The Caruth saga…

By learning to nurture the land, Will Caruth built one of the largest fortunes in the South.

Will Caruth, Sr., was a stubborn old man. He was a gruff and private frontiersman of few words and fewer emotions. His broad, ruddy face rarely revealed what was going on in his mind, though it was always a good guess he was thinking about his cotton or his cattle or his land.

Though he owned more land than anyone in the county – perhaps anyone in any county – he never saw it as anything but soil to be plowed, planted and harvested. Even in the mid-1930’s, when the peaked prairie hamlet of Dallas began to burgeon northward, selling or developing the land never crossed his mind. He could be cantankerous and downright curt to those who dared suggest he sell off some of the precious family acres. Once a man called wanting to buy some prime North Dallas land. Caruth listened patiently and then said, “I’ll take $1,000 an acre.” The caller said, “That’s outrageous.” Will, Sr., replied, “Who said I wanted to sell it in the first place?”

The old man’s stubbornness had made the Caruths less wealthy than they appeared to be. His large cotton, cattle and dairy operations provided a comfortable living, but the single largest landowner in the county was also the single largest taxpayer. He was, in the long and short of it, doling out more in taxes for each acre than he was taking in from each acre’s agricultural yield. He was land poor.

None of this went unnoticed by his son, Will Caruth, Jr., when he returned from Harvard Business School in 1935. The younger Caruth could see that time had passed his father by, that the rich and fertile acres of North Texas black dirt his grandfather had acquired in the late 19th century now had a new function and value. He never had discussed this with the elder Caruth. In fact, he’d never discussed much of anything with his father.

Things being the way they were, Will, Jr., had not sought financial help from his father when he returned to Dallas from Harvard. The family debts were mounting at the bank by the day, and there wasn’t any sense in adding to the problem. Besides, Dallas was a place where a man was measured by his individual entrepreneurship and ingenuity. The town existed because of that spirit among the men of her early generations. Making your own mark was not simply one of the options in Dallas; it was the required rite of every young man.

So Will, Jr., had used the $1,000 his father had given him on his 21st birthday (as a reward for not smoking or drinking through adolescence) to start his own building construction supply company. The company was still a sickly infant, surviving more because of Will’s determination than anything else. But the younger Caruth had some lines on some East Texas timber, and that just might be enough to begin turning the corner.

By 1937, after two years of stretching the bottom line, the younger Caruth’s perseverance and patience were beginning to pay off. The building construction supply company was pulling a modest, but steady, profit. With the cash he could muster from that venture, Will, Jr., was developing and selling his own homes. If he could hold on another ten years, he was certain the city would boom and he would be sitting pretty, building and selling homes to the thousands who would flock to this man-made mecca on the prairies of North Texas.

One blistering summer day, the elder Caruth arrived, unannounced, at Will, Jr.’s small office north of town. As usual, he was stone-faced and wordless, as he approached his son’s desk, reached inside his coat and produced a folded document. With a low grunt, he unfolded the paper and tossed it on the desk before Will, Jr. The younger Caruth, also without speaking, picked up the document and began reading. Midway in the second sentence, his heart leaped.

In his hands was a legal instrument, a power of attorney transferring full management control of the vast Caruth family lands from father to son. The document granted him the rights to sell, mortgage, lease and otherwise do what he saw fit.

“What do you think?” his father said, with an uncustomary twinkle in his eyes.

Will, Jr., groping for words, finally blurted out: “Does this include the old homeplace too?”

“If you sell it, get a good price for it.”

“Why are you doing this, Dad?”

“I think you’re grown,” his father said, pivoting and leaving the room.

Will Caruth, Jr., sat benumbed, staring out the window at the acres of raw, sun-baked prairie surrounding his office, filled first with euphoria, then confusion, and finally, fear.



During the next 40 years, Will Caruth would build the Caruth lands into one of the largest fortunes in the South largely through the same stubbornness and single-mindedness that characterized his father. He would learn to nurture and harvest the land in a much different way, but he would always regard it in the same way, with the same affection and loyalty. He would come to be regarded in some circles as a real estate genius, while he only applied old values to new ways with remarkable tenacity and consistency.

In Dallas, real estate fortunes are a part of the landscape. So are most kinds of fortunes. But the billion dollar Caruth estate has always commanded a category of its own. Its sheer size, perhaps thirty thousand acres at its peak, and location, most of the land from the edge of downtown north to Forest, from Abrams west to Preston, make it a real estate fortune of the larger-than-life measure of the Hunt or Rockefeller oil fortunes. It is a body of land which, under the prudent and conservative hand of Will Caruth, has literally changed the face of Dallas. Perhaps a tired old Dallas real estate joke describes it with more clarity: Q: “What’s the synonym for North Dallas?” A: “Will Ca-ruth’s backyard.”

The patriarch of all of this is about as unlikely a tycoon as you’ll ever find. Will Caruth could just as easily be a conventioneering Elk from Topeka. His prim and pinched face, glossed with just a hint of weather-beated prairie sagacity, his tidy gestures and slap-dash manner of dress suggest more a bookish accountant or a Marcus Welbyan family doctor, than a legendary land baron.

