her children who are, like, in their eighties at this point or seventies are running the business. She leaves, starts a competitor across the street at age of 95 when Berkshire has to buy it back for $5,000,000 and sign a noncompete with her at age 95. Amazing.

这里有关于八十年代初的《布法罗晚报》，那时候巴菲特真的在八十年代初吗？

There's the Buffalo Evening News in here, of at the early eighties, which is when Buffett really is that the early eighties?

是的。八十年代初。没错。

Yep. Early eighties. Yep.

他卷入了一场老派的报业大战。试图成为这座城市的特许经营报纸，结果投入了大量资金，与查理就正确决策产生了一些分歧和言语交锋。但要知道，巴菲特是个执着的人。这里发生的许多事情，足够我们做十集节目都讲不完。

He gets it into a good old fashioned newspaper war. He's trying to be the franchise newspaper in the city, ends up sinking tons of capital in, gets into not a fight, but a few disagreements and has some words with with Charlie about the right things to do. But, know, Buffett's a committed guy. There's a bunch of stuff that happens in here that we could do 10 episodes and wouldn't have time for it all.

完全正确。他与有效市场假说的理论家们展开论战，这太精彩了。在哥伦比亚大学《证券分析》出版五十周年活动上，他发表了题为'格雷厄姆-多德部落的超额投资者'的演讲，长篇大论地驳斥了有效市场假说——那些经济学家的理论认为所有市场都是有效的，价格变动只是围绕有效价格的波动，而波动即代表风险，这就是市场贝塔的全部含义。

Totally. He, he goes to war with the efficient market hypothesis theorists, which is amazing. It just, like, at Columbia's fiftieth anniversary event of the secure the publishing of security analysis, he gives this talk where he just, like calls it the super investors of Graham and Doddsville. It gives this long talk eviscerating the efficient market hypothesis, folks, economists, which basically their hypothesis is that all markets are efficient and that changes in price are simply volatility and around the efficient price and that volatility equals risk. And so that is market beta, and that's that's all there is.

就像说投资根本不存在什么技巧，你只是在承担市场波动风险。查理对此有个一字回应——胡扯。沃伦则详尽阐述了这种观点为何错误。

Like, when if you're investing, there is no such thing as investing acumen. You're just taking volatility risk in the market. Charlie has a one word retort to that, which is bullshit. Warren goes through and and eloquently explains why that's wrong.

而且他们用一生的投资业绩证明了这点。他们确实能创造超额收益。否则你就得相信巴菲特连续抛了十万次硬币都是正面朝上——这种概率偏离均值太多标准差，根本令人难以置信。

Well and and they just have a lifetime of investment results to prove it. Like, they actually can generate alpha. How well like, otherwise, you have to believe that Buffett has, has flipped a coin, and it's come up heads, you know, a 100,000 times in a row. Like, you're into these crazy probabilistic scenarios where, you know, at at some point, it's too many standard deviations away from the mean for you to believe that it's possible.

没错。这些理论对即将到来的时代至关重要。虽然这是经济学理论，但在八十年代产生了极其重要的现实影响：那些利用'风险等于波动率'的有效市场假说的人发现，既然无法获得超额收益，就可以通过债务疯狂加杠杆来放大波动率，从而提升回报。

Yep. And the reason this is important for what's about to come is so, like, all this is theory. Right? This is like economic theory, but it has a very, very important real world consequence in the eighties, which is that people who, you know, use to their advantage the academic thinking behind the efficient market hypothesis that risk equals volatility, they realized that, well, wait. If risk equals volatility and you can't get alpha, the way you can get more returns if you take something that has a certain degree of volatility and then you lever the crap out of it with debt, you magnify that volatility and then you can magnify your returns if you arbitrage that.

于是八十年代成为债务驱动的十年——抵押贷款证券问世，垃圾债券盛行，迈克尔·米尔肯、德崇证券、企业狙击手和恶意收购层出不穷。

And so this is when, you know, the eighties are the debt fueled decade, you know, mortgage backed securities get introduced. All of the junk bonds, and Michael Milken, and DLJ, and corporate raiders, and corporate takeovers are all happening.

哦，还有大规模的杠杆收购，简直就是《门口的野蛮人》现实版。

Oh, massive leverage buyouts. You get barbarians at the gate.

是的。RJR和纳贝斯克，所有的一切。

Yep. RJR and Nabisco, everything.

没错。

Yep.

巴菲特和查理坐在那里看着这一切，他们认为，把波动性等同于风险是荒谬的。真正的风险是你破产倒闭。而在等式中引入债务，非但没有降低风险，反而大幅增加了风险，因为导致游戏结束的原因正是当你破产无法偿还债务时。所以当他们在外宣扬这一理念的同时，他们最终还是与汤姆和丹完成了首都城市公司的交易。

And Buffett and Charlie are sitting and looking at this, and they're like, volatility being risk is nonsensical. Risk is risk that you go out of business. And introducing debt into the equation, far from not changing your risk, it massively increases your risk because what causes you to get game over, it's when you go bankrupt and you can't pay off your debt. So while they're out there espousing this philosophy, in the meantime well, they do do the capital cities deal finally with Tom and Dan.

所以巴菲特退出了邮报董事会，以便能进行首都城市的投资？

So Buffett stepped off the board of the post to be able to do the cap cities investment?

首都城市交易。于是他投资了5.17亿美元给首都城市公司，帮助他们收购ABC。5.17亿美元。我是说，这可是一大笔钱，但现在的伯克希尔有能力做到。他们已经非常庞大了。

Cities deal. So he invests 517,000,000 in cap cities to help them buy ABC. 517,000,000. Like, I mean, that's a a big chunk of money, but he can do this at Berkshire now. Like, they're enormous.

他们已经是价值数十亿美元的公司。此时的巴菲特本人也早已是亿万富翁。

They're a multibillion dollar company. He's a billionaire himself already at this point.

既然这些人反对杠杆，试图避免那种通过杠杆收购（LBO）的方式，即举债收购后永远要用被收购企业的利润来偿还债务。那么首都城市的交易又是如何运作的呢？让首都城市这条小鱼能够吞下ABC这条大鱼。

And so if these guys are anti leverage and they're trying not to, you know, do the LBO thing where you lever up and then buy something and then have to make debt payments forever, out of the profits of the thing that you just bought. How does the CapCities transaction work then? Where CapCities is able to be the minnow that swallows the whale.

嗯，很大一部分原因是伯克希尔向这笔交易注入了5.17亿美元的股权。

Well, a big part of it is that 517,000,000 in equity from Berkshire coming in to the deal.

我明白了。所以他们实际上拥有非常高的投后估值，因为他们要从资本城发行大量新的原始股，以便资产负债表上有足够资金收购ABC。

I see. So they they basically have a very large post money valuation effectively, because they're issuing a whole bunch of new primary shares out of cap cities to be able to have enough money on the balance sheet to buy ABC.

具体交易结构我记不清了，应该是部分资本城股票加上伯克希尔提供的5亿美元股权——我记得是可转换股权。可能还增加了一些债务，但债务规模还算合理。

So I don't know. I don't have notes on exactly what the structure of the deal was. I believe it was some cap city stock plus the 500,000,000 in equity from I think it was convertible equity from Berkshire. And then they probably did add on some debt as part of it. But, know, they got, like, a reasonable amount of debt.

对，尤其是对于现金流可预测的企业来说，这很合理。沃伦和查理真正陷入麻烦——不是像之前剧集中提到的与联邦政府的几次小摩擦，而是他们人生中最糟糕的时刻——往往是因为他们过度相信自己的声誉和拯救企业的能力，甚至认为可以拯救整个华尔街。

Like Right. Especially with a predictable cash flow business, you know, that that's reasonable. Where Warren and Charlie get themselves into not just, like, trouble on the order of the the trouble with the feds earlier in the episodes or actually the multiple troubles with the feds earlier in the episodes, but real honest to god, like, frankly, the worst moments of their lives trouble is when they think that their reputation and their ability to save companies and their ability to be this capital partner to companies is so great that they can come in and save Wall Street itself.

或者说拯救华尔街免于自我毁灭。

Or Wall Street from itself.

比如所罗门兄弟那次。天啊，故事来了。记得我们提过帮GEICO做可转债交易的约翰·古德弗兰德吗？沃伦当时觉得这人简直无所不能。

Or Wall Street from itself with Solomon Brothers. Oh, boy. Here we go. So remember we told you to remember John Goodfriend and Solomon Brothers who had helped GEICO do the convert deal that Warren backstopped. You know, Warren thinks good friend walks on water at this point.

明白吗？这是唯一愿意接这单的投行。沃伦和查理向来厌恶华尔街，讨厌银行，但这次...你懂的。

You know? They're the only bank that was willing to do this. You know? Warren famously and and Charlie, they famously hate Wall Street. They hate banks, but, like, you know, okay.

你确实是个可靠的人。

You did be a solid.

而且我们认识这些人，所以对他们有点感同身受。他们看起来不像是敌人。他们某种程度上算是...你知道的，我们认识他们。

And we know these guys, so we feel for them a little bit. They don't they don't seem like the enemy. They're kind of our you know, we know them.

没错。现在我们来到八十年代末期。好朋友成为了所罗门兄弟公司的CEO。他们经历了一系列并购。公司规模比以前大得多。

Yep. So we're now in the late eighties. Good friend has become the CEO of Solomon Brothers. They've gone through a series of mergers and acquisitions. The firm is much bigger than it was before.

现在公司已经上市，而所罗门早就是债务之王。但在这种债务驱动的环境下——就像我们刚才讨论八十年代时说的——所罗门就是王者。他们发行了第一笔抵押贷款支持证券，如果这算荣誉的话也是个不光彩的荣誉。他们深度涉足垃圾债券、衍生品等各种高风险业务。所罗门的情况变得如此极端，在1986年，一位普林斯顿的年轻毕业生，一位有抱负的作家来到公司...

It's now publicly traded, and Solomon already was the debt king. But in this environment of the debt fueled, everything we were just saying about the eighties, Solomon is, like, the king. They sold the first mortgage backed security, an inglorious honor if there ever was one. They go deep into junk bonds, derivatives, all kinds of hairy stuff. It gets so extreme at Solomon that in 1980 I think it was '86, a young Princeton graduate shows an aspiring writer shows up at the firm as a

迈克尔·刘易斯。

Michael Lewis.

雇佣了迈克尔·刘易斯在债券销售交易部门工作，最终他写了一本关于这段经历的书，本意是作为华尔街过度放纵的警示故事，却产生了完全相反的效果，书名叫《说谎者的扑克牌》。

Hire, Michael Lewis on the bond sales and trading desk and ends up writing a book about his experiences intended to be as a cautionary tale of the wretched excesses of Wall Street has the exact opposite effect called liar's poker.

这本书成为了一代又一代华尔街人的励志灯塔。

It's inspirational beacon for a generation of, of Wall Streeters to come.

看吧。我记得从普林斯顿毕业即将进入华尔街工作时读过这本书。它就像是二十年后《社交网络》的翻版。你知道，这本书最多算是对复杂处境的多角度展示，往坏了说就是个警示故事。然而整整一代年轻人看了却说：我也要分一杯羹。

Look. I remember reading the book when I was graduating from Princeton and about to go work on Wall Street myself. And it's it's just it's like the social network twenty years later. It's like, you know, this was meant to be at most at best a, you know, show all sides of a complicated situation and at worst, a cautionary tale. And instead, like, a whole generation of young people just look at it and they say, like, I want me some of that.

听起来挺有意思。

Sounds fun.

能赚大钱。很棒。我来念一段书中的话，刘易斯描写所罗门公司著名债券交易部门'40楼'时写道：'因为40楼是公司最有野心之人的聚集地，因为这里对利润与荣耀的追逐毫无规则约束，在这里工作的人越是嗜血，眼神就越像惊弓之鸟。这个地方奉行简单信条：对私利的肆意追逐是健康的——要么吃人，要么被吃。'

You get rich. Great. I'll just read one quote from the book where Lewis writes about the famous 40 home of the bond traders at Solomon. He says, because the 40 First Floor was the chosen home of the firm's most ambitious people and because there were no rules governing the pursuit of profit and glory, the men who worked there, the more bloodthirsty, had a hunted look about them. The place was governed by the simple understanding that the unbridled pursuit of perceived self interest was healthy, eat or be eaten.

41楼的人工作时总用余光扫视背后，提防是否有人要暗算自己，因为你永远不知道什么样的人爬到了你下面的阶梯，正对你的职位虎视眈眈。在所罗门兄弟公司，可接受的竞争手段范围极其宽泛。这里是资本主义最原始也最具自我毁灭性的形态。

The men of 41 worked with one eye cast over their shoulders to see whether someone was trying to do them in for there was no telling what manner of man had leveled himself to the rung below you and was now hungry for your job. The limit of acceptable contact within Solomon Brothers was wide indeed. Here was capitalism at its most raw and its most self destructive.

