Same Place, Different World

For 50 years, the men and women of Campbellsville, Kentucky sewed underwear in a vast Fruit of the Loom plant that dominated the town's economy and its psychology. Then Fruit of the Loom shut down, Amazon.com moved in, and Campbellsville changed forever.

The setting: a vast factory, each department a world of its own. In the basement is the cutting room, where huge bolts of cloth are readied to be made into men's T-shirts and underwear. Also in the basement is the bleach-and-dye house, where cloth is dyed fashionable colors or is bleached underwear white. On the main floor, hundreds of women sit hunched over sewing machines. The women and their machines run in rows and columns, surrounded by piles of partly finished underwear. The air is filled with the buzz of machines sewing seams onto briefs and T-shirts. The women are named for their jobs: "Set sleeve" sews sleeves onto T-shirts, "hem bottom" sews the bottom hem onto T-shirts.

The place: Campbellsville, Kentucky, a small town deep in the rolling farm country of central Kentucky. Campbellsville has a population of 11,000. For half a century, it has been known as home to the largest men's-and-boy's-underwear factory in North America. The Fruit of the Loom plant sits on a ridge that overlooks town -- and, at one point, 4,200 people worked within its walls.

The time: Thursday, August 7, 1997.

Voices (I): "What Are We Gonna Do?"

Bertha Marr, then 46, who had been working at Fruit of the Loom since 1967: "We were hearing rumors -- about layoffs, about a closing -- but people always say, Don't believe the rumors."

June Judd, then 35: "I was what they call 'tube-fly/cut-tube.' I sewed the fly that goes on men's briefs. I did the same job for 18 years. Same job, same machine. I sewed like a crazy person. I did 14,000 to 15,000 briefs a day. I've touched a lot of people's underwear.

"When I went in that morning, rumors were flying. About 9 o'clock that morning, they started messing with the PA system, checking it. We knew then, because they weren't in the habit of making no announcements in the middle of the week."

Karen Brockman, then 26 and working as a hem bottom: "Me and my husband both worked there. My mother worked there. My mother-in-law worked there. My father-in-law worked there. I had three sisters who all worked there, and a brother-in-law, and a sister-in-law also."

June Judd: "About 10 o'clock, one of the guys from corporate, he made the official announcement of the layoffs. It was very matter-of-fact. I was watching; there were all kinds of reactions -- some people crying, some cussing, some all to pieces, asking, What are we gonna do? How are we gonna make it? Where are we gonna go now?"

Bertha Marr: "The layoff was scary. Sewing was the only job I had ever had. I cried. It was just like I was robbed of everything after 30 years."

Karen Brockman: "I clapped when they announced mine was one of the first units being laid off. I was too scared to quit, but I was glad. Being laid off was a chance for a new opportunity."

More Than a Factory, an Identity

Sometimes you don't have to move to become part of the Great Migration to the new economy. Sometimes the new economy comes to you. Back in August 1997, it would have been hard to find another American town whose fate was as completely dependent on a single building as Campbellsville was on its Fruit of the Loom factory. It also would have been hard to find an American town that was less ready for the new economy -- less ready to play a role in a business environment that's powered by Internet connections, stock options, and knowledge work. But, in less than three years, Campbellsville and surrounding Taylor County have been through a kind of hyper-evolution that has taken the rest of the nation a quarter-century to get through.

The change has had the same impact as if an earthquake had leveled Campbellsville and then the town had been rebuilt. Institutions that were once considered as solid as the ground itself evaporated. There was disbelief, grief, resignation. Eventually, there was curiosity, excitement, a sense of liberation. A mature manufacturing economy was converted, in a single renovation, into an information economy -- an economy whose three flagship employers are now Amazon.com, perhaps the world's best-known dotcom retailer; Rosenbluth International, the third-largest travel company in the United States; and Frost-Arnett Co., whose people use computers in the service of classy debt collection.

The transformation is even more amazing because Campbellsville in the spring of 2000 looks no different than it did in the spring of 1997. The disaster, the struggle to rebuild, the triumph -- all have been psychological and economic.

