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Using a wealth of real-world examples, this breakthrough book offers a new freedom-based management paradigm that radically improves every aspect of business-from how we hire, compensate, and motivate people to how we address quality issues, serve customers, review employees, and more. Accountability tells the story of Pete Williams, a hard-charging CEO, who meets Stan "Kip" Kiplinger, a retired businessman, during a cross-country train trip. Pete's manufacturing business is in critical condition; productivity is falling. He's tried all the popular management approaches, but he can't get his people to be accountable for meeting their goals.
Kip points out that every management system Pete has used is ultimately based on controlling people. Rather than encouraging people to be accountable, control-based systems discourage accountability by destroying people's sense of ownership of their job. Kip introduces Pete to a new way of leading people based on freedom-giving people the freedom to make their own choices and to do it their way. This doesn't mean anarchy; it means leadership expects everyone to act like an adult and take responsibility for his or her actions and their outcomes. Accountability details how this new approach yields a consistent flow of creative innovations and organizational improvements impossible under the old, coercive systems.

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18 Chapters

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1 I’m Pedaling as Fast as I Can, But It’s Not Fast Enough!


The California Zephyr was at full speed when Pete verbalized the thoughts he was having about what Kip had just said. “I agree accountability is a big issue, but I don’t think you can get people to be accountable without sensible controls in place.

“Kip, if you’re suggesting in any way that I should ease up on my managers and staff, you’re crazy. And I’m not saying this to be tough. I’m saying it to be realistic. I have no experience that suggests that giving up control will get me or my company to the finish line.” Pete realized that he might be coming on a little too strong, but he needed to let Kip know that he wasn’t from the “let’s all hold hands” school of leadership.

“Pete, at one point in my career I’d have agreed with you,” said Kip. “In fact, it literally took a heart attack to change my mind on the whole subject. Before that life-changing event, I prided myself on being a tough, but fair, boss. I thought leadership meant that you played the game like the legendary Lone Ranger—fighting the bad guys single-handedly. I was just fifty-three years old and the CEO of National Stores. Perhaps you’ve heard of them?”


2 The Courage to Make the Change


Kip continued relating his story because he felt he had to. “My brother, who was an alcoholic, hit rock bottom in the late seventies,” he said in a matter-of-fact voice. “I remember the call from my older sister that one cold fall night. She said he’d wrapped his car around a tree. That was his wake-up call. He joined AA shortly after.

“Alcoholics Anonymous was the best thing that ever happened to him and his family. The lessons my brother learned and that I learned after my heart attack were similar. First, admit you have a problem, then accept the fact that it’s within your power to make the changes you need to make.

“Sure, you’ll need help. No one can do it all by himself. But you must take the first step.” Kip was trying to be direct but respectful with his fellow CEO.

“When I admitted to my staff that I had a problem, I gave myself choices, and that was a great gift. Believe me, Pete, you have lots of alternatives, and I don’t mean fancy programs or silver bullets.”

Pete was intrigued. In fact, he was moved. “I can pretty much guess the changes you made in your personal life, but what alternatives did you explore at work?” he asked.


3 Which Would You Rather Work In—A Freedom-Based or a Control-Based Work Environment?


Pete broke in. “Let me see if I’ve got this.” His tone had an air of disbelief. “You’re telling me that you were prepared to get rid of your hierarchy, supervision, quotas, policies, and procedures? How did you keep your job?” Pete’s incredulity was written all over his face.

Looking at Pete, Kip couldn’t help but give out a belly laugh for the first time that day. “I not only kept my job, but I became one popular guy,” Kip beamed with pride. “I mean, folks actually cheered when they heard about us abandoning control!”

“What about the supervisors? Did they cheer, too?” asked Pete, with apparent skepticism.

“No, not exactly,” Kip said with candor and a smirk. “Some did, of course, but most didn’t. Some were scared to death, while others were paralyzed by thoughts of the staff taking over the place. You know, they had visions of the inmates running the prison.” Kip smiled, but it was evident that Pete wasn’t amused as he folded his arms and moved slightly away from Kip.