我超爱迈克尔·刘易斯。他的每本书我都想找个专题来讲。

I love Michael Lewis. I I could make every single one of his books a carve out at some point.

太精彩了。尽管在债券市场取得巨大成功，所罗门和古德弗兰德现在却陷入困境——因为这套模式运作得太好了。所有这些交易员，这些华尔街之狼，他们赚取了巨额利润，却要求全部归自己所有。奖金全部分给了不断索要更多、否则就跳槽的交易员们，导致刚上市不久的所罗门兄弟公司利润实际在下降。

So great. So despite this immense success in the bond market, Solomon and Goodfriend have gotten themselves in kind of a pickle here because it's working too well. All these traders, all these wolves of Wall Street, they are generating so much money, but they're demanding that they're gonna get paid all the money. So there's all of it gets paid out in bonuses to all the traders who are constantly demanding more and threatening to leave for other firms that the corporation itself, you know, recently public, now public company, Solomon Brothers, the profits are actually declining.

我看到个数据，即便在某年——我记得是业绩跑输标普500那年——公司仍有超过100人拿到了百万美元以上的奖金。

I was seeing some stat that even in a year I think it was in a year where they underperformed the S and P 500. There were still over a 100 people at the firm that were paid out over a million dollars in their bonus.

哦，完全没错。有一年就发生过这种事，最出名的是有个独立交易员，在1987年左右，一年就拿到了2300万美元的奖金。

Oh, totally. Yeah. One year where that happened, famously, one guy, just individual trader, made a $23,000,000 bonus in one year in, like, 1987 or something.

对。按今天的通胀算，那大概是两倍、两倍半的样子。

Right. Which is, I don't know, two two x, two and a half x, by inflation today.

不管具体多少，那绝对是笔巨款。对于一个

Whatever it is, that's a damn lot of money. For a

寻租者来说，你懂的，这哪里创造了什么价值？

rent seeker, you know, like, where's the value creation there?

哦哦，这里只有价值破坏，根本没创造任何东西。

Oh oh, there is only value destruction happening here. There is nothing being created.

或者说肯定是价值攫取。

Or certainly value capture.

绝对是这样。所以所罗门公司自身陷入困境后，开始引起企业评级机构的注意，特别是罗恩·佩尔曼。露华浓。对吧？没错。

Absolutely. So because Solomon itself is suffering, they start attracting the attention of corporate raters, and in particular, Ron Perlman. Revlon. Right? Yeah.

露华浓。没错。他买下了所罗门兄弟当时最大股东的股份，然后开始煽动。就像，他打算接管所罗门兄弟公司，这对公司里的任何人都不是好事，因为他们只想继续给自己发奖金。当然，他们不希望这样。

Revlon. Yeah. He buys out Solomon's existing largest shareholder, and he starts agitating. Like, he's gonna he's gonna take over Solomon Brothers, which good friend of nobody at the firm because they just wanna keep paying themselves the bonuses. They, of course, don't want this.

所以这里基本上出现了100%最反巴菲特和芒格的情况，至少按他们的说法是这样。公司管理层的一群人，所谓的“管理层”——其实根本没什么管理可言，就是一群员工在以股东利益为代价中饱私囊，同时加剧经济风险却不创造任何价值。还能有比这更糟的吗？这位好朋友打电话给巴菲特，他很担心。

So you've got basically the a 100% most anti Buffett and Munger, at least what they say, situation possible here. A bunch of people at the firm management, quote unquote, there's no management going on, but, like, employees to simply enriching themselves at the cost of shareholders while ratcheting up risk in the economy and creating no value. What could be better? Good friend, calls Buffett. He's worried about it.

他不想被珀尔曼赶出去，他说需要兑现GEICO交易中欠他的人情。而沃伦，你知道，伯克希尔当时已经以白衣骑士和拯救公司的形象闻名，以至于——

He doesn't want to get thrown out by Perlman and he says he needs to cash in the favor from the GEICO deal. And Warren, you know, Berkshire has such a reputation of being the white knight and saving companies at this point that

而且对管理层友好。

And being management friendly.

而且对管理层友好。没错。这些都会反过来咬他们一口。那位好朋友说，嘿，如果我能让沃伦加入董事会，就能摆脱珀尔曼的纠缠。

And being management friendly. Exactly. It's all gonna come back to bite them. That good friend says, like, hey. If I can get Warren to join the board, I'm gonna get Pearlman off off my rear end.

于是沃伦和查理同意了。他们俩都加入了董事会。

So Warren and Charlie agreed to do it. And And they both take board seats.

对吧？他们得到了两个席位？

Right? They get two seats?

他们两人都进入了董事会。事情是这样的：1987年9月正值犹太新年假期，佩雷尔曼作为正统犹太教徒，那段时间完全不处理公务。当然，他的好友深知这一点，于是特意选在那个周末与巴菲特和伯克希尔秘密敲定了交易。

They both take board seats. So here's how it goes down. It's Rosh Hashanah weekend in September 1987 and Perelman is like a orthodox Jew. So he's he's out of commission, you know, he's not he's not doing anything over the weekend Of and course. Good friend knows this And so he times everything so he gets the deal done in secret with Buffett and Berkshire over that weekend.

伯克希尔以7亿美元购买了所罗门公司的可转换优先股，投资额甚至超过他们对首都城市的注资，附带15%的票面利率。哇，可转换优先股。所以这相当于——

Berkshire buys $700,000,000 of convertible preferred stock in Solomon, so more than the money than they put into cap cities with a 1515% interest rate coupon on attached to that Wow. Convertible preferred stock. So it's

就像公司深陷困境时，CEO其实非常希望激励这些特定投资者成为股东。

like the company's in dire straits, and the CEO really doesn't want or or really does want to incentivize these particular shareholders to become shareholders.

最令人作呕的是，当时公司营收其实处于历史最佳状态。这些交易员无论做了什么，他们确实为顶层创造了巨额收益。但所有钱都被他们以奖金形式瓜分了，导致公司资金吃紧，需要外部注资。

Well, and that's what's so disgusting about this situation is, like, the revenue line essentially of the firm has never been better. Like, these traders, you can say what you will about what they're doing, but they are raking in money for at the top line. But then they're paying it all off to themselves in bonuses. So the firm is suffering. Capital's coming in.

他们接受如此苛刻的条款，纯粹是为了保住所谓管理层的饭碗。这真是...令人叹为观止。更疯狂的是沃伦、查理和伯克希尔居然同意了——即便对他们而言忠诚至关重要，而且好友所罗门还救过盖柯。总之他们还是出手了。

They do this really tough terms deal simply to save, you know, again, quote, unquote, management's own skin. It's it's really something that goes on here. And, I mean, it's crazy that Warren and Charlie and Berkshire do this. Even, you know, loyalty is super important to them and good friend and Solomon having saved Gekko. Anyway, they do it.

两人加入董事会后，有个著名场景：他们在那个周末（估计是周五）飞抵纽约，前往所罗门大厦签署文件。好友带他们参观时，领他们到俯瞰41楼的阳台——这就像童年沃伦俯视证券交易所阳台时的情景重现，当时他就惊叹'这里遍地黄金，我也要分一杯羹'。

Both of them joined the board, and there's this famous scene where they fly to New York, the two of them over this weekend. I mean, this must be, like, on the Friday, and they, they go to the Solomon Building to sign the papers, and good friend takes them on a tour. They go to the balcony overlooking Floor 41. It's like a callback to child Warren overlooking the balcony of the stock exchange and being like, wow, there's so much money here. I want me some of that.

此刻他们俯视着下方如角斗场般沸腾的交易大厅。查理看着沃伦问：'你真要投资这里？'据说沃伦沉默良久，你能看出他在想'我到底卷入了什么'。最终他缓缓发出'嗯'的声音，然后签下了文件。

And they're looking down on what's essentially like a seething gladiator pit below. And Charlie looks at Warren and he says, so you really want to invest in this. And Warren, supposedly just just kinda, like, silent for a minute. You can just see him being like, what am I getting myself into? And he finally says, mhmm, in, like, a slow and then he goes and signs the papers.

而且，你知道，要表扬查理提出了这个问题，但查理也跟着他跳进了坑里，

And, you know, credit to Charlie for asking the question, but Charlie follows him into the pit too and

哦，百分之百同意。

and Oh, 100%.

并且也加入了董事会。

And joins the board as well.

完全正确。而且，可能之后每天都在后悔。所以他们达成了交易。这是1987年9月。1987年10月19日是黑色星期一，道指暴跌22.6%

Totally. And, probably regretted it every day after. So they do the deal. This is September 1987. 10/19/1987 is Black Monday when the Dow falls 22.6%

天啊。

Oh my god.

基本上是一次闪电崩盘。我之前记混了，以为1987年的黑色星期一是长期资本管理公司那件事。不，那是很久以后的事了。

In essentially a flash crash. I had this confused in my mind. I thought Black Monday in '87 was the long term capital management thing. No. That happened much later.

这实际上是一次闪电崩盘。所以，就像，没人真正知道为什么会发生这种情况。当然，市场过热。当然，系统中有太多杠杆，但市场恢复得相当快。这并没有引发崩盘。

This was actually a flash crash. So, like, nobody really knows why this happened. Of course, the market was overheated. Of course, there was way too much leverage in the system, but things recover pretty quickly. That's not what triggers a meltdown.

所罗门公司自然和华尔街其他机构一样遭受重创。当天他们在交易中损失了7500万美元。股价暴跌，但他们的处境并不比其他投行更糟或更好。只是股价跌得很惨。于是巴菲特和芒格在事发后参加了他们的第一次董事会，大概是在下个月，可能是十一月。

So Solomon, of course, gets crushed like the rest of Wall Street. They lose $75,000,000 in in trading losses on that day. The stock gets crushed, but they're not in any better or worse shape than any other investment bank. But the stock is way down. So Buffett and Munger show up to their first board meeting after this happens, which is, the next month maybe in November.

管理层的一位好友提出一项议案，要求因股价下跌重新设定所有员工的股票期权价格。巴菲特和芒格当场发飙。他们说，等等，你们让公司损失了巨额资金。作为公司股东，我们刚投资的7亿美元现在一文不值了。

And, good friend in management puts a deal on the table to reprice all employees' stock options because the stock is down. And Buffett and Munger flipped. They're like, wait a minute. You guys lost a ton of money for the firm. Like, we as, you know, as shareholders in the firm, like, our stock that we just invested, our 700,000,000 is now worthless.

而你们现在却想利用股价下跌的机会，重新设定所有期权价格，等行权期一到就立即套现离场。

And you guys are saying you wanna take advantage of this lower stock price to reprice all of your options that you're then just gonna trade out of immediately as soon as they vest and liquidate the cash.

没错。这就像...看吧，这里没人想长期持有公司股份。你们都只想搞个快速套利的把戏。

Right. It's it's like, know, no one here wants to become bigger owners of this thing. You all just want a quick arbitrage opportunity.

正是如此。但他们还是默许了。你知道，他们不想真的和管理层撕破脸。而且他们也清楚，如果这件事公开化，演变成与董事会好友的公开对抗...

Exactly. Exactly. But they acquiesce. You know, they don't really wanna fight with management. And they also know that if they get into kind of a public fight with if this becomes public, that they're fighting with good friend and the board

股价会跌得更惨。

Stock price drops even further.

股价必然进一步暴跌。他们可是押了7亿美元在这上面，所以实在不愿看到这种局面。我是说，事情已经朝着不可控的方向发展了。这才是真正滑坡的开始。不仅期权被重新定价，更离谱的是，那位好友背着董事会，与业绩最佳的交易台负责人——人称'神奇套利台'的债券套利交易台主管约翰·梅里韦瑟达成了秘密协议，直接支付他们交易利润的15%作为奖金。梅里韦瑟当时掌管着国内固定收益套利团队。

Price is gonna drop even further. They got $700,000,000 at stake here, and so they don't really wanna do that. So, I mean, we're already pretty far down the slippery slope here. This is when the real slide starts. So not only do the options get repriced, but then in secret behind the board's back, good friend reaches a deal with the head of the best performing trading desk on the floor, the so called magical arb desk, the bond arbitrage desk run by John Merriweather, who runs the domestic fixed income arbitrage group to directly pay them 15% of all the trading profit they make as bonuses.

所以，现在甚至不只是，嘿，管理层会在年底决定你的奖金。这将基于公司的业绩。现在就像是，你成了一个自营交易商。比如，你所有利润的百分比，你可以带回家，而不用承担任何自有资本的风险，也不用为亏损时的任何下行负责。

So, like, no longer even just to, like, hey. Management will decide your bonus at the end of the year. It'll be based on the performance of the firm. It's now, like, you're a prop shop. Like, percent of all of your profits, you're gonna take home with none of your own capital at risk and on the hook for none of the downside when you have losses.