The Factory -- as the townspeople refer to it -- is as big as a modern shopping mall. In a rural county of 23,000 people (4,000 of them schoolchildren), a place that employs 3,000 is the dominant force in town. Everyone knew that payday at the Factory was every other Thursday -- when $2.5 million cascaded into town in a single afternoon. Grocery stores and banks loaded up on money in order to be able to cash Fruit paychecks, and people scheduled yard sales for the weekends that followed payday.

Campbellsville and Taylor County flourished as the Factory flourished. "We had men in the bleach house who earned about $50,000 a year with overtime," says Helen Vaughn, 67, who started as a secretary at the Factory at 18 and ended her career as an assistant vice president 43 years later, before the layoffs occurred.

"People at the Factory often made more money than teachers," says Betty Jane Gorin-Smith, Campbellsville's self-appointed historian, who has taught high-school and college history for 30 years. "You'll notice when you go out into the country that there are a lot of brick houses. I call those 'Fruit of the Loom' houses or 'Factory' houses. The men farmed, and the women worked at the Factory. Factory money built those houses, not farm money."

Campbellsville has a country club, two golf courses, and a modern hospital. The city has block after block of neat homes, with well-tended lawns. Everyone cultivates flowers. Underwear built it all.

Even as it flourished, though, part of Campbellsville also suffocated because of the Factory. At the time when layoffs began, some 40% of the adults in Taylor County didn't even have a high-school diploma -- more than twice the U.S. average.

Going to work at the Factory was easy and lucrative. In the 1980s and 1990s, sewing jobs paid twice minimum wage or better: from $10 an hour to $12 an hour for workers who could really sew. The Factory was so effective at sucking in people that it left few workers for anybody else. Fruit of the Loom was such a compelling employer, few other companies bothered to come to town.

That Thursday -- August 7, 1997 -- the worst rumors turned out to be untrue. Fruit of the Loom announced only that it was permanently eliminating 1,482 jobs in Campbellsville. At the time, Mark Steinkrauss, vice president of corporate relations, said, "We can do the same work cheaper somewhere else." He pointed to Central America. The remaining jobs, Steinkrauss said, were relatively secure.

Those jobs were eliminated in November (220 layoffs), January (410), and April (812). On April 15, 1998, Fruit of the Loom delivered twin announcements: A 38% increase in quarterly earnings, and the final closing of its Campbellsville factory. In nine months, Fruit of the Loom had gone from three shifts to no shifts. Eleven months later, Campbellsville lost another anchor employer: Batesville Casket Co., which closed and laid off 212 people. Taylor County's unemployment rate was near 30%.

"For a long time, people felt this community was set for life," says Kevin Sheilley, the boyish-looking director of economic development for Taylor County, hired after Fruit of the Loom closed. "Two of the largest employers were Fruit of the Loom and Batesville Casket. No matter what happened to the economy, those were things that people would need: underwear and caskets."

The same forces that swept away Campbellsville's economy -- the mobility of work, the migration of jobs to cheaper sources of labor, the pace of change -- would ultimately restore it. But first, the people of Campbellsville would have to surrender not only their paychecks, but their daily routines, their identities. No one would be "hem bottom" or "V neck" or "sew pocket" anymore.

Voices (II): "The World Has Come to an End"

Bertha Marr: "I started at Fruit of the Loom on September 16, 1967. My mom told me I had to go to work. I got to the eighth grade, then I went to work. We needed the money."

Debbie Stiles, 41, born in Campbellsville to a mother and father who both worked at Fruit of the Loom: "Growing up, all my friends' parents worked there, and then my friends worked there. It was a ritual.

"What I really wanted to be was a stewardess. But my mom got upset; she was worried about plane crashes. So, after high school, I went to Campbellsville College. I was going to go into nursing. After my first year, I applied for the nursing program at the University of Kentucky. They said they were filled for that year, but I could apply the next year. I thought, I'll just wait. Then I seen a car I wanted. It was a 1977 brown-metallic-flake Trans Am. I thought I would go to work, pay for this car, then go back to nursing school. I got a job at Fruit of the Loom, folding T-shirts. I was there 19 years. That turned out to be an important car."

