Why Barnes & Noble
Employees Need A Union!

Disclaimer: This site is no longer active as an organizing site for Barnes & Noble workers. I am keeping this information posted for the historical record and for for anyone interested in what happened. In you have any questions or need advice, you can
email me.

My affidavit to the National Labor relations Board
Chatroom | Bulletin Board | Guestbook

Frushour VS. Barnes&Noble
Drive at #2559 | BNX Site | Santafarce | The ABA and B&N
BN.com Not A Best Seller

Borders Union Site
Dec 22 - 2000 - Workers seek union at Seattle's University Book Store
Workers at Powell's Books in Portland achieve key goals with new contract | Powell's Bookstore Union Site

"8 Ball" Articles| Words from a fellow bookseller | Mailbox | Contacts
Arlington B&N Plans Union | IWW
*Anti-union letter found by B&N workers in Wisconsin*

"#Barnes&Noble_UNION_YES!" irc channel on dalnet. Talk to the BnNmployE.
Click Here for Instructions on Connecting to the irc Channel.

The week of March 5-12th, 2000 the most hits on this website came from IP which is one hop behind Kauff-GW.CUSTOMER.DSL.ALTER.NET This is a DSL connection through alter.net in New York. Jerome Kauff is a senior pertner at B&N's union busting lawfirmm Kauff, McClain & McGuire which is based in New York City. Draw your own conclusions.

Visit the Website of Kauff, McClain & McGuire
The Law Firm representing B&N in NLRB Case 9-CA-35548.


Here are a few reasons I believe the employees at Barnes & Noble stores everywhere need to organize and deserve to exercise their rights to negotiate in good faith with the company to improve their working conditions and sign a legally binding contract of employment.

News from Store #2705 and other stores around the country Stories of Great Interest to Barnes & Noble Booksellers
Excerpts from Wagner Act B&N Executive Compensation
B&N Securities Ownership Employee Share Ownership (or lack thereof) and 401k Plan
An example of Director’s Stock Options Terms of Employment For Booksellers
National Bookstore CEO salaries Avg. Hourly Wage for Retail Employees for June 1998
Your Rights What Can A Union Do For You
The Myth Of Unions Hurting Productivity What About Initiation Fees & Union Dues?
What Employers Say & Do to keep employees from forming a union. Feedback
Words from B&N bookseller James Gaines Employee Contacts
Letters in the Mailbox "8 Ball" Articles

News from Our store on 8/25/97:
I was saddened and hurt very much today to discover that certain persons at my store who I love and respect very much had broken federal labor laws. I will not elaborate in order to protect those involved, but I will say that we know our rights and will not allow them to be compromised. Goodness knows we have given up too many rights in our poor country in the last few years and I for one will not stand by as certain others try to relieve us of a few more.

News From Our Store on 8/28/97
Today we were honored to host our District Manager. He arrived at 10:00 in the morning and he was still there at 7:00pm when I left to go home. We were also honored to field several phone calls from the President of Barnes & Noble Superstores. Today we also cleared up a few technicalities on labor law. Here is what you can do as an employee to make Barnes & Noble a better place:


Points to consider in regard to a telephone conversation with Mr. Thomas Tolworthy, President of Barnes & Noble Superstores on Friday August 29th, 1997:

1. Mr. Tolworthy stated that most of the company shares are owned by mutual funds. All mutual Funds are business enterprises growth and are not concerned with the human aspect of businesses they buy shares in . Their primary concern is return on investment. If they own a majority of the shares in our company, then their return on investment becomes our primary order of business.

2. Mr. Tolworthy stated that "from the volume generated by you store, you must have around 60 employees." "No," I said, "we only have 40 employees."

3. Mr. Tolworthy stated that he was in the process of removing the explicit statement of "at will" employee status from the Employee Handbook. He feels that this condition is irrelevant. He did not state that he was going to change the actual terms of "at-will" status for employees . This is in effect a cosmetic attempt to hide the real terms of employment from employees. Whereas the company was up front in it’s explanation of employment terms prior to the posting of our web page, now they want to make it much more difficult for their own employees to realize the legal status of their employment. Now new employees who want to know where they stand will be forced to scour arcane law books to discover their exact legal status as employees of Barnes & Noble. Thanks! As one bookseller in our store observed: "Our society is not based on trust. It is based on laws." I am certain that in their heart of hearts, our managers believe that employees should be able to trust them to deal with all work problems in a fair and equitable manner. However, the latitude and complete authority they demand is somewhat disquieting. Please turn to p.43 in your B&N Employee Handbook: "I also understand that the Company has made no promise to provide me with employment for a definite period of time and that no contract of employment has been created. I understand that all terms and conditions of employment are subject to change without notice," and (p.40) "Barnes & Noble may terminate the employment relationship at any time." I love the work I do for B&N and if I agree to work everyday and very hard at my job, shouldn't I be guaranteed a job when I wake up in the morning? If a bookseller were to become the victim of a capricious manager or employee (and we all know that our store has a few of these) and finds themselves terminated for an unfair reason, most booksellers, will not have the resources, money or time to fight the company on unfair labor charges.