As Kip continued, you could see that he was having fun sticking it to his younger and now noticeably stiffer colleague with all this revolutionary talk. “Supervisors at every level kept asking me how their jobs would get done. My phone rang off the hook in the early days, but I gave the supervisors the straight answer—I never faltered. I told them straight out, ‘It’s no longer your job. It’s theirs!’”26


4 Do Incentives Really Motivate People? Or Are They Just a Quick Fix?


The dining car was crowded and noisy. Some travelers, packed into the booths, were engaged in lively conversations as they ate. Other more solitary passengers were reading newspapers or tapping the keys of their laptop computers as they dined quietly at the tables.

In the near corner was a tall, overweight man in an expensive-looking suit talking on his cell phone through the earpiece attachment. Chomping on an unlit cigar, he spoke loudly enough for the entire car to hear his end of the conversation. “I don’t care what they prefer!” shouted the man in a mocking tone. “Ship them what we’ve got in stock. Besides, it’s near the end of the month, and we’ve got a quota to meet!” He muttered to himself, “I’m surrounded by whining idiots. Why can’t they think on their own? Do I have to tell them everything?”

Pete stopped and looked at the man. Inwardly he was embarrassed for both of them. What the man was saying was what Pete had often thought after he’d had a conversation with one of his people. Slowly he and Kip made their way past this man and down the length of the dining car. Waiters darted around them, taking orders and delivering food. The only two remaining seats were in a booth occupied by two women at the far end of the car. Kip and Pete walked over to the booth and asked if they could share the table.42


5 Is Job Security Related to a Corporate Culture’s Bottom Line?


The four strangers had lost some of their earlier mystery as their opinions began to unfold. When Kip returned, Pete said, “Kip, I’ve been thinking about our incentive plans, and I’ve got to tell you that I agree with Yolanda. For at least some of my people, the pay-for-performance plans have worked well. In fact, one or two of my salespeople earn more than I do.” Lucy laughed, and Kip seemed sincerely interested in Pete’s point. Yolanda, on the other hand, had been burnt before by these three and was sitting in a more wait-and-see posture.

“There are always individuals in any organization, public or private, who possess hard-wired advantages like intelligence, charm, or cunning to exploit these programs,” Kip granted. “They’re able to make virtually any incentive program work to their advantage. These individuals consistently win the contests and earn the incentive pay that seems to elude their peers. Proponents of incentive pay plans argue that money motivates! And they’re right—but only to a point.”


6 Do You Want to Be Controlled?


As lunch was served and the foursome shared a meal together, an undeclared truce allowed the conversation to turn to matters such as the snowstorm and the upcoming holiday season. Each member of the party told a funny story that kept the conversation flowing and drained away some of the earlier tension, though Yolanda was noticeably more subdued than the rest of the group. The train rumbled on as the wintry countryside, framed in the dining coach window, swiftly passed by.

Yolanda had been silent for quite some time. Finally, she let out a sigh, cleared her throat, and with a note of resignation said, “If you’ll excuse me, please, I’d like to get back to my compartment. I’ve got some calls to make, and I need to write a few e-mails.”

After she’d gone, Pete turned to Kip and said, “I guess you didn’t convince her.”

“No,” said Kip with compassion in his voice, “not everyone will be open to accepting the possibility that incentives aren’t the solution. It can take time to win them over. And, remember, she believes that incentives enrich a workplace. I just respectfully disagree with that position.”72


7 Can We Overcome Human Nature by Trying to Control People?


Lucy stared out the window into the distance, no longer making eye contact with either Pete or Kip. After a few moments, she said, “Gentlemen, I thank you both for a great and interesting discussion. But I need to get some work done. I’m free for dinner, say, about five-thirty?”

Turning to Kip, she said, “Mr. Kiplinger, let’s just say we agree to disagree at this point, shall we, but I do like your company. Mr. Williams, it was a pleasure meeting you.” Lucy smiled and rose, walking through the dining car toward her compartment. As she passed the cigar-chomping Hank Striker, she glared at him with an air of disgust.

