BEFOEE THE Interstate Commerce Commission. IN" THE MATTER OF CONSOLIDATION OF THE RAILWAY PROPERTIES OP I 12qfi4 THE UNITED STATES INTO A LLM- ^ ITED NUMBER OF SYSTEMS. TESTIMONY GIVEN AT HEARINGS NOVEMBER 17 AND 18,1922, JANUARY 23, 1923, AND MARCH 1 AND 2,1923, AND SELECTED EXHIBITS AND MAPS FILED BY Hale Holden, President, Chicago, Burlington S Quincy Bail- road Compcmy, Colorado and Southern Railway Company, Fort Worth and Denver City Rail- way Company, 0. M. S'PENCEE, Bruce Scott, . • , . Counsel. It \A ^ eUNTHORP-WARREN PRINTINO COMPANY, CHICAQO. BEFOEE THE Interstate Commerce Commission. IN THE MATTER OF CONSOLIDATION / OF THE RAILWAY PROPERTIES OF [ No. 12964. THE UNITED STATES INTO A LIM- / ITED NUMBER OF SYSTEMS. V STATEMENT BY HALE HOLDEN. Heaehstg at Washingtoit, D. C., November 17, 1922. The purpose of this statement will be— (1) to deal with certain fundamental considerations relating to paragraph (4) of section 5 of the Interstate Commerce Act, which is the provision upon which this proceeding is based; (2) analysis of the Burlington situation, primarily in relation to its alliance with the Great Northern and Northern Pacific Companies, which are the owners of approximately 98 per cent of the capital stock of the Burlington; next, relation of the Burlington to its principal sub¬ sidiary, the Colorado and Southern lines and, finally, in relation to the other important connections of the Burlington at the larger western gateways where there is an established flow of important revenue inter¬ change tonnage; (3) a statement of the present intercorporate and financial rela¬ tions between Burlington and Northern Pacific and Great Northern, and of Burlington and Colorado and Southern lines; and (4) comment upon the adverse effect upon Burlington of. the ten- 2 tative plan of the Commission as indicated in the report of August 3, 1921, in the designation of tentative systems 14 and 15 (and systems 16 and 17 in so far as disposition of the Colorado and Southern, Fort Worth and Denver City and Trinity & Brazos Valley lines is con cerned). I. GENERAIi CONSIDEBATIONS. The primary features contained in paragraph (4) of section 5 of the Interstate Commerce Act and which govern the Commission in the preparation and adoption of a plan for the consolidation of the rail¬ way properties of the country '*into a limited number of systems" are that— (1) "competition shall be preserved as fully as possible" and (2) "wherever practicable the existing routes and channels of trade and commerce shall be maintained." These are the essential requirements and it is subject to these re quirements that "the several systems shall be so arranged that the cost of transportation as between competitive systems and as related to the values of the properties through which the service is rendered shall be the same, so far as practicable, so that these systems can employ uniform rates in the movement of competitive traffic and under effi- . cient management earn substantially the same rate of return upon the .value of their respective railway properties." It is clear from this language that the competition which is to be preserved as fully as possible is (1) competition in the larger and broader aspect as distinguished from minor and purely local competi¬ tion, and (2) competition between the new systems thus worked out under the plan to be adopted and not competition which before the adoption of the plan may have existed between lines now separately operated but which are designated to come under single ownershij) and operation. In other words, the competition to be preserved and the routes and channels of trade and commerce to be maintained are to 3 be safeguarded as between the new systems as adopted and when sys¬ tems are adopted which in every feature of importance maintain existing routes and channels of trade and commerce and provide practical competition, the requirements of the law in these important preliminary features appear to be satisfied. It is probably agreed in considering the remaining requirements of paragraph 4, that the sev¬ eral systems may vary in mileage or density of traffic within any limits that may be practicable so long as the several systems proposed may operate as far as practicable at the same cost and under the same rates in the movement of competitive traffic and under efficient man¬ agement earn substantially the same rate of return upon the value of their respective systems. In other words, similarity in mileage, cap¬ italization, valuation or density of tonnage and traffic are not required in proposing systems which may operate at relatively similar cost and under same rates and earn relatively a like return upon value. In approaching this problem every reason seems to support the view that existing system-s should not (if indeed they legally may) be disrupted, and the phrase in the first sentence of paragraph (4) re¬ quiring the Commission to adopt a plan ''for the consolidation of the railway properties of the continental United States'* bears out this view. This phrase was inserted in the law in light of contemporary conditions and has a well understood meaning. A railway property is not a piece of line, nor a part of an existing system. The phrase is more comprehensive in the common understanding and means the properties owned or allied in corporate or system form as they pres¬ ently exist. Most of the railway properties of the country are the results of years of careful development and ownership of these prop¬ erties is definitely fixed through existing corporate methods of stock ownership, mortgage and bond liens, long term leases, etc., whereby the railroad systems or railroad properties as they exist to-day are separate units employed in the movement of the freight and passenger traffic of the country. It -would appear inconceivable that Congress contemplated the confusion and disorganization which would result from any other construction of the phrase "railway properties" and 4 which would involve the undoing of years of careful planning, and strenuous effort in bringing the larger railroad systems of the country to their present state of efficiency and relative financial soundness. This is a growing country, particularly in the west, and western rail¬ road systems have been growing with the western territory and will he a part of the continuing growth of the west into the indefinite future. As it happens, leaving out of consideration the short lines and the relatively few number of so-called '*weak'* lines, the railroad mileage of the west is largely now consolidated or associated into a number, not large in amount, of large systems. These systems have been constructed and developed and what is of more importance, are still in process of development in varied form, ranging from direct ownership of the physical property, stock ownership of allied and subsidiary companies, interdependence of bond issues and long term leases or trackage contracts; but whatever the corporate form of own¬ ership and control may be the system lines of these several railway properties in western territory are well defined and are well started along the path of their future development as in each case the condi¬ tions may permit and the controlling managements may judge from time to time advantageous to the public and to their several classes of security owners. Q. (By Commissioner Hall.) Now, Mr. Holden, by the views which you are expressing here, do you wish the Commission to un¬ derstand that the component parts of existing systems cannot join with other component parts of that existing system in setting up a new corporaion that will own and operate all the parts of that system? A. Do you mean it cannot be done by voluntary action? Q. By voluntary action. A. That depends entirely, Mr. Commissioner, upon, first, the willingness of the owners of the properties. Q. I am assuming that. A. And their ability to disentangle themselves or disassociate themselves from their existing financial structure. 5 Q! I am assuming that too. I lam dealing with your contention as to what the statute means. You say a railway property is not a piece of line nor a part of an existing system. The statute con¬ templates the consolidation of the railway properties of the con¬ tinental United States. Now, I wanted to get clearly whether it is your position a railway property that now forms a part of a system, so held by stock ownership or held by lease, is not a railway property within the contemplation of the statute, and cannot be consolidated with the other members of that system to be held by an existing cor¬ poration or a new corporation, the consolidation company that would own and operate what is now held in various forms of tenure or operation. A. I think, Mr. Commissioner, I deal with that a little bit later in this chapter of my statement, and if you will allow me to, I would prefer to cover it as I come to it. Q. Certainly. I did not want to misunderstand what you were intending here. I confess I myself had supposed that the proper¬ ties now held in various forms of tenure and following one of the recognized systems, might, if they saw fit under the statute, with the consent all around, become consolidated and held by a new corpo¬ ration that would own as well as operate all the components of the system. A. Answering that now, without doubt. But I think X will try to point out it is quite a different matter for the respective owners of the properties to realign and reassociate them under the law, and asr we see it, for the Commission to develop a plan of this importance, while voluntary as it is, nevertheless carrying with it certain obvi¬ ously grave consequences, and which plan lends the weight of the judgment of this tribunal toward a segregation of existing corporate and system relationships. There is my point of view, that it was not contemplated nor intended by Congress to disrupt existing systems as they have grown over this long period of years as a result of care¬ ful planning, and throw the systems thus marked for disruption into confusion, and the security holders into alarm. I think I have de¬ veloped that idea as I proceed a little further. 6- Systems of accounts covering all phases of railroad operation have long since been in effect by Federal and State Governments, built up around system managements; these accounts afford standard bases for comparative analysis of traffic, operating and financial results and are the basis upon which existing routes and channels of trade and com¬ merce are defined. The tremendous fabric of financial securities which underlie the railroad systems of the country is interwoven with the existing inter¬ corporate relations of the companies comprising the several systems and millions of mortgage bonds held by investing institutions and the public rest upon contract rights and obligations with which the existing systems are bound together. The value of these securities has been and always is appraised by close analysis and expert judgment of the earning power, present and prospective, of the properties upon which they rest, or to which they are related, and the present and future traffic and earnings which may appear to be available to support them. Every progressive railroad system is working along well defined lines of progressive effidency according to standards and methods deeply imbedded in the policies of management which control it; re¬ vision of line, enlargement of termiuals, and purchase of power and equipment, all follow these lines of progress and development and in no inconsiderable degree the permanency of employment by rail¬ road employees, schedules of wages and working conditions, location of their homes and their social relations are seriously involved in the maintenance of the existing systems and the continuity of existing traffic movements, both freight and passenger, along the existing routes and channels of trade and commerce. These are some of the vital considerations which lead to the neces¬ sary conclusion that the plan "for the consolidation of the railway properties" into a limited number of systems was not intended nor contemplated by the framers of this law to be through the destructive process of division or segregation, with all the confusion, financial dis¬ turbance and speculative results to follow, but rather by the welding of existing systems together into a lesser number; in no other manner 7 can progress toward the aim sought to he accomplished and confusion and alarm he avoided. The plan adopted hy the Commission must be a practical plan and one which can he worked out without serious and harmful consequences to existing properties and Avithin a reasonable period of time, other¬ wise the effort on the part of the Commission will prove futile and harmful. In support of this assertion, it will he sufficient at this time to suggest that if in the development of this plan long-standing system relationships are marked for disruption, these results will certainly follow— (1) Prospective plans for administration, improvement and en¬ largement of the several parts of the property affected will he embar¬ rassed by doubt and delay as to the future; (2) The disorganizing effect upon the personnel of both officers and employees becomes at once apparent; and (3) Competitive relations between systems and parts thereof as they exist to-day and the new systems which may be proposed under plans involving segregation and disruption and which involve evident changes in existing routes and channels of trade and commerce, be¬ come uncertain and speculative and disturbing to both shippers, rail¬ road officers and employees and security owners. (4) Companies so involved would probably not agree with, any such plans for segregation. The point of these suggestions is that considering present intercor¬ porate relations, some years at the earliest will be required to bring any such adopted plan into practical operation and during such de¬ layed period these confusing and harmful results would seem to. cer¬ tainly follow, and the owners of the properties involved Avould be compelled to promptly announce their inability and unwilling-ness to acquiesce in the plan. The delicacy of this situation and the serious consequences froni any serious disturbance of existing systems were evidently in the mind of the Commission when it stated in its an¬ nouncement of the tentative plans on August 3, 1921, that ''we have sought to minimize dismemberment of existing lines or systems.'* 8 II. THE BUKLINGTOH SITUATION TO-DAY AND AS AFFECTED BY THE TENTATIVE PLAN OF THE COMMISSION. The history of the development of the Burlington immediately divides itself into the period prior and that subsequent to the year 1901, in which year approximately 98 per cent of the capital stock of the Burlington was acquired in equal interests by the Northern Pacific and Great Northern Companies. The plans and aspirations of the former managements are of im¬ portance for several reasons. One of these is to bring to mind the anxious care and hardheaded thought and work with which these earlier men surrounded this property. The successful results prove their ability, and I am not to be misunderstood when I say that care is needed to see that their work is not imdone. As the Burlington is the oldest and largest road of the three, I will discuss it first. Mr. John M. Forbes of Boston and Mr. James F. Joy of Detroit were able, vigorous and far-seeing men, and before the Civil "War they were moving spirits in pushing the Michigan Cen¬ tral from Detroit to Chicago. After that they became interested in the O. B. & Q. and in the development of the country and its neces¬ sary railroads west, northwest and southwest of Chicago. Mr. Charles E. Perkins early became associated with them. These men had the same pioneer spirit that in earlier days sent sailing vessels from New England all over the world. This spirit was potential in the creation of the C. B. & Q. and Santa Fe roads which were pushed out by Boston capital largely into an undeveloped country. The history of the C. B. & Q. dates back to February 12,1849. The present company was formed by the consolidation of a number of small companies June 24, 1864. The road was built to various points as follows: Burlington, Iowa, March 17, 1855. Quincy, Illinois, January 1, 1856. Ottumwa, Iowa, September 1, 1859. East Plattsmouth (Western terminus B. & M. R. R. R.), January 1, 1870. 9 After the Civil War work was resumed at Ottumwa, Iowa, in 1866, and the road was completed to the Missouri River January 1, 1870. The Hannibal & St. Joe was built into Kansas City in 1867, and the bridge over the Missouri River at that point, as well as the Mississippi River bridges at Burlington and Quincy, were completed about the same time, so that by 1870 the Burlington had become a real railroad from Chicago to the Missouri River, with branch lines and feeders in Illinois and Iowa and Missouri. Its prospects were so good that in 1872 it consolidated with the B. & M. R. in Iowa, and in the next few years its branch line policy was greatly developed. Meantime, important events were happening west of the Missouri River. The discovery of gold in California, and its wonderful soil and climate, were destined to make the great state which it has since become. The coast territory was very considerably occupied by peo¬ ple from the southern states, and there was much apprehension in the north that California might set up a separate government, or might even join the Southern Confederacy. This led, in 1862, to the organization of the Union Pacific as a Union saver, and the granting of lands and subsidies to induce eastern capital to build a road to California. It was very important for this road to have eastern con¬ necting railroads at Council Bluffs. With that in mind, Congress in 1864 passed an act authorizing the Burlington & Missouri River, which was then at Ottumwa, to extend its road into Nebraska and connect up with the Union Pacific at Kearney, and offering it a valuable land grant. That company could not raise the money, and the project had to lie dormant for several years. Finally Mr. Forbes, Mr. Perkins, and their Boston associates decided to undertake it, and in 1869, with many misgivings, they organized the Burlington & Missouri River Railroad in Nebraska, and Congress passed an Act authorizing the Iowa company to transfer all of its Nebraska rights to this new com¬ pany. Then they secured the money and built the road through to Kearney in 1872. Then came on the disastrous panic of 1873. Many railroads in the 10 west "became bankrupt, but so strongly had the credit of the Burling¬ ton been preserved, that it was very little affected. Alrnost nothing was done for several years in the way of railroad extension, but by 1880 the situation had entirely changed. Specie payments had been resumed in 1879, and the country was entering upon an era of prosperity, and there followed, under the vigorous leader¬ ship of Perkins and Forbes and their associates, the most important developments in the history of the C. B. & Q. They took over the B. & M. B. in Nebraska in 1880, and extended it to Denver in 1882, and built hundreds of miles of connecting lines all over southern Nebraska, reaching out into Wyoming, South Dakota, and the Black Hills, and into Montana to a connection with the Northern Pacific, near Billings. At the same time they bought over a thousand miles of important railroad in Missouri, the Burlington & Southwestern, the St. Louis, Keokuk & Northwestern, the Hannibal & St. Joseph, and Kansas City, St. Joseph & Council Bluffs, and built an independent line into St. Louis costing over $7,000,000, thus connecting up their Trans-Missouri system with St. Louis and Kansas City and the south, and in 1883 promoted the Chicago, Burlington & Northern line to St. Paul. In pushing out into the western country the following dates show the progress made; Lincoln, Nebraska, July 26,1870. Denver, Colorado, May 29, 1882. •Alliance, Nebraska, February 3, 1888. Huntley, Montana, where the connection was made with the North- em Pacific, October 28, 1894. From 1895 to 1898, inclusive, no construction was undertaken on account of the financial conditions throughout the country. In 1899 construction agaih started and in 1900 the line was completed. Alliance, Nebraska,' to Guernsey, Wyoming, and the large area^ in the North Platte Valley was in shape for development. In 1901 the Tine was. completed, from Toluca, Montana, to Cody, Wyoming, and the, develop¬ ment due to railroad construction was started in the Big Horn Basin, Wyoming. 11 consideeatioit by the burlington of outtets to t:fl;e"west and Northwest. The policy of the Burlington management was to. develop and pro¬ tect the property, not only by branches feeding main lines and de¬ veloping new country, but also by having connections and outlets to territory beyond via St. Louis, Kansas City, Omaha, Denver, St. Paul. Minneapolis and Billings. The road having been built into Denver in 1882, the Burlington people began to consider outlets to Puget Sound, and to the country west of Denver. They had pushed out a line from Lincoln to the northwest with the idea of eventually getting through to the Pacific Coast. This road reached Huntley on the Northern Pacific near Billings on October 28, 1894. This opening of the Billings gateway was an important event in the upbuilding of the western country. It developed a through route to the northwest and was one of the significant steps that resulted finally in the purchase of the Burlington by the Northern Pacific and. Great Northern in 1901. Notwithstanding the possibilities of the Billings gateway, the Bur¬ lington people vigorously continued their investigations into the whole situation west of the Missouri River. A great many surveys and reconnaissances were made of which the more important may be noted: 1. Prom Billings to Great Falls, Montana, made in 1890. 2. Council Bluffs to Pierre on the Missouri River, 1888. 3. From a point on the proposed line to Great Falls, westwardly into Helena, also over towards Butte and then across the mountains to Ontario, Oregon, 1893. ' ^ 4. From Sheridan, Wyoming, to Boise, Idaho, via Cody in 1891. 5. From Boise through Oregon and down the Deschute River to the Columbia River at the Dalles, 1891. ' . 6. From Guernsey, Wyoming, to Ogden and Salt Lake, 1886, 1887 and i889. - 12 7. From Denver west to Provo between 1894 and 1898. 8. From Winnemncca, Nevada, northwesterly through Nevada and Oregon to the Dalles on the Columbia Elver in 1891. All of these surveys are shown by the records of the Company and are referred to in connection with the historical aspect of our proposi¬ tion leading up to the fulfillment, as I expressed it a while ago, of the hopes and aspirations of the managements of these three properties in their solution of the problem before the purchase made in 1901. This brief statement of some of the more important surveys towards the west and northwest indicates hoAV actively the Burlington was at work trying to connect up its great territory between Chicago, St. Louis and Kansas City and Denver with the Pacific Coast not only via Denver, but through the Columbia Valley and on to Puget Sound, thus putting itself in a position of equality with Union Pacific and Northern Pacific in serving what the Burlington people believed was going to be a very valuable part of the United States; a section that, in their judgment, needed to be connected up closely with the territory served by the Burlington in the Mississippi and Missouri Valleys and he states adjacent to the Great Lakes. The St. Paul Gateway. While there was much energy displayed by the Burlington in push¬ ing its lines to the country west of the Missouri Eiver, Messrs. Forbes and Perkins always had their eyes on the upper Mississippi Valley and the country beyond, and appreciated the importance of making a connection at St. Paul and Minneapolis with the Northern Pacific and Great-Northern. . As a result of investigations, the Burlington people became convinced that there should be a line up the east bank of the Mississippi Eiver to St. Paul. A very careful report about the proposed line in July, 1885, said among other things: "It will be seen that the whole line is really a portion of a great through route connecting the great Burlington system and all its cities and towns and the vast southwestern regions to which 13 and through which the Burlington leads, with the great North¬ west and its chief trade centers, St. Paul and Minneapolis, with their 200,000 people.'* The construction of the road was pushed and completed to St. Paul on AugTist 23, 1886, in the name of the Chicago, Burlington & North¬ ern. The Burlington Company subsequently acquired full ownership of this line to St. Paul. This connection with both the Northern Pacific and what is now the Great Northern was very important to all three roads and to the de¬ velopment of the growing country west and north of St. Paul. The relations established then have continued ever since, and were most important factors in bringing about the purchase of the Burlington in 1901. Outlet Via Denver. As shown by early surveys the possibility of going west from Den¬ ver was always in the minds of the Burlington people. One object that the Burlington people had in going to Denver in 1882 was not only to reach the metropolis of Colorado, but at the same time take a step in the direction of getting a line through to the Pacific Coast, and at one time some consideration was given to the purchase of the Denver & Rio Grande. r • Southern Outlet. The Burlington also always had in mind the desirability of having a connection with the Gulf of Mexico, as that was the nearest point where the ocean could be reached which would, in time, be important to the agricultural states that might be seeking an export market for their products. In February, 1893, a number of important stock¬ holders made a trip from Galveston through to Kansas City and over the M. K. & T. route. PUKOHASE OF THE C. B. & Q. BY THE NoBTHEBH EQADS. The Burlington had been built up by the Forbes-Perkins manage¬ ment, so that it was one of the best, if not the best, railroad system west of Chicago, and their plans for many years involved suitable and permanent arrangements for exchange of business with the entire northwest. The Northern Pacific and Great Northern had been developed so that in that great area between the Upper Mississippi Valley, Lake Superior and Puget Sound and the Columbia River Basin they occu¬ pied country needing ample transportation to the east and southeast. The Burlington having decided that it would not go on with exten¬ sions to the coast on its own behalf, was approached by different com¬ panies for an alliance. The Union Pacific realized its value as a gath¬ erer of westbound business and in serving a territory for eastbound business, and in the early summer of 1899 suggested that the Union Pacific and Burlington go together. Negotiations continued all through 190O and into 1901. Mr. James J. Hill and his friends, who had large investments in Northern Pacific as well as in Great Northern, believed that the Bur¬ lington was the best connection for the two Northern roads and that a combination of the three Avould help to develop the country and provide in the long run the maximum of service at a minimum cost. The final outcome of these overtures by Union Pacific, Northern Pacific and Great Northern people that an alliance of some kind with the Burlington be made resulted in the purchase by the Northern Pacific and Great Northern together of about 98 per cent of Burling¬ ton stock. This trade was consummated in Boston on April 9,1901. It seems to me it would be of interest to put into this record the contemporary statements made at that time both by Mr. Perkins and Mr. Hill. Mr. Perkins said: ''The C. B. & Q. Company will continue to do business pre¬ cisely as heretofore, with Mr. Harris as President and the or¬ ganization unchanged. But it will be assured of, what it does 15 ,not now possess, a permanent connection by the shortest Ipe with the Great Northwest, rich in minerals and lumber, with its mar¬ kets for agricnltnral and other products, jand with the. commerce of the Pacific Ocean by way of Pnget Sound and the Columbia River. On the other hand, the Northern roads will be assured of a permanent connection by the shortest line'with the agricul¬ ture and manufactures of the Middle West, and the markets to be found there for the products of the North and the .commerce of the Pacific. No argument is necessary to show that this as¬ sured permanency is of the greatest importance to all of the in¬ terests concerned, the peonle as well as the railroads. ,* * * *'The Avhole effect of the combination will be beneficial. Look at a map and see how the lines of these corporations fit into and supplement each other. And when doing so it will interest you to trace, and compare with these railroads of to-day, the line of march of Lewis and Clark, who took possession of the Louisiana purchase for the Government of the United States a hundred years ago." Mr. James J. Hill said to his stockholders: "Now the Burlington has food and fuel to a degree not pos¬ sessed by any other transportation system. Reaching from Chi¬ cago to Denver, and from the Twin Cities to St. Louis and Kansas City, it covers the richest and most diversified zone in the world in the production of grain, and provisions, and fuel. What do these central prairies of Illinois, Iowa, Missouri and Nebraska require in return? They need lumber. From where is the lum¬ ber to come? From Washington and British Columbia. This is the only region with a heavy timber surplus. Look at the volume of this traffic. The great central belt between the Alleghenies and the Rockies consumes something like 10,000,000,000 feet of lum¬ ber annually, and produces perhaps half of that. Some of this will come from the South, but the bulk from the Puget Sound country. "Thus, on the one hand, we have a vast surplus volume of grain, provisions and fuel in the Mississippi and Missouri Valleys seeking eastern and western outlets, and a similar large surplus product of lumber in the Puget Sound country likewise pushing for markets, and especially for the treeless prairies of the Mississippi and Missouri. Grain, provisions, fuel and lumber constitute the principal heavy staples which govern traffic and make traffic routes. What, then, have we reached? We have a tremendous volume of traffic across the Northwest between Puget Sound and the Mis¬ sissippi Valley. The Northern roads will carry westward the 16 meat, and corn, and coal, together with the raw cotton originating withm Burlin^on territory at St. Lonis, and will place these products on the Pacific docks for export to Asia, and for the re¬ turn trip the freight trains will bring back lumber for the Central West and East. Nature and her products govern transportation routes and traffic; we railway men can simply get in line or fall by the way.** By putting the three roads together in the manner proposed, each one of them was at once put in a position to have a larger quantity of the transportation needed by its patrons than it had before and this without building additional railroads to the north Pacific Coast or to the Missouri and Mississippi Valleys. It was the belief of the directors of the Burlington, Northern Pa¬ cific and Great Northern at the time the purchase was being discussed, and indeed was a controlling reason for their action, that the arrange¬ ment would result in a piece of transportation machinery which would I he more efficient and economical and therefore be able to give good service at reasonable rates to the public, and which would have finan¬ cial resources that would permit additions to the property to meet the demands of a rapidly growing country and promote the maximum interchange of the products of the different States. The results of the past twenty years show that these views were correct. Preliminary to my further testimony, it is appropriate to state that in developing the reasons which seem to me to demand that the Bur¬ lington, Northern Pacific, Great Northern and Colorado and Southern Lines should be placed by the Commission in the same group, I have necessarily to deal with the tentative plan of the Commission which proposes to segregate Burlington from Great Northern and deprive Burlington of the great value of the interchange relations with the Great Northern. I shall in my further testimony deal, therefore, to some extent with the relations between the Burlington and the Great Northern, but in so doing the argument made will equally apply to the value to the Burlington of the Northern Pacific and the dependence of the Burling- 17 ton upon its interchange relations with the Northern Pacific. In other words, the evidence will show that the enormous expenditures which have been made by the Burlington during the last twenty years have been largely for the purpose of enabling it to equip itself to handle in an efficient manner the volume of business moving between the Burlington and the Northern Pacific and the Great Northern, and that the loss to the Burlington of either of the Northern lines will not only impair the support to those investments but seriously weaken the Burlington strength and capacity to grow. The expenditures which have been made on the Burlington have been based upon carefully worked out plans to enable it to serve both Northern lines as an integral part of each. Tonnage and revenue figures in evidence will indicate that each has been and is relatively of the same importance to the Burlington and that the preeminent posi¬ tion occupied by the Burlington as a strong and solvent railroad is in large measure accounted for by the development of its system which has been made in this joint interest. With this preliminary statement I shall now proceed to discuss the Burlington situation to-day and as affected by the tentative plan of the Commission. The Buelixgtok Lines. I offer in evidence a map of the Burlington proper, showing in black lines the track mileage operated as of June 30, 1901, and the track mileage constructed since that date and operated as of Decem¬ ber 31, 1921, shown in broken lines. (Shown in red on original ex¬ hibit.) A portion of Colorado and Southern is also shown. This map is marked Burlington Exhibit 16. (Commission's general Exhibit 170.) I wish to draw attention to this map and show the significance of the new construction indicated in broken lines in the development of not only the intimate relations between the Burlington and the two Northern lines but also in developing the routes of trade and com¬ merce since that alliance in 1901 was made. 18 In Illinois the dates when the several parts of the line from south¬ ern Illinois coal fields were constructed are shown on the map and the second track is also indicated. And following these lines through up to Galeshurg and then directly north, and other double tracked lines beyond, I am indicating the low grade through freight route which is ordinarily not apparent on a map to a casual observer. There is a through route which later Avas carried on down to Paducah, Kentucky, for an interchange with the Louisville & Nashville system, and the map, therefore, indicates, as I say, with the double tracking on the Mississippi River line which is now approaching completion, a through north and south low grade route largely developed to handle southern Illinois coal into the northwest, and also making a connection with the southeast through Burlington to the Twin Cities, and the Northern lines at that point. Prom Kansas City the broken lines indicate double track construc¬ tion there to a point called Napier, where the line to Council Bluffs and the lines west divide; and on through Table Rock and up to Lincoln is a low grade freight line, connecting there vdth the lines there for Denver and for the northwest. The double tracking built along the Missouri River there has largely been brought about by the increasing density of through traffic betAveen Burlington and its two northern connections via the Billings gateAvay. The Sioux City line referred to in the opening statement is shoAvn from Ashland, a small point between Lincoln and Omaha, north to Sioux City. The double tracking between Lincoln and Ashland is in- . dicated, which was built to take care of the heavier a^-olume of business which develops through serving not only the Sioux City line, but also Omaha, and the through line which is the low grade freight line Ada Plattsmouth, avoiding a higher grade line which routes through Omaha. The entire Big Horn Basin line shoAvn in broken lines Avas built to develop a Ioav grade line from Billings to the Missouri River, and was brought about because the increasing interchange and density of traffic with the Northern lines did not enable efficient or economical transportation to be performed on the higher grade line via Sheridan. Burlington Exhibit 16 the john crerar 19 I shall call attention later, and perhaps in some more detail, bnt in explaining ihe map I draw attention to the fact that this exhibit in¬ dicating line construction has a direct relation to the developments which have been going on in Burlington to pnt it in a position to handle, the volume of interchange largely in its relations with both of these northern lines. I also offer in evidence Burlington ExTiihit 17, which is a statement showing the mileage of all tracks owned and operated as of the same relative dates, June 30, 1991, and December 31, 1921, subdivided be¬ tween main, second, third and fourth tracks and yard tracks and sid¬ ings. This exhibit shows that over the period of twenty and one-half years since this alliance was accomplished, Burlington main track has increased 15.0 per cent; second track 158.7 per cent; third track 89.6 per cent; yard tracks and sidings 87.4 per cent, or a total increase of all tracks from 10,400.94 milCs operated to 13,881.02 miles, or an increase of 33.5 per cent.' .