Arlene Dishman, 52, who spent 28 years at Fruit of the Loom, 27 of them sewing V necks into T-shirts: "I had headphones, I listened to audio books. I'd get 'em from the library. I did that for 27 years. I listened to every audio book I could get, and some I listened to over and over and over again."

Debbie Stiles: "When they went to three shifts, I put in to be a supervisor. That job was stressful at times. I had 160 people working for me. My department was one of the last ones to go in the layoffs. I had to hand out the pink slips -- yes, they were pink. It was awful. To be honest, I don't know what they said, because I didn't read them. It had your name on it, and the last day you would be paid. I would go hand some out, and then I would go in the office and cry. Then I would get myself together and go back out and hand out some more."

Bertha Marr: "I went out on September 15, 1997, the day before my 30th anniversary. I thought I might go back and get my GED. I knew I had to have it to find other work. I kept saying, I can't do it. I've been out of school all this time. Everything is different. My daughter -- she was in college -- she kept saying, Mom, you can do it."

Debbie Stiles: "That first Saturday morning, after my last day at work, when I didn't have a job anymore, I woke up and cried. I went in to make coffee, and the coffee pot had died. I thought, that's it. The world has come to an end. I can't even make coffee."

Bertha Marr: "The hard part was geometry and algebra. It took a lot of tears and worry. The GED test was on a Tuesday. You had to get 210 to pass, and I got 2 points over 210. I jumped up and down and called my husband. And, of course, my daughter Angela said, I told you you could do it."

Jennifer Pyles, 33, worked as a "set sleeve" all 11 of her years at Fruit of the Loom: "I started at Campbellsville University in October 1997. I went back in computers. They called us 'dislocated workers.' I told them, I wasn't dislocated. I knew right where I was."

Karen Brockman: "I had a medical-terminology class one term. It had a test every single day. I would be driving down the road, taking my kids to a ball game, and working on my flash cards."

June Judd: "Before I left Fruit of the Loom, I'd never sat down at a computer. I couldn't even turn one on. But computers fascinated me. I had a class that required 150 hours of volunteer internship work, and I did that at Greensburg Hospital. Then I got hired as an admissions clerk. It was $5.75 an hour -- half of what I made at Fruit of the Loom -- and no raise in sight. You had to know more, and you get paid less!"

David Joe Perkins, then 43, who had been at Fruit of the Loom since he was 18 and who was a supervisor in the bleach-and-dye house: "A 'tragedy' -- that was the word the plant manager used about the closing. I got a very good severance package, as a manager. I was treated respectfully. I went fishing for a while. They offered some of us positions in Texas, Louisiana, or Arkansas. I was one they offered a job to. I really love this area, and I didn't want to move -- even for a job."

Struggling Town, Resilient People

How did Campbellsville become the site of an unintended experiment in social transformation? Why did this town, among the many that are dominated by hulking ghosts from the old economy, find itself pulled into the new economy? Those questions are easier to ask than they are to answer. Even in 1999, in a world drenched in demographic data, companies didn't make purely logical decisions about where they planned to open new facilities. They mixed in a little instinct.

The three new-economy companies that landed in Campbellsville in 1999 from out of state found the town in different ways.

Executives at Frost-Arnett got a tip from a friendly real-estate broker, which led to an impromptu, daylong road trip to Campbellsville by the company's president and two of his lieutenants.

The vice president of operations at Rosenbluth International -- a company with offices in 26 countries -- was sitting at her desk one day when she picked up the phone and a Campbellsville entrepreneur was on the other end of the line. After an hour-long conversation, she thought that the town "sounded like a gift from heaven."

And Amazon.com, a data-driven company whose name is synonymous with the Internet economy, was frantically trying to build brick-and-mortar facilities to serve its exploding customer base. Amazon used a series of analysis tools to zero in on Campbellsville and three other towns in the same region.