4. Mr. Tolworthy stated that if a contract was signed guaranteeing employment, that he would require reciprocal work. I said that as it stands now, we’re on a one way street. We are still required to do the work without a guarantee of employment and rely on the benevolence of the luxury car rental company. Despite the amount and quality of work that we do, we are guaranteed nothing except the fact that we could be fired at any time for any reason or no reason. What is the reverse view of this? A great selling point for prospective employees - "Come work for us and goof off as much as you can get away with... We have relative standards of work since we give you no guarantee of employment!!" (shame on me, my pride is showing)

5. After discussing all these issues in detail, Mr. Tolworthy said that he had already seen my web page (http://www.booksellersunion.org/B&N.htm) In the web page, I describe each of the issues of concern, and I find it a bit disheartening that Mr. Tolworthy could not come out immediately and say he had seen our web page and our concerns are important ones that we need to discuss.

6. He stated that someone had made a mistake on wages for Louisville. Funny how no one realized this until someone whispered the word "union." Now maybe we can all get raises to bring us up to where we should have been 2 years ago.

7. Lastly, Mr. Tolworthy said "We don’t do a good enough job "MARKETING" ourselves to our employees." I would argue that this was not a Freudian slip on the part of Mr. T, but a statement which bespeaks his perspective on his job and his business. I told him that you should never Market anything to your employees. He said that "communicate" was a more appropriate word, but the damage had already been done.

Webster's Dictionary

News from our store on 9/2/97
8.12 a.m. EDT - Barnes & Noble announces it will slow expansion.
Click here to see related article.
Surprise! Employees working the late shift at Barnes & Noble #2705 were treated to unexpected (and unannounced) group meetings with President of Barnes & Noble Superstores Mr. Thomas Tolworthy, himself. This is of course a great honor for me and I look forward to meeting Mr. Tolworthy tomorrow for the first time in the 13 months since I've worked for our store.
News from our store on 9/3/97 and a hint to other B&N employees:
Today we all learned that if you scream Union! in our company, the management and CEOs will seemingly perform incredible flips and tricks on your behalf.
News from 9/7/97:
B&N booksellers voice their concerns nationwide.

News from 9/11/97:
Tolworthy exercises Officer Stock Options shares acquired 18,859 shares disposed of 18,859
Total 1-day Profit :$374,898

News from 9/16/97
Tolworthy exercises Officer Stock Options
shares acquired 10,000 shares disposed of 10,000

Total 1-day Profit :$236,250


News from 9/18/97:
On a visit to Louisville from the New York corporate offices, Michelle Smith held a meeting at our store along with our DM, GM, AMs and supervisors to announce an increase in the starting pay for part-time booksellers up from $5.00/hr to $5.75/hr. and full-time booksellers from $5.50/hr. to $6.25/hr. Michelle indicated that through a study, Barnes & Noble determined that Louisville had grown, but Barnes & Noble store #2705 had not kept pace. She also indicated that booksellers in Louisville had "raised their hands."

News from 9/19/97:
Almost every employee in our store (excluding supervisors already making $7.50/hr.) had their wages increased at least 35 cents/hr. Most increases were 50 cents/hr. Today my wage was adjusted from $6.60/hr to $7.50/hr., plus I was promised a check for backpay covering my wage as if it had been $7.00/hr. since May 4th, 1997. If you look at Homefair's International Salary Calculator, employees in other cities can compare their yearly salary to my gross in Louisville.
News from the week of 9/28 - 10/4:
Booksellers organizing at another Barnes & Noble in Kansas City were all promised raises and an increase in the starting wage for their store. Their regional director stated that employees in that store were heard "Loud andClear" that pay was an issue that needed to be addressed.
News from 10-10-97
Officer Tolworthy's options exercised 9/11 & 9/16 filed with the Securities & Exchange Commission

News from Kansas City Store #2574 - Oct. 13
We finally had our meetings to get our 'adjustments' in pay at the end ofthis last week, with our store and District managers. Individual littlemeetings, please don't discuss this among your fellow employees, typething. They used what the military likes to term a 'Divide and Conquer'tactic. Seniority played a role against us, if anything. Basically itworked out (from the others I've talked to, and who they've talked to)that if you haven't been here long, you got an 'adjustment', and thelongterm employees who have the experience under our belts, got nothingexcept maybe our review a little early, or maybe a nickle. Folks whohave been with us maybe two months got up to $.75 or possibly more.

