ArtsBeat: ‘The Leftovers’ Recap: Trying to Explain What Cannot Be Explained

"Dogs are just animals, man. They see something like that, and they just snap. All bets are off right there. No more chasing sticks. …They just go primal, man. Same thing's going to happen to us, it's just taking longer."

These words come halfway through the premiere of HBO's "The Leftovers," and they feel like an overture for the series itself, a grim, occasionally goofy melodrama about the funny and very-not-funny ways that people respond to trauma and loss. A teenager burying a dead dog notes that his town's canine population "went nuts" after the Rapture-like events that serve as this show's theology-tinged backdrop. The humans, we are not surprised to learn, are going nuts, too.

One day, 2 percent of the Earth's population abruptly disappears. Spouses and children are gone; so are the pope, Shaquille O'Neal and, peculiarly, Gary Busey, along with unknown millions of everyday sinners whose worthiness for being summoned by God seems suspect.

This is "The Twilight Zone" by way of J. J. Abrams: a morally provocative, fantastical premise played out through a well-coiffed cast of actors with "Gossip Girl"-caliber good looks. The setting is an Anytown, U.S.A., by the name of Mapleton, N.Y., and I found myself thinking of "The Monsters Are Due on Maple Street," a "Twilight Zone" episode where law-abiding citizens turn violently against one another after unexplained phenomena — flashing lights, self-starting cars – bedevil their neighborhood. The clear lesson, of course, was that the monsters are in ourselves. Faced with the unexplainable, the characters in "The Leftovers" waste little time proving that premise, though as the Times television critic Alessandra Stanley says in her review, "The premiere withholds as much as it reveals."

The series is based on a novel by Tom Perrotta, who specializes in skewering suburbanites' unhappy lives. Squint, and you can see Kevin Garvey, the protagonist, as a Cheever-esque victim of middle-age ennui; his estranged wife, Laurie, as a castaway from a mediocre marriage; their troubled daughter, Jill, as the latchkey kid gone to seed.

That the domestic drama unfolds on a supernatural stage amps up the stakes and injects an eeriness into the proceedings. No one knows how or why the Sudden Departure happened; a glimpse of a congressional hearing shows scientists and politicians alike at a loss. "God sat this one out," one grouses.

The vanishing itself is glimpsed only at the episode's start, mostly in the form of frightened 911 calls against a black screen. The device resembles the opening of "Zero Dark Thirty" — emergency workers calling in the World Trade Center attacks — and I doubt it's unintentional; another scene features two people falling from a building, one of several callbacks to the cataclysm we faced in our own world.

Unmoored, the characters look for solace. Garvey, played by Justin Theroux, is yet another HBO paterfamilias with a soft spot for animals, reserving his deepest ire for the strange man who keeps shooting Mapleton's dogs. Garvey's son, Tom (Chris Zylka), has run off with a survivalist-style cult, led by a snake-oil healer named Wayne who charges premium rates to comfort the troubled. A congressman seeking Wayne's counsel hands Tom an envelope filled with cash — even after the Rapture, it seems, the wealthy and well-connected still want to buy their way to happiness.

Mapleton's teenagers, including Tom's sister Jill (Margaret Qualley), seem more sullen than the usual specimen, indulging in hedonistic games that involve branding skin with a red-hot fork. Jill claims to be untroubled by the Sudden Departure, although a poster on her bedroom door features a band called the Evaporators.

Laurie, played by Amy Brenneman, has taken a vow of silence to join up with an ascetic cult, whose members wear white, smoke cigarettes, and silently stalk the people of Mapleton, watching them like smug existentialists dragging on Gauloises. (It's no surprise that Garvey is spotted at one point perusing a paperback of Camus' "The Stranger.")

When the mayor plans a parade for the anniversary of the vanishing, dubbing it Heroes' Day, Garvey warns that Laurie's cult, the Guilty Remnant, will disrupt and cause trouble. "Everybody's ready to feel better," the mayor insists.

It's hard, of course, to sweep this sort of thing under the rug. The parade is earnest but insufficient, a community's feeble attempt to cope with forces beyond its grasp. The Guilty Remnant arrives with signs that read, "Stop Wasting Your Breath." Garvey, injured in the ensuing riot, pleads with Laurie the next day to return to him and their children. She turns away.

"The Leftovers" puts rational people in irrational circumstances, and lets the layers of civilization slowly unpeel. At episode's end, Garvey, the only character who has not snapped, has his trigger moment: on a moonlit street, drunk and bloodied from the riot, he watches a deer being torn apart by wild dogs. A man appears, the dog-killer Garvey had been chasing. This time, Garvey grabs his gun and starts firing, too.

"They go primal, man."

This series could be one long, strange trip.

Were you intrigued or put off by the episode's grim plot and unrelenting piano soundtrack? The sprawling cast and sci-fi backdrop promises many narrative possibilities, but are you prepared to devote 10 hours to a study in extreme grief? I am curious if the show will add more playful elements or move deeper into the dark worlds portended by the premiere.

12.07 | 0 komentar | Read More

Well: Longer Heart Monitoring Backed for Stroke Patients

More than a half-million Americans every year have an ischemic stroke, the most common form, which disrupts blood flow to the brain. And at least a quarter of these cases have no apparent underlying cause.

Now two major studies suggest that many of these strokes of unknown origin — up to a third — may stem from atrial fibrillation, a common irregularity of the heartbeat that often goes unrecognized.

The findings are likely to encourage doctors to look more aggressively for signs of atrial fibrillation in patients who suffer strokes of unknown cause.

After such strokes, doctors usually prescribe a mild blood thinner such as low-dose aspirin. But aspirin alone may not be enough to prevent additional strokes in patients with underlying atrial fibrillation. These patients generally require more powerful anticoagulant medications to prevent clotting that can lead to additional strokes.

