BITTER FIGHT FOR CONTROL OF XTRA LEAVES REGRETS

BITTER FIGHT FOR CONTROL OF XTRA LEAVES REGRETS

The faces behind the numbers were smiling bravely here at the annual meeting of Xtra Corp. Thursday as control of the company passed from Chairman Charles F. Kaye and the pursuit of cold cash outraced other concerns.

With the 10 a.m. meeting put off past 1 p.m., two wizened investors waxed philosophical about closed-door talks between incumbent managers of the embattled trailer leasing company and the heavily favored forces of proxy rival Robert M. Gintel."All they've got to do is get rid of Kaye," one told the other audibly as Mrs. Kaye sat waiting a few feet away with her children and infant grandson - later described by Mr. Kaye, 62, as Xtra's youngest shareholder.

There was little of Mr. Kaye's 23-year career at Xtra not aired within earshot while his family preserved seamless demeanor, sipping coffee and Cokes through critiques of alleged "champagne" habits and decisions to buy 45-foot rather than 48-foot trailers.

"Charlie doesn't give up easily," crowed one wag, checking his watch. ''He wants more money."

Investors rushed to take their seats as Mr. Gintel arrived, signaling an agreement. Some stood to shake his hand. One introduced an elderly lady as the wife of a past president of the company - retired, she said, without a pension. Mr. Gintel sympathized.

When the time came to acknowledge defeat, Mr. Kaye also kept his control, at least of emotions if not of his company. He apologized for the delay and for not serving lunch. He conceded the election with few words and then adjourned, pausing only to speak to his family and glower at a reporter who tried to pursue him.

Other officials were less adept, despite assurances that they would keep their jobs. When asked if reporters would be given a chance to ask questions, one top manager snapped, "You can ask them of anyone you want but no one's going to talk."

Across the room, Mr. Gintel was talking to reporters in subdued tones as investors rushed to phones and stock prices plunged on news the company would not be sold. With victory came the realization that no one wanted Xtra at any decent price.

Mr. Gintel's tone was remarkably restrained in light of bitter charges aimed at him by Mr. Kaye, in a lawsuit that would now presumably be moot. The suit accused Mr. Gintel of violating securities laws in his bid for Xtra and dredged up his part in the decades-old insider-trading case of Cady, Roberts.

With hindsight, one official at Xtra conceded that rattling Mr. Gintel's skeletons had been a blunder. Despite Mr. Gintel's assurances that he will try to "gain the trust and confidence of employees of the company," some may worry that their zeal in digging up old bones will come back to haunt them.

Mr. Gintel was also quiet in his criticisms of Mr. Kaye and the company, in spite of vocal attacks during the five-month campaign, preferring to give even the most recent issues a decent burial.

No time was set for Mr. Kaye to step down and there was even talk of keeping him on as a consultant.

It seemed a victory notably devoid of spoils. The room emptied. Both sides left with their regrets.