哇。是啊。这会激励一些不良行为。

Wow. Yeah. That'll that'll incentivize some bad behavior.

是啊。所以接下来的几年里，事情就这么勉强维持着。沃伦和查理对发生的一切并不感到兴奋，但随后事情就爆发了。1991年8月，巴菲特在内华达州里诺度假，他接到了一通电话，不是来自古德弗兰德，而是来自所罗门的总裁汤姆·斯特劳斯和其总法律顾问唐·福伊尔斯坦，在所罗门内部，唐被称为‘黑暗王子’，因为他负责处理所有棘手的事务。

Yeah. So things limp along for the next couple years. Warren and Charlie aren't thrilled about everything that's going on, but so then the shoe drops. In August 1991, Buffett is on vacation in Reno, Nevada, and he gets a call from not from Goodfriend, from Solomon's president, Tom Strauss, and its general counsel, Don Feuerstein, who behind the scenes at Solomon, Don is referred to as, quote, the prince of darkness for all of the dirty work

这些称呼我可一点都不想沾边。

that Things I never wanna be called.

是啊。他处理了所有让所罗门摆脱的棘手局面，做了所有肮脏的工作。这太不可思议了。你编都编不出来。所以沃伦在度假。

Yeah. That he all of the sticky situations that he gets Solomon out of and all the dirty work he does. This is amazing. You can't make this stuff up. So Warren's on vacation.

接到了一通电话。这可不是你想接到的电话。所以沃伦起了疑心。你知道，他们接通电话后，他们就说，嗯，我们公司的外部法律顾问，所罗门的外部法律顾问发现，我们的政府债券交易台负责人保罗·莫泽，他向梅里韦瑟汇报，显然在政府债券拍卖的投标中违反了财政部的一些规定。美联储控制货币供应、设定利率的方式，他们拍卖债券，政府债务，然后所有大型投资银行都可以在利率方面出价，然后政府选择哪些银行购买债务。

Gets a call. This is not a call you wanna get. And so Warren's suspicious. You know, they get on the phone and and they're like, well, our firm's outside counsel, Solomon's outside counsel has figured out that the head of our government bond trading desk, Paul Moser, who reports to Merriweather, he's apparently been violating some of the treasury department's rules when bidding on government bond auctions. The way the Fed controls the money supply, the way that interest rates are set, they bid out bonds, government debt, and then all the big investment banks get to place bids in terms of interest rate, and then the government selects which banks buy the debt.

而且只有少数几家银行，大概40家左右，才有资格参与这些拍卖，才有特权从美国政府购买债务。

And there's only a few what is it? 40 banks or something that are even allowed to be involved in these auctions, that are allowed to have the privilege of buying debt from the US government.

没错。这就是货币供应进入经济的方式。成为这些银行之一意味着你直接与联邦政府和财政部建立关系，掌控着经济。所以莫泽一直在违规。他们没有具体说明如何或为何违规，只是暂停了他的职务，所罗门将向监管机构报告此事。

Yep. This is the way the money supply gets into the economy. To be one of these banks means that you are controlling you have a direct relationship with the federal government and the treasury controlling the economy. So Moser has been violating the rules. They don't say exactly how or why and that they've suspended him, and Solomon is gonna, you know, notify the regulators about this.

而沃伦的反应是，哦，黑暗王子就为这事找我？好像也没那么严重吧。违规而已，好吧。虽然这个职位非常重要且 prestigious，但这其实是公司里比较清闲的部门。

And Warren's like, oh, the prince of darkness is calling me for this? Like, that doesn't seem that bad. Like, you violate some rules. Okay. But, like, while this is really important and prestigious, this is, like, kind of a sleepy part of the firm.

你不会想到政府债券交易台能搞垮公司。相比之下，套利交易台才更让人担心。所以他说，好吧，那就联系查理吧，他是我们之间的律师。

You wouldn't think that the government bond desk is something that could, like, blow up the firm. You know, you'd be more worried about the arb desk per se. So he's like, alright. Well, you know, call Charlie. He's the lawyer between us.

他知道该怎么处理。

You know, he'll he'll know what to do.

只是一些规定而已。能有多严重？肯定只是些繁琐的监管程序罢了。

Just just some rules. Like, how bad could it really be? I'm sure it's just some regulatory tape.

一些监管方面的问题。所以他们就说，哦，是的，我们已经和查理谈过了，他完全没意见，不用担心。

Some regulatory stuff. So they're like, oh, yes. We've we've already talked to Charlie. He's totally cool with it. Like, no worries.

于是沃伦说，好的，太棒了，我要继续度假了。结果呢，查理其实并不完全同意，而且莫泽可能不仅仅是违反了财政部的竞标规则那么简单。他实际上是以客户名义在财政部拍卖中提交虚假投标，既有真实客户的假标，也有虚构客户的假标。

So Warren's like, okay. Great. I'm gonna go back to vacation. Well, turns out Charlie wasn't totally cool with it and turns out that maybe Moser did a little bit more than just violate the treasury's bidding rules. What he actually did was he submitted fake bids on behalf of clients for the treasury auctions, both fake bids for real clients and fake bids for fake clients.

因此，他代表那些甚至不是所罗门兄弟公司客户的人行事。他这样做的目的实质上是为了在这次拍卖中垄断市场，赢得所有这些国债的全部拍卖，并对其他需要这些债券转售给客户的参与者施加压力，以便他随后能在市场上以巨额利润出售。

So on behalf of people who weren't even customers of Solomon Brothers. And his goal in doing this was to essentially corner the market in this auction, win all of the auction for these treasury bonds, and put the squeeze on all the other participants who needed the bonds to sell to their resell to their clients so that he could then sell it at a massive profit in the market, which he

他确实这么做了。当然，虽然代表未下单的客户投标是非法的，代表虚构客户投标更是违法，试图在特定拍卖中垄断市场同样违法。有规定明确指出，比如，你不能试图在任一拍卖中投标超过35%的份额，因为我们需要确保分配能够分散。因为我们不希望出现一个巨大的二级市场，让人们因为有人设法获得了90%的分配而支付高额溢价。

did. And, of course, while it's illegal to bid on behalf of your clients who are not placing orders and that it's even more illegal to bid on behalf of imaginary clients, it's also illegal to try and quarter the market on a given auction. There are rules in place that say things like, you can't try and bid for more than 35% of any given auction because we need it to be able to be spread around. Because we don't want this big second market for people, you know, paying a big premium because someone managed to go get 90% of the allocation.

完全正确。他们不希望这种情况发生的原因正是莫泽行为导致的后果。比如，三四家小型金融公司因无法承受这种价格波动而破产。所以，这家伙的行为造成了真实的后果。而且我记得他这样做了四五次，最终所罗门公司因此额外获得了400万美元的利润。

Totally. And the reason they don't want this to have happened is what actually happens as a result of Moser's actions. Like, three or four small financial firms that couldn't absorb this price volatility go bankrupt. So this is, like, this is real what the dude did. And I think he did this, like, four or five times, and the net of all of it was Solomon made an incremental $4,000,000 in profit.

这一切就为了400万美元。结果发现他多次这样做。还发现他的直属上司梅里韦瑟和古德弗兰德四个月前就知道了这件事。他们知道是因为SEC开始调查并联系了他们。当事情发生时，那位‘黑暗王子’总法律顾问告诉古德弗兰德，这属于犯罪行为，但从技术上讲，他们没有义务向任何人报告。

All this for $4,000,000. So it turns out he did it multiple times. It turns out that Merriweather, who was his boss in the chain of command and Goodfriend knew about this four months ago. And they knew about it because the SEC started investigating and got in touch with them. And when that happened, the general counsel, the prince of darkness, told Goodfriend that what was happening here was criminal, but that technically, they didn't have any technical obligation to report it to anyone.

CEO在未通知董事会的情况下向总法律顾问发信。比如，‘嘿，我收到了SEC的信，他们在调查我们，但只需要我们的总法律顾问知道。’

The CEO is sending letters to the general counsel without notifying the board. Like, hey. I got this letter from the SEC. They're investigating us, but just our GC needs to know about it.

是的。不通知董事会，不通知股东或公众，同样甚至更糟的是，不通知其他监管机构正在发生的事情。所以SEC在调查，但他们还没发现什么。他们只是发现了一些异常。所罗门内部发现，‘哦，不。’

Yep. Not notifying the board, not notifying the shareholders or the public, and equally, if not worse, not notifying the other regulators that this is going on. So the SEC is investigating, but they haven't found any. They just found some irregularities. Internally, Solomon found, oh, no.

这是犯罪行为。这里到底发生了什么？所以他们没告诉任何人。不仅如此，他们也没有解雇莫泽。他们让他继续负责政府债券交易台，而且对他的行为没有任何审计或控制。

This is criminal. Like, what's going on here? So they don't tell anybody. And not only that, they don't fire Moser. They leave him in place running the government bond desk, and there's no audits or controls on what he's doing.

所以，基本上，他们就像在说，别再那样做了。眨眼。眨眼。眨眼。哇。

So, basically, they're like, don't do that again. Wink. Wink. Wink. Wow.

然后他们转身看向另一边。所以在这个时候，美国证券交易委员会已经意识到，是的，这些不仅仅是违规行为。他们弄清楚了发生了什么。消息开始传开。在这之后的周一，8月12日，《华尔街日报》发表了一篇大文章，讲述了这可能会多么糟糕，以及人们对情况知之甚少。

And then they turn around and look the other way. So at this point in time, the SEC has, like, figured out, like, yeah, these aren't just irregularities. They figured out what's going on. Word starts to get out. On Monday after this, August 12, The Wall Street Journal runs a big piece about how bad this could be and how little is known.

所罗门的交易对手、他们的贷款人和交易伙伴开始对所罗门及其运营的所有市场感到不安。而事实证明，所罗门是当时华尔街第二大银行。他们在市场上有1500亿美元的资本。哇。但他们只有40亿美元的股权。

Solomon's counterparties, their lenders, and their trading partners start, like, getting cold feet about dealing with Solomon and all the markets that they operate in. And Solomon, it turns out, they're the second biggest bank on Wall Street at this point in time. They have a 150 one five zero billion of capital, like, in the markets. Wow. But they only have $4,000,000,000 of equity.

其余的都是短期票据、债务和杠杆，以及八十年代积累的一切。所以他们就像是，那是什么？60倍的杠杆率。突然间，交易对手开始对他们的票据感到不安。而1500亿美元中有500亿美元每天都在滚动。

All the rest of it is, like, short term paper and debt and leverage and, like, everything that has been building up in the eighties. So they're, like, what's that? 60 times levered on their Oh my capital. And all of a sudden, counterparties start getting cold feet about trading their paper. And $50,000,000,005.00 of the 150,000,000,000 rolls over every single day.

那真的是非常短期的票据。

That's really short term paper.

所以如果有问题，那将是瞬间的，公司就完蛋了。同样在那周一，这可能是发生的最糟糕的事情。美联储给古德弗兰德和所罗门发了一封信，我想只有古德弗兰德和总法律顾问看到了这封信，信中表示，它“对公司的行为和不作为深感不安”，并质疑是否还能继续与所罗门兄弟保持业务关系。这是美联储，除非公司

So if there's a problem, it's gonna be instantaneous, and the firm is dead. So also on that same day on that Monday, this is probably the worst thing that happens. So the Federal Reserve sends a letter to Goodfriend and Solomon saying I think only Goodfriend and and, the general counsel see this, saying that it is, quote, deeply troubled by both the firm's actions and lack of actions, and it is questioning whether it can continue to have a business relationship with Solomon Brothers. This is the Federal Reserve unless the firm

哦，天哪。

Oh my god.

在接下来的十天内回应这封信并大幅改变其商业行为。如果美联储终止与所罗门的业务关系，游戏就结束了。就像，它完蛋了。所有交易对手都会停止与所罗门交易。哇。

Responds to this letter and significantly changes its business practices within the next ten days. Now if the Fed ends its business relationship with Solomon, game over. Like, it's dead. All the counterparties are gonna stop trading with Solomon. Wow.

就像，这简直就是瞬间游戏结束。好友和总法律顾问只是把信压着。他们没有告诉董事会。他们没有告诉其他任何人。除了他们俩，没人知道这封信的存在。

Like, it's it's literally game over instantaneously. Good friend and the GC just sit on the letter. They don't tell the board. They don't tell anyone else. They don't tell the nobody knows about the letter except the two of them.

美联储以为董事会知道这封信，以为所罗门在采取行动，但好友和总法律顾问掩盖了事实。巴菲特此时联系了查理，查理说，是的，你应该对此感到担忧。于是董事会召开会议，发布声明表示他们正在调查此事并查明真相。

The feds assume that the board knows about the letter that, like, Solomon is doing something, but good friend and and the GC covered up. Buffett, by this point in time, he gets in touch with Charlie, and Charlie's like, yeah. You should be concerned about this. So the board convenes. They issue a press release saying that, you know, they're looking into this and figuring out what happened.