It's a good thing that corporate planners aren't purely rational, because a purely analytical view of Campbellsville wouldn't have seen it as a place where the information economy would thrive. In the 1990s, some 27% of the adults in Taylor County had less than a ninth-grade education; 13% of adults had some kind of college degree, including two-year degrees. In other words, twice as many Taylor Countians had never made it to ninth grade as had been to college.

People in Campbellsville were accustomed to good wages, cheap health insurance, and a solid middle-class lifestyle for doing jobs that hadn't changed since the invention of the electric sewing machine. Campbellsville is so insular that there is nowhere in town to buy a copy of "USA Today." At the time Fruit closed, it's a fair bet that most of the town's adults had never before touched a computer keyboard.

With the loss of one-third of the community's jobs, it was hard to foresee anything but a cascade of misery: lost income, failing farms, home foreclosures, shuttered businesses, an exodus of the most energetic people to Louisville or Lexington, both 90 minutes away -- a gradual shriveling of Campbellsville.

But Campbellsville surprised everyone but itself. The people of the town -- many of whom had done the same job every day for decades -- turned out to have enormous reserves of resilience and adaptability, faith, optimism, and good humor.

Campbellsville looks like a lot of other small American towns, with a Wal-Mart, a Kmart, a Ponderosa Steak House. Main Street is bypassed by a four-lane state road a couple of blocks over, so the town's older buildings seem to have their backs turned to passing traffic. On the road into the city, a "Welcome to Campbellsville" sign stands directly across from a town cemetery that is so large, it runs for a third of a mile along Broadway and contains twice as many deceased residents as the city has live ones.

But here are some interesting clues to the town's spirit: Campbellsville's public library is in a beautiful old church building. When you roll through the McDonald's drive-through, the high-school-aged clerk is upset, and will apologize, if she can't take care of your order quickly enough. When Fruit of the Loom was still expanding, in 1993, and word reached Campbellsville that the company needed to build a half-million-square-foot distribution center, Mayor Bob Miller went out with a couple of colleagues and surveyed the land himself so that the survey could be sent to Fruit officials that day.

The people of Campbellsville are astonishingly friendly. Pharmacists and supermarket-checkout clerks start spontaneous, engaging conversations with strangers. "In most places," says Palvena Pace, 44, head of Campbellsville's unemployment-services office, "it's odd if you go to the grocery store and see someone you know. Here, it's odd if I go to the grocery store and see someone I don't know." Indeed, townspeople are so friendly that the town's divorce rate -- higher than the national average -- is puzzling. It's hard to imagine married couples getting testy enough to divorce. "Oh, that's not the problem," says David Joe Perkins. "The problem is that we're too friendly."

After the layoffs, home foreclosures did surge. Jim Richardson is CEO of Community Trust Bank, one of several banks in town, and his holds the largest number of local home mortgages in the area. "We went from three foreclosures a year to maybe two a quarter -- eight in 1998" -- the year Fruit of the Loom closed.

The half-century success of Fruit of the Loom in Campbellsville was no accident. The city is a place of discipline as well as a place of cheerfulness. Attendance in Campbellsville's public schools "ranges over the past 20 years from 95.5% to 96%," says a school official. The layoffs aside, job turnover in Taylor County averages 4% a year, 1% in manufacturing jobs.

Because the closure of the Factory was the result of jobs being sent overseas, workers who were laid off qualified for expanded benefits: a year's worth of unemployment, instead of 6 months' worth. That was extended to 18 months' worth for those who went to school -- and the state paid their tuition and provided gas money for them to get there. Shortly after the layoffs began, Campbellsville University, a small, bustling, Christian liberal-arts college, announced that it would accept former Fruit workers, charging them no more than what the state's educational reimbursement provided. Overall, more than 1,000 laid-off workers took advantage of the state's retraining money. At Campbellsville University's graduation last year, 104 of 108 students who received associate's degrees were former Fruit workers.

