TSR Did TSR Sue Regularly?

Shannon Appelcline (Designers & Dragons) talks about it here! With infographics!

"Every company interacts with the rest of the industry in a different way. For Chaosium it's been more than 40 years of licensing, while Target Games created and defined roleplaying in its home country of Sweden. Dave Nalle's Ragnarok Enterprises instead influenced designers and publishers through interactions in A&Eand Abyss. As for TSR, the founder of our industry: as wags have put it: they sue regularly."

Advanced Designers & Dragons #47: TSR Connections: Licenses & Lawsuits - RPGnet

They also sued WotC once!

 

[Rob Kuntz]

This. I was so pissed off when they broke GDW. I don't pretend to be a lawyer but I wonder if a lawsuit of that nature would go anywhere today. I recall flipping through DJ at the time of it's release and I didn't feel that the lawsuit had any merit at the time.

In discussing the aftermath with Gary he said that the judge ruling on the matter had no experience with adjudicating IP cases. Thus the matter fell to TSR outspending GDW's lawyers with their spurious arguments. The amount that GDW spent has been reported as high as $600.000, though I'm suspect of that figure. Chadwick (and other GDW alum), who still lives, would have the info on that. GDW was a great company and I owned many of their board games

 

[Stormonu]

I had no idea TSR broke GDW's back. I was fond of Twilight 2000 and Space:1889, but had always wondered why they had disappeared and their games had been farmed out elsewhere.

 

[MGibster]

I had no idea TSR broke GDW's back. I was fond of Twilight 2000 and Space:1889, but had always wondered why they had disappeared and their games had been farmed out elsewhere.

Me neither. I wouldn't have made my stupid joke otherwise.

 

[Cergorach]

The major ethical problem in this case has to do with TSR's creditors. A corporation is a legally separate entity from its owners. If I am the sole owner and CEO of a corporation, even as the sole owner, any debt it takes on is not my debt. If it goes bankrupt, I can't lose my house, my car, my boat, my personal secret moon base, etc. That's why I can't just go to the bank, have the corporation take out a $5m loan, and buy myself a yacht. The bank can't repo the yacht. That money has to be used for company purposes. I also can't just pay myself a $5m bonus, or give myself a $5m raise, just on my own decision. That's why, in theory, the board is supposed to review any company activity that could benefit me. It's not just about protecting shareholders. It's also about protecting creditors.

I'm wondering, here in the Netherlands a company CEO can be held personally liable if he/she 'improperly' managed the company. That sounds great in theory, in practice that is often difficult to prove... Is there something similar in the US? Or is this only with criminal actions as CEO?

 

[fearsomepirate]

I'm wondering, here in the Netherlands a company CEO can be held personally liable if he/she 'improperly' managed the company. That sounds great in theory, in practice that is often difficult to prove... Is there something similar in the US? Or is this only with criminal actions as CEO?

It is extremely difficult to hold a CEO personally liable for anything, even criminal actions. A lot of securities & antitrust law is basically dead letter, as American jurisprudence tends to favor the most relaxed possible reading. The reasons for this aren't all bad, as we want companies to be able to take risks and innovate, which means being allowed to make bad decisions. In the current example, yes, we do want a company to be legally allowed to make a bad decision about licensing an IP. But we also don't want a company to be used as a legal shell game to move money into the CEO's bank account and leave creditors holding the bag. In practice, this is easier said than done.

 

[MGibster]

I'm wondering, here in the Netherlands a company CEO can be held personally liable if he/she 'improperly' managed the company. That sounds great in theory, in practice that is often difficult to prove... Is there something similar in the US? Or is this only with criminal actions as CEO?

Sure, we have the Securities Act of 1933 and I'm sure we've got other laws. Bruce Wayne secretly using Wayne Tech money to fund his spelunking activities would actually violate several laws. But generally speaking, making bad business decisions isn't illegal.

 

[Cameron Guill]

Am I the only one who enjoy the insane complexity of DJ when it came out? It is rough by today's standards, but back then it had some cool new ideas (at least to a broke teenager). I ran games and people enjoyed them.

Back on topic, I remember reading that the DJ lawsuits was more a spite suit than anything else.

 

[RealAlHazred]

Sure, we have the Securities Act of 1933 and I'm sure we've got other laws. Bruce Wayne secretly using Wayne Tech money to fund his spelunking activities would actually violate several laws. But generally speaking, making bad business decisions isn't illegal.

Listen, don't get me started on that Wayne hack. If he spent his billions on improving the infrastructure of Gotham and providng steady salaries and benefits to the working class people of the city, psychopaths like the Joker and the Penguin would rapidly find it hard to hire lackeys to do their crazy schemes!

... I kid, I love the Batman. But I have a hard time disapproving of that hot take.

 

[Orius]

TSR earned the whole "They Sue Regularly" moniker as well as the acronym T$R from the whole crackdown on early fan websites and other online material.

As for Williams' legacy, that's a bit more murky. Arguably, there might be some sexism involved with some of the disdain she gets from fans, but she was also known to have a very negative view of her core customer base, so she earned some of that disdain. The Buck Rogers stuff may not have been outright illegal but it was definitely questionable and shady. And there was what was little more than harassment of Gary after he left TSR and attempted to continue working in the RPG field. Those suits against GDW may have been something of a Pyrrhic victory for Williams and/or TSR, because it cost them money at the time they really couldn't afford and to do little more than spite Gary.

 

[Henry]

Am I the only one who enjoy the insane complexity of DJ when it came out? It is rough by today's standards, but back then it had some cool new ideas (at least to a broke teenager). I ran games and people enjoyed them.