Stroke patients are generally screened with electrocardiographic monitoring for 24 hours to rule out atrial fibrillation. But the new studies, published Wednesday in The New England Journal of Medicine, suggest that some patients may need their hearts monitored much longer to detect abnormal rhythms.

One of the studies, which was funded by the Canadian Stroke Network and known as the Embrace trial, found that atrial fibrillation was diagnosed in five times as many patients who wore special heart monitors for 30 days compared with those who underwent conventional 24-hour testing.

The second study, led by researchers in Italy and carried out at clinics in the United States and other countries, found that a third of patients who had had strokes of unknown cause and were followed for up to three years experienced at least one episode of atrial fibrillation — and in most cases, there were no obvious symptoms.

In both studies, the longer monitoring periods resulted in significantly more patients being prescribed anticoagulants to lower their risk of another stroke.

"If more patients with atrial fibrillation can be detected, then more patients can receive appropriate stroke prevention therapy, and the hope is that more strokes, deaths, disability and dementia can be avoided," said Dr. David Gladstone, an associate professor in the department of medicine at the University of Toronto and the lead author of the Embrace trial.

Some medical centers monitor patients beyond the usual 24 hours, and in May the American Heart Association updated its guidelines to say it was "reasonable" for patients with unexplained strokes to be monitored for 30 days.

But longer monitoring "hasn't been the standard of care," said Dr. Hooman Kamel, a neurologist at the Brain and Mind Research Institute at Weill Cornell Medical College in New York, who was not involved in the new research. "I think these two studies are really what was needed to put it on very firm footing and to make it more widespread."

Dr. Gordon F. Tomaselli, the chief of cardiology at the Johns Hopkins University School of Medicine and a past president of the heart association, said the findings would "reinforce the notion that if you don't have a good reason for a stroke, you really need to take a pretty intensive look for atrial fibrillation."

Nationwide, about three million Americans have a diagnosis of atrial fibrillation, which occurs when erratic electrical signals cause the heart's upper chambers, the atria, to contract abnormally. The fluttering can cause blood to pool in the atria, forming clots that can then travel to the brain. At least one in six strokes are attributed to atrial fibrillation, and they are often more debilitating and deadly than strokes stemming from other causes.

But atrial fibrillation can be difficult to detect. The episodes are typically sporadic, coming and going unpredictably and lasting minutes or days at a time. Some people experience heart palpitations, shortness of breath and dizziness. But many experience no symptoms at all.

"What we are learning is that many patients have clinically silent atrial fibrillation," said Dr. Gladstone, who is also a scientist at Sunnybrook Research Institute in Ontario. "Often the first manifestation is when it leads to a stroke."

In the Embrace trial, which was carried out at 16 medical centers in the Canadian Stroke Consortium, Dr. Gladstone and his colleagues followed 572 people who had had either a stroke or a mini-stroke whose cause remained unclear after a battery of diagnostic tests.

About half of the patients wore a conventional device, known as a Holter monitor, which recorded their heart rhythms for an additional 24 hours. But the rest were assigned to wear a new chest electrode belt for 30 days after they went home.

Atrial fibrillation was detected in just 3 percent of the patients monitored short term, and in 16 percent of those who wore the new device for one month.

Among the patients monitored for 30 days was William Russell, 71, a retired businessman from Collingwood, Ontario. Mr. Russell suffered a major stroke two years ago during a ski trip with his family in Calgary.

"There was no prior warning — it just hit," he said. "My left side became completely paralyzed and my speech was slurred. Fortunately my daughter noticed it immediately and called 911."

At the hospital, doctors gave Mr. Russell a powerful clot-busting drug that reversed his stroke. But their next challenge was to find what had caused it. They took scans of his heart and his brain and did an electrocardiogram to measure the electrical activity of his heart, but the cause remained unknown.

Mr. Russell was enrolled in the study, and after a month of wearing the electrode belt day and night, his doctor was able to make a proper diagnosis.

"His heart monitoring revealed that he was having silent episodes of atrial fibrillation," Dr. Gladstone said. "As a result, we've been able to treat him with anticoagulant medication."

Mr. Russell said that he was doing well on his new medication and had returned to hiking, cycling and playing golf. Wearing the monitor for 30 days was "a bit of a pain," he said. "But it was worth it. Well worth it."

A version of this article appears in print on 06/26/2014, on page A19 of the NewYork edition with the headline: Behind Strokes of Unknown Origin, 2 Studies Point to Flaw in Heartbeat.

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DealBook: Alstom Board Backs G.E. Offer; Final Deal in Sight

PARIS — The board of the French industrial conglomerate Alstom said Saturday that it had unanimously backed General Electric's offer to acquire most of its energy business for $13.5 billion, essentially ending the battle for the company. A final deal was still awaiting the successful outcome of negotiations between the government and Alstom's largest shareholder over the sale of a stake to the state.

Members of the Alstom board "expressed their satisfaction" about the offer in a statement, saying General Electric's discussions with President François Hollande's government produced "a business proposal that not only addresses the interests of Alstom and of its stakeholders, but also provides assurances in connection with concerns expressed by the French state."

General Electric hailed the decision and said it would begin consulting with Alstom's works councils, which represent Alstom employees, and would seek the approval of regulators and shareholders in order to close the deal next year.

"We will now move to the next phase of the Alstom alliance," G.E.'s chairman and chief executive, Jeffrey R. Immelt, said in a statement. "We look forward to working with the Alstom team to make a globally competitive power and grid enterprise. We also look forward to working with the French government, employees and shareholders of Alstom."

The announcement came a day after France's economy minister, Arnaud Montebourg, blessed G.E.'s bid over a rival offer from Siemens and Mitsubishi Heavy Industries.

But Mr. Montebourg said the final deal was contingent on the state buying into Alstom, which would be left as a holding company after the deal, housing three 50-50 joint ventures with G.E. and an expanded rail transport business, bolstered by the addition of G.E.'s rail signaling unit.