His eyes are deep and dark and sad, and his forehead is scarred with the indelible wrinkles of 40 years of furrowing. The mouth is small, almost prissy, and seems accustomed to being closed. There are no immediately discernible smile wrinkles at its corners. The jaw is strong and square, like a clenched fist.

Sitting at his small desk in the second story of one of those mysterious green warehouses at Southwestern and Greenville, he seems uneasy in conversation. Words come with great difficulty; when he has finished a thought, he simply stops. His recall of detail, though, can be devastating. From time to time, deep in the throes of the specifics of this deal or that, he will halt himself suddenly, startled, as if he is a bit amazed at his own powers of recollection. Then he will ask, “Am I boring you?”

He’s not, of course, but he can be difficult to follow. It’s not unlike listening to an artist attempting to describe the hows and whys of his masterpiece: unintelligibly familiar, muddied by affection.

His desk is tucked tightly into one corner, as if to hide him from intruders. The opposite end of the cubicle houses a modest sitting area, lorded over by three huge romantic oil portraits of his wife and parents. The remainder of the walls are bare, except for one small space, just to the left of his desk, from which a large aerial photograph of North Dallas stares at visitors, seemingly, wherever they are in the room.

He consults the photograph often as he launches into a tour of the Family Land. First things first, he had said, no details on the how much of the land or the estate. He might have been worried about the IRS – he professed earlier a certain distaste for the government – but there seemed to be an edge of personal defensiveness to his proclamation. As if he’d been asked under oath to reveal the most intimate contents of a relationship with a loved one.

“I don’t really know how much we own,” he says. “1 make it a point not to know. Any man who can tell you, ’I own 23,465 acres of land,’ is looking for trouble. It doesn’t sound right.”

As he began describing the general nature of the estate, he drew himself up from his desk and approached the photograph, employing it as a visual tool, chalk-talk style. He did not designate any specific portion of the photograph as the Caruth land, but rather simply swept a delicate hand around the entire picture, and said, “This is what we’re talking about….”

Most of it, he says, is gone now – sold, developed, leased, placed in trust or foundation during the past three decades. The kids have been well taken care of. “Each of their cuts of the trust will amount to more than all this was worth when I took it over,” he says, showing a trace of self-satisfaction.

“Of course this,” he continues, again pointing to the photograph, “does not include my personal holdings in Collin County or Florida. The Collin County property is being sold as it matures. I’ve just started in Florida. Two hotels and a shopping center so far.”

Neither does it include, one assumes, the three long ledger sheets sprawled on his desk. They are single spaced and the only visible page starts with “Anaconda” and ends with “U.S. Steel.”

He returns to the desk, allowing a cowboy-booted foot to stretch forward as he leans back. “I still make all the money decisions. I have good advisors, but the buck still stops here. You let another man run your money and he’ll wind up with it.”

He reaches for a back pocket of his trousers and produces a smudged and dog-eared sheaf of papers. “Here’s where I keep track of it all,” he says, thumbing through the soiled papers. “See here, these are accounts,” he continues, pointing to a column of three-digit figures. “They’re all in thousands of dollars, of course.”

He toys with his pipe, which is slung onto a belt loop with a rubber band. “I think I succeeded in not being known as a rich kid. I think fellow businessmen respect me for what I am. There’s probably a lot that don’t like me, but they respect me. Sometimes, though, I’d rather be known as a person rather than an institution.” He pauses. “That’s why I like Florida. The name Caruth doesn’t matter a damn to those people down there.”

He senses his visitor’s difficulty. “To understand it, you have to see all three generations in perspective. Grandfather acquired the land, father held it, and I harvested. It’s as simple as that. It was always a question of liquidating the property for the best recoverable dollar, developing it for the best possible purpose, all to the best possible benefit of the estate and its heirs. It didn’t take any genius on my part or anything. Just patience and consistency.”

Is Will Caruth, Jr., in fact, a real estate genius? A longtime business associate and personal friend says flatly, “He knows more about real estate than any man alive in this city. Of course, that might be because at one time he owned most of this city.”

Another, younger, associate is more specific on the matter of genius. “I do think he’s a genius. It’s too easy to say, like a lot of people do, that there was no way he could miss. He could have blown it a hundred different ways – getting involved with the wrong developers, unloading the land too fast, diversifying into things he couldn’t handle. The genius, I think, is that he resisted the temptations; he actually conceived and executed a game plan for all that land.

“There are those who say the Trammell Crows are the geniuses of the land world. Well, Trammell might well be a creative genius as an entrepreneur and developer. But Will Caruth is a different kind of genius – a land management genius.”

Caruth, exhibiting some of the shyness and pragmatism of his father, scoffs at such talk:

“If a man has enough luck and knows when to capitalize on it, he doesn’t need much more. I’ve had more than my share, just like grandfather did when he bought all this,” he says, pointing to the photograph one last time.

It is true: a 14-karat streak of luck seems to run through the five generations of the Caruth family. Each generation seemed to have an uncanny knack for being in the right place at the right time. Each seemed to sense, instinctively, its particular role in the fascinating saga that is the Caruth family story. And each shared a peculiarly Southern relationship to the land, a personal bond to the soil. The Caruths’ land is as much a part of the family as their name.