Looks to me like they want to take the teeth out of the union for thenewer employees, and make sure we older employees don't have the supportwe're going to need, if we even stick around after treatment like that.You might want to warn people about this, make sure that other stores gettheir drive worked on quickly.

In their Oct. 13 issue, "Business Week" ran a rumor story about Borders making a secret stab at taking over B&N. Paine Weber news service ran a response from B&N CEO Len Riggio in which the following was stated: Len Riggio is famously competitive, and dismisses Borders' as "K-mart management." (The story states that Borders was spun off from K-mart)

Now, let's have a look at an example of that famously competitive, non-K-mart management in action at a B&N somewhere west of NYC corporate headquarters (not Louisville and not Kansas City and not Arlington):

News in a message from a B&N employee from the week of 10/5 - 10/11
It doesn't go well. The day I after I distributed some union literature inthe breakroom, I was asked to go into the office. I was told that I havea tardiness problem. I was late 3 times in the past month (as in 5-10minutes late) and therefore I was a problem employee. Even though Ipointed out that supervisors, keyholders, and managers have been seencoming in later than me, and that I was told by them it was not that big aproblem; it made no difference and they were also being dealt with, and itwasn't my concern what they did or didn't do anyway. I also pointed outthat the days in question were overtime days where I volunteered to come inand work 6am to 7:30pm. I was told that that makes no difference as well.I then demanded that another person be present in the room. At first themanager tried to talk me out of it, but then agreed. A keyholder wascalled in to sit in. I was told that I was being passed over for promotionbecause of this and would not be allowed to transfer to the new store (theone opening across town). In addition, if I was late again, or broke anymore regulations in the next 90 days, I would be immediately terminated.At the end of 90 days, then my request for a transfer would be consideredand "some other issues of concern to management" about my job performancewould be discussed. When I asked what these were, I was told that therewas "no time to go into them." I was told that it was my choice if Iwanted to discuss this with other people, but it would probably be "nicer"if I were to just keep it "between us." I left the office and asked thekeyholder what he thought. He told me that while it is a valid case, hefelt I was being treated much more harshly than other employees, but didn'tsee a way I could prove that. I was also told by a bookseller who workedwith this manager before that this is a favored tactic for getting rid ofpeople that are not liked--as the parking and traffic around the storewould make anybody late at least a few times. I did seek an attorney'sadvice and was told that while unfair, it would be very difficult to proveanything illegal or discriminatory, and Barnes & Noble would simply stallthe case out until I ran out of resources or money. On Oct 3, I turned ina two-week notice of my resignation from Barnes & Noble.(please note: This message is from a momentarily anonymous B&N worker and not from the author of this page.) Since then, Ihave been interviewing for positions at other companies. I have a lot ofexperience, and Barnes & Noble is one of the lowest paying employers in thecity, so I feel I can get another job easily--one that pays more.

The pay was never as important as the fact that I liked my job. I loved tohelp customers and find books. I enjoyed working in a bookstore. I am agood employee, my drawer always balances, I go out of my way to make sureeach customer is treated with the kind of respect they deserve, I am thefastest shelver there and I know every section almost by heart, I work longovertime hours whenever asked, and I even went above and beyond my dutieson several instances to help management with computer applications andrepair. I feel like I have been cheated and treated horribly, much likemany of the other employees there. By the time I leave, there will be only1 person still employed there (a keyholder) that was working there when Istarted working there. That means out of 60 employees there will be only 1who worked at that store longer than 1 year. My only consolation is thatthe current management's karma is already coming back to them. Boxes arepiled floor to ceiling in the receiving room with little hope of evercatching up. The number of customer complaints has gone up, and thecustomer service has gone down, as they rush to fill positions with lesserqualified, but more obsequious, new employees.

The good news is that another employee there wantsto pick up the union organizing where I left off. I really hope ithappens. I think Barnes & Noble employees definitely need a union.

I was in training for asupervisor before the new manager took over, after which, it was all blownoff with endless excuses. "This person has more experience since they weremanager of a restaurant," or "This person is able to work Sunday morningand your not," etc, etc. Since then, I have been passed over for promotionseveral times; watching people I have trained, or were still training,being promoted over me. Just recently, people who started there only lastmonth have been promoted to supervisor. Yesterday, I even had to show oneof the new supervisors how to write a merchandise memo and showed anotherone how to flash out a register.