The state agency that manages national shareholdings, the Agence des Participations de l'État, was negotiating Saturday to obtain a 20 percent stake in Alstom from its largest shareholder, the Bouygues family, which holds 29 percent of the shares. But a government spokeswoman said negotiators had "taken a pause" after a full day of talks. Kathleen Chotard, a Bouygues spokeswoman, declined to comment.

On April 30, G.E. proposed paying $13.5 billion for Alstom's energy business, which makes power-generation equipment and the electrical grid to deliver it, leaving Alstom's rail unit, which accounts for less than a third of its sales, to stand alone under the company name.

But that offer met with a sharp reaction from the French government, which sees Alstom — a company with 20.3 billion euros, or about $28 billion, in revenue last year, and about 18,000 employees in France — as a strategic asset and feared the political fallout from ceding the business to a large American company at a time of anxiety about the French economy.

Eventually, after the government solicited a rival offer from Siemens and Mitsubishi Heavy, and threatened to block any deal that failed to meet its concerns, G.E. made a new offer on Thursday that gives it Alstom's prized gas turbine business, but creates an alliance with the French company in three other areas: renewable energy, the electrical grid and nuclear steam turbines. G.E. has also promised to hire 1,000 employees in France over the next three years.

Mr. Immelt said in the statement that none of that had changed the basic picture.

"For G.E., the overall economics of the deal remain intact," he said, and the transaction will add to the American company's profit "in Year 1."

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DealBook: Citigroup and U.S. Deadlocked in Settlement Talks

Updated, 8:21 p.m. |

Talks between the Justice Department and Citigroup to settle a civil investigation into its sale of shoddy mortgage investments have deteriorated in recent days, as the sides are deadlocked on how much money the bank should pay.

The Justice Department has told Citigroup's lawyers that it plans to sue the bank unless the sides can reach an agreement soon, people briefed on the matter said. That lawsuit could come as soon as next week, one of the people said.

The standoff sets the stage for Citigroup to be among the first large banks to fight the Justice Department's findings in court rather than seek a settlement — a development that would carry risks for both sides.

In the settlement talks, which have dragged on since April, Citigroup has argued that it sold only a fraction of the troubled mortgage-backed securities when compared with other Wall Street banks, according to people briefed on the matter, who have asked to remain anonymous because discussions are still in flux. The bank contends that prosecutors are demanding penalties that far exceed the losses suffered by investors in the securities, these people said. The government has proposed a penalty of $10 billion, according to the people briefed on the matter. Wall Street analysts, extrapolating from a $13 billion settlement that the Justice Department reached last year with JPMorgan Chase, had estimated that Citigroup would be liable for about $2 billion.

The JPMorgan settlement was regarded on Wall Street and in Washington as a template for discussions with other large banks over investigations into questionable mortgage investments before the housing bust. Tony West, the No. 3 Justice Department official who is leading negotiations with the banks, has said the JPMorgan pact could provide a model for other agreements.

But lawyers for the big banks complain privately that federal prosecutors appeared to have scrapped that model and are demanding penalties that are far more punitive than the $13 billion paid by JPMorgan.

Similar tensions have derailed negotiations between the Justice Department and Bank of America this week, increasing the likelihood that federal prosecutors will file a lawsuit in that case as well. The harder line in recent discussions has come after the federal government had faced criticism in the past for not adequately punishing financial companies that were at the center of the problems leading to the 2008 crisis.

In its talks with prosecutors, Bank of America has argued that it is being asked to pay higher than warranted penalties for mortgage investment sold by Merrill Lynch, said people briefed on those talks. The bank has argued that it tried to back out of its acquisition of Merrill in the depths of the financial crisis, but felt pressured by regulators to go through with the deal.

Those arguments have failed to sway prosecutors, and it is unclear whether Bank of America could have legally walked away from the acquisition.

Citigroup was not nearly as large of a player in the mortgage securities market as some other Wall Street firms. In April, an analyst at Credit Suisse estimated Citigroup's tab to settle the Justice Department investigation could total as much as $2 billion, a sliver of what prosecutors are demanding.

Still, Citigroup may have little leverage in trying to convince prosecutors that it is liable for a lesser amount. Mr. West has reminded bank lawyers that to be meaningful, settlements must have a huge penalty. When the talks began in April, the Justice Department asked for at least $10 billion, a demand the bank rebuffed, people briefed on the talks said.

By agreeing to pay large penalties, Citigroup could alienate shareholders, who will ultimately shoulder the costs of any settlement.

The banks face other risks if they go to court. If found liable in a civil lawsuit, banks could wind up paying even more than prosecutors have proposed in settlement talks. And a prolonged trial could drag out potentially damaging documents and testimony from executives, setting back the banks' progress in regaining the trust of regulators and the public. Already, Citigroup, for instance, is embroiled in addressing other issues like a fraud scandal in Mexico and its failed Federal Reserve "stress test."

For its part, the federal government has a mixed track record in court when trying to prove wrongdoing by banks in the lead-up to the financial crisis. Losing prominent trials against Citigroup or Bank of America could sully the Justice Department's reputation for cracking down on mortgage misdeeds that contributed to the financial crisis of 2008.

Bank of America is one of the few banks that have already tested the Justice Department's mettle in court.

Last October, in a case filed by federal prosecutors in Manhattan, a jury found Bank of America liable for the sale of defective mortgages issued by its Countrywide Financial unit as part of a program nicknamed the "hustle."

The bank has had better luck defending against a lawsuit the Justice Department filed last year in North Carolina, in which prosecutors cited multiple emails from bank employees who questioned the quality of mortgages underlying the securities.

In March, a federal magistrate judge recommended tossing out the lawsuit. After holding a hearing this week on the matter, a federal judge is expected to rule soon on whether to accept the magistrate's ruling.