There are 2,578 cities in the United States with at least 10,000 residents. In Campbellsville's campaign to stand out from that crowd, plenty of characteristics were important: the local tax rate, the cost of electricity, the availability of a fiber-optic network. But exhibit A was 1,000 small-town residents, laid off at mid-career without warning, relentlessly reinventing themselves for a future that they could not imagine. From half a continent away geographically, and half a century away culturally, it was the people of Campbellsville who looked so compelling to Amazon.com.

Voices (III): "This Town Wasn't Going to Shrivel and Die."

Palvena Pace: "When Fruit of the Loom announced that it was closing, we were inundated with companies wanting to hire people. A month after the first layoffs, we had a job fair. We had 50 employers at the high school, and 3,000 people showed up. But only 10 or 20 took jobs. The jobs were mostly from out of town, and nobody wanted to leave."

David Joe Perkins: "I've lived within a half-mile radius my whole life. That's how people here are. We aren't uneducated -- we just live where we were brought up. Our roots are here."

Kevin Sheilley, 28, head of economic development for Campbellsville and Taylor County, a group that he renamed "Team Taylor County": "There's never a good time to go through what this community went through with Fruit of the Loom. But if you have to, going through it in the middle of the biggest boom economy in the history of the world isn't bad. We have something that everybody -- old economy, new economy -- needs. That's people. "Consultants started calling, and we started answering questions about Taylor County, and sending the answers to anonymous fax machines, to P.O. boxes with no names. When companies are looking to locate a facility, it's a little like being in a James Bond movie. Companies rarely give their names. They don't want to get people's hopes up. So we also give a code name to every company that thinks of coming here."

Andy Westlund, 48, VP of global operations for Amazon.com, the company known as "Project Gift" to Team Taylor County: "We knew that we needed to build a regional distribution center. There are four cuts you use to decide. One, where are your customers? Two, where are the available buildings? At any one time, there are probably only 10 buildings in the country that are big enough for us. Once you know the region, you need to ask, What's the cost of operating there? And then you would have to find out about the work ethic."

Kevin Sheilley: "The people from Project Gift wanted to know about telecommunications infrastructure, about UPS service. They wanted to know how people would feel about another large company from outside coming in. They also wanted to know how people here would react to someone who was gay or lesbian. You have no choice but to be honest. I said, It's a very Bible Belt town. But at the same time, people aren't overly nosy. They may have very strong feelings, but ultimately the overwhelming sense of southern hospitality wins out, of being polite and courteous and welcoming."

Andy Westlund: "When we went to visit Campbellsville, there were four places in the running. It really wasn't even a coin toss: Campbellsville just won, by head and shoulders."

Kevin Sheilley: "Rumors got out. Every other phone call to the office was, Is it Toyota? Is it R.R. Donnelley? Is it Ford? I heard someone say it was Campbell Soup."

David Joe Perkins: "I heard the announcement on the radio -- Q104. This is a town where they broadcast obituaries and birthdays on the radio. I was in my truck when they announced that Amazon was coming. I knew they sold books. It was a chance to get into something I'd never done before."

Kevin Sheilley: "We held the announcement at the fine-arts center at Campbellsville University. I had to beg and plead with Amazon to hold it there. It seats 250. They didn't think anyone would show up. The place was full an hour before the scheduled announcement. We had to turn away hundreds of people. For the leadership in the community, it meant more than I can express -- it meant that this town wasn't going to shrivel and die. It wasn't the end of time."

Seeds of Renewal

From Silicon Valley to Wall Street, 1999 was a banner year for the U.S. economy. That year also turned out to be a good one for Sheilley, who worries about the lives of people on Main Street in Campbellsville. When he was hired in late 1998 -- as the first full-time economic-development person for Campbellsville and Taylor County -- his new bosses set clear performance standards for him. "The 10-year goal was to bring in 1,500 new jobs total," says Sheilley. "And we all knew that number was ambitious." So the 1,900 jobs that Taylor County landed last year is nothing short of phenomenal. They hardly replace what was lost, but the county's unemployment rate has dropped to 9%.