The Caruth name began sinking its roots into the inviting plains of North Texas in 1848, when William Caruth, son of a Scottsville, Kentucky, merchant and farmer, pulled up stakes and headed on horseback for the banks of the Trinity. He left with barely $100 in possessions. It may have been an omen of the now-legendary Caruth frugality, instinct for horse-trading and dollar sense that he arrived in Dallas with the same amount. Amid the mesquite, rattlesnakes and dizzying Texas heat, William Caruth could sense boundless opportunity in this small village on the banks of the Trinity River. It was in the sky, in that enormous, hot-blue canopy which stretched over the perfectly flat plains and seemed to suggest that this was a place where a man could stretch out.

There were other, less romantic reasons for his optimism: Dallas was a small settlement of only 12 white men; north of the river were miles and miles of rich black soil, ideal for cotton farming. It was the talk Caruth had heard back in Kentucky of this vast vein of untapped black gold that had spurred him to leave his home and take a look for himself. Just as the rumors had said, the broad plains of North Texas were there for the taking, if a man wasn’t afraid of a little gambling and a lot of sweating.

Spurred by his vision of a huge Caruth cotton plantation on the frontier, William urged his brother Walter to join him in 1849. Walter brought with him a little stretching out money, a $1,000 loan from their father, John Caruth. With that seed money, the brothers opened a general merchandise store on the banks of the Trinity. The store was an immediate success, primarily because it was the only one of its kind. Regular Caruth customers like McCommas, Gano, Peak, Lively, Record, began to fill the brothers’ coffers. Within a few months, the brothers were able to pay their father back. In what would be the beginning of a Caruth family tradition of intra-family diplomacy, William and Walter named the store simply, “W. Caruth and Bro.”

Almost immediately, the brothers began buying land north of town. The initial purchase was some 900 to 1,000 acres six miles north of the river. It’s a safe bet they paid little more than the price of a barbed-wire fence for it.

Included in that purchase was the land presently at the corner of Southwestern and Central Expressway. On that property, William took up residence in a small ranch house, which still stands on the estate today.

The brothers continued to buy land relentlessly. The general store and the beginnings of their farming operations were providing a constant cash flow; land was going for a mere $5 or $10 an acre. It wasn’t long before the Caruths had amassed a plantation extending north from where Field Street now is, far out onto the plains, and east all the way to Forest Hills beyond White Rock Lake.

In 1858, the boys’ parents, John and Catherine, joined them on the frontier plantation. The Caruth ranch-house, five miles north of town, became legendary as a rest stop for prairie drifters. One room of the ranch-house, in fact, was designated as the “traveller’s room.” It had its own outside entrance, but no connecting doors to the remainder of the house. When strangers spotted the Caruth oasis, they were offered food and lodging, with no questions asked; in fact, with few words spoken.

The strangers would sleep the night in the secluded room, and in the morning, leave unannounced. They would not offer their names and the Caruths would not ask. It must have been difficult for the Caruths, steeped in the Southern tradition of warm hospitality, to adjust to these tentative and suspicious frontier ways.

In 1875, a magnificent, rambling mansion was built on the Caruth homestead to accommodate the growing family. In 1881, Walter severed his partnership with William, and purchased his own estate, a 900-acre farm on the eastern edge of East Dallas. Here, he built his own two story, white frame home approximately at the present intersection of Greenville and Belmont.

In the meantime, the Caruth brothers had married sisters, Anna and Mattie Worthington, daughters of another Dallas pioneer, William Worthington. They also each served brief hitches in the Confederate Army, Walter as a quartermaster.

By the time of William’s death in 1885, the Caruth land fortune probably exceeded 20,000 acres, mostly to the north of town. There was also a large plantation in Kaufman County. In recent years there has been considerable speculation about the incredible clairvoyance of the Caruth brothers’ steady purchases of land north of town. Some historians feel William and Walter likely sensed that when this prairie town grew, it would have to grow northward.

Maybe, but more plausible is the theory forwarded by Mrs. W.W. Caruth, Sr., in her memoirs. Mrs. Caruth says the brothers bought northward simply because it was the best available land for cotton farming. Soil to the north of the river was rich and fertile black dirt, in contrast to the swampy muck near the river, and the rocky terrain south of the river. No clairvoyance, just some of that Caruth luck.

William and Mattie had a son, William Walter Caruth, in 1876. If anything lends credence to the notion that the early Caruths were simply ambitious Southern agrarians who happened to buy all their land directly in the path of the growth of Dallas, it is the life of W.W. Caruth, Sr. Though W.W. Sr. continued to acquire until approximately the turn of the century – expanding the fortune to possibly 30,000 acres – he never displayed any interest in the land other than farming.

After marrying the step-daughter of R.H. Stewart, the Dallas banking pioneer, Will, Sr., settled down to a reclusive life of the soil. He expanded the family’s operations from cotton to substantial dairy and cattle businesses* While his wife is remembered as a regal social matron, Will, Sr., is remembered only as a wordless, stone-faced, common rancher.

He was not a man given to civic involvement or philanthropy, though in 1910 he shocked his relatives and friends by involving himself with a civic group crusading to secure a university for the city.

As she always seemed to be, Dallas was struggling against all odds. After months of cajoling and bartering, Fort Worth still had the upper hand.

