Book of the Month. Every now and then a company head is faced with a wholly unexpected event that demands immediate action. The death of a key individual, say, or a legal ruling that suddenly destroys a market. For Dorman L. Commons, who was chief executive officer of Natomas Co., it happened one May day in 1983, when he learned that Natomas was the object of a hostile takeover attempt by Diamond Shamrock Corp. That day, he writes, "I . . . knew that my life and that of my company were about to be changed forever."

Commons tells his story in Tender Offer: A CEO's Own Account of a High-Stakes Takeover (Penguin paperback, 1986). And though you may never run a business big enough or public enough to be a takeover target, you're likely to recognize his emotions and find yourself caught up in his hurried planning. Told by a reporter about the takeover, Commons is shocked, then mad, then exhilarated: "My gut was tied in a knot, but all my senses were alert. . . . I had to direct all my energy toward the battle ahead."

As "the battle" unfolds, so does Commons's guerrilla-warfare strategy. Is Diamond coveting Natomas's 50% interest in the Geysers, a geothermal energy installation? Contact Unocal -- maybe they'll buy it out from under Diamond. Does Diamond have its eye on Natomas's Indonesian oil-exploration contracts? Call the Indonesian government, see if they'll threaten to cancel. At one point Commons learns that his adversary may be facing billion-dollar liabilities on toxic-waste damage suits. Would a little judicious publicity on the subject help Natomas's cause?

In the end, none of Commons's maneuvers pan out; all he can do is negotiate the best possible price. But the lack of a thrilling climax doesn't undercut the story of how things reached that point. Commons may not win any awards for his literary style, but his dry, clear exposition of how it feels to confront the unexpected is compelling.