Back on topic, I remember reading that the DJ lawsuits was more a spite suit than anything else.

Oh, absolutely - I liked the ideas it had - it was just execution that was rough, IMO. But to this day I would still say there was no merit to the legal case - Lotus lost to Microsoft over more “look and feel” and “user experience” with spreadsheets than DJ and D&D had in common. Heck, Rolemaster would have had a bigger beef than TSR, frankly.

 

[JFranklin3000]

The thing I think that gets missed and I do blame Williams and the board for was the lack of understanding of TSR's cost model. In the end all the Random House deal did was delay the inevitable as it became a backup cash infusion. Overprinting and storage of product in that giant warehouse they had to have for all of the products. Products like the Planescape box set, where the price was set based on what they thought they could sell at and not what it cost them to produce. (I love that box set, but what should have been a very successful product monetarily wasn't).

If they would have had control of the costs from start to finish, which is really the boards job, TSR would probably still be around.

 

[JFranklin3000]

Double post and I can't see where to delete it.

 

[fearsomepirate]

The thing I think that gets missed and I do blame Williams and the board for was the lack of understanding of TSR's cost model. In the end all the Random House deal did was delay the inevitable as it became a backup cash infusion. Overprinting and storage of product in that giant warehouse they had to have for all of the products. Products like the Planescape box set, where the price was set based on what they thought they could sell at and not what it cost them to produce. (I love that box set, but what should have been a very successful product monetarily wasn't).

If they would have had control of the costs from start to finish, which is really the boards job, TSR would probably still be around.

Sounds to me like products were priced high in order to get a bigger cash advance from Random House, so the money was on hand for Lorraine Williams to pay herself her salary, bonuses, and Buck Rogers royalties.

 

[smiteworks]

It is extremely difficult to hold a CEO personally liable for anything, even criminal actions. A lot of securities & antitrust law is basically dead letter, as American jurisprudence tends to favor the most relaxed possible reading. The reasons for this aren't all bad, as we want companies to be able to take risks and innovate, which means being allowed to make bad decisions. In the current example, yes, we do want a company to be legally allowed to make a bad decision about licensing an IP. But we also don't want a company to be used as a legal shell game to move money into the CEO's bank account and leave creditors holding the bag. In practice, this is easier said than done.

Exactly. Many CEOs and other C-level executives of bigger companies sign a contract granting them a golden parachute specifically for this reason. It allows them to take risky, unpopular changes with the company for the sole sake of the shareholders without any personal financial risk. They can send all the jobs overseas, close plants, retool everything, etc. and then walk away with a big payday to another company where they rinse and repeat.

 

[RealAlHazred]

The thing I think that gets missed and I do blame Williams and the board for was the lack of understanding of TSR's cost model. In the end all the Random House deal did was delay the inevitable as it became a backup cash infusion. Overprinting and storage of product in that giant warehouse they had to have for all of the products. Products like the Planescape box set, where the price was set based on what they thought they could sell at and not what it cost them to produce. (I love that box set, but what should have been a very successful product monetarily wasn't).

I think this was a very common issue with people running game companies at the time -- they didn't have the experience or skill to know how to monetize their products properly. I seem to remember the Pocket Box games were super-popular -- cheap plastic boxes that almost fit in your pocket with a complete, fun game inside. They cost something like $2.50 or $3, I think? And by the end of Metagaming Concepts the costs had risen without the product being priced properly or otherwise changed. They were losing money on every box they sold.

 

[thomkt]

Oh, absolutely - I liked the ideas it had - it was just execution that was rough, IMO. But to this day I would still say there was no merit to the legal case - Lotus lost to Microsoft over more “look and feel” and “user experience” with spreadsheets than DJ and D&D had in common. Heck, Rolemaster would have had a bigger beef than TSR, frankly.

Yeah, when I heard about the lawsuit, my first thought was "why aren't they suing Palladium?"

My group that played back then still talks about the very short campaign we had using DJ - Joss, 7th child of the 7th children, Ultra critical hits (not sure that's what they were called in the game, but that's what we called them)

 

[MGibster]

Sounds to me like products were priced high in order to get a bigger cash advance from Random House, so the money was on hand for Lorraine Williams to pay herself her salary, bonuses, and Buck Rogers royalties.

Were gaming products like Planescape or the PHB part of the Random House deal? I've always been under the impression that RH handled D&D novels (and may Dragon Dice at some point) but the gaming products were handled differently.

 

[darjr]

Random house did the gaming books too.

There was a ware house full of books. Things like crates of 1e players handbooks, among other things.
Edit to add that might have been a TSR warehouse, adding to their financial burden.

 

[Stormonu]

Not only the crates of 1E goods, a lot of the leatherette books and boxed sets, to my understanding, cost more to make than they were charging for them.

It’s also my understanding that it was the novels & dragon dice that put the final nail in the coffin. The latter sold great initial (heck, I bought some), but quickly petered out.

I’d be curious to know how they fared with their various card games - in particular, the god-awful low-effort Spellfire game. I suspect they lost a lot during the CCG craze they tried to get into.

 

[Plane Sailing]

Not about TSR sueing others, but I remember when in 1982 they destroyed SPI (who had been pretty much the champion of hex-wargames for a decade or so, producing lots of great games).

I never forgave them for that, and abandoned them for other game systems - they never got a penny more of my money.

It’s quite likely that the majority of people haven’t even heard of SPI nowadays, let alone played their games, but I still love the odd game of Outreach, Sorcerer, War in the Ice, Freedom in the Galaxy, Battlefleet Mars and others!