Caruth had gotten wind of all this and contacted the group’s chairman, Dr. John McReynolds. He asked McReynolds what the city needed to secure the university. McReynolds replied flatly that all it needed was a few acres to build the thing on.

Caruth said he thought he might be able to take care of that, and proceeded to give the group 100 per cent interest in 200 acres (now on the east side of the SMU campus), and unrestricted half interest in another 600 acres bounded by Lovers Lane, Preston, Northwest Highway and Airline Road. The latter proved to be a prophetic stroke of generosity, for during the Depression, Southern Methodist University sold off most of the latter acreage simply to survive.

The 520 acre gift to SMU was probably purchased by Will, Sr.’s father for a little less than $5,000. The present market value of the land has been estimated at $25,000,000.

Will, Sr., did little on his own initiative to appreciate the value of his vast lands, but more of that Caruth luck intervened to do the job for him. Twice during his lifetime, railroads were cut through the Caruth property, once before the turn of the century when the Houston and Texas railroad was completed, and again in 1908, when the Dallas-Sherman Interurban Railway was completed. In each case, the Caruth land skyrocketed in value, though Will, Sr., probably could have cared less.

But the elder Caruth was, in his way, playing the only role fate offered him. He did not have an inclination to real estate dealing, and it probably would have been disastrous to the health of the estate if he’d begun selling off or developing the gargantuan family holdings before they were ripe. Time would soon enough offer that role to his son. If Will, Sr., had had little choice in his style of management of the family land, Will, Jr., would have even less. And while the elder Caruth is remembered by many as a man of little vision or imagination, he did manage the one piece of foresight that really mattered: passing power from father to son not a moment too late.



Less than a week after Will Caruth, Jr., had become the manager of what amounted to a small continent of land, he began drafting a game plan for the family fortune. As he saw it, there were several matters to be tidied up. There were his father’s debts to take care of and impending inheritance taxes to worry about. More bothersome was the matter of the future: he needed a scheme, a plan of action which would allow a certain number of acres to produce income, without limiting the ultimate peak market value of any particular tract. Each square foot of Caruth dirt would ripen in time; fruitful harvest of the land would require not so much innovation or gambling, as caution and patience.

He first sold off three large chunks of land, including the tract at Mockingbird and Greenville to Dr Pepper, to generate cash for his father’s debts. At the same time, he began buying government bonds, building a nest egg in anticipation of enormous inheritance taxes at his father’s death.

Then he set about reconstructing Will, Sr.’s will to the best advantage of the estate. The income-producing properties-stocks, securities, etc. – were to go to Mrs. Caruth, thereby bypassing the inheritance tax. The non-income producing properties – at this point, most of the land – were willed to Will, Sr.’s grandchildren to avoid being ravaged twice by inheritance taxes.

Will Caruth, Jr., would often chuckle inwardly at how he’d written himself out of his father’s will. There were, of course, numerous generous gifts of land from his father to him and his sister Mattie. But the bulk of the estate was sealed in a time capsule which would not be opened until after his death. It was healthier for the estate that way and, besides, if a man has control of a billion dollars worth of land, he doesn’t really need to own all of it.

During the late 30’s, Will, Jr.’s own homebuilding enterprise had begun to jell. After an initial failure, he’d pulled himself up by his bootstraps and put together a 20-home development on the land just north of Lovers near Central. He’d netted $15,000 off these homes, and with that cash he had begun purchasing lots from his father and developing more residences. Not the most exciting venture in the world, but for the time being, the safest course for the estate.

These early years of Caruth’s career heavily colored the remainder of his now legendary business style. Though he would later venture into multi-million dollar commercial projects and security investments, he retained from these early experiences a basic conservatism, patience and caution, anomalies in the free-wheeling, gambling world of Dallas real estate.

He retained, too, the one sliver of wisdom his father and grandfather passed on to him about the land business: a man’s land is not a faceless commodity, like so many shares of stock or debentures; it is part of the family, part of him. A man must nurture, even pamper his land, like one of his sons, until it reaches maturity. Then, and only then, can it be released from the family name, providing, of course, he is satisfied it will be in safe hands. A man has no wealth except for his land; the landless man, no matter how wealthy, is a pauper compared to a man who can walk on his own soil.

All of this, combined with a young man’s desire to prove himself, molded him into the first and probably the last of a kind: a self-made heir. Will Caruth did not, strictly speaking, inherit a fortune; he inherited the raw ingredients of a fortune, raw ingredients which would jell or fall apart on his talent and drive. In that sense, he has made it on his own, almost as if he started from scratch. And while there are those who say anyone who could sign his name to a deed could have harvested a fortune from the vast Caruth lands, one wonders how the estate would have fared in the hands of a son more careless or dilettantish than Will Caruth. One wonders too, if Will Caruth, Jr., wouldn’t have made a fortune, even if his name hadn’t been Caruth.

In 1941, Caruth mangled his right leg in a gory hunting accident. He was flat on his back for a full six months, months he spent fretfully pondering a new course for the Caruth land.