Those sympathetic to the union that remain have another job that is theirprimary source of income. (While I could do the same, I have otheractivities, through my church and otherwise, that are very important to mylife). I am in a precarious financial position. There have been a fewmonths were I wasn't able to buy enough food to eat every day. ... I and others have been treated badly, horriblywronged, and despite how it turned out for us personally, I cannot forgivethat.
(please note: This message is from a momentarily anonymous B&N worker and not from Wesley Gibbs, the author of this page.)
Special thanks to Barnes & Noble for its Oct. 23 hosting of Writers Harvest to help combat hunger and poverty around the country. A single mother of three, who has worked at our store for over 2 years and qualifies for food stamps on her salary proudly wore her Writer's Harvest Button. Click here for a related story from a different store.

Be sure to call Share Our Strength, the beneficiary of Writers Harvest at (800) 969-4767 and let them know what you think of B&N's efforts to fight hunger and poverty.
Some notes from James Withrow at Borders in Philadelphia:

We should advise employees to:
1) Contact a UFCW organizer. Look in the phone book or ask one of usfor a reference.
2) Then and only then distribute in the breakroom orhave any other employees become involved.
3) When harassed, ask for a written warning.

Earnings are really the true test of the value of a company... We front-loaded the retail business with massive investments in retail stores, and the earnings power of those stores is just starting to be unleashed. Over the next three or four years, the profitability of the company is going to explode.
- B&N Officer Steve Riggio in an interview with Adweek


News from Store #2705 in Louisville 10/17/97
A recidivist on our management team removed an employee's legally posted AP newspaper article titled "Generation X Joining The Ranks of Union Workers" with a story about Starbuck's employees in Vancouver from our bulletin board today just before 6 new employees arrived for training. Yeesh. Don't look now, but according to the previous standards of enforcement, that is another violation of employee's rights.

News from Store #2705 in Louisville week of 11/2 - 11/9
In yearly reviews, many employees in the Louisville store received a .50 cent per hour increase in their wages - again. Most supervisors in our store now make $8.00/hr. That is an approximate increase of 23% since September. Goodness knows they deserved it. Interestingly enough, according to the Homefair salary calculator, booksellers at B&N's corporate showcase stores in New York should be making $22.91/hr. to enjoy a comparable standard of living.

News from Louisville - December 5, 1997
Barnes & Noble charged with unfair labor practices. A federal investigation is currently underway.

Case 9-CA-35548

Amended charges filed Dec. 18th

Since on or about August 1997, the above named Employer engaged in surveillance of employees; interrogated employees; disparately removed union literature from the bulletin board; and disparately enforced a policy forbidding employees from congregating in the parking lot all in retaliation for union activities.

See NLRB Notice.

About Aug. 29th 1997, the Employer, by manager X promised to remedy grievances and offered an increase in wages to an employee if employees abandoned their union organizing activities.

See NLRB Notice.

For a few week period around the end of August or early September 1997, the Employer removed the employee phone list in order to discourage employees from communicating about union organizing.

Click here to see the B&N response to this charge

About September 18th, 1997 the Employer granted pay raises to discourage employee's union organizing efforts.

Click here to see the B&N response to this charge

On November 6th, 1997 the employer refused to allow [an employee] to work part-time and constructively discharged him because of his union activities.

Click here to see the B&N response to this charge

Names have been removed to protect privacy

"Injustice anywhere is a threat to justice everywhere."
-Martin Luther King Jr.



Field Offices of the NLRB

Excerpts from the Wagner Act, U.S. Government statutes passed in 1935:

"Section 7. Employees shall have the right to self-organization, to form, join, or assist labor organizations, to bargain collectively through representatives of their own choosing, and to engage in other concerted activities for the purpose of collective bargaining...and shall have the right to refrain from such activities."

"Section 8. (a) It shall be unfair labor practice for an employer '(1)...to interfere with, restrain or coerce employees in the exercise of the rights guaranteed in section 7' ; and (3) by discrimination "...in regard to hire or tenure of employment," to encourage or discourage membership in any labor organization."

Back to Table of Contents



I have spent some time researching documents from the company's public corporate Security and Exchange Commission filings. I have been interested in purchasing stock in my place of employment. This would insure that I have some voice (in however small amount that I might be able to afford in broker commissioned purchase of shares of Barnes & Noble company stock bought at current market prices). This purchase would give me a certified stake and voting rights in my place of employment.

Much to my dismay, here is what I found:

This information was found on the internet at the following URL:


The following table summarizes the compensation paid or accrued by the Company for services rendered during the years indicated to the Company's Chief Executive Officer and the Company's four other most highly compensated executive officers. The Company did not grant any restricted stock awards or free-standing stock appreciation rights or make any long-term incentive plan payouts during the years indicated.