The status of the Citigroup talks was first reported on Friday by Bloomberg News.

Jessica Silver-Greenberg and Ben Protess contributed reporting.

A version of this article appears in print on 06/14/2014, on page B1 of the NewYork edition with the headline: Settlement Talks Stall For Citigroup And U.S. .

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DealBook: In Emerging Markets, What Scares Most Investors Entices Oppenheimer

The day has been long for Justin M. Leverenz, who runs America's largest emerging markets mutual fund at Oppenheimer Funds.

He has been up since 4 a.m., poring over annual reports, racing through traffic to make company meetings and finally, in the soft air of an Istanbul evening, a bit of book browsing and pickle tasting in this city's old European quarter.

Now, a glass of excellent Turkish red wine in hand, comes the day's most challenging task: persuading a small group of hyper-secular Istanbul elites that the country will thrive under its polarizing Islamist prime minister, Recep Tayyip Erdogan.

"My rich Turkish friends don't agree with me about this," Mr. Leverenz said as he soaked up the old world splendor at the bar of the Pera Palace Hotel, a favorite watering hole for these very same elites. "But I really think Erdogan and the AKP party are going to win election after election."

That is a bullish signal for Mr. Leverenz, who is looking to increase his $41 billion fund's stake in Turkey.

After a brief panic earlier this year, many money managers have been putting cash back to work in such unpredictable markets, lured by cheap stocks and strong measures taken by local policy makers. But few are committing significant funds to Turkey, spooked by the autocratic tendencies of Mr. Erdogan and the economy's dependence on volatile investment flows.

Mr. Leverenz, however, is convinced that his biggest investment successes — from Internet stocks in China and Russia, to housing finance companies in India — have sprung from his ability to ignore the passing wisdoms of the market. So he is buying Turkish stocks, convinced over the long term that Mr. Erdogan's radical reform ambitions will transform Turkey.

It is part of Mr. Leverenz's broader credo that emerging nations like China, Brazil, Russia and especially India after the victory of Hindu party leader Narendra Modi — are experiencing economic and social change that won't be reversed.

"I truly believe that these countries are in a period of significant progress," said Mr. Leverenz. "It will be dynamic, chaotic even, but the developed world really needs to watch its back."

Such sweeping optimism — or cheerleading as some would have it — has been a central tenet of the decade-long boom in emerging markets. Assets of emerging market equity funds in the United States exploded to $388 billion now, from $89 billion in 2008, according to Thomson Reuters.

One such surging fund is Mr. Leverenz's developing markets fund. Since 2009, assets have soared to $41 billion, from a low of $3.9 billion, making it among the largest actively managed international equity funds.

"It's pretty unusual to see a fund grow like that," said Karin Anderson, an analyst at the fund tracking company Morningstar.

Since 2010, Mr. Leverenz's fund is up 27 percent, outpacing more than 90 percent of his peers. This year, the going has been a bit rougher. While the fund is up 2 percent, two-thirds of his peer group is faring better.

The explosion in fund assets is beginning to worry regulators, though. Investors in emerging markets tend to act like lemmings, buying — and more dangerously selling — the same stocks in the same countries, creating distortions as funds become too large for the markets they are investing in.

In a nod to such worries, Oppenheimer closed Mr. Leverenz's fund to new investors last year. Even so, Mr. Leverenz's fund can still attract as much as $600 million a month from existing investors and he says putting that money to work remains one of his biggest challenges.

Which is why he is pushing himself harder to uncover companies that both meet his exacting investment criteria and that are large enough to make a difference in his $41 billion fund.

"This is where my nervousness helps me," he said. "Just like at a party where you can make observations about people when you are not hanging out with them, you can do the same in the stock market. You can see patterns that are emerging and then you can pounce."

Mr. Leverenz, who turned 46 recently, does not fit the mold of the classic emerging markets guru. Unlike the pioneering emerging markets investor Mark Mobius of Templeton, he keeps out of the television studio and does not rely on a small army of analysts sprinkled around the globe. Nor is he one for transforming his globe-trotting experiences into a lofty tome, in the vein of Ruchir Sharma at Morgan Stanley.

Instead, Mr. Leverenz prefers a more understated, behind-the-scenes approach. He is slight, almost waiflike, with thinning hair, thick glasses and a soft voice that one strains to hear in conversation.

"I am not a social person," he admits, sniffing broadly at the clubby atmospherics of emerging markets investing.

He eschews investment conferences and often ignores the quarterly earnings of his biggest holdings. Recently he walked out of a meeting with one his largest portfolio companies because the broker who arranged it had invited another investor to participate.

It is this tune-me-out discipline, Mr. Leverenz argues, that has allowed him to find the type of companies he craves: cash generators with a special edge that makes them market leaders.

Internet companies such as Baidu and Tencent in China and Magnit, the Russian retailer, fit the bill in this regard.

As political leaders like Mr. Erdogan and Mr. Modi are transforming their societies, these companies are accomplishing something similar — harnessing and monetizing change at the corporate level. Baidu, for example, runs the leading search engine in China, the world's biggest Internet market.

Right now, he's weighing an investment in Ulker, Turkey's largest food company, which also exports cookies, chocolates and other food items to more than 100 countries. Like many of his portfolio companies, Ulker has a very strong brand that extends beyond its home country.

But Mr. Leverenz also has some worries that intense competition is hurting Ulker's pricing power.

In a meeting at the company's Istanbul headquarters, Mr. Leverenz peppered executives with queries about the company's pricing and distribution strategies that had the three executives in the room flipping frantically through their pitch books.

Although they did not say as much, their expressions betrayed them: Aren't big-shot portfolio managers supposed to stick to broad questions about politics and the economy and leave the nitty-gritty for the underlings?

"I really don't have a large pool of analysts," Mr. Leverenz explained. "I am just a one-man band."

