Swanson’s ‘Rules’ revisited

BOSTON — For 33 years, William H. Swanson’s record at Raytheon Co. was unblemished. The engineer joined the defense contractor fresh out of college and rose to chief executive, building a reputation as a leader with impeccable ethics who was eager to take on the worst problems.

“He begs for bad news, particularly if you can give him bad news in time to bring resources to bear to correct the problem,” said James Fetig, a former Raytheon spokesman.

“The only time he gets mad is if you fail to tell him the bad news,” Mr. Fetig said.

For Mr. Swanson, bad news arrived last week, but it didn’t come from a subordinate.

The Waltham, Mass.-based company’s board denied Mr. Swanson a pay raise this year, cut his stock compensation next year by 20 percent and issued a statement citing “deep concern” over his admitted failure to properly credit others for the folksy business advice in his booklet, “Swanson’s Unwritten Rules of Management.”

The board’s penalties amount to around $1 million for an executive whose 2005 compensation totaled more than $7 million. It will hit the 57-year-old hard emotionally, acquaintances said.

“I think that to have made a mistake of that nature would eat him alive inside because he works so hard at trying to do the right thing and avoiding mistakes,” said Mr. Fetig, who had daily contact with Mr. Swanson for four years.

“It’s nothing that he would ever do on purpose,” Mr. Fetig added.

Mr. Swanson declined to be interviewed for this story.

Tony Velocci, a journalist who covered Raytheon and frequently interviewed Mr. Swanson over 15 years for Aviation Week & Space Technology, said of Mr. Swanson, “There’s no ego there.”

Mr. Velocci, now the magazine’s editor, first learned a few years ago about Mr. Swanson’s rules before they had been widely distributed. When Mr. Velocci asked for a copy during an interview, “it was almost like he was embarrassed that anybody knew it existed,” Mr. Velocci said.

The flap over Mr. Swanson’s booklet wasn’t the only recent ethics problem at Raytheon, which makes weapons such as the Tomahawk and Patriot missiles and is the nation’s fifth-largest defense contractor.

Two months after Mr. Swanson became CEO in 2003, Raytheon disclosed that the Securities and Exchange Commission (SEC) was investigating purported accounting violations at the company’s aviation unit, Raytheon Aircraft Co., from 1997 to 2001.

A year ago, Raytheon paid $12 million in a settlement with the SEC — without admitting or denying wrongdoing — and its chief financial officer was suspended and replaced. In March, Mr. Swanson’s predecessor as CEO, Daniel Burnham, agreed to pay a civil fine and return part of his 2000 bonus in a tentative deal related to the probe.

Mr. Swanson goes out of his way to ensure Raytheon pays for its errors, Mr. Fetig said.

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