-• v A feature of significant importance in the development in strength of the Burlington is that it early built or acquired main lines into all the large middle western centers of population and railroad tonnage interchange, such as Chicago, St. Paul, Minneapolis, St. Louis, Kansas City, Peoria. Des Moines, St. Joseph, Omaha, Lincoln, Denver and Billings, and numerous others of lesser size and importance. At each of these centers it secured for itself ample terminals and these termi¬ nals, including many intermediate yards and interchange points, have been continuously enlarged and expanded along with the increase in second, third and fourth track mileage so as to enable the Company to continue to handle the growing tonnage of this large western district. ■ I offer in evidence Bmlmgton Exhibit No. 18, which is a statement of total carload tonnage and Burlington revenue thereon for the years 1917 to 1921, inclusive, and for the average of that five-year period, subdivided between tonnage and revenue received from connecting lines, tonnage and revenue delivered to connecting lines and tonnage and revenue local as to origin and destination both on the Burlington lines, with the percentage of each also sho^vn. This statement shows 20 that on the average during the five-year period, 47.5 per cent of the total carload revenue tonnage handled was local to Burlington line, and the remainder, or 52.5 per cent, either received from or delivered to connections. It should he explained that there is some duplication in both tonnage and revenue figures of connecting line business as shown on this Exhibit, because overhead business is taken into account at point of receipt as well as at point of delivery. In terms of freight revenue on carload business, 45.1 per cent was earned on business local to the line and 54.9 per cent on business interchanged with connec¬ tions. This statement does not include switch business and no separa¬ tion of L. C. L. tonnage is available. The statement indicates, how¬ ever, the great importance to Burlington of the interchange tonnage and revenues. Burlington Exhibit 20 is also offered in evidence, showing the yearly average freight tonnage interchanged between foreign roads and Bur¬ lington at the important gateways reached by Burlington, for the five-year period 1917 to 1921 inclusive. I call attention to the large importance of the interchange to Bur¬ lington not only at Chicago, but at Kansas City, St. Paul, Billings, Denver and St. Louis, as shown on the exhibit. Colorado and Southern Purchase. In 1908 the Burlington acquired a controlling interest through the purchase of stock of the Colorado and Southern Eailway Company. That company then owned and directly operated a line from Denver north to Fort Collins, Colorado, operated from that point over the Dnion Pacific to Cheyenne, Wyoming, and owned and operated its own line from Cheyenne to Orin Junction, where at that time it connected with a line of the Chicago & North Western Eailway Company. It also owned and operated a line from Denver south through the large and important southern Colorado mining district and on to the Texas- New Mexico State line, where it connected with its principal sub¬ sidiary, the Fort Worth and Denver City Eailway Company, which owns and operates from the state line referred to, to Fort Worth, BURLINGTON EXHIBIT 17. CHICAGO, BURLINGTON & QUINCY RAILROAD MILEAGE OF ALL TRACKS OWNED AND OPERATED June 30th, 1901 December 31st, 1921 Mileage Owned* Operated Under Trackage Rights Total Mileage Operated Mileage Owned Operated Under Trackage Rights Total Mileage Operated % Increase 1st main track 2nd main track 3rd main track 7,982.59 425.58 23.55 188.78 8,171.37 425.58 23.55 9,040.50 984.44 44.65 5.41 3,319.83 353.19 116.42 9,393.69 1,100.86 44.65 5.41 3,336.41 15.0 158.7 89.6 4th main track Yard tracks and sidings 1,780.44 1,780.44 16.58 87.4 Total, all tracks 10,212.16 188.78 10,400.94 13,394.83 486.19 13,881.02 33.5 *Note. Mileage for 1901 mcludes mileage owaed or controlled by the Burlington, some of which was then operated separately but later merged with Burlington, BURLINGTON EXHIBIT 18. CHICAGO, BURLINGTON & QUINCY RAILROAD SEPARATION OF TONNAGE AND C. B. & Q. REVENUE THEREON (CARLOAD TRAFFIC ONLY) AS BETWEEN RECEIVED FROM AND DELIVERED TO CONNECTING LINES AND LOCAL TO C. B. & Q. R. R. 1917 1918 1919 1920 1921 5 Yr. Ave. Total revenue tonnage handled Local to C. B. & Q. R. R Percent local traffic to total Received from connecting lines destined System points..... Received from connecting lines destined connecting line points 42,797,507 44,392,491 37,810,319 44,761,326 34,098,081 40,771,944 20,432,287 47.7 8,898,417 4,146,188 13,044,605 30.5 9,320,615 4,146,188 13,466,803 31.5 21,314,516 48.0 8,811,896 5,041,927 13,853,823 31.2 9,224,152 5,041,927 14,266,079 32.1 16,956,282 44.8 8,263,979 4,594,460 12,858,439 34.0 7,995,598 4,594,460 12,590,058 33.3 20,758,714 46.4 9,704,982 4,368,351 14,073,333 31.4 9,929,279 4,368,351 14,297,630 31.9 17,256,753 50.6 6,707,790 2,447,141 9,154,931 26.8 7,686,397 2,447,141 10,133,538 29.7 19,343,710 47.5 8,477,413 4.119.613 12,597,026 30.9 8,831,208 4.119.614 12,950,822 31.8 Total received from connecting lines Percent received from connecting lines to total Delivered to connecting lines originating on System Delivered to connecting lines originating on Foreign Total delivered to connecting lines Percent delivered to connecting lines to total Gross Freight Revenue On business local to C. B. & Q. R. R Percent local traffic to total Received from connecting lines destined System points. Received from connecting lines destined connecting line points $76,676,134 $93,578,211 $95,907,708 $118,199,118 $109,485,502 $98,769,334 32,960,932 43.0 19,185,547 9,962,483 29,148,030 38.0 14,567,172 9,962,483 24,529,655 32.0 41,272,550 44.1 21,098,615 13,645,872 34,744,487 37.1 17,561,174 13,645,872 31,207,046 33.3 41,220,156 43.0 23,347,687 13,956,064 37,303,751 38.9 17,383,802 13,956,064 31,339,866 32.7 53,079,268 44.9 28,758,059 13,933,764 42,691,823 36.1 22,428,027 13,933,764 36,361,791 30.8 54,313,440 49.6 23,850,658 9,453,216 33,303,874 30.4 21,868,188 9,453,216 31,321,404 28.6 44,569,269 45.1 23,248,113 12,190,280 35,438,393 35.9 18,761,672 12,190,280 30,951,952 31.3 Total on business received from connecting lines Percent received from connecting lines to total Delivered to connecting lines originating on System Delivered to connecting lines originating on Foreign On business delivered to connecting lines Percent delivered to connecting lines to total N OTE.—Above figures do not include switch business and cover carload traffic only, as no separation of L. C. L. tonnage is available. BURLINGTON EXHIBIT 20. FREJGHT TONNAGE INTERCHANGED WITH ALL PRINCIPAL CONNECTING LINES 5 Year Averages (1917 to 1921, inclusive) Junction Received by C. B. & Q. (Tons) Delivered by C. B. & Q. (Tons) Total (Tons) 1 Chicago 2 Kansas City 3 St. Paul 4 Billings 5 Denver 1,504,856 1,912,638 1,596,688 1,178,361 1,248,087 2,981,445 846,036 993,440 938,849 589,120 4,486,301 2,758,672 2,590,128 2,117,211 1,837,207 6 St. Louis 7 Omaha 8 Wendover 9 Peoria 10 Paducah 1,000,713 649.721 46i;896 369,580 231,957 679,279 577,764 548,342 497,256 373,110 1,679,992 1,227,485 1,010,238 866,835 605,067 11 Sioux City 12 Moline 13 Beardstown 14 Burlington 15 Savanna 206,924 70,382 304,035 179,896 37,023 364,781 493,999 177,184 213,803 345,627 571,705 564,381 481,219 393,699 382,650 16 Virden 17 St. Joseph 18 Sterling 19 Mendota 20 Des Moines 4,420 106,914 94,646 39,276 69,164 281,904 158,560 160,827 162,373 98,133 286.324 265;474 255,473 201,649 167,297 21 Hannibal 22 La Crosse 23 Lincoln 24 Cheyenne 25 Miscellaneous 88,625 18,761 24,805 41,212 366,590 53,227 31,361 25,046 7,467 353,370 141,852 50,123 49,851 48,679 719,960 Total 11,807,171 11,952,303 23,759,474 1 Includes Aurora, Congress Park, Eola, Zearing, Streator and West Chicago. 2 " Birmingham, Leavenworth, Lathrop, Beverly and Liberty, Mo. 3 " Minnesota Transfer, Minneapolis, So. St. Paul, Twin City Yards and Newport. 4 *' Laurel, Mossmain, Silesia, Fromberg and Huntley. 5 " Denver Yards, Utah Jet., Longmont, LaFayette, Bums Jet., Erie and Ft. Morgan. 6 " E. St. Louis, Shattuc, Brighton, E. Alton, Alton and Machens. 7 " So. Omaha, Council Bluffs, Carson, Plattsmouth and Louisville. 8 " Casper, Guernsey, Powder River, Orin Jet., Crawford and Northport. 9 " Streator and Zearing for L. E. & W. 10 " Metropolis W. Frankfort, Goreville, W. Vienna and Neilson. 11 " So. Sioux City, Dakota City, Jackson, Laurel, Lyons, Oakland and Randolph. 12 " Rock Island, Davenport and E. Moline. 13 " Jacksonville, Centralia, Chapin, Woodlawn, Christopher, Medora, Litchfield, Waverly, Smithboro, Sorento, Girard, Virden, Whitehall and Greenfield. 14 « Monmouth. 15 " Dubuque, E. Dubuque, Galena, Galena Jet., Clinton and Fulton. 17 " Atchison, Armour and St. Joseph Yards. 18 " Amboy, Rockford, Davis Jet. and Forreston. 20 " Oskaloosa. 21 " Louisiana, Quincy, Hulls and Monroe. ?? 1 S* Trevino. Winona, Prairie du Chien, Grand Crossing and Onalaska. 23 David City, Seward, York and Crete. 25 " Interchange points not included above. 21 Texas. Certain branch lines in Texas operated separately and known as Wichita Valley Lines, were owned and in process of construction by the Colorado and Southern as feeders to the Fort Worth and Denver City line. At the time of the Colorado and Southern purchase, that company with other companies was engaged in the construction of the Trinity & Brazos Valley line, which extended partly by certain track¬ age rights, but mainly on its own rails, from Fort Worth and Dallas, Texas, to Houston and on to valuable terminal property on Galveston Bay. At that time the Burlington was constructing its low grade line south through the Big Horn Basin in Wyoming and soon connected this line with the Colorado and Southern at Orin Junction and ar¬ ranged tor the completion of the gap between Fort Collins and Chey¬ enne, shortening the line and thereby making a through and continuous north and south line from Billings, Montana, where connection is made with the Northern Facihc and Great Northern Companies, through Denver, hhrt Worth, Dallas, Texas, Houston and on to Gal¬ veston on the Gulf of Mexico. This through line is the shortest route r between the Gulf of Mexico and the important cities named in Texas and Denver, and to practically all points in the northwest on the Bur¬ lington, Northern Pacific and Great Northern lines. I offer in evidence Burlington Exhibit 21, showing the interchange in carloads between Burlington and Colorado and Southern lines for a period of nine months, January 1,1922, to September 30, 1922, inclu¬ sive, indicating also the carloads having origin on or destined Northern Pacific and Great Northern lines. The aggregate carloads inter¬ changed during this nine months' period show a total of 31,670, indi¬ cating the substantial volume of tonnage moving along this north and south route of trade and commerce. burijngtoir Growth from 1901 to Present Date. Following the purchase of Burlington by the Great Northern and Northern Pacific Companies in 1901, a period of intensive develop¬ ment of Burlington began so as to equip it to efficiently handle the growing interchange between the three companies. In like manner. 22 following the purchase by Burlington of controlling interest in the Colorado and Southern in 1908, that property has been progressively developed so as to enable it to handle its share of business inter¬ changed not only with Burlington, but through that line with Northern Pacific and Great Northern Companies. These plans of development have involved not only a large increase in line, but also much double tracking, yard construction and enlargements and large purchases of heavier power and equipment; in addition, many joint physical ar¬ rangements for common use of freight and passenger facilities have been accomplished at interchange points. The important additions to line and double track mileage are indicated on the map marked Bur¬ lington Exhibit 16. In order more efficiently to handle the growing interchange through Minnesota Transfer, as well as the steadily in¬ creasing northbound movement of southern Illinois coal to St. Paul, Minneapolis and points beyond in Minnesota, Burlington has revised and double tracked a large part of the Mississippi Biver line from Savanna to St. Paul, so that it now has practically a water level grade and a standard 2° curvature, and with the continued growth in this traffic this line revision and double track will be doubtless completed during the next few years. The sum of $4,337,447 has been expended on Capital Account in additions and betterments on this Mississippi River line. A third track has been completed between Chicago and Aurora, from which point the line to St. Paul diverges to Savanna. In order to efficiently handle the growing volume of coal moving north¬ west from southern Illinois, Burlington has not only largely revised the original line, but has added double track over substantially the entire distance from Herrin to Galesburg, reducing grades for north¬ bound business over almost the entire distance to .3 maximum. It has also secured under long term contract running rights over the Balti¬ more & Ohio from Shattuc to East St. Louis and added stretches of double track on both sides of the Missouri River north of St. Louis to properly care for the movement of coal and other business coming from and destined to lines in Missouri and Iowa. Burlington has extended its line south from Herrin, Illinois, to the Ohio River and jointly with the Nashville, Chattanooga & St. Louis BURLINGTON EXHIBIT 21. COLORADO AND SOUTHERN LINES INTERCHANGE WITH C. B. & Q. R. R. FOR PERIOD JANUARY 1st, 1922, TO SEPTEMBER 30th, 1922 Number Carloads Received from C. B. & Q. (except originating on Northern Pacific and Great Northern) 11,822 Received from C. B. & Q. originating on Northern Pacific 2,428 Received from C. B. & Q. originating on Great Northern 2,037 Total Cars Received by C. & S. from C. B. & Q 16,287 Delivered to C. B. & Q. (except destined to Northern Pacific and Great Northern)... 14,656 Delivered to C. B. & Q. for destination on Northern Pacific 356 Delivered to C. B. & Q. for destination on Great Northern 371 Total Cars Delivered by C. & S. to C. B. & Q 15,383 GRAND TOTAL—Number Cars Interchanged between C. & S. and C.B.«fe Q. 31,670 23 Kailroad Company, controlled by the Louisville & Nashville System, has built a large bridge across the Ohio Eiver with capacity in due time for double track, and twelve miles of railroad on to Paducah, Kentucky, for connection into the southeast, thereby establishing a through north and south route between connections south of the Ohio River and Chicago, and also with the Twin Cities and connects there mth the Northern Pacific and Great Northern Companies. In connection with this north and south route, Burlington in 1903 and 1904 completed a low grade cut-otf between Fenton and Thomson, as indicated on the map, whereby southern Illinois coal on a continuous low grade is moved through Galesburg, Barstow, Denrock and this cut-off to Savanna for movement north through to the Twin Cities on the Mississippi River line. In like manner this Fenton-Thomson cut¬ off provides a duplicate line between Savanna and Chicago and a lower grade line for freight movement via Mendota and Aurora. Since 1901 additional double tracking has been completed on the main line in Iowa and on the main line north from Kansas City to Napier, Missouri, where the southerly main line to Denver and to Lincoln diverges from the river line to Council Bluffs and Omaha. At Pacific Junction, Iowa, the line diverges and through freight moves principally over the low grade line to Ashland for main line points beyond. The purpose in construction of the Sioux City line from Ashland northward is elsewhere referred to in this statement and the importance of that line in the northbound movement of Kansas and Nebraska grain to the Great Northern line has been emphasized and indicated by the growing tonnage moving over that route. The original Burlington main line from Alliance to Billings encountered considerable high grade territory not subject to economical revision and soon after 1901 the increasing volume of tonnage demonstrated the need of an alternate line for cheaper cost of movement and larger capacity. This situation brought about the development and con¬ struction of the Big Horn Basin line via Kirby, where important coal deposits were opened, and Casper to a connection with the Colo¬ rado and Southern at Orin Junction and later at Wendover when the 24 Colorado and Southern line between Orin Junction and Wendover was leased to the Burlington for operation. At Wendover the Big Horn Basin line also connected with the important line from Guernsey to Northport and provided an alternate route via Alliance to Lincoln and points east. Through the joint efforts of traffic and operating officers working in close co-operation, channels of trade and commerce now long stand¬ ing and steadily increasing in volume, have been established and effi¬ cient and successful service to the public has been continuously given. Each of the three railroads serves a great territory, having diversi¬ fied agricultural, mining and manufacturing interests for the full de¬ velopment of which first class transportation facilities affording, free interchange of products, is absolutely necessary. Burlington lines traverse the treeless States of Illinois, Iowa, Missouri, Nebraska, Wy¬ oming, Kansas and Colorado, which states afford the best market for the forest products of Montana, Washington, and Idaho; they reach Denver, Omaha, St. Joseph, Kansas City, St. Paul, Sioux City, St. Louis and Chicago, where the great packing houses and markets for cattle and sheep of the ranges of North Dakota, Montana, Wyoming, Idaho, Oregon and Washington are located; they reach Kansas City, Denver and St. Louis, connecting there with lines traversing the cot¬ ton states from which comes the cotton for shipment to the Orient; and at Chicago, Peoria and St. Louis, they connect with all of the eastern lines whence comes the supply of iron, steel, machinery and other manufactured articles that find a market in the northwest and the Orient. Burlington lines also serve the great com States of Illinois, Iowa, Missouri and Nebraska and from the latter State in particular there is a large movement of corn and its products to northwest territory and to North Pacific terminals through the Bill¬ ings and Sioux City gateways; they also serve the large and increas¬ ing oil fields and refineries located in Wyoming, particularly at Cas¬ per and vicinity, from which there has grown a very large and impor¬ tant movement of refined oil and products to all of the territory served not only by Great Northern and Northern Pacific, both via Billings 25" gateway, but also throughoiit Btirlington and Coloradb and Soutb- erii territory and their connections, etc. Burlington is one of the largest handlers of coal from the various Illinois fields and particu¬ larly from the great coal deposits of southern Illinois which have become' one of "the important sources of fuel supply for Minnesota, Iowa and the Dakotas, as well as the State of Missouri and impor¬ tant points on the Missouri'Eiver. Burlington also Serves the-coal deposits of northern Wyoming, particularly at Sheridan, Wyoming, where vast deposits of an excellent quality of lignite coal lie and from which Montana, northern Idaho and eastern Washington, as well as territory east of Sheridan secure a large proportion of their require¬ ments. ' ' With the connection of the Big Horn Basin line of the Burlington with the Colorado and Southern and the completion of that line via its own rails to Denver, a large volume of Wyoming oil has moved southbound over the Colorado and Southern to Denver and other points in Colorado, as well as a steadily increasing volume of mis¬ cellaneous traffic moving north and southbound over this short line route between the the northwest and the southwest. Since the inception'of the present association of the. Burlington, with "the Northern Pacific and Great Northern Companies, the terri¬ tory served by the three railroads has enjoyed a splendid growth and abundant prosperity, and since the Colorado and Southern lines have become a fourth partner in this joint enterprise, the territory served by those lines has been equally progressive. The develop¬ ment of dry land farming in the west has practically all occurred since 1901 and millions of acres that formerly were thought only valuable for grazing are now under successful cultivation. To the ex¬ perimental work that was -necessary in the beginning and to demon¬ strate the practicability of this method "of farming, all four of these companies have been liberal coutributors and each of them has main¬ tained an organization of agricultural experts to work in co-operation with the United States Department of Agriculture and the State Agricultural Colleges in promoting better farming methods. In the " ~ 26 ' period, there has come the splendid work of the United States re¬ claiming the millions of acres of arid lands upon which irrigation is feasible; many of the projects were in territory served by the lines of these four railroads and the Reclamation Service received their most hearty co-operation; new lines were built promptly to serve these projects without which they could not have been a success. ' As with agriculture, so it has been with the lumber industry and with mining and manufacturing; these companies have recognized fully that their interests were hound up with the interests of the coun¬ try they serve; upon the success of one depended the success of the other; and it has been their constant endeavor to promote de¬ velopment upon sound lines that meant permanent prosperity. Tho measure of success in this great territory served by these four lines to which their continued efforts have contributed in no small de¬ gree, is indicated by the increase in traffic, population, hank deposits and clearing house exchange, grain production and forest products shown in statements and exhibits introduced at this hearing, and the tremendous development following the discovery and refining of oil in the great fields of Wyoming. Figures showing the growth and de¬ velopment in other lines of human endeavor could be multiplied indef¬ initely, but it is deemed unnecessary to go beyond a few of the prin¬ cipal items. Very naturally, routes and channels of trade and commerce havo been established by reason of this traffic moving via these lines since the Burlington was^ acquired in 1901. Owing to favorable rates and traffic arrangements which this association of railroads was in a position to offer, many industries were induced to locate along the lines of the Northern Pacific and Great Northern where products (particularly those of the forest) abounded^ for which there were and are a natural necessity and demand in the territory served by Bur¬ lington and Colorado and Southern. The activities of these industries would no doubt be curtailed should there be a disruption in the pres¬ ent association which has practically assured them a permanent mar- ket in the territory served by Burlington and steadily increasing on 27 the Colorado and Southern lines, as well as satisfactory through service. « Interchange and Joint Use of Facilities. The aggregate interchange of the Burlington with the Great North¬ ern and with the Northern Pacific respectively, covering the period from 1896 to 192i is shown hy Burlington Exhibit 22, which is now offered in evidence. For convenient reference in substantiation of the above statement, the total tonnage interchange at all junctions between the two North¬ ern lines and the Burlington from 1908 (the year in which connection at Billings, Montana, between the Great Northern and Burlington was established) to 1921 inclusive, as shown on the exhibit, is given here¬ with t Great Northern Eeceived from Burlington 11,125,462 Delivered to Burlington 14,270,994 25,396,456 Northern Pacific Received from Burlington 10,086,846 Delivered to Burlington 15,327,465 25,414,311 Total 50,810,767 Tons As further indicative of the tremendous importance to Burlington of the maintenance of the present association, Burlington Exhibit No. 23 has been prepared and is now offered in evidence. This exhibit shows the average for the five years 1917 to 1921, inclusive, in terms of freight revenue and revenue tons handled between Burlington and Northern Pacific and Great Northern. The total average annual freight revenue earned by Burlington and total average revenue tons handled annually during this 5-year period are subdivided between Burlington revenue and tonnage interchange with Great Northern, and Burlington revenue and tonnage interchange with Northern Pa¬ cific and Burlington revenue and tonnage interchange with both those companies. The percentages of each of these statements are also 28 shown and it is si^ificant to note that oii the average "during this S-y^ar period Burlington interchanged 11.6 per cent of its total revenue tons with Northern Pacific and Great Northern, but earned on the annual average 15.8 per cent of its total freight revenue on this combined average commercial freight tonnage interchange. The necessary con¬ clusion from this spread in percentage is the relatively higher revenue through the longer haul on average revenue tons in the interchange between Burlington and the Northern lines than on other Burlington freight traffic. It is clear, therefore, that the separation of Great Northern from the present association by the inclusion of it in a.different system with an - important competitor of Burlington would not only constitute a discontinuance of existing routes and channels of trade and commerce of the most serious character but would be a serious impairment to Burlington present and future earning power and financial strength. This disruption of existing routes and channels of trade and com¬ merce would be far more serious than is suggested by a mere state¬ ment of aggregate figures and in order to demonstrate the grave re¬ sults which would follow, a more detailed analysis of the close physi¬ cal relations long since established is advisable. The Northern Pacific has two principal points of contact with Bur¬ lington, one at St. Paul and Minneapolis and the other at BiUings, Montana. The Great Northern has three principal points of contact with Burlington, one at the Twin Cities, one at Billings, Montana, and one at Sioux City, Iowa. ' The St. Paul Coistneotiok. At St. Paul and Minneapolis the Burlington has connection with both the Great Northern and Northern Pacific. At both St. Paul and Minneapolis Burlington uses jointly with the Great Northern the freight facilities of the latter. In St. Paul the freight facilities in question are practically new and were built by the Great Northern in contemplation of their equal use by Burlington. Moreover, the Great Northern acquired property for industrial sites adjacent to this new BURLINGTON EXHIBIT 22. TONNAGE INTERCHANGED WITH G. N. AND N. P. AT ALL JUNCTIONS. Year Received by C. B. & Q. R.R. Delivered by C. B. & Q.R.R. Total Interchange G. N. N. P. Total G. N. N. P. Total G. N. N. P. Total 1896 1897 1898 1899 1900 95,880 100,871 91,497 80,093 101,201 146,827 192,648 182,001 213,760 252,655 242,707 293,519 273,498 293,853 353,856 30,822 33,469 28,240 32,549 38,519 39,797 59,894 86,115 98,087 106,987 70,619 93,363 114,355 130,636 145,506 126,702 134,340 119,737 112,642 139,720 186,624 252,542 268,116 311,847 359,642 313,326 386,882 387,853 424,489 499,362 1901 1902 1903 1904 1905 168,470 216,347 263,814 299,961 337,858 421.974 533,886 568,388 600,953 794.975 590,444 750,233 832,202 900,914 1,132,833 57,975 87,796 112,792 109,233 172,269 147,983 184,379 234,484 267,762 412,868 205,940 272,175 347,276 376,995 585,137 226,427 304,143 376,606 409,194 510,127 569,957 718,265 802,872 868,715 1,207,843 796,384 1,022,408 1,179,478 1,277,909 1,717,970 1906 1907 1908 1909 1910 358,908 441,337 413,745 599,994 698,707 869,379 804,291 704,456 726,773 791,069 1,228,287 1,245,628 1,118,201 1,326,767 1,489,776 292,031 459,769 559,029 407,231 576,700 532,009 745,369 456,718 537,640 611,047 824,040 1,205,138 1,015,747 944,871 1,187,747 650,939 901,106 972,774 1,007,225 1,275,407 1,401,388 1,549,660 1,161,174 1,264,413 1,402,116 2,052,327 2,450,766 2,133,948 2,271,638 2,677,523 1911 1912 1913 1914 1915 692,062 895,718 987,785 977,227 958,349 687,044 884,577 866,204 814,745 958,317 1,379,106 1,780,295 1,853,989 1,791,972 1,916,666 703,863 542,060 563,641 594,587 577,786 424,474 496,715 577,279 463,281 543,985 1,128,337 1,038,775 1,140,920 1,057,868 1,121,771 1,395,925 1,437,778 1,551,426 1,571,814 1,536,138 1,111,518 1,381,292 1,443,483 1,278,026 1,502,302 2,507,443 2,819,070 2,994,909 2,849,840 3,038,440 1916 1917 1918 1919 1920 1921 1,123,736 1,352,670 1,396,624 1,556,786 1,515,606 1,101,982 1,459,730 1,767,442 i;584,513 1,702,512 1,554,118 825,965 2,583,466 3,120,112 2,981,137 3,259,298 3,069,724 1,927,947 983,792 1,264,111 1,211,762 979,821 1,144,601 1,016,478 852,994 1,221,039 1,203,141 1,043,354 1,081,817 573,362 1,836,786 2,485,150 2,414,903 2,023,175 2,226,418 1,589,840 2,107,528 2,616,781 2,608,386 2,536,607 2,660,207 2,118,460 2,312,724 2,988,481 2,787,654 2,745,866 2,635,935 1,399,327 4,420,252 5,605,262 5,396,040 5,282,473 5,296,142 3,517,787 TOTAL TONNAGE INTERCHANGED 1908 TO 1921, INCLUSIVE. - Great Northern: Received from Burlington 11,125,462 Delivered to Burlington 14,270,994 25,396,456 Northern Pacific: Received from Burlington 10,086,846 Delivered to Burlington 15,327,465 25,414,311 Total 50,810,767 Tons BURLINGTON EXHIBIT 23. CHICAGO, BURLINGTON & QUINCY RAILROAD, Averages for 5 years (1917 to 1921, inclusive): Total Freight Revenue, C. B. & Q. R. R $110,262,843 Burlington Revenue on Traffic Interchanged with N. P 8,969,790 % of Total Revenue 8.1 Burlington Revenue on Traffic Interchanged with G. N 8,470,932 % of Total Revenue. 7.7 Burlington Revenue on Traffic Interchanged with both N. P. and G. N 17,440,722 % of Total Revenue 15.8 Total Revenue Tons Handled 43,242,748 Revenue Tons Interchanged with N. P 2,511,454 % of Total Tons 5.8 Revenue Tons Interchanged with G. N 2,508,089 % of Total Tons 5.8 Revenue Tons Interchanged with both N. P. and G. N 5,019,543 % of Total Tons 11.6 29 freight terminal at a cost of approximately $1,800,000, upon an nnderr. standing which was immediately carried into effect, that Burlington should share by the OAvnership of an undivided one-half interest there¬ of, in the benefits to follow. This joint purchase of industrial prop¬ erty has already begun to develop important traffic producing indus¬ tries for both companies. All of these arrangements were made as a result of the close association through equal one-half ownership be¬ tween Burlington and Great Northern. At Minneapolis, the Great Northern performs the freight terminal service for Burlington, making up its freight trains, switching to and from industry and team tracks, receiving and forwarding in freight warehouses, etc. The Great Northern Railway owns and operates a 4-track "Short Line" railroad between St. Paul and Minneapolis. For freight movement between St. Paul and Minneapolis, Burling¬ ton uses the Northern Pacific line from Third Street in St. Paul to St. Anthony Park, at which point tonnage is interchanged between North¬ ern Pacific and Burlington. Prom St. Anthony Park (Minnesota Transfer) to Minneapolis, Burlington uses Great Northern freight tracks. Burlington also uses the 3-track freight yard of the Great Northern at Minnesota Transfer for the purpose of making its inter¬ change of business with lines other than Northern Pacific at that point. For passenger traffic, Burlington uses the passenger tracks of the Great Northern from its connection with the St. Paul Union Depot Company at Third Street, St. Paul, through to Minneapolis via the stone-arch viaduct into Minneapolis passenger station of the Great Northern. Burlington coach yards in Minneapolis are located on Great Northern property north of the passenger* station adjacent to the Mississippi River. The total amount of Great Northern invest¬ ment used by the Burlington in the freight facilities at St. Paul and tlie freight and passenger tracks between St. Paul and Minneapolis, the yard at Minnesota Transfer and the freight facilities at Minneap¬ olis and the Great Northern passenger station at Minneaxwlis, to¬ gether with the miscellaneous property, like roundhouses, coach yards, etc., furnished Burlington by the Great Northern would aggregate a 30 value of $15,000,000. The value of the Northern Pacific freight tracks previously" referred to as used hy Burlington, is approximately $1,650,000. To recapitulate, Burlington freight business at St. Paul is handled through the Great Northern freight station. Its freight interchange at Minnesota Transfer is made through Great Northern yard at that point. It uses Great Northern freight tracks from Minnesota Trans¬ fer to North Minneapolis, including the Great Northern yards, round¬ houses and other terminal facilities and Great Northern freight sta¬ tion at Minneapolis. Burlington passenger business is handled over the Great Northern passenger tracks from St. Paul Union Depot to Minneapolis passenger station of the Great Northern, which it uses at that point and beyond that is the passenger yard of the Burlington located upon Great Northern property. Burlington locomotives, freight and passenger, are handled in Great Northern roundhouse and make use of such other Great Northern terminal facilities as are neces¬ sary for their care. All these arrangements are based upon contracts for extended periods of time and substantial portions of the invest¬ ments made necessary thereby were based upon the reliance of the continued joint use of these facilities by the three companies, as indi¬ cated above. In the Twin Cities the interchange between the various railway lines generally is made through the medium of the Minnesota Transfer Kailway located midway between St. Paul and Minneapolis. Based upon reported tonnage to the Minnesota Transfer Company, a state¬ ment is now introduced as Burlington Exhibit 24 which shows tonnage interchanged by these three lines as compared with the other users of the Transfer during the years 1916 and 1917, this period being consid¬ ered more representative than subsequent years when Federal Control during 1918 and 1919 and the fluctuations in business through de¬ pression and otherwise in 1920 and 1921, had a tendency to produce abnormal results. The tonnage figures for 1916 and 1917 were taken from the records of the Minnesota Transfer Railway Company and the result supported by this data is very naturally considered as hav- BURLINGTON EXHIBIT 24. TONNAGE INTERCHANGED AT TWIN CITIES GATEWAY. Calendar Years 1916 and 1917. Great Northern to other lines: 1916 1,577,302 1917 1,884,512 3,461,814 Tons Other lines to Great Northern: 1916 1,034,644 1917 1,396,511 2,431,155 Tons Northern Pacific to other lines: 1916 2,678,047 1917 2,736,634 5,414,681 Tons Other lines to Northern Pacific: 1916 1,166,700 1917 1,481,161 2,647,861 Tons Burlington to other lines: 1916 798,207 1917 1,401,647 2,199,854 Tons 4 - Other lines to Burlington: 1916 1,552,402 1917 1,839,005 3,391,407 Tons Total for two years 19,546,772 Tons Total Minnesota Transfer tonnage, 1916 16,851,464 Tons Total Minnesota Transfer tonnage, 1917 15,776,363 Tons Total 32,627,827 Tons 19,546,772 tons -5- 32,627,827 tons = 60%. 31 ing an important bearing on the matter of establishd trade routes and channels which have been built up by the three lines under review. It will be noted that the three lines for the period above stated handled 60 per cent of all the tonnage interchanged at the Transfer. For the purpose of indicating the gradual growth, of interchange at Minnesota Transfer between these three lines and which must also be construed as having very largely influenced the establishment of present existing routes and channels of trade, another Exhibit, No. 25, is herewith offered, showing the tonnage interchanged, excluding com¬ pany material, for the years 1895 to 1921 inclusive, with a summary of the result for the entire period at the foot of the exhibit. This e^ibit shows the steady growth of this interchange and the very large pror portions which it has attained in recent years. The figures on this last Exhibit, No. 25, do not include coal used by the Great Northern or the Northern Pacific in their locomotives transported by the Burlington from Illinois fields. In 1920 the Great' Northern locomotive fuel so handled by Burlington, amounted to 672,- 623 tons, and in 1921 to 659,435 tons. For the Northern Pacific the % locomotive fuel tonnage for these two years was as follows: 1920, 128,465 tons; 1921, 50,363 tons. There is also a large volume of rah, tie plates, oil and supplies of all kinds used in the operations of the Great Northern and Northern Pacific, bought by them in eastern markets and routed to St. Paul, Billings and Sioux City via the Burlington. The annual revenue to the Burlington on this traffic is very considerable—on the coal alone to the Great Northern in 1921 it was in excess of $2,500,000. If some other^ine east of St. Paul is substituted for the Burlington, the Great Northern will naturally place its coal orders at mines served by that road and will also divert from the Burlington this large volume of "Company freight." 32 The Sioux City Connectioit. • At Sioux City the Burlington having no terminals of its own, has continuously used those of the Great Northern since the Sioux City line was built, in 1906. The Great Northern terminals were acquired at a cost of $3,000,000 and provide the Northern companies as well as Burlington, with a route between the west, south and southwest and St. Paul, Duluth and north thereof, and is the route employed by the Burlington on all such traffic. The circuitous route of the Burlington via its own line from.Missouri River territory to St. Paul does not permit using it on business, of this character. This connection with the Northern lines via Sioux City is a most important route to the Burlington and will become more so should the proposed Lakes to Sea" movement be carried out while under present conditions it could not be dispensed with nor the heavy tonnage moving via it be sacri¬ ficed or impaired without serious loss to Burlington. Shortly after the acquisition of Burlington by the Northern companies, the necessity for providing Burlington with an entrance into Sioux City became increasingly apparent. Accordingly, the Great Northern built a con¬ nection from Dakota City, Nebraska, which is just across the Mis¬ souri River from Sioux City, to Ashland, Nebraska, a distance of 108 miles. This line was completed and opened for traffic in 1906 and was operated by the Great Northern until November 1, 1907, when the operations were taken over by the Burlington, the line having been sold to Burlington for $3,200,000. The purpose of this connection between Burlington and Great Northern at Sioux City was to enable Great Northern and Burlington to engage in the Missouri Valley- Minneapolis grain traffic, the idea being that by this connection cars loaded with grain could be handled to Minneapolis and there unloaded and then reloaded with flour from Minneapolis to Chicago and be¬ yond, thereby reducing the emptj^^ mileage on cars which otherwise Burlington would largely have to move empty to Minneapolis for flour tonnage, as well as permitting the joint property to secure its share of northbound grain. In addition to grain tonnage there is also a con¬ siderable volume of oil and sugar tonnage delivered to the Great BURLINGTON EXHIBIT 25. TONNAGE INTERCHANGED AT MINNESOTA TRANSFER (Inc. Mpls., St. Paul, So. St. Paul, T. C. Yards, etc.) (Excludes Company Material) Received by C.B.& Q.R.R. Delivered by C.B.