The Bodenwein Public Benevolent Foundation
Shortly before Christmas every year, the directors of The Day Publishing Co. adjourn and reconvene as the trustees of The Day Trust (all except one of the trustees are also directors). The meeting usually lasts less than five minutes, during which the five trustees approve an annual dividend on The Day's stock.
In other businesses, this decision would be a matter of pressing concern to stockholders, whose paramount worry would be over the size of the return on their investments. But The Day virtually has no stockholders. All but several shares of its stock are held by The Day Trust, which looks after the newspaper and administers the Bodenwein Public Benevolent Foundation. In 2002, The Day contributed $350,000 of its earnings to the foundation. The foundation in turn passes the money on to the community in the form of grants to civic organizations, charities and local governments in The Day's circulation area. Since 1971, the foundation has distributed approximately $6.5 million of the newspaper's earnings in this fashion.
The area benefiting from the foundation expanded in 2003 by five towns when The Day enlarged its circulation area in northeastern Connecticut.
This unusual arrangement serves several purposes in addition to the charitable one intended by the small circle of men who devised it in the 1930s. The trust maintains the ownership of the newspaper in the community the newspaper serves; The Day can't be sold unless it begins to lose money, thus insulating it from the trend among newspapers toward ownership by newspaper chains. Media chains own today all but a few hundred of the daily newspapers. Independent, family-owned newspapers now represent only about one in six papers in the United States. Large national corporations own the rest.
Without stockholders, The Day is insulated from customary stockholder pressures to hold expenses down. The Day must make a profit like any other business, but it is at greater liberty to spend more of its revenue on newsgathering operations than other newspapers its size. The newspaper historically has paid higher salaries and maintained a larger staff than comparable newspapers. It occasionally has paid for major capital improvements out of cash reserves rather than through borrowing.
Theodore Bodenwein's Will
This plan was conceived by Theodore Bodenwein, publisher of The Day from 1891 until his death in January 1939, and by his closest associates in the newspaper. Bodenwein's will created The Day Trust and set forth explicit instructions about how the publisher wanted the newspaper to operate after his death.
The trust was to pay most of the stock dividends to Bodenwein's three heirs: his wife, Edna; daughter, Elizabeth; and son, Gordon, as long as they were alive. After the last heir died, all the earnings would be distributed to the communities in The Day's circulation area. The trust was to ensure that the newspaper operated in the public interest according to standards of journalism Bodenwein spelled out in the will. The New London and Waterford Probate Court is responsible for holding the trust accountable to the will.
The arrangement survived two legal challenges, one from Gordon Bodenwein, and another by the Internal Revenue Service when the last heir, Elizabeth Bodenwein Miles, died of cancer in 1978.
The intent was to preserve the newspaper as, to paraphrase Bodenwein's will, a protector of the public interest and defender of the people's rights. Other, more prominent American publishers, including Joseph Pulitzer and Frank Munsey, conceived of similar plans to protect their newspapers, but Bodenwein's scheme was the first to succeed, and only a few others replicated it since. The most notable of these is the St. Petersburg, Fla., Times, which publisher Nelson Poynter placed in the control of a foundation that also runs a center for journalism studies.
Bodenwein had spent nearly 60 years of his life building The Day from a nearly bankrupt Republican Party newspaper into one of the leading newspapers in Connecticut, and he was apprehensive over leaving it in the hands of his family. His second wife and Bodenwein's children by an earlier marriage disliked each other, and Bodenwein felt they didn't share his values as a newspaperman. He also worried that the newspaper would fall prey to a newspaper chain.
The 'Golden Era'
The Day was founded by the Chappells, a wealthy New London mercantile family, in 1881 as a mouthpiece of the local Republican Party in era when many American newspapers served political parties. The first publisher was Maj. John A. Tibbits, a Civil War veteran and a Chappell. Tibbits left the newspaper in 1889 to accept a diplomatic post in England, and The Day fell upon hard times under his successors. The Chappells persuaded Bodenwein, who had been one of the founders of another local newspaper, the Telegraph, to buy the newspaper in hopes of rescuing their investment in it. Bodenwein had to agree to switch political parties to Republican as a condition of getting a loan from the owners to buy the paper. He later became a Republican leader, and served two terms as secretary of the state of Connecticut.