From the start, Mr. Leverenz has gone his own way. At the University of California, San Diego in the late 1980s, he studied Mandarin as opposed to the more fashionable Japanese. Upon graduating, he took off for Hong Kong — leaving behind his new wife and a job offer at a major investment bank.

After a successful run as a technology analyst, he joined Goldman Sachs in Asia and soon realized that while he may have a talent for analyzing companies, he had little ability to thrive among the supersize ambitions and egos of his peers.

"It was the worst experience in my life," he said. "And I really don't mind you saying that."

His time at Goldman also made him realize that the more time he spent reading annual reports and the less time he spent managing professional relationships, the better off he would be. So he turned to the buy side and joined Oppenheimer in 2004.

Many of his breed like to advertise themselves as being above the fray, primed to snap up undervalued gems, à la Warren Buffett of Berkshire Hathaway. But few go as far as Mr. Leverenz.

Even when Mr. Leverenz is home in the New York suburbs with his three children, solitude calls. He keeps an apartment in SoHo where he can escape distraction and read.

During the three or four days a month he spends in his New York headquarters, he does his best to not actually be there, coming in late, staying away from the holiday party and ignoring his constantly ringing office phone.

Such eccentricities are tolerated when a fund represents close to 20 percent of a mutual fund company's assets. Superior stock picking also helps.

"I am so proud of him — to have that kind of performance with a fund of that size is just spectacular," says Rajeev Bahman, a top portfolio manager at Oppenheimer who originally hired Mr. Leverenz and has served as his mentor.

Given his punishing travel and work regimen — he is on the road six months out of the year — and the challenge of repeating success with such an ungainly sum of money, it would be easy to question whether Mr. Leverenz has the necessary energy and drive to continue.

But Mr. Leverenz scoffs at the notion of moving on.

He mentions the $1 million-plus of his own money invested in his fund; the annual trips he takes to China with his children, all of whom are fluent in Mandarin; and the writers and artists that he finds and cultivates along the way.

"Everything is in equilibrium," he said. "I can never exit this."

A version of this article appears in print on 06/13/2014, on page B1 of the NewYork edition with the headline: A Bet on Radical Change .

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DealBook: T-Mobile and Sprint Zeroing In on a $32 Billion Merger

Updated, 8:51 p.m. |

Responding to a wave of consolidation in the telecommunications industry, the nation's third- and fourth-largest wireless phone operators have agreed on the terms of a deal to join forces.

Sprint and T-Mobile have talked about a combination for years but continued to put it off, each preoccupied with other deals, and concerned about scrutiny from antitrust regulators.

But in recent days, the two sides have settled on the terms of a $32 billion deal that is likely to be announced this summer, people briefed on the matter said on Wednesday.

Under the terms of the deal, which are still preliminary, Sprint would acquire T-Mobile for about $40 a share in cash and stock, a 17 percent premium to Wednesday's price.

Talks are incomplete and could still fall apart. But the agreement on terms represents a turning point in a relationship between two companies that have long contemplated a merger.

Sprint and T-Mobile have decided to press ahead now because their two main rivals, Verizon and AT&T, each with more than 100 million subscribers, continue to grow more formidable.

Verizon's balance sheet is stronger, after agreeing to take full control of Verizon Wireless last year in a $130 billion deal with Vodafone. Verizon is the largest wireless operator in the country and also provides landlines, cable television and business services.

AT&T, the second-largest wireless provider, recently agreed to acquire DirecTV in a $49 billion deal, which would give it control of the country's largest satellite television operator.

Meanwhile, the cable industry is also consolidating. Comcast and Time Warner Cable have agreed on a $45.2 billion deal that would create by far the largest cable television operator. The combined company would also have strong landline, Internet and business services offerings.

Together, these mergers and acquisitions by competitors of Sprint and T-Mobile have created a landscape that has increasingly marginalized the two smaller companies, which each have about 50 million subscribers and only provide wireless service.

Neither Sprint nor T-Mobile, on their own, would have the financial resources to compete against these larger players, nor the suite of offerings to attract customers who can get a whole host of services from other rivals. As a result, both sides believe that the only way to remain relevant is to combine.

Sprint and T-Mobile are both majority-owned by large, international telecommunications groups, which have their own agendas as well. T-Mobile is 67 percent owned by Deutsche Telekom of Germany. Last year, T-Mobile merged with MetroPCS, gaining a publicly traded stock that eased the path for a Sprint deal.

Deutsche Telekom has been looking to get out of its T-Mobile investment for years, and under the proposed deal with Sprint it would own just 20 percent of the combined firm, further reducing its United States exposure.

Sprint, meanwhile, is majority-owned by SoftBank, the Japanese group controlled by the billionaire Masayoshi Son. Mr. Son, known as Masa, an entrepreneur who has already reshaped Japan's wireless industry, has made no secret of his ambitions to do the same thing in the United States. Taking control of Sprint last year was his first step, and at the time that deal was announced, he acknowledged his desire to acquire T-Mobile as well, giving him the scale he thinks he needs to compete with Verizon and AT&T.

"AT&T and Verizon dominate the industry's Ebitda and capital investment," said Walter Piecyk, an analyst at BTIG Research, referring to a common indicator of a company's financial performance. "And Masa is making a credible case that they not only need scale to compete more effectively in the wireless industry but could also offer new and needed competition for wired broadband."

Should it be announced this summer, a deal to combine Sprint and T-Mobile would surely face regulatory scrutiny. Antitrust officials at the Justice Department are already considering the implications of Comcast's proposed acquisition of Time Warner Cable, and AT&T's proposed deal for DirecTV. This would add a third megadeal to the mix, and the regulators could consider the merits of all the deals at once.

"Regulators have many deals in front of them and need to consider where the market will be five years from now and how to best stimulate competition, which not only means lower prices but also more investment," Mr. Piecyk said.

