Late in the afternoon of Nov. 12, several squad cars from the Orange County Sheriff's Department converged on the San Juan Capistrano, Calif., corporate headquarters of Pixelon, a high-profile Internet company selling a new way of broadcasting television-quality video over the Internet. A hastily formed coalition of company officers and directors were planning to oust Pixelon's founder and chairman, Michael Fenne, a formidable 350-pound man. They called the deputies because they worried that Fenne might turn violent.

The day's trouble had begun much earlier. At a morning meeting with investors, Fenne pounded his fists on a conference table and vowed, in a two-minute tirade laced with profanities, that he would never willingly leave the company he had worked so hard to build. An irate founder bent on sabotage was something Pixelon's leaders openly worried about, especially considering the company's millions of dollars worth of computer equipment. But what most concerned this coalition were the two large bodyguards who stood outside Fenne's office that afternoon. The pair wore large pouches strapped around their waists, leading some - including Pixelon interim CEO Paul Ward, according to a lawsuit - to believe they were armed.

From the start, Fenne, who was partial to signing his e-mail messages as the "Big Giant Head of Pixelon," had proven to be an unusual founder and board chairman. He had no driver's license or Social Security card, and demanded that he be paid solely out of the company's expense account. He also displayed a tyrannical management style, requiring some employees to work 36-hour shifts. He launched into tirades over the public address system and held a mandatory prayer meeting in his office.

Later, in the weeks before his ouster, Fenne's behavior grew worse. Without the board's consent, he had promoted the company's public relations director to CEO only to fire her two weeks later and went on a stock-granting spree, handing out millions of shares to employees and partners. The company's investors had also just learned that Pixelon had spent no less than $16 million - out of $20 million in financing closed just one month earlier - for a star-studded launch party that included performances by the Who and the Dixie Chicks.

Pixelon director Lee Wiskowski was chairman of Advanced Equities, the Chicago investment bank that had handled the financing. When he heard about Pixelon's party tab, he and his two lieutenants left for Orange County for an emergency board meeting.

They arrived at company headquarters on the morning of Nov. 12. The first thing Wiskowski and his two cohorts heard was the sound of Fenne's voice over the Pixelon public address system. "This is the master speaking," at least a half dozen people present remember Fenne barking. "George better respond to me immediately, and if he doesn't have all the answers I might have to take him out behind the barn for a whooping!" Then, another message rang out,"Frank, report to the woodshed, your uncle is going to give you a whooping." The repeated messages, which appeared to be randomly directed at various employees, might have been funny were it not for the air of fear they created.

Later that morning, a Pixelon executive briefed Wiskowski's group. A week or two earlier, the executive told them, he had walked into Fenne's office for a scheduled meeting to find another executive on his hands and knees with his head bowed before Fenne, who was sitting in a chair with his hands on the back of the kneeling executive's head. "I've never been around a cult leader," the executive told the team, "but that's the way it felt."

The Wiskowski team had arrived at Pixelon headquarters thinking they might ask the interim CEO, Ward, who was also an early investor and director of the company, to take the fall. But the trio decided on the spot that it made more sense to oust Fenne, even though only several months earlier he had been given an employment agreement guaranteeing him the position of chairman for at least seven years. The three investment bankers retired to a nearby parking lot with Ward, a second Pixelon director and several Pixelon officers to hatch a plan. They needed at least one more board vote to take Fenne out, however, and frantically tried to reach two other board members. In the meantime, they agreed, they needed to keep Fenne from discovering their plans and be ready to call the sheriff's office.

"This feels weird," one member confided to another after they hatched the scheme. "This feels like someone could die tonight."