Amazon opened one of its huge distribution centers -- it has seven in the United States -- in the old Fruit of the Loom distribution center that former Mayor Miller surveyed the land for. Amazon expanded it, so that there are now 17 acres of space under a single roof, filled with a stupendous collection of books, CDs, DVDs, toys, garden equipment, electronics, and kitchenware. Amazon has more than 500 Campbellsville employees, all but a handful of them local, and the company is hiring steadily toward a goal of 1,000 workers for the next holiday season.

Frost-Arnett, based in Nashville, operates out of a former strip mall. Frost-Arnett employees call people and ask them to pay their overdue phone bills or medical bills. The 107-year-old company uses plenty of information-age technology, but it uses a distinctly old-fashioned strategy that is particularly well-suited to Campbellsville: Its collectors are polite, even gracious. The company was looking to expand and to branch out from large metropolitan areas. A commercial real-estate broker suggested Campbellsville, and a quick road trip in early 1999 impressed company executives.

"We noticed how clean the town was," said Ralph Bliss, 64, senior vice president for operations. "Everybody had nothing but good things to say about the community. That's something that doesn't show up in statistics."

Frost-Arnett held a job fair in April 1999 in order to take applications. "I thought we might get 100 people," says Bliss. "By the time we got set up at 8:30 AM, they were lined up out the door. We saw 1,200 people that day. We had 12 applicants for every workstation that we expected to have." Frost-Arnett now has 96 workstations in the same shopping center as the unemployment-services office.

The rent, says Bliss, is one-third of what it would be in Houston or in Atlanta. The wages in a big city "would be double, and there would be fewer quality workers." And attendance? "Our average at most locations is 80%," says Bliss. "Here, it's 96%."

Jane Bryan, a vivacious 53-year-old woman with a large head of poofy blond hair, is a Campbellsville immigrant, dragged to town from St. Petersburg, Florida after her husband fell in love with Campbellsville during a business trip. The Bryans gave up a substantial income, a three-level house, a swimming pool, and the pleasures of a big city to settle in Campbellsville. After years of listening to his wife grumble, Bill Bryan suggested she start counting her blessings. "I told him instead that I was going to pray for parole," she says. "Parole from Campbellsville."

Bill Bryan eventually convinced his wife to start a travel agency, which took years to find footing in Campbellsville. But Bill Bryan -- a former yellow-pages salesman -- hit on the idea of advertising for business with a toll-free number in the yellow pages of small towns across the country. Jane Bryan's travel agency started to flourish, so much so that the couple decided to start a travel-agent school, with an aim to create a full-fledged national-reservations center that would handle calls for American Airlines and other companies.

Their timing was pure coincidence. But 41 of the 43 people that they enrolled were laid-off workers from the Fruit of the Loom plant and were using state money as tuition. "That first class at the travel academy -- they reminded me of hurricane victims," says Jane Bryan.

All 43 students graduated -- at a ceremony in May 1999 that drew 400 people to a Baptist church. The Bryans had decided to employ all of them, and 40 of the students wanted a job. Over a single weekend, the size of the staff at Jane Bryan's National Reservation Center jumped from 5 to 45 -- with a payroll of $12,000 a week.

That's when Bill Bryan called Rosenbluth International to see if he could wangle some business. He was stunned to get straight through to Kathy Veit, VP of operations, and their discussion started a series of conversations that led within months to the Bryans selling their nascent travel center to Rosenbluth. Rosenbluth then turned the center into its sixth global IntelliCenter, handling travel arrangements for employees of two large corporations, as well as overflow reservations calls for an airline. The center has 80 agents, and expects to employ 200 in the next two years.

Jane Bryan has stayed on as the center's "leader in learning," and her heart has opened to Campbellsville. "When Rosenbluth agreed to buy us, I told the people working for us, 'You were never sold. You were acquired. They wanted you.' I thank Fruit of the Loom -- because it brought all these good people into my life, people I never would have experienced otherwise."

Voices (IV): "There Is a Lot I've Still Got to Learn"

Rosa Griffin, 51: "I went to the Amazon open house. Over 3,000 people applied. I had this feeling. I'd been praying, asking God to help me find a job. I was interviewed on the TV news that day. I said I was so glad that Amazon had come to rescue Campbellsville. I didn't know what the company did, but I really didn't care."