Lucy had been wrong about being invulnerable to a new idea. Kip’s story had caused her to think some uncomfortable thoughts about her present philosophy and beliefs. GE was one of the organizations she had worked at in the Northeast, and she knew Kip wasn’t far from the truth about Welch’s personal impact.

She also knew that she would see Kip and Pete again that evening and wanted to be open to hear these new ideas. Finally, if they were right, she was prepared to jump ship and join a new navy—that much she knew about herself. She wasn’t stuck on one idea or philosophy if it no longer made sense.


8 Three Activities That Establish a Freedom-Based Workplace


After his phone call, Kip returned to the cabin. Pete was catching a cat nap, and Kip let him rest. He had some reading to do, so he welcomed the time alone. He had pretty much finished what he wanted to do when Pete began to stir.

“I bet you needed that nap,” said Kip with a grin.

“I sure did,” Pete said, as he stretched his arms and legs. The nap had allowed his brain to crystallize and clarify many of the concepts Kip had set forth during their time together. Refreshed from his rest, Pete felt ready once again to tackle their earlier discourse. “Kip, I like the idea of a freedom-based organization, but I still have my doubts about whether it could work in my circumstances. For the sake of argument, how do you take the first step?”

“OK, Pete, for the sake of argument let me see if I can flesh out the approach I would suggest you take. I’ll start by putting the approach in a perspective that creates long-term value, one that sustains organizational results and gets people to be accountable.”


9 The Transformation of National Stores: A Journey from the Old Control-Based Environment to the New Freedom-Based Workplace


The steward knocked softly on the door as he slid it open. “Gentlemen, dinner will be served beginning at four-thirty. I just wanted to let you know now so that you can plan accordingly.”

“Thank you very much,” replied Pete. “We’d like to reserve a table for three of us.”

Pete turned to Kip and said, “Remember, Lucy wants to join us.” Kip nodded. “Could you stop by at around five-fifteen, and let us know if there are any tables available, and also let Ms. Lucy Woo know? I don’t know what compartment she’s in,” said Pete.

Kip turned to Pete. “Considering the circumstances, why don’t we bail Yolanda out of her predicament with our buddy Hank Striker?”

“Not a bad idea,” said Pete smiling. “Who knows, if we’re lucky, Striker might join us.” The two men laughed, and Kip signaled with his hands that that was a mischievous idea.

“I’d be happy to reserve a table for you gentlemen and to inform the ladies of your invitation. What is the other woman’s last name so we might look it up?” said the steward.110


10 The Wise Counsel


Kip, you seem to be describing a leader who’s different from the traditional leadership models I grew up with,” observed Pete.

“Quite true,” agreed Kip. He grabbed his yellow pad and wrote concepts 1, 2, and 3 while he spoke.

“Freedom-based leadership employs three primary strategies: (1) mentoring people by sharing a Keen Internal Vision, (2) becoming a resource to your people, and (3) waiting to be asked—don’t take responsibility for the staff’s activities and commitments. We call this kind of leader a Wise Counsel.”1 At that Kip showed Pete a printed sheet he had compiled about the role of the Wise Counsel.

“As a longtime control-based manager, the very thought of waiting to be asked strikes fear in my heart,” said Pete.

“Pete, it would,” said Kip, “because control-based management systems expect people to do what they’re told without asking questions. In a control-based work environment, waiting to be asked, more often than not, would be disastrous.”

Pete interjected, “Yeah, it’s in the supervisors’ job descriptions to be proactive in their leadership, not to wait.”


11 Creating the Right Conditions


The steward knocked softly at the compartment door. Opening it, he said, “Gentlemen, I reserved a table for you as you requested, and the two ladies seemed pleased to join you. Your table is ready now if you’d like to follow me.”

The two men followed the steward back to the dining car where they were seated in a spacious booth. Yolanda was already seated at the table.