This occurred in the midst of a period of dramatic newspaper growth known as the "Golden Era of Newspapers," and Bodenwein, then in his 20s, took advantage of exploding printing technology and an expanding advertising market to build the newspaper into one of the best daily newspapers in Eastern Connecticut. By the early 1930s, The Day, then an afternoon paper, had driven all the newspaper competition out of New London. The Day remained profitable, even during the Great Depression.
A series of challenges
The Day Trust got off to a rocky start in the early 1940s, beginning with Gordon Bodenwein's lawsuit claiming control of the newspaper. Bodenwein expressed in his will the desire that Gordon someday become publisher. But the Yale-educated son wasn't particularly well liked by the executives at the newspaper, led by the general manager, Orvin G. Andrews. Andrews and the other directors defended the trust against the son's challenge and won.
But Andrews and the others left in charge of the newspaper were conservative men who didn't share Bodenwein's flare and confidence as a local editor. Andrews, whose experience was in business and not news, kept his title of general manager, and for 20 years, The Day would operate without an executive with the title of publisher at its helm.
They were also faced with wartime materials shortages, and the newspaper languished for nearly 20 years. During that time, the newspaper was operated by consensus by the directors Bodenwein left in charge and their successors.
Expanding its reach
In the early 1960s, under the leadership of Andrews' son-in-law, Barnard L.Colby, The Day began to modernize its plant and news gathering practices and grow. The region's growing importance as a military and defense industry center boosted the population, and created a lucrative advertising market for The Day. The newspaper set out in the 1950s to strengthen its presence in the suburbs. During his lifetime, Bodenwein had established the foundation for this growth by establishing a presence in the outlying towns around New London when the other local newspapers concentrated their efforts mainly in the city.
This trend continued under Colby's successors, co-publishers Deane C. Avery and E. Wesley Hammond and Reid MacCluggage. MacCluggage, the first publisher hired from outside the newspaper, retired in 2001 after 18 years in the position. Another outsider, Gary Farrugia, who had been an executive for the Knight-Ridder newspapers, succeeded him. Both MacCluggage and Farrugia retained the title of editor. This set The Day apart from many other American newspapers, where the chief executives arise from the business ranks.
Under these successive generations of executives, The Day exploited the advantage the trust gave it to expand and grow. It began publishing a Sunday edition, which Bodenwein had suggested in his will, and shifted from afternoon to morning publication. Choosing to maintain its roots in downtown New London rather than move to the suburbs as many newspapers were doing, it expanded its building several times. MacCluggage led in patterning the newspaper after a large metropolitan newspaper, with multiple sections and revamping the appearance.
MacCluggage also moved the newspaper into Norwich and some of the surrounding towns, and Farrugia expanded the coverage in five additional towns in northeastern Connecticut: Bozrah, Sprague, Canterbury, Voluntown and Plainfield. He made other changes in the appearance and content of the newspaper, including redesigning the nameplate on the front page for the first time since the 1960s.
With the trust arrangement, the directors hire the publisher. The board also fills its own vacancies, making it self-perpetuating. Under Bodenwein's will; two of the trustees must be employees of the newspaper. One of these has always been the publisher, currently Gary Farrugia. The board also has abandoned the practice of naming trustees representing successor banks to the National Bank of Commerce, where Day director and trustee Earle Stamm had been an executive and where The Day has always done its banking. The bank, now Bank of America, administers The Bodenwein Public Benevolent Foundation in its trust department. However, a committee that also distributes funds from the Frank Loomis Palmer Fund performs the actual task of disbursing funds. The two funds comprise one of the largest charitable organizations in southeastern Connecticut.
Robert Tousignant, the Chief Financial Officer of the company, is now filling the second employee position on The Day Trust. The other trustees are Maureen Croteau, head of the journalism department at the University of Connecticut; David Nolf, a retired executive for a local defense firm and Lynda Smith, a psychologist. Other directors are Ralph Guardiano, founder and owner of Outthink, a public relations and promotions company based in Essex, CT, and retired Coast Guard Rear Adm. Douglas Teeson, who also recently retired as president of Mystic Seaport.