He was not sure why or how, but he felt in his bones the time was right for a commercial development. Not just a small office building, or a single department or grocery store, but a shopping center. Through the grapevine, he’d heard about a 90-acre tract bounded by the Cotton Belt (now the tollway) and Inwood, University and Lovers Lane which was for sale. He checked into the rumor and discovered that the land was owned by the Hugh Drain estate and was, in fact, for sale for a modest $750 an acre.

He was still not cash-rich enough to purchase the entire chunk with one check, so he put down $10,000 and took the rest on a 10 year mortgage. He first began developing homes along University.

When he’d accumulated several thousand dollars and paid for all the land, he moved on the ten acres or so at the corner of Inwood and Lovers where he would build his development. He had to take out a mortgage – something he didn’t at all like to do – but he figured if he could lure just a few big tenants for the shopping center early, he could liquidate the improvement mortgage quickly.

Most of Caruth’s peers – and his father – were perplexed by his purchase of the Drain land and subsequent plans for residential and then shopping center development there. Many told him the price he paid -$750 an acre – was outrageous for what the land was worth or would be worth. His father even called him one day and said, “What the hell you want with that land? It’s too rocky to grow Johnson grass on.”

Will, Jr., took this criticism hard. He was still less than fully confident of his business acumen; this was the biggest risk he’d taken yet. But he couldn’t help thinking it would all eventually work: there was only one shopping center – Highland Park Village – in Dallas at the time, and with plans for Longfellow School in the area of his proposed site, he could be assured of a steady clientele of families, the lifeblood of any shopping center.

All he needed, he figured, was an initial tenant who could provide his own construction financing and who would offer a service which would immediately attract a certain clientele to the center. He approached Carl Hoblitzelle about leasing space and constructing an Interstate Theater. Hoblitzelle seemed perfect: Interstate was in good shape and could build right away; there wasn’t a movie theater around for miles.

Hoblitzelle agreed, and Caruth was on his way. He next lured A&P into the center, and within a few years, had prepaid all his mortgages.



The Inwood Shopping Village deal would be but the first of many commercial projects, including Park Cities Village, Hillside Village, Medallion, and NorthPark Inn. He rarely sold commercial property, preferring to do it himself. And he never, but never, speculated with the land. He couldn’t afford to. Speculating and gambling requires a kind of freedom Will Caruth simply never had. The ambitious entrepreneur, such as a Trammell Crow, can afford to keep rolling the dice again and again until he rolls a seven or an 11. He can roll craps again and again, pulling himself together after each disaster, ready for another run at the table. When he starts to win, he starts to win big. But Will Caruth never needed to roll sevens or elevens for high stakes; he needed always to bet modestly and carefully, prudently avoiding the all-or-nothing roll of the dice. Since he started with thousands of acres of prime land, free and clear, his game has always been more a matter of hard-nosed defense than flashy offense. Trammell Crow is in the business of taking risks; Will Caruth has always been in the business of minimizing risks.

Trammell Crow is a land dealer, speculator and developer; Will Caruth is landed gentry.

Will, Sr., died in 1948. He probably died a contented man, confident that his son would take good care of the family land. Will, Jr., by this time had gained a measure of confidence in himself, too. His careful preparations for his father’s death were paying off, and he had yet to harm the estate with a foolish or premature business venture.

As Will, Jr., increasingly absorbed power over the estate in the wake of his father’s death, there were the predictable intra-family tensions, perhaps another tradition of the large, Southern aristocratic family. From time to time, Will and his sister Mattie and her husband D. Harold Byrd locked horns in spirited disagreement over the development of certain lands, especially those owned jointly by Will and Mattie.

But there never was an all-out bloodletting. The Caruth family was a society unto itself, with its own mores, conventions, conceptions of right and wrong. Differences of opinion, arguments, squabbles were expected and tolerated by both parties, as in any civilized society; but war without compromise, every member of the family understood instinctively, ultimately could only end in self-destruction.

Caruth’s ascension to the family throne also began to take its toll on his social life, what little of it there was. From the day his father had handed the family affairs over to him, scores of prospective partners – including friends he had not seen for years – hounded him with this deal or that. His natural conservatism and cautiousness developed a new ally, suspiciousness. Suspiciousness soon enough turned to reclusiveness, a reclusiveness strikingly like his father’s.

Will Caruth, Jr., had never been a man with an affinity for socializing, but his development into a granite-hard loner was more a matter of necessity than genes. He felt he simply could not afford warmth, gregariousness and socializing. Fate had handed him a task which demanded individuality and solitude. He could afford only one allegiance – to his land. Like his father, it came to consume his personality.



Caruth’s loner personality was buttressed by a brimming self-confidence. The rather timid, shy and insecure young man who’d been thrust to the throne of what amounted to a small government was now a tough and self-assured negotiator and manager. His self-confidence grew in proportion to his realization of the value of the farm land his grandfather and great uncle had inadvertently purchased to grow and harvest cotton in the 19th century. After World War II, the growth pattern of the city clearly dictated that the vast Caruth lands would be needed for more homes, more shops, more restaurants to serve the ballooning population to the north of town. He was operating from an impregnable position of strength.

Hence the birth of the notorious Caruth negotiating style. Actually, “negotiation” has very little to do with it. As one longtime real estate man said, “Caruth’s idea of a deal is to walk in and say here is the price and here are the terms. Take it or leave it.”