当天公司股价暴跌30%。与此同时，美联储觉得，你们没有回应我们的信。哎呀。他们一天比一天愤怒。那个周五，《纽约时报》刊登头条：华尔街认为所罗门兄弟面临严重威胁，美联储终于忍无可忍。

The firm's stock drops 30% that day. The Fed, meanwhile, is like, you guys aren't responding to our letter. Like, uh-oh. They're just getting angrier and angrier every day that goes by. On Friday of that week, the New York Times runs a headline, Wall Street sees a serious threat to Salomon Brothers, and the Fed finally has had enough.

美联储负责此案的首席调查员打电话给好友说，你需要辞职，就今天，并且必须任命新的管理层，否则，你知道后果。好友接到电话后联系了仍在奥马哈的巴菲特，实际上就是把公司钥匙扔给了他。他说，我要辞职了。必须有人接手管理并处理这事，可能只能是你了。祝你好运。

The lead investigator running the case at the Federal Reserve calls a good friend and says, you need to resign, like, today, and you need to install new management or else, you know, essentially. When Goodfriend gets that call, he calls Buffett, who's still in Omaha, and he essentially just tosses him the keys to the firm. And he's like, I'm gonna resign. Somebody has to step in and, run the place and deal with this, and it's probably gotta be you. So good luck with that.

哇。虽然不是原话，但事情基本就是这样发展的。相当激烈。此时沃伦和查理是真的害怕了。

Wow. Not quite in that language, but, but that's essentially how it goes down. Pretty intense stuff. Warren and Charlie are legitimately frightened at this point.

他们的论点是，嘿，我必须退出。我们对接替人选毫无头绪。

And the argument there is like, hey. I have to be out. We don't have any ideas for who's next.

没错。没有任何计划。也没有管理。

Yep. There's no plan. There's no management.

任何介入的人都必须有足够的声誉来拯救这家公司，而且没人希望自己的投资化为乌有。所以我选择你，因为你看起来像是能挽救局面的人。

Whoever steps in has to have the reputation to be able save this firm, and, like, nobody wants their investment to go to zero. So I pick you as the person who seems like you might be able to save this thing.

好吧，到了这个地步，受托责任方是董事会。董事会中最显赫的人物是谁？是沃伦和查理，尤其是沃伦。你看，好朋友已经卸任CEO了。所以除了沃伦，没人能出面接手了。

Well, at this point, the fiduciarily responsible people are the board. And who are the most prominent people on the board? Warren and Charlie and Warren specifically. So, like, you know, good friend's already out as CEO. So there's nobody left except Warren to come in and

处理

deal

这件事。于是沃伦立刻飞往纽约，与美联储会面，试图了解情况并说服他们。这让我感到震惊。美联储可能以为沃伦知道他们的信函内容，但他并不知情。这次会面中仍然存在沟通不畅的问题。

with this. So Warren immediately gets on a plane to New York, and he goes and meets with the Federal Reserve and tries to, like, understand and sweet talk them. This is amazing to me. The Fed, I think, assumes that Warren knows about their letter, but he doesn't. And that wires still get crossed in this meeting.

因此沃伦并不真正了解最坏的情况是什么。会议结束时，巴菲特语焉不详地试图说服他们，争取更多时间。美联储告诉沃伦要‘为所有可能性做好准备’，也就是说，他们将剥夺所罗门参与国债拍卖的权利，公司即将崩溃。现在是周五晚上到周六凌晨，沃伦必须做出选择：他可以退出所罗门，宣布辞职。

So Warren doesn't understand what the worst case scenario really is. And cryptically, at the end of the meeting, Buffett's trying to sweet talk them and buy more time. The Fed tells Warren that to, quote, prepare for all eventualities, I e, that they're gonna yank the right to, you know, participate in the treasury auctions, and Solomon's gonna go down the tubes. So now it's Friday night into Saturday morning, and Warren has to make a choice. He can walk away from Solomon, say, I'm resigning.

然后7亿美元就灰飞烟灭了。

And and $700,000,000 goes up in flames.

但他可以选择抽身离去。或者另一个选择是接管公司，尝试掌舵前行。当他思考并与查理交谈时，他意识到自己其实别无选择——因为如果离开，他的声誉将毁于一旦。百分之百确定，他的名声会彻底完蛋。至于那7亿美元的损失，倒还算可以承受。

But he can walk away. Or the other option is he can take the reins of the company and try and steer this thing through. As he's thinking about it and talking with Charlie, he realized he he actually doesn't have a choice because if he walks away, his reputation is toast. If he walks away, 100 percent, his reputation is toast. And, like, he loses 700,000,000, like, that'll be fine.

但问题是，今后还有哪家公司敢与伯克希尔·哈撒韦做生意？

But, like, what company is gonna do a deal with Berkshire Hathaway ever again

经过这次事件后？确实。

after this? Right.

而如果他留下，很可能也无法成功渡过这场危机，到头来声誉同样会毁掉。

And if he stays, you know, probably there's a good chance he's not gonna be able to navigate through this, in which case his reputation is also toast.

这让我想起查理常引用的萧伯纳那句话：别和猪摔跤。你只会弄得满身泥，而猪却乐在其中。想象那个场景——他们站在交易大厅外，明知即将与猪搏斗，最终结果就是如此。

Which this brings up that George Bernard Shaw quote that I think it's Charlie who likes to quote it. Never wrestle with a pig. You just get dirty, but the pig enjoys it. Exactly. Like, you can imagine that moment where they're standing out looking over the trading floor, knowing that they're about to wrestle with a pig, and then this is the eventuality of what happened with that.

没错。就在他意识到这点时，爱丽丝在《滚雪球》中写道：‘在那个漫长而可怕的周五，他突然惊骇地意识到，投资所罗门这家存在诸多失控问题的企业，已经让一切岌岌可危。’这里的‘一切’不仅指所罗门的7亿美元，而是沃伦和查理共同建立的全部事业。由于两人都是董事，他最终决定必须接手这个职位。

Yep. And this is where as he's realizing this so Alice writes in the snowball, quote, at some point during that long horrible Friday, he recognized with a sickening jolt that investing in Solomon, a business with problems over which he had essentially no control, had put it all at risk. And by all, she means everything, not just the 700,000,000 in Solomon, like, everything that Warren and Charlie together have built. You know, they're both on the board. So he decides he has to take the job.

他决定出任公司临时董事长，并任命投行部主管德里克·莫恩为CEO。这有点讽刺——所罗门最不擅长的正是投行咨询业务。选择他只是因为他远离所有污浊。到了周日，整个董事会包括沃伦和查理都在纽约办公室，竭力寻找解决方案。

He decides he's gonna become interim chairman of the company and he installs the head of the investment banking division, a guy named Derek Mon as the CEO. That's just kinda like a I mean, the investment bank does that was the one thing that Solomon was not good at was the investment banking advisory at business. So he he gets installed simply because he's just far away from all the toxicity. And, then on Sunday, the board, Warren and the and Charlie and the whole board is at the office in New York. They're trying to figure out what to do.

当美联储和财政部的信函同时送达，而所罗门公司对他们的最后期限未作任何回应时，事情就必须有个了结。是的。迄今为止，所罗门方面仍未发布任何声明。所以他们表示受够了，一切都结束了。

When a letter arrives from both the Federal Reserve and the Treasury Department, they haven't heard any response to their deadline of things have gotta happen. Yeah. And thus far, nothing has been announced from Solomon. So they say they've had enough. It's the end.

就像，不再谈判。他们当天下午就要拔掉插头。等到东京市场开盘时——大概是纽约时间的下午晚些时候，因为这是周日下午，也就是东京时间周一早晨——将会宣布美联储撤销所罗门的执照，一切就此终结。于是沃伦指示董事会和律师开始准备破产申请文件。与此同时，他拼命动用所有华盛顿的人脉，试图联系政府里的熟人，以求暂缓这场死刑的执行。

Like, no more negotiating. They're pulling the plug that afternoon. And by the time the market opens in Tokyo, which is, like, I think late afternoon New York time, this is Sunday afternoon, so Monday morning Tokyo time, it's gonna be announced that the Fed has revoked Solomon's licenses, and it's over. So Warren directs the board and the lawyers to start preparing a bankruptcy filing. And in the meantime, he desperately starts trying to call anybody he knows in the government using all of his Washington connections to, like, try and stay the execution here.

最终他联系上了财政部长尼克·布雷迪——这个决定是财政部和美联储共同作出的。沃伦直接在电话里崩溃痛哭，哀求说这是他一生中最重要的一天，恳求暂缓执行，再给他们一点时间解决问题。布雷迪被这一幕打动了。要知道这可是沃伦·巴菲特啊！

And he finally reaches the treasury secretary, Nick Brady, which is the treasury and the Fed jointly made this decision. And Warren literally, like, breaks down on the phone crying and, like, begs him, says this is the most important day of my entire life, begs him to stay the execution and just give them, like, a little more time and figure things out. And so Brady is, like, moved by this. If I literally Warren Buffett. You know?

如果说世界上还有谁能说服政府改变主意，那就是他了。布雷迪说，好吧，我去和美联储主席格林斯潘谈谈，看看怎么办。几小时过去了，一切悬而未决，所罗门的人只能坐在办公室里起草破产文件。这时财政部助理部长的电话打了进来。

If there's anybody in the world who could get the government to change its mind, and he says, like, okay. Let me go talk to let me go talk to Greenspan, the head of the Fed, and figure out what we're gonna do. So hours go by. It's all in limbo, and they're just sitting in in the Solomon office drafting up a bankruptcy filing. And then a call comes in from the assistant treasury secretary.

你知道当时那人是谁吗？电话是找巴菲特的。不。是杰罗姆·鲍威尔。

Do you know who that was at the time? Call comes in for Buffett. No. One Jerome Powell.

天啊。

Oh my god.

这位不可思议的时任助理部长说：听着，情况很糟。我们不会再允许所罗门参与国债竞标了。所以我们需要得到应有的惩罚。

Then assistant secretary of the Incredible. And, he says, look. Well, like, this is bad. We're not gonna allow Solomon to bid itself in treasury auctions anymore. So we are gonna like, we need our pound of flesh.

不过，沃伦，正因为你的介入并承诺做出改变，我们将允许所罗门继续代表其客户提交投标。他问，这样可行吗？沃伦回答，这就够了。哇。是的。

We will, however, because of you, Warren, because you're stepping in and you're committing to making changes, we will allow Solomon to continue to place bids on behalf of its clients. And he says, will that work? And Warren is like, that'll do. Woah. Yeah.

所以他真的让政府改变了决定。难以置信。

So he literally gets the government to reverse their decision. Unbelievable.

太疯狂了。

That's insane.

现在他们得处理后续影响。

So now they have to deal with the aftermath.

另外，令人难以置信的是，古德弗兰德从未出示那封信，我猜他也是股东之一。当然，迟早会有人发现曾有过这么一封信。所以他不公开信的内容，并不能帮他规避任何法律责任。

Also, it's incredible that good friend never showed the letter because I assume he was a shareholder too. And, of course, it's gonna come out that there was a letter sent at some point. So it's not like he's saving himself any, like, legal liability by not disclosing it.

嗯，我觉得事情是这样的——我不清楚他提前策划了多久。最终的结果，我稍后会告诉你整个事件的结局。但在那个周末，当这一切发生时，古德弗兰德和他的律师，因为沃伦仍不清楚古德弗兰德的欺骗和掩盖行为有多严重，也不知道那封信的存在——他后来才知道信的事。所以他们一起去吃晚餐，古德弗兰德和他的私人律师试图让沃伦和查理签署一份他离职的补偿协议。

Well, I think what happened I don't know how far in advance he had gamed this out. What ends up happening I'll tell the story in a minute of how this all wraps up. But as this is going down, like, concurrently that weekend, Goodfriend and his lawyer, they end up because Warren still, like, he doesn't know the extent of Goodfriend's, you know, deception here and cover up, and he doesn't know about the letter. He doesn't find out about the letter until later. And so they go out to dinner, and, Goodfriend and his lawyer, personal lawyer try and get Warren and Charlie to sign a severance package for him leaving the company.

他们想要3500万美元的补偿金。你当时的反应简直绝了。

They want a $35,000,000 payout. Your reaction is priceless there.

太疯狂了。

That's wild.

这不疯狂吗？所以他们一如既往地想要钱。幸运的是，你知道，他们这次面对的是查理·芒格。查理基本上把他们挡了回去。他这样做真是令人惊叹。

Isn't that wild? So they're trying to get the money as always. And, fortunately, you know, they're dealing with Charlie Munger here. So Charlie basically stonewalls them. He would this is amazing.