& Q.R.R. Total G. N. N. P. Total G. N. N. P. Total G. N. N. P. Total 1895 1896 1897 1898 1899 97,851 95,880 100,871 91,497 80,093 61,855 59,833 55,038 59,799 73,018 159,706 155,713 155,909 151,296 153,111 37,978 30,822 33,469 28,240 32,549 14,143 17,726 16,880 30,380 31,383 52,121 48,548 50,349 58,620 63,932 135,829 126,702 134,340 119,737 112,642 75,998 77,559 71,918 90,179 104,401 211,827 204,261 206,258 209,916 217,043 1900 1901 1902 1903 1904 1905 101,201 168,470 216,347 263,814 299,961 337,858 80,143 160,344 194,532 227,270 234,818 318,255 181,344 328,814 410,879 491,084 534,779 656,113 38,519 57,957 87,796 112,792 109,233 172,269 34,809 54,390 75,874 88,221 100,603 138,976 73,328 112,347 163,670 201,013 209,836 311,245 139,720 226,427 304,143 376,606 409,194 510,127 114,952 214,734 270,406 315,491 335,421 457,231 254,672 441,161 574,549 692,097 744,615 967,358 1906 1907 1908 1909 1910 337,139 341,146 298,090 339,074 357,201 341,345 290,391 241,364 244,300 309,103 678,484 631,537 539,454 583,374 666,304 215,691 215,983 158,927 176,568 210,869 162,022 146,096 111,620 148,079 171,610 377,713 362,079 270,547 324,647 382,479 552,830 557,129 457,017 515,642 568,070 503,367 436,487 352,984 392,379 480,713 1,056,197 993,616 810,001 908,021 1,048,783 1911 1912 1913 1914 1915 381,351 525,272 537,941 477,316 542,926 292,575 478,337 443,793 394,521 464,188 673,926 1,003,609 981,734 871,837 1,007,114 216,585 238,335 268,444 219,004 261,164 159,208 185,233 202,037 152,892 185,375 375,793 423,568 470,481 371,896 446,539 597,936 763,607 806,385 696,320 804,090 451,783 663,570 645,830 547,413 649,563 1,049,719 1,427,177 1,452,215 1,243,733 1,453,653 1916 1917 1918 1919 1920 1921 709,716 861,954 869,867 919,240 846,507 480,837 761,240 897,417 781,040 740,625 803,579 383,885 1,470,956 1,759,371 1,650,907 1,659,865 1,650,086 864,722 424,430 696,155 687,562 452,841 412,404 201,884 295,238 562,826 565,288 406,400 439,414 203,326 719,668 1,258,981 1,252,850 859,241 851,818 405,210 1,134,146 1,558,109 1,557,429 1,372,081 1,258,911 682,721 1,056,478 1,460,243 1,346,328 1,147,025 1,242,993 587,211 2,190,624 3,018,352 2,903,757 2,519,106 2,501,904 1,269,932 SUMMARY OF THE RESULT FOR THE ENTIRE PERIOD. Great Northern: Received from Burlington 5,798,470 Delivered to Burlington 10,679,420 16,477,890 Tons Northern Pacific: Received from Burlington 4,700,049 Delivered to Burlington 9,392,608 14,092,657 Tons Total 30,570,547 Tons 33 Northern at Sionx City and southbonnd some of the principal com¬ modities delivered by the Great Northern'to Burlington are fruits and vegetables, newsprint paper and forest products. Burlington Exhibit 26 is now offered in evidence, showing the ton¬ nage interchanged between Great Northern and Burlington at Sioux City and the revenue on same since that line was opened in 1907,.up to and including 1921. This statement shows that the total ton¬ nage interchanged in 1921 amounted to 541,618 tons, on which Burling¬ ton revenue amounted to $2,107,559. The total tonnage received by Burlington in 1921 amounted to 112,722 tons, which was an unfavorable year for southbound movement because the exhibit shows that Bur¬ lington received in 1919 245,523 tons and in 1914 373,138 tons. The total tonnage delivered by Burlington to Great Northern in 1921 was 428,896 tons, the largest delivered in any year since the route was opened. For the purpose of conveying an idea of the volume of Missouri Valley-Minneapolis grain traffic passing through Sioux City via Bur¬ lington and Great Northern, Burlington Exhibit 27 has been prepared and is now offered in evidence. This exhibit shows the total number of bushels handled for each of the years 1909 to 1921 inclusive and the yearly average. The variation between the years in the movement of the north¬ bound grain via this route was largely due to crop and market con¬ ditions. An examination of the total will show the yearly average brought down because of certain years of light crop movement does not fairly indicate the volume in times when there is a fair move¬ ment, such as in 1920, when over 8,000,000 bushels were handled through that gateway. All the foregoing is intended to show that if Great Northern should be eliminated from the present association the result would be not only a complete disruption of a route and channel of trade and com¬ merce established at great cost bj'- the careful planning of fifteen years ago, but also a serious loss of tonnage and revenue to Burling¬ ton if this north and southbound tonnage should be diverted to new channels of competitive routing. 34 The Bilongs oohnecnon. Greater in importance than the trade rente via Sionx City is the Billings gateway where the two main lines of Burlington reach both the Northern Pacific and Great Northern. The Northern Pacific line was-opened and in operation when Burlington reached Billings line prior, to 1901. It has already been shown that after reach¬ ing Billings, Burlington made surveys and had plans for. con¬ struction north to a. connection with the Great Northern at Great Falls, but later consideration of these plans led properly to the construction by the Great Northern of this connection, which involved the building of. 194 miles from Armington, Montana, to Mossmain, the junction adjacent to Billings and which was opened for operation on November 1, 1908. The cost of this Great Northern line to December 31,1921, was 112,300,000. This investment was made because of the natural interest between Great Northern and Burling¬ ton in the Billings gateway and to permit both of those companies to participate via that gateway in the growing interchange in traffic mov¬ ing through it. There is common use bv these three lines of terminal facilities at Billings and Laurel, Montana^ "svith the exception that the Great Northern uses the Burlington freight house at Billings. An inconsiderable portion of the freight facilities at Billings are owned by the Burlington, the remainder by the Northern Pacific. The ap¬ proximate value of the Northern Pacific facilities at Billings and Laurel where the Northern Pacific has constructed and in operation a large interchange yard with appropriate terminal facilities for the use of all three companies, is $3,815,000 and of the Burlington facilities at Billings $300,000. Burlington uses by trackage contract the Northern Pacific line be¬ tween Huntley, Montana, and Billings, a distance of 13 miles; and also from Billings to Fromberg, Montana, a distance of 37 miles. By these two trackage arrangements Burlington avoided the necessity of con¬ structing its own line and is not only thereby enabled to make and receive interchange between the Northern Pacific and Great Northern but accomplishes a connection and circulation between its two main BURLINGTON EXHIBIT 26. STATEMENT OF TONNAGE INTERCHANGED WITH THE GREAT NORTHERN AT SIOUX CITY, AND REVENUE ON SAME SINCE SIOUX CITY LINE WAS OPENED Years ended June 30th Business Received by C. B. & Q. Business Delivered by C. B. & Q. Total Tons Revenue Tons Revenue Tons Revenue 1907 1908 1909 1910 1911 66,956 93,104 92,537 116,843 88,162 $137,695 178,743 205,183 294,392 236,789 172,022 376,482 240,960 83,833 345,431 $ 599,788 1,370,634 778,596 244,197 1,019,848 238,978 469,586 333,497 200,676 433,593 $ 737,483 1,549,377 983,779 538,589 1,256,637 1912 1913 1914 1915 1916t 141,451 160,375 373,138 175,573 107,695 320,002 328,306 649,895 352,441 234,732 231,730 85,683 98,627 246,077 241,185 675,952 250,486 263,931 608,302 531,572 373,181 246,058 471,765 421,650 348,880 995,954 578,792 913,826 960,743 i 766,304 1917t 1918t 1919t 1920t 1921t 163,045 172,264 245,523 173,085 112,722 350,904 483,072 764,721 687,276 507,430 196,104 230,635 297,282 331,159 428,896 480,618 567,750 766,005 1,068,027 1,600,129 359,149 402,899 542,805 504,244 541,618 831,522 1,050,822 1,530,726 1,755,303 2,107,559 ^Calendar years. BURLINGTON EXHIBIT 27. MISSOURI VALLEY-MINNEAPOLIS GRAIN TRAFFIC PASSING THROUGH SIOUX CITY VIA BURLINGTON AND GREAT NORTHERN RAILWAY Year Bushels 1909 6,482,239 1910 1,459,195 1911 10,278,418 1912 5,707,786 1913 1,597,485 1914 1,833,335 1915 6,425,774 1916 2,368,937 1917 4,109,044 1918 1,756,806 1919 2,986,209 1920 8,068,820 1921 7,769,581 Total 60,843,629 Yearly average 4,680,279 bushels 35 lines terminating at Billings. Great Northern also has trackage rights over the Northern Pacific, Lanrel to Billings, and the nse of the exten¬ sive Laurel terminals. - . Burlington Exhibit 28 has been prepared and is now offered in evi¬ dence showing the interchange of tonnage annnally between the North- em Pacific, Great Northern and Burlington Companies at Billings gateway, beginning in 1896, shortly after the connection between Northern Pacific and Burlington, and taking in the Great Northern figures beginning in 1908 when the Great Northern line reached Bill¬ ings and established its through service via that gateway. Tonnage received by Burlington from the Northern companies at Billings consists principally of lumber, shingles, ores and smelter products, crude oil, fruits and vegetables, canned s^mon, live stock, condensed milk, newsprint paper, etc. The tonnage delivered to these lines consists largely of coal and oil from the Wyoming district on the Burlington, export cotton, grain and grain products, fruits and vege¬ tables, live stock, manufactured products and miscellaneous freight. It is interesting to note a steadily increasing movement via this gate¬ way to the northwest in the banana traffic, which is very heavy in season. Colorado and Southern is becoming a practical route for this movement via the Denver gateway. The Coloeado and Southern Lines. The purchase of control of the Colorado and Southern by Burling¬ ton which included the important Fort Worth and Denver City Toady has already been referred to. This occurred in 1908. By this means the Burlington secured not only closer access to the important south¬ ern Colorado coal fields, but also a direct connection from the Big- Horn Basin line and the developing oil fields at Casper, Wyoming, to Denver and points south thereof. The Colorado and Southern owns large and well located terminals in the City of Denver and the iin- portance of it to Burlington was increased by this reason. Colorado and Southern lines serve northern Colorado, producing increasing quantities of grain, vegetable and fruit products which find markets 36 in all directions and in considerable growing volume eastward over Burlington into consuming territory served by it. In addition to these important features, a direct, short and efficient through route was established not only between the Gulf of Mexico and Puget Sound, but serving all the vast intermediate territory between those water terminals. Exhibits in evidence show the general character of this interchange and justify the certain prediction that as this vast west¬ ern territory increases in population through settlement and develop¬ ment and by the aid of the many Government projects for the reclamation and irrigation of land, this north and south route will continue to grow and establish itself as one of the important routes and channels of trade and commerce. It is interesting to point out the parallels of north and south routing of traffic as they have developed through the increase in population in the country, and the acquisition of Colorado and Southern in the interest of the other three lines com¬ prising this great system, was largely influenced by the conviction, there being already a substantial north and southbound movement of traffic over this line, that the volume would continue to grow through the interchange of commodities of all kinds between the sec¬ tions of the country served by this line. As the population of the country has grown, the great north and south gateways, like Potomac Yard in eastern territory, Cincinnati, Memphis, St. Louis, Kansas City and on the west coast, San Francisco with the Southern Pacific lines serving the entire coast from one international boundary to the other, have successively developed enormous interchange of tonnage and the gateway of Denver promises equal development as the coun¬ try growls and population and traffic increase. The great lumber pro¬ ducing operations in the northwest are destined to ship forest products in steadily growing volume to the treeless territory of Wyoming, Ne¬ braska, Kansas, Colorado and Texas as southern lumber approaches exhaustion. Cotton from Texas and Louisiana has long moved in sub¬ stantial volume via this route and live stock, fruits and vegetables, as the seasons change, move in both directions over it. As an illustra¬ tion of the character of this traffic, Burlington received from Great Northern and Northern Pacific at Billings in 1920 for delivery to BURLINGTON EXHIBIT 28. TONNAGE INTERCHANGED AT BILLINGS Year Received by C. B. & Q. Delivered by C. B. & Q. Total Interchange G. N. N. P. Total G. N. N. P. Total G. N. N. P. Total 1896 1897 1898 1899 1900 ♦ 86,994 *137,610 *122,202 *140,742 ♦172,512 ♦ 86,994 *137,610 *122,202 *140,742 *172,512 22,071 43,014 55,735 66,704 72,178 22,071 43,014 55,735 66,704 72,178 109,065 180,624 177,937 207,446 244,690 109,065 180,624 177,937 207,446 244,690 1901 1902 1903 1904 1905 *261,630 ♦339,354 341,118 366,135 476,720 *261,630 *339,354 341,118 366,135 476,720 93,593 108,505 146,263 167,159 273,892 93,593 108,505 146,263 167,159 273,892 355,223 447,859 487,381 533,294 750,612 355,223 447,859 487,381 533,294 750,612 1906 1907 1908 1909 1910 528,034 513 900 463,092 482,473 481,966 528,034 513,900 486,606 651,430 710,610 369 987 599,273 345,098 389,561 439,437 369,987 599,273 350,005 487,473 592,230 898,021 1,113,173 808,190 872,034 921,403 898,021 1,113,173 836,611 1,138,903 1,302,840 t 23,514 168,957 228,644 t 4,907 97,912 152,793 t 28,421 266,869 381,437 1911 1912 1913 1914 1915 202,516 213,290 197,178 205,672 277,036 394,469 406,240 422,411 420,224 494,129 596,985 619,530 619,589 625,896 771,165 180,891 170,472 206,308 155,331 185,104 265,266 311,482 375,242 310,389 358,610 446,157 481,954 581,550 465,720 543,714 383,407 383,762 403,486 361,003 462,140 659,735 717,722 797,653 730,613 852,739 1,043,142 1,101,484 1,201,139 1,091,616 1,314,879 1916 1917 1918 1919 1920 1921 306,925 310,651 354,493 392,023 496,014 508,423 698,490 871,941 803,473 961,887 750,539 442,080 1,005,415 1,182,592 1,157,966 1,353,910 1,246,553 950,503 318,177 424,638 293,565 229,698 399,038 385,698 557,756 674,366 637,853 636,954 642,403 370,036 1,875,933 1,099,004 931,418 866,652 1,041,441 755,734 625,102 735,289 648,058 621,721 895,052 894,121 1,256,246 1,546,307 1,441,326 1,598,841 1,392,942 812,116 1,881,348 2,281,596 2,089,384 2,220,562 2,287,994 1,706,237 ♦Estimated 18 tons per car. tTwo months. 37 Colorado and Southern destined to points in Texas, 454 carloads of apples, 26 carloads of canned salmon, 1,446 carloads of shingles, 161 carloads of lumber, 52 carloads of paper, 44 carloads of condensed milk and 18 carloads of potatoes. These were the principal commodir ties originating in the far northwest and were delivered to Colorado and Southern for Texas delivery; the entire movement is not included. In order to show further the importance of Colorado and Southern to this system, Burlington EaMbit 29 has been prepared and is now offered in evidence, showing the tonnage and revenue on traffic inter¬ changed between Burlington and Colorado and Southern for the years 1905 to 1921 inclusive, averaged in 4-year periods during the earlier portion of the time as indicated. 1921 was an abnormal year owing to unfavorable conditions, 1920 being e-^dently more representative, and Burlington revenue on tonnage received and delivered in that year amounted to $3,766,652. Southern Illinois Lines.' At the time corporate relations were established between Bur¬ lington, Northern Pacific and Great Northern Companies, Burlington while traversing eleven states, had meager and unimportant coal ton¬ nage originating on its line. No coal mines of commercial value were known to exist in Minnesota or North Dakota—a vast territory de¬ manding large quantities of coal for industrial development and domestic use. The principal available source of good coal for that territory was from West Virginia, which at that time moved and still moves via the Great Lakes to Duluth and other upper lake ports. Due to the excellent quality of southern Illinois coal and in conse¬ quence of the close corporate relations then existing between these three lines, the plan was adopted for Burlington to extend its Illinois line into the southern Illinois coal field. This would permit the movement of a supply of high grade coal by Burlington rails to. Min¬ nesota and Dakota territory served by the Great Northern and North¬ ern Pacific, thus giving Burlington and those roads an increased tonnage and a more certain supply of locomotive fuel for all three 38 roads. The investment cost to the Burlington for the portion of the line to southern Illinois was large. For acquisition and construction of the new line between Concord and Metropolis on the Ohio River, the amount expended exceeds $8,000,000, which amount includes the cost of recent additions and betterments. Over 200 miles of double track, and many miles of switch, side and passing tracks have been built. This traffic required the strengthening of bridges and the build¬ ing of new yards at Galesburg, Bushnell, Beardstown, Centralia and other less important assembly and terminal points. It also involved the purchase of a large number of locomotives of Mikado and Santa Fe type and thousands of new steel cars of 50-ton capacity. The imme¬ diate growth of this new coal tonnage also resulted in the construction of the Fenton-Thomson cut-offi hereinbefore referred to, at a cost of approximately $500,000 as a part of the development of the low grade through line before described. The movement of Illinois commercial coal from the southern Illi¬ nois coal field via the Burlington to the States of Minnesota and North and South Dakota approximates 1,000,000 tons per annum. And the total commercial coal tonnage loaded on the Beardstown Division in southern Illinois on the Burlington reached 9,965,570 tons in the year 1918, which is the highest tonnage of any year since the movement began. In 1920 the tonnage amounted to'8,827,616 tons and even in the less favorable year of 1921 it aggregated 7,617,286 tons, or 73.4 per cent of the total commercial coal loaded on the Burlington system. The steady growth and use of southern Illinois coal, aided by the larger mining operations constantly developing in that field, promises a continued and constant growth in this tonnage and a large increasing share of it will steadily find its ultimate destination to points on the Northern Pacific and Great Northern lines and in St. Paul and Minne¬ apolis and territory beyond in Minnesota and the Dakotas. The im¬ portance to Burlington, therefore, of retaining a market for coal pro¬ duced on its southern Illinois rails at points reached by the Great Northern in northern territory referred to, as against the possible loss and diversion of this tonnage by the segregation of the Great North¬ ern from this present alliance, needs no argument to support it. BURLINGTON EXHIBIT 29. TONNAGE AND REVENUE ON TRAFFIC INTERCHANGED WITH THE C. & S. RY. YEARS ENDED JUNE 30TH AND AVERAGE FOR FOUR YEAR PERIOD. Received by C. B. & Q. Delivered by C. B. & Q. Total Tons Revenue Tons Revenue Tons Revenue 1905 1906 1907 1908 Average 164,968 206,974 239,078 199,169 202,547 $ 507,666 589,325 657,424 604,932 589,837 97,228 116,674 121,923 114,318 112,536 $ 476,098 593,610 638,035 617,174 581,227 262,196 323,648 361,001 313,487 315,083 $ 983,764 1,182,935 1,295,459 1,222,106 1,171,064 1909 1910 1911 1912 Average 290,724 464,536 297,335 345,240 349,434 793,333 1,320,813 865,674 1,061,880 1,010,425 228,290 369,550 363,216 412,336 343,348 787,747 1,167,960 1,022,774 976,044 988,631 519,014 834,086 660,551 757,576 692,782 1,581,080 2,488,773 1,888,448 2,037,924 1,999,056 1913 1914 1915 1916 tl916 399,882 306,641 279,562 419,960 479,637 1,192,064 946,146 866,318 1,148,642 1,388,166 453,176 439,035 343,565 558,860 567,600 1,002,721 900,059 877,318 1,266,292 1,240,317 853,058 745,676 623,127 978,820 1,047,237 2,194,785 1,846,205 1,743,636 2,414,934 2,628,483 H917 1918 1919 1920 1921 583,234 780,166 477,922 648,210 387,531 ' 1,654,864 2,337,165 1,638,340 1,941,895 1,422,325 ' 687,000 511,407 627,845 649,508 476,412 1,558,590 1,293,231 1,611,915 1,824,757 1,496,486 1,270,234 1,291,573 1,105,767 1,297,718 863,943 3,213,454 3,630,396 3,250,255 3,766,652 2,918,811 tCalendar Years. 39 Big Horn Basin Line. The constmctioii of the Big Horn Basin line southward from Bill¬ ings through Wyoming for a connection with the Guernsey Line of the Burlington and Colorado and Southern, has already been referred to. Starting from Billings, trackage was arranged by contract with the Northern Pacific to Fromberg, Montana, a distance of 37 miles. From Laurel to Fromberg, this is over a branch of the Northern Pacific, but . due to the increased use of it for main line purposes by Burlington, substantial sums have annually been expended by the Northern Pacific since this contract was made to develop it to a higher standard for Burlington use.' The line through from Fromberg to Guernsey which adjoins Wendover a few miles-to the east, was completed and opened for business in 1915, at an approximate cost of $17,242,000. This new line was constructed because of the growth of tonnage interchange through Billings and which could not all be moved nor efficiently handled over the heavy grade on the main line via Alliance and Sheri¬ dan ; the building of the Big Horn Basin line resulted in a large sense in a double track railroad for Burlington between Billings and Alli¬ ance, in addition to shortening the route to Denver via the Colorado and Southern and territory beyond. The Big Horn Basin line with unimportant exceptions is low grade and as it is gradually matured to meet the increasing demands upon it, will complete the development of a through low grade line between BUlings and the Missouri River. It serves valuable coal fields in northern Wyoming, producirig consider¬ able coal of good quality, which is distributed to a large extent to the territory served by the Northern Pacific and Great Northern. It also serves the oil fields and refineries around Casper and Greybull, which also furnish a large tonnage moving northwest through the BiUings gateway. 40 Passeitger Seetice. Following the association of these lines, through passenger train routes via BurUngton and the Northern Pacific and Great Northern, respectively, were established and have been maintained for many years. Great Northern trains 1 and 2, known as the Oriental Limited, are through trains between Chicago, Seattle and Tacoma, carrying standard first-class equipment, including compartment-observation cars in both directions; one sleeper runs between Chicago and Port¬ land via the S. P. & S. The Northern Pacific operates the North Coast Limited, also a train of equal character and equipment between Chicago, Seattle and Tacoma, with sleeper service from Spokane to Portland via the S. P. & S. Each road- has additional service in con¬ nection with Burlington via the Twin Cities, with variable through car arrangements as the season and demands of traffic from time to time require. From Kansas City Burlington operates trains 41 and 42 via Billings and to points beyond, including the Pacific Coast at Seattle, Tacoma and Portland over the Northern Pacific, with service during the summer season to Yellowstone Park. It also operates trains 43 and 44 from Kansas City via Billings and the Great Northern to North Coast points and the intermediate territory, including service to Glacier Park on the Great Northern during the summer season. These Kansas City trains also carry standard high-class equipment, equal to similar service on other standard lines in western territory. There is no duplication of this service because the arrivals and departures of these trains are spaced for different periods of the day and night, and because both Northern Pacific and Great Northern serve a large amount of intermediate territory not competitive nor adjacent to each other. Not only on Burlington rails but on rails of the Northern Pacific and Great Northern Companies these trains do a considerable amount of local work, and this is particularly true over a substantial part of the line of the Burlington between Lincoln, Nebraska, and Billings, Montana, where these trains, 41 to 44 inclusive, furnish prac¬ tically the only needed passenger service for local territory. It is therefore apparent that through this association there has 41 been established for many years existing and favorite routes for through and local interchange passenger travel and for the handling of express, mail and parcel post business on passenger trains, and that a disruption of this system operation would necessarily mean a diver¬ sion and change in these passenger routes. Burlington through its control of Colorado and Southern has established through sleeping car and coach trains between Denver and "Wendover via Colorado and Southern and Burlington, Wendover, via Casper to Billings, con¬ necting there with both Northern Pacific and Great Northern, includ¬ ing during the summer season service to the Cody entrance of Yellow¬ stone Park. These trains make close connections and operate in con¬ junction with a growing volume of summer tourist and regular all the year round travel from southern Texas points tributary to the Trinity & Brazos Valley and Port Worth and Denver City lines, arid through sleepers operate between Denver, New Orleans and San An¬ tonio via Colorado and Southern lines throughout the year for both north and southbound seasonal vacation and tourist traffic, as well as regular all the year round movement. The segregation of Colorado and Southern from Burlington would immediately involve serious dis¬ turbance in these well established routes of passenger travel by diver¬ sion to competing routes resulting from any such reassignment of Colorado and Southern. Gbneraij StmvEY. From this general survey the conclusion is evident that routes and channels of trade and commerce, both freight and passenger via Burlington and Great Northern on the one hand and via Burlington and Northern Pacific on the other, as well as by Burlington and Colorado and Southern lines, have been established and maintained in growing efficient operation for many years. The freight tonnage interchange figures show the volume and growth of the business moving in each direction over these routes. This OA^^lership and association as between Burlington and North¬ ern Pacific and Great Northern has been and is to Burlington the 42 substantial equivalent of extension of its own lines throughout the northwest via two essentially distinct routes, occupying in the main distinct zones of territory and meeting only at important centers of population or gateways of traffic. Burlington might well have built each line in the courageous exten¬ sion of its own lines and in the logical development of its own system with only minor changes and some saving of occasional duplication of line and terminals. Burlington's own internal development has produced a duplicate main line between Galesburg, Illinois, and Den¬ ver, Colorado, namely, the main line from Galesburg through lowa, Omaha, and Lincoln to Oxford Junction in western Nebraska, and the main line from Galesburg via Quincy, St. Joseph, Mo., and south¬ ern Nebraska to join the former line at Oxford Junction. It has also developed and built the two lines through western Nebraska and Wyoming to Billings, before referred to, and in like manner has de¬ veloped a duplicate line between Denver and Billings, one via its own rails through Brush, Sterling and Alliance and the other via Colorado and Southern through Wendover and the Big Horn Basin line. As related to Burlington, an examination of the maps in evidence indicates that it connects with both Great Northern and Northern Pacific, but that it is in no sense a competing line with either. It con¬ nects with both roads at St. Paul and Minneapolis, and at Billings and Laurel, Montana, and with the Great Northern at Sioux City, Iowa. The Burlington on the one hand and the two Northern lines on the other serve distinct portions of the country. There is of neces¬ sity a competitive zone wherever two roads connect, but in this case the amount of competitive traffic in those zones is insignificant. This lack of important competition is further emphasized by the fact that while the three companies own lines in fifteen different states, in only three of these states does Burlington operate, namely, Montana, Min¬ nesota and Wisconsin. The mileage of Burlington in Montana and Minnesota is relatively small and so far as Wisconsin is concerned the territory served by the Burlington is widely divergent and far to the south of that served by the Northern Pacific and Great Northern. 43 While seemingly there is considerable competition between the Great Northern and Northern Pacific, the principal competitive points where heavy tonnage is involved are also reached by other carriers, and those other carriers will continue as effective competitors at all these principal common points. In other words, authority to consoli¬ date Burlington with Northern Pacific and Great Northern into one system will in no substantial degree affect or diminish active and effective competition throughout the territory occupied by those lines respectively, because the same territory and practically all points enjoying any substantial volume of tonnage or passenger traffic, are and will continue to be equally served by important systems of existing railroads now participating in the competitive business. This is par¬ ticularly true of all transcontinental business, including export and import long haul business to and from common points in Montana and business to and from the Head of the Lakes, including lake and rail business such as coal, grain, flour mill products, iron and steel, mer¬ chandise, etc., as well as passenger travel. Eegardless of the fact that a good many communities are served by both the Great Northern and Northern Pacific, there is a compara¬ tively small population involved at the communities which are reached exclusively by those companies, owing to the fact that the larger sta¬ tions are also served by other carriers. A table has been prepared, which is offered in evidence as Burlington Exhibit 30, showing the population of the competitive communities in question and indicating in the first column, those communities which are not only reached by Great Northern and Northern Pacific, but also by other lines and in the second column those few and sparsely settled communities and districts which are not served by any other lines than the Northern Pacific and Great Northern. The table shows that there is a total population of 1,750,406 people reached by Great Northern and North¬ ern Pacific and other lines of railroad and only a population of 92,553 served only by the Northern Pacific and Great Northern. It should be added that the table shows that the 92,553 people are quite widely Scattered. In other words, of the total population involved, 95.0 per 44 cent are served by other lines than those two and only 5.0 per cent served hv these two alone.. The figures on this exhibit were secured from official sources wher¬ ever possible, based upon the fourteenth census reports issued by the Census Bureau in Washington. In the absence of complete infonna- tion from the Census Bureau, the records were obtained from station agents for their respective communities and may he accepted as reliable. • ' Even more conclusive than the population involved in the exclu¬ sive competitive communities listed, is the small amount of ton¬ nage in and out of stations where there is no competition between the Great Northern and Northern Pacific and where there is no competi¬ tion with other lines as compared with the total amount of tonnage handled hv those two lines. This is clearly indicated by Burlington J^Thoh^f .91. now offered in evidence, which is a summarv of local and competitive tonnage as compared to the total for each line for the five years ended December 31, 1921. The exhibit shows that the local and competitive tonnage from both lines together aggregated but 9.913.945 tons for the total period of five years as compared with 250,971,739 tons, or but 3.95 per cent. " Approximately 50 per cent of the local and competitive tonnage mav he considered as strictly competitive between the two lines, on which basis the percentage to the total tonnage of both companies would be less than 2 per" cent. Thus practically all the competition will be preserved and in addi¬ tion, it can be stated, as an established condition, that in the. compara¬ tively few cases where minor elements of competition may be af¬ fected, those communities will necessarily have the benefit of the gen¬ eral standards of rates and service which w;ill prevail, upon the con¬ solidated system. Kates fixed and service established at competitive points would largely if not completely control the rates and service in intermediate territory in any.event, so that for all practical pur¬ poses shippers and passengers would have the benefit of competitive conditions applying over the entire territory. BURLINGTON EXHIBIT 30. POPULATION OF COMPETITIVE COMMUNITIES REACHED BY GREAT NORTHERN AND NORTHERN PACIFIC RAILWAYS. Competitive Communities Reached by G. N., N. P. and Other Lines Not Reached by Lines Other than G. N. and N. P. Duluth and Superior Cloquet and Carlton St. Paul and Minneapolis Minneapolis to East St. Cloud... Bemidji Other Minnesota stations Wahpeton and Fargo Other stations in North Dakota. Butte and Anaconda Billings Other stations in Montana Sand Point Spokane Seattle Tacoma Monroe Lowell Snohomish Everett Bellingham Sumas Adrian & Sedro Woolley Other stations m Washington on N. P. south of Seattle, excluding Tacoma and Vancouver Vancouver, Wash Portland, Ore Total. 138,541 6,827 615,177 4,287 7,086 25,030 53,279 15,100 2,876 104,437 315,652 96,965 58,726 854 35,664 12,637 258,268 1,750,406 95.0% 2,128 51,465 '21,498" 13,898 3,564 92,553 5.0% BURLINGTON EXHIBIT 31. LOCAL AND COMPETITIVE FREIGHT TONNAGE IN AND OUT OF STATIONS WHERE THERE IS NOW COMPETITION BETWEEN THE GREAT NORTHERN AND NORTHERN PACIFIC AND WHERE THERE IS NO COMPETITION WITH OTHER LINES, AS COMPARED WITH THE TOTAL TONNAGE HANDLED BY THE GREAT NORTHERN AND NORTHERN PACIFIC. GREAT NORTHERN NORTHERN PACIFIC Local and Local and Competitive Total Tonnage Competitive Total Tonnage Tonnage Tonnage 1917 1918 1919 1920 1921 993,384 30,650,814 834,799 30,948,659 1,010,730 27,390,432 1,049,623 32,948,292 816,201 19,533,134 1,142,901 22,842,151 1,078,684 24,150,782 963,241 21,389,131 1,180,401 23,448,182 843,981 17,670,162 Total 4,704,737 141,471,331 5,209,208 109,500,408 Total Great Northern Total Great Northern and Northern Pacific 9,913,945 250,971,739 Percent to total 3.95% 45 The primary object being efficient service with lower cost to the public and a reasonable return on the investment, it must be conceded that any elimination of competition at unimportant points or through unproductive territory, such as might be imagined in the event Bur¬ lington is permitted to consolidate with Northern Pacific and Great Northern, must be held to be of minor importance and infinitesimal ef¬ fect, and without any substantial bearing upon the larger aspects of the situation and the important final results to be accomplished. The combination permits of the fullest competition at all the important points served by either the Northern Pacific or Great Northern and safeguards the future of Burlington in the important interchange business now moving between it and these lines. In so far as this primary requirement of paragraph (4) of section 5 of the law is concerned, which requires that'' competition shall be pre¬ served as fully as possible," the figures shown in these exhibits dem¬ onstrate that the practical intent of the Act in this particular is met* A consolidation of Burlington with the Northern lines would undoubt¬ edly lead to further substantial benefits to the shipping and traveling public and lower cost in transportation. The practical results of the present alliance have been of signal success and advantage to the pub¬ lic and the carriers concerned; they have well served the territory which they traverse and to deny permission for actual consolidation under the terms of this Act because merely of the minute and insigni¬ ficant competitive features involved, cannot be justified in any fair interpretation of this provision of the law. Northern Pacific and Great Northern are largely complementary to each other and in their relation to Burlington are particularly so. The section of the greatest traffic development of the Northern Pacific is west of the Missouri Kiver,.while that of the Great Northern is east of it. This fact is emphasized by the following statement of mileage on the east and Avest ends of each line, namely, dividing the Great Northern at Williston, N. D., the Great Northern east end in main and branch lines has 4,589 miles, whereas the Northern Pacific divided east and west of Mandan, N. D., has 2,389 miles, or an excess 46 of Great Northern mileage east of this dividing line of 92 per cent, or 2,200 miles. West of this line, Great Northern has in main and branch lines, 3*,564 miles, as compared with Northern Pacific 4,400 miles, or Northern Pacific excess of 836 miles, or 23 per cent. Viewing this situation from Burlington standpoint, this close asso¬ ciation of more than twenty years with these two Northern lines has established the fact that wliile they are owners of the Burlington they have become an integral part of the development and strength of the Burlington; they are too important to it in revenue tonnage to permit of segregation without seriously weakening Burlington and too impor¬ tant to the shipping and traveling public served jointly by all three of these roads and the immense volume of trade and commerce pass¬ ing over their lines, to permit at this late date of competitive altera¬ tion of these channels. Three important illustrations will be sufficient to indicate this conclusion: If the Great Northern should be required to part with its interest in Burlington to a competitor of Burlington, the loss of revenue on tonnage passing through the Twin Cities, Sioux City and Billings gateways as shown elsewhere in this statement and the impairment of the value of the large investments supporting the movement through these gateways, become at once apparent. It is manifest that the routes and channels of trade long since established and currently passing through these gateways would be seriously in¬ terfered with and impaired; they would be curtailed by immediate diversions to other new routes and gateways to follow the new com¬ petitive relation that might be established. III. CORPORATE AND FINANCIAL RELATIONS OF THE BURLINGTON, NORTHERN PACIFIC AND GREAT NORTHERN, AND BURLINGTON AND COLORADO AND SOUTHERN. As already stated, the Northern lines acquired by purchase in i901 approximately 98 per cent of the Burlington stock. This stock was pledged under a Collateral Trast Indenture with a Trustee to se- 47 cure the payment of what became then known in the financial world as the Collateral Joint 4 per cent bonds of the Great Northern and Northern Pacific Companies. Those bonds matured in 1921 and were paid by the refunding of the issue into Joint 6^ per cent bonds and under a similar Collateral Trust Indenture secured by deposit of the Burlington atock. Meanwhile under authority of this Commission, Burlington had issued $60,000,000 of additional stock from surplus accumulated during and prior to the 20-year period since the purchase, the same proportion of Avhich was issued to the Northern Pacific and Great Northern Companies and in like manner deposited under the Collateral Trust Indenture. In accordance with provisions contained in the documents underlying this transaction, holders of the Joint B-l* per cent collateral bonds were permitted to exchange those bonds in equal amounts into Great Northern 7 per cent mortgage bonds or Northern Pacific 6 per cent mortgage bonds. In due time one-half of the Burlington stock so pledged was exchanged for Great Northern 7 per cent mortgage bonds and later by the exercise of privilege to call the remaining 6^ per cent collateral bonds at 1031, the Northern Pa¬ cific paid off approximately $9,000,000 of them; the remainder were ex¬ changed for Northern Pacific 6 per cent bonds, so that at the