-------------------------------------------------------------------------- My Comments

Name and Principal Position Year Salary Bonus (not appearing on the original page)
Leonard Riggio.............................
Chairman of the Board
and Chief Executive Officer
1997 salary+bonus=
(approx. $692.30/hr.)*

(including 4+ week
paid vacation)
Irene R. Miller.........................
Vice Chairman
and Chief Financial Officer
29% increase to 348.30/hr*
18.6% increase to 269.13/hr*
Stephen Riggio..........................
Chief Operating Officer
Officer Steve Online
Mitchell S. Klipper.........................
Executive Vice President
and President of
Barnes & Noble Development
Thomas A. Tolworthy..........................
Vice President
and President of
Barnes & Noble Superstores
Tom only makes $201.92/hr!
But that's double $100.96/hr he made 2 years ago.

*Assuming 2080 work hours per year
*Apologizing for an earlier misassessment corrected by an avid reader from Davis:
"50 weeks * 40 hours/week = 2000 hours seems a more reasonable estimate of the work hours in a year than 10,200. This brings Riggio's compensation up to around $720/hour. Note that there are only 365 * 24 = 8760 hours in a 365-day year.""



Also on http://www.shareholder.com/newedgar/data/890491/0000889812-97-001071.cfm?companyid=bks:

"The compensation offered by the Company should reward and motivate individual and team performance in
attaining business objectives and
maximizing stockholder value".

Let's get our priorities straight here people!!

Taking care of employee concerns seems to be lumped in with "attaining business objectives." To his credit, Mr. Tolworthy explained that when employees have concerns, B&N will try to take care of them. So, when workers in our store cried Union! B&N jumped. Otherwise, the directors might have been tending to the other half of their job: "maximizing stockholder value."

This information was found on the internet at the following URL:

The following table sets forth information regarding
the beneficial ownership of shares of Common Stock,
as of April 16, 1997, by each person known by the
Company to own beneficially more than five percent
of the Company's outstanding Common Stock, by each
Director and nominee for Director, by each executive
officer named in the Summary Compensation Table
contained in "Executive Compensation," and by all
Directors and executive officers of the Company as a
group. Except as otherwise noted, each person named
in the table has sole voting and investment power with
respect to all shares of Common Stock shown as beneficially
owned by him, her or it.

Name and Address of Beneficial Owner Shares
Percent of Shares
Beneficially Owned
My Comments
(Do not appear on original page)
Leonard Riggio.................
c/o Barnes & Noble, Inc.
122 Fifth Avenue
New York, NY 10011
Forstman-Leff Associates, Inc.....
55 East 52nd Street
New York, NY 10055
Investment Firm
(Not a Human Being)
Leon G. Cooperman ....................
c/o Omega Advisors, Inc.
Wall Street Plaza, 31st Floor
New York, NY 10005
Investment Advisors, Inc................
3700 First Bank Place
P.O. Box 357
Minneapolis, MN 55440
Investment Firm
(Not a Human Being)
Irene Miller.................
Stephan Riggio.................
Mitchell S. Klipper.................
Thomas A. Tolworthy.................
Matthew A. Berdon................. 43,500
William Dillard II................
Jan Michael Hessels.................
Margaret Monaco.................
Michael N. Rosen.................
William Sheluck, Jr..................
Executive Officers as a group (15 Persons)................ ........ 10,991,604

Minimum possible percentage of company owned by non-humans:


That's 16.4% ownership by non-humans or "its"
In actuality, most of the company shares are owned by mutual funds. It is not unreasonable to believe that return on their investment is our company's primary order of business. Draw your own conclusions.

In all fairness, we certainly must consider Mr. Leon Cooperman a human being. But be sure to ask him about that INC. on the back of Omega Advisor's, Inc.

Please also see a chart at forbes.com which indicates that Leonard Riggio's monopoly of ownership in B&N runs about 24.35% ahead of the national average for retail CEOs (which on average is about .35%).

Back to Table of Contents


Be sure to check out the August 4th issue of Publisher's Weekly. In that issue on p. 49 they list the operating profit of Barnes & Noble for fiscal year 1997 as
"$199 million"

$51,200,000.00 Net earnings for 97 per www.shareholder.com/bks/

If by some miracle, the employees of the company were to see that money....well, a little math says that $51,200,000.00/25,500 employees = $2,784.03 per employee. Didn't we earn some of that money? Oh, but that cash goes to our shareholders who actually own our company. Technically, they earned it.

