Chapter 1
Early Years at Keeneland
I WAS FORTY-SIX years old and out of a job. I was unemployed! One of those crossroads we sometimes reach in life loomed directly in front of me, and what it presented seemed nothing short of a harsh, hazardous dilemma.
A few weeks earlier, I had resigned as director of the Kentucky State Police. I did this anticipating that the first Republican governor in twenty years would demand a broad-based change in the Democratic appointees. It was an uneasy and uncomfortable time for me, and I welcomed any inquiry regarding my future. And so, on the afternoon of the third Sunday in December 1967, I was thankful for Louis Lee Haggin IIâs invitation to visit him at his Sycamore Farm home near Lexington.
Although more than forty years have since elapsed, that day remains vivid in my mind. The outside temperature was cold, the sky was dreary, and snow flurries danced in the air. I met with Louis in his library. He had on a blue button-down shirt and a yellow cashmere sweater. He had lit some logs in the fireplace, and blazing away they provided a warm, reassuring atmosphere, which was something I needed.
For more than a decade I had been an employee of the state of Kentucky. I had started out as deputy commissioner of public safety and for the past three years had held the Kentucky State Police directorship. But suddenly I was no longer in either of those positions. I did not have a position anywhere, involving anything. My mind was bulging with unanswered questions. What did my future hold? What employment was available? Should I jump at the first job offer made to me?
My conversation with Louis turned out to be one of the most fortuitous conversations I have ever had with anybody. He was president of the Keeneland Association Inc., and we talked seriously, specifically, about what I might bring to Keeneland if I was hired to work there in an executive capacity.
I had known Louis for more than twenty years. He was a good friend of my father, James E. Bassett Jr. They knew each other through their Thoroughbred breeding and racing activities and by way of the Lexington social scene. And I had other Keeneland contacts. William Arnold Hanger, a distinguished breeder and owner of both Thoroughbreds and Standardbreds, was a trustee of the association. Hanger was also a longtime member of The Jockey Club and served as a director of Churchill Downs in Louisville and Hialeah Park near Miami, Florida. Arnold was a very successful corporate business leader, too. The construction management firm Mason & Hanger-Silas Mason Company Inc., for which he served as chairman of the board, had overseen the building of the passenger terminal at Blue Grass Field in Lexington, as well as the downtown Civic Center. Arnold was a good friend of my in-laws, Gus and Elizabeth Simms Gay, and I counted him as one of my mentors.
At the time, all the offices at Keeneland, including the presidency and two vice presidencies (which were held by Leslie Combs II and Dr. Charles E. Hagyard), were honorary positions. But during the decades immediately following World War II, the association had undergone substantial growth in both its race meetings and its horse sales. In 1946, the first full year of operation for Keeneland after the war, pari-mutuel wagering for its race meetings had averaged $278,640 per day. The associationâs daily purse distribution averaged $20,717. And the gross receipts for its sales totaled $6.52 million.
But in 1959, the commissioner of the Internal Revenue Service had issued a ruling that the Keeneland Associationâs activities had expanded to the point that it no longer qualified as a tax-exempt corporation. In 1967, Keenelandâs race meets had averaged $521,958 per day in pari-mutuel wagering. Purses distributed averaged $36,000 daily. Gross receipts from sales had totaled $18.1 million. Indeed, over a twenty-one-year period, daily wagering and daily purses had nearly doubled and sales receipts had nearly tripled.
Louis was a man of wealth, and his primary interests were his Thoroughbred racing and farm operations. The tedious, day-after-day devotion to the corporate agenda his Keeneland position increasingly required was not his forte. Both he and Arnold had concluded it was time to have a full-time, paid executive attending to the responsibilities of operating Keenelandâa CEO, so to speak, who would oversee both the race meets and the sales operations. And thatâs how it came to pass that I was sitting in Louisâs library on a mid-December Sunday. He might have been interviewing other people for the job, but if so, Louis never revealed their names to me.
John Y. Brown Jr., who would later serve as Kentuckyâs governor, was then the head and principal stockholder of Kentucky Fried Chicken. He had made me a very lucrative offerâan annual salary of $100,000 along with 5,000 shares of stockâto join the company as its president. Taking the job would require me to relocate to Nashville, Tennessee, which was then the locale of KFCâs executive offices. Brown and I had been discussing this possibility for about ten days. I was scheduled to meet with him and his father, John Y. Brown Sr., for breakfast at the Campbell House in Lexington the morning after I talked with Louis, to give them my final decision. A good friend of mine, Lou Karibo, had attended the University of Kentucky with John and had played football there under Paul âBearâ Bryant. Karibo had worked for me as a public relations officer for the State Police, after which he had become a KFC franchise holder. Karibo had been urging me to accept Johnâs offer.