present time practically all the 6^ per cent Joint bonds have been canceled and the Burlington stock owned by these companies is pledged one-half under Great Northern mortgage bonds and the other half imder Northern Pacific mortgage bonds. In the case of the Great Northern, the mortgage bonds secured by Burlington stock do not mature for fif¬ teen years; in the case of the Northern Pacific, the bonds do not ma¬ ture until 2047, but are subject to call on and after July 1, 1936, at a premium of 10 per cent. These facts are stated in order that the Commission may have be¬ fore it the close intercorporate relationship between these three com¬ panies so far as Burlington is concerned and the vital interest the Northern companies have in the maintenance of the earnings power of Burlington. Excepting for a few years after this purchase was made in 1901, Burlington has been able to make dividend payments on its 48 capital stock to provide annual distribution sufficient to pay the in-: terest upon the joint obligations issued by the Northern lines for the purchase of the Burlington, and that policy is expected to continue be¬ cause Burlington under its present relations with the Northern lines not only benefits greatly from this association but is in large meas¬ ure thereby enabled to pay this return. These facts are • stated. to throw into sharp contrast the remarkable consequences which would follow if the tentative plan of the Commission as outlined in proposed systems 14 and 15 should be finally adopted, whereby Great Northern would be separated from Burlington and associated with the Chicago, Milwaukee & St. Paul Kailway Company, one of Burlington's prin¬ cipal competitors. If this plan should be adopted and, should be made effective by the voluntary action of the various companies it would indicate the approval of a situation in which the principal competitor of the proposed combination of Burlington and Northern Pacific would continue for many years to own substantially one-half of the Burlington capital stock, while at the same time Burlington would be deprived of a large volume of revenue through tonnage interchange which it now enjoys with the Great Northern. Burlington owns 1^0,876,200 of the preferred and common stock of the Colorado and Southern Kailway Company, which is 64.3 per cent of the total issues outstanding. This stock has been owned by Burlington for many years, substantially all of which having been acquired in 1908; it is pledged under the Burlington General Mortgage and a further lien upon it is created by the Burlington First 'and Refunding Mortgage. The interchange relations of the Colorado and Southern and Burlington are of great importance to each and mutually advantageous. Coal originating on Colorado and Southern southern Colorado lines, as well as coal in northern Colorado, grain, fruits and vegetables and the output of a number of large and important beet sugar factories find their way eastward over Burlington and in north and south direction, as already pointed out, there is a growing con¬ tinuous movement between Northern Pacific and Great Northern through the Billings gateway and between Burlington lines north of 49 Denver via Colorado and Southern, points in northern Colorado and points to the south. Under this close alliance of now nearly fifteen years, the physical condition of the Colorado and Southern has been distinctly improved and operating results continue to show favor¬ able gain. Burlington through its large stock interest has a natural interest in the upbuilding of this property so as to not only increase the interchange hut also to earn a return on the capital investment. Burlington General Mortgage bonds were issued to reimburse the treasury for the purchase of the Colorado and Southern stock. The Santa Fe system is a competitor of Burlington between Colo¬ rado and the Missouri River and east thereof. Under the proposed alignment of Colorado and Southern with Santa Fe the anomalous sit¬ uation would arise of Burlington *s stock interest continuing in the Colorado and Southern and pledged under Burlington mortgages to secure bonds issued to pay for it while losing a large proportion of the competitive interchange traffic which would naturally he routed via Santa Fe rails under the new association. The administration of Burlington interest in Colorado and Southern would become a puzzle in the effect upon the policies of management, in the continued devel¬ opment of the property and upon the personnel of the official staff, which would be difficult and serious to deal with. In both of these situations the mortgages referred to contain provisions under which the stocks held by the corporate trustees may, under conditions satis¬ factory to the respective trustees and bondholders, perhaps be sold or released by substitution of other securities of equal value; but even though the raffroad companies through their wndely scattered, stock¬ holders should acquiesce in the plans proposed by the Commission, the probability of trustees or bondholders accepting these speculative exchanges seems certainly remote. A situation of this kind does not square with the progressive intent evidenced by this law. and while this law is on its face voluntary, the weight of findings of this charac¬ ter by this Commission will seriously embarrass and restrict ;the future development of these properties. No such harmful nor destruc¬ tive disorganization could have been contemplated by the framers of So this law and full consideration of all the facts that are shown at this hearing will not lead this Commission to mature its tentative sugges¬ tion into the final plan which the law requires it to adopt. IV. systems 14 and 15. These proposed systems not only contemplate the segregation of this great system hy assigning the Great Northern to the Chicago, Milwaukee & St. Paul, but also the Colorado and Southern to the Santa Fe. The Trinity & Brazos Valley which is the connection of the Colo¬ rado and Southern lines between north and south Texas and which was built in the first instance by the Colorado and Southern for that purpose, is assigned to systems 17 and 18, or apparently joint to the "Southern Pacific-Rock Island" and "Frisco-Katy-Cotton Belt" sys¬ tems, as proposed. The seriousness of these suggestions although resting only on voluiitarj'' action so far a§ the law is now concerned, cannot be under¬ estimated j indeed, if matured into the final plan to be adopted under paragraph (5) of section 5 of the lav^, they promise disorganization and confusion because of the weight given to the final and mature con¬ clusions of this expert tribunal. Heavy Loss op Bukdington Interchange. The effect on Burlington of depriving it of the support of Great Northern is not all. Burlington is seriously affected in addition by the proposed merger of some of its more important connections into systems competitive with it. Burling-ton average annual interchange for the five years 1917 to 1921 inclusive with the St. Louis and San Francisco at Kansas City and St. Louis amounted to 769,067 tons, upon which the average an¬ nual Burlington revenue amounted to $2,108,734. Burlington average annual interchange Avith the Missouri, Kansas 51 & Texas for the period stated amounted to 528,468 tons, returning an average annual Burlington revenue of |1,629,872. Burlington annual average interchange with the Kansas City Southern for the period named, aggregated 478,169 tons, with an aver¬ age annual revenue of $1,171,208. On interchange with the Missouri Pacific, Burlington averaged an¬ nually 710,930 tons, with an average annual revenue of $1,915,595. With Colorado and Southern the average annual interchange for the period stated was 1,165,847 tons, with an average annual revenue of $3,355,914. These figures have been picked out from the records to show the importance of these connections to Burlington revenue and princi¬ pally relate to Burlington's interchange with its important connec¬ tions at St. Louis, Kansas City and Denver. During the same 5-year period the average tonnage interchange between Burlington and Great Northern was 2,508,089 tons, returning to Burlington an average annual revenue of $8,470,932. During the same average period Burlington interchange revenue on forwarded and received business at Chicago gateways amounted to $14,134,569, at St. Louis gateways, $4,741,308, at Kansas City gateways $7,973,210 and at Denver $6,746,739. On Burlington Exhibit 18 it is shown that on the average during the 5-year period in question, Burlington interchange revenue tonnage aggregated 52.5 per cent of the total and in terms of freight revenue, Burlington earned 54.9 per cent of total freight receipts. Without seeking to trace other probable ultimate consequences, the figures at these large interchange points have been produced to show the importance throughout to the Burlington system of maintaining the strength of its interchange revenue and the evident consequences which will result if by new alignment of connections into competitive lines the volume of this interchange is seriously curtailed. The St. Louis and San Francisco line, from these figures, is a very important connection to Burlington at Kansas City and St. Louis. 52 The tentative plan of the Commission proposes to consolidate that line and the St. Louis Southwestern, with which Burlington also inter¬ changes at St. Louis, with the Chicago & Alton. The Missouri, Kansas & Texas is also an important connection of Burlington at Kansas City, St. Louis and Hannibal, Missouri, and is placed in the same system. As a result these three southwestern connections and principally the St. Louis and San Francisco and M. K. & T., will be extended through by Chicago & Alton rails to Chicago, Peoria, Bloomington, Springfield and other eastern line connections. System No, 19 as proposed by the Commission contemplates the consolidation of the Kansas City Southern, Missouri Pacific and other southwestern lines of importance with the Chicago & Eastern Illinois, thereby carrying these important southwestern lines through to Chi¬ cago, St. Louis and other eastern gateways. System No. 16 proposes the consolidation of the Colorado and Southern and Fort Worth and Denver City (now a part of the Colorado and Southern) with the A. T. & S. F., also the D. & B. G. and the Western Pacific. The net result of these changes is to disrupt the long-standing rela¬ tions between Burlingdon as one of the lines reaching St. Louis, Kansas City and Denver, and substantially all of its connections at those large gateways; it brings those connections through by competing lines with Burlington to its eastern termini, with the inevitable conse¬ quences that Burlinglon interchange tonnage at these junctions will not increase but rapidly decrease. It is not claimed that all this ton¬ nage will be diverted, but following the established rule that the originating line being in a position to transport freight through to destination over its own rails and by a reasonable route, cannot be denied the long haul if it so adjusts its tariffs to control it, the in¬ evitable tendency will be for these competitive systems thus extended through these great western gateways to solicit and by car supply, train service and otherwise seek to control the through movement and ultimately as rapidly as their selfish interests permit so adjust their 53 tariffs as to confine tlirougli traflSc as largely as possible to their own long hanl. In the tentative plan proposed by Professor William Z. Ripley, at the instance of the Commission, the importance of this sitnation was recognized. On page 559 of his plan, he considered the consequences of basing these transcontinental and Gnlf-Sonthwestem systems upon Chicago, and said: "The price paid is avowedly a heavy one; for the open market for choice of routing at the Missouri River gateways and at the Twin Cities is bound to .be restricted by the provisions of these corporatively unified through routes. But the advantage on the whole seems to compensate for the loss in flexibility which must necessarily result. The fact that the Gulf-Southwestern lines have also been projected into Chicago xmder this plan is also by no means immaterial.*' Again on page 598, in discussing the consequences of the violent disruption of long established relationships and in speaking of the stub end of the Chicago, Milwaukee & St. Paul to be left at the. Mis¬ souri River, Professor Ripley says: "The stub end at the Missouri River, as it has already ap¬ peared, must look for its livelihood from western interchange " with either the Union Pacific or the Burlington. As a preferred connection with the latter and for many years as a close second .to the North Western for interchange. with the former, this St. Paul stub at Omaha would of necessity dry up were these traffic interchanges to be diverted elsewhere. And the same thing is true at the Twin Cities." Again, in speakmg of the obvious consequences of breaking up the present alliance of Burlington with Great Northern, Professor Ripley says: "Breaking up the existing Hill combination, and allying the Burlington solely with the Northern Pacific, might well deprive the Great Northern of so much business northbound from the Burlin^on River line from Chicago as to jeopardize its welfare. No division of traffic could hope to be constantly maintained for a long term' of years; but during a transitional period, while the various systems are getting upon their feet, some protection to the Great Northem-St. Paul ought to be afforded by such a contract." 54 If the loss of Burlington tonnage at the Twin Cities to Great Northern might **jeopardize its welfare,*' it might properly he asked whether the loss to Burlington of Great Northern interchange at the Twin Cities, Sioux City and Billings, with the added loss to Burling¬ ton of interchange tonnage at St. Louis, Kansas City and Denver, and all the other incidental and less apparent but harmful effects which follow (such as the assignment of Wabash to Union Pacific from Omaha to St. Louis), will not certainly jeopardize Burlington welfare. ' 1 ' " The conclusion to be drawn from this evident disruption of Bur¬ lington's valuable interchange is that the Commission in developing the tentative plan for western territory has either gone too far or has not gone far enough. To illustrate: Although Santa Fe and Bock Island operate through Kansas City gateway, Burlington connects there with St. Louis and San Francisco, Missouri, Kansas & Texas, and Kansas City Southern^ and is able to compete for southwestern business through these valu¬ able connections. The existence of those connections forces Santa Fe and Bock Island to keep this gateway open in order that they in turn may interchange with those southwestern lines. While it is obvious that through lines solicit and adjust train service to secure as much of the through traffic to their ovm long haul as possible, their selfish interest will not now permit the effective closing of the gateway. But when these southwestern lines are projected through Kansas City by efficient and practical lines of their ovm, such as the Chicago & Alton, Missouri Pacific, and Chicago & Eastern Illinois, the gateway largely disappears so far as through competitive traffic is concerned, and lines like Burlington ending at Kansas City are left vdth unfriendly con¬ nections in all through and competitive business. To use the language of Professor Bipley (page 598), this Burlington stub at Kansas City would of necessity dry up were these traffic interchanges to be di¬ verted elsewhere.'' The influences surrounding a situation of this kind are too well understood to require further explanation. Similarly at Denver so long as Denver & Bio Grande with Western 55 Pacific and Santa Fe operate west from Denver, the Union Pacific is compelled to leave Denver gateway open for competitive business that D. & It. G. and Santa Fe can take from or deliver to Burlington there. This has left this gateway open for all traffic originating east of Colo¬ rado junctions and destined California, and also for traffic originating west of the Missouri River destined to points in Utah; as to this traffic, having origin as stated, it may route Burlington via Denver and D. & R. G. or Santa Fe or Union Pacific to California, or via D. & R. G. or Union Pacific to Utah, On the other hand, Utah traffic originating on or east of Missouri River, Sioux City to Kansas City, routes via Bur¬ lington and D. & R. G. to Utah, hut via Union Pacific only from Council Bluffs. If D. & R. G. and Western Pacific are assigned to Santa Fe as contemplated in plan No. 16 of the Cpmmission, the effect on Burlington on both this California and Utah traffic becomes immediately evident. Using Professor Ripley's language again (page 559), "the open market for choice of routing * * * is bound to be restricted by the provision of these corporatively unified through routes." The proposed combination of Great Northern and Chicago, Milwau¬ kee & St. Paul will in like manner influence as much tonnage from Bur¬ lington at the Billings, Sioux City and Twin City gateways as the natural interests of that new and competitive combination may permit, and serious loss to Burlington in revenue tonnage is inevitable. The Commission has had occasion in numerous instances to con¬ sider the provision of section 15 of the Interstate Commerce Law re¬ lating to the power to establish through routes and joint rates, as well as the limitation upon such power. Paragraph (4) of that section provides in part— "In establishing any such through route the Commission shall not (except as provided in section 3, and except where one of the carriers is a water line), require any carrier by railroad, with¬ out its consent, to embrace in such route substantially less than the entire length of its railroad and of any intermediate railroad operated in conjunction and under a common management or control therewith, which lies between the termini of such pro¬ posed through route, unless such inclusion of lines would make 56 the througli route luireasonably long as compared with another practicable through route which could otherwise he. established," etc. - Under this provision of the la.w the Commission, has in several cases permitted the cancellation of through joint rates which short- hauled the line having through rails, one notable decision, being that of the Ogden Gatewag Case, 35 I. C. C. 131, which permitted the Union Pacific, to cancel routes and joint fares in connection with the D. & B. G. at the .Ogden gateway, the finding being that Union Pacific had the more direct route over its own line. The Commission in that case permitted the cancellation to be made, holding that as it would not have established such a through route in the first instance, it could not require the maintenance of it against the situation of the carrier which was short hauled. - Under this situation, therefore, the general breaking down of gate¬ ways in western territory, all of which are now important interchange points- for Burlington, leaves the proposed new through systems at liberty to discontinue, such through routes and joint rates now in effect on Burlington lines as from time to time their, individual and special interests may permit and which, excepting where the proposed through route is unreasonably long or emergency conditions exist, the Commis¬ sion is powerless to prevent. It is for these reasons that the assertion has been made that the pro^ posed plans of the Commission either go too far or do not go far enough. In proposing the segregation of Burlipgton. from one of its two most important alliances and through connections, the Great North¬ ern, depriving it of Colorado, and Southern, and at the same time seriously curtailing its important interchange at all other large west¬ ern gateways by incorporating its principal connections into through systems and thereby into competitors of the Burlington, this plan threatens isolation - of Burlington for which no similar parallel is found in the whole plan. If it should be the conviction of the Com¬ mission that the long-standing conditions of interchange at these great gateAvays should be disrupted and. through, competitive systems 57 created, basing snbstantially all upon Chicago and' St. Ijouis, then the preservation of Burlington strength and opportunity to grow requires that it have a fair share in the building of through systems via these important gateways so that it may continue to enjoy its fair share of the traffio moving through them. It is a serious mistake to plan these great western systems so largely in terms of east aiid west traffic, disregarding the enormous growing importance of the north and south traffic. The Burlington interchange figures for Kansas City and St. Louis before shown, are an indication of the great volumes of traffic moving to and from the southwest and the enormous groAvth of traffic via the Panama Canal adds daily to the need of a line situated like Burlington to either have its own rails to participate in that traffic or open connections for that purpose. It is not necessary to point to the great moyement of traffic through the Canal, nor predict the future influence of that new water route. Regardless of the Canal, the growth in recent years of move¬ ment of central western grain for export via Gulf ports, as well as the increasing movement of domestic commerce via those ports and eastern territory, add additional strength to the demand that a road like Bur¬ lington cannot continue to prosper if it is denied free connections to the Gulf or its own rails for that purpose. The same argument applies to other roads that may be left in similar situation, particularly as two of the great western systems proposed, namely, system'16, the Santa Fe; and system 17, the Southern Pacific and Rock Island, will enjoy, as the Santa Fe now does, access to both the Pacific Ocean and the Gulf of Mexico. Fair treatment of each western system demands similar oppor¬ tunity to share in these growing movements of traffic, otherwise the drying up process of gateways now in active interchange operation will follow. It is submitted, therefore,' that if these important gate¬ way interchanges are to be "dried up" a plan in western territory must be adopted proposing larger systems and an outlet for each from Chicago and St. Louis into the southwest and the Gulf, as well as to transcontinental territory and ports on the Pacific Ocean., 58 In conclusion, if one of the major purposes of this new law was to propose the consolidation of so-called "weak" lines with those of greater strength, the strength and ability to grow of the stronger lines must he carefully safeguarded and assured. Tys cannot be done by producing a situation which takes away or dries up important volumes of traffic which underlie the vigor and strength of old and well estab¬ lished lines. It can only be accomplished by preserving that strength unimpaired so as to enable lines of that type to consider in a spirit in keeping with the progressive design of this law, reasonable plans in connection with other like systems for the absorption and consolida¬ tion of other mileage less fortunately situated. Laeger Groups for the Western Territort. Q. (By Commissioner Hall.) Mr. Holden, I would like to ask you to elaborate somewhat further the thought expressed near the end of your statement with reference to the adoption in western territory of larger systems having an outlet for each from Chicago and St. Louis into the southwest and the Gulf, as well as to transcontinental territory and ports on the Pacific Ocean! ' A, It seems to me, Mr. Commissioner, that I have already indi¬ cated the basis of that thought, and that, as a principle, this western mileage ought to be—and I am satisfied that it ca^j. be—so associated as to give equal competitive opportunity to each "system to the Gulf, as well as to the Pacific Ocean. It is perfectly obvious that we are in a situation of competitive movement of traffic, affected by the Panama Canal and water transportation via Gulf ports, as well as transcon¬ tinental traffic, that calls for a road like the Burlington, serving a great interior producing territory, and standing at the gateways of aU of the lanes of traffic, not to be isolated by being assigned to a single part of the territory, such as system 14 may call for, and then have its gateway interchanges so curtaUed, as I have indicated, and thereby largely be prevented from the opportunity of participating in the 59 movemeiit of traffic, whether it go Golf wise, or whether it go Pacific Coastwise. Secondly, with the steady and continued growth of all this inte'.- mediate territory and the interchange of commodities, unless there are to he open gateways, and a fair, even show for interchange— speaking, largely, now, of the Southwest—^the Burlington cannot pros¬ per. It must have, in the absence of those even opportunities, which are all it asks, its own rails into that territory. The State of Texas is bigger than the whole of Germany, and, according to the last fig¬ ures, it has about 7 per cent of the population. These great railroad systems are not built, and are not administered only for a year or two, but over long periods, and it is an indication of what is in the front and in the future in this great western territory. Now, if it is fair basis that even, competitive opportunity ought to be afforded, and if we start out with the proposition that the Santa Fe is already both at the Gulf, and at the Pacific Ocean, and that the Commission proposes the Southern Pacific-Bock Island combination, having equal access to both of those destinations, it seems to me that the rest of the important mileage in the west is entitled to equal con¬ sideration. In order to test that out, we have had some figures prepared, and have taken the total accumulated figures of revenue and traffic of all the western railroads, and, as a fair measure, divided that total into four, which indicates that possibly it might mean that the western mileage could be associated or grouped into four western systems on the basis that I have indicated. It has been suggested that it would make systems too large, and too unwieldy. In order to test that, we have compared the Western Group with the New York Central System and the Pennsylvania System, both of which the Conunission, in its tentative plans, has approved, and, sec¬ ondly, both of which have been operating for upwards of three- quarters of a century, and both of which are very efficiently and well operated railroads. The result is that, dividing the western territory into four systems, there is still more managerial ability required in the 60 east, as tested "by any of the essentiMs, than any of snch. western systems might call for. I would like to read some figures into the record as illustrating this point. Taking one-fourth of all the western lines, the railway operating revenue would he $412,000,000, compared with $472,000,000 on the New York Central System and $458,000,000 on the Pennsylvania. With regard to expenses, this theoretical one-fourth of Western mileage expenses would he $274,000,000 compared with $341,000,000 on the New York Central System, and $357,000,000 on the Pennsylvania Sys¬ tem; so there are less revenues and less expenses. With regard to net, the net would be $137,000,000, compared to $131,000,000 for the New York Central, and $100,000,000 for the Penn¬ sylvania. We would have a heavier burden of net in the West, but that, perhaps, would not be difficult to deal with. Testing that out on the basis of quantity of service, which is obvi¬ ously one of the important features to consider, in considering whether systems such as I have indicated would be too large to be efficiently handled, the freight train miles on this theoretical Western system, including a proportion of mixed mileage, would be 69,000,000, as com¬ pared to 65,000,000 to-day on the New York Central, and 62,000,000 on the Pennsylvania; For passenger train miles, including a portion of mixed, on this Western system it would be 62,000,000 miles; New York Central 71,000,000 miles; Pennsylvania, 64,QOO,000 miles. The total train miles correspondingly break about even, 132,000,000 in the West, 136,000,000 on the New York Central, and 126,000,000 on the Pennsyl¬ vania. In the matter of tons of revenue freight originating on line, in the West that would be 115,000,000; on the New York Central, about 126,000,000, and 183,000,000 on the Pennsylvania. I should add that these are figures for the year ended December 31, 1917. The total ton miles of revenue and nonrevenue freight to be ad¬ ministered and handled: Western system, 40,000,000,000; New York Central system, • 49,000,000,000; Pennsylvania system, 50,000,000,000. 61 Passengers carried, in the Western system, 70,000,000; New vYork Central, 148,000,000; Pennsylvania, 198,000,000. Passenger miles, in the West, 3,875,000,000; New York Central, 5,455,000,000; Pennsylvania, 5,176,000,000.. Number of locomotives: This theoretical Western system would have 5,995 locomotives, whereas the New York Central has 7,267, and the Pennsylvania 7,172. Tractive capacity in pounds, in the West, 194,000,000; New York Central 246,000,000; Pennsylvania, 270,000,000: * ^ Number of freight cars, an important feature: In the West, this system would have 206,000 freight cars, whereas the New York Cen¬ tral has 291,000, and the Pennsylvania 270,000, and so the figures run. I would like to file this sheet. • But, coming down, now, to the average number of employees, an¬ other important measure, this Western system would employ 169,755 men, whereas the Now York Central had this year 196.047; the Penn¬ sylvania 221,074. Finally, with regard to the wages paid, the Western system would represent, at that time, $167,000,000; New York Central. $206,000,000; Pennsylvania, $237,000,000. 62 (The statement referred to is as follows): COMPAEATIVB STATISTICS. December 31, 1917. One-f our th all New Y ork "Western Lines Central System Total miles—all tracks. 46,805 34,216 Railway Operating Revenues $412,166,277 $472,751,660 Railway Operating Ex¬ penses 274,572,735 341,731,011 Net Revenue from Rail¬ way Operation 137,593,542 131,020,649 Freight Train Miles (inc. Prop, mixed). 69,394,068 64,963,214 Passenger Train Miles (inc. prop, mixed). 62,733,447 71,264,621 Total Train Miles .... 132,127,515 136,227,835 Tons Revenue Freight Originating on Line 115,293,122 126,189,207 Total Ton Miles (Rev. and Nonrevenue)... 40,016,221,176 48,806,143,170 Passengers carried.... 70,758,067 148,709,375 Passenger Miles 3,875,008,385 5,455,939,104 Number Locomotives.. 5,995 7,267 Total Tractive Capacity (pounds) 194,293,747 246,984,878 Number Freight Train Cars 206,007 291,638 Aggregate Capacity Freight Cars (tons) 7,997,057 11,995,149 Passenger Train Cars. 4,805 7,272 Locomotive Fuel Tons. 14,678,669 15,988,772 Average Number Em¬ ployees 169,755 196,047 Wages $167,212,930 $206,083,186 Pennsylvania System 25,774 $458,276,335 357,446,455 100,829,880 62,104,285 64,688,475 126,792,760 183,179,154 50,004,945,694 198,086,035 5,176,182,538 7,172 270,441,840 270,035 13,647,632 7,290 16,919,147 221,074 $237,182,001 In other words, it seems to me that the test of systems that may be competently handled is not in the extent of geography, but, much more important, in the density of tonnage, density of passenger travel, number of employees, and features of that kind, quantity of train 63 miles, etc. Therefore, the conclosion seems to me to be clear that there is no objection whatever growing out of possible unwieldy size in constructing western systems, which would have the outlets that I speak of in western territory. It seems to me the so-called Harriman System, prior to the deci¬ sion of the Supreme Court, vras as excellent an illustration as can be found of eflScient and admirable management of a very large mileage, extending over a very wide extent of territory, and it became a ques¬ tion of proper administration in working out the system of operation, the structure of the staff; and I think there are some Santa Fe people here who will agree with me, that the Santa Fe to-day is about as ex¬ tensive in geography as any western systems that I have suggested, and that the Santa Fe management is entirely adequate and admirable for the handling of this widely distributed mileage. The Southern Pacifio-Rock Island combination proposed by the Commission involves a spread of territory from Chicago to New Orleans and San Fran¬ cisco, and the north coast, and so, by precedent and example, as well as by the figures, I have shown that the railroad management to-day has already disposed of that question. Gross-Examination, Q. (By Professor Ripley.) Mr. Holden, your argument, in the main, as I understand it, proceeds upon the assumption that if you establish a necessary relationship between A and B, and O and B, that would produce a necessary relationship between A and C. In other words, to put it in another shape, if a certain party is eligible for marriage to a certain man, and another certain party is eligible, that, in itself, is an argument for the marriage of the man to both? A. No; I would say that where A, B, and C are all married, that they ought not to be divorced. (Laughter.) Q. That was the admission which I hoped to bring out. Is that not, in effect, the basis of your argument? If you establish—and please understand me correctly, I say this not necessarily to over- •64 thrOT^ yotir argument,-but to briug out its^ •meaning—^Have you nut placed the major relianbe for your argument iipon that logid . A. Yes, sir, Professor Ripleyj if you will let me just state it this way. What we want to do here is to accomplish something. We have a" practical'situation: We have a system here that has been sigrially successful, and, as I have had very little to do in making that success, I have no hesitation in boasting of it. It is the result of the efforts of some of the great minds and names in the railroad world. When I examined and'oonsidered, and studied, with the help that was given me, the consequences of these suggestions, it seemed to me that we were threatening to disrupt and destroy the results of 75 years of great, hard, int^ligent work. ,;■ > Now then, that is the basis of my argument in the main. We have r ' - } " something that is too valuable, in this railroad situation, to destroy or to impair, and if the major purpose of this law is to find a way to absorb the weak lines, as we have always understood it to be, we are willing to take our share, but we must not have the bloOd run out of US'from all our pores first, because \ve will not be strong enough to do so in that event; so it is an argument from convenience and from protection, largely. We want to try to participate in a practical dem¬ onstration of the wisdom of this law, but we must build from what we have, instead of retrograding and starting all over again; of, if I may do so without offense, tn use your own thought, in one of your para¬ graphs, we ought not to go back and wait for a period while the "new systems are getting on their feet. ' Perhaps they will, not survive, but those that are strong to-day ought to be utilized and built on, as they are. . Q. Would it be your contention that the prohibition of the North- em Securities [decision Was intended to be considered here f " A. I would not say not to be considered, Professor Bipley, but in the first place, this law throws'a new and a broader aspect on .'the whole, situation, and secondly, a very significant change has'occurred. The Chicago^ Milwaukee St. Paul has built throughout almost that. ^65 whole territory, and introduced a neAv factor,, which alters the previ¬ ous situation. - - Q. Why did the St. Paul build throu^ch. to the Pacific-Coast? A. I tliink you would have to ask them. Q. Would you venture an opinion on that? A. I Avould not undertake to say. I suppose they thought it was an excellent thing to do, and they Avanted to share in the traffic, ^ind to join in upbuilding the country.' ' , .; , . / Q. Was there brought to your attention al all,—or perhaps this was prior to your connection" Avith the Burlington" in that AVay—^was it brought to your attention, or do you know of its- having been brought to the attention of the Burlington, that the first offer for a connection for these tAvo Northern roads to-Chicago was the purchase of the St. Paul? . - , - : A. I have understood that in substance, yes.' Q. That Avas a first choice ? . , ! A. What I would have to say about that would be hearsay. Mr. Elliott, I think will be on the AAutness stand. It is. a question of who was making the choice. I belieA'^e there was one important gentleman . * ' I who thought St. Paul, and another thought Burlington, and if we finally were chosen, we were not dissatisfied. Q. But that would appear to indicate that at that time the St. Paul would have been a feasible connection for, at least, one of these roads, Avould it not? ... . , } ' * 4 A. I think so. ■ . . Q. Another basis of your ar^ment—and I say this again,-.let me repeat, not to overstate it, but merely "to bring " out" its implica¬ tions—is that certain established relationships which have groAvn up since 1901 are the defense for the existing conditions. Does not the question necessarily arise Avhether the creation of those new conditions was in effect in compliance ^Auth the prohibition of the Supreme Court in the Northern-Securities case, or otherwise? What was the decision 66 in that case! Was it not that the two Northern lines ought to con¬ tinue actively to compete with one another! A. I should say broadly that was the result of the decision. I have not read it recently. Q. Does this growth of interrelationship between the two lines, which has been set forth here, indicate that that purpose has been fulfilled during the last 15,16 or 17 years ! A. Without question, in my humble opinion, because following that decision the Northern lines assiduously obeyed it. The Burling¬ ton's status was not involved in the decision, and ever since the situ¬ ation has existed and continued, it creates, in my lay mind, the belief that we have the right to say that it is now the status of an approved relationship, if it ever was in doubt, but I assert that it never was in doubt. It was not dealt with or exploded in the Northern Securities case. The opportunity was there for the Supreme Court, however, to have commented upon it if they felt the law was in any way being violated. Q. Might not the question arise, however, in deliberation whether there was an essential difference between combining two roads through their common ownership from above or combining those same two roads through their common ownership of a road, so to speak, below! A. It might be discussed. But it certainly would seem to me that, if tliere was ground for the thought that this arrangement was in violation of the Sherman Act, it not only would have been developed then, but it ought to have been developed before, and now, after all these years of acquiescence and the building up of these three roads in this manner, it seems to me with the broad latitude which this Transportation Act now gives the Interstate Commerce Commission, and the evident change in the policy of the law that consolidations are now to be promoted, that the Sherman Act situation, so far as these properties are concerned, is obsolete. Q. One further point, and I shall be through. I understand you and I are in substantial agreement that an effect of this consolidation 67 is likely to be a limitation of free interchange at the different