“Hello, gentlemen—thanks for inviting me,” she smiled. “You saved me from a fate worse than death.” All three laughed as they began to speak about Hank Striker and his approach to managing people.

Yolanda looked at the two men. “You’re not going to believe what I went through. I was about to jump out of the window or slash my wrists, and then the steward came and said that you wanted me to join you. I must apologize for my initial reaction to what you were saying earlier today.” She looked at Kip and smiled, obviously somewhat embarrassed.

“Not a problem,” said Kip in an amicable tone. “I do understand where you’re coming from, and your reactions to my earlier comments are pretty normal. I’m used to getting strong reactions,” he added with a warm and friendly smile.


12 Taking Personal Responsibility Is a Challenge for Everyone!


Anxious to continue their earlier topic, Pete noticed that the group was almost finished eating and said, “OK, maybe it’s time to get back to business.” The group laughed as they looked up from their plates.

“Kip,” continued Pete, “we’ve talked about establishing the right conditions and about Shared Values. Is there anything more we need to do to create the right conditions to increase the chances of improving the accountability of our people?”

Kip finished chewing the last bite of his meal and looked at Pete. “Yes, there is,” he said, “and it has to do with getting everyone to be responsible for their actions and behaviors. In order for all people to become accountable, traditional roles must change.”

“What do you mean, ‘traditional roles must change?’” asked Yolanda.

“Let me see if I can explain,” broke in Pete. “Kip’s given me a little more insight into this aspect of the freedom-based philosophy, so let’s see if I’ve learned anything today.” Pete smiled at Kip, and Kip was most pleased to let Pete carry the freedom-based flag.


13 Transformation Begins with a Visionary Leader


The group was enjoying their dessert when Pete asked Kip another clarifying question. “Kip, earlier today you very briefly mentioned the Visionary Leader, and you’ve spoken exclusively about the Wise Counsel. What’s the difference?”

Kip took a moment to finish his last bite of pie and turned to Pete while the ladies talked between themselves. “I’d be glad to explain, Pete. As I mentioned earlier, a Wise Counsel uses three primary strategies. First, they share a Keen Internal Vision at every opportunity.”

Pete chimed in, “Teachable moments!”

“Right,” nodded Kip. “Second, Wise Counsels become resources to people, and, third, they wait to be asked. What I mean by that is, they will not take ownership for a staff member’s or team’s job. If they did, they’d be taking accountability away from that very person or group.”

“OK, so that’s a summary of the Wise Counsel’s role, but what about the role of the Visionary Leader?” asked Pete. At this point Yolanda and Lucy began to pick up on the two men’s discussion.


14 The Freedom-Based Philosophy Is Adopted One Person at a Time


By the time Pete awoke the next morning, Kip had already risen. The blankets on his berth were pulled up over his pillow and his suitcase rested on them. Pete shaved and dressed and walked briskly down to the dining car where he found Kip and Lucy seated alone, reading the newspaper and drinking coffee.

“Good morning, Lucy, Kip,” said Pete.

“Hello, yourself,” said Lucy.

“Good morning,” said Kip.

“Gosh, it’s nearly eight o’clock. I don’t know when I last slept so long or so well,” said Pete.

“That’s one of the nice things about train travel,” said Kip smiling. “You can really relax. Would you like some coffee? I know they’re still serving breakfast if you’d like to order.”

After Pete had ordered breakfast, he said, “You know, Kip, I’ve been thinking: How do you go about spreading the freedom-based philosophy across the whole organization? Do the managers teach this, or does someone else?”

Lucy put her newspaper down. “I’d like to know about that, too.”

Kip answered, “Pete and Lucy, as you can imagine, there’s a role for every member of an organization in implementing a freedom-based workplace, but there are four types of people who are particularly helpful in spreading the freedom-based philosophy.”180


15 Owning Your Job Means No Excuses— The First Step to Freedom


The midmorning sun on the new-fallen snow created a glare that was nearly blinding. One of the waiters approached the booth where the enlarged group was seated and asked, “May I pull the window shade for you?”