Caruth developed, too, a peculiar attitude toward his land, treating it as capital, to be dealt and traded like so many dollar bills, for property in return. Caruth was and is more a land barterer than anything else, a clever and, at times, brilliant structurer of joint ventures. The only card in his hand is his land, not cash or connections or even ideas. He more or less “allows” developers to “use” his land for their dreams and schemes, demanding – and receiving-a hefty hunk of the improvements they add to the property in return for the use of the land. Developers always relent because they have no other choice. No one has ever lost money on a deal with Will Caruth.

Lincoln Property’s “Village” is a classic Caruth deal in many ways. In 1965, LPC President Mack Pogue, then still a bit wet behind the ears, became interested in the 200 acres of land bounded by Southwestern, Greenville, NW Highway and Skillman. He knew the land was owned by Will Caruth, the legendary old baron of Dallas real estate. That right away made it a tricky proposition. What could he, Mack Pogue, offer Will Caruth that would influence the stubborn old man to unload the land for Pogue’s dream of a total living-shopping environment for young singles?

He decided discretion was the better part of valor, and began feeling Caruth out slowly. He first asked Caruth about a different tract of land, the 70 acres just south of Lovers and Central. He told Caruth that he and Trammell Crow were interested in developing the land and offered $20,000 an acre for it. Caruth replied curtly that the offer was a little low, that he didn’t want to release the land for less than $1.00 a square foot. Pogue had expected that.

In a subsequent letter he offered a new deal on the 70-acre tract, but in the final paragraph, casually asked if Caruth would be interested in the same proposal on the 400 acres north of Lovers. The proposal was a beauty: Caruth would sell Crow and Pogue the land for $20,000 an acre and receive, in return, 50% clear ownership in all improvements. Pogue and Crow additionally agreed to pay Caruth the difference between the $20,000 and $1.00 a square foot ($43,000 an acre) through his share of the cash flow, in 16 years.

After much discussion, Caruth took the deal. He didn’t have anything in particular in mind for that acreage, and Pogue seemed to have a very clear idea about what to do with it. Moreover, under this proposal, he would be selling the land at a good price, improving it to a good purpose, and receiving a percentage of the improvements. Not bad, if all you have to peddle in the first place is raw dirt.

If the Village deal illustrates Caruth’s hardnosed “negotiating” style and his use of land as capital, it also illustrates his basic sense of fairness. After all, a developer like Pogue could not have afforded to buy all that land outright. Handing Caruth 50 per cent ownership in the development in return for an attainable price on the acreage was really a small price to pay. Caruth was aware of all of this, and was not about to be ridiculously hard line about the matter of cash. As far as he was concerned, receiving ownership in a promising development was a much more lucrative deal than simply receiving cold cash at market value. And it was also better for the estate – he was selling the land and yet retaining income producing properties for his heirs, all in the same deal.

Next was NorthPark. At her death, Will’s mother had created Hillcrest Foundation with an initial grant of the 500 acres bounded by Northwest Highway, Walnut Hill, Central and Hillcrest. The land was prime Caruth acreage that had lain fallow about as long as time and the growth of the city would allow. Caruth was ready to develop it.

Caruth began talking to Trammell Crow about the 100-odd acres at the intersection of the two highways. Crow, at that point busy with his own rapid expansion, apparently did not come up with an idea or a deal that interested Caruth.

Then one day a friend mentioned the name of Ray Nasher to Caruth. Caruth had had some brief dealings with Nasher, and had grown to respect his development taste and promotional talents. He also figured Nasher, a young comer, was ready for a big commercial development.

He contacted Nasher and the two began exhaustive negotiations. As with Pogue and the Village, Caruth was aware that Nasher probably would not be able to raise sufficient capital to buy the land outright. Neither, for that matter, was Caruth particularly interested in selling it. The Foundation, with Caruth’s advice, constructed a “trade”: Nasher would be able to develop the land on a 99-year lease from Hillcrest Foundation. The Foundation would be paid a hefty percentage of the monthly cash flow of the development for the lease. Nasher gets his development; the Foundation retains the land and adds several hundred thousand dollars a year income for philanthropic causes.

It is a deal which can look ridiculously lopsided on its face. But, again, what choice does a developer like Nasher have? Caruth, as usual, held all the trump cards. If a young developer like Pogue or Nasher wasn’t willing to listen to Caruth’s hard bargain, it was fine with Caruth. Someone, some time, would be willing to listen. In the meantime, that land wasn’t going to do anything but appreciate.

If it can be said that the Caruth land is Will Caruth, then it can also be said that Will Caruth is his land, and nothing more. Despite the huge fortune he amassed, Caruth never diversified into other businesses with any seriousness. It wasn’t simply that the family affairs were too time-consuming, but rather that extending the Caruth name beyond its land would be somehow wrong, a violation of an unwritten family code, understood, probably, only by Will himself.

He once dabbled in onyx mining, of all things, but it was more a lark than anything else. And when a major deal fell through, he chided himself severely for not knowing better, for not understanding that he didn’t belong anywhere except on his own soil.

Unlike most wealthy men, he has never shown a smidgen of interest in politics or civic improvement, despite the extreme social pressures for men of stature in Dallas to do so. Once again, politics, like onyx mining, is not a part of the Caruth universe. Political power means nothing to him. To Caruth, power is only the control of his own fiefdom and family. To him the family, in the tradition of the old South, is society.