gate¬ ways 1 A. Yes, sir. Q. And you instanced the possible drying up of stubs at vari¬ ous places—Sioux City, Billings, Kansas City, etc. Does not the record show, appearing right here in your tables of interchange, that such a drying up of interchange at stub ends has in effect occurred at St. Paul, for instance, with the other lines? I may misread those tables, but a superficial examination seems to indicate that while inter¬ change has rapidly increased between the Burlington and the two Northern lines that interchange between those two Northern lines and others between Chicago and St. Paul which formerly enjoyed a sub¬ stantial part of that traffic, has substantially dwindled. Now, those stub ends are drying up. Isn't it, in other words, a next effect of any consolidation? Then, haven't we just got to weigh the advantages here and there? A. I would not concede the first part of your statement without an analysis, and, of course, 40 per cent is not an inconsiderable part of a hundred, and the three roads that are in question here are par¬ ticularly the two Northern lines occupying so much of the northwestern territory. The St. Paul gateway is wide open. It is not closed, and for the same reasons I explained at Kansas City, because there are other railroads coming to St. Paul, and the interests of the Northern Pacific and the Great Northern require them to keep their interchange up with roads like the Chicago & Northwestern and the Chicago Great Western, the drying up process does not exist and has not existed, and it would not exist at Kansas City except as you carry through all the connections on their own rails. The St. Paul gateway is not dried up. The Northern Pacific as well as the Great Northern inter¬ change is very large. Q. Unless your figures are wrong, I think by your figures at St. Paul that the drying up process is in evidence. A. Of course, the Burlington, the Northern Pacific and the Great Northern work preferentially together, but a further examination of 68 the figures will show, as I have said, that it has not excluded any of tho other lines, and the gateway is open, because joint through rates apply via other lines to Chicago as well as via the Burlington, and there is a very large interchange between the Northern lines and other St. Paul-Chicago lines. Q. That necessarily leads to another question. You have spoken of the requirement in the statute that established routes and channels of trade and commerce be maintained. Now at a number of places in your brief you indicate that a ditferent alignment between these prop¬ erties would very greatly disturb that existing relationship so far as it consists of tonnage interchanged. Does not that show that there is a very large element of agreement and understanding in all this inter¬ change; in other' words, that we are dealing here not wholly with a natural situation, the natural flow of traffic, but that flow of traffic is to a very considerable degree artificial as determined by an alignment between these companies ? A. No; I would not agree Avith that. I don't know quite what you mean by ''artificial." Traffic flows as it is directed. It is solicited under the natural spur of incentive by each railroad and under the demands that there be competition. The shippers route their traffic very largely as they desire or as they are solicited to, and it has never occurred to me except in minor instances that we may hear of it, that there is any artificial flow of tonnage. Q. This is what I mean. On page 23 of your brief you say: "If some other line east of St. Paul is substituted for the Burlington, the Great Northern will naturally place its coal orders at mines served by that road and will also divert from the Burlington this large vol¬ ume of "company freight." That admits the power of a road,—and I am not speaking alone of the Burlington here but of a general condi¬ tion—to create an artificial channel. A. No,. Let me answer that, please. The Chicago, Milwaukee & St. Paul owns the Chicago, Terre Haute & Southeastern Eailroad Avhich serves very important and excellent coal mines; and what I meant to convey there in that statement was that if the St. Paul-Great 69 Northern combination would be made, I would assume at once that the volume of coal required for use on the Great Northern line would leave the southern Illinois lines of the Burlington and go to the Chi¬ cago, Terre Haute & Southeastern, as it properly should if they were joined together as one railroad under one management. That is not artificial. It is **at just what grocery store will a man trade?" Q. Now so far as company freight is concerned, suppose we turn to page 37 of your brief: "If the Great Northern should be required to part with its interest in Burlington to a competitor of Burlington, the loss of revenue on tonnage passing through the Twin Cities, Sioux City and Billings gateways as shown elsewhere in this statement, and the impairment of the value of the large investments supporting the movement through these gateways, become at once apparent," etc. The reason there apparently is—and the same thing crops out again on pages 42 and 43, and I quote the words on page 43: "and the evi¬ dent consequences which will result if, by new alignment of connec¬ tions into competitive lines, the volume of this interchange is seriously curtailed.'' And on page 42: " The effect on Burlington of depriving it of the support of Great Northern is not all." That implies the fact, which is well known, is it not, in the railroad business, that the ability to route the traffic at connecting points is, to a considerable degree, a matter of arrangement between them? A. It is a matter of transaction of business between business in ¬ stitutions. Q. And in respect of traffic? A. In respect of traffic—there is nothing artificial about it under the policy as shown in Section 15 of the law, unless it involves unduly long lines. Q. Then, why should you fear that a segregation of the Great Northern at any junction, the segregation of one road from another, would so seriously affect its revenue? The mere fact it is withdrawn from the system then means it will then more freely choose its routing? 70' • A. Np., If you turu a connection into a competitor, you start a new line of causes and events that is as obvious and old as the condi¬ tions of trade in the world. Now, the Great Northern is a connection of the Burlington at St. Paul, Sioux City and BiUings. It is not a competitor, hut if the Great Northern becomes amalgamated with, the Chicago, Milwaukee & St. Paul, which is a Burlington competitor, it then becomes a competitor of the Burlington, and the situation is com¬ pletely changed. Therefore, it would be obvious that the new consoli¬ dated company would seek to retain, and lawfully with the right to retain, on its own through rails as much of the competitive traffic as it could get hold of, and it certainly would take as much away from the Burlington as it was able to. Q. If that be the case, may it not be that you are quoting an inter¬ change of traffic here as an argument for support of the continued relationship, when, as a matter of fact, it is the present relationship which to some considerable degree determines the volume of that in¬ terchange. As cause and effect are interrelated, haven't you possibly turned them tail end to? A. I do not think so, I think the present relationship has a great deal to do with the growth of tonnage as shown in these exhibits. Q. (By Examiner Healy,) How much of the traffic interchanged at Billings could be handled by the Great Northern and .Northern Pacific at Minnesota Transfer? A. As against Avhat? As: against the Burlington? Q. Given to the Burlington. How much could they handle them¬ selves aU the way of that sort of traffic? A. I can answer that best in this way: Before there was any cor¬ porate or financial relations between Burlington and Northern Pacific, there were connections there, and they had a system of through rates applying via Billings to territory beyond, as well as applying via the Twin Cities to territory beyond, which was worked out by the traffic officials of the two companies. Later, when the Great Northern reached Billings, the same basis was agreed on by that company, and it was 71 what might he called a normal basis as such things are understood between connections in railroad parlance. That basis has never been changed, and the traffic flows through Billings gateway according to that basis, or it flows through the Twin Cities gateway as the destina¬ tion indicates the better, more efficient and shorter route. And, as I say, it was made at a time when the Northern Pacific and Burlington were merely connections. The Great Northern later got to Billings and joined in it, and the same basis continues to-day. # # # #, • • Mr. Donnelly: This whole argumentj as I understand you, has been presented on the assumption that the Northern Pacific and the Burlington are tentatively combined by the Commission's suggested order, and that it is necessary simply to show the reasons for the addi¬ tion of the Great Northern to that combination.. Is that correct? Mr. Holden: It was for the purpose of showing from Burlington's standpoint the vital necessity of retaining the Great Northern in the present association. Q. (By Mr. Donnelly.) And why was no stress placed upon the necessity of retaining the Northern Pacific for the Burlington? A. I testified that my testimony in all of such features would be understood as being to the effect that I believe, and the Burlington believes, that each of the Northern lines is equally vital to its con¬ tinued welfare, and the reason there may appear to be more refer¬ ence to the Great Northern than to the Northern Pacific is that there is no contemplation of depriving the Burlington of the support of the Northern Pacific, but it is in contemplation that it be deprived of the support of the Great Northern, and the tonnage figures and revenue figures show that they are almost equally productive of tonnage and revenue in interchange with the Burlington. • *«#»•# Q. (By Commissioner Hall.) Now, Mr. Holden, I just want to ask you one or two things. You referred to the existing combination as being the logical—I am not using the right word, perhaps—^but the outcome of 75 years of sustained effort in the development of this sys¬ tem. Isn't it true that in its present form it is the outcome of 21 years? 72 A. No, sir. I mean more broadly than that, Mr. Commissioner. As I stated, Burlington began in 1849. The Northern lines had their early origin long before this combination was made 21 years ago. And what I mean to say is that each in its own way and over its long growth, by the careful direction of its several managements, contrib¬ uted in 1901 the accumulated energy in the joint alliance that was then made. So broadly speaking, the story of the three parts of this line runs back 75 years. Q. That may be true, but as a trinity they date back about 21 years, and up to that time is it not true, as appears from your testi¬ mony this morning or this afternoon, that there was a weighing and balancing of the advantages of this combination as against other com¬ binations? A. That is quite right. Q. And perhaps it indicates that on the whole the judgment reached after many years of probing and balancing and testing was that this was the best available combination; but if the cat had jumped a little differently twenty odd years ago, this combination might not have been in existence. So it is no doubt true the sign of life or health on the part of these various components, that they were pushing out for more business and more development, yet it gives it a little wrong slant, does it not, to say that all that growth and effort was in the direction of the present combination? This combination is the out¬ come after weighing many other possibilities, and it is an outcome which has existed for some twenty-one years. Can you say very much more for it than that, except that it has proven satisfactory to those who participated in it? A. Well, as you have given it, it is correct. The combination has only been in existence since 1901. What I intended to say is that the three systems then got together in the manner in which they did, with a much longer accumulated development. Now then, going back in the manner they did in 1901, twenty years is a long time, and a great deal of right, it seems to me, has developed over that period, which "we think should be protected. And during that time, as intimated by 73 Mr. Hines, $900,000,000 has been put into the development of these joint properties. And 20 years in one way is not long, hut 20 years of studious effort to make this combination what it is, is a long time when it has cost a lot of money, and we are very anxious to safeguard it. Q. You are speaking for the Burlington. Now, can it he said the Burlington has had any independent thought or plan as distinct from the thought and plan of its owners during the last odd twenty-one years ? A. I think we have lived in harmony and peace, and we have all thought along the same lines except when we were locally competing up there in the northwest, and that is so far away I never heard of the row from Chicago. But seriously, the plans have been made and the development has gone on by mutual, joint effort. Q. Isn't it straining the term *'mutual" a little bit when 98 per cent of the stock of one road has been acquired by two others, to leave that first road in the position of a road having a choice? A. Well, Mr. Perkins started it and Mr. Hill made good with it, and the Burlington independence and management has never been in¬ terfered with, and we have gone on in our own way as an equal partner in a very large and fine sense. Q. That has been what might be called personal relations between the officials of one carrier and the officials of two other carriers. But in the essence of things, the owners of that road, of the Burlington, were in a position to control its policy at any time? A. Exactly. Q. And that was necessarily so? A. Yes, sir. Q. Now, you have suggested the possibility of four systems taking care of the west. Have you formulated in your own mind those sys¬ tems at all? A. No, Mr. Commissioner, we have not. We have advanced the idea and given enough study to the matter without undertaking to sug¬ gest the destiny of other properties, but we have come to believe from .74 » ' J such studies as -we have made that it can practically he done without doing violence to our association, and it seems to me giving all rea¬ sonable protection to the other properties in the west. 'Now, we are prepared to join, at such time as might he desired, the . joint investigation or a study, or to testify further on the subject, hut ; it seems to us that having laid our situation before the Commission and having stated, as I have, that it is a practical disposition of the western mileage, perhaps it would come better after the other western lines have expressed their views and their record has been made here. Q. If you have faith in this idea, it will have to come before us into this record in some concrete form at some time. A. Yes, sir. Q. Because we will have to end by defining systems, and if there are better systems than those indicated here, those who so believe ought to be able to show them to us. A. I assume before this record is closed that that subject ought to be and doubtless will be further pursued. Q. Then, you will have that in mind yourself with a view of con¬ tributing what you can? A. Yes, sir. Q. Do you look for further railroad construction in this country ■ during the next 25 years ? A. I do not anticipate that there will ever be another transconti¬ nental railroad built, because there does not seem to be a call for it. I do look, or at least I hope, for a great deal of intensive- internal im¬ provement and development, and there is obviously some • additional mileage needed. Q. Where will it be? " A. Well, I could not undertake to speak. Q. Will it be west or east? - A. I am speaking entirely of the western countrv here, I do not know anything about the east. :T5 Q. I was asking the question about this country. The railroad de¬ velopment, so far as one can see it, is more likely to come in the west than in the east, is it not? A. It seems to me so. . - Q. That would he adding to your number of miles that you would have in your four systems? A. Yes. Q. We are making a plan here which it is to he hoped will prove good for a considerable len^h of time, and not merely for the time being. • ■ ! ' ■ i i' A. It does not seem to me that an increase, or any possible in¬ creases in a good many years, would in any substantial degree change the conclusions I intimated some time ago. Q. About four systems for the west? A. Yes; as compared with what already exists in the east, and which has already had the suggested approval of the Commission in the tentative plan. Or to state it in perfect frankness, it is a ques¬ tion of ingenuity of management and skill, and possibly to administer as successfully as the New York Central or Pennsylvania do their traffic. It seems to me that a similar mileage, or a considerably larger mileage in a western system running over sparsely settled territory, and light train service would not present nearly so much of a task as some of these gentlemen in the eastern country are already disposing of in an excellent way. Q. We have thought it would require four or five systems to take care of Official Territory alone. When you reach the western territory you have a vast expanse, and it seems as though the increase in popu¬ lation and development in manufacturing, etc., might be looked-for there, and I thought the real development is quite as likely to come there as anywhere, and in fact more likely to come there. A. It will come very slowly though, Mr. Commissioner. ." Commissioner Hall: It has been coming slowly of late at all events. 76 Q. (By Mr. Eipley.) You have implied that this four system plan in the west would carry the northern lines to the Gulf. Isn't such a plan also to carry the southern lines to Seattle and Spokane? A. Well, one of them is already there, the Southern Pacific. The Santa Fe is halfway there, on the ocean side of the Cascade Moun¬ tains. Q. You would favor having the Santa Fe coming up to the north¬ ern boundary in pursuance of a well balanced plan which would admit the northern lines to the Gulf and the Gulf lines to the north? A. I do not say the GuLt lines to the north. I said to the Pacific Ocean. Q. You want to go to Seattle? A. To the Gulf as weU as the Pacific Ocean. It is not whether to the South Pacific or North Pacific. Everybody can't be in every ter¬ minal, of course. But the significance, as it seems to me, of our situation as thus far outlined in the tentative plan is a complete denial of access south and the closing up of our gateways to get there. So, in studying that situ¬ ation I got to the point that it seems to me you could not do even- handed justice to these great investments unless they have the outlets I speak of. Q. Does not the plan proposed by the Commission admit you to San Francisco? A. No, sir. Your plan did. Q. I beg your pardon. The tentative plan does not; mine did. I will withdraw that question. Q. (By Mr. Childe.) I wanted to ask, Mr. Holden, what your opinion is with reference to the proposed consolidation of the Chicago Great Western into the Burlington system? A. I haven't any, because we have been more concerned about our own situation for the moment. But as intimated in my testimony, if the Burlington situation is not seriously interfered with, it is prepared 77 to take its share in consideration of the proper disposition of so-called weak lines. Now, I do not mean to indicate hy that that the Chicago Great Western is. But it is proposed as a line that goes with the Bur¬ lington, and when we come to the stage in the hearings when we can give that consideration, we expect to and are willing to give it careful thought. Where we will come out, I don't know. Q. What I wanted to get on this point was: Would it, in your opinion, benefit the Burlington-Northern Pacific consolidation in any broad way to add the Chicago Great Western Eailroad to it, or would such a consolidation be more for or altogether for the benefit of the Chicago Great Western? A. Well, we have not been trying to buy it. Q. And it is, so far as it has; any influence at all, a competitor rather than complementary to the Burlington system, is it not? A. It is a competitor, yes. And it would be difficult for it to be moulded into the Burlington system. Q. You would not wish to suggest to the Commission that such a consolidation would in any way be in compliance with the provisions of the law that competition should be preserved rather than stifled? A. I don't know what I would say to that. I probably would not want to suggest that to the Commission one way or the other. Q. Now, would your position be the same as to the Minneapolis & St. Louis? Have you given that any study, Mr. Holden? A. Some; yes. Q. Would you favor or oppose the addition of the Minneapolis & St. Louis Eailroad to the Burlington system? A. Well, we have a very excellent line from Peoria to St. Paul now, and on its merits I don't know what use the Burlington could make of the Minneapolis & St. Louis. It is an excellent connection of ours for traffic in some directions. But again, that subject has not gotten to a point where we have been able to give it any practical thought. 78 Testimony of Mr. Holdbn on Cross-Examination November 18, 1922. Mr. Hoeden was recalled as a witness for and in behalf of the Bur¬ lington, and testified as follows: Q. (By Mr. Eipley.) Your proposal, Mr. Holden, for a general consolidation of all the roads west of the Mississippi in four large sys¬ tems is so persuasive that I want to think it over pretty carefully, and one or two general considerations that occurred to me. This all re¬ sults in a balancing of advantages and disadvantages. In your brief, on page 47, you say: "The general breaking down of gateways in western territory, all of which are now important interchange points for Burlington, leaves the proposed new through systems at liberty to discontinue such through routes and joint rates now in effect on Burlington lines as from time to time their individual and special interests may permit"— And again, on page 46, you quote apparently with approval, my expression of approval that the "open market for choice of routing is bound to be restricted by the provision of these corporatively unified through routes." A. I quote that with anxiety and not approval. Q. I take it you agreed somewhat with it. At any rate, you see the point? A. I do. It is a very important point. Q. I wanted to ask you then this question: If attempting to plan through east and west systems interferes so seriously with these junction points, with what you might call the articulation of our pres¬ ent railroad system, isn't there some danger if you do that in north and south as well as east and west, that you will wipe out all of the articulation points ? That is to say, the junction of the Burlington and the two Northern lines has almost inevitably, for a great deal of traffic, • closed St. Paul as an open trading point. Much traffic goes through in a rut naturally. You complain that the plan proposed by the Com¬ mission tends to close you out at Sioux City or Kansas City. Now, if 79 the Commission would have plamied a system for the west which not only went clear through east and west hut clear through north and south, wouldn't that put an end to any articulation, of any of these junctions where routing may be varied, at important places like Kan¬ sas City and St. Louis? Do I make my point clear? A. Perfectly. And that is precisely the reason for my expression that the Commission has either gone too far or has not gone far enough. Now, the situation as it is to-day is the outgrowth of natural con¬ ditions, and Burlington situation is adjusted to it—speaking now only of Burlington—^but when the Commission proposes to bring all these southwestern lines through, my point is I want a place in the sun, and then I will take my chances, but I do not want, as Mr. Hines has ex¬ pressed it, to have my strong connections of the. southwest come through as competitors and leave me without any inlet into their ter¬ ritory. But if you combine all of the mileage, as I suggest, into a few large systems, each one having a line through into the southwest access to the Grulf, and opportunity as time goes on to increase their mileage as they may determine, by building here or there, why then of course, you have got a situation where each line will look out for its own long haul and will not expect much contribution of interchange tonnage midway on a through line from a road that was formerly a connection but now has its own through rails. So, I say if you are going to break down the idea that roads like Burlington—and there are several others of equal importance—that are no longer to meet strong connections at these big gateways, then yoii have to go the next step, in my humble opinion, and we have to go along with the consequences; aiid I sa}^ that if you give me a responsible connection, one of these responsible con¬ nections, so far as I am concerned, I am willing to take my. chances. But I must have a line through or else I must have an open gatewav. Q. We may all agree then that a consolidation program ca:med through broadly is going to wipe out a good deal of this free inter¬ change at what you might call the secondary gateways,—^not Chicago and St. Louis, perhaps, but points like—7-I hesitate to say it—Kansas 80 City, Denver, St. Paul, Council Bluffs, and Buffalo in the east. Isn't it almost inevitable that we have to face that as a consequence? A. It indicates. Professor Eipley, the very great care that is needed not to lose a great deal of ground that we have gained, and obviously it is a delicate situation. Q. I am seriously impressed with the gravity of the situation that way, and that is why I am asking you these questions. Q. (By Examiner Healy.) You might put it concretely, Mr. Holden, that if the southwestern lines, such as the Frisco and the Mis¬ souri, Kansas & Texas, and the Missouri Pacific, were projected into Chicago, do you consider the Fort Worth and Denver City and Colorado and Southern, and probably the Trinity & Brazos Valley a sufficient outlet for your lines? A, Absolutely not, and because as I described yesterday, those lines were acquired from a different point of view. It has been care¬ lessly said at times that the Colorado and Southern lines do not seem to have any relation to the Burlington, but it is because they do not understand what we had in mind. It was not any idea of routing traffic from the east through Denver and then to Texas, but it was, as I described it yesterday, that we are interested in the idea and the great growing line of north and south traffic between Texas and Okla¬ homa, which is where every acre almost is potential in the production of tonnage to the northwest, where almost the same conditions exist. So that route has not got any relation to the route through St. Louis and Kansas City except in a remote way. Q. (By Mr. Eipley.) What are we going to do then? There is only one Colorado and Southern route from Denver down. A. No. Q. Or one quite as straight as that. A. That is the one reason we are a little cautious about letting go of that. The Santa Fe has a route through Newton, and the Eock Island through Harrington. Q. Not over its own rails? 81 A. It is an active competitor of ours. And watching the map, I see the Santa Fe is developing a route to the south of us, it is perfectly ohvious. Q. Then, your thought about the western situation is that if you are allowed to continue the Colorado and Southern we ought to con¬ tinue our plan further and he sure that the other northern systems like the St. Paul, wherever it is placed, have a similar access to the Gulf? A. Certainly. And I think it is quite possible. Q. Unless we do that, a system like the Burlington taking its place in the sun is a little hit apt to leave somebody else in the shade? A. I don't want to leave that idea. I want every man to have an even break, and I think it is quite possible to take the western map and figure that out. Q. Now, why shouldn't the western lines get together and try to help the Commission to do just that? A. We are quite prepared to do that; and eighteen months ago I endeavored to make a beginning along that line. I think it is the sensible and wise course. Q. We are breaking our hearts in the Commission in working this out so that it will result in the least inconvenience and loss and disruption of existing arrangements, but nobody has got that fund of information that you people have got yourselves, and if you with your knowledge of the situation could compose your differences and come to us with such a plan, it would fit into this voluntary scheme of consolidation, and perhaps something that might conceivably come about rather than leaving us to prepare an academic plan on paper. A. I thought. Professor Ripley, as I indicated yesterday, that I have gone about as far as I ought to in developing that idea. I think the Commission ought to hear the views of other railroad executives. They may not find them as amiable as I am, and I am not sure we can agree, but it seems to me in that big, broad sense, the other western railroads ought to be able to sit around the table and aid the Commis- 82 sion, at least, in the study of the western territory; and we are pre¬ pared to do it. Q. (By Examiner Healy.) That is something to come later. A. Yes; after the facts are in. And I do not want to get ahead of the views of the other western railroads, because they may radically differ with my views. So, what 1 have said is simply stating it from the Burhngton-Colorado Southern standpoint, and it is not intended to embarrass or reflect the opinions of anybody else out in that terri¬ tory. Q. (By Mr. Ripley.) Just one word and then I am done. Would that thought of yours imply that the southern lines ought to be pro¬ duced up to Seattle. If the northern lines are to go to the Gulf, the Gulf lines ought to go to the north, oughtn't they? Examiner Healy: I think you answered that yesterday by saying they should go to the Pacific Ocean, not necessarily to go to the North Pacific or South Pacific. Mr. Holden: Yes; I did. It is not possible to give everybody the same location in the same harbor, speaking in terms of water termi¬ nals, or the same part of the west and south, but to do the best you can. If each system has a reasonable outlet into each of these two grand divisions of the west, why then you have done all you probably could do; but I think you must do that much. Q. (By Mr. Ripley.) You have expressed some concern with the Commission's tentative plan cutting you off from various opportuni¬ ties. Are you familiar roughly with the differences between the plan which I proposed and the tentative plan of the Commission? The main difference was that I proposed that you have a line to the Golden Gate, whereas the Commission took the. Western Pacific—am I right? —and put it on the Santa Fe? A. They took the whole works. Q. It did not give you an independent line, at all events, to San Francisco ? 83' A. No. The Commissioii left the Burlington, Northern Pacific, Chicago Great Western, and Minneapolis & St. Louis. Q. Do you wish to express any opinion at all upon those two dif¬ ferent plans? A. I would prefer not to at this stage of the hearings, Professor, although I do not want to appear reluctant to discuss the matter. Q. Perhaps later on? A. Yes. And we anticipate that we ought to he prepared to ex¬ press our views as to those features of the situation, hut it seems to me perhaps it would come in better at a later stage. Mr. Ripley: That is all, Mr. Examiner. Q. (By Mr. Hines.) Mr. Holden, let me ask you one question. I would like to have your view as to whether this is or is not a con¬ sideration worthy of serious study in connection with the possibility of four large systems in the west. As I understand it, a very desir¬ able thing which the statute seems to accomplish is to get large systems which will be reasonably balanced. I believe in your statement you referred to a tendency to east and west systems rather than north and south. From the standpoint of a reasonably balanced traffic year by year as business and crop conditions vary, it has occurred to me that systems which reached Chicago and St. Louis on the east, the Pacific Ocean on the west, the Gulf on the south, and all of which, touched the great central crop producing territory, would be likely to be better balanced than systems which are in only a part of that territory, for the reason that a system only in a part of that territory would be dependent unduly upon the crop conditions in that particular part, and also upon market conditions which influence the movement of traffic, such as, for example, that in certain years there appears to be a combination of crop and market conditions which leads to a much greater eastern movement of grain, and in other years there appears to be a combination of crop and market conditions which leads to a greater movement of grain to the Gulf, and the thought that I wanted to get an expression of your opinion upon, as an aid to further con- 84 sideration of this matter, was whether this four system plan where each system would reach all these territories and would participate ip the movement of traffic whichever way it moved, would not lead to a better balancing of systems year by year with the varying crop and business conditions? A. I think without doubt, Mr. Hines, you have stated it exactly. I think the idea of segregating a system like the Burlington exclu¬ sively into the northwest is an isolation. Now, it is a fine situation when the trend of business is strong through that territory and the crops are good and there is a heavy demand for lumber, but there do come off seasons, as were indicated even yesterday in some of the traffic figures. And one important feature of the situation is the bet¬ ter control of car supply. There has been a strong movement of grain for export through the Gulf ports for some years now, and the system balanced as you have outlined it and having an outlet to the Gulf, would have a better control and better movement of its cars, and they would have more expedition. Every time you put a loaded car through a heavy terminal there is a loss of time and considerable amount of expense. But that is the value of the through haul, that it avoids the delays of intermediate junctions quite largely, and it enables you to keep a better handling and better control of your equipment. Q. (By Mr. Bipley.) But Mr. Holden, you would recognize that if you were constructing four systems, they have got to have fair equality of opportunity of gathering lines as well as through lines? A. Quite so; and that is shown, I think, in a study of the map, that both of those fair opportunities can be provided. Q. I would like to be present at a session when you get four sys¬ tems with equal gathering lines north and south and in California. A. That is one of the details. Professor Ripley, of course. And you can't get in any possible way precision. But the suggestions have so favored the Burlington in the ways I have indicated, that we think there must be something different done. 85 Testimony op Mb. Holden, Januaby 23, 1923, in Connection with Hearing Regarding System 16—Santa Fe Group. TTat.tc Holden, heretofore called as a witness, was recalled and testified further as follows: Direct Examination {Continued). Mr. Holden: I merely want to call attention at this place in the record to my former testimony given at the previous hearing, on the relation and bearing of the Colorado and Southern lines to the Burling¬ ton, Northern Pacific, and Great Northern properties, so that that testimony will be taken in connection vdth System 16 as well as in connection with System 14, in which it is introduced; also the exhibits offered in evidence at that time showing details of Colorado and Southern interchange traffic. In addition, in this particular tentative Group 16,1 thinlc it proper to point out, as between Colorado and Texas, as well as points beyond in each direction, the Colorado and Southern and Santa Fe are in actual, practical competition, and so far as I know, no other lines are in a practical sense competitive between the territories named. This is true as to both freight and passenger traffic. The Santa Fe offers a sleeping car service between Texas and Denver via Newton, and handles freight, as shown yesterday, in competition with the Colorado and Southern via that route. So that it would seem to me that placing the two lines in one group, or ultimately in one system, would eliminate all practical competition between Colorado and Texas, and have a bearing, for instance, on Utah business of the same nature. As between Colorado and New Mexico, including El Paso and freight moving to and from Mexico, of which in times past, before the revolutionary conditions in Mexico, there was a steady movement, again the Santa Fe and Colorado and Southern, in conjunction with the Rock Island, via Dalhart, are the only two lines. It would seem to me, 86 therefore, that putting the Colorado and Southern with the Santa Fe would eliminate competition in that territory, and so, speak¬ ing in terms of triangles, as suggested yesterday, there would be a triangle beginning with Denver as the apex, and reaching out certainly to Aubuquerque, El Paso, and over to Newton and Fort Worth, in which, excepting for the Kock Island Lines moving in the other direction, the Santa Fe would be the only mileage. That is rather a vast territory to be without competition. Our view is that the Colorado and Southern is a proper part, as originally designed when the purchase was made, of the north and south route which the Bur¬ lington has constructed, and which we desire to maintain. Q. (By Commissioner Hall.) You think that elimination of com¬ petition would be against the public interest as well as contrary to the statute? A. It seems to me it is not in keeping with the purpose of the statute, because the moment the Santa Fe has the Fort AYorth and Denver and Colorado and Southern line, I know of no other competi¬ tion between the points I have named. Speaking about the D. & E. G., of course, as Mr. Storey said, the Burlington and Santa Fe in many respects are active competitors. The Santa Fe proposes to reach St. Louis some day, and we hope to intro¬ duce her into that society. As he outlined, a plan is on foot for that purpose, but we will be in St. Louis as active competitors as we are in Chicago. It would seem to me that combining the D. & R. G. and Western Pacific with the Santa Fe would leave the Burlington Line in Colorado, at Denver, without access to the territory beyond for competitive business. At least, while as stated yesterday, doubtless joint through rates would continue in effect, that is perhaps the lesser of the practical matters. The road having the through rails from the eastern gate¬ ways to Utah and points beyond, including Pacific territory, would undoubtedly so adjust its train service, car supply, and all its solicita¬ tion so that the lines not having the through rails would unquestion¬ ably suffer largely in their opportunity for competitive interchange. 