Fatal Reaction

Praise for Gini Hartzmark’s previous Kate Millholland novel,
Bitter Business

“A page-turner.”

—People

“A fast-paced tale... Crisp prose, sharply drawn characters, and a nicely subordinated subplot... all help keep the reader involved until the climax.”

—Publishers Weekly

“A wonderful read... Gini Hartzmark and her lawyer heroine, Kate Millholland, take us on another expertly guided tour through the world of the rich and the superrich. It’s like
Dallas
except that Hartzmark’s people aren’t cartoons.”

—J
EROME
D
OOLITTLE

Author of
Half Nelson

“A refreshing protagonist... Hartzmark brings into play a fascinating behind-the-scenes look [at] the inner workings of an unusual manufacturing company.”

—Mostly Murder

By Gini Hartzmark

Published by The Ballantine Publishing Group:

PRINCIPAL DEFENSE

FINAL OPTION

BITTER BUSINESS

FATAL REACTION

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An Ivy Book

Published by The Ballantine Publishing Group

Copyright © 1998 by Gini Hartzmark

All rights reserved under International and Pan-American Copyright Conventions. Published in the United States by The Ballantine Publishing Group, a division of Random House, Inc., New York, and simultaneously in Canada by Random House of Canada Limited, Toronto.

http://www.randomhouse.com

Library of Congress Catalog Card Number: 97-95289

ISBN 0-8041-1743-8

Manufactured in the United States of America

First Edition: March 1998

10 9 8 7 6 5 4 3 2

To William F. Morgan, M.D....

whose ideas inspired this book and whose medical prowess kept John healthy so that I could write it

Acknowledgments

I’d like to thank Heather Raaf, Wendy Seidel, William Morgan, and Rick Schooler for providing me insight into their areas of expertise, not to mention answering my dumb questions. Thanks also to Ann Rocco, Elizabeth Gardner, Teague Von Bohlen, Donald Maass, and my editor, Susan Randol. As ever, I am grateful to my husband, Michael, for his patience and editorial advice and Dee and Lee Hartzmark for stepping up as grandparents par excellence when the going got rough. I also owe a huge debt of gratitude to Barry Werth, the author of
Billion Dollar Molecule,
whose brilliant and beautifully written account of Vertex Pharmaceutical’s search for a new drug helped me to understand the intricate drama of high-stakes research.

This book is a work of fiction. Names, characters, places, and incidents are products of the author’s imagination or are used fictitiously. Any resemblance to actual people or events, living or dead, is entirely coincidental.

CHAPTER 1

I always knew that Stephen Azorini’s bed was a dangerous place for me. After all, his company, Azor Pharmaceuticals, was my most important client—which is why everyone was willing to ignore what was going on between us. Still, all it would take was the smallest sign that Azor was slipping from my grasp and there was absolutely no question of who would be sacrificed. My partners would not hesitate for a second before showing me the door.

That’s why I was nervous about being summoned to John Guttman’s office. Guttman had been my predecessor as Azor’s chief outside counsel and he was still deeply unhappy that Stephen had chosen to replace him. A complicated man, Guttman was rankled by my success even as he sought ways to take credit for it. I also knew him well enough to be certain that nothing good could come out of his wanting to see me.

I’d spent my first years at the firm as Guttman’s apprentice, indentured to its most vituperative partner through a combination of default and design. At the time, my arrival at Callahan Ross had been viewed with suspicion. Everyone assumed that I had been hired because of who I am, either to add the Millholland name as ballast to the letterhead or because my family had pulled strings to get me there.

My widowhood, at age twenty-five, also formed a sort of barrier around me that many, no doubt, found difficult to breach. I’m sure my own attitude did little to help. Looking back, that entire period of my life seems to have been characterized by a kind of bewildered belligerence. That after having been raised in a world of almost storybook privilege I’d chosen to toil as an associate at Callahan Ross, a firm notorious for their sweatshoplike treatment of new lawyers, was held to be further evidence of my eccentricity.

It didn’t take me long to learn that John Guttman just chewed up associates. Irascible, unreasonable, and given to inexplicable fits of rage, he was nonetheless considered to be one of the best lawyers of his generation. Even so, no one wanted to work for him and no one who did work for him lasted very long. In a firm peopled almost exclusively by difficult, demanding men, John Guttman had managed to earn a reputation for being impossible.

I don’t know what they were thinking when they assigned me to him. Perhaps they hoped that I’d cave in after his first tirade and run home clutching my debutante picture to my breast. Who knows? But I stuck it out for almost five years, finally earning my release in the form of an early partnership.

It was a grueling apprenticeship, but one that I was grateful for. I’d cut my teeth with one of the most infamous tyrants of the law. After being on the receiving end of Guttman’s shit, there was nothing any other lawyer could dish out that I hadn’t tasted already. Nevertheless, walking down the corridor to his office I felt the old terror return.

Arriving at his office, I found him on the phone, as usual, conducting business a few decibels shy of a shout.

“Of course it’s an ambiguous question,” he bellowed, waving me into my old associate’s chair, “and I say we give him an ambiguous answer.” He made a face at me. It was either a grimace or a smile. “Yeah, we tell him to go fuck himself.”