Perhaps paradoxically, Will Caruth, unlike his father, has been phil-anthropically generous. But again, only on his own terms. The usual Dallas charities -symphony, museum, United Fund, etc. – are not a part of his universe, either. He gives to what interests him, to what he deems important, most often medical and scientific research. The interest in science is intensely personal, perhaps his only real hobby. Even in his avocational pursuits, he prefers the solidarity and clarity of numbers and the scientific method to less concrete things, such as art and language and music.

In all, Caruth has given seven figures in cash, companies, stocks and land to scientific and medical charities. There is the Caruth Memorial Hospital and Rehabilitation Center, one of the few joint ventures with his sister Mattie. He has given thousands to Baylor Hospital, as well as countless small clinics and research projects. Throughout, he has had to withstand extreme pressure from his peers – as he has had to do in his business career – saying only, “No one is going to tell Will Caruth how to give his money away.” For Will Caruth, even generosity is his business and his business alone.

His active philanthropy is perhaps the most visible manifestation of the streak of compassion and generosity in him, but Caruth’s non-monetary bursts of kindness are equally dramatic.

A few years ago, Caruth caught a black employee embezzling funds from the lumber company. He confronted the employee, who admitted the crime. But instead of pressing full charges, which might have resulted in several years in prison for the employee, Caruth simply sent him to jail for a week.

When the man returned home from jail, Caruth called him and asked him to come back to work for him. The employee has now been with Caruth for 12 years and has been a model of hard work and honesty.

“I didn’t see any point in creating another hard core criminal or another welfare family by sending him to jail for a long time. I preferred to handle it my own way. Swear by me, or swear at me, that’s the way I’ve done everything. It’s the only way I know.”

The white heat of the July sun does not make it seem like five in the afternoon as Will Caruth, Jr., wheels his drab-beige Chevrolet through the stone gateposts facing the west access road of Central Expressway. But barely 200 yards down the narrow dirt road leading to the Caruth mansion, the blazing Texas sun is suddenly muted by the huge bois d’arcs hunkering down on the road, and the madness of the rush hour Expressway and the seemingly omnipresent glare of Campbell Centre are eerily out of sight and mind.

The roadway, though only a quarter of a mile long at best, seems to have no definite end, only a clump of trees in the distance. To the left through the trees, three blacks load freshly-baled hay onto a trailer; to the right, a horse and young rider amble lazily across a barren and sun-parched pasture. Slowly, the trees down the road began to take on individual shapes. The first sign of civilization is a small statue, sitting in the middle of a circle of grass. Behind it, towering white columns loom into focus.

It is not until Caruth has guided the Chevy halfway around a circular gravel driveway that the century-old mansion is in full view. Actually, it is not a mansion at all, but an oversized Texas farmhouse, with large Georgian columns, added by Will himself. It is white frame with a shingled roof and several small gables, and like most 19th century Texas farmhouses, it rambles incoherently; a wing here, a garage there, afterthoughts meandering aimlessly off the central facade with little architectural unity.

Caruth, spry and trim at 63, hops out of the car, and stands, hands on hips, gazing at the old house, appraising it like an old friend. He lets out a deep rattling sigh. It is not the sort of sigh that has an immediately identifiable cause. There was, no doubt, some nostalgia in it, for he unabashedly professes a deep affection for the old place. But there was something more, a hint of weariness.

After all, life has not been easy on Will Caruth. It never is easy on the wealthy, despite the fantasies of the middle class. And this 100-odd acre tract of Caruth soil at the corner of Central and Southwestern, has not been any less fraught with problems and paradoxes than the thousands of other acres of family land Will has managed over the years. In its way, it may be the toughest of them all, for as Will Caruth once said, “Normally I think with a sliderule, but this one is different.”

Will Caruth is not comfortable incorporating emotions into his normally pragmatic decision-making process. That is another luxury he simply never could afford to indulge in. He sometimes chides himself for his nostalgic and romantic concern for the homeplace. After all, while he’s used to being called an “aristocrat,” he never liked the sound of the word. “Sure I have a heritage,” he says, “and I suppose that might make me an aristocrat. But I don’t know what the word means, really. I get a feeling from it that it means someone who lives in the past, and that’s not me at all. I’ve always been more concerned with the future. I’ve had to be.”

It is easy for the pragmatic, fore-sighted side of him to view the home place acreage as just another piece of land. But while Caruth is right that he has not lived in the past, placidly letting the rest of the world go by, he has, even when thinking ten and 20 years ahead, drawn upon the traditions of his father and grandfather. Those Southern traditions, adapted by Will, Jr., to the madness of Dallas in the 1960’s and ’70’s, have served him well, just as they served his ancestors well. Maybe that is what aristocrat means.

It is the conflict between Caruth’s innate sense of his roots and his finely-honed, cold-steel business mind that makes the homeplace such a problem. He can easily understand why developers want to develop it. It should be developed. But how? And he can see why some of his sons and nephews – the actual owners of the land – have their own ideas about what should be done with the land. If there’s one thing Will Caruth understands, it is a man’s need to handle his land as he sees fit.