87 The Santa Fe, connecting with the D. & B. G., of course, would make the route through Pueblo, which is one hundred and some miles south of Denver. It would seem that that sort of an arrangement would indicate no motive whatever for dealing with the so-called Moffat Eoad, because the business would not move around through Denver and over that suggested route. I am merely pointing out these features because we wanted to have it felt that while this burglary was going on the family was awake, at least, and aware of the situation, and we will probably have more to say on the subject later, in the argument, or at the western hearings. Q. (By Commissioner Hall.) Your lines come into Denver, and if that tunnel is completed within a reasonable time, and the Dotsero cut-off, that 40-mile cut-off, is completed, that would he the short line to the west, would it not? A. That is my understanding; when that mileage is calculated, it mil be. Whether it will he actually shorter than the Union Pacific or not, it will be approximately the same. Q. I did not mean that, but I mean as compared with the Santa Fe going to Pueblo and then following up the Rockies on the west side, as it does? A. It will be so from Omaha and Chicago. I have not calculated it lately from Kansas City. Q. (By Mr. Bledsoe.) The difference would he about 75 miles, would it not, Mr. Holden, from Omaha and Denver via Dotsero? A. In favor of the Dotsero route; something of that sort, as I recall it. Mr. Bledsoe: Something less than 100 miles. Q. (By Commissioner Hall.) That is, assuming that the Moffat Road is never carried farther west than it is now, at Craig, I think? A. Craig, yes. Q. I think that is the terminus. They have their route surveyed through to Salt Lake City, if I remember rightly. 88 A. . That is indicated; I understand it is a fact. So, that line may he completed in that manner, or by the Dotsero cut-olf, either one, Q. Of course, if the Dotsero cut-off is used, there is quite a stretch running out to Craig that would form no part of that. It would be a side line, or a feeder for that cattle and coal country? A. That is the part of the line that serves the coal deposits. Q. There are cattle up there too? A, Yes, quite a bit. That is all I have to suggest now. Oross-Examination {Continued). Q. (By Professor Eipley.) Is it your opinion that the inclusion of the Denver & Eio Grande and the Western Pacific in the Santa Pe System would create within one system two competing routes to the Pacific Coast? A. It is not an opinion; it is the fact, Mr. Eipley. Q. That would be a situation, then, analogous to the one which has been in the courts so long with respect to the Southern Pacific and Central, would it not? A. It looks very much that way to me. Without commenting upon the wisdom or the iniquity of it, the facts seem to indicate that the situations are very much alike. Q. That would seem to you to be a very serious objection to this arrangement from the point of view of the law? A. Speaking now only in terms of the Burlington, it seems to me it is rather serious. You see, we have been so exceptionally favored by having all of our assets distributed and all of our gateways closed. In Denver this is the illustration here. We do business with the D. & E. G. It is proposed to turn it oyer to one of our most active, wealthy, and handsome competitors, and so I think I have made my point, as I did in my last testimony, that that is exceedingly inimical to the "growth of the Burlington and its business through that gateway, and 89 therefore I cannot help hut point out that fact. Whether, in the larger aspects it is ohjectionahle under the decision of the Supreme Court in the Central Pacific case, I would not undertake to say. I have not studied it from that point of view. Q. Do you think a well balanced and consistent national plan for the west ought to give a Pacific outlet to the Burlington System through the Ogden gateway? A. Either that or a connection. I am satisfied with the connection. Q. It ought to insure neutral connections, in fact, in that event, to all lines which come into Denver from the Easf? A. It seems to me so. That is the way it has been all these years. Business has grown, and the railroads have developed on that basis, and I think it ought to continue. Q. There would seem to he, then, those two possibilities: one to give a line like the Burlington, which comes into Denver, an independ¬ ent outlet to the coast; the other, to insure a neutral opportunity for interchange and through carriage over the lines of other connections? A. It seems to me the latter, as you will analyze it, is the necessary one of the two, because if you give the Burlington the outlet, you are doing an injustice to the Missouri Pacific and the Eock Island. They cannot all have it. Q. Have you anything to offer, then, constructively in the way of a suggestion? The Denver & Eio Grande and the Western Pacific are there, and they have got to he incorporated somewhere in a national plan. You hold they should not go into the Santa Fe: You say that there is no special desire to take them into the Burlington. Where shall they he placed? A. I think that is a matter for further study. Professor Ripley. I have not reached a conclusion. It seems to me the status of the Cen¬ tral Pacific was largely involved in that, and that has just been dis¬ posed of, apparently,, although the Commission has not announced itself. But at the present time I have not a definite expression of opin¬ ion to give you. The Missouri Pacific, I observe in the newspapers, is 90 acquiring it, anO with an open gateway through Denver, that owner¬ ship may be the logical way to leave it. Q. Were it to be a part of the Missouri Pacific, the logical mode of treatment of that whole western situation, then would be to treat all of the mileage west of the Mississippi indistinguishably, would it not, and not to attempt to set off a southwestern group of Gulf lines distinct from the transcontinental lines? A. That has been the conclusion that I have been forced to. Pro¬ fessor Ripley, by the bringing of the southwestern lines into Chicago as the plan contemplates. Do not misunderstand me. I have not pro¬ posed that. I do not favor that as a choice, but when you bring the southwestern lines into Chicago, then I do not see that you can avoid carrying lines like the Burlington into the southwest, and therefore you must select one of the two. Q. If, then, the southwestern lines were to be considered merely as provincial or local systems, it is your thought that they ought to stop at St. Louis, and merely be confined to the territory between St. Louis and the Gulf? A. They ought to stop as they are to-day, at St. Louis and Kansas City, leaving those gateways open so that lines that are dependent upon that interchange may continue to enjoy it. Q. But if they are to be produced to the Pacific Coast, then ought they not to go into Chicago, so that they should be treated as Chicago- Pacific Coast systems, with all the other transcontinental systems? A. You mean if the southwestern lines were to be taken to the Pacific Coast? Q. Yes; we must recommend one way or the other. If you are going to segregate them and hold them below the Kansas City-St. Louis gateway, I understand your thought is that they might be treated as mere Gulf lines, distinct from the transcontinental lines. Is that so? A. No, sir; I was not speaking of it in terms of transcontinental lines. I was speaking of it in connection with the plan which both yourself and the Commission have adopted, of basing all the western 91 mileage on Chicago and St. Louis. The point I make is that if that is the promise, bringing the southwestern lines into Chicago and the Great Lakes, and St. Louis, then I think you are forced to allow lines that stop at Chicago and St. Louis, to have mileage into the southwest, because they will have no connections. Does that answer your ques¬ tion? Q. I think so, yes. May I ask another question? You have indi¬ cated that the inclusion of the Colorado and Southern System in the Santa Fe would eliminate competition between Colorado and the Gulf. Would not its inclusion in the Rock Island-Southern Pacific System do the same thing? A. The inclusion of the Colorado and Southern in the Rock Island System? Q. In the Rock Island-Southern Pacific group. That has been suggested as a possibility. A. I had not thought about that, and I perhaps ought to do so be¬ fore I ventured an opinion. The Rock Island has mileage between Colorado and Texas, but quite round-about. Q. The suggestion has been made, and somewhat pressed upon our attention, that the inclusion of the Colorado & Southern in that group would round out the Rock Island-Southern Pacific combination by giving them a line from Colorado to Texas points, A. I should want to look at the map and study that. I had not heard that suggestion. I had hoped that the suggestion might be that the Colorado and Southern would stay where it is, but no one seems to have made that one yet, except myself. Q. (By Mr. Bledsoe.) Mr. Holden, is there any open route of traffic from Denver west to the Pacific Coast, other than up by the Union Pacific, and down by the Denver & Rio Grande? A. Not to-day, that I know of. Q. The suggestion you have in mind would be, perhaps, in con¬ nection with the proposed tunnel that is under consideration from Denver westward? 92 A. Only partly so, Mr. Bledsoe. It was based primarily on the facts as they are to-day, that the Burlington interchanges with the D. & K. Gi. at Denver, which hauls the business via Pueblo, as the rails run now, and my statement was made on the present-day condition. Of course, when that tunnel is completed, if it is, that will better the situation in the matter of mileage and the handling of business with the combined lines. Q. At least for those lines coming into Denver? A. Yes. Q. Mr. Holden, I gather that your thought—perhaps not definitely expressed—^is that the better method of handling the Denver & Rio Grande and "Western Pacific situation is to make of those two lines a bridge route available for all of the lines that have not Pacific Coast connections? A. I think that is a situation that ought to be studied from that angle. It might also include the mileage beyond, as a part of the study. Q. What mileage beyond do you have in mind? A. The Western Pacific. Q. I intended to say Denver & Rio Grande and Western Pacific. If I did not, I intended to include the two as constituting rather a bridge line for those companies that have not a southern Pacific Coast connection. A. Without expressing any opinion on the subject, because I have not studied it yet, for the reason I indicated, it seems to me that is a suggestion that is entitled to careful study. Q. Whatever you said in objection to the grouping of the Denver & Rio Grande and Western Pacific with the Atchison would apply, per¬ haps, with equal force to the Missouri Pacific or any other line which would constitute a through transcontinental line in connection with the Denver & Rio Grande and the Western Pacific? A. In a way, yes, although the Missouri Pacific is not a Chicago line, as the Santa Fe is. It is a St. Louis line. 93 Q. (By Professor Ripley.) Mr. Holden, if you consider the pos¬ sibility of making the D. & R. G.-Western Pacific a bridge line for the service of all connections from the east, do you not logically pro¬ ceed from that point to the proposition that the Central Pacific and the D. & R. G.-Western Pacific might be used, as they were during the war, as a double track bridge line for the service of everybody east and west ? That has been pressed upon the Commission. A, Yes; I never personally thought that double track experiment was successful. The mileage is too far apart in many places, and we had to run too many stages to get passengers over seven and eight- mile gaps, and acrobatic stunts of that kind, and it did not seem to me to indicate that the experiment was a success, although it looks so on the map. But, as was pointed out here the other day in somewhat similar cases, things on maps are not always as they are on the ground. Where the mileage is separated by considerable distances and com¬ munities established, it is not so easy to run double track operation. Q. May we not hope that perhaps at a later stage in this pro¬ ceeding you will give further thought to this treatment of the D. & R. G. and Western Pacific, constructively, that is, a placing of them somewhere, and let us have the benefit of your views? A. I will be very glad to. Professor Ripley. Q. (By Commissioner Hall.) Mr. Holden, is the Colorado and Southern line to Leadville still operated? A. Yes. Q. How long is that? What is the distance? A. It takes all day to get there. I don't remember the mileage. Q. Do you remember the mileage as compared with going down by the D. & R. G., or by the Colorado and Southern line to Pueblo, and then up through the Royal Gorge? A. I think it is considerably shorter by the Colorado and South¬ ern. Q. Do you remember anything about the grades and curvatures? 94 A. I do not think there is much choice. Q. If there is not much choice, and this is considerably shorter, why isn't it, in answer to Mr. Bledsoe's question, another route to the west, as far as it goes? A. As far as it goes; hut it is narrow gauge, it is mostly on end, and there is no business that moves that way. The grades are too steep and the curvature would not justify broad-gauging. It is ut¬ terly out of the question, Mr. Commissioner. Snow troubles are too severe in the winter, etc. Q. I know they have been very severe in the past, but are the physical difficulties there encountered any greater than those en¬ countered by the Moffat Line I A. I would have to say not so great, because I think the Moffat Line has the place at the head on that trouble, as they are above the timber line. Q. Even if they got their tunnel through under James Peak, or somebody's tunnel through under James Peak, the operating diffi¬ culties in getting up to James Peak would still be as great as those on the Colorado and Southern? A. I understand not. I think, to get to the mouth of the proposed tunnel, the weather troubles will not be comparable with those that are found up in the altitudes as high as the Colorado and Southern reaches in getting to Leadville. Q. In brief, you do not regard your narrow gauge line up to Lead¬ ville, with proper modification and improvement, as a possible link in traffic to the west? A. It would have to be very much modified, and unquestionably, to secure practical grades for a through line to handle tonnage, there would have to be heavy tunnel construction, and it has never been considered feasible in that territory. Q. Do you operate it through the winter now? A. Yes, sir, when the weather does not close it down, as it does occasionally. 95 Testimony of Me. Holden at Heaeing on Maech 1, 1923. fuethee statement of tentative geotjps foe westeen raileoads. Direct Examination. Delations Between Burlington, Great Northern, Northern Pacific and Colorado and Southern. Before proceeding further with testimony in support of the pro¬ posal that Burlington, Northern Pacific, Great Northern and Colorado and Southern lines he grouped together in this proceeding, it seems proper to briefly review the evidence already introduced for that purpose. It has been shown that the Great Northern and Northern Padfio Companies in 1901 purchased approximately 98 per cent of the capital stock of the Burlington Company. This stock was then pledged to secure the payment of approximately $210,000,000 of the collateral joint 4 per cent bonds of those companies, which bonds matured on July 1, 1921. At maturity these bonds were refunded by a new issue of joint 6^ per cent bonds of the same companies with certain call and exchange privileges, whereby through the exercise of these privileges and by proceedings before this Commission, one-half of this Burling¬ ton stock (with proper proportion of new stock lately issued) has now come to be pledged under Great Northern mortgage bonds; the re¬ maining one-half (vdth like proportion of new stock) has also been pledged under Northern Pacific mortgage bonds, in each instance those bonds having maturity many years hence. Burlington owns $30,876,200 of the preferred and common stock of Colorado and Southern Railway Company, which is 64.3 per cent of the total issues outstanding. This stock was practically all pur¬ chased in 1908 and has been pledged for many years under the General Mortgage of the Burlington and is now also under the lien of the Bur¬ lington First and Refunding Mortgage. These facts show the large and intimate financial relations between these four system lines and indicate the large amount of outstanding 96 mortgage bonds in the hands of the public which rests upon the owner¬ ship of capital stock referred to, and which bears, more importantly, upon the continued earning power of all of the companies named. These facts further indicate the inevitable reluctance, which would quite certainly mean the unwillingness on the part of mortgage trus¬ tees and bondholders, as well as stockholders, to consent to any plans which would indicate doubt about the continued earning power of the properties; they indicate that ordinary business prudence and sagacity would not encourage the belief that the owners of, these securities and those responsible as trustees for them and for the properties which underlie them, could find any motive or justification and indeed ought not to be placed in a position of pressure to yield to the uncer¬ tain and speculative prospects which radical disruption of these re¬ lations would necessarily involve, particularly in view of the con¬ tinued economic uncertainties now confronting the stability of rail¬ road investments and business in general. Evidence already introduced has shown in considerable detail the gradual growth and painstaking care that has been exerted in the de¬ velopment of these systems and the close relations which they bear to each other. Burlington has been under a steady progTess of growth since 1849; Northern Pacific and Great Northern have had a similar history cov¬ ering not quite so many years, but almost the span of the average life. The first physical connection between these properties was established in 1886 when the Chicago, Burlington and Northern, now for many years past a part of the Burlington system, was completed into St. Paul and Minneapolis, in pursuance of a definite program and purpose of effecting connection between the Northern lines and the great Mis¬ sissippi Valley, Chicago and lines reaching eastern territory. In 1894 the Burlington pushed its lines, through to a connection with the Northern Pacific at Huntley, Montana, thus establishing a second con¬ nection into the northwest with the Northern Pacific. Burlington was meanwhile actively pursuing investigations by surveys and reoon- noissances in various directions for further mileage into northwestern 97 territory and to California and the record shows the process whereby those in control of the Northern lines and those directing the policies of the Burlington finally met and found a solution of their mutual plans by the purchase of approximately 98 per cent of the, stock of the Burlington in 1901 by Northern Pacific and Great Northern. This pur¬ chase accomplished the extension of the two Northern lines into the middle west and a direct connection with all of the large centers of traffic in the Mississippi Valley with lines leading to the east and southeast. At the same time it solved the problem of the Burlington for the necessary development of an outlet for it into the far west, and the results of this transaction, over the past 21 years, have dem¬ onstrated the wisdom and foresight Avith which it was accomplished. Following this purchase a process of further physical development to bring these three systems into closer, more efficient contact began, resulting in 1908 in the extension of the Great Northern line from Great Falls, Montana, to Billings and the connection of the Burlington with the Great Northern at Sioux City by what is known as the Sioux City line. In the meantime Burlington was developing its low grade line into the Southern Illinois coal fields, adding stretches .of double track on its Mississippi Eiver line, coming to a third track develop¬ ment between Chicago and Aurora, Illinois,, and completing double track from Aurora practically through to the Missouri Eiver. The increased A^'olume of traffic through the Billings and Sioux City .gate¬ ways called for continued expenditures for double track along the Mis¬ souri Eiver from Kansas City north, and at various other points in the low grade route that was developed between the Missouri Eiver and Lincoln, Nebraska. In addition the Big Horn Basin line was constructed to afford a low grade and alternate route between Billings and common points in Nebraska, as well as with the connection with Colorado and Southern, a more direct route to Denver and points beyond. During this period enormous sums have been spent in ter¬ minal improvements and enlargements all over the system, extensions of side and passing tracks, automatic signals and other needed facili¬ ties, as well as the purchase of large amounts of heavier power and 98 freight and passenger equipment. From the map, Burlington Exhibit 16, these developments in double track and new lines are seen, showing as already testified to, that these enlargements have been made along definite routes and channels of trade, moving between Burlington, Northern Pacific, Great Northern and Colorado and South¬ ern lines, so that adequate facilities representing the large invest¬ ments shown in the testimony have now been fully provided and have long< since been in practical use for the efficient and economic handling of the heavy interchange of business between these properties. Burlington investment in Colorado and Southern occurred in 1908, made as a part of the plan of the development of the Big Horn Basin line and a better route to Denver and points beyond, and is a part of the larger plan for the development of a practical and short line, north and south route, betw^een territory served by Northern Pacific and Great Northern beyond Billings and points in Wyoming, Colorado, New Mexico and Texas, includinar access to the Gulf of Mexico. By this purchase an efficient route has been established, not only for the movement of lumber and other products from the northwest, but also for the large tonnage of oil from Wyoming moving north through Billings, as well as east and south over the Burlington and Colorado and Southern lines, and including the products of Wyoming and northern Colorado including coal, sugar and a variety of agricultural products. Southern Colorado coal moves both north and south via Colorado and Southern and into Burlinsion territory east of Denver, as well as into Texas territory on the Fort Worth and Denver City, and the evidence shows an established and growing movement of through traffic of varied character, as well as a heavy passenger movement over this north and south route. As a result of these long standing intimate relations and close working arrangements, Burlington Exhibit 22 shows a total of 50,810,767 tons of freight interchanged between Burlington, Northern Pacific and Great Northern between years 1908 and 1921, both inclu¬ sive. In the year 1920, which represents more fairly than 1921 a nor¬ mal volume of business, the total interchange between Burlington 99 and the two Northern lines at all junctions amounted to 5,296,142 tons, although in 1917 it aggregated 5,605,262 tons. Burlingdon Exhibit 23, based upon averages for five years, 1917 to 1921, inclusive, showed that the Burlington revenue on traffic interchanged with both Northern Pacific and Great Northern amounted to $17,440,722, or 15.8 per cent of the total Burlington freight revenue. In the year 1920 the total tonnage interchanged with both Northern lines at Minnesota Transfer aggregated 2,501,904 tons, and the Exhibit shows that for the entire period from 1895 to 1921, both inclusive, 30,570,547 tons of freight were interchanged between the three companies at Minnesota Trans¬ fer. At Sioux City in 1921 Burlington and Great Northern inter¬ changed 541,618 tons, involving revenue of $2,107,559. This is shown on Burlington Exhibit 26. Burlington Exhibit 28, using again the year 1920, the total tonnage interchanged at Billings amounted to 2,287,994 tons. Burlington Exhibit 29, showing the tonnage and revenue on traffic interchanged by Burlington and Colorado and Southern, indicates that in 1920 1,297,718 tons were handled, involving a total revenue of $3,766,652. These exhibits are recalled to mind to show the importance of the existing relations between these roads and the large volume of revenue which underlies these heavy movements of traffic over the routes that have been mutually developed between them. Aside from the large number of relatively minor and less significant expenditures for internal improvements needed to sustain this growing volume of interchange, the record shows significant individual items that have been spent to establish and develop these main line routes for inter¬ change movement. The Burlington has spent over $17,000,000 upon its Big Horn Basin line; the Great Northern $12,300,000 in building dovm to a connection with Burlington at Billings; and the Northern Pacific $3,815,000 for the Laurel Yard at Billings for the accommoda¬ tion of all three companies. The Ashland-Sioux City line cost the Burlington $3,200,000 in 1908, and the Great Northern has an invest¬ ment in Sioux City Terminals of over $3,000,000; these investments for the purpose of establishing the important Sioux City route. In m Minneapolis the Great Northern has an investment of over $15,000,000 for itself and its tenants, of which the Burlington is perhaps the prin¬ cipal tenant. The' new Great Northern freight terminal at St. Paul was built to accommodate Burlington, a& well as Great Northern, at a cost of $2,150,000 and in addition Great Northern and Burlington own $1,800,000 of adjacent industrial property. Burlington uses Northern Pacific freight tracks between St. Paul and Minneapolis, having a value of $1,650,000. Burlington has spent for betterments in the way of double tracking and automatic signals, etc., on its Mississippi Val¬ ley line $4,337,000, and over $8,000,000 in the improvement and de¬ velopment of its southern Illinois coal line. These are only the signifi¬ cant items expended in developing the^ close physical and traffic rela¬ tions between these three great properties and indicate the large in¬ vestments which require the preservation of the earnings from the present volume of interchange business. It has also been shovui that Burlington has a large interchange at St. Louis, Kansas City and Denver, with important lines reaching those gateways. The details of these interchange relations are sum¬ marized by important gateways on Burlington Exhibit 20. Ex¬ hibit 18 shows that on the average during five years between and including 1917 and 1921, Burlington interchange revenue tonnage ag¬ gregated 52.5 per cent of the total, and in terms of freight revenue, interchange revenue tonnage produced 54.9 per cent of its total freight earnings. These heavy interchange figures show the long standing and established routes and channels of trade and commerce through these gateways and the importance to the continued stability of Bur¬ lington that these relations be not disturbed, and in summarizing the effect of the tentative plan of the Commission I think we have shown genuine grounds for anxiety over the result if that plan be carried out. If the Great Northern or Northern Pacific be disassociated from Burlington and grouped with Chicago, Milwaukee and St. Paul, either thereby becomes a competitor instead of a friendly connection and it is immediately evident that a large part of the competitive inter¬ change which Burlington has enjoyed will be handled over St. Paul 101 rails and Burlin^on intercliange at Twin Cities, Sioux City and Billings wiU be heavily reduced. If the present independent lines in the southwest leading to St. Louis, Kansas City and Omaha are car¬ ried through to rest their base upon St. Louis and Chicago and other intermediate eastern gateways, leaving Burlington lines at St. Louis and Kansas City without friendly connections, Burlington interchange revenue at those great gateways vdll in a like manner be heavily reduced. The plan to incorporate Denver and Bio Grande and West- em Pacific with Atchison, Topeka and Santa Fe will largely reduce Burlington interchange at Denver by depriving it of its only friendly connection at that point. If Colorado and Southern be also grouped with Santa Fe, the present north and south route above referred to between BiUings and the Northern lines and Colorado and the south- west will be seriously impaired and on east and west business between Burlington and Colorado and Southern there will also he a substan¬ tial loss. Burlington earnings, in a practical sense, underlie the great bond obligations which Northern Pacific and Great Northern have incurred in the purchase and ownership of Burlington. Viewing the destmctive effect upon Burlington of this plan and the serious dismption of es¬ tablished routes and channels of trade and commerce which affect the public interest, we have felt it necessary to point out that Burlington seems to have been singled out in the tentative plan relating to west¬ ern territory, for treatment which will impair its stability and oppor¬ tunity to grow and that through the weakening of Burlington the Northern lines will be confronted with a financial problem of more serious consequences than they can undertake to face, and that these evident results offer no possible encouragement for voluntary action. The Burlington, Northern Pacific, Great Northern and Colorado and Southern lines have expressed their desire, and propose, if au¬ thority can be secured, to actually consolidate, and are here asldng that they be grouped together as a preliminary step to that action. We have shown that important routes, channels of trade and commerce have long since been established over these lines and claim the right. 102 under the statute, to have these continued. We have shown that the construction of the Chicago, Milwaukee and St. Paul line throughout the territory occupied by the Northern lines, taken with other existing important through lines, such as Chicago aud Northwestern, Soo Line, Union Pacific and Southern Pacific, provide active competition for all but approximately 2 per cent of the total tonnage handled by the North¬ ern Pacific and Great Northern together, so that the grouping of these lines for purposes of consolidation wiU in no way transgress the com¬ mand of the statute that competition shall be preserved as fully as possible. These primary requirements of the statute being thus provided for, we may say that certainly a prima facie case is made out, requiring urgent and controlling reasons to justify the disruption of present as¬ sociations and of the financial structure of these Companies and the loss of interchange revenues that would follow the reduction in the substantial volume of freight and passenger movement between them; finally urgent and controlling reasons must exist to disturb the routes and channels of trade and commerce which the statute requires to bo maintained "wherever practicable." The reason which seems to have controlled the Commission in the development of the tentative plan appears to be a problem of finding a suitable grouping for the Chicago, Milwaukee and St. Paul line and to accomplish this that line has been grouped with the Great Northern. A study of the western railroad map has convinced me that there are several rational alternate suggestions which would indicate that the extreme measure of divorcing Great Northern from Burlington is not necessary. General Considerations as to Groupings Proposed. Before developing these suggestions, however, it may be of help to discuss some of the general features which underlie the pol¬ icy of the Transportation Act as to the method of making rates and working out railroad groups, under the directions contained in Section 103 15-a. It has come to be understood that the policy of this new legisla¬ tion in this, as in several other particulars, is based upon a survey of average conditions. Recognizing that this policy will, of course, pro¬ duce individual conditions both below and above an average, other features of the law, such as the Recapture clause, provide a method of handling surplus earnings beyond the maximum permitted, as well as for aid and assistance to individual lines unable to earn the stated group return. The consolidation provisions of the Act require that railway properties of the continental United States shall be grouped for purposes of consolidation "into a limited number of Systems.'' It would seem that these two provisions in the Act must be considered to¬ gether because when the consolidations are completed it would seem to follow that each consolidated property should be calculated and ex¬ pected to present average conditions as nearly as may be, so as to earn the designated rate of return for the group as a whole. If this be not true, then the fixing of a rate structure for the Western group involves the application of it to railroad systems widely divergent in type, char¬ acter and location, and it becomes impossible, as I believe, for the rate regulating body to forecast with any degree of precision the probable results of the rate structure which it is required to establish and from time to time, as fundamental changes in the rate structure are called for, like uncertainty in the result presents itself. On the other hand, with consolidated systems having reasonably like conditions each to the other, a distinct element of accuracy in survey and calculation of results is afforded; and the establishment of rates calculated to earn the required rate of return is relieved of uncertainty and becomes the exercise of intelligent action. These views are well illustrated by the widely divergent results of the increase in rates authorized by the Commission in Ex Parte 74. While because of other conditions, the western group failed by a considerable margin to earn the specified return, individual roads within the group have shown mdely differ¬ ent individual returns. The reason in this particular seems to be be^ cause some of the larger western systems present fairly average con¬ ditions while many others do not have that broad advantage. 104 Each western group should therefore present, as nearly as pos¬ sible, average conditions. This may mean that each should have broadly the same diversity of traf&c, well balanced by territorial dis¬ tribution, climatic and crop conditions and comparable routes and channels of trade and commerce, also routes between large cities and producing and consuming centers of substantial equality that can fur¬ nish adequate competitive service to the public. Stated differently, if certain groups occupy only one part of the western territory, remem¬ bering the wide diversity in fundamental conditions throughout that territory and are dependent upon one set only of crop and climatic conditions and the limitations in volume and types of traffic which those limited conditions present, those groups unless by accident cannot pre¬ sent average conditions of revenue and expense to the whole rate group. There would appear under such circumstances to be no rational assur¬ ance that earnings would approximate the average return designed by the statute. It may be assumed that these provisions of the law were enacted in the light of existing practical conditions. In western territory there were at the time the law was under discussion and are to-day, several railroad systems presenting reasonably average conditions, but for the very reason that the law was enacted, an improvement in these condi¬ tions in various respects was deemed essential. The Atchison, Topeka and Santa Fe Failway System extends from Chicago throughout the southwest to the Gulf of Mexico, and through¬ out the further southwest to the Pacific Coast, with terminus at San Francisco, and an interest in a line extending perhaps halfway to the City of Portland. Probably the great strength of the Santa Fe sys¬ tem is to be partly accounted for by the wise location presenting aver¬ age conditions over its extended territory. The Union Pacific system, based upon the Missouri Eiver, extends throughout the entire far west and mth close connections to the east and south has established a practical system relationship productive again of average conditions and therefore of sustained earning power. The Southern Pacific system extending from New Orleans throughout the southwest and on to the 105 north coast with the Central Pacific line to Ogden, presents a similar situation. The Burlington, Northern Pacific, Great Northern and Colorado and Sonthem lines extending from Chicago throughout the northwest, with a line to Denver and strong connections at Kansas City and St. Louis and with the north and south route developed through the purchase of the Colorado and Southern, presents a diversified sys¬ tem of traffic local to its own rails, and through interchange with estab¬ lished connection of similar character. Treatment or the Chicago, Milwaukee and St. Paul. The Chicago, Milwaukee and St. Paul line was constructed through to the north coast for the purpose of competing with other strong sys¬ tems already occupying that territory, anticipating it may he assumed that the continued growth of traffic would provide sufficient revenue for all lines in that territory. If the volume of traffic has been disap¬ pointing, the result illustrates the necessity for a wider distribution of supporting territory and a better average of conditions, such as is found in the case of the other systems referred to. At the hearing held on November 18, 1922 (Rec., 1475) the sug¬ gestion was developed of combining the Chicago, Milwaukee and St. Paul with the Soo line and its connection, the Duluth, South Shore and Atlantic, together with Duluth, Missabe and Northern and Duluth and Iron Range. I offer in evidence a map showing this combination, marked Exhibit 251, together with a table of statistics showing rate of return based upon the standard return of 4.96 per cent. In addi¬ tion to the roads specified, this group should doubtless also include the Mineral Range, Duluth, Winnipeg and Pacific, Lake Superior and Ishpeming and Copper Range roads, together with the Spokane and International. Mr. Geo. R. Martin testified in reference to this sug¬ gestion, comparing this rate of return with returns of several of the systems suggested in the tentative plan and this map and table of figures is offered now in connection with the testimony then given. If average conditions underlie the policy of this law, both in the fixing of rates for group purposes and in the grouping of railroads so 106 as to enable them to earn as nearly as may be, the specified return, the grouping of the Chicago, Milwaukee and St. Paul with the Great Northern or Northern Pacific fails to meet the situation because that grouping confines those lines to a specified portion of western terri¬ tory and to similar conditions, economic, climatic and physical, and as compared with other existing systems and tentative groups, leaves doubt in my mind of the ability of that limited group to measure up to the average standard of earning power which the law contemplates. The solution would seem therefore to be to find other grouping for the St. Paul which will give broader support, wider distribution of mileage and greater opportunity for the average conditions presented by west¬ ern territory as a whole. The President of the St. Paul line testified (Bee., 1697) that the property has not been yielding results, in terms of return upon value, fairly on the same terms as other roads; a large part of the reason for this result has been because of lack of volume of business; that such a large proportion of the St. Paul mileage is west of the Mis¬ souri Eiver where the density of traffic is scant. The principal reason for lack of results is the lack of tonnage. Asked if the placing of the St. Paul and the Great Northern together would put the combined sys¬ tem in possession of a larger volume of tonnage that would help to meet the situation, the "witness answered that in his judgment it would help a little but not very much. The lines are so far separated that there would not be any way of diverting any large amount of traffic over the electrified lines from the Great Northern, to have any great influence on it. Mr. Byram was further asked (Bee., 1702): **Are you at this present time prepared to give us some alternative suggestion or modification, or lay before us some other statement of the elements of the problem? *'A. Yes, I am. I think there is another arrangement for consoli¬ dation of the St. Paul that would do away with practically all of these difficulties that have heen recited here in the last two or three days, and perhaps some of the other difficulties, and that would be an alliance of the St. Paul with the Union Pacific. It seems to me that such an STATISTICS—EXHIBIT 251. CHICAGO, MILWAUKEE & ST. PAUL —MINNEAPOLIS, ST. PAUL & SAULT STE. MARIE DULUTH, MISSABE & NORTHERN, AND DULUTH & IRON RANGE GROUP. MILES OWNED AND OPERATED, INVESTMENT COSTS, STANDARD RETURN, CAPITAL STOCK, FUNDED DEBT WITH INTEREST THEREON AND REVENUE TON MILES. Miles Operated Miles Owned Investment in Road and Equipment Dec. 31, 1917 Standard Return % Capital Stock December Funded Debt 31, 1921 Interest on Funded Debt Revenue Ton Miles Dec. 31,1917 Chicago, Milwaukee & St. Paul Chicago, Terre Haute & Southeastern Chicago, Milwaukee & Gary Minneapolis, St. Paul & Sault Ste. Marie DulutK South Shore & Atlantic Duluth, Mjssabe & Northern Duluth & Iron Range 10,625 374 142 4,228 601 411 285 10,262 361 108 4,178 597 403 284 $618,560,579 24,767,369 11,270,535 185,550,746 48,479,725 43,953,260 29,170,380 $27,946,771 922,785 228,777 10,547,429 562,348 5,122,051 2,355,242 4.52 3.72 2.02 5.68 1.16 11.65 8.07 $233,251,800 4,300,000 1,000,000 37,810,200 22,000,000 4,112,500 6,500,000 $410,877,348 19,246,600 5,798,000 102,502,400 20,243,000 9,784,000 8,151,000 $18,767,681 529,978 289,900 4,557,026 873,755 508,583 407,550 10,593,315,618 573,874,163 96,810,822 3,611,368,749 343,513,247 1,905,305,100 896,257,252 Total 16,666 16,193 $961,752,594 $47,685,403 4.96 $308,974,500 $576,602,348 $25,934,473 18,020,444,951 INVESTMENT IN ROAD AND EQUIPMENT DECEMBER 31, 1921. NET RAILWAY OPERATING INCOME YEAR ENDED DECEMBER 31, 1922, AND PER CENT EARNED. Miles Operated Investment in Road and Equipment Dec. 31, 1921 Net Railway Operating Income 1922 % Chicago, Milwaukee & St. Paul (incl. C.T.H.