Bertha Marr: "I heard all the people talking about Amazon. So I put an application in. I didn't hear anything, and I said, I've wasted my time. Then I was called to come in for an interview. When they called, I asked if it was a joke. I didn't really believe they would call me. It wasn't bad, the interview. I had never been to any interviews before. I told the people I talked to that I believe in doing quality work. They asked what I meant by that. I said, I believe in doing it like I would want it done if I were buying it. They asked me about missing work. I told them that in my 30 years at Fruit of the Loom, I had never been tardy once. The man couldn't believe it. He couldn't believe it."

Rosa Griffin: "Amazon pays me $8 an hour. That's less than Fruit of the Loom paid, but I can adjust. The attitude here is completely different than at Fruit of the Loom. Here they treat you as if you are human. If you went to the bosses at Fruit of the Loom with a problem, they shooed you away, they treated you like a naughty child. At Amazon, they make me feel like I'm someone. Here, someone says 'Thank you' to me every single day."

Bertha Marr: "I started October 20. I scan books and wrap them for shipping. I've learned a lot. I've already done six or seven jobs. It's amazing, the kind of equipment they have. I did make more money at Fruit of the Loom, but this has good health insurance. And the supervisors are all nice to me. There is a lot I've still got to learn. I'll stay here 30 years, unless they put me out too."

What's So New About the New Economy?

Who imagines, when getting dressed, that a pair of underwear that you pull on, or a T-shirt that you pop your head through, has been sewn -- by a person no less? Bertha Marr did step number two in making Fruit of the Loom briefs -- sewing the front panel onto the fly -- 18 million times. Eighteen-million pairs of newly sewn men's underwear passed through her hands, enough to give every man and boy in Kentucky nine pair. It was work as overlooked, as anonymous, as wrapping books for Amazon is.

So, in one way, not much has changed. The work at Amazon's distribution center is moderate physical labor. It is more varied than sewing, but not so different. The days at Amazon are long, and people often work on their days off. There are orders to get out, and Amazon pushes hard to get them out, just like Fruit of the Loom did.

The women who work as debt collectors for Frost-Arnett -- such as Karen Brockman or Jennifer Pyles -- dress nicely for work and have their own desks. They get to talk to people all day long. Jennifer recently had a puzzling customer who finally confessed to having had a sex-change operation. Hence the confusion in the customer's bills. But the computer and phone headset is a modern equivalent of piecework. Associates are paid hourly, but each employee's computer reports continuously how much money she's collected and how she stands against the company's monthly goal.

Rosenbluth provides its travel agents with enviable benefits -- free airplane tickets, reimbursement for educational expenses. But rows of identical computers, on desks just wide enough for a terminal and a phone, echo the rows of sewing machines so recently dismantled. The kind of work that Rosenbluth staffs in Campbellsville -- making car, plane, or hotel reservations for business travelers -- is done more and more on the Internet, without the need for people.

The wages at all three companies are less than the wages were at Fruit of the Loom. Of course, no one has 10 years of experience at Amazon, let alone 30 years. But one reason why companies come to Campbellsville is the lower cost of doing business -- a 30% unemployment rate definitely puts downward pressure on wages. Over time, though, the standard of living in Campbellsville could suffer. In the short term, people find it discouraging to start over, earning $7.50 an hour at 40 or 50 years old. That hardly feels like progress.

The new economy is very new in Campbellsville -- the earliest local Amazon employees have been on the job just 10 months. But in some important ways, the austere pay scale points up the significance of a larger change: The only reason to work at Fruit of the Loom was money.

Certainly, there was pride at the Factory. According to Darlene Netherland, who went from being a manager at the Fruit distribution center to being a manager at the Amazon distribution center, "In textiles, we were the Cadillacs of manufacturing and distribution. We thought." But the pride wasn't a source of satisfaction -- it was a source of consolation. You only have to stand in a room and watch practiced women sew briefs to see it -- hands shoving cloth to the needle, foot pumping the pneumatic pedal in perfect syncopation, over and over again, five times a minute, eight hours a day. The longer you watch, the harder it is to distinguish woman from machine.