AT&T tried to buy T-Mobile three years ago in a deal that would also have consolidated the industry. But regulators effectively killed the deal, contending it would have been bad for consumers because it would have reduced their choices.

Accounting for the regulatory uncertainty, the early terms of the deal include a breakup fee of more than $1 billion that Sprint would pay T-Mobile if the deal is not consummated.

Many hurdles to the deal remain, and any announcement is still a ways off. The two sides have not conducted due diligence on one another, drafted a definitive agreement or arranged financing. A deal could be announced in July, according to a person briefed on the process.

Additionally, by expanding so rapidly, Mr. Son of Japan will have created a company with a substantial amount of debt. Together, the two companies carried about $54 billion in long-term debt as of March 31, according to regulatory filings.

There is also the issue of T-Mobile's brash chief executive, John J. Legere. Mr. Legere supports the merger, and could emerge as the leader of a combined company. Dan Hesse, Sprint's chief executive, has previously signaled his willingness to step down.

Despite turning around T-Mobile, Mr. Legere has said publicly that his smaller company lacks the financial firepower to battle Verizon and AT&T over the long term.

"When you play this game over five years or so, there are capital requirements and there are multiple ways to continue to play aggressively and to close the gap on the big guys," he said in a recent earnings call. "We've always said that we think, ultimately in the industry, it's a consolidation game. That's a matter of when and not if."

Bloomberg and The Wall Street Journal earlier reported that the companies had agreed on deal terms.

Craig Moffett, the senior research analyst for MoffettNathanson, said that the timing of the potential takeover stems in part because Mr. Son is eager to use Sprint's stock as deal currency while it remains relatively highly valued.

But Mr. Moffett cited the likelihood of strong opposition by the Justice Department's antitrust division and the Federal Communications Commission in both private and public comments.

"I don't think you can put more than a 10 percent chance of success for this deal," he said.

Among the three proposed deals that the F.C.C. and the Justice Department will weigh, Mr. Moffett considers that the Comcast and AT&T proposals will be the ones to pass, since either approving all three or rejecting them all would be politically untenable. "They will have to find at least one acquisition to be the sacrificial lamb," he said.

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DealBook: French Officials Twist U.S. Arms in Bank Inquiry

Facing the prospect of a guilty plea in the United States, the giant French bank BNP Paribas has enlisted the support of a powerful ally: its own government, including top regulators and even the French president.

President François Hollande recently reached out to the White House to raise concerns about a plea deal, according to people briefed on the matter, injecting a political undercurrent into a law enforcement investigation. French officials have also contacted the State Department and Treasury Department, the people said, and made direct appeals to the authorities investigating BNP. The bank is suspected of doing business with Sudan and other countries blacklisted by the United States.

At a meeting last month in New York, state and federal prosecutors discussed the potential fallout from the BNP case with Edouard Fernandez-Bollo, a senior French banking regulator, according to the people briefed on the matter who were not authorized to discuss the private talks. The prosecutors — Cyrus Vance Jr., the Manhattan district attorney; Preet Bharara, the United States attorney in Manhattan; and David O'Neil, then the head of the Justice Department's criminal division — appeared to resist the overtures.

Undeterred, Mr. Fernandez-Bollo returned to New York last Tuesday with the governor of the Bank of France, Christian Noyer, arguably the country's highest-ranking financial authority. At Mr. Vance's offices in Lower Manhattan, Mr. Noyer reiterated that the criminal case could have dire repercussions for BNP and the broader global economy, according to the people briefed on the matter.

The French campaign has focused largely on the concern that BNP, unlike other big banks accused of doing business with Sudan and Iran, might be forced to suspend a core business operation in New York as a result of the guilty plea. French officials have complained that such a penalty, proposed by New York State's top financial regulator, Benjamin M. Lawsky, could erode some of the bank's bottom line.

The behind-the-scenes arm twisting — the equivalent of, say, Janet L. Yellen, the chairwoman of the Federal Reserve, intervening in a foreign investigation of an American bank — underscores the international implications of the BNP case. Unlike cases that focus solely on the letter of the law and the extent of wrongdoing, the BNP investigation has inflamed diplomatic tensions and pitted the French government against American authorities.

The pushback from France reflects a cultural and legal divide with the United States, where political intervention in law enforcement is typically taboo. While the White House will coordinate with its allies on terrorism cases, and President Obama routinely discusses matters like trade and climate change with his foreign counterparts, it is rare that foreign leaders weigh in on behalf of specific banks or corporations ensnared in a criminal investigation.

For now, in the case of BNP, the French government has little to show for its effort. The White House did not intervene in the investigation, which began in 2007 with a tip to the Manhattan district attorney's office. And BNP is still hurtling toward at least an $8 billion fine and a guilty plea for its parent company, according to the people briefed on the matter.

French officials are hardly the first foreign leaders to lean on the Justice Department — Credit Suisse recently dispatched the Swiss finance minister to Washington on the eve of the bank's pleading guilty to enabling tax evasion — but the effort has coincided with an unusual public outcry in France. One French official recently complained that "the United States can't treat its allies like this." And the National Front, the largest far-right party in France, accused American prosecutors of operating a "racket."

Representatives for Mr. Hollande did not respond to requests for comment. A spokeswoman for the Bank of France said she could not confirm the meetings with Mr. Noyer and Mr. Fernandez-Bollo, and declined to comment further.

The two French officials also took up BNP's cause with Mr. Lawsky, who has the authority to revoke the bank's license to operate in the state, the Wall Street equivalent of the death penalty. In recent meetings, Mr. Lawsky suggested that he would not withdraw BNP's license but might temporarily suspend the bank from processing transactions through its New York branch on behalf of foreign clients, a process known as dollar clearing.