&S.E.). Minneapolis, St. Paul & Sault Ste. Marie Duluth, South Shore & Atlantic Duluth, Missabe & Northern Duluth & Iron Range 11,029 4,383 591 306 280 $686,907,839 199,231,121 48,487,109 46,434,679 30,435,408 $13,284,245 7,178,971 86,962 6,579,607 1,686,323 1.93 3.60 .18 14.17 5.54 Total 16,589 $1,011,496,156 $28,816,108 2.85 NOTE.—^Investment in Road and Equipment excludes Materials and Supplies, Working Cash and Investments in Property not operated by the Railroad. Exhibit 251 1 2QW CRERAa LIBRABX 107 alliance would be much more comprehensive, and do away with these difSlculties, and altogether clarify the situation.'* He further testified (Eec., 1703): '*In the first place the Union Pacific has no lines east of the Mis¬ souri Elver at all. We have none west, except our northern line. I mean in Nebraska. The only places where we really compete are at Seattle, and Tacoma. We joiu each other at Spokane, and at Butte, but the lines of both companies entering there are such that there is no particular through trafiSc involved. We also join at Kansas City, and we have for many years had a preferred connection with the Union Pacific for our westbound business, the business at Council Bluffs and Omaha, and our main line through Omaha was double tracked for the express purpose of handling that traffic, so that to allow the traffic to continue to flow in that channel would not change the situation at aU." I have abstracted from some recent exhibits that have been offered, the figures of the interchange between the Chicago & Northwestern, which includes the C. St. P. M. 0., for the year 1921 with the Union Pacific, and the C. M. & St. P. The only figures I had for that were eight months of 1922, but I have estimated the year on the basis of those figures, so that while these figures are not absolutely accurate, they give a relationship. The Northwestern, including the Omaha line, or the C. St. P. M. & 0., delivered to the Union Pacific at all junctions 43,079 line- haul loaded cars, and received from the Union Pacific 51,145, or a total interchange of 94,224 cars. The St. Paul delivered to the Union Pacific on the estimate I have referred to, 22,680 cars, and received 32,655 cars, or a total of 55,335 line-haul loaded cars, indicating an approximate relationship in the interchange between the Northwestern and the Union Pacific, and the St. Paul and the Union Pacific of 9 to 5. Continuing Mr. Byram's testimony, he said: "In the north, it would do away with the problem of what to do with a third transcontinental line. Assuming that the Commission decided to finally separate these two northern properties, the Union Pacific and St. Paul combination would still leave a third line in that north- em territory, which would be eliminated or reduced to two, under the plan that is proposed. It would leave no dead ends of important lines 108 to be dried up, as has been feared here, because the Union Pacific's line joining us at Kansas City would protect our line to Kansas City, and at Omaha our line would continue to be as it is now, a channel for through traffic. There would be no competitive problems at all, but all of the advantages of an eastern connection, if there are any. I think our Union Pacific friends do not think there would be any, but, assuming that the Commission took a different view of it, if there are any advantages in having an eastern connection, our line supplies them to the Union Pacific very well. All of the advantages of increased territory and the route for handling traffic to and around Chicago, are present. A combination of the Union Pacific and the St. Paul would not make any excessive mileage. I think it is somewhere around 20,000 miles. It is singular how uniform the groupings of these lines together run. They run uniformly to about 20,000 miles each; so, there would not be any excessive mileage in that respect, and there would be a great many advantages to our line, including the one of entrance to Portland, and that territory, which we are unable to get now through rates. We are not allowed to take our traffic over our own line for Portland, from a large part of our territory, because there are no through rates and our neighbors won't make any, that is, those that have access to Portland, so we are shut out of the Portland business, except to take it to Omaha and send it around the short route. Al¬ though originated on our railroad, we are unable to take it on the long line, so that it seems to me it would be a very consistent arrangement to group the Union Pacific with the St. Paul." I offer in evidence a map showing the Union Pacific System and the Chicago, Milwaukee and St. Paul system grouped together, to be marked Exhibit 252. Examination of this map shows the advantages testified to by Mr. Byram. The St. Paul is a double-track railroad be¬ tween Omaha and Chicago and one of the strong connections of the Union Pacific. It has ample terminals in Chicago and a development throughout the states of Iowa, Wisconsin and Minnesota quite the equivalent of any other system in those states. It operates under con¬ tract over the Northern Pacific to Duluth and touches Green Bay and Escanaba, Wisconsin, with trans-lake ferry service available; in fact the St. Paul road covers the entire western lake shore, so that lake terminals and connections by car ferry are as available as exist with any other system. The Kansas City line of the St. Paul furnishes ad¬ ditional and apparently valuable and desirable connection with Union Pacific line reaching Kansas City. The St. Paul connects with the STATISTICS—EXHIBIT 252. CHICAGO, MILWAUKEE & ST. PAUL —UNION PACIFIC SYSTEM — WABASH (WEST OF MISSISSIPPI RIVER) GROUP MILES OWNED AND OPERATED, INVESTMENT COSTS, STANDARD RETURN, CAPITAL STOCK, FUNDED DEBT WITH INTEREST THEREON AND REVENUE TON MILES. Miles Operated Miles Owned Investment in Road and Equipment Dec. 31, 1917 Standard Return % Capital Stock Decembe Funded Debt r 31, 1921 Interest on Funded Debt Revenue Ton Miles Dec. 31, 1917 Chicago, Milwaukee & St. Paul Chicago, Terre Haute & Southeastern Chicago, Milwaukee & Gary Union Pacific System Los Angeles & Salt Lake St. Joseph & Grand Island Wabash (West of Mississippi River) 10,625 374 142 8,003 1,164 259 881 10,262 361 108 7,889 1,034 258 881 $618,560,579 24,767,369 11,270,535 596,399,825 82,600,440 19,473,064 72,514,842 $27,946,771 922,745 228,777 38,552,929 3,414,751 373,811 2,039,383 4.52 3.72 2.02 6.46 4.13 1.91 2.81 $233,251,800 4,300,000 1,000,000 321,836,600 25,000,000 13,599,400 52,627,164 $410,877,348 19,246,600 5,798,000 379,665,530 59,022,000 4,000,000 28,301,180 $18,767,681 529,978 289,900 15,914,445 2,360,880 160,000 1,384,770 10,593,315,681 573,874,163 96,810,822 11,040,260,259 722,502,533 192,758,662 1,674,881,178 Total 21,448 20,793 $1,425,586,654 $73,479,167 5.15 $651,614,964 $906,910,658 $39,407,654 24,894,403,298 INVESTMENT IN ROAD & EQUIPMENT, DECEMBER 31, 1921. NET RAILWAY OPERATING INCOME YEAR ENDED DECEMBER 31, 1922, AND PERCENT EARNED. Miles Operated Investment in Road and Equipment Dec. 31, 1921 Net Railway Operating Income 1922 % Chicago, Milwaukee & St. Paul (Incl. C. T. H. & S. E.) Union Pacific System Los Angeles & Salt Lake St. Joseph & Grand Island Wabash (West of Mississippi River) 11,029 8,285 1,139 258 865 $ 686,907,839 647,743,173 87,301,334 19,158,747 77,970,300 $ 13,284,245 32,070,928 1,425,390 70,029 1,437,265 1.93 4.95 1.63 .37 1.84 Total 21,576 $1,519,081,393 $ 48,287,857 3.18 NOTE.—Investment in Road and Equipment excludes Materials and Supplies, Working Cash and Investments in Property not operated by the Railroad. •owfon '^3feiio SioujK Ci*- Omaha Grand Islan Hannibo\ Lo& Angeles San Pedro Exhibit 252 C. M. & St. p. - Union Pacific W^abash (West of Miss. River) Chicago, IWitwauKee Ot St. Paul Chicago, Terre Haute & Southeastern Chicago, Milwaukee & Gary Union Pacific System Los Angeles & Salt Lake St, Joseph & Grand Island Wabash {West of Mississippi River) THS ^ "HN CRBRAR .IBRARX 109 # Union Pacific at Butte, Montana, and Spokane, Seattle and Tacoma as well as some intermediate junctions. A combination of these systems would provide the line into Portland referred to by Mr. Byram. For business moving between Chicago and Spokane and Seattle, the dis¬ tance via Chicago, Milwaukee and St. Paul is substantially shorter than via the present Union Pacific lines via Omaha, and it would seem that a combination of these lines would give improved service, par¬ ticularly a better car supply at the far west end, and offer for north¬ west coast business two excellent available routes which should post¬ pone the need for further double tracking on present Union Pacific lines in that territory and provide additional density on the electrified divisions of the St. Paul, which is said to be needed to secure thei de¬ sired economies from that type of operation. The distance from Chicago to Butte, Montana, via the St. Paul line is 1,523 miles, as compared with 1,813 miles via the Northwestern and the Union Pacific. To Spokane via the St. Paul it is 1,881 miles as compared with 2,302 miles via the Northwestern and the Union Pacific. To Seattle, via the St. Paul, it is 2,190 miles as compared with 2,449 miles via the Northwestern and the Union Pacific. To Tacoma "\da the St. Paul it is 2,209 miles as compared with 2,411 miles via the Northwestern and Union Pacific. A comparison of the lines of the Chicago and Northwestern and Chicago, Milwaukee and St. Paul, would seem to indicate little ground for difference as between them east of the Missouri Biver, with the added advantage in the case of the St. Paul of the Kansas City con¬ nection vuth the Union Pacific at that point. The addition of the Wabash line between Omaha and Kansas City and St. Louis would give this combination access to St. Louis and points beyond, basing it upon St. Louis as well as Chicago. I offer this map as evidence of a logical and legitimate suggestion for a combination having excellent reasons to justify it and one which may be approved without necessity of radi¬ cal disturbance in the present status of the Great Northern which tho tentative plan of the Commission involves. The Chicago, Milwaukee and St. Paul lines and those of the Ulinoia 110 Central system offer an interesting study for purposes of being grouped together. They present a group having complementary mile¬ age throughout the Mississippi Valley and with access to the Gulf and to the Pacific Coast. The heavy production of southern Illinois coal on the Illinois Central finds a considerable market in Wisconsin, north¬ ern Iowa and southern Minnesota. The southbound movement of grain over the Illinois Central for export would be increased by the addi¬ tional grain producing territory served by the eastern lines of the St. Paul, and southern lumber as well as western lumber moving into the Mississippi Valley would seem to be productive of tonnage for delivery on this combined system. I offer in evidence a map to be marked as Exhibit 253, showing these two systems in combination. If additional mileage connecting Omaha, Kansas City and St. Louis and giving a wider distribution of territory and a nearer approach to an average condition should be desirable, the addition of the Missouri Pacific lines would seem to strengthen the combination, and I offer in evidence a map showing the combined lines of the Illinois Central, Chicago, Mil¬ waukee and St. Paul, and Missouri Pacific systems, to be marked Ex¬ hibit 254. By the addition of the Missouri Pacific an efficient connec¬ tion is provided between Omaha and Kansas City. The southern mile¬ age of the Missouri Pacific moves a heavy volume of tonnage to and from Kansas City, which would lend support to the line of the Chicago, Milwaukee and St. Paul terminating at that gateway. The same is true at St. Louis, and the Missouri Pacific affords an efficient line be¬ tween Kansas City and St. Louis and an alternate route from the south¬ east via Kansas City and Omaha to St. Paul territory in the north and west. While it is true that these alternative suggestions must be taken and studied in connection with the groups of other western systems, it is evident from the accompanying table of statistics that the earning power of each of these combinations is substantial and reasonably bal¬ anced, as compared with those for other systems in western territory as will be indicated by later exhibits. These maps and tables are of¬ fered as additional legitimate and tentative suggestions, logical in STATISTICS—EXHIBIT 253. ILLINOIS CENTRAL—CHICAGO, MILWAUKEE & ST. PAUL GROUP. MILES OWNED AND OPERATED, INVESTMENT COSTS, STANDARD RETURN, CAPITAL STOCK,' FUNDED DEBT WITH INTEREST THEREON AND REVENUE TON MILES. Miles Operated Miles Owned Investment in Road and Equipment Dec. 31, 1917 Standard Return % Capital Stock Decembe Funded Debt r 31, 1921 Interest on Funded Debt Revenue Ton Miles December 31, 1917 Chicago, Milwaukee & St. Paul Chicago, Terre Haute & Southeastern Chicago, Milwaukee & Gary Illinois Central Yazoo & Mississippi Valley Central of Georgia 10,625 374 142 4,818 1,382 2,022 10,262 361 108 4,477 1,280 2,067 $ 618,560,579 24,767,369 11,270,535 318,361,948 63,799,814 73,655,532 $27,946,771 922,785 228,777 16,466,251 3,862,318 3,402,065 4.52 3.72 2.02 5.17 6.05 4.62 $233,251,800 4,300,000 1,000,000 109,295,867 21,553,300 20,000,000 $410,877,3^8 19,246,600 5,798,000 264,962,885 31,833,000 45,400,030 $18,767,681 529,978 289,900 10,928,659 1,423,330 2,329,290 10,593,315,681 573,874,163 96,810,822 11,234,067,259 1,966,960,536 1,052,560,223 Total 19,363 18,555 $1,110,415,777 .$52,828,967 4.76 $389,400,967 $778,117,863 $34,268,838 25,517,588,684 INVESTMENT IN ROAD AND EQUIPMENT DECEMBER 31st, 1921. NET RAILWAY OPERATING INCOME YEAR ENDED DECEMBER 31st, 1922 AND PERCENT EARNED. Miles Operated Investment in Road and Equipment Dec. 31, 1921 Net Railway Operating Income 1922 % Illinois Central Yazoo & Mississippi Valley Central of Georgia Chicago, Milwaukee & St. Paul (Inch C.T.H.& S.E.) 4,784 1,381 1,919 11,029 $ 394,505,808 68,582,580 75,003,370 686,907,839 $25,121,128 1,631,609 4,375,578 13,284,245 6.37 2.38 5.83 1.93 Total 19,113 $1,224,999,597 $44,412,560 3.63 NOTE.—Investment in Road and Equipment excludes Materials and Supplies, Working Cash and Invest¬ ments in Property not operated by the Railroad. Exhitk 253 the john crurab STATISTICS—EXHIBIT 254. ILLINOIS CENTRAL—CHICAGO, MILWAUKEE & ST. PAUL-MISSOURI PACIFIC GROUP MILES OWNED AND OPERATED, INVESTMENT COSTS, STANDARD RETURN, CAPITAL STOCK, FUNDED DEBT WITH INTEREST THEREON, AND REVENUE TON MILES. Miles Operated Miles Owned Investment in Road and Equipment Dec. 31, 1917 Standard Return % Capital Stock Decembei Funded Debt r 31, 1921 Interest on Funded Debt Revenue Ton Miles December 31, 1917 Chicago, Milwaukee & St. Paul Chicago, Terre Haute & Southeastern Chicago, Milwaukee & Gary Illinois Central Yazoo & Mississippi Valley Central of Georgia Missouri Pacific 10,625 374 142 4,818 1,382 2,022 7,348 10,262 361 108 4,477 1,280 2,067 6,842 $ 618,560,579 24,767,369 11,270,535 318,361,948 63,799,814 73,655,532 350,659,717 $27,946,771 922,785 228,777 16,466,251 3,862,318 3,402,065 14,312,344 4.52 3.72 2.02 5.17 6.05 4.62 4.08 $233,251,800 4,300,000 1,000,000 109,295,867 21,553,300 20,000,000 154,639,600 $410,877,438 19,246,600 5,798,000 264,962,885 31,833,000 45,400,030 243,447,980 $18,767,681 529,978 289,900 10,928,659 1,423,330 2,329,290 11,152,933 10,593,315,681 573,874,163 96,810,822 11,234,067,259 1,966,960,536 1,052,560,223 7,784,444,725 Total 26,711 25,397 $1,461,075,494 $67,141,311 4.60 $544,040,567 $1,021,565,843 $45,421,771 33,302,033,409 INVESTMENT IN ROAD AND EQUIPMENT DECEMBER 31st, 1921. NET RAILWAY OPERATING INCOME YEAR ENDED DECEMBER 31st, 1922, AND PERCENT EARNED. 1 .. 5 , Miles Operated P Investment in Road and Equipment Dec. 31, 1921 Net Railway Operating Income 1922 % Chicago, Milwaukee & St. Paul (Inch C.T.H.& S.E.). Illinois Central Yazoo & Mississippi Valley Central of Georgia Missouri Pacific ll,b29 4,784 1,381 1,919 7,261 $ 686,907,839 394,505,808 68,582,580 75,003,370 382,277,854 $ 13,284,245 25,121,128 1,631,609 4,375,578 8,247,035 1.93 6.37 2.38 5.83 2.16 Total 26,374 $1,607,277,451 $52,659,595 3.28 NOTE.—Investment in Road and Equipment excludes Materials and Supplies, Working Cash and Invest¬ ments Jn Property not operated by the Railroad. Exhibit 254 ^pid Cffy Indianajwhs GhoUonooqo Tfcxorkona ivannah New Orleans Illinois Central - C. M. & St. P. Mo. Pac. Group Illinois Central Yazoo & Mississippi Valley Central of Georgia Chicago, Miiwaukee & St. Paul Chicago, Terre Haute & Southeastern Chicago, Milwaukee & Gary Missouri Pacific HHOC IHI Ill cliaracter and I believe worthy of further study. Again they indicate not only a better and stronger combination for St. Paul than that pro¬ posed in the tentative plan, more nearly approaching average condi¬ tions and contributing greater strength, but also prove that a disrux)- tion of the present long standing close relations between Burlington, Northern Pacific and Great Northern is not necessary in order to deal fairly "with the Chicago, Milwaukee and St. Paul. Treatment op Chicago ahd Northwestern paiiiwat. Pursuing the inquiry further, if St. Paul be grouped Avith Union Pacific, the question of the Chicago and Northwestern presents itself and I venture to add one or two tentative suggestions for further study as to that important system. I hope I may escape the charge that I am undertaking to make a map of western territory or even to argue the future of other western systems Avith which I obviously have no concern and for Avhich I carry - * t. no responsibility. I hope, hoAvever, to be helpful in the making of these tentative suggestions and acknowledge that the reason they are made is because I am persuaded that it is unAvise, impossible and unneces¬ sary to break up the long standing and, as I believe, efficient close rela¬ tionship between Burlington, Great Northern and Northern Pacific. Those lines desire not only to maintain their relationship because they believe it is in the public interest and necessary for the financial struc¬ ture which surrounds them; they are willing and prepared to proceed to actual consolidation if authority is given for that purpose and hav¬ ing before us the problem Avhich the tentative plan has unfortunately presented, we are compelled to go further and make the effort to indi¬ cate certain lines of thought and study a\ffiich may be of help in the solu¬ tion of this problem and in the preservation of the earning power of the properties owned by those companies. 112 As to the Chicago and Northwestern, in that spirit it may be grouped with the Illinois Central and I offer in evidence a map and tables of statistics *showdng that combination which may be marked Exhibit 255. The rate of return indicated on this group is 5.48 per cent based on the standard return and examination of the map shows that this combination would present a system having strong features. That system may likewise be grouped with Illinois Central and Mis¬ souri Pacific, and I offer in evidence map which may be marked Ex¬ hibit 256, showing the lines of those three systems grouped together. I have said that it seemed to me that each western system ought to have, an outlet to the Pacific Coast and a later suggestion as to the Chicago and Northwestern mil carry out that idea, but it would seem legitimate to consider Chicago and Northwestern, Illinois Central and Missouri Pacific aside from that general principle and as a strong Mississippi Valley combination. A close similarity between the Chi¬ cago, Milwaukee and St. Paul eastern lines and the Northwestern make the same observations as to complementary nature appropriate. This "map shows how well these three systems would seem to fit to¬ gether in the interchange of the important items of traffic which they each carry. By this combination they mil occupy substantially all of the great western centers of traffic and be in a position to inter¬ change with connections, both east and west. The calculation of the apparent results of operation of this combination shows comparative strength and earning power and the attention of the Commission is invited to this suggestion. Another interesting arrangement for the Chicago and Northwest¬ ern would be to combine it mth the Illinois Central and Soo Line, and I offer in evidence map to be marked Exhibit 257, mth tables of figures showing the apparent results of that combination. I shall a little later have another suggestion to make with reference to the Chi¬ cago and Northwestern. STATISTICS—EXHIBIT 255. ILLINOIS CENTRAL-CHICAGO & NORTHWESTERN GROUP. MILES OWNED AND OPERATED, INVESTMENT COSTS, STANDARD RETURN, CAPITAL STOCK, FUNDED DEBT WITH INTEREST THEREON AND REVENUE TON MILES. Miles Operated Miles Owned Investment in Road and Equipment Dec. 31, 1917 Standard Return % Capital Stock Decembei Funded Debt ' 31, 1921 Interest on Funded Debt Revenue Ton Miles December 31, 1917 Illinois Central Yazoo & Mississippi Valley Central of Georgia Chicago & Northwestern Chicago, St. Paul, Minneapolis & Omaha 4,818 1,382 2,022 8,410 1,749 4,477 1,280 2,067 8,388 1,677 $318,361,948 63,799,814 73,655,532 414,412,131 79,656,153 $16,466,251 3,862,318 3,402,065 23,364,029 4,934,790 5.17 6.05 4.62 5.64 6.20 $109,295,867 21,553,300 20,000,000 167,577,024 29,818,946 $264,962,885 31,833,000 45,400,030 238,450,600 45,001,200 $10,928,659 1,423,330 2,329,990 11,218,008 2,478,531 11,234,067,259 1,966,960,536 1,052,560,223 9,270,928,675 1,678,230,772 Total 18,381 17,889 $949,885,578 $52,029,453 5.48 $348,245,137 $625,647,715 $28,378,518 25,202,747,465 INVESTMENT IN ROAD AND EQUIPMENT, DECEMBER 31, 1921. NET RAILWAY OPERATING INCOME YEAR ENDED DECEMBER 31, 1922, AND PERCENT EARNED. Miles Operated Investment in Road and Equipment Dec. 31, 1921 Net Railway Operating Income 1922 % Illinois Central Yazoo & Mississippi Valley Central of Georgia Chicago & Northwestern Chicago, St. Paul, Minneapolis & Omaha 4,784 1,381 1,919 8,403 1,749 $ 394,505,808 68,582,580 75,003,370 453,946,192 86,370,096 $ 25,121,128 1,631,609 4,375,578 17,036,305 3,812,671 6.37 2.38 5.83 3.75 4.41 Total 18,236 $1,078,408,046 $ 51,977,291 4.82 NOTE.—Investment in Road and Equipment excludes Materials and Supplies, Working Cash and Investments in Property not operated by the Railroad. St.Louis LOUIS' Chattanooqa Savannah ,omfr Exhibit '255 lliinois Central Yazoo & Mississippi Valley Central of Georgia Ctiicago & Northwestern Chicago, St. Paul, Minneapolis & Omaha Illinois Central C. & N. W. Group STATISTICS—EXHIBIT 256. ILLINOIS CENTRAL-CHICAGO & NORTHWESTERN-MISSOURI PACIFIC GROUP. MILES OWNED AND OPERATED, INVESTMENT COSTS, STANDARD RETURN, CAPITAL STOCK, FUNDED DEBT WITH INTEREST THEREON AND REVENUE TON MILES. Miles Operated Miles Owned Investment in Road and Equipment Dec. 31, 1917 Standard Return % Capital Stock Decembei Funded Debt r 31, 1921 Interest on Funded Debt Revenue Ton Miles December 31, 1917 Illinois Central Yazoo & Mississippi Valley Chicago & Northwestern Hs Chicago, St. Paul, Minneapolis & Omaha Missouri Pacific Central of Georgia 4,818 1,382 8,410 1,749 7,348 2,022 4,477 1,280 8,388 1,677 6,842 2,067 $ 318,361,948 63,799,814 414,412,131 79,656,153 350,659,717 73,655,532 $16,466,251 3,862,318 23,364,029 4,934,790 14,312,344 3,402,065 5.17 6.05 5.64 6.20 4.08 4.62 $109,295,867 21,553,300 167,577,024 29,818,946 154,639,600 20,000,000 $264,962,885 31,833,000 238,450,600 45,001,200 243,447,980 45,400,030 $10,928,659 1,423,330 11,218,008 2,478,531 11,152,933 2,329,290 11,234,067,259 1,966,960,536 9,270,928,675 1,678,230,772 7,784,444,725 1,052,560,223 Total 25,729 24,731 $1,300,545,295 $66,341,797 5.10 $502,884,737 $869,095,695 $39,530,751 32,987,192,190 INVESTMENT IN ROAD AND EQUIPMENT, DECEMBER 31, 1921. NET RAILWAY OPERATING INCOME YEAR ENDED DECEMBER 31, 1922, AND PERCENT EARNED. Miles Operated, Investment in Road and Equipment Dec. 31, 1921 Net Railway Operating Income 1922 % Illinois Central Yazoo & Mississippi Valley Central of Georgia Chicago & Northwestern Chicago, St. Paul, Minneapolis & Omaha Missouri Pacific 4,784 ' 1,381 1,919 8,403 1,749 7,261 $ 394,505,808 68,582,580 75,003,370 453,946,192 86,370,096 382,277,854 $ 25,121,128 1,631,609 4,375,578 17,036,305 3,812,671 8,247,035 6.37 2.38 5.83 3.75 4.41 2.16 Total 25,497 $1,460,685,900 $ 60,224,326 4.12 NOTE.—Investme nt in Road and Equipment excludes Materials and Supplies, Working Cash and Investments in Property not operated by the Railroad. Illinois Central - Chicago & Northwestern - Mo. Pacific Group Illinois Central Yazoo & Mississippi Valley Chicago & Northwestern Chicago, St. Paul, Minneapolis & Omaha Missouri Pacific Central of Georgia Duluth Oakes' SI. Paul linsieapoiis/ Des Moines Omaha .Sl.Joseph Spn , i Now, in a scheme of this kind involving consolidation ideas, it 135 would seem to me that here is an illustration of the value of shorten¬ ing distance and providing an alternate route, and postponing capital expenditures for a considerable period of time. Q. (By Mr. Scott.) These references which you made to the map are references to the map of your proposed group No. 2, Ex¬ hibit 258. ' ■ A. Yes, sir. While on that, I want to say a little more about the Denver & Rio Grrande. , Of all the transcontinental lines, the Denver & Rio. Grande has had perhaps less development and less physical improvement than any of the others. In the north, all of the lines are in a comparatively high state of development and susceptible of efficient and economical use. The same is true, of course, of the Union Pacific route. And the same is likewise true of the lines through the southwest, like the Santa Fe and the Southern Pacific. But the one portion of transcontinental mileage which seems to me to need further support in the way of de¬ velopment of traffic, which means earnings, to justify the expenditures needed, and needs.further expenditures for shortening the distance and further physical improvements, happens to be the Denver & Rio Grande, and as connected Avith it, the Denver & Salt Lake. Noav. knoAving as we all do the general traffic situation relating to transcontinental business as affected by the Panama Canal, and other questions Avhich I need not go into,-it is going to. take some financial strength and some courage to take hold of a property like the Denver &} Rio Grande and the Denver & Salt Lake and bring them to an equiva¬ lent -with the other transcontinental systems; but it ought to be done. Q., (By Commissioner Hall.) You are looking at it primarily as a part of a transcontinental route ? A. That is one. I.Avas ahout to say in addition that there is a vast amount of local territory adjacent to and d.ependent upon the Denver & Rio Grande, and the Denver & Salt Lake that "will be benefited by having better service. The Denver & Rio Grande territory is steadily I 136 growing'. It is producing large and increasing volumes of perishables. I think last year the figures will show there were 22,000 carloads of perishable traffic that originated on the Denver & Rio Grande. I have looked at the solution of that situation in the effort to try to find a volume of traffic and financial strength that would enable the further development of the Denver & Rio Grande to be made, both for the local business as well as—not only Utah business but transcontinental busi¬ ness. And it seems to me that as the Santa Fe is reputed to have been interested in securing an interest in the Denver & Rio Grande, and that the Commission's plan proposes to allocate the Denver & Rio Grande to the Santa Fe, that it would be just as well to encourage that idea and, therefore, my plan suggests that the Santa Fe have a half interest in this property. - The Santa Fe reaches the Denver & Rio Grande at Pueblo and parallels- it up to Denver, but its main route for through business would be through the Pueblo gateAVay. That situation would not seem to lend support to the development of the Moffat line, Avhich comes from the nortliAvestern part of Colo¬ rado to Denver^ and it is likely, I suppose, that if the Moffat line is developed into a connection at Dotsero Avith the Denver & Rio Grande, that the traffic moAung over the Denver & Rio Grande Avould probably divide at Dotsero, and that which should logically route Denver and east Avould go that way, and the remainder, Avhich would logically go through "the Pueblo gateAvay, would go over the existing Denver & Rio Grande line. ■ - Q. That is the eastbound traffic. Noav, how about the Avestbound traffic, Mr. Hoiden? A. Westbound also. Such traffic as Burlington. Avould bring to Denver routed beyond would hardly go south to Pueblo and around that long loop, Avhich has been one of the disabilities of the Denver & Rio Grande, if the Moffat line tunnel improvement is made and the Dotsero' connection is developed. Q. Prior to 1901 the Burlington AA'as a favorite connection of the Denver & Rio Grande, wasn't it^ A. And since, I think. 137 Q. Wasn't there a little change about the time the Gould interests came into the Denver & Bio Grande, and the Missouri Pacific became a preferred connection in several senses'? While the Burlington con¬ tinued to exchange traffic, of course, yet wasn't the Burlington some¬ what affected by that shift in control? A. I think that is true, Mr. Commissioner. And the figures which Mr. Bush offered here the other day show that the Missouri Pacific- Denver & Bio Grande interchange is, as I recall it broadly, probably as much as all of the other roads together. I think Burlington is the next. Undoubtedly when the Missouri Pacific connection was made and the financial relations between that road and the Denver & Bio Grande were arranged, the tendency was to favor the Missouri Pacific- Denver & Bio Grande route in competitive business, but Burlington was always in a position to deliver a considerable volume of west- hound business and enjoyed reasonable interchange in return. • Q. The Burlington has always been in very close touch with the Denver & Bio Grande. Mr. Perkins and General Palmer were intimate friends, and they worked together more or less. Perhaps you recall, Mr. Holden, that since 1901 or thereabouts there have been practically no extensions of Denver & Bio Grande lines. A. I think that is true. Q. And that at that time and since, it has been originating about 80 per cent of its own traffic, which shov/s the wisdom .with which Gen¬ eral Palmer had planned and laid out that system for development. A. That is quite true. And it also indicates, as. I think, the rea¬ son why it has not enjoyed a larger volume of through business, which is very important to it, and it has not been in position to effectively handle it, and it has affected its connections because the service has not been comparable with that which the Union Pacific to the north and the Santa Fe to the south have offered. Q. Now, "will you develop a little fiirther, if you have not already done so, this idea that the Santa Fe should have a half interest in¬ stead of the Denver & Bio Grande being a component part of the sys¬ tem which the Santa Fe was, for convenience, named for? 138 A. The reason for that, in addition to securing for the Denver & E-io Grande route further strength and traffic, was because I find that the Commission has proposed to put the Rock Island and Southern Pacific together; and then, in the recent Central Pacific decision re¬ turning the relation of Central Pacific as a part of the Southern Pa¬ cific, it seemed to have the situation that the Southern Pacific rails come east to Ogden and come west from Chicago to Denver and there is a gap in there between Colorado and Utah on the new Southern Pacific system as the Commission proposes it, wffiich would seem to make it logical to bridge that gap by giving that system a half interest in the Denver & Rio Grande. Q. (By Prof. Ripley.) Right there on that point, Mr. Holden, you are aware that the Union Pacific interests have already expressed apprehension lest the continuation of the Rock Island line to Denver should leave them caught between the two arms of that system, one reaching in from the west and the other reading in fron^Jhe east? Now, you have continued still further that TO^ffoaohmcnt by adding the intervening link. Isn't there danger there of short circuiting the Union Pacific just as they apprehended the danger of such short cir¬ cuit by the present arrangement? A. That is possible. I would think that would be a matter for the Union Pacific to discuss. I am dealing with the plan as I find it. I had supposed that was in everybody's mind when they were dealing with the situation and the other aspects of it, but if it is desirable to avoid the short circuit and concentrate all of the business possible on the Union Pacific line, another arrangement can be made by the Denver & Rio Grande. But here is the situation, Mr. Ripley, and I have looked at it from that angle. For years Burlington and Rock Island and Missouri Pacific have come out from the east and they have been up against the wall of the Rocky Mountains. The only outlet they have had was over the Denver & Rio Grande, and it has not been one comparable with the through routes to the north and the south. Again, as I said before, it seems to me to be a problem there both for the local interests 139 of Colorado and Utali as well as for the maturing of this railroad as a transcontinental line in competition mth the others that traffic and strength he found to do that, and if the suggestion that I have made seems embarrassing to the route further north, I have no doubt that further consideration of the matter might find some other way to go along with the Denver & Rio Grande enterprise. Q. (By Commissioner Hall.) How does the idea of undivided half interest fit in with the consolidation plan or the consolidation statute, as you understand it? MHiere do you find room in that stat¬ ute for the undivided half interest? That provides for the establish¬ ment of systems. Now, what would this system be? A. Mr. Commissioner, it seems to me that law was passed in the light of existing conditions and existing practices, and many cases of joint ovuiership and joint use in one way or another, and I had not thought, and was not inclined to take the view, that the language of this statute would be restricted to complete ownership or complete individual use of any particular mileage. It would involve a great many present day disruptions. Take the Richmond, Fredericksburg & Potomac as a nearby illustration. There are six large systems which developed that bridge line, and I supposed it was an admirable ar¬ rangement. Now, I would not imagine Congress, in passing this law, contemplated that arrangements of that type distinctly in public in¬ terest and in the interest of economy, should be disrupted. When it says *'limited number of systems," I think it can be properly said that joint ownership, trackage rights, and joint operations of that kind would be continued and are permissible. Q. I am not challenging the value of your suggestion, but I am inviting your attention to the wording of the statute, because that is the basis upon which we are all acting. Paragraph 6, for example, of Section 5 says: "It shall be lawful for two or more carriers by railroad, subject to this Act, to consolidate their properties or any part thereof, into one corporation for the ownership, management, and operation of the properties theretofore in separate ownership, management and opera¬ tion, under the following conditions. 140 The proposed consolidation must be in harmony with and in fur¬ therance of the complete plan of consolidation.'