But the thought of the homeplace ravaged by the 20th century bothers him. He wants somehow to preserve the Caruth legacy. His father might have laughed at that and told Will that legacies don’t matter. But they probably mattered to the elder Caruth, just as they do to Will. Son, like father, is proud of the mark the family has made on the city. And he seems to want, in his own modest way, to offer a city with so little sense of its past, at least a small glimpse of where it came from.

Caruth, bedecked in his traditional outfit of double-knit slacks, a short-sleeved shirt and boots, strides quickly toward a dark-haired lanky young man awaiting him near the garage. He greets his son George warmly, with an uncharacteristically broad grin and some awkward small talk. The smile diminishes when he passes the imposing Texas Historical Site marker by the front door. He glances at the plaque and wags his head disapprovingly. “People were telling me I should be honored, and I guess I am. But I don’t like the idea of the state government coming in here and pretending to have some say-so over the Caruth homestead.”

Inside the huge, airy foyer, he has some trouble remembering exactly how it was. It is all different now. Each successive generation has performed its own face-lift on the old place. The elevator to the right of the foyer is now a storage closet; the old staircase is now a magnificent curving piece of art; the long, cream-carpeted living room to the left of the hall was – he’s not sure – once bedrooms.

There is an oil portrait of an ancestor for every wall. They are all handsome, in that way aristocrats have of being striking, regardless of their specific features. Especially Caruth’s mother – a regal, dark-haired Southern belle. Caruth pauses at his mother’s portrait and recalls, “The women, my grandmother and mother, were always the socialites. My father and I couldn’t have cared less. But they loved that life. Even today,” he continues with a chuckle, “when my wife and I travel, she flies first class and I fly coach.”

Out a huge bay window in the living room, a small and unkempt cemetery, crammed with small headstones, is shaded by a magnificent, spreading oak. To the right of the cemetery, four dogs of unidentifiable breeds sniff anxiously at a pen of ducks and geese. Beyond the pen is a freshly-painted ranch cottage, his grandfather’s abode before the mansion was built in 1875. Behind the cottage, a dozen or so horses graze lazily in a pasture.

Caruth steps out the back door of the mansion and around the house to the right, where he stops to gaze at two dilapidated huts, one that was once a smokehouse, the other once his grandfather’s blacksmith shop.

There is an abrupt breach in the trees, through which the sand-colored artifice of Titche’s at NorthPark intrudes on this idyllic agrarian island. He doesn’t seem to notice it, as he tells of the last time lightning stripped the huge trees surrounding the house. Maybe he’s noticed the store before and is finished speculating on what his grandfather might have thought of a NorthPark or a Campbell Centre smack dab in the middle of his cotton fields. Or maybe he ignored it purposefully, knowing it would remind him of the quandaries nagging him about the future of the homeplace.

He says his real concern is to settle the development of the land before he dies. He has a very clear idea of how to do it – a development plan which would put the land to good use, while maintaining the serenity and character of the historic homeplace.

But there are several obstacles between here and there, not the least of which is his nephews’ lease to Ray Nasher on the 36 acres at the corner of Central and Northwest Highway. The Byrd boys had worked the deal with Nasher without consulting him. He trusts Nasher, but the lease, as it stood, allowed for multi-story office buildings.

The whole matter had almost come to a head a couple of years ago. Nasher was ready to move on his development and applied for zoning on the land. Will reluctantly sent a letter to the City Plan Commission endorsing the project. He didn’t have much choice. It was either that, or catalyze an intra-family fight.

As it turned out, the commission flatly rejected the zoning request because of questions about traffic flow in the area. As much as he understood Nasher’s and his nephews’ aims, he couldn’t in all honesty say he was unhappy about the commission’s decision.

No doubt his father probably suffered through the same kinds of agonies as he approached death. He might even have worried that Will would somehow mismanage the land.

What will happen when Will dies? He has no single heir, groomed and ready to take the estate into its next era. His four sons and two nephews have gone their separate ways, and none seems interested in carrying on in Will’s footsteps. Caruth remembers the precise moment he reckoned with this. He and his oldest son, W.W. III, were driving through East Texas one day and Will had been waxing eloquent on some grandiose and probably brilliant real estate theory.

Suddenly he looked over at his son, who was only half listening. “You aren’t really interested in land, are you?” he said.

“No, Dad, I wish I were,” his son replied.

“I wish you were too, son.”

From that day on, Caruth’s management of the estate was colored by the knowledge that after his death, the Caruth estate, as he had known it, would no longer exist. The major management headaches of the immense fortune would be nurtured and unloaded, with the cream of the crop tucked away safely for the kids’ trusts. Those would be hefty trusts, maybe several million apiece. His personal money would go to medical and scientific research.

Maybe that was the way things were supposed to be. As his father’s era had ended, so would his. Will Caruth had dreamed of a Caruth dynasty from time to time, but maybe it had been just that, a dream and nothing more. Maybe there could not ever be another Will Caruth. Maybe fate, as she had done with his father, would dictate some new kind of Caruth for the future, a kind of Caruth he probably wouldn’t understand. Caruth smiled as he guided the Chevy back down the narrow dirt road and said,”Tomorrow, I will be in Florida.”

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