Barnes & Noble, Inc. Reports Record Earnings for the 52 weeks ended January 31, 1998
$74 million net

This information appears at:

CEO Salaries
Barnes & Noble:
Leonard Riggio
- salary: $900,000 Bonus:$540,000
Borders: Robert DiRomualdo - salary: $515,000 Bonus: $525,300
Crown Books: Steve Stevens (1996 data) - salary: $233,600 Bonus: $37,500
Books-a-Million: Clyde Anderson - salary: $290,000 Bonus: $10,000

The rationale from Barnes & Noble Executive Compensation:

"Base Salaries. An executive officer's base salary is determined by evaluating the responsibilities of the position held, the individual's experience and the competitive marketplace for executive talent.The base salary is intended to be competitive with base salaries paid to executive officers with comparable qualifications, experience and responsibilities at other companies."


Len's salary certainly looks competitive to me.

Also from:

"The Company uses a jet aircraft owned by B&N College and pays for the costs and expenses of operating the aircraft based upon the Company's usage. Such costs, which include fuel, insurance, personnel and other costs, approximated $1,685,000 during fiscal 1996."

Personal note: It seems we need to make sure that our execs at Barnes & Noble don't have to worry about the stress or hardship of flying business class.

I just got back from a visit with a member of my family in San Francisco. My coach "class" ticket cost 5% of my annual Salary.

But Wait! There's more:
at http://www.shareholder.com/newedgar/data/890491/0000889812-97-001071.cfm?companyid=bks

"The Company utilizes the LTA Group, Inc. ("LTA") as one of its freight consolidators and carriers. A brother of a principal shareholder/director/executive officer of the Company owns a 20% interest in LTA."

As if they want to emphasize this fact to their shareholders. Dont' believe me?
Check it out for yourself.

This is all listed at the Barnes & Noble Investor Relations Homepage. And as the good folks at the B&N home page would say:
We hope you found this profile of the company's financial performance helpful. Shareholder Direct: 1-888-BKS-NEWS

Under the link "About Barnes & Noble" on the company's internet bookselling page, this statement appears:

Shares of the company stock are traded on the New York Stock Exchange under the symbol (BKS). Approximately 33,000,000 shares are outstanding -- 24% are owned by Riggio and 10% are owned by other members of the management team. The company has also given shares to over 4,000 booksellers through its 401k plan."
This is my comment:

If I maxed out my 401k contributions for this year, on my salary, the company would provide me with $343.20 in matching funds (that come in the form of company stock). The market price for our stock on Sept. 12th, 1997 was $48.37. That means if I max out my 401k, I would qualify for 7.10 shares of voting stock in my company (but because of "vesting," I actually own the value of only 1.775 of those shares). When I consider my options, I am almost overcome with gratitude for this opportunity to have a voice in my place of work. I know I can't compete with most other stockholders, but at least I have a voice, darn it! So don't let anyone tell you B&N is not democratic. (sorry we got this wrong earlier)
Although I can use that stock to vote in proxy, I won't actually own 100% of the value of that stock until I've worked for B&N for 5 years. That is, if I can afford to continue to work there for another 4 years! So just remember, when you are drooling over all those matching funds piling up in your 401k, you won't see a penny of that cash if you quit before 2 years, and only 100% after you've been working for Barnes & Noble for at least 5 years.

Also, please consider just for a moment the amount of stock held by the lucky 4,000 booksellers the company has given stock to through our 401k plan. Let's say that each of these booksellers owns 100 shares (I know that's a generous estimate). That works out to at grand total of 400,000 shares. That would equal the totality of the bookseller's voting voice in the corporation. If we all voted together, we would account for 1.2% of the company's outstanding shares. I'm sorry, but it looks to me like we are shut out of this game!

And if you think you actually hold those stocks fellow bookseller, think again! Those securities are firmly held by Fidelity Investments and your votes only count in proxy. That is, you send Fidelity your votes and they actually vote in the company for you. Dont believe me? See http://www.shareholder.com/newedgar/data/890491/0000889812-97-001072.cfm?companyid=bks. There, kindly enough, B&N lists the actual number of record shareholders in the company with voting rights as of April 4, 1997 as 885!. That certainly is a far cry from the "4,000 booksellers who have received stock through the 401k plan."

So, your shares are held in "street" name - in other words in the name of Fidelity who holds the shares for you. All correspondence between the investor (you) and the company (B&N) goes through Fidelity. When you cash out your 401k, guess who you buy those shares from?? Yes, Fidelity - and odds are good you get to pay their brokerage fees and commissions. B&N has in effect put a mutual fund between itself and its employees. (Not surprising since Mutual Funds own so much of our company!) In addition to "locking up" your shares, Fidelity really loves your "street" name shares because they can earn nice fees from lending street-name shares to investors who sell borrowed shares (short sellers) and others. Yes, beloved booksellers, it is perfectly legal for a brokerage firm to lend your shares if you have a "street-name" or margin account, just as it is legal for a bank to lend your money in a savings account. And, just as a bank can earn interest on loans made with your money, so can Fidelity earn fees on shares they lend to investors.
Thanks for some of this concept to No-Load Stocks. ISBN: 0070118809

And just in case you forgot to read the fine print on your 401k, be sure to notice that:

"The company reserves the right to adjust contributions at any time."