* Then, there are other provisions. Does that, to your mind, leave it open for a corporation Avhich we may look forward to as the development of this plan, operating as a system, to share with some other corporation in the ownership of the system? A. I do not see any legal objection to it. It seems to me that the Avord "property" does not necessarily mean an entire OAvnership. A railroad company may have a property in a half interest. It seems to me we ought to lean to that construction, and if it is not admissible, the law necessarily will have to be amended because it would be a great step backward to find that Ave would have to have entire oAvner- ship of existing rails for operation. There are too many practical and valuable illustrations all over the country of joint use, and the trend is in the direction of bridge lines and joint use of appropriate pieces of trackage, etc. So that has been my point of view. And I do not believe Congress expected to have the law interpreted in such way as would destroy or discourage the joint use of mileage where it Avould be desirable. Q. I was not speaking of joint use. I was speaking of joint OAvner- ship. Noav, for example, you have in your oAvn case joint OAvnership by the Great Northern and Northern Pacific of the Burlington. If this plan were given etfect, as you would like to see it given effect, I suppose those three corporations would become one, wouldn't they? A. Doubtless they would in time. Q. And that corporation would be the owner of the properties com¬ prising that system as well as the operator of those properties, and that feature of joint oAvnership of stock, etc., would have gone out of it. But should we look forward to a different working out of the consolidation plan when Ave reach the middle gateways of the west, and there say where there is now undivided ownership there shall bo diAuded oAvnership? I AVant .to get at the virtue of your idea that the Santa Fe system instead of having, as has been discussed, the entire U1 ownership—or taking Mr. Bushes idea, the Missouri Pacific system liaving the entire ownership, that instead of that the Santa Fe shall have half, and someone else shall have half, and that we shall look npon that as part of the complete plan for future systems, if the trans¬ portation plan of this country is to take on an element of permanency? A. It seems to me that each case ought to be considered with its own facts in mind. Now, in this instance it seems to me that the Bio Grande in one broad sense is a bridge, and may well be utilized by more than one system for that purpose. In the next place, as I have indicated, it has a large and important local territory and as to which probably the service needs improvement. There is a great deal of narrow gauge mileage which probably ought to be broad-gauged, and grades be corrected, etc. I have looked at that as permissible, and desirable to encourage such strength in the way of financial resources as can be found to accomplish that object as to this specific case. I believe the Colorado situation and the Utah situation as affected by the Bio Grande and Moffat line will find a quicker and more generous solution if you can invite not only the Santa Pe but another strong partner to take hold of that situation and bring it up to the standard of all the other middle western railroads. It is the only striking in¬ stance of that kind. Q. Who is your other strong partner? A. Well, I have suggested the Southern Pacific System because I find certain obvious facts which I have indicated, its mileage coming to Colorado from both sides really, coming to Ogden from the west, and out from Chicago to Denver from the east. Now, if that situa¬ tion presents an embarrassment with relation to other matters, then it needs further consideration, and it becomes, perhaps, a larger de¬ tail, but really a detail in the general consideration of this four group suggestion. Burlingion is still in Colorado and might be considered in connection with that subject. Perhaps I have hot reached the point, Mr. Commissioner, that I might "suggest the Missouri Pacific be also a part of the Southern Pacific system. By that plan I have tried to take care of these three western so-called stub lines that have come to 142 the Kocky Mountains there and have heen awaiting development be¬ yond, on account of the Denver & Rio Grande situation. The Missouri Pacific being a part of the new Southern Pacific, that takes care of the Rock Island and Missouri Pacific lines coming out from the east. Group 3. Group 3. As before indicated, the proposed Southern Pacific-Rock Island group as planned by the Commission contemplates not only transcontinental mileage as to-day in effect via El Paso gateway, but indicates mileage to Denver and Colorado from the east and via Cen¬ tral Pacific from San Francisco to Ogden and Salt Lake City. The addition of the Missouri Pacific and Missouri, Kansas & Texas sys¬ tems to this group is suggested, together with certain other lines, including the El Paso & Southwestern. By connection south from St. Louis a shorter and more direct route into the southwest, at least an alternate route of an efficient character, is developed. The same is true of the more direct mileage south from Kansas City occupying a different belt of territory than that now served by the Rock Island lines leading southwesterly from Kansas City. The two lines from Missouri River to Colorado points occupy distinct portions of Kansas and Colorado, but both ending at Colorado need consideration for business beyond. To bridge the gap between Colorado and Utah and again to contribute strength to the Denver & Rio Grande for its future development and improvement and including the Denver & Salt Lake, one-half ownership of the Denver & Rio Grande and Denver & Salt Lake is suggested for this Southern Pacific-Rock Island group. By this suggestion of joint ownership of the Denver & Rio Grande and Denver & Salt Lake between the Santa Fe-Northwestern group and the Southern Pacific-Rock Island group, the one remaining trans¬ continental route which apparently requires improvement and develop¬ ment and particularly shortening, would seem to be provided with the means for that purpose and the traffic needed to support it. It is in¬ teresting to note that throughout the northwest all" of the routes now in operation are reasonably matured and in effective and economical 143 operation. The same is true of the Union Pacific-Central Pacific route and equally true of the Santa Fe and Southern Pacific routes throughout the southwest. Many perplexing problems would be solved by providing for the Denver & Pio Grande and Moffat line in the manner stated not only the additional traffic but also the financial strength needed to accomplish the improvements necessary. Group 4. Group 4. The grouping of the Union Pacific and Chicago, Mil¬ waukee & St. Paul has already been suggested and it is evident that whether the present suggestions for four groups are entertained or not, that suggestion has merit and is entitled to consideration. Broad¬ ening the proposal, however, to include a discussion of the four group plan it is proposed that Union Pacific system lines and Chicago, Mil¬ waukee & St. Paul system lines be grouped with Chicago & Alton, Minneapolis & St. Louis, St. Louis-San Francisco, Wabash lines west of Mississippi River, Texas & Pacific and International & Great North¬ ern. The decision of the Commission in the Central Pacific case above referred to assures the Union Pacific of a continued close traffic rela¬ tionship with that line and thereby the continuance of its present ef¬ fective through route between the Missouri River and San Fran¬ cisco. I have already indicated the merit, as I see it, of the association of Union Pacific vuth Chicago, Milwaukee & St. Paul, providing agmn an alternate through route between the middle west and the northwest with the resulting advantages which have been indicated. By the addi¬ tion of the Chicago & Alton and the Wabash lines west of the Missis¬ sippi River, direct connection between Kansas City and St. Louis and between Omaha and St. Louis, and between Kansas City, St. Louis and Des Moines and territory beyond, is secured. In addition the im¬ portant Chicago & Alton line between Chicago and St. Louis is added. With the St. Louis-San Francisco, one of the stronger southwestern systems provides mileage from St. Louis and Kansas City into the southwest, and the addition of the Texas & Pacific provides access to New Orleans, and the International & Great Northern to Houston and 144 Galveston. The Texas and Pacific includes the present line to El Paso "with access to Mexico as the traffic with that country may in the future develop. I have proposed these tentative "western groups "with hesitation and only as an indication that I believe that the tentative plan of the Commisson goes either too far, or does not go far enough. I believe that the intent of the statute taken in connection mth the present ex¬ tensive systems now in the west justifies, if it does not require, that the western groups shall be based on Chicago and St. Louis. If this be true, I have been forced to the conclusion that there is no logical nor fair way to group the western mileage short of groups somewhat as I have indicated. The influence of the Panama Canal is to-day the most outstanding and significant influence on western traffic. Enough has developed to indicate the continued influence of that new route and no one will to¬ day undertake to predict as this western country grows, the ultimate influence of low water rates between Atlantic, Gulf and Pacific ports. There are to-day systems in the west having their own rails from connections with eastern lines to the Gulf and to the Pacific Coast and intermediate territory. It is not proposed to disturb or disrupt those systems. It must follow then as a matter of common justice that other groups must have reasonably equal opportunity to compete and to grow, and therefore unless the plan to base western groups on Chi¬ cago and St. Louis be abandoned, equal competitive opportunity de¬ mands that each group have through rails into the west and south¬ west. It is ob"sdous that groups of the character suggested will neces¬ sarily involve considerable study as to the many details which are presented, but which I have not in this general survey undertaken to deal with. It would seem necessary, before considering details of lesser importance, to consider the general plan in its broader aspectsj leaving the. working out of details, readjustments and modifications, to follow the approval of a general basis. 145 I think I have shown that groups of the size suggested are not substantially larger in geographical extent nor in volume of business nor other features" taxing management than features of the tentative plan and precedents in present day operation justify. It appears to be the presumption of the law that the consolidation of railroads into a limited number of systems is in the public interest and by this is meant that larger systems will be productive of better and more effi¬ cient transportation and greater economy in operation. The history of American railroads has been one of steady development into larger operations and larger systems, although for a time delayed and im¬ peded by the policy of the Sherman Act, which now is in a measure behind us under the policy announced in the Transportation Act, and as recently interpreted in the Central Pacific decision. I do not be¬ lieve that the full benefits which the public expects to secure through these consolidation provisions will arrive unless a courageous and comprehensive view is adopted. Finally, I predict that the courage and ability of American railroad management, if permitted to do so, will demonstrate the value of great western systems similar in type to those I have suggested and I offer these suggestions in the belief that they are sound in principle and with the hope that they may be of assistance to the Commission in the solution of the difficult problem that confronts it. I just want to add a word, Mr. Chairman, broadly, about these four systems as indicated by these four maps. As I have said, each system is provided with two routes into the west, alternate routes, and if you like, but both coming at the western end and productive, as I believe, of opportunity for routing via the shorter mileage and better circulation of car supply and the more effi¬ cient use of existing equipment. Each system has an alternate route with the same advantages into the southwest. I think you will find from an examination of them that there are practically no so-called ''stub ends" left, although there 146 are two or three, and I know of no escape from a situation of that kind, and none has been found in any of the plans that have been thus far presented. But I think you will find in these plans less objection on that score than thus far has been developed. Now to reiterate once more, it may strike, and doubtless will strike, some as beyond the scope of effective management to deal with mile¬ age of this kind, and I have tried to show by actual precedents and by what appears to be in the Commission's mind, that' that objection is not sound. Now, this western territory is, in a broad sense, a harmonious terri¬ tory. It is, broadly speaking, covered by a rate structure which is harmonious throughout, although, of course, with variations, but the country has found itself by development into three grand subdivisions, the east, southeast, and the west. In the west we have two or three practical systems already in effective operation reaching from the Great Lakes to the Gulf and to the Pacific Ocean. So, we start off with a precedent that encourages us to believe that those systems were not accidentally developed but that they were developed according, to a wise design. They are in successful operation, they are rendering effi¬ cient transportation, and in developing the thoughts that I have given you, I base my conclusions largely upon what I find to be in actual existence. - . Taking our own group, if you like, as I have shown you, under our present system of inter-related managements, the Burlington, Northern Pacific and Great Northern, and Colorado and Southern, we are oper¬ ating 28,000 miles of railroad, and I may be bold enough to say, with reasonable public satisfaction. I do not think we need to shy away from the idea that by a redistribution of authority and mileage, under the point of view that one' corporation owns the 28,000 miles instead of a dozen, that any substantial difference in the problem of manage¬ ment would present itself. Take the Union Pacific System, the South¬ ern Pacific, and the Santa Fe. Those are ..the other three grand stems around which I have grouped the ideas that I have worked out. The addition of mileage which has been suggested is only the addition of a 147 certain amount of through routes, and the aggregation around the main routes of a considerable mileage which is really branch line mileage, and presents relatively simple problems for operation. Take the Santa Fe, for instance. It operates from Chicago to the Pacific Coast, and into the south, which is a very comprehensive sys¬ tem in either of those grand districts. To encourage another system to duplicate in the southwest what the Santa Fe has does not seem to present to my mind any more difficult problems than the Santa Fe itself is handling with success. To invite the extension of the Santa Fe into Chicago & Northwestern territory does not present to my mind objections beyond the capacity of adequate management, because the Northwestern is being adequately managed to-day, and it again be¬ comes merely a question of redistribution of authority of existing officers. Q. (By Commissioner Esch.) The Canadian Pacific has about what, 13,000 miles ? A. I was coming to that as an illustration, Mr. Esch. I think it is substantially that. There we have an illustration of a very success¬ ful operation, a transcontinental railroad in truth. It has Pacific and Atlantic Coast steamship service. It is all under one general direction and operation. So far as geographical extent is concerned, I think we need not hesitate about that, in these days of telephones and tele¬ graphs, and it finally becomes a question of a sensible scheme of the distribution of authority and an .adequate and ample amount of local authority for the prompt and correct decision of local questions. I do not mean to encourage the idea that a general manager to-day having authority over 4,000 miles of territory is expected to take on 8,000 miles of territory, or a division superintendent who to-day super¬ vises 400 miles of line is expected to take on 1,200 miles of line; noth¬ ing of that kind. There is a limit to the capacity of the individual man, of course, but if there is any precedent in the growth of these Western systems, going back to the days when a railroad in New England was 60 miles, or 150 miles, remembering what in this generation we know about the growth of mileage by additions and extensions and consoli- 148 dations from systems of a thousand or 1,500 miles to present day sys¬ tems of 8,000 or 12,000 miles, I see no problem, beyond the exercise of good common sense, in developing management adequate to take care of systems such as I have proposed.. I bebeve that if we are going to do anything with this consolidation question, if it is based upon a public opinion, which the legislation in¬ dicates, my conviction is that the way to go at it is to recognize that this western territory is a unit, in a broad sense; that we have existing systems here that are in effective operation, which practically cover, on the principles I have stated, the western territory; and what we should do is to take a courageous view and develop this system along the lines that the actual situations indicate, and that is to give each system equal competitive opportunity mth the other, so that there will be a wide and a broad base under each system, in climatic and crop conditions, and in the general economical conditions of the West, and not limit any system to a limited part of the western territory. Now then, if the law is based upon average conditions for rate- making purposes, I think you have to find systems that present aver¬ age conditions for operating, traffic, and earning conditions, and I be¬ lieve that a study of this western territory indicates that you cannot have an equally competitive opportunity, and you cannot have average conditions without giving each system an outlet into the far west and an outlet to the southwest. Q. (By Commissioner Hall.) By the southwest, do you mean the Gulf? A. I mean the Gulf ultimately, but in speaking of it, I mean into the southwest, and resting on the Gulf for access to water borne traffic, and the same is true of the far west. I mean not only the Pacific Coast ports, but also reasonable mileage through the far west, so that for long haul transcontinental traffic each system may enjoy it, and also may have its share in the development of the territory throughout the west adjacent to its mileage. 149 Gross-Examination. Q. (By Commissioner Esch.) Mr. Holden yesterday you sug¬ gested an alternative treatment of the Milwaukee hy possible consoli¬ dation with the Illinois Central? A. Yes, sir. Q. That raises in my mind the practicability of combining an east and west transcontinental line with a north and south transcontinental line, from the Lakes to the Gulf, arising out of the fact that the Illinois Central is a road without grades. The Milwaukee, of course, has to cross the mountain ranges. There is a difference of products along the lines, and a difference of traffic conditions. Would it be possible for us, in such a consolidation plan as you suggested, to comply with the requirements of the consolidation statute, as, for instance, to uniform¬ ity in the rate structure producing, on the average, the same return? A. The Illinois Central is like the Wabash in one sense. It is on the dividing line; whether it is a southern or southeastern road, or whether it is a western road, is hard to say. It is both. It has a line to Omaha. It has mileage into Iowa. Q. It reaches Sioux Falls, South Dakota? A. Sioux Falls, South Dakota. It is a heavy grain carrier to the Gulf. In that way it presents quite comparable characteristics in rates and other features mth the roads leading to the Gulf on the west side of the Mississippi Eiver. It is a heavy coal carrier from Dlinois and Kentucl^y, particularly Dlinois, into the north, and is like the Burling ton in that respect. I see no substantial difference, unless you have in mind the Central of Georgia, which is a distinctively southeastern svs- tem, associated with the Illinois Central. I see no substantial difference between the Dlinois Central and the Burlington or any of these so-called western lines. It has lumber traffic, for instance. It hauls large quantities of lumber north from Mississippi and Louisiana. So do the roads on the west side of the river. Their rate structure is alike, and must be. That is obvious. I think, if the Dlinois Central had not had the western mileage, we 150 might have always considered it as a sontheastern railroad, but it has western mileage. It is a western railroad. It has its base on Chicago, competing with western railroads in large quantities and items of its traffic. I made the suggestion of associating it with the Chicago, Mil¬ waukee & St. Paul, because it seems to present an admirable! instance of the principle that I have rather based my thoughts on, that access to the Gulf and access to the Pacific Coast territory were essential, and I believe the Illinois Central can very properly be considered in that connection. The only fact is, as you point out, that it happens to be on the east side of the Mississippi River, but the Mississippi Valley is very much alike on both sides of the river, for a reasonable extent of territory and in products produced. Q. (By Commissioner Esch.) We have always recognized the right of the roads west of the river to a higher rate than the roads east. A. But they cannot charge any higher rate for competitive traffic than a road like the Illinois Central, which is in competition with them. Take the southbound movement of grain, and the northbound move¬ ment of lumber, and the handling of cotton. There seems to be a rela¬ tionship of the rates there that produces a substantial parity. I think what you say is true as to so-called southeastern territory, but as I say, the Illinois Central is rather on the line, and I think we can claim it as a western road just as well, and better, I believe, than it can be claimed as a southeastern road. Q. (By Prof. Ripley.) Mr. Holden, is there not an administrative consideration there of some importance, inasmuch as under the law the Commission has elected to fix rates by groups territorially? Wouldn't it be somewhat of a source of embarrassment if the Illinois Central were to be associated with a road lying in the northwest, when it came to the determination of these rate questions; rate increases and rate decreases, for example? A. I do not think so, Mr Ripley, because, as I say, the Illinois Central is'here, and it is astride of the line. If it is an embarrassment. 151 it has been so, and it will continue to be so. You cannot get it out of Iowa, unless you split it up, so I do not view that as a difficulty, because we cannot get away from it if it is. Q. But should not a wise plan comprehensively attempt, so far as possible, to keep the systems Avithin the rate grouping territory? A'. Broadly speaking, yes, but I am very much opposed to the idea of splitting up any systems. I do not think that this plan will move at all if that be done, and therefore I must say that I do not believe it would be Avise to split up the Illinois Central system merely on the point that you have in mind. Examiner Healy: Have you anything further of Mr. .Holden? Prof.- Eipley: I do not knoAV Avhether it would be best to pursue the inquiry now somewhat further in this way, or to wait for a future time. Examiner Healy: It probably should be the subject of further study. Prof. Eipley: I am quite content to leave Mr. Holden to the friendly attentions of his neighbor, as far as criticism goes. There are possibly one or tAvo very general considerations which it might be worth while to bring out, merely to show what appeared to be gov¬ erning in the preparation of the Commission's plan. Q. (By Prof. Eipley.) The statute calls for the preservation of the existing current of trade and commerce, does it not? A. Wherever practicable. Q. As far as practicable. Now the current of trade and commerce from the beginning has flowed from the Urn'on Pacific into the Central Pacific and vice versa, at Ogden, has it not? A. Yes. Q. Isn't it a pretty rude disturbance of that relationship to as¬ sume that a large part of that traffic is going to move east of Ogden by the Eio Grande, rather than by the Union Pacific? A. I should thinlc that AAmuld be a matter which the parties inter¬ ested would have to work out by a proper distribution of it. 152 Q. As a practical railroad man, would it be possible to move the tonnage of the Central Pacific Line over the Rio Grande route, with its grades and curvatures, etc. ? A. Not now, Q. It is your expectation then, of course, that a large amount of money would have to be spent to bring it up to a proper standard! A. Yes, sir. Q. The problem for the West really reduces itself, in its broadest aspects, to taking care of the St. Paul and the Rio Grande, does it not! A. I think fairly so, yes. Q. Are there any other dispositions that occur to you for the Rio Grande, except to put it, as in the Commission's tentative plan, with the Santa Fe, or to put it with the Burlington as I put it, or to adopt some alternative, like the one you have adopted in your plan! A. I think that is about all that seems to be available, unless you go the farther step, which at one time was under some thought, of hav¬ ing a fifth group made up of the mileage between Colorado and Cali¬ fornia and the middle route; but I do not advocate that. Q. Now, as to the St. Paul— Commissioner Hall (interposing): In your query. Prof. Ripley, do you leave out Mr. Bush's suggestion! Prof. Ripley: It occurred to me afterwards, that I should have added that. There are four possibilities, then. With the Santa Fe, as in the Commission's tentative plan; the Burlington, as in the plan which I suggested; this arrangement with the Southern Pacific and the Bock Island, which you suggest; and the continuance of the old historical relationship, as set forth by Mr. Bush. Mr. Holden: I should have included the Missouri Pacific also, but I want to add right there the thought, Mr. Ripley, that I do not see the opportunity for the development of the D. & R. G., unless it has the advantage of the tonnage which is now already, you might say, under control of the existing lines in California. It was testified here the 153 other day, and I thiTiV the figures show the volume of business is heav¬ ily easthound. How long it will continue that way, I do not know, hut so much is going west through the Canal that perhaps any change in that regard is not in sight at an early date. The easthound business out of California is already now effectively handled hy the Southern Pacific, and Santa Fe and the Union Pacific, as it reaches Los Angeles, and I douht whether it is in the policy of the present law to encourage a large amount of additional railroad construction in California, and I douht whether anyone would emhark upon it. So that is the traffic that has got to he found availahle for movement in whole or in part over the D. & R. G. easthound, and that was a large part of my thought of suggesting that the Santa Fe originating a large amount of it, and the Southern Pacific originating a large amount of it, ought to he in¬ terested in the D. & R. G. Q. (By Prof. Ripley.) In any event, the problem of carrying the D. & R. G. calls for roads of considerable strength financially, does it not? A. It seems to me so, because these eastern roads like the Burling¬ ton—^^ve have no large amount of traffic that we can deliver to it, and we have no traffic to originate in the west end. Q. Do you regard the Panama Canal as likely to grow in its seri¬ ousness of competition with the transcontinental lines? A. It seems to me that is the present-day indication, yes. Q. Its attack is primarily directed against the southern transcon¬ tinental lines, is it not? A. There was a steamer unloading shingles from the State of Washington in Houston the other day, and I think the effect—^I mean to speak of it seriously—^I think the effect of it is in one sense largely against the Southwestern lines, hut the traffic is being taken from all the Pacific Coast ports, and is being taken to all the Pacific ports. Q. But it does most directly menace the southern lines, does it not? That is, it is most clearly in direct parallel with them. It prob¬ ably could take from them a larger volume of tonnage than it could 154 take from the northern transcontinental lines, could it not, as a matter of fact? A. I don't believe that is very material. I am not enough of a transcontinental traffic man to he able to answer that intelligently, hut I doubt whether that is of as much importance as your question indi¬ cates. / Q. If it were so; that is to say, if the Canal competition is likely to cut into the earnings and financial stability of these southern lines, that would induce one to look for financial support able to carry the Eio Grande, rather to the northern lines than these southern lines, would it not, if that were true? You have not admitted that it is. but if it were, wouldn't that be the case? A. I would have to think about that, but I can say this. I do not know where the financial streng-th in the north is to be given to the D. & E. G., if this tentative plan is carried out. Q. Just a word, now, about the St. Paul, and I will be through. The statute calls for the preservation of competition so far as may be, does it not? A. Yes, sir. Q. Let us take the case of the Union Pacific. If the plan contem¬ plates carrying it into Chicago, its choice is reduced to a limited num¬ ber of connections, is it not ? A. (Interposing.) For through competitive business, yes. Q. For through competitive business. A. Just a moment. That is in its own hands, but I assume you mean that it will develop the through haul for its own rails. Q. Yes. What I mean is, if it is to be produced into Chicago, there are only a certain number of lines available, namely, the Chicago & Northwestern, the St. Paul, the Illinois Central, and the Burlington. Would it not seem logical that the connection which was chosen there for consolidation would be one which is not a competitor to the Pacific Coast with the Union Pacific, pursuing the terms of the statute? 155 A. In that aspect, yes; but that is only one of the several aspects, because the main feature is to preserve existing competition. Putting it with the St. Paul as I have suggested, where other etfective systems are in actual competition, it is in my opinion preserving existing com¬ petition, so far as the public is concerned. I do not take it that this law was based solely on the idea of preserving competition between railroads. They were looking at the public interest. Because the St. Paul nowadays competes with the Union Pacific, we will say, from Spokane eastbound, I do not understand this law meant that we must not interfere with that railroad competition, but what it meant was that Spokane should have the benefit of practical continued competi¬ tion in service, and if there are greater advantages in putting the St. Paul and the Union Pacific together than the apparent loss through leaving them as competitors for Spokane business, then I would take the greater of the two; and I believe there are such. One of the greater advantages, as I have pointed out, I think, outside of shortening the distance up to that territory, is that the St. Paul furnishes con¬ nection with the Union Pacific at Kansas City, which the Northwestern will not. Q. I will ask you just one further question. There are three gate¬ ways through the Pocky Mountains at the north, to the Coast, are there not, held by the three lines of the St. Paul, Northern Pacific, and the Great Northern? A. Yes. Q. Those three lines are not of equal strength, according to gen¬ eral report, are they? A. According to general report, I believe that is true. Q. The Northern Pacific and the Great Northern are reputed to be financially stronger than the St. Paul? A. I believe so. Q. The statute calls, so far as may be, for a balancing of financial strength, does it not, of earning power? A. The latter rather than the former. It says, so that the sys- 156' tems may earn approximately like returns on tlie same rate stmcture, or something of that sort. Q. Would it not, in pursuance, then, of the apparent intent of the statute, seem more logical that instead of putting the two strong lines together against one weaker line in a consolidation, that some other arrangement should he effected? A. If you left it precisely that way, I might have to agree with you, although I do not go quite as far as you do in understanding the law relating to financial strength hut, as I have tried to point out. Prof. Eipley, I do not think you are doing justice to the St. Paul hy leaving it alone with the Great Northern. I do not think you have found the solution. If you are looking for additional traffic and earning power for the St. Paul, I think it needs a broader base, and I do not believe you can find it by associating it with a parallel line in that limited part of the whole western territory, because, as Mr. Byram said, putting it with the Great Northern, it does not seem to him, will produce any more traffic for either, and I do not believe it will. What the St. Paul may need—^I hesitate to talk about my neighbor, but based upon what its President himself said here, what the St. Paul needs is not to be associated with its competitor out in that territory, with no opportunity for either to get more traffic, but merely to redistribute what they now themselves have. You could do something, as I have suggested, like putting the St. Paul with the Union Pacific; or, if the Union Pacific- Northwestern marriage is so final that it should never be disturbed, put the St. Paul with the Illinois Central, or some of the other suggestions I have made. I leave it finally with you. The St. Paul situation is not such as will be bettered, nor is it necessary to divorce the Great Northern from the Burlington to find a proper solution for the St. Paul. Prof. Eipley: That is all. Examiner Healy: Are there any further questions of Mr. Holden? Q. (By Mr. Scandrett.) I would like to ask one or two questions. Mr. Holden, do I correctly understand your testimony, that the pri- 157 mary purpose of your suggestion as to joint ownersMp of the Denver & Bio Grande is in order to provide additional tonnage for that line? A. Not the primary purpose, hut it is an important part of the idea, yes. Q. That tonnage would he tonnage that is all moving via the Cen¬ tral Pacific and the Union Pacific, would it not? A. Not necessarily. The Santa Fe tonnage might provide it. Q. That would he accomplished hy having the Santa Fe the sole owner of the Denver & Bio Grande? A. That might, yes. Q. If this additional tonnage is not the purpose, will you state again what is the purpose of the divided ownership of the Denver & Bio Grande? A. To provide the financial strength and resources to develop it into a practical competition with the Union Pacific, and, as an incident to that, to provide it with adequate tonnage so as to justify the in¬ vestment. Q. Why is the Southern Pacific selected as the aid of the Santa Fe in that enterprise, rather than the Burlington? A. The study that has been given to the subject hy the Commis¬ sion, and by those that have testified and made their suggestions here, seemed to indicate that the Southern Pacific had a gap between Ogden and Denver which ought to he bridged. Whether you bridge it by ownership or otherwise, I suppose it was meant that that was to be an effective route. Q. Then, that is the reason for the selection of the Southern Pacific to go along with the Santa Fe in this Denver & Bio Grande enter¬ prise? I A. It seems to suggest itself as one reason. You had the Southern Pacific on two sides of that territory, and it might logically complete the gap. Q. Would that, in your judgment, tend to build up or tend to pull 158 down the interchange at Ogden bet^veen the Union and the Central Pacific? A. That would depend a good deal on how it is handled. I could not undertake to say. It would depend a good deal on how the traffic might be routed.' Q. The thought back of the suggestion is to make it in the interest of the Southern Pacific to work business through the Colorado gate¬ ways, via the Denver & Eio Grande, is it not? A. The thought seems so, from the facts as they are presented and if you want me to go further, it might be proper, after the D. & E. G. has been matured, to suggest that some of the traffic be better routed over that line through Pueblo into territory where that is the short route, than via other routes. I do not know. I am not enough of a traffic man to tell just how the Union Pacific would handle the mat¬ ter in a case of that kind. Q. Does this joint ownership of the Denver & Eio Grande by the Southern Pacific and the Santa Fe eliminate what you characterize as stub-ends at Colorado? A. It seems to me it does, excepting one. Q. In part by reason of the fact that you propose the incorporation of the Missouri Pacific in that same system? A. Yes, sir. Q. I Avant to ask you one or two questions about the Illinois Cen¬ tral. As I understand your testimony, you think that consolidation of the Illinois Central and Milwaukee might be a feasible project? A. Yes. Q. I think I am correct in understanding you as taking the posi¬ tion that the Milwaukee and the Union Pacific would also be a feasible consolidation? A. Yes. Q. Had it occurred to you to consolidate the three, the Milwaul^ee, the Illinois Central and the Union Pacific? A. No. 159 Q. That would provide the Milwaukee-Union Pacific with a much better route to the Gulf than you have provided in your allocation for Group 4, would it not? A. I do not know whether it would be better or not. Do you mean in physical condition, or in shorter mileage, or what? . Q. Both. A. I should think, for grain originating in Kansas, for instance, on the Union Pacific lines, it would be a long way around to take it over to the Illinois Central and down to the Gulf that way. The St. Louis- San Francisco, is an efficient southwestern railroad. Q. You spoke of that working out, that it would work out de¬ sirably in connection wdth the Milwaukee and the Illinois Central. Wouldn't it work out just as acceptably if the Union Pacific were in¬ cluded in the same group? A. For the reasons I have just stated. The Union Pacific is down in Kansas, and it is a Kansas City line. The St. Paul is farther north. It is not west of the Missouri Eiver. It seems to me it is more logical to consider the St. Paul and the Illinois Central as properly associ¬ ated, than to consider the Union Pacific and the Illinois Central, al¬ though historically I have no doubt that those two lines have had a close association, because they have been more or less second cousins, I believe. But if you think that would be a good arrangement, I would be glad to consider it. But perhaps you will make the suggestion in connection with some other western groupings. Q. All I can do is to suggest questions. I am not in a position to suggest consolidations. A. I think that is a very interesting suggestion. Q. You did not provide for the Illinois Central in your four west- em systems? A. No, not the four western systems. Q. Had it occurred to you at all, Mr. Holden—^you spoke of the Denver & Rio Grande being a bridge—that the Colorado and Southern and the Fort Worth and Denver City might be used as a bridge for these large systems, all of which would connect with it in Texas? A. That is a possibility, yes. We might be prepared to consider that, at a price.