我这里没有记下原话，但这件事后来进入了仲裁程序。查理在宣誓作证时表示，他与人相处的自然方式是，对不感兴趣的事情就会关闭大脑。他对他们说的话不感兴趣，所以只是嘟囔着不置可否。这太神奇了。

I don't have the quote written down here, but this would later get arbitrated. And Charlie would testify in the arbitration under oath that Charlie's natural way of, you know, being with other people is he turns his brain off when he's not interested in things, and he wasn't interested in what they had to say and so he was just muttering and not saying anything. It's amazing.

在谈判中？

In the negotiation?

是的。在谈判中。所以他们什么也没同意，什么也没签。经过多年的仲裁斗争，最终理应一分钱都没拿到。总之，他们从政府那里获得了暂缓执行的许可，然后不得不处理后续问题。

Yeah. In the negotiation. So they don't agree to anything. They don't sign anything and and ends up after years of fighting this in arbitration, gets $0 as he should. Anyway, so they get the save, the stay of execution from the government, and then they have to deal with the aftermath.

沃伦对日常运营所罗门兄弟公司既无兴趣也无能力，但他能处理政府和公众关系。于是他指示新任CEO莫恩清理公司内部——'你负责大楼里的一切'，他的指令是：在处理所罗门内部所有腐败问题时，'要正确、快速、公开'。嗯。而那个星期发生的第一件事，就是沃伦被传唤到国会作证，这非常精彩。

So Warren has no interest or ability in actually running day to day Salomon Brothers, but what he can do is he can deal with the government and the public. So he instructs Mon, the new CEO, to clean up the firm inside. You handle everything inside the building, and his instructions are, get it right, get it fast, get it out in terms of dealing with all the corruption in Mhmm. Solomon. And, basically, the first thing that happens that week is he gets Warren gets summoned before congress to go testify in front of congress, and this is brilliant.

于是他们请来了MTO（芒格、托尔森和奥尔森律师事务所）代表他们处理这一切。罗伊·奥尔森提出了一个绝妙建议，我认为这对挽救沃伦和所罗门至关重要——他建议主动向政府声明：'我们将放弃律师-客户保密特权'。这简直非同寻常，前所未有。

So they bring in MTO, Munger, Tolleson, and Olsen, of course, to represent them in all this. And and Roy Olsen comes in, and Roy suggests this brilliant step that goes a long way, I think, towards saving Warren and Solomon. He suggests that they proactively go to the government and say, we will waive our attorney client privilege. So everything which is this is, like, extraordinary. This never happens.

所以他们要去政府那边，表示所罗门公司所有通讯记录及MTO发现的任何资料，我们都将与你方共享。

So they're going to the government, and they're saying, all of our communications and anything that MTO finds at Solomon, we will share with you.

哇。这么做确实合理，因为他们是新管理层。所以这绝不会对沃伦、查理或MTO造成负面影响，只会对那些沃伦想开除的人不利。

Wow. And you and it makes sense to do that because they're the new guard. So it doesn't there's no way it can reflect poorly on Warren, Charlie, MTO. It's only gonna be negative for all the people that Warren wants to fire anyway.

没错。爱丽丝在《雪球》里写道这招多么完美——MTO发现的员工罪证越多，就越能向政府证明所罗门在配合调查，巴菲特在彻底整顿。而员工们要么配合调查要么被解雇，因为他们向MTO的陈述不受律师-客户特权保护。所以员工只有两个选择：被开除或回答MTO的问题，而你对MTO说的每句话都会直达政府。

Exactly. So Alice writes in in the snowball about how perfect this was. The more evidence that MTO found on employees that were guilty, the more proof it would show the government that Solomon was cooperating and that Buffett was cleaning everything up. And the employees, meanwhile, must cooperate or be fired since none of anything that they would say would be protected by attorney client privilege with MTO. So the employee's options were get fired or answer MTO's questions, and anything you say to MTO is going directly to the government.

是啊。沃伦根本不是来保护谁的，这对他来说是双赢局面。

Yeah. So Warren's not there to protect anyone. He's there to, this is a win win for him.

完全正确。这整件事都带着查理的手笔。后来沃伦在国会作证时，说出了可能是巴菲特商业史上最著名的宣言——当时参议员们质问他准备如何挽救所罗门，他说：'今后所罗门的经营原则是——让公司亏钱，我会理解；但让公司声誉受损一分，我将毫不留情。'精彩至极。

Exactly. Exactly. This has Charlie's fingerprints all over it. So Warren goes in front of congress, probably one of the most famous statements that Buffett's ever made and, you know, certainly corporate history where he's being grilled by senators about what he's gonna do Salomon and how he's gonna turn it around. And he says, the way that Salomon's gonna operate going forward is lose money for the firm, and I will be understanding.

他这番表演震撼了国会。最终所罗门以1.9亿美元罚款加1亿美元赔偿基金与政府达成和解，我猜赔偿金可能是给那些因国债拍卖市场操纵案受损的金融机构。

Lose a shred of reputation for the firm, and I will be ruthless. Fascinating. And he kinda puts on a show and he wows congress. And Solomon ends up getting out of this thing with they settle in the next few months with the government for a $190,000,000 fine plus a $100,000,000 restitution fund, which I assume is maybe to go to the other financial institutions that were hurt by the cornering of the market in the treasury auction.

赔偿金肯定是这个用途。

Restitution's gotta be it.

是的。当然，那是一大笔钱，但是，这太不可思议了。他拿出了这个。所罗门公司哇。活下来了。

Yeah. Certainly, that's a lot of money, but, like, this is amazing. He pulls this out. The firm Wow. Survives.

所以，显然，所罗门公司受到了打击，但在接下来的几年里，他们恢复了，最终还赚了一些

And so, obviously, Solomon is, you know, damaged, but over the next few years, they recover, and they end up a few

几年后。沃伦什么时候能够，比如，真正从日常管理中抽身？

years later. When does Warren when's he able, like, actually step out of day to day?

尽快。基本上，和解协议一达成，他就说，我不当主席了。不过他仍留在董事会。他保留了投资，但不再参与日常管理。这事发生在92年。

As soon as possible. Basically, soon as the settlement hits, he's like, and I'm out as chairman. He stays on the board, though. He keeps the investment in, and, but he's no longer day to day. So this happens in '92.

六年后，98年，所罗门被花旗集团收购，就是你提到的前旅行者保险公司，作价90亿美元，这意味着伯克希尔从他们7亿美元的投资中获得了17亿美元的回报，加上他们一直拿着的15%现金票息。简直难以置信哇。我是说，这真的把沃伦和伯克希尔推到了悬崖边，但最终这成了他们一笔非常成功的投资。

Six years later in '98, Solomon gets acquired by Citigroup, the former Travelers Insurance as you put a pin in for $9,000,000,000, which means that Berkshire gets a return of $1,700,000,000 on their $700,000,000 investment plus the 15% coupon that they had been cash coupon that they've been getting. So unbelievably Wow. The I mean, it literally takes Warren and Berkshire to the brink, but this ends up being a really good investment for them.

哇。这就完全说得通为什么巴菲特后来会有那句名言：建立声誉需要二十年，毁掉它只要五分钟。如果你想到这一点，你就会以不同的方式行事。我打赌他在反思自己该如何不同行事时，脑海里一定浮现出交易大厅的景象。完全同意。

Wow. It makes so much sense why he Buffett then had the the quote, it takes twenty years to build a reputation and five minutes to ruin it. If you think about that, you'll do things differently. I I bet he sort of imagines looking out on the trading floor when reflecting on how he might do things differently. Totally.

我确实好奇他回顾这段经历时是否会想，为了那样的投资回报值得吗？可能不值得。

I do wonder if he looks back on this and thinks, was it worth it for that investment return? Probably not.

百分之百不是。是的，百分之百不是。你知道讽刺的是，没错，百分之百不是，但这反而增添了沃伦和伯克希尔的神话色彩。

A 100% not. Yeah. A 100% not. You know, the irony is, like, yeah, a 100% not, but this only kinda adds to the myth of Warren and Berkshire.

没错。现在他成了那个连所罗门兄弟公司这个烂摊子都能拯救的人。你懂吗？还有什么是他做不到的？

Right. Now he's the guy who he can he can save even the cesspool of Solomon brothers. You know? What can't he do?

还有什么是他做不到的？第二部分我们就讲到这里，但结束前还有个尾声。本，你可能知道，听众们，我要问你们，在所罗门兄弟公司这场风波之后，其固定收益交易部主管约翰·梅里韦瑟，两年后的1994年又创办了哪个机构？

What can't he do? So this is where we're gonna leave part two, but there's one coda before we do. Ben, you may know, you probably know, but listeners, I will ask, do you know what other organization after this whole debacle that John Merriweather, the head of fixed income trading at Solomon Brothers, would go on to found two years later in 1994?

大卫，是不是你在这期节目前面提到的那个出过危机的机构？

David, is it, something that had a crisis where you mentioned it earlier in this episode?

是的。就是它。天啊。这简直太疯狂了。

Yes. It would be. My god. This is just crazy.

他是那群前所罗门兄弟公司员工中，后来去搞长期资本管理公司的人之一吗？

Is he part of the group that was the former Solomon Brothers people that went to do long term capital management?

他不仅是其中一员，还是那群人的领袖。毫不夸张地说，约翰·梅里韦瑟就是长期资本管理公司的创始人兼CEO。

Not only was he part of that group, he was the leader of that group. Literally, John Merriweather, founder and CEO of long term capital management.

哇。而他正是那位CEO的好友，直接在他手下负责拍卖违规操作的人。真是难以置信。

Wow. And he was the guy between good friend who was the CEO and the guy directly underneath him was the guy doing the auction violations. Wow.

没错。这有多疯狂？

Yep. How crazy is that?

这些人中有谁进过监狱吗？

Did any of these guys ever go to jail?

唯一入狱的是保罗·莫泽，那个搞拍卖违规的家伙，他只蹲了四个月。这简直不真实吧？哇。我是说，我们在这段历史中没谈到的，当然政府受到了沃伦声誉和他恳求的影响，但他们也害怕。没人知道如果把世界第二大投行拖出去毙了会发生什么。

The only guy who went to jail was Paul Moser, the guy who did the auction violations, and he went to jail for four months. Isn't that unreal? Wow. Like, literally I mean, the thing that we didn't talk about in this history, know, certainly, the government was influenced by Warren's reputation and his pleading, but they were also scared too. Like, nobody knew what would happen if you just took the second largest investment bank in the world out back and shot it.

这肯定会引发金融崩盘。然后，十六年后，我们看到的2008年2月那场危机，这次事件就像是它的彩排。哇。当然，伯克希尔也积极参与了其中。

Like, it for sure would have created a a financial meltdown. And then, of course, you know, sixteen years later, we got to that was this was the dress rehearsal for what we got to see actually happen in 02/2008. Wow. Which, of course, Berkshire also, was an active participant in.

是啊。主要是在低点买入。不过，这个故事我们以后再说。挺有意思的。

Yeah. Mostly mostly in buying the dip. Yeah. But, well, we'll we'll save that story. It's funny.

第三部分我们会涵盖整个科技泡沫、2008年2月危机、过去几年的科技牛市，以及伯克希尔未来的走向。但现在这里是个不错的暂停点。

We've got for part three, we'll have the whole tech bubble. We'll have 02/2008. We'll have the tech bull run of the last however many years and kind of the future of where do we think Berkshire goes from here. But this feels like a good place to leave this part.

是的。我们原本打算只做一期关于伯克希尔的节目，但随着研究的深入，所罗门这期内容让我意识到——我知道事件的大概轮廓，但完全不了解具体细节。

Yeah. I mean, we intended this to be one episode on Berkshire originally, and, it's like the the deeper we go into it as we were doing the research. I mean, this this Solomon episode, I knew that this had happened. I didn't know that this had happened.

没错。我原先只知道沃伦·巴菲特在所罗门兄弟公司危机时临危受命，仅凭他的声誉就挽救了公司。但实际情况更惊人——他并非只是挂名避险，而是押上了伯克希尔的整个未来来促成这件事。

No. I mean, the only thing that I really knew was that, Warren Buffett was called on to act as the head of Solomon Brothers when they were under duress, and his reputation alone was what saved it. But, like, that is really true. Like, that alone it's not just, like, that he was acting as the head of the bank in a riskless way. Like, he risked the whole future of Berkshire to make this happen.

对。仔细想想这个回报率——7亿美元变成...具体是多少？17亿美元？用了多少年？六年还是...

Yeah. In fact, when you when you think about the return turning 700,000,000 into one point what or he made 1,700,000,000 over how many years was that? Like, six or I

我记得净赚10亿。最初投入7亿，最终收回17亿。这还没算期间利息收入。

think he made a it was a billion. So I think it was 700,000,000 in and then 1.7 out. But he got the coupon payments also. So

也就是说六七年间的回报率约200%。虽然不错，但匹配不上这个风险等级。

So it's maybe, like, a 200% return over over six, seven years. So good, but not for this risk.