"The company reserves the right to amend or terminate the plan at any time."

Click here to see the straight skinny on the Barnes & Noble 401k .

If employees own a big stake in the company where they work, you should consider buying stock. When employees believe in the company and have their money in it, the company is bound to be more successful.

Several academic and professional market studies show that the performance of companies with a sizable employee ownership will beat the Standard & Poor's 500 stock index by around 10 percent.

"When employees Own Big Stake, It's A Buy Signal For Investors"
by James A. White
p.C1 Wall Street Journal Feb. 12, 1992.

Includes data gathered by Rutgers University Employee Owner's Index consisting of 205 stocks with employee holdings of at least 10%; each company has a stock market value of at least $50 million. This index has risen 35.9% (excluding dividends) to S&P's 26.3%


Data collected from 1979 through 1992 on funds managed by Mark Cunningham of Alliance Capital Management consisting of companies with 10% of their shares in the hands of active employees.

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An Example of Director's Stock Options
From :http://www.shareholder.com/newedgar/data/890491/0000910643-97-000104.cfm?companyid=bks


STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

Statement for Month/Year: July 1997

Name and Address of Reporting Person*

Miller, Irene R. (who has now left the company)

New York NY 10024

Relationship of Reporting Person to Issuer (Check all applicable)
/X/ Director / / 10% Owner
/ / Officer (give title below) / / Other (Specify below)

1. Title of Security Day Amount Price
------------------------------- --------- ---------- -------- --- -------- ------------
Common Stock, par value $.001 7/1/97 1,553 A $ 7.168
Common Stock, par value $.001 7/1/97 6,505 A $24.000
Common Stock, par value $.001 7/1/97 20,342 A $24.375
Common Stock, par value $.001 7/1/97 28,400 D $43.000
A=Securities Acquired D=Securities Disposed Of

Total number of shares acquired on 7/1/97 = 28,400
Acquisition price= $ 663,088.15
Total number of shares sold on 7/1/97 = 28,400
Sold for $1,221,200.00
Profit Realized on 7/1/97 =
$ 558,111.85 Return=184%

Common Stock, par value $.001 7/8/97 50,000 A $24.375
Common Stock, par value $.001 7/8/97 50,000 D $43.000
profit $931,250

Common Stock, par value $.001 7/10/97 3,000 A $24.375
Common Stock, par value $.001 7/10/97 3,000 D $44.500
profit $ 60,375

Common Stock, par value $.001 7/11/97 20,000 A $24.375
Common Stock, par value $.001 7/11/97 20,000 D $44.500
profit = $395,000

Common Stock, par value $.001 7/23/97 61,100 A $24.375
Common Stock, par value $.001 7/23/97 34,300 D $45.500
Common Stock, par value $.001 7/23/97 10,000 D $46.000
Common Stock, par value $.001 7/23/97 200 D $45.813
Common Stock, par value $.001 7/23/97 9,300 D $45.750
Common Stock, par value $.001 7/23/97 S 2,100 D $45.625
Common Stock, par value $.001 7/23/97 S 5,200 D $45.563

Common Stock, par value $.001 7/24/97 26,400 A $24.375
Common Stock, par value $.001 7/24/97 26,400 D $45.500

Be sure to notice the seriously discounted purchase price of the shares as compared to the same day sell price.

Total Profits on stock options realized for the month of July, 1997 by Director Irene Miller =


From http://www.shareholder.com

Options for:

1. Name and Address of Reporting Person*

Tolworthy Thomas A.
(Last) (First) (Middle)

c/o Barnes & Noble, Inc.
122 Fifth Avenue

New York New York 10011
(City) (State) (Zip)

Common Stock, par value $.001 9/11/97 M 5,000 A $20.000
Common Stock, par value $.001 9/11/97 S 5,000 D $46.000
Common Stock, par value $.001 9/11/97 M 3,859 A $24.000
Common Stock, par value $.001 9/11/97 S 3,859 D $46.000
Common Stock, par value $.001 9/11/97 M 10,000 A $30.000
Common Stock, par value $.001 9/11/97 S 10,000 D $46.000

Total profit for Officer Thomas Tolworthy for transactions on 9/11

Common Stock, par value $.001 9/16/97 M 10,000 A $24.375
Common Stock, par value $.001 9/16/97 S 10,000 D $48.000

and total profit on 9/16:


Total profit realized on stock options like these for all booksellers at B&N combined for the year 1997: $0

2 women sit on our board of directors. Every board member is caucasian. font>

From Bureau of Labor Statistics Data Pageftp://ftp.bls.gov/pub/news.release/empsit.txt

records the Average Hourly Wage for employees in Retail Trade for June, 1998:


The new B&N in Philadelphia started booksellers at $7.00/hr.