Pete and Yolanda, who were next to the window facing into the bright sunlight, nodded appreciatively. After the shade was pulled, the waiter cleared the breakfast dishes and poured them each another cup of coffee.

Kip turned to the waiter and said, “Mr. Striker just joined us. I think he wants breakfast.”

Pete took a sip of his coffee and said to Kip, “I really like your description of freedom-based leaders, both the Wise Counsel and the Visionary Leader. But what about staff members—how do you get them to be accountable?”

Striker normally would have waded into the conversation, but he had enough sense to keep quiet and listen.

“I also am interested in this issue,” said Lucy, hoping to keep Hank outnumbered at the table. Yolanda sat back, letting Lucy and Pete run block for her.

Kip obliged. Turning politely to Hank Striker he said, “Yesterday, we all met and began talking about a new approach to managing people. I call it a freedom-based philosophy.”


16 Designing Your Job Means You Have the Power to Choose!


The waiter approached the table to clear the last of the breakfast dishes. “Folks, we’ll be serving lunch in about an hour,” he said. “Would you like a menu?”

Kip answered, “What do you all think?”

“This is as good a place as any to spend a few more hours talking,” said Lucy. “Frankly, I’d rather sit here than go back to the compartment.” Yolanda agreed, and Pete chimed in, “Fine with me.”

“Well, I don’t have anything more important to do, so why not?” said Hank.

Pete asked, “Kip, I was thinking about helping my people take responsibility for their jobs. And I think I understand how to do that, but I’m still not clear about how to get them to take responsibility for the organization’s systems. Could you tell me how you do that?”

“Now that’s something I’m interested in, too,” said Lucy.

“Pete,” began Kip, “it’s all about giving people the personal responsibility to own the systems. We do that by creating flexible systems that give individuals a great degree of freedom to serve their customers.


17 Finding Great People


The time was approaching 1:30, and everyone seemed to be aching for a stretch break.

As Pete and Kip walked down the corridor, they noticed Hank sitting in his compartment, talking on his cell phone. Deep in conversation, he was oblivious to Kip and Pete passing by.

We’re still several hours out of L.A.,” he shouted into the W phone. “I need a car to pick me up at the station and take me to the hotel. And I want our first meeting to start promptly at nine o’clock. And I want everybody to be there, ready to report.”

Hank’s voice was soon obliterated by the clatter of wheels on the track, as the two men continued down the train car corridor.

“That guy reminds me of my old boss,” Pete reminisced. “He was always issuing orders—a real son of a gun, if you know what I mean. I vowed that if I were ever in charge, I wouldn’t behave like he did.”

“I know what you mean,” said Kip, smiling. “I had a boss just like him, too. In fact, early in my career, my management style looked a lot like Hank’s. I thought that was how you were supposed to act if you were a manager. But by emulating my boss, some of my best people either didn’t stick around very long or openly rebelled. Most of the rest seemed to go along with my orders passively. There were a few good performers I could really count on, but I was constantly frustrated that I couldn’t get most of the others to be more accountable.”216




This brief survey lists seven organizational elements. For each element, check the statement that most closely describes your organization’s approach to that element. The statement you check should reflect how you experience your organization today, not what others in the organization might think or how you would like your organization to be.

A scoring sheet immediately follows the survey. Your score indicates the level in which you believe your organization is operating. A brief description of each level is included to help you verify your score.

Check only one response under each of the seven organizational elements that most closely corresponds to the statement “Most like my organization.”

Circle the points for each of the seven questions corresponding to “Most like my organization,” and then total your score.

see Table 1

Level 1: 7-10

Your organization uses the “Top-Down” approach. Controls and organizational change are imposed from the top. People are expected to do what they are told, with leaders delegating responsibilities as they see fit. Accountability is imposed through the use of strict rules, policies, and procedures. Those in authority assign jobs, and people are expected to do what they are told.



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