But despite the financial incentives, I did have reservations about accepting the KFC offer. John had purchased the company for $2 million from its founder, Colonel Harland Sanders, in 1964, with the intention of expanding it into the global enterprise which it indeed became. John needed an infusion of money to do this, so he sold a major interest in KFC to Jack Massey, who had made a fortune in the health care business. John had told me, âIâd like for you to meet him and for him to meet you, and see if thereâs a comfort level.â So I went down to Nashville for an interview with Massey, who wore a Texas-style, leather-thong bow tie and sat with his feet up on his desk throughout our meeting. Actually, Massey and I had a pleasant talk. But I still got the impression he regarded me as Johnâs man, and I donât know how comfortable Massey was with that. Further, John was not a disciplinarian, and I think what he wanted was someone who could bring strong administrative control to the company. Many of the KFC franchises had been awarded to Johnâs college associates, young men who became overnight millionaires. And, truth be known, while I had a strong administrative background because of my State Police work, I didnât know how to fry as much as a few chicken wings or a drumstick. The initial attitude of KFC franchise holders toward me would have been, âWho the hell are you? What do you know?â I would have had my hands full.
Louis needed to know about the situation with Kentucky Fried Chicken, so I told him, in detail. He responded, âIf you are interested in coming to Keeneland as my assistant, I would like to know by this coming Tuesday, when our board of directors meets. I would like to make my recommendation to hire you, and have them vote either âyeaâ or ânay.ââ
I returned home, which was and remains Lanark Farm on Old Frankfort Pike in Woodford County, and discussed the matter with my wife, Lucy. She said, âIf your preference is to go to Keeneland, I think you ought to call Louis Haggin tonight and tell him how much you appreciate his consideration and that you accept his offer. You donât want to give him the impression youâre entering into a negotiating position between Kentucky Fried Chicken and the Keeneland Association.â
About 8:30 that evening, I phoned Louis and told him I would accept. And he said, âWonderful!â He would take it up with the Keeneland board and let me know the results on Tuesday. The board granted Louis his wish, and in the final issue that year of the weekly trade publication the Blood-Horse, on the 101st page at the bottom of the middle column, there was a seven-and-a-half-line item (encompassing all of one inch of print) informing the readership I had been named assistant to the president of the Keeneland Association. The item was sandwiched between a note that a newspaper tout named Clem Florio had recently given a presentation titled âHow to Handicapâ at Laurel Park in Maryland and a note that Mr. and Mrs. Ephraim Jessup of Hill-N-Dale Farm in Maryland were planning âa stay of several weeks in California while their horses are racing at Santa Anita.â
Keenelandâs hiring of me, it seems, was not earthshaking news.
I started working at Keeneland on January 1, 1968. My salary was $30,000 a year. There were no shares of stock or stock options in the package, because Keeneland was and remains a not-for-profit corporation. I did not have a contract or any sort of written agreement. Indeed, I have never had a contract anywhere I worked, and I have never wanted one. There is a very simple reason for thisâI have never sought to be any place where I was not wanted. The understanding with Keeneland was that I would be Louis Hagginâs assistant for a year or so, and if things worked out well, I would eventually succeed him as president.
My arrival was not met with wild enthusiasm by the entrenched Keeneland staff. Subdued resentment would be a much more accurate description. The staff included four senior executives: William T. Bishop, William S. Evans, J. B. Faulconer, and Frank O. Werner Jr. Bishop, Evans, and Faulconer all bore the title of general manager. Bishop presided over the racing operation and was also assistant secretary and treasurer. Werner, whose title was assistant general manager, worked directly under Bishop. Evans was the general manager of the Breedersâ Sales Company, which was formally listed as âa division of the Keeneland Association Inc.â but in reality, it was a separate entity. And Faulconer was the general manager of public relations.
Racing at Keeneland dates back to October 15, 1936, when the trackâs very first race was won by a horse named Royal Rainment, who, interestingly, was owned by John Hay âJockâ Whitney, a gentleman who was a factor in the development of my fatherâs career and mine as well. The Breedersâ Sales Company was formally incorporated on November 13, 1943, as a cooperative for the purpose of marketing Thoroughbreds. The idea was for the Breedersâ Sales Company to lease the use and grounds of the Keeneland Race Course from the Keeneland Association. In other words, Keeneland Race Course and the Breedersâ Sales Company were created as two separate entities, each with its own officers and board of directors.
The Breedersâ Sales Company was formally absorbed into Keeneland in 1962. But the associationâs management and staff remained largely composed of old loyalists who were divided into those loyal to the racing operation or to the Thoroughbred sales operation. Further, within those divisions there were individual fiefdoms, small centers of power that were carefully guarded. Keeneland also had two different work schedules. Racing employees worked five and a half days per week, with their hours ranging from 8:30 A.M. to 4:30 P.M. Sales Company employees worked five days a week, from 9 A.M. to 4 P.M. The two entities had different salary scales, along with different pension plans, vacation schedules, and benefits.
