HOUSTON – Sherron Watkins, the former Enron vice president who warned higher-ups the company was a house of cards ready to fall, testified Wednesday that she discussed her concerns with founder Kenneth Lay only to learn months later her job was threatened for speaking up.
Taking the stand at the fraud and conspiracy trial of Lay and former Chief Executive Jeffrey Skilling, Watkins said she met with Lay after taking to heart his encouragement to Enron employees that they could bring any problems directly to him.
"He seemed surprised that these things could be problematic," the 47-year-old accountant told jurors about the Aug. 22, 2001, meeting, during which she assailed the integrity of financial structures that were intended to lock in values of investments and assets.
The off-the-books structures, known as Raptors, were intertwined with partnerships run by then-Chief Financial Officer Andrew Fastow, who was Watkins' boss. Watkins said she feared the structures would harm the company because they owed Enron hundreds of millions of dollars and contained only falling Enron stock to repay the debt.
"Accounting just doesn't get that creative," she testified.
She said she wanted to leave Lay with one question answered: How are they going to pay for it?
"With loans, Enron stock?" she said. "If they're going to pay us from our shares, then I don't think we'd have a fact pattern that would look good to the SEC or investors."
The meeting came in the wake of an anonymous memo she sent days earlier to Lay. She subsequently acknowledged her authorship.
"I am incredibly nervous we will implode in a wave of accounting scandals," she said, reading Wednesday from the memo hailed later by Congress as prescient. She also read that the business world in retrospect would consider Enron's considerable successes "as nothing more than an accounting hoax."
At her meeting with him, Lay "winced" when she read him comments she received from an unnamed fellow Enron employee who wrote to her: "I wish we would get caught. We're such a crooked company."
That message, she said, "slapped him in the face more than anything else."
"I did most of the talking," she added.
Within two days after her session with Lay, Enron sought advice "on the consequences of terminating you," federal prosecutor John Heuston told her.
"I found out in February 2002. It was very shocking," she said.
Watkins also said she sold some $30,000 in Enron stock at the end of August 2001, then two more blocks of stock in the first week of October. She acknowledged that the transactions, which garnered her $17,000, were not proper.
"I had more information than the marketplace did," she said under questioning from Heuston.
Watkins joined Enron in 1993, hired by Fastow after working for Arthur Andersen LLP and German trading conglomerate Metallgesellschaft in New York. She examined assets in the Raptors, run by Fastow's staff and created to hedge Enron investments, which were losing hundreds of millions of dollars.
Watkins, who testified before a congressional committee investigating the Enron collapse and later collaborated on a book about it, appeared confident Wednesday, speaking quickly and gesturing to the jury.
During cross-examination, she sparred with defense lawyers, frequently expanding on answers when they wanted a "yes" or "no."
The Fastow-run partnerships, Watkins said of her concerns at the time of her meeting with Lay, had "no skin in the game. They've gotten money out. They've got no legal obligation to put more money in." She said her understanding also was that the structures were "under water."
She said Lay asked her to give him a chance to "look into these structures." She later talked to Enron's law firm and in-house legal counsel.
"I probably did most of the talking," she said of her three-hour session with lawyers. "I brought with me the same memos I gave Ken Lay."
Lay attorney Chip Lewis began his cross-examination by presenting Watkins with a copy of her book, "a housewarming gift," he said.
"I think I have a copy," she responded.
At one point when Lewis referred to the book, Watkins distanced herself from its contents, saying she was responsible only for episodes where she was involved.
"You didn't send the money back," he reminded her, referring to the payment she received.
Lewis addressed several comments from Watkins, who suggested Lay did not respond adequately to her requests. During questioning, he got her to acknowledge the Enron founder did meet with her, listened to her thoughts, directed a legal investigation to be conducted, quizzed several top executives, passed over Fastow and chief accountant Rick Causey to succeed the resigned Skilling, transferred her from under the supervision of Fastow and ultimately had the Raptors unwound.
But under additional questions from prosecutors, Watkins insisted Lay had not gone far enough, that Enron's financial results should have been totally restated because of the accounting problems.
"He didn't get it," she said.
She also pointed out the investigations Lay ordered were conducted by Enron's outside auditing firm, Arthur Andersen LLC, and its legal firm, Houston-based Vinson & Elkins, and not by firms without Enron connections.
"They also lied," she said of the law firm. "They said they looked into accounting and it was appropriate. Turns out they didn't investigate accounting ... I was shocked to find out the accounting was not involved."
Watkins, who said she learned her nickname at Enron was "Buzzsaw," disclosed in an e-mail to a colleague she was concerned somewhat about her personal safety and the safety of her family.
"I do not want to sound paranoid," she wrote in a message shown in court. "Andy can be vindictive. I don't want my house to burn down."
"I was concerned," she told the jury. "I seemed to get no traction at Enron with my concerns. I became concerned trouble could come my way from any number of sources."
She said her job prospects outside Enron, which seemed bright and which she pursued because she wanted out of Enron, dried up after the company's third-quarter 2001 earnings showed losses of over $600 million, included a $1.2 billion writedown and heightened questions about its accounting practices.
"I was shocked this was happening," she said.
Meanwhile, at Enron, "I was kind of being bounced around a lot," she said.
She left in November 2002 and now is a consultant for corporate governance issues.
"I've been told by experts I'm unemployable," she said, her answer cut short by a defense objection.
She also has made frequent speeches, earning from $20,000 to $30,000 per appearance, she said.
Told by Skilling attorney Ron Woods she made "wild allegations" about the former CEO and in a TV interview compared him to a mafia boss, she replied: "I said Andy was like an assassin but under orders from Mr. Skilling."
Prosecutors said scheduling problems with additional witnesses could not be resolved so there would be no testimony Thursday and the trial would not resume until Monday.