确实。绝对配不上这样的风险。

Yeah. No. Definitely not for this risk.

太疯狂了。现在正好感谢我们的节目赞助商ServiceNow。我们讲过它传奇的创业史和过去十年惊人的股价表现，但很多听众询问ServiceNow的实际业务。今天我们就来解答这个问题。

Wild. Now is a great time to thank good friend of the show, ServiceNow. We have talked to listeners about ServiceNow's amazing origin story and how they've been one of the best performing companies the last decade, but we've gotten some questions from listeners about what ServiceNow actually does. So today, we are gonna answer that question.

首先，最近媒体频繁引用的一句话是，ServiceNow被称作企业级的'AI操作系统'。但具体来说，ServiceNow二十二年前创立时仅专注于自动化，最初是将企业IT部门的纸质流程转化为软件工作流。仅此而已。随着时间的推移，他们在这个平台上构建了更强大、更复杂的任务处理能力。

Well, to start, a phrase that has been used often here recently in the press is that ServiceNow is the, quote, unquote, AI operating system for the enterprise. But to make that more concrete, ServiceNow started twenty two years ago focused simply on automation. They turned physical paperwork into software workflows initially for the IT department within enterprises. That was it. And over time, they built on this platform going to more powerful and complex tasks.

他们的服务范围从IT部门扩展到人力资源、财务、客户服务、现场运营等其他部门。在过去二十年的发展过程中，ServiceNow已完成了连接企业各个角落、实现自动化所需的所有繁琐基础工作。

They were expanding from serving just IT to other departments like HR, finance, customer service, field operations, and more. And in the process over the last two decades, ServiceNow has laid all the tedious groundwork necessary to connect every corner of the enterprise and enable automation to happen.

因此当AI时代来临——从本质上说AI本身就是高度复杂的任务自动化——而谁早已搭建好支持这种自动化的企业级平台和连接网络？正是ServiceNow。要回答'ServiceNow如今做什么'这个问题，他们声称'连接并赋能每个部门'绝非虚言。

So when AI arrived well, AI kinda just by definition is massively sophisticated task automation. And who had already built the platform and the connective tissue with enterprises to enable that automation? ServiceNow. So to answer the question, what does ServiceNow do today? We mean it when they say they connect and power every department.

IT和人力资源部门用它管理全公司的人员、设备和软件许可；客户服务部门通过ServiceNow检测支付失败问题并内部路由到正确团队处理；供应链组织则用于产能规划，整合其他部门数据确保协同一致。不再需要在不同系统间反复录入相同数据。最近ServiceNow还推出了AI代理，任何岗位的员工都能创建AI代理处理繁琐事务，让人专注于宏观工作。

IT and HR use it to manage people, devices, software licenses across the company. Customer service uses ServiceNow for things like detecting payment failures and routing to the right team or process internally to solve it. Or the supply chain org uses it for capacity planning, integrating with data and plans from other departments to ensure that everybody's on the same page. No more swivel chairing between apps to enter the same data multiple times in different places. And just recently, ServiceNow launched AI agents so that anyone working in any job can spin up an AI agent to handle the tedious stuff, freeing up humans for bigger picture work.

ServiceNow去年入选《财富》全球最受尊敬公司榜单和《快公司》最佳创新者工作场所，正是源于这一愿景。若您希望在业务各环节利用ServiceNow的规模与速度优势，请访问servicenow.com/acquired，只需提及是本和大卫推荐即可。

ServiceNow was named to Fortune's world's most admired companies list last year and Fast Company's best workplace for innovators last year, and it's because of this vision. If you wanna take advantage of the scale and speed of ServiceNow in every corner of your business, go to servicenow.com/acquired, and just tell them that Ben and David sent you.

感谢ServiceNow。在讨论能源业务前，我认为应该先回顾他们这段历史时期完全控股的企业。虽然大众对他们现有资产（包括全资子公司及可口可乐、卡夫亨氏等上市公司持股）有所了解，但让我们重点看看七八十年代收购的全资项目：喜诗糖果、威斯科金融、布法罗新闻报、精密钢铁仓储、内布拉斯加家具商城（拼写待确认）、斯科特费策、费克海默兄弟、波仙珠宝、H.

Thanks, ServiceNow. Well, I think before we talk about power, we should do a quick review of the businesses that they had owned outright during this part of their history. Because I think people have a general sense of the stuff that they own now, both through the businesses that they own wholly and through their ownership of big public companies like, you know, Kraft Heinz or of Coca Cola. But let's review the things they bought in the seventies and eighties and and owned outright. C's Candy, Wesco Financial, the Buffalo News, Precision Steel Warehouse, Nebraska Furniture Mart, takes with this b, Scott Fetzer, Feckheimer Brothers, Borsheim's Jewelry, H.

H.布朗鞋业、中央州际保险公司。直到1995年完成对GEICO的收购后，他们又买下赫尔茨伯格钻石和RC威利家居。如今伯克希尔的许多知名资产当时尚未纳入麾下。

H. Brown, Central States Indemnity. And then in '95, the the finishing touch on on GEICO, they bought Helzberg Diamonds and, RC Wiley Home Furnishings. So there's, like, a lot of Berkshire that you think about today that they don't own yet.

是的。在公开股票方面，我们讨论的主要持仓包括邮报、首都城市、所罗门兄弟，以及一个我们还没谈但下次会重点讨论的可口可乐。我认为这些占据了价值的重要部分。但正如我们所见，他们在这里采取的是放手不管的策略。

Yep. On the public equity side, the main positions we talked about, the post, Cap Cities, Solomon Brothers, and one that we didn't talk about that we'll talk about more next time in Coca Cola. I think those represented significant parts of the value. But again, as we've seen, they're taking a hands off approach here.

在分析权力结构时，我们将其视为两条不同的业务线。因为这两者的日常经营活动确实差异很大，这种差异甚至一直延续到2020年的管理层架构中。泰德和托德负责投资管理端，购买公开上市公司股份；而格雷格和阿吉特则掌管全资子公司业务。

As we analyze the power, we think about them as sort of two different business lines. Because it does feel like it the the business activities day to day are very different between those two things, which actually you see reflected in the management structure of the business flashing all the way forward to 2020. You have Ted and Todd on the sort of investment management side buying publicly traded companies. They're investing in publicly traded companies, and you've got Greg and Ajit on the, you know, wholly owned subsidiary side. The

阿吉特负责保险业务，格雷格管理所有非保险业务。

insurance and the Ajit running the insurance businesses and Greg running all the non insurance businesses.

非保险业务——这很有趣，因为其多样性让你无法简单归类，所以只能分成保险和非保险。好的，我们先来讨论全资子公司业务。

Non insurance, which is funny because it's, like, so diverse that you don't have a way to label it. So it's just insurance and non insurance. Yep. So okay. Let let's talk first about the wholly owned businesses.

这些业务活动包括：勘探（即识别潜在收购目标）、基于基本面评估企业、决定是否投资、确保安置合适的管理层以实现长期经营，当然还有资本配置——决定是向需要增长资金的企业注入资本，还是从如衬里制造或邮票印刷等资本产出型业务中抽取资金回总部重新分配。这就是全资子公司业务的基本运作模式。

So the business activities there are prospecting, you know, identifying the whole landscapes of of businesses you could buy, evaluating those businesses on their fundamentals, you know, making the decision to invest or not invest, and then making sure that you leave or install the correct management in place to, you know, make those businesses over a long period of time. And then, of course, capital allocation, where you're you're making sure that you're deciding if that business is one that you like consuming capital, and you want to funnel more capital to that business so it can reinvest in in growth. Or if that's a capital producer and you maybe like, your your jacket linings business or your, your stamps business. You don't want that business consuming any more capital, and that should just spit off capital that gets sent to the head office for reallocation. So with that preamble, those are sort of the business activities of the wholly owned subsidiary side of the business.

是的。现在说到汉密尔顿·赫尔默提出的权力法则——这些法则本质上能帮助企业在长期获得相对于最接近竞争对手的持久、可持续的差异化利润。这里我们应该考虑其他 conglomerates（企业集团）和私募股权公司。

Yep. Now of the Hamilton Helmer powers, which, you know, basically enable you to, in a long term way, get a durable, sustainable, differential profits above your nearest competitors. So here, I think we should think other conglomerates. We should think private equity firms.

绝对是私募股权公司。

Definitely private equity firms.

是的。想想这些准备上市的公司。当时SPAC（特殊目的收购公司）还不盛行，所以那并非可选方案。但战略收购方，我认为是存在的。问题在于，伯克希尔的优势属于七种核心竞争力中的哪一种？

Yeah. Think about, these companies going public. SPACs weren't really a thing yet, so that wasn't, an option on the table. Strategic acquirers, I think, were though. The question is which of the seven powers sort of applies to Berkshire?

没错。这会很有趣。因为它不是网络效应，也不是我们通常最青睐的那种优势。

Yeah. This is gonna be fun. Because I it's not network economies. It's not our it's not our usual favorite.

肯定不是。我先抛砖引玉——逆向定位。嗯。尤其是相对于其他资产管理者的逆向定位。

It is definitely not. I'll make a first run at it and say counter positioning. Mhmm. And certainly counter positioning versus anybody that's running money.

对。

Yep.

更准确地说，我在开场时提到，沃伦选择了一种独特结构：不设立基金或合伙制，而是通过伯克希尔这家实业公司，利用资产负债表外资金进行投资。这种结构下，你不收取管理费、不考虑募集新基金、不获取超额收益分成，盈亏风险完全对等。因此你的动机非常纯粹——只做低买高卖或永久持有的财务决策，别无其他盈利途径。

And I think to more finely articulate that, I opened this episode by talking about the fact that Warren chose a very unique structure in choosing not to have a fund or a partnership, but instead to have this operating business, Berkshire, that he uses the capital from to invest off the balance sheet. And it's very interesting when you have that structure and you're not generating fees and you're not thinking about raising another fund and you're not getting a carry or a promote, you have just as much downside risk as upside benefit. And so your incentives are pure in a way. You only want to make financial decisions that, you know, buy low, sell high or buy low, hold forever. And, there's no other way that you make money.

没错，你唯一关注的长期价值创造，因为任何操作都不会在特定基金存续期内增加管理费或提升短期估值。

Well, all your only focus is long term value creation because nothing that you're gonna do isn't gonna increase your fees or increase your value in any set, you know, fund life period of time or anything like that.

正是。这就形成了相对于私募股权公司的逆向定位。那么问题来了：这种定位是积极的竞争优势，还是某种劣势？

Right. So that makes you counter position to private equity firms. Yep. And so then the question becomes, is that actually power in a positive way, or is it somehow negative? Is it just a disadvantage?

他们是否与你采取对立策略？让我这样解释。

Are they counter positioned to you? Because let me put it this way.

因为他们付得起钱。

Because they can pay.

私募公司会做而巴菲特不会做的交易，因为价格太高。但反过来是否成立？巴菲特能达成交易是否因为私募公司采用相反的商业模式？

Deals that a PE firm would do that Warren wouldn't do because the price is too high. But it is the opposite true? Can Warren get deals done because the PE firms have an opposite business model?

这很有趣，对吧？因为从很多方面看这显然不是科技公司。伯克希尔运作的这个市场——收购并投资其他公司的市场——并非赢家通吃的市场。有趣的是，要成功他们需要利基市场，而他们确实通过与其他玩家的对立策略，极其出色地开辟了自己的利基。

Well, it's interesting. Right? Because this is so obviously not a tech company in so many ways. And this market that Berkshire operates in, the market of acquiring and then investing in other companies, is not a winner take all market. So what's interesting is, like, to succeed, they need a niche, and they certainly carve out their niche exceedingly well with counter positioning versus other players.

最妙的是，我们在节目里没讨论这个。我要说是因为没时间，但话说回来，一集《Acquired》节目里时间算什么？他们就是这样赢得Mrs. B交易、家具卖场交易的。巴菲特坐下来对Mrs. B说——当时她有其他更高报价的收购意向——你可以接受那些报价，但我不会出私募公司那样的价格。但归根结底，那些公司的动机是把你的企业高价转卖。

The best you know, we didn't talk about this on the episode. I'm gonna say because we didn't have time, but, like, what is time on an acquired episode anymore? But, this is how they win the the missus b deal, the furniture mart deal. You know, Buffett sits down with missus b and says to her because she has other offers to buy the Furniture Mart for more money and says, you know, you you could certainly take those offers, and I'm not gonna pay what the private equity firms and others will pay. But at the end of the day, those firms are what's motivating them is selling your business for more money.

他们可能对你许下各种承诺，说会支持你、喜欢你、想让你和家人继续经营。但最终，他们会在约定期限内不择手段地抬高售价来赚取佣金。我不会那样做，我是真心想让你和家人继续经营。

And they may say lots of things to you and be aligned and love you and wanna keep you and your family in place running it, but at the end of the day, they're gonna do anything to maximize them selling the business for more money within a set period of time so that they can make their fees. I'm not gonna do that. I'm genuinely gonna leave you and your family to run this.

