Notes from a staff meeting:

Reginald F. Lewis dashes into the boardroom, throwing off his jacket and grabbing a puff of his Cuban cigar. He allows a moment for pleasantries -- a simple apology for keeping his assistants waiting. Six men have been sitting around this table anxiously, their calculators, yellow legal pads and expensive fountain pens poised to tally the figures and record the thoughts of their leader.


Mr. Lewis doesn't disappoint. The chairman and chief executive officer of TLC Beatrice International Holdings, a multinational food company, dives in.

He skips continents the way other people switch TV channels. A check-in with operations in Spain, Puerto Rico and Paris . . . The dairy division in Southern Europe could be adversely affected. . . . He throws out figures most could only envision if they won the lottery. . . A $70 million operating budget . . . Another million out of Holland? Excellent. . . . And he issues orders in a quiet but firm voice. . . . We're committed to a significant level of investment, but we've GOT to see a return.


Notes are scribbled, calculators whir, heads nod as these men try to keep pace with him. In less time than it takes to finish off a cigar, the meeting adjourns. As the others file out, Mr. Lewis lingers a moment at the head of the table, his hands folded in front of him, gold cuff links gleaming in the sunlight, wearing -- for the first time in nearly 30 minutes -- a smile on his face.

If you were to paint this moment as, say, one of his favorite artists, Francis Picabia, has painted the picture behind him, you'd begin with Reginald Lewis' brow; a brow so furrowed it creates a crease clear across the bridge of his nose and gives the impression he's either constantly frowning or concentrating. Then you'd fill in the eyes -- dark, deep-set, penetrating eyes. Finally you'd finish it off by putting a favorite Monte Cristo cigar in his hand (although he refuses to be photographed with one now) and showing a glimpse of the white silk pocket scarf peeking out from his navy jacket.

And when all is said and done, you'd title the work "King of the Hill." If the name fits -- and in this case it does -- then multimillionaire Reg Lewis should wear it.

As the head of the largest black-owned firm in the country, he's regarded by many as America's most influential black businessman. He moves in heady circles, counting New York City Mayor David Dinkins, Jesse Jackson and Virginia Gov. L. Douglas Wilder among his close friends. Since 1988, he's donated $4 million to charity through a namesake philanthropic foundation, and what he's kept for himself reportedly exceeds $100 million.

"He's top of the line, the best," says Mayor Dinkins. "He demonstrates what can be done with intelligence and ingenuity and perseverance. . . . He has the capacity to have faith in his own judgment and convictions. That's tremendously important. For him, the sky's the limit."

Not bad for a working-class kid from West Baltimore whose first job was delivering the Afro-American for $15 a week.

Not bad, you could say, is a vast understatement.

"He's probably the most important African-American success story in America," says longtime friend Mathias J. DeVito, chairman, president and chief executive officer of the Rouse Co. "Here's a guy from the U.S., from a modest environment, and now he's on the world stage. That's very impressive."


But despite his accomplishments, Mr. Lewis has been reticent to discuss his life publicly -- either professional or personal -- opting instead to let his actions speak for him.

The baby pictures behind his desk are about as close as you get to knowing his family. For security reasons, he hesitates to talk about his wife of 20 years, Loida, whom he met in New York through a law school friend; or his daughters Christina, 11, and Leslie, 18. (Leslie recently was named to the board of his charitable foundation.)

"It's important to have the ability to focus on one's work with as few distractions as possible," says the 48-year-old Mr. Lewis. "I focus on setting challenging goals and achieving them. The emphasis is really on success . . . so I prefer to have the achievement set the example."

Achievements like the 1984 leveraged buyout of McCall Pattern Co. Within three years, what he'd bought for $1 million in equity he sold for more than $60 million. That however, proved to be small change, merely a prelude to his 1987 coup -- a $985 million leveraged buyout of the Beatrice Co.'s international divisions, the largest of its kind at the time.

"He knows how to play in the big leagues," says Leonard 'D Teitelbaum, first vice president of Merrill Lynch in New York. "He stands absolutely between the prudent risk-taker and the risk-avoider."

Sitting in his New York office, Mr. Lewis seems most comfortable talking in a form of business-ese -- mentioning how "operating internationally" is the most satisfying part of his job, describing his style as "achievement-oriented" and extolling the virtues of his "decentralized" philosophy. Ask him a personal question and he quickly, and perhaps inadvertently, changes the pronoun from "I" to "we."


He is more soft-spoken than you might expect a man to be who oversees more than 5,000 employees working for 19 different companies in 25 countries. And while he's gracious, he seems to be aware that talking about himself is, well, good business; and that's probably the best (and maybe only) reason to do it.