He was an unattractive man in his mid-fifties, beetle-browed with a thick brush of black hair going to gray. His desk was a long rosewood table turned sideways which he invariably kept bare except for the single file he was working on and a Baccarat vase, a gift from a client, that he kept filled with freshly sharpened yellow pencils. He hung up the phone and I reflexively jerked to attention.

“Do you want to tell me what the hell is going on with Danny Wohl?” demanded Guttman without preamble. Danny Wohl was Azor’s in-house counsel and there were several possible answers to this, none of which I cared to share with Guttman. “I’ve been trying to get him on the phone all morning,” he continued without waiting for an answer, “and nobody seems to know where he is.”

“What do you need him for?” I asked with the caution born of experience. With Guttman everything was a crisis—closing a $400 million deal, making sure his dry cleaning got picked up—in his world it was all the same; there were no gradations of urgency.

“Jim Cassidy called me this morning, very upset. He has some rather major concerns about this deal with Takisawa.” Jim Cassidy was one of my fellow Azor board members, a fried-chicken tycoon who owned a large block of Azor stock. If he had concerns about the deal he wasn’t the only one. The company was in the midst of nerve-racking—and for Azor, pivotal—negotiations with the Takisawa Corporation, a pharmaceutical company whose aging founder had parlayed the bestselling hangover remedy in Japan into a global empire. At stake was a promising new drug molecule called ZK-501, and with it much more of Azor Pharmaceuticals’ future than Stephen Azorini would care to admit.

Derived from an obscure Brazilian tree fungus, ZK-501 was a spectacular trigger of a molecule, a hundred times more powerful than cortisone, the world’s most widely prescribed anti-inflammatory medication. Like cortisone, ZK-501 also produced side effects—unfortunately, some of ZK-501’s were deadly. Azor scientists were frantically working to eliminate the molecule’s undesirable properties. If they succeeded, the new drug would supplant cortisone and capture a market conservatively estimated at $15 billion a year—provided they got it to the market first.

But Stephen was running out of money and he was running out of time. The ZK-501 project employed as many scientists as a small university and was hemorrhaging money at a terrifying rate. Raising the stakes further was the fact that Mikos Pharmaceuticals, the drug industry giant, was also working on the molecule with a rumored two hundred scientists assigned full time to the project.

In order to help staunch the flow of dollars, Stephen and Danny had spent the better part of the fall trolling for a strategic partner, another company willing to make a much needed infusion of cash in exchange for a share of the profits from any eventual new drug. So far, the only nibble had come from Takisawa.

“If Cassidy has concerns about the deal he should bring them up at the next board meeting,” I told Guttman. I hated these behind-the-scenes intrigues and resented Guttman’s eagerness to take part in them.

“If Jim Cassidy brings this up with the board he’s going to start by demanding Stephen’s resignation,” announced Guttman.

“Then he’s a fool,” I said flatly, hoping that Guttman wouldn’t see how shaken I was by this news. It didn’t matter that Azor Pharmaceuticals was now a publicly traded company; it was still Stephen’s child, the product of his vision—and his will.

Most new scientific start-ups are biomedical companies—fledgling enterprises that compete with each other in small, untested markets. But Azor was a drug company and as such had been forced from day one to compete with the pharmaceutical superpowers and their well-established lines of billion-dollar drugs. That the company had survived its first year was impressive. That it had succeeded was nothing short of miraculous. Six years later, Azor may have outgrown its David role, but it still had a long way to go before becoming a Goliath.

Recently the company seemed to be experiencing the growing pains of an awkward adolescent. The patents on its two most profitable drugs were due to expire in the coining year and its recently introduced antischizophrenia drug, Serezine, had so far generated more controversy than profits. Compounding matters, the company’s most promising new product, a blood substitute called Hemasyn, which Stephen had planned to introduce the previous spring, was still bogged down with the FDA. In ZK-501 Stephen believed lay the seeds of redemption.

“Don’t try to tell me that the ZK-501 project hasn’t been a huge drain on the bottom line,” insisted Guttman. “You and I both know that the company can’t handle those kinds of losses for much longer.”

“That’s why they’re lining up a strategic partner,” I reminded him.

“And if the Japanese don’t bite?”

“Stephen seems confident that they will. He and Danny were just in Japan and things seem to be moving ahead.”

“Says who? Whenever anybody tries to get in touch with Danny he’s never there.”

“He’s been having some health problems recently,” I ventured, hoping it would placate him.

“Health problems. Head problems. It makes no difference. Stephen’s got too much on his plate and so far Danny, who’s supposed to be handling the negotiations with the Japanese, hasn’t done a damned thing except drop the ball.”

“I will track Danny down to the ends of the earth as soon as you and I are finished, and I will have him return Cassidy’s call,” I assured him fervently.

“I can have my secretary do that,” barked Guttman. “That’s not why I called you down here. I shouldn’t have to tell you how to do your job. But if you’re as close to Stephen Azorini as people seem to think you are then you had better find some way to use your influence to make sure that he makes this goddamned deal.”