From these factors alone, you can realize the administrative problem that confronted anyone who came in for the purpose of developing a comprehensive, coordinated, and effective management team. But old ways of doing things are not easily altered. With the exception of his years in the military during World War II, Bishop, a highly competent, dedicated, and committed employee, had been with Keeneland since its beginning. Hal Price Headley, who led the group that had founded Keeneland (and was Louis Hagginâs father-in-law), had selected Bishop to be foreman of the construction crew that built the original facilities. Werner had been with Keeneland for fifteen years, Evans for twenty-one, and Faulconer for fourteen.
Frequently during my first year at Keeneland, I would look in the mirror and say to myself, âWhat the hell am I doing here?â During my tenure with the State Police, which was a quasi-military organization, a stern look and a raised eyebrow from me would result in a click of the heels. But at Keeneland, even if my gaze was stern and I raised both eyebrows, these actions would barely evoke a yawn. I realized that gaining the staffâs confidence was going to be a long, tedious process.
And I couldnât really fault the staff for that. Here I was, coming in from the outside with no experience to speak of in the Thoroughbred racing and breeding industries. I was immediately put into an executive position with supervisory authority over capable people, many of whom had served Keeneland and the Breedersâ Sales Company for many years, even decades.
Still, Keenelandâs management structure was unwieldy, and racing executives throughout the United States knew it. Santa Anita, which is a racetrack in Southern California, was one of the true jewels of the racing industry. It drew enormous crowdsâthey averaged over 27,000 per day and generated an average daily mutuel handle in excess of $2.5 million. In 1968, I had a meeting with Fred H. Ryan, who was the trackâs vice president and general manager. Ryan had a national reputation for his organizational skills and efficiency. He was very courteous, and we started out by extending the usual platitudes and small conversation that such occasions require. I then said to Ryan, âIâm here to ask for advice about the possible restructuring of the Keeneland administrative staff. And Iâm wondering if you could make some suggestions?â
Ryan replied, âKeeneland is the enigma of the racing business. Its corporate setup is a mystery to the rest of us in the racing world.â
I said, âWhat do you mean by that, sir?â I was somewhat stunned by what Ryan had said.
He then told me, âYours is the only racetrack, not only in the United States, but as far as I know anywhere in existence on the globe, that has three general managers. How do you function? Whose word carries the most weight? Who makes the final decisions?â
With Ryanâs questions anchored in my mind, I went back home, mulled things over for a few days, and then went to Louis Haggin and asked him, âHow did we ever arrive at this corporate setup of three general managers?â
Louis said, âThatâs why we brought you in here, to do something about it.â
I said, âWell, I think the first thing I have to do is get us down to one general manager.â
Haggin said, âI think maybe that should be you.â
I said, âWell, Iâll have to work this out in a diplomatic way.â
We did not fire anybody. But as the months went on, we changed peopleâs titles. Bishop became Keenelandâs director of finance, Werner became director of operations, Evans became director of sales, and Faulconer became director of public relations. And I became Keenelandâs sole general manager.
In the fall of 1971, Bishop resigned from Keeneland to become vice president and general manager of Oaklawn Park in Hot Springs, Arkansas. At almost exactly the same time, Werner left our employ to take an executive position with a Lexington construction firm, White and Congleton. And on December 1, Faulconer resigned to become a bloodstock agent and commercial Thoroughbred breeder. Bill Evans, however, remained with us as sales director until he retired in 1980.
After Bishop, Werner, and Faulconer left, we were able to attract four very bright and committed young men to fill four critical positions. One was William C. Greely, who in December 1971, at the age of thirty-three, was hired to be my assistant general manager. Bill was from a family of horsemen. Both his grandfather and his father had trained horses throughout the Midwest and the South, including at the old Kentucky Association track, which was Keenelandâs predecessor in Lexington. Bill himself had been an administrator at some of the nationâs leading racetracksâChurchill Downs, Arlington Park, and Hialeah among them.
Another was Stanley H. Jones, who was thirty-six years old, a fellow Marine Corps veteran, and a brilliant certified public accountant. Stan had been a partner in the Lexington firm of Potter, Hisle, Sugg and Nolan, of which Keeneland was a client, and was hired to fill our newly created position of controller. It became his job to make sure that every dollar of the final bids on horses at our sales was collected. (This wasnât always easyâthere was one case where a gentleman from Mexico who did not speak English was bidding in what he thought was pesos and received a tremendous shock when he received the bill from us in U.S. dollars.) Stan totally revised our auditing and accounting systems and paved the wa...