Read him a list of adjectives that have been used to describe him -- from strong-minded and intensely demanding to lucky, daring and even greedy -- and he throws back his head and laughs. He disagrees with only one. "I don't believe that I'm greedy," he says. "As far as demanding, we're in a very demanding business with a lot of competition."

Read that list to his former Dunbar High School friend state Delegate Clarence "Tiger" Davis, D-Baltimore, however, and he says the most important word has been left out. "Reggie," he says, "is the most competitive person I've ever met."

To friends from his days growing up in Baltimore, Mr. Lewis has become a symbol of what a black man from a working-class background can achieve. His picture is plastered across a Dunbar bulletin board of distinguished alumni and schoolmates who haven't seen him in years still refer to him as a member of the family.

"Everything that Reggie has achieved, he achieved not for himself, but for African-American people and America," says Delegate Davis. "You sense that it's important to him that the world know that any goal that society will allow us the opportunity to achieve, we will."

Yet Mr. Lewis is uncomfortable being called a "black" success story.


"It has nothing to do with any lack of pride in my heritage as an African-American," he explains. "Too often in our society, we try to pigeonhole people. Unconsciously, we typecast them. So when we say, 'He's a black businessman,' to many people, but not all, that's a label that's meant to confine, to constrain.

"And TLC is not about being confined or being constrained. . . . Our company is in no way stereotypical of what people have historically thought of as a black business. All of our operations are in Europe. They serve a very broad consumer, and our organization is truly multiethnic."

The drive to succeed was instilled in Reginald Lewis at an early age. He grew up in the West Baltimore community of Rosemont with five half-siblings. His mother was a postal worker and his stepfather a teacher. His parents divorced when he was 6, but he saw his father, a jack-of-all-trades, regularly.

For several years, he and his mother lived with his grandparents, who taught him "to always do your best and not worry about the result," he says.

Thanks to his grandfather, Mr. Lewis acquired a taste for the finer things in life. A well-known maitre d' at private clubs in

Baltimore, his grandfather would regale him with stories of being Paris during World War I, cultivating in his grandson an enduring love of French food and culture.


Today, Mr. Lewis has homes in New York City, Long Island and Paris, filling each with art from his prized collection. Classical music plays while he works, and an assistant named Jean Pierre acts as a valet, helping him on and off with his jacket.

But business wasn't always this dignified. As a youngster, he got his first hard -- although funny now -- lesson in wheeling and dealing.

He yearned to attend summer camp with his buddies, but he had obligations -- namely a lucrative Afro-American newspaper route to maintain. With a little cajoling, he convinced his mother to assume his duties so he could head off to Druid Hill Park. Everything went smoothly until it came time to divvy up the profits.

What settling up? His mother asked. She did the job, she kept the money. Complain all he wanted, that's the way the world worked.

"That was a valuable lesson for him to learn," says his mother, Carolyn Fugett, who lives in Randallstown. "You've got to make a job description and spell things out."

So, under lessons learned the hard way, Mr. Lewis puts this (or something like it) as No. 1: Always set the terms of your agreement, even when you're dealing with your mother.


During his youth, he also became known as a master strategist. "He did not believe in leaving anything to chance," says Mrs. Fugett. "He didn't want to let anything fall through the cracks."

That same attitude applied to athletics. At Dunbar, he proved an exceptional football, baseball and basketball player, coupling natural talent with discipline. As captain of the football team, he was the first out to practice and the last to leave, the die-hard who would chant "the hill can't beat us" as the team ran sprints across rough terrain, the analyst who wanted to talk game plans even in the shower.

"Reggie was so doggone serious about everything," recalls Delegate Davis. "He studied everything. We knew most teams ran the same plays, but he was always preparing for every contingency. He would always analyze the opposition."

At times, though, he could go too far. One summer, he insisted that baseball players who also belonged to the football team remain after their game to run football plays in their baseball uniforms.

"Every now and then we would look up the hill and see some of the girls on the cheerleading squad. Reggie would always remind us that the game is here on the field. Then we'd have to remind him that the world is not all business," says Delegate Davis.

"He personified determination, but his rigidity and his competitiveness made him not what you might call lovable," he adds.


Mr. Lewis considered a career in professional baseball, but his hopes were dimmed by a shoulder injury. "That and the low outside curveball," he says. His half-brother Jean Fugett Jr., however, went on to play for the Dallas Cowboys and Washington Redskins before becoming a lawyer in West Baltimore.