没错。拥有更长远的眼光本身就是一种对立策略。是的。同时坚信——或者说坚持认为——让创始家族继续管理企业才是长期价值最大化的决策。

Right. It's like having a longer lens is actually the counter positioning here. Yep. And simultaneously holding true the belief that or holding it to be true that keeping the family in place to manage it is the long term value maximizing decision.

是的。这两点都成立。

Yeah. Both of which are true.

这两点都可能成立

Both of which can be true

可能成立。

Can be true.

取决于。没错。如果你收购的是合适的企业。

Depending on Yep. If you acquire the right business.

这又回到了与有效市场假说理论家的争论，以及债务本质的问题——所有私募股权公司都在利用债务收购这些企业，通过杠杆化企业来完成收购。如果目标是让企业以最可持续的方式运营最长时间，并在真正最长的时期内产生最多现金流，你就不该使用债务，因为债务会增加企业破产的概率。因此作为卖方，如果你关心企业的传承——无论是为了让家族成员继续在企业工作赚钱，保留部分股权，还是单纯为了企业遗产——你的利益就与沃伦一致，因为他追求的是最长周期内的现金流，这意味着他会规避债务。

It gets back to the fight with the efficient market hypothesis theorists and the nature of debt, which all of the private equity firms are using to buy these companies, to lever up the companies to buy them. If the goal is to have the companies operate sustainably the longest and generate the most cash flow over truly the longest period of time, you don't wanna use debt because debt is gonna increase the chance that the company goes bankrupt. And so if as a seller, if you care about the legacy of the company, either for, you know, whatever your family working in the business, you know, them making money, you retain a part of it or or just for the legacy of the business, your interests are aligned with Warren's then because he wants the cash flows over the longest period, which means he's gonna avoid debt.

说得太对了。

Such a good point.

好吧。所以我同意。这绝对是反定位策略。

Okay. So, yeah, I agree. Counter positioning for sure.

绝对是品牌效应。

Definitely branding.

毫无疑问。

Definitely.

我是说，这很可能就是你该开始的地方。沃伦·巴菲特的品牌效应能让你做到像所罗门事件那样的事。换成其他人在电话里向联邦政府哭诉，可能根本不会产生影响，但因为是沃伦的品牌在电话里哭诉。

I mean, like, that's probably actually the place where you start. Like, the Warren Buffett brand just enables you to do things that like, literally the Solomon thing. Like, anyone else crying on the phone to the federal government probably wouldn't have impacted them, but because it was Warren's brand crying on the phone.

完全同意。

Totally.

虽然老套，但我想用'七种力量'的术语来解释。

It's trite, but I'm trying to use the the seven powers language here.

百分之百同意。我认为'七种力量'确实很适用。反向定位也适用，但没错，品牌效应绝对是关键。比如，沃伦·巴菲特和伯克希尔的钱就是比其他人的同等金额更值钱。

A 100%. I think the seven powers actually apply a lot. Yep. Counterpositioning apply, but, yeah, branding, 100%. Like, Warren Buffett and Berkshire Hathaway's money is worth more than the equal amount of money from somebody else.

没错。绝对如此。

Yep. Absolutely.

好吧。所以我不认为这里必然存在规模经济。我的意思是，或许你可以稍微论证一下，比如保险业务的规模通过浮存金能促成更多投资，进而支持更多运营业务，但我觉得这种说法有点牵强。

Okay. So I don't think there's necessarily scale economies. I mean, maybe you could argue a little bit that, like, the scale of the insurance businesses in the float enables more investing, which enables more operating businesses, which, you know, maybe I think that's a little bit of a stretch.

这个阶段很有意思。如今我认为他们实际上存在规模不经济，因为他们有太多需要配置的资本，不过这个问题我们留到下期讨论。我确实觉得，这个时期是他们首次真正实现规模经济的阶段。那时存在一个理想的中间地带——规模太小就没足够资金在董事会强硬发声，但资金过多就只能买苹果这样的巨头。

During this phase so it's interesting. Today, I think they actually have diseconomies of scale because they just have too much capital that they need to put to work, but we'll save that for the next episode. I do think, this period was the one for the first time where they did realize some economies of scale. Where there is this, like, nice middle ground where, like, if you're really small, then you can't invest enough money to have sharp elbows on a board. But if you have too much money, then all you can buy is Apple.

而且你知道，其他投资都难以带来足够影响。但在八十年代这个时期，他们资金规模恰到好处，既能作为积极投资者参与董事会博弈，又能通过施加影响力获得足以改变局面的回报。

And, you know, nothing else moves the needle for you enough. But during this period in the eighties, they had, like, the perfect amount of money where they could be activist investors on boards and throw their weight around, and that would deliver enough return for them to be needle moving.

没错。这确实是个非常好的观点。这种优势现在存在，但并非可持续的长期优势。

Yep. Yeah. Actually, that's a really good point. That's a good point. It's a power right now, but it's not a, like, sustainable power.

是啊，这个角度思考起来很有趣。

Yeah. Oh, that's interesting to think about.

好的。我不认为存在转换成本。

Okay. I don't think they're switching costs.

没错。目前我能想到的就这些。问题在于这些因素哪些适用于公司的公开市场投资业务？

No. And that's all I've got for this so far. The question is which of those apply to the public investing side of the house?

哦，好吧，我本来想说的是，我总是在思考这种权力时感到非常困难。正如汉密尔顿所说，这是七种权力中最棘手的一个。但在伯克希尔这里是否存在流程权力呢？

Oh, well, the one I was gonna talk about I always have such a hard time thinking about this power. And as Hamilton says, it is the trickiest of the seven powers. But is there process power here at Berkshire?

我觉得这很有趣。在一个超级小的组织中思考流程权力，感觉就像是一个事实上的否定。因为他们总是以丰田生产系统为例，那个系统如此复杂，以至于无法被书面记录下来重新教给别人，因为它存在于许多人的头脑中，而决策都是由一个人做出的。那么，沃伦的头脑中是否存在流程权力呢？

I mean, it's funny. It's like thinking about process power in a super small organization feels like a de facto no. Because the they always uses the example of the Toyota production system that like the system was so complex, it couldn't be written down to be retaught to someone else because it's held in so many heads and the decisions are all made by one person. So, like, is there process power in Warren's head?

嗯，他会咨询查理，但最终决定权在沃伦手里。

Well, he calls Charlie, but Warren ultimately makes the decision.

我认为这里对流程有一种宽松的解释

I think there's a liberal interpretation of process here to

是的。

Yeah.

来支持这个观点。

To make that the case.

这很有趣，因为对于公开市场投资，我在想，这可能是唯一一个真正有争议的点。

It's funny because I was for public market investing, I was thinking, like, you know, that might be the only really arguable one.

你这该死的有效市场假说。

You freaking efficient market hypothesis to you.

不，我绝对不是有效市场假说的信徒，但我确实认为市场存在低效，正如这一事件所示。不过我不认为伯克希尔相比其他人有任何独特或可辩护的能力去发现并利用这些低效。他们只是抓住了自己看到的机会，其他人也能抓住他们看到的机会。

Well, no. I'm definitely not an efficient market hypothesis disciple, but I do I think there are definitely market inefficiencies as this episode shows, but I don't know that Berkshire had any sort of unique any defensible ability versus others to see and then act on them. They acted on the ones that they saw. Other people could act on the ones that they see.

没错。回到我早先提到的观点——识别市场中不仅风险较低，而且实际风险远低于市场认知的机会。我当时其实是在暗示某种特权，即某些情况下只有伯克希尔能采取行动，从而拯救公司、达成交易、进入董事会等。我正在尝试量化这种优势。比如《华盛顿邮报》和所罗门兄弟，这些都是巴菲特能比竞争对手更有利地完成的独特案例。

Right. But getting back to that point that I made earlier around identifying things in the market that not only have less risk, but actually exclusively have less risk than the market perceives them to have when you act. I think I was sort of foreshadowing power there, where there are things where Berkshire uniquely could have acted, and therefore, save the company, gotten the deal that they did, were able to join the board, whatever the thing is. And so I'm trying to figure out how to quantify that. So WAPO, Solomon Brothers, these were things that Buffett could uniquely do in an advantaged way versus the com their competitors.

是的。而他们的竞争对手是所有其他资本，为什么呢？

Yeah. And their competitors being all other capital, and why?

其实《华盛顿邮报》案例中，巴菲特是强行介入的。这更像是...或许是在建立这种特权过程中的一环。因为凯最初对他心存戒备且态度勉强，后来巴菲特才强行介入。我不确定这算不算特权。

Well, WAPA was kinda Buffett had to fight his way in. It was sorta like, maybe that was, like, part of developing this power. Because, you know, Kay was sorta, like, scared of him at first and certainly reluctant. And then Buffett fights his way in. I don't know that, like, that was a power.

但当他进入《华盛顿邮报》董事会后，随着沃伦·巴菲特传奇色彩的增强，这可能就变成了可辩护的优势。这是个很好的观点。

But then once he was on the Washington Post board and, like, the mystique of Warren Buffett had started to, you know, grow, then I think maybe it becomes something defensible. Yeah. It's a great point.

通常到这里我会推进到策略环节。但说实话，在叙述历史和事实的过程中，我们已经讨论完了所有可能涉及的策略主题。所以本期策略部分我没什么可补充的。是的，就像查理常说的那样...

Well, normally here, I would move us on to playbook. I literally think we had discussed every playbook theme during the narrative, during history and facts, that I possibly could have brought up here. So I have nothing to add in the playbook section this episode. Yes. As as Charlie would say,

不。没什么要补充的。价值创造与价值获取之间的区别是什么？

no. Nothing to add. Value creation versus value capture?

我们开始吧。巴菲特在这一章中创造的价值绝对比前一章多。百分之百。前一章，你只是在买卖。你在低价买入。

Let's do it. So Buffett definitely created more value in this chapter than in the previous one. 100%. Previous one, you're buying and selling. You're buying at low prices.

你在高价卖出。而在这里，他们确实为所罗门公司的股东创造了价值。

You're selling at high prices. Here, you're doing things like they legitimately created value for Solomon's shareholders.

比如，很多。他们创造了价值90亿美元的价值。

Like, lot of it. They created $9,000,000,000 worth of value.

问题是，在七八十年代，他们还在哪些情况下创造了价值？当然，对于伯克希尔的股东来说，通过将保险业务和运营业务结合起来，让伯克希尔的股东能够某种程度上实现这两者协同运作带来的巨大好处。

The question is, what other situations in the seventies and eighties did they create value? Certainly, for Berkshire shareholders by marrying the insurance businesses and the operating businesses for Berkshire shareholders to be able to sort of realize the incredible benefits of those two things operating in tandem.

我认为他们在拯救GEICO的过程中也为GEICO创造了价值。虽然杰克·伯恩做了所有的前期工作，但毫无疑问，沃伦的存在，无论是在监管机构和政府面前，还是具体在融资、所罗门兄弟公司和华尔街的支持交易方面，都起到了关键作用。

I think they also created value for GEICO in the saving GEICO. Now, you know, Jack Burn did all all the legwork himself, but no question having Warren, you know, there both with the regulators and the government of, like, hey. Berkshire Hathaway is behind us now. We're gonna be okay. But then also specifically with the financing and with Solomon Brothers and with Wall Street, you know, backstopping the deal.

是的。但让那些在美国拥有GEICO保险的人因为公司决定退出而失去车险，这是否对美国消费者造成了价值破坏？

Yep. Is there value destruction for the American consumer by making it so all those people who had GEICO in The States that they decided to pull out of lost their car insurance?

这是个好问题。我不这么认为。

That's a good question. I don't think so.

我是说，换家保险公司能有多难？

I mean, how hard is it to go get different insurance?

没错。而且如果GEICO不打算这么做，如果他们没做出那些改变

Right. And if GEICO wasn't gonna make it, if they didn't make those changes

对。这不像企业突袭接管后本可以顺利运营，结果却被搞砸了。就像玩具反斗城那样。

Right. It's not like they corporate raided it and went in, and it was gonna go perfectly fine, but then they destroyed it. Right. Toys R Us style.

不过那个故事有趣的地方在于，GEICO和伯恩是首批真正退出某些州的保险公司。之前没人这么干过，他们算是越过了卢比孔河。所以，确实不好说，这是个好问题。

Now what was interesting in that story, though, was, you know, I think GEICO and Byrne were the first to actually pull out of states. Like, nobody had ever done that before. So they did sort of cross a Rubicon. So, yeah, I don't know. It's a good question.

当然，布鲁斯，你可以从整体上争论那里存在大量价值毁灭。

Now, certainly, Brothers, you you could debate a lot of value destruction there in aggregate.

哦，从他们成为股东的整个时期来看，确实如此。

Oh, from the entire time they were shareholders, certainly.