The United States investigation into BNP has centered on the bank's role, from 2002 to 2009, in processing transactions through its American operations for companies and countries that the United States government has hit with sanctions. Prosecutors suspect that BNP, aiming to flout those sanctions, purposely omitted the names of Sudanese clients from paperwork to transfer money so as to not sound alarm bells with bank employees in New York. In some transactions, according to the people briefed on the matter, BNP employees stripped away any information that could tie the payments to entities under sanctions.

Mr. Noyer recently remarked publicly that BNP's conduct "conformed with European and French rules, laws and regulations."

At the heart of the French government's campaign is the concern that American prosecutors have created a two-tiered system of justice: one in which American and British banks escape criminal charges and the other that forces BNP to plead guilty to sanctions violations and pay a record fine.

Hoping to whittle down the financial penalty — prosecutors and regulators initially sought about $10 billion — French officials have contrasted BNP's case with the fate of other big banks. The British bank HSBC, for example, paid $1.9 billion to settle money laundering and sanctions violations. Credit Suisse paid about $2.6 billion when it recently entered a guilty plea.

For BNP, a bank deemed too big to fail in France, the French officials warned that such a huge settlement could eat into the bank's capital, according to the people briefed on the matter. The bank's capital levels, the officials complained, could drop below an important threshold for financial strength.

One French official, speaking on the condition of anonymity, said that any discussions were intended to highlight the potential dangers to the financial industry as a whole, and were not meant as direct advocacy for BNP.

At first, the entreaties appeared to give American authorities some pause, the people briefed on the matter said. But when prosecutors discussed the bank's capital levels with regulators, they concluded that the concerns were overblown.

BNP's concerns also lost some momentum after the Credit Suisse guilty plea. The Swiss bank's American chief executive, Brady Dougan, said the case would not cause "any material impact on our operational or business capabilities."

Now that a guilty plea is no longer seen as a death sentence for banks, the dollar-clearing suspension has emerged as the biggest threat to BNP, according to the people briefed on the matter. In the meetings last month with Mr. Lawsky, the French officials detailed the potential impact.

With BNP unable to handle any dollar-clearing in New York, clients could flee to competitors, the officials argued. The blow to the bank, the French officials warned, would only add to turmoil in the European financial system.

Mr. Lawsky has yet to budge. To be a credible deterrent, a guilty plea has to carry real repercussions, Mr. Lawsky explained in his meetings with the French officials, the people said. Mr. Lawsky added that the bank would receive time to prepare for a temporary suspension, allowing BNP to alert its clients and make other arrangements.

Fearing the sanctions violations at BNP were pervasive, according to two people briefed on the investigation, Mr. Lawsky installed a monitor at the bank's offices in New York. The monitor has been quietly examining the bank's operations and record-keeping since October. Mr. Lawsky, the people said, plans to install a monitor on a more permanent basis as part of the settlement with BNP.

In the series of meetings with the bank last month, Mr. Lawsky also reiterated his plans to penalize more than a dozen BNP employees for their role in the suspected scheme, the people said. Of the dozen or so employees, at least two are senior BNP executives.

The employees, however, will not face criminal charges for now. The improper dealings with Sudan and Iran appeared to stop in 2009, putting it just past a five-year legal deadline for prosecuting individuals. The aggressive stance toward BNP traces partly to a concern that the bank was slow to flag wrongdoing to authorities, according to the people briefed on the matter, undercutting their opportunity to charge individuals.

Yet prosecutors from the Justice Department and Mr. Vance's office have not ruled out charges, the people said. The investigation could benefit from a legal provision that gives Mr. Vance five extra years to pursue cases against individuals based overseas.

Michael D. Shear, Liz Alderman, David Jolly and Peter Eavis contributed reporting.

A version of this article appears in print on 06/03/2014, on page A1 of the NewYork edition with the headline: French Leaders Appeal to U.S. In Bank Case.

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DealBook: Authorities Find Insider Trading Case Tied to Phil Mickelson Is Slow to Take Shape

In the summer of 2011, a series of winning stock trades raised immediate red flags for financial regulators.

The traders — a cross-section of investors including the championship golfer Phil Mickelson and the high-rolling gambler and golf course owner William T. Walters — collectively reaped several million dollars betting on the consumer products company Clorox and one other stock, according to people briefed on the matter who spoke anonymously because they were not authorized to discuss the investigation.

The trades, options contracts to buy Clorox stock, came just days before the billionaire investor Carl C. Icahn announced an unsolicited takeover bid for the company that drove up the stock price. And trading records indicated that the bets came not just from Mr. Mickelson but also from at least one other investor connected to Mr. Walters and the golfing world, one of the people briefed on the matter said. That investor, another person said, is not now under investigation.

The previously unreported details about the size and scope of the trading, emerging a day after a federal insider trading investigation first came to light, might seem to stack up in the government's favor. As federal authorities examine whether Mr. Icahn leaked details of his Clorox bid to Mr. Walters, the people said, they are exploring a theory that Mr. Walters might have passed the information to Mr. Mickelson.

And yet, nearly three years after the trades flashed some telltale signs of possible insider trading, a case has yet to materialize.

A recounting of the government's tactics, described in interviews with people briefed on the matter, provides a case study in the hurdles of building an insider trading investigation. Even after the United States attorney's office in Manhattan racked up a perfect record under Preet Bharara — more than 80 insider trading convictions and no defeats — a case can wither without a smoking-gun email, a loose-lipped cooperating witness or wiretapped conversations.

In the case of Clorox, the authorities initially planned to secure cooperation from one of Mr. Icahn's top employees, the people briefed on the matter said, but shifted gears when they lacked the leverage to do so.

The focus then turned to Mr. Mickelson, whom authorities hoped to scare into cooperating. As one of America's most popular athletes, Mr. Mickelson had much to lose under the glare of the government's spotlight.