Plan B took Mr. Lewis to Virginia State University, where he graduated in 1965, and then on to Harvard Law School. While at Harvard, he interned one summer at the law firm of Piper & Marbury, making a first impression that Mr. DeVito, a partner there then, still vividly recalls.

"He seemed to be a very unusual person with a great deal of good intuition," he says. "He was extraordinarily bright, very warm, very knowledgeable, with these very penetrating eyes."

Somewhere during those first few weeks, Mr. DeVito pulled Mr. Lewis aside to offer some advice. "I said, 'Reg, you're going to spend your summer here, but you've got it. You should go for it big. Go to New York.' He loved that. He had this big smile on his face. . . . He said, 'I'll think about that.' "

He didn't have to think long.

After getting his law degree, he joined the law firm of Paul, Weiss, Rifkind, Wharton & Garrison in New York, where he earned a reputation for being diligent and ambitious. Several years later, he took his first calculated risk: branching out on his own to found what in 1973 became Lewis & Clarkson. During those years, he worked 15-hour days, learning what made and broke a company. His Wall Street firm, which specialized in the venture capital business and corporate law, eventually attracted big-league clients including Aetna and General Foods.


But after 10 years of orchestrating other people's deals, it was time to try his hand at his own. In 1983, he launched the TLC Group, an investment firm. Having outsiders try to guess what the company initials stand for has become a favorite game of his. Although many suspect simply The Lewis Company, he refuses to commit, saying only that it doesn't stand for Tender Loving Care.

Within a year, the newcomer acquired McCall for $1 million in equity and $24 million in debt. But he faced a formidable challenge: The sewing-pattern company had been in decline since 1976. By emphasizing cost containment, adding a line of knitting patterns and branching into greeting cards, profits soared to $14 million. Three years later, he sold it for more than $60 million.

The success established him as a major player and whetted his appetite for his next target: Beatrice International. He approached Michael Milken, then head of Drexel Burnham Lambert's junk-bond department, to help with the financing. An army of roughly 30 people -- investment bankers, lawyers and accountants -- helped craft the deal. (Of his relationship with Mr. Milken, who pleaded guilty to six securities-related crimes and was sentenced to 10 years in prison last November, he says: "I don't condone what he did, but in fairness to him I must say that in his dealings with our company there was never the slightest indication of a lack of integrity.")

In August 1987, Mr. Lewis masterminded the arrangement in which TLC fiercely outbid competitors, including Nestle, Shearson Lehman Brothers and Citicorp, to get control of Beatrice's 64 businesses -- from snack food to soft drinks to ice cream -- in 31 countries. With the support of Drexel, he was able to up his original bid by $35 million. That, combined with his thorough preparation and swift negotiating, scored him the victory.

The megadeal catapulted Reginald F. Lewis to the elite corps of Wall Street power brokers and Fortune magazine named him a businessman of the year.

Since taking over, he has focused his attentions on Western Europe, selling off businesses including those in Australia, Venezuela and China in the sprawling food conglomerate. The move, which has won him praise from analysts, has enabled him to reduce the company's debt by more than $400 million. Today, it stands at a respectable $100 million. The fruits of his labors also can be seen in the 1990 financial report -- sales jumped 31.2 percent to $1.5 billion.


He's concerned, however, that people not misperceive his mission. "We're not raiders," he says. "We're not buyout artists. We're investors that have identified situations, gotten involved and worked very hard to improve them."

His good fortune has led to the creation of the Reginald F. Lewis Foundation, which in the last year gave $1 million to 45 educational, artistic and civic organizations -- the Boys Choir of Harlem, Memorial Sloan Kettering Cancer Center and the NAACP among them. Also prominent on the list are Baltimore groups including Morgan State University, Our Daily Bread, a soup kitchen, and St. Edward Catholic Church in West Baltimore.

"I like the idea of staying in touch with Baltimore," he says. "It's still home."

It's a home, however, that trips from Dublin to Barcelona to Paris keep him from visiting often. He does return at Christmas to spend time with relatives, particularly his mother. Their worlds merged recently when, with the precision of a high-stakes financier, Mr. Lewis arranged a 65th birthday celebration for her at his Long Island home. He had Mayor Dinkins and Jesse Jackson send letters of congratulations, a black-tie dinner featuring salmon and caviar, and a weekend's worth of activities including sailing and tennis.

While he admits he'd enjoy more time for family and recreation, his business often provides its share of excitement and satisfaction.

"I've been lucky," he says. "I've having a good time. There's a certain amount of adrenalin that flows from a good challenge. I like that."