是的。那么巴菲特和伯克希尔

Yeah. Now did Buffett and Berkshire

对此有实质性的贡献吗？

Meaningfully contribute to that?

没有。很可能没有。除了他们确实支持了腐败的管理层。

No. Probably not. Other than they did prop up corrupt management.

没错。比如，价值捕获方面，继续这个话题并快速讨论一下。伯克希尔就是这样。巴菲特也是。他们总是非常擅长捕获他们创造的价值。

Yeah. Like, value capture to move on to that and hit it real quick. It's Berkshire. It's Buffett. They always do a damn good job of capturing the value they create.

对此毫无异议。

No qualms there.

是的。有趣的是，特别是在公司这段时期，可能是因为长期专注于不因税务责任而出售投资。你知道，伯克希尔及其股东如果不卖出，就不用缴税。

Yeah. Interestingly, especially over this period in the life of the company, probably because of the long term focus on not selling investments with regard to tax liabilities. You know, Berkshire and its shareholders pay if you don't sell, you pay no tax.

对。大规模的税务递延。

Right. Massive tax deferrals.

大规模税收递延。没错。

Massive tax deferrals. Yep.

好的。评分。我想用我们上次同样的方式来评分，也就是我们将比较他们在同一时间段内相对于标普500指数的纯粹表现。你可能还记得，在巴菲特合伙公司那些年，年化回报率是12年间年均29.5%。历史性的，传奇的。

Alright. Grading. I wanna grade this the same way that we graded the last one, which is we are going to look at their pure performance versus the S and P 500 during that same time frame. And you you may recall that in the Buffett partnership years, the annualized return was a 29.5% annual return over those twelve years. Historic, legendary.

而且，我记得我们当时确定那是多少倍来着？大概是28倍左右，实际上那12年，你可以很好地对标一个风投基金，说如果有人能让资金翻28倍，那他们绝对是顶级基金。而且，巴菲特合伙公司还有个额外好处，你可以在任何一年把资金全部取出或投入。不像风投基金那样必须锁定整个基金周期。所以，你知道的，毫无疑问，我认为我们可以给个A或A+。

And and I think what did we determine that was? Something like a 28 x, and you actually that that twelve years, you could comp nicely against a venture fund and say, if anyone could 28 x the money, then they'd be a top decile fund for sure. And, the Buffett partnership had the increased benefit of you could take all your money out or put all your money in in any given year. You didn't even have to lock it up for the entire life of the fund the way that a venture fund does. So, you know, slam dunk, I think we call that an a or an a plus.

接下来我们要看的是1970年，也就是合伙公司清算后的第一年，直到1992年。我们将观察伯克希尔哈撒韦在这段时间的表现。他们的回报率非常接近，27.4%。

This set of years, we're gonna look at 1970, so the year immediately following liquidation of the partnership to 1992. And we're gonna look at just Berkshire Hathaway over that stretch of time. Their rate of return, pretty similar. 27.4%.

天啊。

Dang.

就像，我不明白为什么有人喜欢巴菲特合伙公司时期却不喜欢这个阶段。我觉得这就是...没错。这就是伯克希尔的黄金年代。

Like, I don't know how you like the Buffett partnership years and don't like these. I think this is like Yeah. This is the golden years of Berkshire Hathaway.

完全同意。哇。我之前没意识到具体数字是这样的。我是说，这简直就像迈克尔·乔丹一样传奇，懂吗？

Totally. Wow. I didn't realize that that's what the number was. I mean, it literally is it's just like Michael Jordan. You know?

他在巅峰时期选择退出。回归后，又赢得了三座冠军奖杯。随后他加盟了华盛顿奇才队。

He went out at the top of his game. He came back, and he won three more championships. And then he went to play for the Washington wizards.

实际上，或许我们能在下一章节看到最后这部分内容。是的。但说真的，有个令人不安的现象——当你审视这一切时，会不禁怀疑：巴菲特或许真能预测市场时机。按理说没人能做到。然而，这家伙在1969年清算了合伙资产，又在1971、72年大举杀回，一路高歌猛进直到九十年代初，然后在九十年代开始大量囤积现金。

And, actually, maybe we will see that last part here in, in the next next chapter. Yeah. But truly, I think there's this scary thing where you sort of look at this, you're like, maybe Buffett does know how to time the market. Like, no one can. And yet, the guy liquidated his partnership in '69, bought back in big in '71, '72, had this run all the way through, you know, the early nineties, started piling up cash in the nineties.

正如我们将要讨论的，他在1999年（即互联网泡沫破裂前一年）写了一篇著名文章，明确指出市场过热程度，同时他正在囤积现金。所以他确实在践行自己的判断。也许他真能预测市场时机。

And as we'll talk about, wrote a very famous article in '99, you know, the year before the the .com bubble burst, articulating exactly how overheated everything was as he was piling up his cash. So he is acting on his thoughts here. Maybe he can time the market.

或许吧。不过这部分我们留到第三部分讨论，但我想说近期的市场择时记录并不理想。

Maybe. Although well, we'll save this for part three, but I would say track record on market timing has not been great of late.

确实。但用数据说话：27.4%的年化回报率。如果你在1970年1月1日（巴菲特解散合伙公司并向股东分配伯克希尔股票当天）以每股45美元买入，到1992年底——当然这些就是我们现在所说的A股——当时每股价值11,750美元。

No. But just to put some numbers around this 27.4%, rate of return, if you had bought Berkshire in 1970 on January 1, which is, the day that Buffett distributed it out to everyone when he closed down the partnership. It was $45 a share. And at the end of 1992 and and, of course, these are what we now call the a shares. In 1992, that was $11,750 a share.

哇，太疯狂了。简直不可思议！而如今每股超过40万美元？我没说错吧？

Wow. That's Bonkers. Bonkers. And today, it's over 400,000. Is that right?

没错。上周四刚创下历史新高，而且这周可能还会继续上涨。

Yes. It is a record high as of last Thursday and May maybe up again again this week.

哇，我真是佩服得五体投地。好吧。那还有什么好说的呢？行吧。

Wow. My hat is off. Alright. Then what more can you say? Alright.

除了比作迈克尔·乔丹，你还能说什么呢？

What more can you say except, like, the comparison is Michael Jordan?

是啊。听众朋友们，我们将在第三部分了解更多内容，感谢收听伯克希尔三部曲中的《帝国反击战》特辑。大卫，你想快速插播些内容吗？

Yeah. Well, listeners, we will know more in part three, and thank you for, listening to the Empire Strikes Back episode of the Berkshire trilogy. David, do you wanna do quick carve outs?

好啊，来吧。我要推荐的是扶手椅专家播客的一期精彩节目，真的太棒了。达克斯和莫妮卡做得太出色了。

Yeah. Let's do it. So my carve out is a great podcast episode on the armchair expert podcast, which is so good. So good. Dax and Monica do such a good job.

最近好节目层出不穷，但《西雅图之恋》那期麦克勒莫尔的节目太精彩了。你听过吗？

So many good episodes recently, but Seattle love, the McLemore episode was amazing. Have you listened to this?

没，我还没听。

No. I haven't.

噢，你一定要听听。超级棒！里面聊了很多西雅图的事。达克斯超爱西雅图，他最近刚去过那里。

Oh, you gotta listen to it. It's so great. Lots of Seattle talk. Dax loves Seattle. He recently was in Seattle.

所以他们花了很多时间讨论这个，但Macklemore实在太棒了。他们深入探讨了很多精彩内容。关于那部分讨论很多。总之快去听这期节目吧。

So they they spent a lot of time talking about it, but Macklemore was so great. They just get into so much great stuff. Lots of discussion about that. Just ever. Just go listen to the episode.

精彩极了。

It's fantastic.

好的。已经加入我的播放列表了。真的当场掏出手机加进了Overcast队列。我的问题根源在于，你这期节目早些时候提到的内容。你提到了黑手党。

Alright. Just added it to my queue. Literally pulled out my phone and added it to my Overcast queue. Mine has its roots in, something that you said earlier this episode. You mentioned the mafia.

你还提到了新泽西州。我人生第一次在看《黑道家族》，这部剧太出色了。

You mentioned the state of New Jersey. I, for the first time, am watching The Sopranos, and it is excellent.

爱死

Love And

我现在完全明白它如何开启了我们现在所处的电视黄金时代。说实话当年我完全没意识到——首播时我才九岁还是十岁。这些年来我追过《广告狂人》《亿万》《继承之战》，回头补《火线》时才发现，《黑道家族》确实堪称这一切的开山鼻祖。

I totally see how it kicked off this, like, modern golden era of TV that we have going on. And I think, it was lost on me. I mean, I was, what, nine when it first came out, or 10 when it first came out. But it was lost on me all these years where I've loved shows like Mad Men, and Billions, and Succession, and, going back and watching The Wire. Like, The Sopranos really did sort of kick it all off.

虽然剧情暴力，很多地方令人毛骨悚然，但天啊剧本写得真是绝妙。

And it's violent. It's horrifying in in many ways, but god is the writing great.

太棒了。

So great.

所以我再怎么推荐都不为过。我现在看到第六季了，快接近尾声了。所以千万别给我剧透。

So can't recommend it enough. I am in season six a, so I am nearing the finish line. So nobody spoil it for me.

太厉害了。《黑道家族》是哪一年开播的？

Amazing. What year did the sopranos start?

我想大概是97、98年左右吧。差不多就是《黑客帝国》上映那会儿。

I wanna say it was, like, '97, '98. It was, like, right around the time the matrix came out.

哇哦，天哪。这可真是回忆杀了。是啊，《黑客帝国》。

Wow. Oh, man. That's a throwback. Yeah. The matrix.

哇。

Wow.

而且《黑客帝国》和这部剧还有几个共同演员，现在回头看会发现——天啊这不是后来那谁吗？就是那种看到演员年轻时样子的感觉。我现在越来越能理解我父母当年的感受了，小时候和他们看电影时，他们总说'天呐这部电影里有年轻时的某某某'。

And they share a couple of actors between The Matrix and that, which is it's it's it's old enough where you see people who you know from things later in their career, and you're like, oh my god. It's a young so and so. And I'm I'm feeling quickly like my parents. Like, when I was a kid, I remember watching things with my parents, they would say, oh my gosh. This movie has young so and so in it.

而现在，这就是我。

And, that's now me.

太棒了，真是太棒了。嗯，我们正处在人生的那个阶段。

That's amazing. That's amazing. Well, we're hitting that time of life.

确实如此。听众朋友们，如果你想讨论本期《Acquired》的所有内容，无论是我们遗漏的、捕捉到的，还是你心中那些我们可能在研究中未注意到的小想法——别忘了这是三部曲的第三部分，现在告诉我们还不晚，我们可以将这些精彩片段插入最终章。快来Slack加入我们：acquired.fm/slack。这里有7000多名成员，包括我和David，大家交流总是充满乐趣。

We are. Well, listeners, if you wanna talk about all things acquired this episode, things we missed, things we caught, little notions that you have that, we may not have seen in the research, this is a three parter, so it is not too late to tell us, and we can insert these great tidbits into the final part of the trilogy. Join us in the Slack, acquired.fm/slack. You could talk to lots of other people. There's 7,000 people plus David and I, and it's always a a great time in there.

所以你应该加入我们。如果你热爱《Acquired》并想更深入参与，成为我们的有限合伙人吧：acquired.fm/lp。你将获得50多期公司建设主题的访谈与深度分析库、每月Zoom会议，以及我们即将与Brad Stone举办的新书俱乐部活动——这让我们无比兴奋。

So you you should join us. If you love Acquired and wanna be a deeper part of what we do here, become a limited partner. Acquired.fm/lp. You'll get access to our library of over 50 interviews and deep dives on company building topics, monthly Zoom calls, and our upcoming next book club with Brad Stone, which we're super, super excited about. Oh.

另外，如果你尚未订阅却想收看第三部——可能是朋友推荐让你觉得'必须知道第三部上线时间'——只需在你使用的播客平台点击订阅。部分平台还支持推送通知，确保你能第一时间收到新剧集更新。也请向朋友推荐或在社交媒体分享，我们永远感激大家的喜爱。当然，若你有不同意见想要公开表达，我们也欢迎你在任何平台畅所欲言。

So with that, if you aren't subscribed, and you want a part three, someone sent you this, and you're like, I have to make sure I know when part three comes out. You can click subscribe in the podcast player of your choice. They may even have an an option so you can enable push notifications, so that way you you know for sure when that episode drops. And, tell your friends, share it on social media. We always appreciate when people share their love, or frankly, if you have some beef and you wanna show that publicly too, we're happy for you to do that wherever wherever you see fit.

感谢大家分享这档节目，感谢你们的聆听。听众朋友们，我们下次见。

So thank you for sharing the show. Thank you for listening. Listeners, we will see you next time.

下次见。

We'll see you next time.