A hallmark of the best new-economy companies is that they appreciate the distinction between labor and talent, between muscle and mind, between present value and potential. There is a difference between being part of a machine and being part of an enterprise -- and, at least for the moment, that is the difference between Fruit of the Loom and Amazon, between the former Campbellsville and Campbellsville aborning.

Details of the work notwithstanding, Amazon, Frost-Arnett, and Rosenbluth all treat the people who work for them as if they matter, as if they have something to contribute besides an immediate task at hand. For Fruit veterans, that change is as noticeable as the change in wages -- and at least as significant.

June Judd not only performed the same job at Fruit for 18 years, she sat at the very same sewing machine. She makes $3.50 less an hour at Amazon than she made at Fruit, but she wasn't with her new company a month before she got her first promotion. Now the spreadsheets that she maintains get zapped straight to Seattle so that vendors can be paid. Amazon relies on her, and Amazon's suppliers rely on her. "If I don't enter the numbers correctly, they don't pay the bills," says Judd. "It's a little overwhelming sometimes. Corporate calls up and says, Why is this figure like this? But I love it. I feel important. I feel like I'm needed, like I'm doing something worth doing. I know people needed underwear -- but this feels more important."

Debbie Stiles's very first dream -- before the brown Trans Am, before being a nurse, before 19 years at Fruit of the Loom -- was to be a stewardess so that she could travel. Jane Bryan's travel academy was an answered prayer. A year ago, Stiles took her first real travel-agent call. Now she's the office administrator for Rosenbluth.

Fruit of the Loom made Campbellsville when it came to town in 1948, and it remade the town when it departed in 1998. What the people of Campbellsville have found, though, is more than a friendlier, computerized version of the old economy with slimmer paychecks -- they have found attitudes that change the way they think about the world and about themselves. The Campbellsville contingent at Amazon gets stock options, just like all the rest of the Amazoners. Those options have changed the perspective of people who had never owned a share of stock before. "At Fruit," says Darlene Netherland, "you never thought about the company's future at all. You didn't think about growth. You just thought about the work. Here, you're always thinking about growth and the future."

In front of the main entrance to the Amazon distribution center is a series of parking spaces with names in faded paint on the asphalt -- a remnant of the Fruit era. One of those names is Netherland. "People tease me about that. 'Oh, you had your own parking space!' " says Netherland. "I've traded that for stock options. I'd much rather have stock options than a designated parking space."

Voices (V): "There's Hope for Everybody"

Arlene Dishman, dressed for work at Amazon looking like a cross between Pat Benatar and a cyborg -- dark hair, black shorts, black shirt, hiking boots, and, on her wrist, a "wrist-rocket" computer with a tiny scanner wired to her index finger: "Here, I get to use my brain. I'm already a trainer. I have no set way of training people. I approach each person differently, as they need to be approached. I've never had anybody who couldn't learn to do this work. I really enjoy when people start learning their jobs, when it really starts clicking for them."

David Joe Perkins, now a manager in the receiving department at Amazon: "Basically, I do the same thing here I did at Fruit of the Loom. Coming to work here is very different though. Any ideas you have about your work are much more listened to here. The people I work with are learning new receiving techniques, for instance. We eliminated a step. I suggested it, we tried it, it worked.

"I was not too comfortable doing that kind of thing at Fruit of the Loom. If you suggested something, you got back, 'We never have done it that way.' Even I said that, if people suggested things to me. Here, everybody makes suggestions, and everybody listens. I personally feel more open. It has had an impact on my life. I listen more, and I learn a lot more by listening. I'm a different person."

Arlene Dishman: "When I was at Fruit of the Loom, I couldn't afford to quit, lose the income, and still pay for college. In some ways, being laid off was the best thing that ever happened to me. What this means to me is, there's hope for everybody."

Charles Fishman (cnfish@mindspring.com) is a Fast Company senior editor. Betty Jane Gorin-Smith provided invaluable research assistance for this article.

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