But when the F.B.I. approached Mr. Mickelson — first pulling him off a plane at Teterboro Airport in New Jersey last year, the people said, and then confronting him on Thursday at a golf tournament in Ohio — Mr. Mickelson had little to offer. In the airport discussion last year, which lasted no more than an hour, the people said, Mr. Mickelson pledged to cooperate but explained that he did not know Mr. Icahn and had no clue that the stock tips might have been improper. On Thursday, Mr. Mickelson said, he instructed F.B.I. agents to "speak to my lawyers."

Mr. Mickelson, Mr. Walters and Mr. Icahn have not been accused of any wrongdoing. Even if Mr. Icahn did leak secret information about his firm's intentions with Clorox, he may have done so legally. It would have been illegal if he breached a duty of confidentiality to his own investors.

Through his agent, Mr. Mickelson released a statement saying that he had "done absolutely nothing wrong." At the golf tournament on Saturday, Mr. Mickelson said, "I'm really not going to say anything more until sometime in the near future," adding that "I'll cooperate as much as I can with the F.B.I."

In an interview, Mr. Icahn said "I don't give out inside information," adding that "for 50 years I have had an unblemished record." Mr. Icahn argued that any suggestion he had done anything wrong was "irresponsible."

Mr. Walters, reached on Friday evening, said, "While I don't have any comment, pal, I'll talk to you later."

The insider trading investigation is not the first time that Mr. Walters, often considered the most successful sports bettor in the country, has drawn federal scrutiny. In 1992, he was acquitted of illegal gambling charges. Since then, the Nevada attorney general has charged Mr. Walters with money laundering stemming from his gambling operation, but courts dismissed that case.

Now Mr. Walters, better known as Billy, is at the center of the insider trading investigation.

A year after the 2011 Clorox trades, Mr. Walters and Mr. Mickelson placed trades in Dean Foods, the people briefed on the matter said, just before the food and beverage company announced its quarterly earnings and a public stock offering for a subsidiary. The authorities, who have not found any connection between Mr. Icahn and the Dean Foods trading, are investigating whether Mr. Walters had a source inside the company itself.

For the Clorox trades, Mr. Walters provides authorities with a possible link between Mr. Icahn and Mr. Mickelson. Mr. Icahn, a frequent visitor to Las Vegas with a number of business interests there, acknowledges knowing Mr. Walters but says he has no connection to Mr. Mickelson. Mr. Walters, for his part, has crossed paths with Mr. Mickelson at golf tournaments.

"With this breaking in the media, the government's next step will likely be sending out grand jury subpoenas to the parties for all documents, emails and text messages," said Reed Brodsky, a partner with Gibson Dunn & Crutcher and a former federal prosecutor.

In recent months, authorities have pored over phone records, the people briefed on the matter said, seeking to line up Mr. Icahn's calls to Mr. Walters with the trading in Clorox. But phone records provide only circumstantial leads.

A relentless investigation of Steven A. Cohen, a hedge fund billionaire, turned up phone records showing that just after he spoke to an employee who possessed inside information, Mr. Cohen placed a major trade. Federal prosecutors ultimately indicted Mr. Cohen's hedge fund, SAC Capital Advisors, but never charged the billionaire himself.

In some ways, the investigation into Mr. Icahn echoes the pursuit of Mr. Cohen. While authorities are interested in those who traded on Clorox, the ultimate focus is a Wall Street titan.

In the case of Clorox, authorities have some additional hurdles. For example, they have struggled to establish that Mr. Icahn and Mr. Walters were close enough that the financier might jeopardize his long-running career to share secrets about his Clorox strategy with an acquaintance like Mr. Walters.

There is little in the public record linking the two men to business deals — and even less that suggests they socialized together in Las Vegas.

The most visible connection is a mobile data provider called Voltari, where Mr. Icahn's son is a director and whose largest shareholders are firms controlled by Mr. Icahn. A small Nevada company controlled by Mr. Walters and his business partners was an early-stage investor in the company, though that hardly suggests that Mr. Icahn would alert Mr. Walters to inside information.

Federal authorities may also be grappling with whether Mr. Icahn, even if he did leak the information, violated the law. Under the laws that govern insider trading, it is not illegal to leak secrets about a future trade.

For such a leak to cause a legal problem, a bidder for Clorox would, for example, have had to breach a duty of confidentiality to his or her own investors.

And in certain cases, even if there is no duty of confidentiality, someone who is mounting a takeover bid may not leak "material, nonpublic information" about a tender offer. But in the case of Clorox, Mr. Icahn never submitted a tender offer.

The confluence of golf and an insider trading investigation is hardly new. The golf course has become something of an ideal scene for consummating many a big corporate deal. Wall Street investment banks often hold golf outings for investors, analysts and executives.

In 2001, the S.E.C. and federal prosecutors charged a San Diego man with making $137,485 in illegal profits from a stock tip he got while golfing with the director of a company that was in the middle of merger negotiations. Last year, an executive at KPMG, one of the country's largest accounting firms, was accused of leaking tips to a frequent golf partner. The San Diego man and the KPMG executive both pleaded guilty.

As for Mr. Mickelson, a three-time winner of the Masters golf tournament, he has played through the distractions.

But he finds himself in something of a slump just as he enters a critical period in his playing career: the run-up to an attempt to complete a career Grand Slam by winning the United States Open. It is the first time since 2003 that he has gone this far into a P.G.A. Tour season without a victory.

At the Ohio tournament on Saturday, the crowd cheered Mr. Mickelson, saying, "Good luck, Phil," and, "You're the man, Phil." From his fellow golfer Robert Garrigus, Mr. Mickelson received some playful ribbing.

"How's it going, Phil?" he asked. Mr. Mickelson, letting out a laugh, replied, "Been an interesting evening."

Mr. Garrigus added in jest that "I'm not sure I want to talk to you now."

Karen Crouse contributed reporting.

A version of this article appears in print on 06/01/2014, on page A15 of the NewYork edition with the headline: Authorities Find Insider Trading Case Tied to Golf Star Is Slow to Take Shape .

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