How much do you make??

An analysis of the terms of employment for booksellers at Barnes and Noble:

It is vague, ambiguous, and subject to change at any time...

It is the Barnes and Noble Bookseller Orientation Handbook.

Great profits are being made at your expense: Barnes and Noble, Inc. generated $2.4 billion in revenues and made an operating profit of $199 million in fiscal year 1997. Those actually selling the books, coffee and other merchandise in superstores saw very little of that profit. But these simple economics aren't the only reason to organize. Consider the limitations of your employee handbook and the benefits a legally-binding union contract.

The Handbook is full of "mays" and "mights" and its last page reminds the reader that nothing in the text is meant to be construed as a contract of employment. The outlined disciplinary process states that if a problem is not resolved verbally, "a written warning may be required" and "One or two of these more formal discussions might be held to provide an employee with the chance to improve and avoid dismissal." (p.18) The raise policy is left vague by the statement: "Your potential for a pay increase will be based on your performance within the company's guidelines." (p.19) Your status as a Barnes & Noble employee is made very clear, however, with the explanation of the fact that you are an at-will employee and can be fired at any time, for any reason or no reason at all. (The limitations they don't mention include prohibition of termination because of a worker's race or sex, or if she is involved in union organizing). The Handbook also states, "all terms and conditions of employment are subject to change at any time" (p.43)
Workers with a legally-binding union contract don't labor under such uncertain terms of employment. A contract spells out rights and expectations and establishes a formal grievance procedure to settle disciplinary matters and alleged violations of the contract. This process includes the right to have a union steward (a fellow employee elected by you) present at all disciplinary proceedings. Wages and raises are also outlined. The contract eliminates the at-will status of employment. And finally, because it is a legally-binding agreement, the contract must be abided by and can be enforced in a court of law (if necessary) for its duration.

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Know your rights!!
Your Employer Can Not Legally:

What can a union do for you?

What is the importance of a Business Credit?


At its main, business credit is comparable to individual credit score it signifies your business capability to take a loan from approved loan companies, according to its previous measures.


Individual credit score, accustomed to assess from your preparedness for an additional charge card towards the rate of interest for the home loan is related to your personal information-all adding business accounts are locked in your business name with your Social Security Number.  Business credit score, nevertheless, is from the business having an individual taxes Identification quantity. When you set up a company credit score, a modification of your individual credit rating, just like a property foreclosure or overdue payments, will not affect your business credit score and the other way around.


Business credit score, like individual credit score, is one thing to construct prior to when you really need it. Obviously, if you are thinking about beginning a company, crisis cost savings are essential to possess, but there is usually the possibility that something may not go based on strategy. A typical error numerous business people make is financing their company costs via individual credit lines or individual charge cards, which in some instances means they are monetarily responsible for the company entity’s measures


As an entrepreneur, you will probably be asking for financial loans for your business and personal company accounts, because both versions need a loan provider to inquire about a credit agency regarding your background. What this means is you will have more queries than somebody that does not possess a business-and because every query blemishes your rating, it is vital that you distribute them throughout two various documents to reduce their effect. As an additional benefit, creating company credit score in early stages would mean that you obtain much better rates of interest on financial loans when it is time for you to utilize, because you have had the capacity to construct a good company credit rating.


3 actions in building up


1. The initial step in creating this impartial credit score is to ensure your company is a company, lawfully. Should you have not submitted the documents, which makes your company recognized within the eye from the financial institution.


2. Subsequent, you will require an individual business sending deal with, telephone, and title in addition to a taxes Identification quantity. As soon as you have carried this out, you are able to open up a bank account and checking account in the industry title while using EIN quantity and down payment money.


3 .The final action is signing up your company with a minimum of one credit rating company. Prior to studying the procedure, be sure you do not currently have a credit score user profile by getting in touch with Dun & Bradstreet, which problems the most favored organization id quantity, known as the D-U-N-S® quantity  After you have a D-U-N-S® quantity, D&B will generate a credit report for the company. As the peak of the ideal individual credit rating is 850, your company credit rating is calculated from 0-100, with something more than 75 regarded as outstanding.